2002 Group Annual Report Eng2

125

Notes to the consolidated financial statements

5.4. – Distribution of subordinated assets

The refund of the above securities and the payment of the relevant interest aresubordinated to the payment of all other creditors with a higher claim.

In addition to those shown in the chart, as of December 31st, 2002 andDecember 31st, 2001, the Group had posted under item “Other assets” subor-dinated assets – referring to a non-interest bearing loan to a subsidiary underliquidation – amounting to €15,494 thousand.

SECTION 6 - LIABILITIES

6.1 - Breakdown of item "Due to banks"

6.2 - Breakdown of item "Due to customers"

a) due from banks - - -b) due from customers - - -c) bonds and other debt securities 165,375 152,653 12,722 8.33%

Total 165,375 152,653 12,722 8.33%

(in thousands of euros) 31-12-200231-12-2001

Changespro-forma

a) repurchase agreements 351,493 135,257 216,236 159.87%b) securities lending - - -c) due to central banks - - -d) other 5,704,375 8,941,787 -3,237,412 -36.21%

- deposits 4,855,162 7,369,351 -2,514,189 -34.12%- other 849,213 1,572,436 -723,223 -45.99%

Total 6,055,868 9,077,044 -3,021,176 -33.28%


Changespro-forma

a) repurchase agrrements 3,455,063 4,477,289 -1,022,226 -22.83%b) securities lending - - -c) other 17,980,296 16,716,573 1,263,723 7.56%

- checking accounts 15,792,874 15,027,949 764,925 5.09%- other 2,187,422 1,688,624 498,798 29.54%

Total 21,435,359 21,193,862 241,497 1.14%


Changespro-forma

126


SECTION 7 – PROVISIONS

The following section reports on the provision for termination benefits, the pro-vision for risks and charges and the loan loss provision.

7.1 – Annual changes in the "Provision for termination benefits"

7.2 – Provisions for risks and charges

7.2.1 – Sub-item 80 a) "allocation to retirement funds and similar obligations"

Retirement funds reported in the consolidated financial statements of December31st, 2002 amounted to €2,054 thousand, of which €1,821 thousand refer tothe supplementary pension fund for the employees of the consolidated BancoS.Geminiano e S.Prospero.

Among the decrement variations, there is a drawdown of €9,665 thousand car-ried out by the Parent company, referring to a bullet severance pay liquidated tothe employees concerned, who accepted the Banco’s proposal in this sense. Asa result of their assent to the proposal to be liquidated their termination bene-

A. Opening balance 314,007 347,645

B. Increments 57,982 42,583B.1. allocations 43,236 42,583B.2. other changes 14,746 -

C. Decrements -40,777 -76,221C.1. drawdowns -21,496 -66,794C.2. other changes -19,281 -9,427

D. Closing balance 331,212 314,007

(in thousands of euros) 2002 2001pro-forma


B. Increments 185 2,370B.1. allocations 185 2,370B.2. other changes - -

C. Decrements -13,303 -1,381C.1. drawdowns -10,258 -1,381C.2. other changes -3,045 -



127


fits with a one-time payment, as of December 31st, 2002 the number of retiredemployees and their heirs entitled to the benefits provided for went down to 52units.The characteristics of the main external retirement funds and the ensuing com-mitments for the Group are described below.

Pension fund for the employees of Banca Popolare di Verona – BancoS.Geminiano e S.Prospero

The Company pension fund for employees of the Parent company has its owncapital autonomy, and from a legal standpoint it is regarded as an unincorpo-rated association (a de facto entity) governed by article 36 and following arti-cles of the Civil Code. With reference to the above fund, the Parent companytook on the following commitments:

• for the prevailing part, covered by a defined contribution scheme, theParent company is committed to paying a yearly contribution equal to theamount agreed in contracts entered into with Trade Unions, aiming atguaranteeing to the entitled persons benefits in the form of annuity and/orlump sum. The contribution charged to income of 2002 totaled €13,061thousand;

• only for employees entitled to defined benefits, namely two active employ-ees and eighty-one retired employees at year-end, the Parent company iscommitted to guaranteeing the actual payment of the above benefits. Theestimated liability the Parent company shall bear to cover the guaranteegiven, based upon the Fund’s latest statement and on the most recent actu-arial evaluations, was allocated in other provisions for risks and charges.

7.2.2 – Sub-item 80 b) "tax provisions"

The tax provision as of December 31st, 2001 includes current liabilities for directtaxes, gross of advances paid and deferred tax liabilities due by the companiesof the Group. It also includes outstanding liabilities to the Inland Revenue forindirect taxes for the year, such as stamp duties, transfer taxes and the so called“substitutive tax” (substitute for income taxes) set forth by D.P.R. 601/1973.


B. Increments 361,430 331,233B.1. allocations 360,603 329,519B.2. other changes 827 1,714




128


Deferred taxes

Deferred taxes are computed along the "balance sheet liability method" dictat-ed by IAS 12, in compliance with the specific instructions issued by the Bank ofItaly. In particular, deferred tax assets and liabilities are calculated by applyingthe estimated tax rates to the nominal values of deductible and taxable tempo-rary differences, that according to the tax regulations in force at the time ofaccounting shall be in effect when the above differences reverse themselves.The tax rates and the method of computing the I.R.PE.G. (corporate income)taxable base have been changed over the fiscal year, to factor in the noveltiesintroduced by the relevant regulations, and to include intervening changes inthe profitability outlook of the single companies of the Group.

DEFERRED TAX ASSETS

The balances and changes intervened during the year in prepaid tax assets,whose offset account was posted to income, are shown in the followingchart:

The main deductible temporary differences that on December 31st, 2002 con-tributed to the calculation of disposed assets are attributable to:- allowances to the other provisions of item "provisions for risks and

charges" that were not deducted in the fiscal year in which they werecharged to income, because they did not fall under the provisions express-ly defined under art. 73 of D.P.R. n. 917 of December 22nd, 1986, totaling€72,552 thousand;

- un-deducted loan write-downs charged to income in 1995 and previousfiscal years, deductible along the modalities set forth in art. 3, paragraph107, of Act n. 549 of December 28th, 1995, totaling €66.961 thousand;

- loan write-downs that were not deducted in the fiscal year in which theywere charged to income, because they exceeded the ceiling fixed under art.71, paragraph 3, of D.P.R. n. 917 of December 22nd, 1986, totaling€13.791 thousand;

1. Opening balance 212,540 224,190

2. Increments 57,464 37,4482.1. prepaid taxes generated during the year 36,492 20,1292.2. other increments 20,972 17,319

3. Decrements -82,852 -49,0983.1. prepaid taxes cancelled during the year -69,090 -43,3133.2. other decrements -13,762 -5,785

4. Closing balance 187,152 212,540


129


At the date of accounting, no prepaid tax assets were recorded, whose offsetaccount was posted to equity.

On December 31st, 2002, deductible temporary differences that as a precautionwere not posted in the accounts of the subsidiaries, and as a consequence inthe consolidated financial statement, totaled €2.976 thousand, and refer toallowances to the other provisions of item “provisions for risks and charges”that were not deducted in the fiscal year in which they were charged to income,because they did not fall under the provisions expressly defined under art. 73 ofD.P.R. n. 917 of December 22nd, 1986.

DEFERRED TAX LIABILITIES

The balances and changes intervened during the fiscal year in deferred tax lia-bilities, whose offset account was posted to income, are shown in the follow-ing chart:

The main deductible temporary differences that on December 31st, 2002 con-tributed to the calculation of deferred tax liabilities are attributable to:

- the exercise of the faculty to defer taxes on capital gains, as envisagedunder art. 54, paragraph 4, of D.P.R. n. 917 of December 22nd, 1986,totaling €1,908 thousand;

- allowances to the loan loss reserves carried out in the financial statementsof the companies of the Group exclusively to benefit from the fiscal advan-tage of immediate deductibility. Deferred taxes recognized in the consoli-dated accounts further to the elimination of the above allowances totaled€36.562 thousand;

- accelerated depreciation carried out in the financial statements of the com-panies of the Group exclusively to benefit from the fiscal advantage ofimmediate deductibility. Deferred taxes recognized in the consolidatedaccounts further to the elimination of the above accelerated depreciationtotaled €5.110 thousand;

- greater values recognized to equity investments valued along the equity

1. Opening balance 73,751 55,798

2. Increments 2,614 31,4662.1. deferred taxes generated during the year 2,262 29,6692.2. other increments 352 1,797

3. Decrements -13,334 -13,5133.1. deferred taxes cancelled during the year -13,318 -12,3733.2. other decrements -16 -1,140

4. Closing balance 63,031 73,751


130


method. Deferred taxes stated in the consolidated financial statements inthe light of said values totaled €15.873 thousand.

Upon drawing up the consolidated accounts, the possibility of offsetting pre-paid tax assets with deferred tax liabilities was not taken advantage of, andtherefore they have been fully recognized under items “Other assets” and “Taxprovisions”.

Tax credit from prepaid taxes is likely to be recovered, considering the sufficienttaxable income generation capability demonstrated in past years by the compa-nies of the Group, and substantiated by the projections developed in the rele-vant corporate business plans.

FISCAL POSITION OF THE COMPANIES OF THE GROUP

As to the fiscal position of the companies of the Group, the following is worthmentioning:

Direct taxes

With regard to the companies of the Group, with the exception of Leasimpresathat took part in the so called “condono tombale” (a sweeping tax pardon) forfinancial years from 1997 to 2001, at the date of accounting fiscal years 1997and following are still open from a fiscal point of view, because the ordinaryterm for possible tax audits has not elapsed yet. In addition, fiscal years 1990,1991 and 1992 are still open in that fiscal authorities are carrying out audits.

Indirect taxes

Fiscal years from 1998 onwards are still open for the purpose of VAT, whilst withreference to stamp duties, the substitutive tax and transfer tax, fiscal years from2000 on are still deemed open.

Described below are the main tax disputes outstanding for the companies of theGroup.

Parent company

As a result of the merger, the ensuing Banco Popolare di Verona e Novara tookover all rights and duties that previously belonged to the merged companies,including fiscal obligations.

131


Fiscal position of Banca Popolare di Verona – Banco S.Geminianoe S. Prospero

Direct taxes

As of December 31st, 2002 the following tax disputes were outstanding:- Fiscal year 1990 – The original claim by the Inland Revenue Service amount-

ed to €9.896 thousand, inclusive of penalties. The petition filed by theParent company was fully agreed to by the Provincial Tax Commission. OnApril 14th, 2000, the Regional Tax Commission partially agreed to theappeal made by the Direct Tax Department, thus confirming the tax defi-ciency regarding a liability incurred to effect the merger recorded as good-will. The Bank appealed against said decision to the Court of Cassation.The hearing took place on December 16th, 2002. At the date of account-ing the outcome is not known yet.

- Fiscal years 1991 and 1992 – The original claim by the Inland RevenueService amounted to €14,849 thousand, and €10,316 thousand, respec-tively, inclusive of penalties. The petitions filed by the Parent company wereagreed to by the Provincial Tax Commission, that cancelled the deficienciesassessed. The Inland Revenue Service filed an appeal. The Parent companyin turn filed an immediate counter-appeal to the Regional Tax Commission.

In view of the favorable outcome of petitions filed up to now, it is likely that alsothe outstanding tax disputes shall be closed without giving rise to significant lia-bilities for the Parent company.

Fiscal position of the acquired Banco S.Geminiano e S.Prospero

Direct taxes

Fiscal years 1981, 1987, 1988 and 1992 are still open, in that they are beingaudited by the relevant tax authorities.

As of December 31st, 2002, the following tax disputes were outstanding:

- Fiscal year 1981 – The original claims of the Inland Revenue Serviceamounted to €710 thousand, inclusive of penalties. The petitions filed bythe Parent company were agreed to by the Appeal Tax commission, thatcancelled all deficiencies assessed. The decision by the Central TaxCommission for the above fiscal years is still pending, further to the appealsfiled by IRS.

- Fiscal year 1987 – The original claims of IRS amounted to €678 thousand,inclusive of penalties. The petitions filed by the Parent company have beenagreed to by the Appeal Tax Commission, that cancelled almost all defi-ciencies assessed. In 2002, the Central Tax Commission confirmed the pre-vious decisions, bringing the possible settlement charge down to €36thousand .

132


- Fiscal year 1988 – The original claims of IRS amounted to €202 thousand,inclusive of penalties. The petition filed by the Parent company was agreedto by the Regional Tax Commission for almost all deficiencies assessed. Thedefinitive decision is still pending at the Supreme Court of Cassation, fur-ther to the appeal filed by the Tax Department.

- Fiscal year 1992 – The original claims of IRS amounted to €468 thousand,inclusive of penalties. The petition filed by the Parent company was fullyagreed to by the Provincial Tax Commission, that cancelled the deficiencies.In 2002, the Bologna Regional Tax Commission confirmed the above deci-sion.

Tax provisions are in any case deemed adequate to cover possible liabilities thatmight ensue from the settlement of all pending tax disputes.

Banca Popolare di Novara

As of December 31st, 2002 there are no significant tax disputes pending.

Credito Bergamasco

The tax dispute being assessed by the relevant Tax Commissions is finally beingsettled in favor of the Bank. The only fiscal year that is still open is 1987. Fiscaldeficiencies assessed by the Tax authorities are part of a tax law interpretationcontention that involves the whole banking industry, and that up to now wasfully acknowledged by the various Commissions.

SA.RI. Sannitica Riscossioni

A legal and administrative dispute is pending with the Fiscal Authorities due tothe latter’s request to refund €8,484 thousand (plus penalties and interest due),that would have been unduly paid to some taxpayers as a result of tax refundapplications, and the correlated legal action brought against SA.RI. and the taxauthorities by Italfinanziaria S.p.A., a company sponsoring 20 taxpayers whowere refunded tax credits for €4,851 thousand. The provision set aside to coverthis potential liability amounts to €997 thousand, a sum the company deemsadequate, in light of the fact that upon verification, the procedures followed todeal with the above transactions were considered correct.

Fiscal position of the other companies of the Group

No significant tax disputes are pending. Tax provisions are in any case deemedadequate to cover possible liabilities that might ensue from the settlement of alloutstanding tax disputes.

133


7.2.3 – Sub-item 80 d) "other provisions"

Changes occurred during the year are detailed below:

Other provisions as of December 31st, 2002 include:

- estimate of expected losses from risks ensuing from bankruptcy proceed-ings against companies of the Group totaling €104,760 thousand;

- estimate of expected losses from guarantees issued, including unsecuredguarantees to individuals residing in countries at risk, totaling €20,547thousand;

- charity, amounting to €6,994 thousand;- liabilities of various types, whose amount cannot be objectively defined,

involving commitments taken, as well as the estimate of losses that couldensue from other pending or in any case foreseeable legal proceedings, inand out of court.

An update on the disputes pending between the Parent company and theNational Social Security Agency I.N.P.S. is provided below.

Alleged failure to pay social security contributions on the share ofprofits destined to the company supplementary pension fund foremployees before 1992, and on the value of shares gratuitouslygranted to employees on the 125th anniversary of the foundationof former Banca Popolare di Verona – Banco S.Geminiano eS.Prospero.

On July 19th, 2000, the Cassation Court passed a ruling, agreeing to thepetition filed by the former Banca Popolare di Verona – Banco S.Geminianoe S.Prospero as to the groundlessness of a contribution obligation due onshares that had been gratuitously granted to employees on the 125thanniversary, but at the same time it had accepted I.N.P.S.’s petition, thusvoiding the appeal decision that considered the share of profits destined to


B. Increments 56,653 32,071B.1. allocations 53,025 31,939B.2. other changes 3,628 132




134


the Company Supplementary Pension fund as not subject to social securitycontributions. Even though the disputes could not be considered settledbecause of the further appeal to the Appellate Court of Vicenza, in 2001the former Banca Popolare di Verona – Banco S.Geminiano e S.Prosperodecided to write off the credit with I.N.P.S., made up of the total reprievepayments with reservation of repetition.

On March 1st, 2002, the judgment pronounced by the Court of Vicenza,acting as an appellate Court, was passed. Since said decision give theBanco the right to claim back the reprieve payments already charged toincome, the posting of the credit with I.N.P.S. has been reinstated, and acorresponding €12,974 thousand write-back was credited to income forthe year.

For the purpose of full disclosure, it should be noted that I.N.P.S. appealedto the Supreme Court of Cassation.

Alleged failure to pay social security contributions on the spreadbetween the legal interest rate and the actual interest rate imposedon mortgages extended to employees.

The petition filed by the Parent company against the audit report withwhich I.N.P.S. objected against the failure to pay social security contribu-tions on the spread between the legal and the actual tax rate applied onmortgages extended to employees was rejected by I.N.P.S. on August 29th,2000. I.N.P.S.’s claim totals €1,029 thousand. Since the claim is consideredtotally groundless, no provisions were set aside.

In compliance with the requirements raised by Consob in its letter datedFebruary 15th, 2001, the required information on events affecting the wholebanking industry is reported below.

Tax incentives envisaged under articles 22 and 23 of Law Decree n. 153of May 17th, 1999.

Unlike many other Italian lending institutions, both the former Banca Popolaredi Verona – Banco S.Geminiano e S.Prospero, and the former Banca Popolare diNovara S.c.r.l. could never take advantage of the above tax incentives, becauseconsolidation operations were carried out before the introduction of the rele-vant legal provision, the only exception being the non-structural consolidationoperation with Banca Aletti, finalized during the year 2000 by the former BancaPopolare di Verona – Banco S.Geminiano e S.Prospero.With regard to the above transaction, during the year higher taxes were paid onthe €368 thousand allocation to the “provision for banking restructuring underlaw n. 461 of December 23rd, 1998,” using the tax provisions as an offset

135


account. Considering the uncertainty as to whether the Bank could take advan-tage of the above incentive further to the preliminary exceptions raised by theEuropean Commission, as a cautionary measure, the estimate of the 2000 taxesdid not take into account the potential benefits deriving from the above incen-tives.

Provisions dictated by Act n. 133 of May 13th, 1999, and by the BudgetLaw for 2001 regarding real estate soft mortgages and provisions underLaw Decree n. 394 of December 29th, 2000, regarding conventional fixedrate mortgages.

Decision n. 29 of February 14-25th, 2002 passed by the Constitutional Court defacto determined that criminal and civil penalties against usury are applicablewith regard to the time when the interest due was agreed upon and not to thetime of interest payment. The same decision also determined that the replace-ment rate be applied to the installments falling due as of December 31st, 2000,when the L.D. n. 394/2000 took effect.

The above decision bore no significant economic effects on Banca Popolare diVerona – Banco S.Geminiano e S.Prospero. As to Banca Popolare di Novara, theexpected€5,371 thousand charge ensuing from the obligation to recalculateinterest due had already been set aside on December 31st, 2001 in the provi-sions for risks and charges. Banco’s 2002 income was charged with further€621 thousand as a supplementary provision. Then, all the Italian branches ofthe former Banca Popolare di Novara s.c.r.l. were contributed to Banca Popolaredi Novara S.p.A., together with the risk associated with the obligation to recal-culate interests. Accordingly, the contributed business line included also the rel-evant portion of provisions for risks and charges destined to this end.

Ruling n. 425 of October 9th, 2000 with which the Constitutional Courtdeclared article 25, third paragraph of Law Decree n. 342 of August 4th,1999 void, with regards to the clauses referring to interest earned oninterest accrued earlier (compound interest).

The issue did not undergo significant changes over the year, since no legislativeaction was carried out.

The Parent company was submitted out-of-court claims by customers, askingfor the refunding of charges debited to them further to the application of theinterest compounding method, while the feared increase in in-court litigationsdid not take place.

The Parent company harmonized the frequency by which interest paid to clientsare calculated and compounded to that of interest earned. In any case, it con-siders the procedures adopted in the past totally legitimate, and in line with theentire banking industry. Should the legal issue be settled to the detriment of the

136


banking industry, the possible charge that could be incurred by the Group maybe covered by drawing from the allowance for general banking risks.

SECTION 8 – CAPITAL, RESERVES, ALLOWANCE FOR GENERAL BANKINGRISKS AND SUBORDINATED LIABILITIES

Shareholders’ equity

The reconciliation between the Parent company’s equity and the consolidatedshareholders’ equity is shown in the “Group’s report on operations”. In theattachments a table is included showing changes intervened during the year.

Annual changes in item 100 "Allowance for general banking risks"


B. Increments - -B.1. allocations - -B.2. other changes - -

C. Decrements - -190C.1. drawdowns - -190C.2. other changes - -



100 Allowance for general banking risks 58,265 58,265 - -120 Negative differences upon consolidation - 6,703 -6,703 -100.00%130 Negative differences on equity method 33,673 34,128 -455 -1.33%150 Share capital 1,332,174 1,323,359 8,815 0.67%160 Share premiums 162,008 97,798 64,210 65.66%170 Reserves 1,185,739 1,065,246 120,493 11.31%

a) legal reserve 259,331 231,699 27,632 11.93%b) reserve from own shares - 51,646 -51,646 -100.00%c) statutory reserves 508,094 373,890 134,204 35.89%d) other reserves 418,314 408,011 10,303 2.52%

180 Revaluation reserve 87,473 85,099 2,374 2.79%200 Net income for the year 429,213 317,610 111,603 35.14%

Total shareholders’ equity 3,288,545 2,988,208 300,337 10.05%

(in thousands of euros) 31-12-2002 31-12-2001pro-forma changes

137


Negative consolidation differences (item 120 of liabilities)

As of December 31st, 2002, there are no negative consolidation differences.The negative consolidation differences recognized in the pro-forma accounts ofyear-end 2001 amounted to €6,703 thousand. Before the offset against posi-tive consolidation differences, they amounted to €8,171 thousand.

In 2002, negative consolidation differences, gross of offsets, decreased by€1,060 thousand as a result of the disposal of the equity interest in Impresol.Net of offsets, the decrement amounted to €757 thousand.

During the year, further offsets against positive consolidation differences werecarried out, compared with the €5,946 thousand worth of offsets recognizedin the pro-forma accounts as of December 31st, 2001.

Had no offset been carried out during the current and past years, negative con-solidation differences would amount to €7,111 thousand.

Negative differences on application of the equity method (item 130 ofliabilities)

As of December 31st, 2002, negative differences on application of theequity method stood at €33,673 thousand, and are mainly referred toItalease, Seefinanz (the subsidiary had been valued along the equitymethod by Banca Popolare di Novara s.c. a r.l. before liquidation), andIstituto Centrale delle Banche Popolari Italiane. Gross of offsets againstpositive differences on application of the equity method, they amounted to€ 40,777 thousand.

In 2002, negative differences on application of the equity method, gross of off-sets, increased as a result of the €280 thousand capital increase carried out byItalease.

During the year, further offsets against positive differences on application ofthe equity method were carried out, compared with the €735 thousandworth of offsets recognized in the pro-forma accounts as of December 31st,2001.

Had no offset been carried out in the current and past years, negative differ-ences on application of the equity method would be €41,057 thousand.

Minority interest (item 140 of liabilities)

As of December 31st, 2002, minority interest amounted to €147,436 thou-sand, compared with €180,188 thousand being the pro-forma figure for theprevious year.

138


During the year, minority interest decreased by €32,752 thousand, mainlybecause of the increase of the equity interest held in Credito Bergamasco S.p.A.and the purchase of the remaining 50% equity interest in Aletti Invest SimS.p.A.

Revaluation reserves (item 180 of liabilities)

Regulatory capital and capital requirements

a) ex lege n. 576, 2 December 1975 486 486 - -b) ex lege n. 72, 19 March 1983 17,307 17,307 - -c) ex lege n. 408, 29 December 1990 45,898 45,898 - -d) ex lege n. 413, 30 December 1991 21,534 19,160 2,374 12.39%e) ex lege 21 n. 342, November 2000 2,248 2,248 - -

Total 87,473 85,099 2,374 2.79%


A. Regulatory capitalA.1. tier 1 capital 2,623,157 2,343,274 279,883 11.94%A.2. tier 2 capital 916,088 778,088 138,000 17.74%A.3. deductibles 339,461 193,584 145,877 75.36%A.4. regulatory capital 3,199,784 2,927,778 272,006 9.29%

B. Capital adequacy requirementsB.1. credit risks 2,729,994 2,709,379 20,615 0.76%B.2. market risks 139,850 136,887 2,963 2.16%

of which:- risks on tradingportfolio 138,796 136,144 2,652 1.95%- exchange rate risk 1,054 743 311 41.86%

B.3. other capital requirements - - -B.4. total capitl requirements 2,869,844 2,846,266 23,578 0.83%

C. Risk assets and capitalratiosC.1. risk weighted assets 35,873,047 35,578,325 294,722 0.83%C.2. tier 1 capital/risk weighted

assets 7.31% 6.59%C.3. regulatory capital/risk weighted

assets 8.92% 8.23%


139


Positive consolidation differences (item 90 of assets)

The net increase in positive consolidation differences, equal to €53,093 thou-sand, is due to the increase in the equity interest held in the following sub-sidiaries:- Credito Bergamasco: the shareholding went from 76.752% on December

31st, 2001 to the current 81.252%;- Banca Aletti: during the year the call option on 497,000 shares was exer-

cised;- Aletti Invest SIM: as explained in the report on operations, the remaining

50% equity interest in Società Cattolica di Assicurazione was acquired.

To be noted, that during the year, €5,946 thousand worth of positive consoli-dation differences were set off against an equal amount of negative consolida-tion differences.

Positive differences on application of the equity method (item 100 of assets)

During the year, positive differences on application of the equity method havebeen set off against an equal amount of negative differences on application ofthe equity method.

Composition of item 110 of liabilities "Subordinated liabilities”

Subordinated liabilities are comprised by the following debenture stock issuedby the Parent company:

• bearer bonds for €125,000 thousand issued at par on March 30th, 2001.Bonds shall be repaid with a bullet payment on January 15th, 2007. The

a) Credito Bergamasco S.p.A. 307,414 16,504 - -20,245 303,673b) Banca Aletti & C. S.p.A. 26,267 28,721 -5,058 -6,242 43,688c) Aletti Invest Sim S.p.A. - 7,257 - -726 6,531d) Sogepo SGR (ora Aletti Gestielle SGR) - 585 -585 - -e) Aletti Fiduciaria S.p.A. - 26 - -26 -

Total 333,681 53,093 -5,643 -27,239 353,892

(in thousands of euros) 31-12-2001 Write- 31-12-2002pro-forma Increments Decrements downs

a) GEMA Magazzini Generali BancaPopolare di Verona - BancoS. Geminiano e S. Prospero S.p.A. 378 - -378 - -

b) Arena Broker S.r.l. 29 - -29 - -c) Assisebino S.r.l. 328 - -328 - -

Total 735 - -735 - -

(in thousands of euros) 31-12-2001 Write- 31-12-2002pro-forma Increments Decrements downs

140


floating interest rate can be adjusted every three months along the threemonth Eurolira Libor rate. Subordination requires, in the event of liquida-tion of the Bank, that bonds be repaid only after all other debts with ahigher claim have been satisfied;

• convertible subordinated bond issue reserved preemptively to shareholders.Bonds issued at par on July 12th, 1999 amounted to a face value of€244,504 thousand. The debt shall be repaid with a bullet payment onDecember 31st, 2005, unless the conversion option has already been exer-cised. As of January 1st, 2000, bonds can be converted into shares at anytime, on a one to one ratio. The interest rate is fixed throughout the dura-tion of the borrowing, and is equal to a gross annual 2.125% rate. TheBank reserved the option to exercise an early redemption after five yearsfrom the issue date, provided that the official price quoted on the MTA(electronic equity market) of Borsa Italiana of the conversion Shares under-goes a variation of 130% or greater than the bond’s face value, that theBank of Italy grants the relevant authorization, and with at least a onemonth notice. Subordination requires, in case of voluntary or involuntarybankruptcy, that bondholders be repaid only after all other debts with ahigher claim have been satisfied;

• €258,228 thousand bearer bonds issued at par on April 10th, 1997. Thedebt shall be repaid with a bullet payment on April 10th, 2004. The inter-est rate can be adjusted every three months along the three month EuroliraLibor rate. The Bank reserved the option to exercise an early redemption,with prior authorization by the Bank of Italy. Subordination requires, in theevent of liquidation of the Bank, that bonds be repaid only after all otherdebts with a higher claim have been satisfied;

• bonds for €150,000 thousand issued at par on June 1st, 1999. Bonds shallbe repaid in five annual proportional shares equal to 20% of the debenturestock each. Subordination requires, in the event of liquidation of the Bank,that bonds be repaid only after all other debts with a higher claim havebeen satisfied;

• convertible bonds for Lire 339,099 million issued at par on November 29th,1999 and represented by bearer bonds. It shall be fully repaid by January1st, 2006;

• bonds totaling €50,000 thousand issued at par on December 20th, 2001.Bonds shall be repaid in five proportional annual shares equal to 20% ofthe debenture stock each. Subordination requires, in the event of liquida-tion of the Bank, that bonds be repaid only after all other debts with ahigher claim have been satisfied;

• bonds for €150,000 thousand issued at par on January 15th, 2002.Bonds shall be repaid with a bullet payment on April 15th, 2012, unlessafter 63 months from the issue the Bank reserves the early redemption

141


option. Subordination requires, in the event of liquidation of the Bank,that bonds be repaid only after all other debts with a higher claim havebeen satisfied;

• bonds for €100,000 thousand issued at par on May 9th. 2002. Bonds shallbe repaid in five proportional annual shares equal to 20% of the debenturestock each. Subordination requires, in the event of liquidation of the Bank,that bonds be repaid only after all other debts with a higher claim havebeen satisfied;

• bonds for €50,000 thousand issued at par on June 20th, 2002. Bonds shallbe repaid in five proportional annual shares. The issuer has the right toexercise an early redemption at par as of the 24th month following theissue date. Subordination requires, in the event of liquidation of the Bank,that bonds be repaid only after all other debts with a higher claim havebeen satisfied.

The above amounts include interest rates incrementing the value of securities.

In addition, bonds for €90,569 thousand were issued at par in May 2002 bythe Parent company and contributed to Banca Popolare di Novara S.p.A..Bonds shall be repaid in five proportional annual shares equal to 20% of thedebenture stock each. Subordination requires, in the event of liquidation of theBank, that bonds be repaid only after all other debts with a higher claim havebeen satisfied. The issuer has the right to exercise an early redemption, withprior authorization by the Bank of Italy, and to purchase its own bonds on themarket.

SECTION 9 – OTHER LIABILITIES

9.1 - Composition of item 50 "Other liabilities"

a) due to suppliers 257,540 220,320 37,220 16.89%b) pending items 135,092 256,099 -121,007 -47.25%c) items between branches

not assignedyet to the relevant accounts 120,735 199,948 -79,213 -39.62%

d) sums available due to third parties 85,742 241,004 -155,262 -64.42%e) bank transfers to be cleared

electronically 197,515 187,770 9,745 5.19%f) other 1,382,329 965,060 417,279 43.24%

Total 2,178,953 2,070,201 108,752 5.25%

(in thousands of euros) 31-12-2002 31-12-2001 changespro-forma

142


9.2 - Composition of item 60 "Accrued expenses and deferred income"

9.3 – Adjustments for accrued expenses and deferred income

Adjustments for accrued expenses and deferred income directly recognized onthe relevant balance sheet items are summarized below:

a) accrued expenses 292,101 380,624 -88,523 -23.26%1. interest accrued on derivative

contracts 145,485 112,912 32,573 28.85%2. interest on interbank

transactions 22,344 55,538 -33,194 -59.77%3. interest accrued on repurchase

agreements issued 14,038 16,361 -2,323 -14.20%4. other 110,234 195,813 -85,579 -43.70%

b) deferred income 75,120 70,833 4,287 6.05%1. non accrued interest on

derivative contracts 13,365 12,423 942 7.58%2. finance lease payments 38,759 29,913 8,846 29.57%3. other 22,996 28,497 -5,501 -19.30%

Totali 367,221 451,457 -84,236 -18.66%


a) liabilities 102,236 84,016 18,220 21.69%- due to banks - - -- due to customers - - -- debt securities in issue 90,126 74,213 15,913 21.44%- on subordinated liabilities 12,110 9,803 2,307 23.53%

b) assets 6,435 9,333 -2,898 -31.05%- due from banks 785 84 701 834.52%- due from customers 5,650 9,249 -3,599 -38.91%- bonds and other debt securities - -


143


SECTION 10 – GUARANTEES AND COMMITMENTS

10.1 - Composition of item 10 "Guarantees issued"

Guarantees issued by the Group are shown below:

10.2 - Composition of item 20 "Commitments"

a) commercial lines ofcredit 2,858,751 2,584,999 273,752 10.59%

b) financial lines of credit 910,274 871,318 38,956 4.47%c) assets pledged as security 6,699 12,380 -5,681 -45.89%

Total 3,775,724 3,468,697 307,027 8.85%


a) commitments certain tro becalled on 1,380,008 1,232,903 147,105 11.93%- still unsettled securities purchases 290,295 370,827 -80,532 -21.72%- deposits and financings

to be extended 629,084 603,032 26,052 4.32%- default swap credits 159,734 154,052 5,682 3.69%- other 300,895 104,992 195,903 186.59%

b) commitments not certain to becalled on 1,684,337 1,609,292 75,045 4.66%- undrawn margins on extended

credit lines 1,170,986 1,284,522 -113,536 -8.84%- commitments towards the Interbank

Deposit Protection Fund 38,444 39,047 -603 -1.54%- other 474,907 285,723 189,184 66.21%

Total 3,064,345 2,842,195 222,150 7.82%


144


10.3 – Assets pledged as security to debts

10.4 – Undrawn margins on lines of credit

a) securities 1,165,839 2,702,297 -1,536,458 -56.86%- referring to reverse repurchase

agreements 948,812 2,474,258 -1,525,446 -61.65%- as a security to advances from

the Bank of Italy 108,043 117,548 -9,505 -8.09%- as a surety for the issue

of circular checks 88,602 88,176 426 0.48%- as a security for other transactions 20,382 22,315 -1,933 -8.66%

b) other 125 128 -3 -2,34%

Total 1,165,964 2,702,425 -1,536,461 -56.85%


a) central banks 114,678 119,527 -4,849 -4.06%b) other banks 1,044,887 1,088,199 -43,312 -3.98%

Total 1,159,565 1,207,726 -48,161 -3.99%


145


10.5 – Forward transactions

1. Purchase and sale 1,719,927 4,706,023 -

1.1. securities 1,879 550,673 -- purchase 987 287,957 -- sale 892 262,716 -

1.2. currencies 1,718,048 4,155,350 -- currencies against

currencies 194,334 139,669 -- purchase against euro 1,085,418 2,420,756 -- sale against euro 438,296 1,594,925 -

2. Deposits and financing - 105,237 1,446,434- to be extended - 116,892 211,377- to be received - -11,655 1,235,057

3. Derivative contracts: 12,696,668 23,697,362 1,429,143

3.1. with exchange of capital: 652,159 2,644,773 105,583a) securities: - 172,926 105,583

- purchase - 172,922 -- sale - 4 105,583

b) currencies: 652,159 2,390,949 -- currencies against

currencies 7,509 20,040 -- purchase against euro 642,094 1,122,516 -- sale against euro 2,556 1,248,393 -

c) other: - 80,898 -- purchase - 80,898 -- sale - - -

3.2. without exchange of capital: 12,044,509 21,052,589 1,323,560a) currencies: - - -

- currencies againstcurrencies - - -

- purchase against euro - - -- sale against euro - - -

b) other: 12,044,509 21,052,589 1,323,560- purchase 8,003,528 9,525,232 110,663- sale 4,040,981 11,527,357 1,212,897

Total 14,416,595 28,508,622 2,875,577

31-12-2002 Classes of transactions(in thousands of euros) hedging trading other

146


1. Purchases and sales 3,825,305 1,768,779 -

1.1. securities 7,524 489,216 -- purchase 560 320,753 -- sale 6,964 168,463 -

1.2. currencies 3,817,781 1,279,563 -- currencies against 842,560 97,217 -- purchase against euro 1,519,760 921,665 -- sale against euro 1,455,461 260,681 -

2. Deposits and financing - 50,000 1,303,218- to be extended - - 683,318- to be extended - 50,000 619,900

3. Derivative contracts: 13,653,187 8,754,079 1,163,977

3.1. with exchange of capital: 914,115 813,024 30,248a) securities: 143,868 254,793 30,248

- purchase 87,058 130,180 -- sale 56,810 124,613 30,248

b) currencies: 770,247 558,231 -- currencies against 8,671 9,418 -- purchase against euro 758,481 272,632 -- sale against euro 3,095 276,181 -

c) other: - - -- purchase - - -- sale - - -

3.2. without exchange of capital: 12,739,072 7,941,055 1,133,729a) currencies: - - -

- currencies against - - -- purchase against euro - - -- sale against euro - - -

b) other: 12,739,072 7,941,055 1,133,729- purchase 9,142,433 3,651,151 -- sale 3,596,639 4,289,904 1,133,729

Total 17,478,492 10,572,858 2,467,195

31-12-2001 pro-forma Classes of transactions(in thousands of euros) hedging trading other

147


Internal deals

The chart below shows the notional value of derivative contracts that were theobject of internal deals, broken down in purchase and sale by contract.

The mark to market of internal deal contracts entered into with Banca Aletti bythe other Companies of the Group to hedge assets/liabilities valued at costshows a total €9,680 thousand capital loss – that did not emerge when apply-ing the principle of the evaluation consistency.

10.6 – Credit derivatives

a) Interest rate derivatives 3,740,140 12,682,786- purchase 1,181,372 7,030,091- sale 2,558,768 5,652,695

b) Exchange rate derivatives - 2,554,044- purchase - 1,277,022- sale - 1,277,022

c) Derivatives on securities and indices 193,241 687,455- purchase 190,297 250,051- sale 2,944 437,404

Total 3,933,381 15,924,285

31-12-2002 Classes of transactions(in thousands of euros) hedging trading

1. Protective purchase - 71,0681.1 with exchange of capital - 70,000

- Credit default swaps - 70,000- Credit default options - -

1.2 without exchange of capital - 1,068- Credit default swaps - -- Credit linked notes - 1,068- other - -

2. Protective sale 1,068 159,7342.1 with exchange of capital - 110,000

- Credit default swaps - 110,000- Credit default options - -

2.2 without exchange of capital 1,068 49,734- Credit default swaps - 49,734- Credit linked notes 1,068 -- other - -

31-12-2002 Classes of transactions(in thousands of euros) trading other trans.

148


SECTION 11 - CONCENTRATION AND DISTRIBUTION OF ASSETS AND LIABILITIES

11.1 – Major risks

11.2.- Distribution of customer loans by main classes of borrowers

The following chart shows loans subdivided by classes of borrowers:

11.3 – Distribution of loans to non-financial companies and residentfamily businesses

a) total 1,809,955 2,245,972 -436,017 -19.41%b) number 4 10 -6 -60.00%

(in thousands of euros) 31-12-2002 31-12-2001 Changespro-forma

a) Governments 6,191 8,555 -2,364 -27.63%b) other public agencies 182,254 248,452 -66,198 -26.64%c) non-financial businesses 20,745,530 21,109,479 -363,949 -1.72%d) financial businesses 3,696,663 3,344,377 352,286 10.53%e) family businesses 1,843,000 1,964,779 -121,779 -6.20%f) other operators 5,475,606 4,579,139 896,467 19.58%

Total 31,949,244 31,254,781 694,463 2.22%


a) other marketable services 3,469,565 3,015,944 453,621 15.4%b) commerce, salvage and repairs 3,844,636 4,069,410 -224,774 -5.52%c) construction and public works 2,053,510 1,947,774 105,736 5.43%d) textiles, leather, footwear

and clothing 1,276,818 1,350,804 -73,986 -5.48%e) metal products, excluding

machines and vehicles 1,197,516 1,362,082 -164,566 -12.08%f) other branks 9,814,575 10,353,340 -538,765 -5.20%

Total 21,656,620 22,099,354 -442,734 -2.00%


149


11.4 – Distribution of guarantees issued by main counterpart classes

11.5 – Geographical distribution of assets and liabilities

The geographical distribution of relations based upon the counterparts’ resi-dence is summarized below:

a) Governments - - -b) other public bodies 13,104 10,811 2,293 21.21%c) banks 251,926 251,879 47 0.02%d) non-financial businesses 2,928,973 2,658,469 270,504 10.18%e) financial businesses 324,356 277,326 47,030 16.96%f) family businesses 79,857 85,596 -5,739 -6.70%g) other operators 177,508 184,616 -7,108 -3.85%

Total 3,775,724 3,468,697 307,027 8.85%


1. Assets 38,712,179 3,353,691 943,849 43,009,7191.1. due from banks 4,434,857 1,440,110 188,217 6,063,1841.2. due from customers 30,671,886 1,070,395 206,963 31,949,2441.3. securities 3,605,436 843,186 548,669 4,997,291

2. Liabilities 34,963,981 4,867,858 1,451,885 41,283,7242.1. due to banks 3,476,228 1,360,264 1,219,376 6,055,8682.2. due to customers 19,976,858 1,244,671 213,830 21,435,3592.3. debt securities in issue 10,411,732 2,262,923 18,679 12,693,3342.4. other 1,099,163 - - 1,099,163

3. Guarantees and commitments 6,210,009 536,131 93,929 6,840,069

31-12-2002 Italy Other U.E. Other Total(in thousands of euros) Countries Countries

1. Assets 39,006,335 5,106,635 1,347,008 45,459,9781.1. due from banks 5,222,275 2,962,842 414,034 8,599,1511.2. due from customers 29,772,614 1,111,609 370,558 31,254,7811.3. securities 4,011,446 1,032,184 562,416 5,606,046

2. Liabilities 34,941,329 6,891,571 2,381,912 44,214,8122.1. due to banks 3,578,933 3,300,141 2,197,970 9,077,0442.2. due to customers 20,362,920 684,031 146,911 21,193,8622.3. debt securities in issue 10,034,759 2,907,399 37,031 12,979,1892.4. other 964,717 - - 964,717

3. Guarantees and commitments 5,097,718 1,051,654 161,520 6,310,892

31-12-2001 pro-forma Italy Other U.E. Other Total(in thousands of euros) Countries Countries

150


11.6 – Time distribution of assets and liabilities

1. Assets 15,207,984 23,183,574 10,825,628 17,040,186 8,757,630 3,695,147 4,117,257 1,574,8731.1 Treasury bills eligible

for refinancing 30,619 216,091 230,885 66,631 362,236 41,179 219,242 -1.2 Due from banks 744,208 3,675,107 1,208,296 74,880 17,676 2,437 - 340,5801.3 Due from customers 13,015,114 4,868,258 2,549,544 1,542,374 5,065,779 729,359 3,027,065 1,151,7511.4 Bonds and other debt securities 9,656 447,584 637,463 333,003 1,111,979 203,112 807,942 82,5171.5 Off-balance sheet transactions 1,408,387 13,976,534 6,199,440 15,023,298 2,199,960 2,719,060 63,008 25

2. Liabilities 19,470,790 27,145,666 11,907,841 16,203,144 5,166,375 2,692,989 752,280 312,5142.1 Due to banks 2,098,882 3,096,075 465,641 66,321 223,216 14,300 67,610 23,8232.2 Due to customers 16,478,236 4,694,353 205,249 170 41 - - 57,3102.3 Debt securities in issue: 271,959 2,311,156 2,602,654 4,304,845 2,432,140 203,632 560,559 6,389

- bonds 319 531,378 1,845,638 4,219,571 2,414,530 203,632 560,559 6,389- certificates of deposit 100,561 1,779,778 757,016 85,274 17,610 - - -- other securities 171,079 - - - - - - -

2.4 Subordinated liabilities - 3,373 26,852 265,381 470,683 - 93,306 224,9672.5 Off-balance sheet transactions 621,713 17,040,709 8,607,445 11,566,427 2,040,295 2,475,057 30,805 25

31-12-2002

(in thousands of euros)on

demandup to

3 months

beyond3 months

up to12 months fixed r. indexed r.

fixedrate

indexedrate

unspe-cified

duration

specified duration

beyond 1 yearup to 5 years

beyond 5 years

1. Assets 15,679,247 16,004,221 11,006,554 6,244,583 8,059,347 2,303,757 3,722,632 1,575,5931.1 Treasury bills eligible

for refinancing 2,937 51,015 654,437 103,084 875,721 345,115 254,339 -1.2 Due from banks 1,220,647 5,466,048 1,434,996 9,397 100,693 - - 367,3701.3 Due from customers 13,561,340 4,097,573 2,485,293 1,844,404 4,708,960 791,842 2,557,173 1,208,1961.4 Bonds and other debt securities 33,158 247,632 452,982 307,928 1,198,269 163,504 826,132 -1.5 Off-balance sheet transactions 861,165 6,141,953 5,978,846 3,979,770 1,175,704 1,003,296 84,988 27

2. Liabilities 17,717,120 21,032,367 11,868,520 6,310,479 4,340,412 1,197,245 776,490 159,6752.1 Due to banks 1,085,473 5,381,831 2,208,550 83,887 225,976 18,491 57,613 15,2232.2 Due to customers 15,964,671 4,776,056 418,107 732 174 - - 34,1222.3 Debt securities in issue: 297,919 2,179,065 2,031,049 4,433,761 3,020,654 334,228 572,210 110,303

- bonds 2,912 315,864 1,153,764 4,329,380 3,002,219 334,228 572,210 3,053- certificates of deposit 67,336 1,857,068 851,697 104,381 18,435 - - -- other securities 227,671 6,133 25,588 - - - - 107,250

2.4 Subordinated liabilities 130,535 3,199 35,184 351,735 258,228 50,000 125,000 -2.5 Off-balance sheet transactions 238,522 8,692,216 7,175,630 1,440,364 835,380 794,526 21,667 27

31-12-2001 pro-forma

(in thousands of euros)on

demandup to

3 months

beyond3 months

up to12 months fixed r. indexed r.

fixedrate

indexedrate

specifiedduration

specified duration

beyond 1 yearup to 5 years

beyond 5 years

151


11.7 – Assets and liabilities in foreign currency

Assets and liabilities include the following components in foreign currency:

11.8 – Securitization transactions

Securities from securitization transactions, that on December 31st, 2002 wereregistered in the securities portfolio of the Group companies, amounted to€197,236 thousand.

The breakdown of securitized securities by type of underlying asset as ofDecember 31st, 2002 is as follows:- mortgages and finance operations for €102,719 thousand;- securities for €33,629 thousand;- loans from lease contracts for €16,690 thousand;- games and gambling for €10,505 thousand;- other assets for €33,693 thousand.

Securities from securitization transactions associated with proprietary underly-ing assets amounted to €3,915 thousand, and refer to performing loans; secu-rities associated with third party underlying assets amounted to €193,321 thou-sand and break down as follows:

a) assets 2,070,595 4,663,220 -2,592,625 -55.60%1. due from banks 886,465 2,801,685 -1,915,220 -68.36%2. due from customers 1,019,295 1,591,531 -572,236 -35.96%3. securities 155,327 252,682 -97,355 -38.53%4. equity investments - - -5. other 9,508 17,322 -7,814 -45.11%

b) liabilities 3,406,689 5,663,754 -2,257,065 -39.85%1. due to banks 1,378,922 3,396,232 -2,017,310 -59.40%2. due to customers 400,620 342,223 58,397 17.06%3. debt securities in issue 1,627,147 1,925,299 -298,152 -15.49%4. other - - -


Investment securities - - 3,915 3,915Trading securities 162,349 30,972 - 193,321

Total 162,349 30,972 3,915 197,236

31-12-2002(in thousands of euros)

Senior Mezzanine Junior Total

152


Write-downs and write-backs carried out during the year on securities fromsecuritization transactions included in the securities portfolio break down asfollows:

The geographical distribution of borrowers is as follows:

Total asset-backed securities from securitization transactions amounted to€14,000 thousand.

The Group has no sharing in SPVs.The Parent company has the right to exercise a call option to buy the interestrepresenting the entire share capital of BPV Mortgages from the foreign foun-dations that at present hold the stakes, at a total price of €10,000 thousand.The option may be exercised only on 60% of BPV Mortgages’ share capital untilClass A1, A2 and B notes are fully repaid. After that date, the option may beexercised also on the remaining 40% share capital.

During the year, the Group collected loans on behalf of the special purpose vehi-cle BPV Mortgages for €94,036 thousand, and on behalf of the special purposevehicle Leasimpresa Finance for €272,415 thousand.

NPLs 4,499 - - 4,499Watchlist loans - - - -Other assets 157,850 30,972 - 188,822

Total 162,349 30,972 - 193,321



Write-downs -59 -38 - -97Write-backs 12 - - 12

Total -47 -38 - -85



Securities in portfolio (book value) 121,909 65,827 9,500 197,236

Total 121,909 65,827 9,500 197,236


Italy Other U.E. Other TotalCountries Countries

153


SECTION 12 – THIRD PARTY MANAGEMENT AND INTERMEDIATION

12.1 – Securities trading

12.2 – Assets under management

During the year, the banks of the Group started selling “guaranteed asset man-agement products”. At year-end, they were represented by two types of prod-ucts (Investisereno and Temposicuro) and amounted to €242,315 thousand.

12.3 – Securities under custody

The chart below shows securities under custody and administration (recognizedat their nominal value):

a) purchase 10,624,862 11,587,766 -962,904 -8.31%1. settled 10,399,692 11,302,939 -903,247 -7.99%2. imsettled 225,170 284,827 -59,657 -20.94%

b) sale 9,273,964 11,837,065 -2,563,101 -21.65%1. settled 9,049,877 11,559,919 -2,510,042 -21.71%2. unsettled 224,087 277,146 -53,059 -19.14%


Assets under management(market value) 15,385,820 14,786,717 599,103 4.05%


a) third party securities under custody 58,313,511 47,950,474 10,363,037 21.61%b) third party securities held

by third parties 48,624,543 41,168,990 7,455,553 18.11%c) own securities held by third parties 5,123,886 6,587,344 -1,463,458 -22.22%


154


12.4 – Collection of loans on behalf of third parties: debit and creditadjustments

12.5 – Other transactions

As of December 31st, 2002, no other material transactions were carried out thatwere not included in the above items.

a) “debt” adjustments 12,050,774 11,260,860 789,914 7.01%1. checking accounts 74,642 89,584 -14,942 -16.68%2. central portfolio 9,909,840 9,248,266 661,574 7.15%3. cash 496,116 533,751 -37,6354. other 1,570,176 1,389,259 180,917 13.02%

b) “credit” adjustments 12,215,408 11,337,361 878,047 7.74%1. checking accounts 1,567,721 1,629,033 -61,312 -3.76%2. lender bills

and documents 10,096,093 9,134,437 961,656 10.53%3. other 551,594 573,891 -22,297

(in migliaia di euro) 31-12-2002 31-12-2001 Changespro-forma

155


SECTION 1 - INTEREST

1.1 - Composition of item 10 "Interest income and similar revenues"

Interest income and similar revenues break down as follows:

Interest income and similar revenues from foreign currency assets as ofDecember 31st, 2002 amounted to €117,043 thousand compared with€238,145 thousand on December 31st, 2001.

1.2 - Composition of item 20 "Interest expense and similar charges"

On December 31st, 2002, interest expense and similar charges on foreign cur-rency liabilities amounted to €63,066 thousand compared with €224,728thousand on December 31st, 2001.

Chapter C – Notes to the consolidated income statement

a) on due from banks 288,676 386,465 -97,789 -25.30%of which:- from central banks 13,254 17,377 -4,123 -23.73%

b) on due from customers 1,795,686 2,011,535 -215,849 -10.73%of which:- with third party assets

under administration 159 104 55 52,88%c) on debt securities 221,833 289,063 -67,230 -23.26%d) other 5,241 2,685 2,556 95.20%e) positive spread on heading

transactions 34,047 9,488 24,559 258.84%

Total 2,345,483 2,699,236 -353,753 -13.11%

(in thousands of euros) 2002 2001 Changespro-forma

a) on due to banks 266,349 463,740 -197,391 -42.57%b) on due to customers 355,226 468,965 -113,739 -24.25%c) on debt securities in issue 431,926 494,542 -62,616 -12.66%

of which:- on certificates of deposit 74,377 100,435 -26,058 -25.95%

d) on third party assets under administration 141 194 -53 -27.32%

e) assumed financial charges ondistribution of share premiums - 21,017 -21,017 -100.00%

f) on subordinated liabilities 30,376 31,506 -1,130 -3.59%g) other interest expense - - -h) negative spread on hedging

transactions - 5,722 -5,722 -100.00%

Total 1,084,018 1,485,686 -401,668 -27.04%


156


SECTION 2 - COMMISSIONS

Commissions are recognized under items 40 and 50 of the consolidated incomestatement. The breakdown is shown below:

2.1 - Composition of item 40 "Commission income"

a) guarantees given 21,732 21,673 59 0.27%b) credit derivatives 646 586 60 10.24%c) management, trading and advisory

services: 405,047 447,102 -42,055 -9.41%1. securities trading 27,942 30,451 -2,509 -8.24%2. currency trading 13,259 16,028 -2,769 -17.28%3. asset management: 234,899 270,605 -35,706 -13.19%

3.1 portfolio 69,202 73,636 -4,434 -6.02%3.2 mutual 165,697 196,969 -31,272 -15.88%

4. securities under custody 9,012 10,159 -1,147 -11.29%5. custodian bank 14,892 15,563 -671 -4.31%6. securities placement 16,038 21,948 -5,910 -26.93%7. order collection 18,752 22,550 -3,798 -16.84%8. advisory service 1,887 468 1,419 303.21%9. distribution of third party services: 68,366 59,330 9,036 15.23%

9.1 asset management: 8,934 8,406 528 6.28%a) portfolio 62 - 62b) mutual 8,872 8,406 466 5.54%

9.2 insurance products 43,537 37,039 6,498 17.54%9.3 other products 15,895 13,885 2,010 14.48%

d) collection and payment services 122,430 115,489 6,941 6.01%e) servicing for securitization

transaction 235 - 235f) tax collection services 33,635 34,412 -777 -2.26%g) other services: 187,962 168,760 19,202 11.38%

- expense recovery on deposits and c/a 53,924 45,361 8,563 18.88%

- other 134,038 123,399 10,639 8.62%

Total 771,687 788,022 -16,335 -2.07%


157


Breakdown of commission income by distribution channel

2.2 - Composition of item 50 "Commission expense"

a) own branches: 319,303 351,883 -32,580 -9.26%1. asset management 234,899 270,605 -35,706 -13.19%2. securities placement 16,038 21,948 -5,910 -26.93%3. third party services

and products 68,366 59,330 9,036 15.23%

b) external distribution: - - -1. asset management - - -2. securities placement - - -3. third party services

and products - - -

Total 319,303 351,883 -32,580 -9.26%


a) guarantees received 385 837 -452 -54.00%b) credit derivatives 454 415 39 9.40%c) management and trading services: 31,724 27,959 3,765 13.47%

1. securities trading 7,903 4,720 3,183 67.44%2. currency trading 662 675 -13 -1.93%3. asset management: 6,323 5,054 1,269 25.11%

3.1 own portfolio - - -3.2 third party portfolio 6,323 5,054 1,269 25.11%

4. securities under custody 4,142 3,932 210 5.34%5. securities placement 11,238 12,982 -1,744 -13.43%6. external sale of securities,

products and services 1,456 596 860 144.30%d) collection and payment services 26,977 23,775 3.202 13.47%e) other services 13,023 17,752 -4,729 -26.64%

Total 72,563 70,738 1,825 2.58%


158


SECTION 3 – PROFITS AND LOSSES FROM FINANCIAL TRANSACTIONS

3.1 -Composition of item 60 "Profits/losses from financial transactions"

Profits and losses from financial transaction include €32,798 thousand as aresult of the change in the accounting criteria to value trading securities andderivatives. The total impact from the change in valuation is €37.081 thousand.The remaining €4,283 thousand, referring to the retrospective effect, havebeen classified under “Extraordinary income”.

A.1 write-ups 46,471 xxx 151,739 198,210A.2 write-downs -48,943 xxx -138,049 -186,992

B other profits/losses 13,388 11,702 30,840 55,930

Total 10,916 11,702 44,530 67,148

1. treasury bonds 38,6042. other debt securities 23,5433. equity securities -16,8124. derivatives on securities -34,419

2002 Securities Currencies Other(in thousands of euros) transactions

Total

A.1 write-ups 10,308 xxx 1,435 11,743A.2 write-downs -17,796 xxx -3,272 -21,068

B other profits/losses 32.568 16,334 13,961 62,863

Total 25,080 16,334 12,124 53,538

1. treasury bonds 22,0762. other debt securities 8,5873. equity securities -5,4364. derivatives on securities -147

2001 Securities Currencies Other(in thousands of euros) transactions

Total

159


SECTION 4 – OPERATING COSTS

Operating costs include staff costs for €815,492 thousand. The breakdown ofsaid cost is reported in the income statement.

4.1 – Average number of employees per category

As of December 31st, 2002, the headcount was 13,013; on December 31st,2001 it was 13,002 employees.

4.2 - Composition of sub-item 80 b) "other administrative expenses"

a) executives 193 180 13 6.94%c) managers 4,402 4,313 89 2.06%d) other personnel 8,413 8,782 -369 -4.20%

Total 13,008 13,275 -267 -2.01%

2002 2001 Changespro-forma

a) property expenses: 81,776 64,431 17,345 26.92%- rent expenses and maintenance costs 54,911 35,759 19,152 53.56%- cleaning costs 11,004 12,253 -1,249 -10.19%- electric power, heating and water 15,861 16,419 -558 -3.40%

b) indirect taxes 75,745 76,640 -895 -1.17%c) postal and telephone expenses,

print-outs and other office expenses 56,021 53,816 2,205 4.10%d) maintenance and rents for furniture

plants and equipment 53,235 58,859 -5,624 -9.56%e) fees for professional services 43,733 41,540 2,193 5.28%f) information and survey costs 19,364 17,934 1,430 7.97%g) security costs (security and armored

truck guards) 19,268 16,817 2,451 14.57%h) third party services 19,147 16,282 2,865 17.60%i) advertising, entertainment and gifts 12,019 14,137 -2,118 -14.98%l) insurance premiums 10,552 10,869 -317 -2.92%m) compensations to directors, statutory

auditors and independent auditors 8,035 8,585 -550 -6.41%n) rentals and other travel expenses 7,141 5,845 1,296 22.17%o) other sundry costs and expense 66,226 60,569 5,657 9.34%

Total 472,262 446,324 25,938 5.81%


160


SECTION 5 – WRITE-DOWNS, WRITE-BACKS AND PROVISIONS

5.1 - Composition of item 120 "Write-down of loans and provisions forguarantees and commitments"

5.2 – Change in the allowance for general banking risks

During the year there have been no changes in the Allowance for general bank-ing risks.

SECTION 6 – OTHER ITEMS OF THE INCOME STATEMENT

6.1 - Composition of item 70 "Other operating income"

a) loan write-downs 283,969 211,632 72,337 34.18%of which:- lump-sum for country risk 108 1,230 -1,122 -91.22%- other lump-sum write-downs 14,005 11,265 2,740 24.32%

b) provisions for guaranteesand commitments 4,219 3,011 1,208 40.12%

of which:- lump-sum for country risk 5 - 5- other lump-sum provisions 392 2,173 -1,781 -81.96%

Total 288,188 214,643 73,545 34.26%


a) expenses payable by third parties charged on deposits and c/a 127,373 78,887 48,486 61.46%

b) tax recovery 63,071 65,500 -2,429 -3.71%c) expense recovery 9,885 17,599 -7,714 -43.83%d) securization proceeds 15,314 - 15,314c) property rent income 3,606 10,179 -6,573 -64.57%e) other 15,306 25,446 -10,140 -39.85%

Total 234,555 197,611 36,944 18.70%


161


6.2 - Composition of item 110 "Other operating expense"

6.3 - Composition of item 190 "Extraordinary income"

The income from the disposal of the shareholding in Impresol includes€159,912 thousand relating to the residual capital gain realized by the formerBanca Popolare di Novara s.c.r.l. upon contributing a business line at the end of2000.

6.4 - Composition of item 200 "Extraordinary expense"

a) charges on fixed assets underlease 3,690 2,218 1,472 66.37%

b) option premiums 1,405 2,776 -1,371 -49.39%c) other 6,298 11,081 -4,783 -43.16%

Total 11,393 16,075 -4,682 -29.13%


a) profit from the disposal of Impresol 175,559 - 175,559

b) profits from disposal of: 10,081 26,417 -16,336 -61.84%- equity investments 7,071 21,132 -14,061 -66.54%- fixed assets 3,010 5,285 -2,275 -43.05%

c) recognition of deferred taxassets 1,375 5,947 -4,572 -76.88%

d) retrospective effect of the change in the accounting of securities 4,283 - 4,283

e) other 32,549 21,888 10,661 48.71%

Total 223,847 54,252 169,595 312.61%


a) losses from disposal of: 8,516 1,498 7,018 468.49%- fixed assets 5,803 1,081 4,722 436.82%- equity investments 2,713 417 2,296 550.60%

b) early retirement schemes 3,465 2,649 816 30.80%c) alignment of the asset value

of vested shareholdings - 3,139 -3,139 -100.00%d) other 23,051 12,383 10,668 86.15%

Total 35,032 19,669 15,363 78.11%


162


6.5 - Composition of item 240 "Income taxes for the year"

SECTION 7 – OTHER INFORMATION ON THE INCOME STATEMENT

7.1 – Geographical distribution of income

1. current taxes (-) 199,158 114,948 624 314,730

2. changes in prepaid taxes (+/-) 607 -352 - 255

3. changes in deferrend taxes (+/-) -1,126 1 154 -971

4. Income taxes for the year 198,639 114,597 778 314,014

2002 Other(in thousands of euros)

IRPEG IRAPtaxes

Total

1. current taxes (-) 192,115 36,725 952 229,792

2. changes in prepaid taxes (+/-) 18,767 4,095 -10,995 11,867

3. changes in deferrend taxes (+/-) 14,306 1,549 816 16,671

4. Income taxes for the year 225,188 42,369 -9,227 258,330

2001 pro-forma Other(in thousands of euros)

IRPEG IRAPtaxes

Total

a) interest income and similar revenues 2,169,191 176,292 2,454,521 244,715b) dividends and other income 15,230 31 15,749 26c) commission income 756,295 15,392 778,362 9,660d) profits from financial transactions 68,436 -1,288 52,845 693e) other operating income 234,233 322 197,005 606

Total 3,243,385 190,749 3,498,482 255,700

(in thousands of euros) 2002 2001 pro-formaItaly Other Italy Other

Countries Countries

163


SECTION 1 – DIRECTORS AND STATUTORY AUDITORS

1.1 - Remuneration

Remunerations paid in 2002 to Directors and Statutory Auditors of the Parentcompany, who held these offices – be it even for part of the year – with theParent company, or with the other companies of the Group, totaled €4,550thousand and €512 thousand, respectively.

The nominal listing of remunerations of Directors, Statutory Auditors and theGeneral Manager of the Parent company is shown in Chapter D “Other infor-mation” of the notes to the financial statements of the Parent company.

1.2 – Loans extended and guarantees issued

Loans extended and guarantees issued during the year to the Directors of theParent company reached €202,884 thousand.

Loans extended and guarantees issued during the year to Statutory auditors ofthe Parent company amounted to €444 thousand.

Chapter D – Other information

Charts andattachmentsto the consolidatedfinancial statements

VICENZA Palladian Basilica

166

Ch

arts and

attachm

ents th

e con

solid

ated fin

ancial statem

ents

Initial shareholders’ equity as a resultof merger 1,331,832 161,262 1,194,747 87,473 58,265 34,128 6,703 2,874,410

Change in negative differences upon consolidation and application of the equity method 280 -757 -477

Further offsets of negative differencesagainst positive - Differences uponconsolidation and application of theequity method -735 -5,946 -6,681

Capital increase as a result of the bond conversion 342 688 1,030

Drawdown on reserve under art, 19 D,Lgs, n, 87/92 -1,030 -1,030

Other income for the year 58 -7,978 -7,920

Net income for the year 429,213 429,213

Shareholders’ equity as of 31 December 2002 1,332,174 162,008 1,185,739 87,473 58,265 33,673 - 429,213 3,288,545

(in thousands of euros) Share Share Reserves Revaluation Allow. for Negative Negative Net Totalcapital premiums reserve general differences on consolidation income sharehold.

bank. risks equity meth. differences for the year equity

Statement of changes in the consolidated shareholders’ equity

167

Charts and attachments the consolidated financial statements

This consolidated statement of cash flows was drawn up by comparing the2002 consolidated financial statements to the corresponding pro-formaaccounts as of December 31st, 2001.

Consolidated statement of cash flows

CASH FLOWS FROM OPERATING ACTIVITIES

Provision for termination benefits 43,236Amortization of positive consolidation differences 27,239Amortization of intangible assets 84,792Depreciation of tangible assets 65,811Provisions for risks and charges:- retirement fund and similar obligations 185- tax provision 360,603- other provisions 53,025

Net income for the year 429,213 1,064,104

INCREASE IN RAISED FUNDS

Due to customers 241,497Third party assets under administration 3,765Other liabilities 108,752Subordinated liabilities 130,681 484,695

DECREASE IN EMPLOYED FUNDS

Cash and funds with central banks and post offices 28,482Treasury bills and similar bills eligible to refinancingwith central banks 1,119,765Due from banks 2,535,967Positive differences on application of the equity method 735Tangible assets 27,383Accrued income and prepaid expenses 24,493 3,736,825

Total 5,285,624

SOURCES OF FUNDS2002(in thousands of euros)

168


CASH FLOWS USED IN OPERATINGACTIVITIES

Drawdown on termination benefit provisions 26,031Drawdown on provisions for risks and charges:- retirement fund and similar obligations 13,303- tax provision 319,386- other provisions 16,715 375,435

DECREASE IN RAISED FUNDS

Due to banks 3,021,176Debt securities in issue 285,855Accrued expenses and deferred income 84,236Minority interest 32,752Other shareholders’ equity decreases 128,876 3,552,895

INCREASE IN EMPLOYED FUNDS

Due from customers 694,463Bonds and other debt securities 403,651Shares and other equity securities 107,359Equity investments 71,241Equity investments in companies of the Group 13,762Positive consolidation differences 47,450Intangible assets 8,315Other assets 11,053 1,357,294

Total 5,285,624

APPLICATION OF FUNDS2002(in thousands of euros)

169


Significant equity investments

Novara Promuove S.r.l. Novara 37,736 1,748 35,989 49.000%Banca per il Leasing - Italease S.p.A. Milan 95,268,676 12,426,145 107,694,822 38.160%Veronagest S.A. Luxembourg 23,293 5,000 28,293 37.150%Factorit S.p.A. Milan 19,893,557 930,000 20,823,557 33.830%GEMA Magazzini Generali Banca Pop. di Verona CastelnovoBanco S.Geminiano e S.Prospero S.p.A. di Sotto 1,330,324 47,000 1,283,324 33.333%Società Cooperativa fra le Banche Popolari "L.Luzzatti" S.c.r.l. Rome 67,159 3,000 64,159 25.100%G.I. Holding S.p.A. Bergamo - 667,148 199,800 467,348 25.050%Pama S.p.A. Rovereto - 1,216,320 1,216,320 24.000%Istituto Centrale delle Banche Popolari Italiane S.p.A. Rome 34,129,556 7,698,000 41,827,556 22.089%Aosta Factor S.p.A. Aosta 3,601,245 20,000 3,621,245 20.000%Conceria Mastrotto S.p.A. Arzignano (VI) - 16,025,586 16,025,586 20000%Cattolica Partecipazioni Assicurative S.p.A. Verona 37,699,714 37,699,714 -Duomo Assicurazioni S.p.A. Milan - 37,238,870 37,238,870 -Duomo Previdenza S.p.A. Milan 14,057,962 1,032,915 15,090,877 -

Other equity investments

Linea S.p.A. Milan 6,081,956 23,769 6,105,725 19.391%Financiere Galliera S.A. F - Paris 181,398 181,398 19.248%SITCOM S.p.A. Società Italiana Comunicazione Rome 1 1 15.556%Natura Appennino S.r.l. Montefiorino 2,324 2,323 1 15.000%Mecmarket.com S.p.A. Verona 1 15,342 15,343 14.950%Consorzio "Energia 1" Verona 3,099 3,099 12.500%Cattolica Aziende S.p.A. Verona 1,580,480 387,000 1,967,480 10.714%Bergamo Stadio S.p.A. Bergamo 41,358 41,358 10.000%Crediop S.p.A. Rome 41,459,643 63,974,846 105,434,489 10.000%Edulife S.p.A. Verona 826,800 826,800 10.000%Nuova MAA Assicurazioni S.p.A. Turin 17,704,605 17,704,605 10.000%Omnia Factor S.p.A. Milan 252,315 252,315 10.000%Servizio Riscossione Imposte e Tesorerie SE.RI.T. S.p.A. (in liquid.) Cercola (NA) 24,694 2,614 22,081 10.000%Consorzio Sviluppo Sicilia Paternò (CT) 661 2,438 3,099 9.998%BIC Piemonte S.p.A. (in liquidazione) Torino 1 1 9.857%Consorzio Triveneto S.p.A. Padova 134,287 134,287 9.286%Promatech S.p.A. Colzate 23,343,701 23,343,701 9.003%Arca S.G.R. S.p.A. Milan 5,140,480 5,140,480 8.496%Consorzio Interbancario Lombardo per la Moneta Elettronica - CILME S.p.A. Zingonia 106,658 106,658 8.221%Arca Merchant S.p.A. Milan 8,523,611 1,960,225 6,563,386 8.144%Finarca S.p.A. Milan - 1,960,225 1,960,225 8.144%Serfactoring S.p.A. Milan 509,784 509,784 8.000%

Book Book(euro denominated) Head office value Increments Decrements value %

31/12/2001 PF 31/12/2002 ownership

Composition of item 70 “Equity investments”

Società Aree Industriali e Artigianali - S.A.I.A. S.p.A. Intra (VB) 74,689 77,475 152,164 7.826%Eurofidi Consorzio Garanzia Fidi Turin 609,419 609,419 7.687%Finanziaria per lo sviluppo e la valorizzazione dell'economia reggiana - SOFISER S.r.l. Reggio nell'Emilia 364,825 364,825 7.640%e-MID S.p.A. Milan 436,940 436,940 7.350%Impianti Sestola 2000 S.r.l. Sestola 77,469 16,419 61,049 7.130%Borsa Italiana S.p.A. Milan 3,843,266 53,504 3,896,770 6.749%Evoluzione 94 S.p.A. Milan 2,527,167 793,406 1,733,762 6.735%Assofin Brescia S.p.A. (in liquidazione) Brescia 11,733 232 11,501 6.694%Ente Autonomo per le Fiere di Verona Verona 503,545 503,545 6.452%Impianti S.r.l. (in liquidazione) Monza (MI) 5 5 6.402%Euros Consulting S.p.A. Rome 614,023 614,023 6.275%CartaSì S.p.A. Rome 1,065,970 1,065,970 5.650%Veneto Sviluppo S.p.A. Venice 1,083,127 1,083,127 5.268%Unione Fiduciaria S.p.A. Milan 1,399,045 893,015 506,030 5.229%Centrale dei Bilanci S.r.l. - Società per gli Studi Finanziari Turin 271,140 1,927,604 2,198,744 5.000%Fondo Retex Venice 619,747 219,270 400,477 4.949%Gal - Valle Brembana S.r.l. Zogno 506 506 4.900%Veronamercato S.p.A. Verona 1,205,859 1,205,859 4.464%Centro Interportuale Merci - C.I.M. S.p.A. Novara 539,148 17,642 521,506 4.413%Società per i Servizi Bancari - SSB S.p.A. Milan 170,165 170,165 4.298%Istituto per l'Enciclopedia della Banca e della Borsa S.p.A. Rome 32,516 7,771 24,745 4.085%Compagnia Investimenti e Sviluppo CIS S.p.A. Villafranca V. 449,741 108,176 557,917 4.025%Aeroporto Valerio Catullo di Verona Villafranca S.p.A. Sommacampagna 436,209 436,209 4.019%Adica Fiduciaria Lombarda S.p.A (in liquidazione) Milan 4,028 4,028 3.900%Bilanciai International Campogalliano (MO) - 516,000 516,000 3.753%Società di Cooperazione Agricola S.p.A. (in liquidazione) San Remo (IM) 23,509 1,189 22,320 3.750%CE.P.I.M. - Centro Padano Interscambio Merci S.p.A. Fontevivo 388,578 388,578 3.737%Istituto Finanziario Regionale Piemontese - Finpiemonte S.p.A. Turin 1,450,727 1,450,727 3.480%Società Gestione per il Realizzo S.p.A. Rome 499,070 499,070 3.479%Società per l'Aeroporto Civile di Bergamo-Orio al Serio S.p.A. Orio al Serio 507,157 507,157 3.464%Autostrada del Brennero S.p.A. Trento 25,565 11,060,791 11,086,356 3.333%Società Autostrada Brescia Verona Vicenza Padova S.p.A. Verona - 10,411,958 10,411,958 2.800%Centrale Rischi Finanziaria - CRIF S.p.A. Bologna 22,724 22,724 2.615%Centrosim S.p.A. Milan 249,104 249,104 2.500%SOA Nordest S.p.A. Padova - 39,886 39,886 2.500%

170



31/12/2001 PF 31/12/2002 ownership

171


PROFINGEST - Istituto per la promozione della ricerca e dell'insegnamento sulla finanza e sulla gestione d'impresa Bologna 55,518 18,022 37,496 2.491%Europrogetti & Finanza S.p.A. Rome 217,847 217,847 2.331%Finligure S.p.A. Genoa 1 1 2.199%Società Interbancaria per l'Automazione - Cedborsa S.p.A. Milan 1,044,393 1,044,393 2.073%Consorzio Sempione (in liquidazione) Rome 516 516 2.021%Società Recupero Centri Storici SO.RE.C.S. S.p.A. (in liquidazione) Vercelli 10,811 7,000 3,811 2.000%Sequenza S.p.A. Bolzano 4,152,664 4,152,664 1.949%SITEBA S.p.A. - Sistemi Telematici Bancari Milan 47,566 47,566 1.842%Kiwi.com S.p.A. P - Madeira 2,254,821 2,254,821 1.765%Insediamenti Produttivi Piemonte Sett. - Nordind S.p.A. Vercelli 12,061 641 11,420 1.679%Mediocredito del Friuli Venezia-Giulia S.p.A. Udine 1,066,533 1,066,533 1.638%Finlombarda - Finanziaria per lo sviluppo della Lombardia S.p.A. Milan 115,945 115,945 1.623%Comitato Triveneto di Promozione e Sviluppo - CTPS S.p.A. Venice 7,923 1,377 6,546 1.500%Aeroporto di Reggio Emilia S.r.l. Reggio nell'Emilia 27,016 7,093 19,923 1.469%S.A.C.E. S.p.A. Società Aeroporto Cerrione Cerrione (BI) 60,266 5,840 54,425 1.459%Interporto di Bologna S.p.A. Bologna 173,172 173,172 1.429%Sofinco S.p.A. Modena - 520,000 520,000 1.429%ABE Clearing S.A.S. F - Paris 1,000 1,000 1.389%Interporto di Padova S.p.A. Padova 310,907 310,907 1.327%Firs Italiana di Assicurazioni S.p.A. (in liquidazione) Rome 2 2 1.319%CFN - Class Financial Network S.p.A. Milan 38,734 38,734 1.242%Centro Agro-Alimentare di Parma S.r.l. Parma 42,473 42,473 1.205%Città degli Studi S.p.A. Biella 36,152 5,701 30,452 1.170%Mercato Mobiliare di Nord Est S.p.A. Brescia 10,655 204 10,451 1.141%Finanziaria Ligure per lo Sviluppo Economico - FI.L.S.E. S.p.A. Genoa 175,699 175,699 1.077%Reggiana Alimentari S.p.A. Reggio nell'Emilia - 198,016 198,016 1.000%Aeroporto G. Marconi di Bologna S.p.A. Bologna 20,658 20,658 0.909%Società Investimenti Fieristici - SIF S.p.A. Parma 45,724 45,724 0.877%Mirabello 2000 S.p.A. Reggio nell'Emilia 40,903 40,799 104 0.860%ERVET Politiche per le imprese S.p.A. Bologna 97,173 97,173 0.795%Tecnofin Trentina S.p.A. Trento 174,227 174,227 0.758%Agenzia per lo Sviluppo S.p.A. Rovereto 134,268 134,268 0.758%Centro Tecnofin Servizi S.p.A. Bologna 78,848 78,848 0.686%Lingotto S.p.A. Turin 547,241 547,241 - 0.646%Società Finanziaria di Promozione della Cooperazione Economica con i Paesi dell'Est europeo - FINEST S.p.A. Pordenone 568,103 568,103 0.431%Nomisma - Società di Studi Economici S.p.A. Bologna 19,527 31 19,496 0.407%


31/12/2001 PF 31/12/2002 ownership

Matilde di Canossa S.p.A. S.Polo d'Enza 5,309 5,309 0.387%PROMO - Società per la promozione dell'economia modenese società consortile a r.l. Modena 4,596 4,596 0.360%Seleco S.p.A. Pordenone 1 1 0.333%Società dei Congressi S.S. (in liquidazione) Stresa (VB) 1 1 0.306%SOGEAP Aeroporto di Parma Società per la Gestione S.p.A. Parma 15,473 6,296 9,177 0.241%SWIFT - Society for Worldwide Interbank Financial Telecommunication S.C. B - La Hulpe 47,740 47,740 0.163%I.R.F.I.S. - Mediocredito della Sicilia S.p.A. Palermo 33,570 33,570 0.143%Società per il Mercato dei Titoli di Stato - MTS S.p.A. Rome 70,349 70,349 0.104%Efibanca - Ente Finanziario Interbancario S.p.A. Rome 123,804 123,804 0.079%Interbrennero S.p.A. Trento 8,005 8,005 0.053%Consorzio Agrario Interprovinciale di Verona e Vicenza S.c.r.l. Verona 25 25 0.018%Banca Popolare di Ancona S.p.A. Ancona 1,033 1,033 0.009%Sofaris S.A. F-Paris 7,693 7,693 0.007%Banca Antoniana Popolare Veneta S.c.p.a.r.l. Padoa 77,087 77,087 0.006%Westdeutsche Genossenschafts Zentralbank - WGZ Bank EG D - Duesseldorf 9,340 9,340 0.005%SAS Carte Bleue F-Paris 99 99 0.004%Banca Popolare di Vicenza S.c.r.l. Vicenza 4,782 4,782 0.001%Consorzio Bancario SIR S.p.A. (in liquidazione) Rome 14 14 0.001%Società Cattolica di Assicurazione S.c.r.l. Verona 5,547 5,547 0.001%Cittanova 2000 S.p.A. Modena 36,485 36,485 -Dianos S.p.A. Collegno 339,579 339,579 -DZ Bank - A.G. D - Karlsruhe 1 1Intesa BCI S.p.A. Milan 34,086 34,086 -Sviluppo Territorio S.p.A. (in liquidazione) Bergamo 2,845 2,845 -Tecnosistemi S.p.A. Milan 1,964,317 3,251,171 5,215,488 -Monte Titoli S.p.A. Milan 82,316 82,316 -

Total 345,997,242 171,799,605 100,557,578 417,239,269

172



31/12/2001 PF 31/12/2002 ownership

INVESTOR RELATIONStelephone +39-0458675537e-mail [email protected] +39-0458675131Internet www.bpv.it (Investor Relations Section)

WEB SITES OF THE COMPANIES OF THE GROUPwww.bpv.it Banco Popolare di Verona e Novara S.c.ar.l.www.bpn.it Banca Popolare di Novara S.p.A.www.creberg.it Credito Bergamasco S.p.A.www.alettibank.it Banca Aletti & C. S.p.A.www.crebergsim.it Aletti Invest Sim S.p.A.www.gestielle.it Aletti Gestielle SGR S.p.A.www.gestimerchant.it Aletti Merchant S.p.A.www.leasimpresa.it Leasimpresa S.p.A.www.sestrispa.it Sestri S.p.A.www.sarispa.it Sannitica Riscossioni S.p.A.

Publishing coordinationGroup Strategic Marketing and Communications

Photolith and printEBS-Editoriale Bortolazzi-Stei - Verona

PicturesArchives Banco Popolare di Verona e Novara

2002 Group Annual Report Eng2

Documents

Transcript of 2002 Group Annual Report Eng2