Italian Leader with a European Scale. Updated as at 2 January 2015

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1 Italian Leader with a European Scale Updated as at 2 January 2015

2 The history of Intesa Sanpaolo

3 Italian banking leader of European scale The Leader in Italy Leader in all segments with a market share of 15% in customer loans and 16% in customer deposits Leadership in most attractive products Strong capital base and asset quality Unique Customer Reach Largest domestic network: over 4,500 branches, approximately 14% (1) market share and 11.1 million clients Best branch footprint making the Group truly nationwide: market share 13% (1) in 11 out of 20 regions High penetration of local markets: market share 5% (1) in 108 out of 110 provinces Particular strength in the wealthiest areas of Italy: strong retail presence covering more than 70% of Italian household wealth Strategic International Presence Selected retail banking presence in Central and Eastern Europe and Middle Eastern and North African countries reaching 8.4 million clients in 12 countries through a network of approximately 1,400 branches International network with a presence in 29 countries in support of cross-border activities of corporate customers Figures as at 30 September 2014 (1) Bank of Italy criteria, figures as at 30 June

4 Solid value creation for all stakeholders Clients A real-economy Bank, that supports the real economy, leveraging a strong balance sheet to match healthy credit demand, and manages the financial wealth of clients with care A simple yet innovative Bank, acting with a truly multi-channel model Shareholders A Bank with sustainable profitability in which operational performance, productivity, risk profile, liquidity and solidity/leverage are carefully balanced 0.8bn euro cash payout for Strong and increasing ordinary cash dividend distribution for the period covered by the Business Plan, subject to regulatory requirements: 1bn euro for 2014, 2bn euro for 2015, 3bn euro for 2016, 4bn euro for Starting from , capital in excess of regulatory requirements that is not needed for further growth initiatives will be distributed to shareholders Employees Empowered and motivated people through training, job re-allocation, acknowledgement of individual merit in career development, upgrade of long-term incentives linked to productivity and results, upgrade of company welfare mechanisms Society and Environment A Bank with a distinctive identity/reputation, committed to contributing to the growth and development of the economy and society CSR deeply rooted in all business areas and staff functions, embedded in the Bank s strategy, supporting social and environmental value creation for a long-term economic development and respecting all stakeholders 4

5 The Group at a glance: Financial Highlights Total Assets euro 633,704 m Loans to Customers euro 337,265 m Direct Deposits from Banking Business euro 373,019 m Direct Deposits from Insurance Business and Technical Reserves euro 110,756 m Shareholders Equity (1) euro 44,615 m 9M14 Net Income euro 1,203 m Intesa Sanpaolo ~19.5 million Customers 5,942 Branches Market Capitalisation (2) (2) euro bn ~ 11.1 million in Italy ~ 8.4 million abroad 4,533 in Italy 1,409 abroad Figures as at 30 September 2014 (1) Including Net Income (2) As at 30 December

6 The Group at a glance: Ratings DBRS Fitch Ratings Long-term Short-term Trend Long-term Trend Short-term Long-term Short-term Viability Support Outlook A (low) R-1 (low) Negative Stable BBB+ F2 bbb+ 2 Stable Moody s Long-term Short-term Financial strength Outlook Baa2 P-2 D+ Stable Standard & Poor s Long-term Short-term Outlook BBB- A-3 Stable 6

7 Leadership in Italy built on long-standing relationships with customers RANKING IN ITALY 1 Loans 15.0% 1 Deposits (1) 15.8% 1 Life Insurance Premiums (2) 20.2% 1 Asset Management (3) 21.5% 1 Pension Funds 22.2% 1 Factoring 30.7% Figures as at 30 September 2014 (1) Including bonds (2) Data as of 30 June 2014 (3) Mutual funds; Data as of 30 June

8 European scale EUROZONE RANKING Source: Bloomberg Prices as at 30 December 2014 HSBC Banco Santander Lloyds Banking Group BNP Paribas Royal B. of Scotland UBS Barclays BBVA ING Intesa Sanpaolo Nordea Deutsche Bank Credit Suisse UniCredit Standard Chartered Société Générale Crédit Agricole Caixa Bank Svenska Handelsb. Swedbank Skandinaviska Ens. Danske Bank BANKS MARKET CAPITALISATION (euro bn)

9 Corporate Governance: Supervisory and Management Boards Supervisory Board appointed on 22/04/2013 Giovanni Bazoli Chairman Mario Bertolissi (*) Deputy Chairperson (1) Gianfranco Carbonato Deputy Chairperson Gianluigi Baccolini (*) Member (1) Francesco Bianchi (*) Member (1) Rosalba Casiraghi (*) Member (1) (2) Carlo Corradini Member (1) Franco Dalla Sega Member (1) (2) Piergiuseppe Dolcini Member (1) Jean-Paul Fitoussi Member (1) Edoardo Gaffeo (*) Member (1) Pietro Garibaldi Member (1) Rossella Locatelli Member Giulio Stefano Lubatti Member (1) (2) Marco Mangiagalli (*) Member (1) Iacopo Mazzei (*) Member (1) Beatrice Ramasco Member (1) (2) Marcella Sarale (**) Member (1) Monica Schiraldi Member (1) Management Board appointed on 09/05/2013 Gian Maria Gros-Pietro Marcello Sala Giovanni Costa Carlo Messina ( ) Stefano Del Punta (#) Carla Patrizia Ferrari Piera Filippi Gaetano Miccichè Giuseppe Morbidelli Bruno Picca Chairman (a) Senior Deputy Chairperson (b) Deputy Chairperson (b) Managing Director and CEO (b) Member (d) Member (c) Member (a) Member (d) Member (c) Member (d) (*) Representative of a Minority List (**) Marcella Sarale joined the Supervisory Board on 21/05/2013 following the resignation of Giuseppe Berta (***) Established within the Supervisory Board ( ) Appointed board member on 09/05/2013, and Managing Director and CEO on 29/09/2013 replacing Enrico Tommaso Cucchiani, who ceased to hold office on the same date (#) Appointed on 22/05/2014 (1) Independence requirements as set forth in the Corporate Governance Code (2) Enrolment with the Register of Statutory Auditors and practice as an auditor (a) Non-executive, independent in accordance with Art. 148 of Consolidated Law on Finance (b) Executive (c) Non-executive (d) Manager, executive Internal Control Committee ( *** ) Giulio Stefano Lubatti Chairman Rosalba Casiraghi Member (1) (2) Carlo Corradini Member (1) Edoardo Gaffeo Member (1) Beatrice Ramasco Member (1) (2) Nominations Committee ( *** ) Mario Bertolissi Chairman (1) Gianluigi Baccolini Member (1) Giovanni Bazoli Member Gianfranco Carbonato Member Iacopo Mazzei Member (1) Remuneration Committee ( *** ) Piergiuseppe Dolcini Chairman (1) Gianluigi Baccolini Member (1) Edoardo Gaffeo Member (1) Risk Committee ( *** ) Marco Mangiagalli Chairman (1) Jean-Paul Fitoussi Member (1) Pietro Garibaldi Member (1) Rossella Locatelli Member Giulio Stefano Lubatti Member Franco Dalla Sega Chairman Francesco Bianchi Member (1) Carlo Corradini Member (1) Marcella Sarale Member (1) Monica Schiraldi Member (1) (1) (2) (1) (2) Committee for transactions with related parties of Intesa Sanpaolo S.p.A. and associated entities of the Group ( *** ) (1) (2) 9

10 A customer-oriented organisation Managing Director and CEO Carlo Messina Corporate and Investment Banking Division Banca dei Territori Division (*) International Subsidiary Banks Division Private Banking Division Asset Management Division Insurance Division Capital Light Bank Gaetano Miccichè (GM) Carlo Messina (CEO) Ignacio Jaquotot Matteo Colafrancesco (1) Tommaso Corcos Antonio Nucci (2) Giovanni Gilli (*) Domestic Commercial Banking (1) From 01/07/2015, Paolo Molesini (2) From 01/07/2015, Nicola Maria Fioravanti 10

11 Head Office Departments and Governance Areas (*) Management Board Chairman Supervisory Board Chairman Managing Director and CEO Gian Maria Gros-Pietro Giovanni Bazoli Carlo Messina Administration and Tax Head Office Department International and Regulatory Affairs Head Office Department External Relations Head Office Department Internal Auditing Head Office Department Ernesto Riva (1) Stefano Lucchini Vittorio Meloni Renato Dalla Riva Chief Operating Officer Governance Area Chief Innovation Officer Governance Area Chief Lending Officer Governance Area Chief Financial Officer Governance Area Chief Risk Officer Governance Area Chief Governance Officer Governance Area Eliano Omar Lodesani Maurizio Montagnese Eugenio Rossetti Stefano Del Punta Bruno Picca Paolo Grandi (*) Reporting to the Chairman of the Management Board: Secretariat of the Chairman of the Management Board (G. Paladino). Staff Units reporting to the Managing Director and CEO: Safety and Protection (R. Zani), Project Coordination (A. Guido) (1) Manager responsible for preparing the Company s financial reports (Law 262/2005) 11

12 Governance Areas Details (1/2) Chief Operating Officer Eliano Omar Lodesani Chief Innovation Officer Maurizio Montagnese Chief Lending Officer Eugenio Rossetti Human Resources Personnel and Organisation ( ) ICT ( ) Operations ( ) Real Estate ( ) Loan Recovery ( ) Legal Affairs ( ) Administration and Control ( ) Internal Communication ( ) Procurement ( ) Contact Unit ( ) Innovation Planning Innovation Research and Acceleration Culture and Development of Innovation Business Innovation and Growth Credit Decision Non-performing Loans International Subsidiary Banks Credit Proactive Credit Management Specialist Rating Valuation Eliano Omar Lodesani (a.i.) Salvatore Poloni Silvio Fraternali Enrico Bagnasco Luca Tedesi Stefano Marchetti Elisabetta Lunati Andrea Chioatto Andrea Zorzi Riccardo Pagnanelli Antonio Braghò Elisa Zambito Marsala Mario Costantini Roberto Battaglia a.i. Gregorio Livio Scalvini De Felice Nicolagiovanni Di Vico Claudio Battistella Paolo Sarcinelli Luigi Aricò Giuseppe Pompa ( ) Intesa Sanpaolo Group Services 12

13 Governance Areas Details (2/2) Chief Financial Officer Stefano Del Punta Chief Risk Officer Bruno Picca Chief Governance Officer Paolo Grandi Planning, Strategic ALM, and Capital Management Budget and Control Treasury Research Investor Relations and Price-Sensitive Communication Rating Agencies and Investor Coverage Risk Management Compliance Compliance Credit Quality Monitoring Anti money-laundering Internal Validation Corporate Affairs Mergers & Acquisitions General Secretariat of the Supervisory Board Corporate Social Responsibility Laboratorio Banca e Società Alessandro Lolli Paolo Bonassi Giuseppe Attanà Gregorio De Felice Andrea Tamagnini Marco Delfrate Davide Alfonsi Piero Boccassino Roberto Dallan Giuseppe La Sorda Paolo Di Biasi Piero Luongo Paola Angeletti Paolo Grandi a.i. Valter Serrentino Marco Morganti 13

14 The Banca dei Territori Division Retail (1) Small Business (2) SME (3) Corporate Italia (4) 11.1 million Customers 4,252 Branches Product Companies (5) Direct channels Focus on the market and centrality of the territory for stronger relations with individuals, small and medium-sized businesses and non-profit entities Figures as at 30 September 2014 (1) Retail customers include: Households (individual customers with financial assets under 100,000 euro), Personal (individual customers with financial assets between 100,000 euro and one million euro), Private (individual customers with financial assets of over one million euro) (2) Small Business customers include family businesses and small enterprises with a turnover under 2.5 million euro and with loan facilities under one million euro (3) SME customers include SMEs with a turnover between 2.5 million euro and 150 million euro or with a turnover under 2.5 million euro and with loan facilities equal to at least one million euro (4) Corporate Italia customers include Mid Corporates with a turnover between 150 and 350 million euro (5) Industrial credit, consumer credit, payment systems, relations with Non-profit Entities, factoring and leasing 14

15 The Banca dei Territori Division Retail Small Business SME Corporate Italia 3,878 branches dedicated to 10.9 million Retail customers (Households, Personal and Small Businesses) 309 branches dedicated to 130,000 SME and Mid Corporate customers and 65 branches serving 50,000 Non-profit Entities Figures as at 30 September

16 The Banca dei Territori Division: 7 Regional Governance Centres GOVERNANCE CENTRES MANAGER BRANCHES Piemonte, Valle d Aosta and Liguria Lombardia Milano and Province Veneto, Friuli-Venezia Giulia and Trentino-Alto Adige Emilia-Romagna, Marche, Abruzzo and Molise Toscana, Umbria, Lazio and Sardegna Campania, Basilicata, Calabria, Puglia and Sicilia Cristina Balbo Paolo Giuseppe Graziano Alessandro D Oria Renzo Simonato Luca Severini Luciano Nebbia (1) Franco Gallia (2) Figures as at 30 September 2014 (1) From 01/02/2015, Pierluigi Monceri (2) From 01/07/2015, Francesco Guido 16

17 The Banca dei Territori Division: Main Product Companies Business Field Companies Manager Non-profit Entities Relations Marco Morganti Industrial Credit, Factoring and Leasing Rony Hamaui Consumer Credit Marco Cesareo Payment Systems Maurizio Manzotti 17

18 The Corporate and Investment Banking Division International Network & Global Industries (1) Teresio Testa Corporate e Public Finance (2) Marco Rottigni 15,000 Customers 47 Domestic branches Capital Markets, Investment Banking and Finanza Strutturata Mauro Micillo Global Banking & Transaction Stefano Stangoni Merchant Banking Marco Cerrina Feroni Global partner for corporates and financial institutions, also internationally through a specialist network of branches, representative offices, and subsidiaries focused on corporate banking, and for public administration Figures as at 30 September 2014 (1) Corporates, with global reach, operating in six key industries with high growth potential (oil & gas, power & utilities, automotive, telecom & media, infrastructure and luxury & consumer goods). It includes a specialist network made up of branches, representative offices, and subsidiary banks focused on corporate banking (2) Italian corporates with a turnover higher than 350 million euro 18

19 The Corporate and Investment Banking Division The international network of specialists spread across 29 countries serving corporate customers CORPORATE BANKS DIRECT BRANCHES REPRESENTATIVE OFFICES (1) Dubai Hub Dubai Istanbul Abu Dhabi Beirut Cairo Casablanca Istanbul Tunis Hong Kong Hub Hong Kong Shanghai Singapore Tokyo Beijing Ho Chi Minh City Mumbai Seoul Sydney London Hub Amsterdam Frankfurt London Madrid Paris Warsaw Athens Moscow Stockholm New York Hub George Town New York Santiago São Paulo Figures as at 30 September 2014 (1) The Representative offices include International and Regulatory Affairs and Intesa Sanpaolo Eurodesk in Brussels 19

20 The Corporate and Investment Banking Division Complete solutions for global needs of Financial Institutions and Corporate clients Global Relationship Transaction Banking Trade & Export Finance Banks Cash Management Trade Services Export Trade Insurances and Financial Institutions Non-Banks Agency Services Structured Trade Funds Local Custody ECAs 20

21 The Corporate and Investment Banking Division Capital Markets, Investment Banking and Structured Finance Capital Markets Fixed Income, Currencies & Commodities Equity Corporate Risk Solutions Credit Solutions Group Retail Financial Networks Investment Banking Industry Groups & M&A Equity Capital Markets Debt Capital Markets Structured Finance Leveraged & Acquisition Finance Project & Industry Specialised Lending Real Estate Corporate Loan Structuring Syndication Loan Agency 21

22 The International Subsidiary Banks Division Albania Romania Bosnia and Herzegovina Croatia 8.4 Million Customers Russian Federation Serbia Czech Republic Egypt 1,389 Branches in 12 Countries Slovakia Slovenia Hungary Ukraine (*) Selected and strategic presence in retail banking in Central-Eastern Europe and Middle Eastern and North African countries Figures as at 30 September 2014 (*) In January 2014 an agreement was signed for the sale of 100% of Pravex-Bank. Finalisation of the transaction is subject to regulatory approval 22

23 The International Subsidiary Banks Division PRODUCT COMPANIES BANKS 1 ALBANIA 2 BOSNIA AND HERZEGOVINA CROATIA CZECH REPUBLIC Prague branch of EGYPT 6 HUNGARY 7 ROMANIA 8 RUSSIAN FEDERATION 9 SERBIA 10 SLOVAKIA SLOVENIA UKRAINE (*) (*) In January 2014 an agreement was signed for the sale of 100% of Pravex-Bank. Finalisation of the transaction is subject to regulatory approval 23

24 The International Subsidiary Banks Division Country Bank Manager Total Assets (euro m) Ranking (by Total Assets) Branches Customers Albania Silvio Pedrazzi 1, ,000 Bosnia and Herzegovina Almir Krkalić ,000 Croatia Božo Prka 9, ,646,000 Egypt Roberto Vercelli 4, ,652,000 Hungary Pál Simák 5, ,000 Romania Marco Capellini 1, ,000 Figures as at 30 September

25 The International Subsidiary Banks Division Country Bank Manager 2 Total Assets Ranking Branches Customers (euro m) (by Total Assets) Russian Federation Olga Lein 1, ,000 Serbia Draginja Djuric 1 4, ,737,000 Slovakia Alexander Resch 11, ,759,000 Slovenia Giancarlo Miranda 2, ,000 Ukraine (*) Taras Kyrychenko ,000 Figures as at 30 September 2014 (*) In January 2014 an agreement was signed for the sale of 100% of Pravex-Bank. Finalisation of the transaction is subject to regulatory approval 25

26 The Private Banking Division Private and High Net Worth Individuals 236 branches 78,000 customers Approximately 5,800 private bankers Intesa Sanpaolo Private Banking Paolo Molesini Banca Fideuram Matteo Colafrancesco Sirefid Carlo Berselli The Division serves the customer segment consisting of Private clients and High Net Worth Individuals with the offering of products and services tailored for this segment Figures as at 30 September

27 The Asset Management Division Asset Management Over 233 billion euro Assets under Management Asset management solutions targeted at the Group s customers, commercial networks outside the Group, and the institutional clientele Figures as at 30 September

28 The Insurance Division Insurance Approximately 108 billion euro Technical Reserves and approximately 20 euro billion euro Premiums Insurance and pension products tailored for the Group s clients Figures as at 30 September

29 Capital Light Bank Capital Light Bank Extracting greater value from non-core activities through the workout of doubtful loans and repossessed assets, the sale of non-core equity stakes, and proactive management of other non-strategic assets 29

30 Breakdown of consolidated results as at 30 September 2014 Operating Income Breakdown by Business Area (*) Breakdown by Geographical Area (#) 5.6% 2.6% 21% 18.1% 11.7% 62.0% 79% Banca dei Territori Division (1) International Subsidiary Banks Division Corporate and Investment Banking Division Banca Fideuram Eurizon Capital Italy Other Countries (#) Figures as of 30 June 2014 (*) Excluding Corporate Centre and not including 4Q14 organisational changes (1) Domestic Commercial Banking 30

31 The Group Italian network NORTH WEST Intesa Sanpaolo Subsidiaries Branches Company Branches 1,370 Intesa Sanpaolo Private Banking 55 Banca Fideuram 37 Banca Prossima 20 Mediocredito Italiano 3 Banca IMI 1 CENTRE Intesa Sanpaolo Branches 233 Subsidiaries Company Branches Banca CR Firenze 562 Banca dell'adriatico 114 Intesa Sanpaolo Private Banking 23 Banca Fideuram 21 Banca Prossima 7 Banco di Napoli 3 Mediocredito Italiano 3 NORTH EAST Intesa Sanpaolo Branches Subsidiaries Company Branches 115 CR del Veneto 347 CR in Bologna 174 CR del Friuli Venezia Giulia 107 CR di Forlì e della Romagna 90 Banca di Trento e Bolzano 73 Banca Monte Parma 67 Intesa Sanpaolo Private Banking 37 Banca Fideuram 22 Banca Prossima 14 Mediocredito Italiano 2 SOUTH Intesa Sanpaolo Subsidiaries Branches Company Branches 8 Banco di Napoli 618 Banca dell'adriatico 96 Intesa Sanpaolo Private Banking 18 Banca Prossima 15 Banca Fideuram 11 Mediocredito Italiano 2 ISLANDS Intesa Sanpaolo Branches 244 Subsidiaries Company Branches Banca Prossima 9 Banca Fideuram 5 Intesa Sanpaolo Private Banking 5 Mediocredito Italiano 2 Figures as at 30 September 2014, considering the merger of CR Venezia and Banca di Credito Sardo into Intesa Sanpaolo, effective 10 November

32 The Group International network EUROPE Direct Branches Amsterdam Frankfurt Innsbruck (1) Istanbul London Madrid Paris Warsaw Country Representative Offices Athens Brussels (2) Istanbul Moscow Stockholm Subsidiaries Branches Albania Intesa Sanpaolo Bank Albania 31 Bosnia and Herzegovina Intesa Sanpaolo Banka Bosna i Hercegovina 51 Croatia Privredna Banka Zagreb 199 Czech Republic VUB Banka 1 Hungary CIB Bank 95 Ireland Intesa Sanpaolo Bank Ireland 1 Luxembourg Banca Fideuram 1 Société Européenne de Banque (SEB) 1 Romania Intesa Sanpaolo Bank Romania 71 (*) Russian Federation Serbia Slovakia Slovenia Switzerland Ukraine Banca Intesa Banca Intesa Beograd VUB Banka Banka Koper Intesa Sanpaolo Private Bank (Suisse) Pravex-Bank (3) United Kingdom Banca IMI 1 AFRICA Representative Offices Country Subsidiaries Branches AMERICA Direct Branches George Town New York Representative Offices Santiago São Paulo OCEANIA Representative Offices ASIA Direct Branches Dubai Hong Kong Shanghai Singapore Tokyo Representative Offices Abu Dhabi Beijing Beirut Ho Chi Minh City Mumbai Seoul Cairo Casablanca Tunis Egypt Bank of Alexandria 170 Sydney Figures as at 30 September 2014 (1) Branch of Italian subsidiary Banca di Trento e Bolzano (2) International and Regulatory Affairs and Intesa Sanpaolo Eurodesk (3) In January 2014 an agreement was signed for the sale of 100% of Pravex-Bank. Finalisation of the transaction is subject to regulatory approval 32

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