Banca Leonardo Italian Banks Conference 2004



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1 Banca Leonardo Italian Banks Conference 2004 Giorgio Spriano Head of Corporate Development Pollenzo,, 24 November 2004

2 DISCLAIMER This presentation has been prepared by Sanpaolo IMI and provides information on the management s business plans and strategies. As such, the presentation contains forward-looking information which reflects management s current views with respect to certain future events and the financial performance of the Group. These views are based upon assumptions of future events which may not prove to be accurate and actual results may differ materially from those projected or implied in the forward-looking statements. Undue reliance should not, therefore, be placed on such forward-looking information and Sanpaolo IMI assumes no responsibility to update any such forward-looking information.

AGENDA 3! Q3 2004 results! Group strategy! Strengthening the core banking business! Right sizing the cost base! Optimising competitive positioning in other key markets! Conclusions

SOLID OPERATIONAL PERFORMANCE & POSITIVE OPERATING TRENDS MM Net interest income Net commissions Net interest and other banking income Administrative costs Operating income 9-months 2004 3,702 2,396 5,630-3,373 2,169 9-months 2003 pro forma 2,795 2,181 5,524-3,396 2,036 % Y/Y change -3.3 +9.9 +1.9-0.7 +6.5 4 CHALLENGING SCENARIO! Domestic industrial production remains weak! Average Euribor rate 31 bps Y/Y! Salary inflation and accruing assumed pay rise from current CCNL negotiation POSITIVE OPERATING TRENDS! Selective loan growth:! residential mortgages +14%! consumer banking +12.6%! Banca OPI +8.1% M/LT! Increase in TFA of 6.3 BN! Continued strong growth in life business (+23.1%)! Good cost discipline and headcount reduction of 1,623 people Y/Y

PRUDENT ACCOUNTING POLICY IN PROVISIONING MM 9-months 2004 9-months 2003 pro forma % Y/Y change 5 Net adjustments and provisions -543-385 +41.0! Provisions for risks and charges -109-107 +1.9%! Adj. To loans and provisions for guarantees and commitments -370-292 +26.7%! Adj. to financial fixed assets -64-14 n.s. Income before extraordinary items 1,518 1,536-1.2 Net extraordinary profits/losses 72-211 n.s. Net income 957 786 +21.8! Credit provisioning level reflects good asset quality and dynamic provisioning approach Credit provisions! Provisions on performing portfolio 65 MM (generic reserve: 1.1 BN) - of which 14 MM on Fiat convertible! Specific provisions 303 MM Adjustments Book value (as of 30/09/04)! Prudential accounting of financial assets Financial assets FIAT -3 MM 6.09 Book value p.s. H3G -61 MM not quoted CDC -50 MM not quoted SCH +56 MM 8.48 Book value p.s.! Extraordinary items Principal contributions Sale of 30% stake in Finconsumo +55 MM

GOOD ASSET QUALITY AND ADEQUATE COVERAGE RATIOS! Net NPLs and problem loans 4.9% and 2.6% Y/Y! Net loans to countries at risk only 31 million euro! NPL and net watchlist coverage levels up to 74.3% and 34.8% respectively! NPL and watchlist ratios at 1% and 1.1% respectively! High level of general reserve maintained at around 2X average cost of risk 6 MM Gross exposure Var. Y/Y Var. Q/Q 30/09/04 Total adjustments Net exposure Var. Y/Y Var. Q/Q Coverage Doubtful loans 6,713 6.7% -0.3% 4,143 2,570-3.6% -1.9% 61.7%! Non-performing loans 4,578 11.3% 0.2% 3,401 1,177-4.9% -2.1% 74.3%! Problem loans 2,135-2.0% -1.5% 742 1,393-2.6% -1.7% 34.8% Performing loans 120,742 0.3% -2.0% 1,065 119,677 0.2% -2.0% 0.96%* Total loans 127,455 0.6% -1.9% 5,208 122,247 0.1% -2.0% - 30/09/04 30/09/03 pro forma 30/09/04 30/09/03 NPL S ratio Watchlist ratio 1.0% 1.1% 1.0% 1.2% Core Tier 1 ratio Tier 1 ratio Total risk ratio 7.1% 7.8% 11.5% 6.5% 7.3% 10.6% (*) Includes 98 MM of reserve for credit risks

POSITIVE PERFORMANCE 7 Gross Operating Profit ( MM) Net Income ( MM) +6.5% +21.8% 2,036 2,169 786 957 9-months 03 9-months 04 Pro forma 9-months 03 9-months 04 Pro forma Cost/Income (%) 1 ROE (%) 61,2% 59,6% 9.8% 11.5% 9-months 03 9-months 04 Pro forma 9-months 03 9-months 04 Pro forma 1 Total administrative expenses (excluding direct and indirect taxes) and amortization (excluding value adjustments on goodwill and merger and consolidation differences)/total income (including other net operating income)

AGENDA 8! Q3 2004 results! Group strategy! Conclusions

FINANCIAL OBJECTIVES 02-05 05 TARGETS ASSUMPTIONS 9 COST/INCOME GDP 2.2% 2.5% 65.1% 59.6% 55.0% 1.5% 0.3% 1.3% * ROE 2002 9-months 04 2005 2003 2004 2005 Average 3M Euribor 3.9% 4.6% 2.9% 2.3% 2.1% * 8.3% 11.5% 15.0% 2002 9-months 04 2005 2003 2004 2005 * Revised company estimate

STRATEGIC OBJECTIVES 02-05 05 10! Strengthening the core banking business! Right sizing the cost base! Optimising competitive positioning in other key markets

AGENDA 11! Q3 2004 results! Group strategy! Strengthening the domestic banking business! Right sizing the cost base! Optimising competitive positioning in other key markets! Conclusions

INTEGRATION OF THE BRANCH BANKING NETWORK ON TRACK 2003 2004 12 IT migration of Banco di Napoli (June) Full acquisition of Banca Popolare dell Adriatico (June) Integration of Cerea Bank in Cariparo (June) Integration and rationalisation of Banco di Napoli: 624 Banco di Napoli branches conferred to Sanpaolo (July), 121 Sanpaolo branches conferred to new Sanpaolo Banco di Napoli (September) Merger of Crup and Carigo in Friulcassa (November) Migration of Cassa di Risparmio di Venezia onto SPIMI IT platform (March) Migration of Cassa di Risparmio in Bologna onto SPIMI IT platform (April) Migration of Friulcassa onto SPIMI IT platform (June) Migration of Cariparo onto SPIMI IT platform (July) IT merger of Banca Popolare dell Adriatico (October) Rationalisation of the branch network: ROLL OUT OF IT OPERATING PLATFORM COMPLETED Advertising campaign following rebranding of all networks banks (November) Merger of Cardine Finanziaria (December) 113 Sanpaolo branches to be conferred to the North East banks 30 Carisbo and Cariparo branches to be conferred to Sanpaolo network (November 04-January 05)

ONE NETWORK BUT WITH LOCAL BRANDS 13 Local brands national coverage Retail Headquarters! Single head office on single operating and back office platform! Divisional model to meet needs of customer segments and ensure necessary co-ordination Area Management! Local character maintained through brand and legal entity! Empowers area management structure to manage and coordinate different local market and customer needs Branch network! 3,000 branches with good national foot print and high concentration coverage! Specialisation through dedicated branches and modular approach to branch business! Multi-channel approach 20% 12 % - < 20% 5 % - < 12% 2 % - < 5% 1% - < 2% < 1%

ONE NETWORK TO SERVE ALL CUSTOMER SEGMENTS BRANCH BANKING INTEGRATION AND SPECIALISATION 14 Wealth Management (life insurance and asset management) Asset management Insurance Sanpaolo Network Banco di Napoli Cardine Private & Retail SME Investment banking Investment banking Pre-integration of branch network Post-integration of branch network Marketing strategies are developed within product factories Marketing strategies are developed within the network

LEVERAGING ON CUSTOMER SERVICE MODELS 15 Objectives Areas Completed projects! To develop the relationship with customers! To offer a higher quality service! To improve profitability Culture Cultura Strumenti Instruments Management Analysis! Investment Policy! Communication events! Training! CRM Workstation! Market and product information! Customer portfolio analysis Reporting Asset allocation Model portfolio simulation! Portfolio benchmarking! Commercial analysis Business process Portfolio details Risk analysis Analysis of customer needs and risk profile Rebalancing using product matrix Flows management

LEVERAGING ON STRONG CORPORATE BANKING COMPETENCES Short term loans: Risk adjusted spread 16 The specialised network:! 151 outlets! 63 teams North-West Branches 38 AT 18 Staff 753 Tuscany-Emilia Branches 10 AT 5 Staff 172 Lombardia Branches 49 AT 14 Staff 979 North-East (*) Branches Staff 8 AT 2 130 (*) Roll out in progress Price Counterparty rating Revenue Breakdown (2003) Interest based revenues from financial activities 8% Central Italy Branches 21 AT 4 Staff 317 South Branches 2 AT 7 Staff 60 South Branches 23 AT 13 Staff 574 Interest based revenues from loans 48% Non interest based revenues 44%

BUILDING ON BRAND VALUE 17 Main objectives of Sanpaolo s Olympic sponsorship aim at increasing: 1. business and customer relationships; 2. national and international recognition; 3. motivation and sense of corporate identity in employees. "Cross selling! Cross selling Retail project! Cross selling Small Business Increase of average revenue per customer "Average revenues per product! Olympic credit cards! Olympic pre-paid cards! Young project (0-18)! Car loans (billboard) Impact on net interest and other banking income Increase in customer base "Acquisition "Retention! Young project (18-30)! Sanpaolo Roadshow! Ticketing! Small Business offers! Meeting on sport values! Torch relay! Olympic Events One-off revenues! Ticketing! Network TOROC! Temporary branches! ATM/POS in Olympics sites

SPECIFIC CUSTOMER-SEGMENT SEGMENT INITIATIVES 18 Investment, new business processes, and commercial initiatives aim at increasing the number of customers and strengthening the relationship in high-potential customer segments. The new Sanpaolo IMI brand dedicated to young people from 18 to 30 years old For the increasingly important immigrant communities in Italy The large, heterogeneous small business segment which characterises the Italian economy

AGENDA 19! Q3 2004 results! Group strategy! Strengthening the core banking business! Right sizing the cost base! Optimising competitive positioning in other key markets! Conclusions

EFFECTIVE HEADCOUNT REDUCTION 20 45,200 (*) -1,600 +4,700 43,600 2,106-1.5% 2,074-6,300 2002 Gross reduction Hirings 2005 9-months 03 9-months 04 Pro forma Incentivising early retirement enables: Reduction in personnel costs achieved despite:! The reduction in overall headcount to be managed effectively by:! geography! business function! An improvement in the age profile of the employee base! An improvement in the front/back office ratio! An improvement in the flexibility of contractual conditions! An enhancement of front office competences and service level! Salary inflation! Accruing assumed pay rise from current CCNL negotiation (*) Proforma without Banque Sanpaolo, Finconsumo and IMIWeb, plus Epta, Cariforlì and Intereuropa

DISCIPLINED COST MANAGEMENT 21 MM 9-months 04 9-months 03 pro forma Ch. 9-months 04/9- months 03 pro forma Administrative costs 3,373 3,396-0.7%! Personnel expenses 2,074 2,106-1.5%! Other administrative costs 1,101 1,090 +1.0%! IT costs 309 313-1.3% Benefit from IT integration! Real estate costs 216 209 +3.3%! General costs 183 191-4.2%! Professional and insurance costs 187 193-3.1%! Utilities 67 65 +3.1% Inflationary pressure on overheads! Advertising and marketing costs 64 55 +16.4% Brand building! Indirect personnel costs 75 64 +17.2% One-off integration charges! Indirect duties and taxes 198 200-1.0% Depreciation 319 336-5.1% Reduction following aggressive write downs in new franchises

AGENDA 22! Q3 2004 results! Group strategy! Strengthening the core banking business! Right sizing the cost base! Optimising competitive positioning in other key markets! Conclusions

CORPORATE ACTIONS 23 BUSINESS AREA FOCUS RATIONALISATION Consumer Banking! Development of consumer banking in Finemiro! Sale of 50% stake in Finconsumo to SCH Asset Management! Strengthening of mutual fund offer range! Merger of all Eptafund funds in Sanpaolo funds! Rationalisation of company structure and activities! Rationalisation of Eptaconsors! Sale of Eptatrading! Sale of stake in Adria Vita! Demerger of Sanpaolo Vita! Demerger of Sanpaolo IMI Wealth Management in favour of Sanpaolo IMI Asset Management Life assurance! Concentration of all life and non-life insurance activities! Establishment of Assicurazioni Internazionali di Previdenza Personal Financial Services! Operational integration of Sanpaolo Invest into Banca Fideuram! Strengthening Banca Fideuram core business! Demerger of Fideuram Vita in favour of Sanpaolo IMI Foreign Network! Acquisition of control of Inter- Europa Bank completing the selective presence in Eastern Europe! Repositioning of the Bank s shareholding in CDC Ixis! Sale of Sanpaolo Bank (Austria)! Sale of Banque Sanpaolo to CNCE! Merger by incorporation of IMI Bank (Lux) in Sanpaolo Bank (Lux) Investment Banking! Development of products for commercial bank! Sale of IMIWeb

INSURANCE & PENSION PRODUCTS 24 Retail Private Corporate Protection Property protection (Theft, fire, TPL) Personal protection (Accidents, TCM, Dread Disease, LTC) Property protection (Theft, fire, TPL) Personal protection (Accidents, TCM, Dread Disease, LTC) Asset protection Financial protection Employee protection P&C Needs Pension FIP, Open pension funds, Income products (lump sum, annuity, mixed) Income products (lump sum, annuity, mixed) Open and closed pension funds Products Life/ Pension Investments/ savings Mixed, Traditional, Unit Linked, Index Linked Mixed, Traditional, Unit Linked Private Treasury products, other life products, TFR investment products Opportunity areas

CONSUMER FINANCE 25 Mission: to act as consumer credit specialist for the Group developing business both through its own sales network (27,000 point of sales and 2.8 million customers) and through the branch distribution network of the Group. Marrying branch distribution capacity with specialist competences:! in credit cards - revolving credit cards will be issued to SANPAOLO IMI family segment customers exploiting on one hand the customer base of the Group and on the other the specialist competencies of Finemiro notably in credit scoring and the credit recovery;! in POS financing - Finemiro will look to leverage on contacts with retail distribution channels in order to increase its network of POS dealerships. The objective is to have 10,000 new dealers by 2005. Target: to increase market share Finemiro expects through business development projects and increased commercial effectiveness, to be able to increase its market share from 5% to 10%.

AGENDA 26! Q3 2004 results! Group strategy! Strengthening the core banking business! Right sizing the cost base! Optimising competitive positioning in other key markets! Conclusions

CONCLUSIONS 27 The Group s improving performance and business objectives are based on:! Good competitive positioning! Healthy business mix! Strong customer service models! Real organic growth potential

GROUP STRUCTURE REFLECTS RATIONALISED BUSINESS MODEL 28 GRUPPO SANPAOLO IMI COMMERCIAL BANKING INVESTMENT BANKING LOCAL ENTITIES AND PUBLIC COMPANIES CORPORATE PRIVATE & RETAIL ASSET MANAGEMENT PERSONAL FINANCIAL SERVICES INSURANCE POLE BANCA IMI IMI INVESTIMENTI SANPAOLO IMI PRIVATE EQUITY BANCA OPI SME Large Groups Leasing International Activities & Foreign Network Families Small business Private Consumer credit SANPAOLO IMI ASSET MANAGEMENT SGR BANCA FIDEURAM ASSICURAZIONI INTERNAZIONALI DI PREVIDENZA SANPAOLO VITA FIDEURAM VITA EGIDA As a % of Group Sanpaolo Network Banca Popolare dell Adriatico Cassa di Risparmio in Bologna Cassa di Risparmio di Padova e Rovigo Cassa di Risparmio di Venezia Friulcassa Sanpaolo Banco di Napoli Total revenues 3.1% 2.1% 78.3% 4.5% 8.8% Operating income 2.8% 4.5% 83.1% 8.5% 11.3%

SANPAOLO BANKING BUSINESS MODEL 29 DISTRIBUTION DOMESTIC COMMERCIAL BANKING RETAIL & PRIVATE SMEs & CORPORATE! SMEs BRANCHES! BRANCH NETWORKS! CORPORATE ACCOUNTS DOMESTIC COMPETITION LOCAL FRANCHISE SPECIALIST FACTORIES ASSET MANAGEMENT INSURANCE INVESTMENT BANKING PUBLIC FINANCE INTERNATIONAL COMPETITION EUROPEAN SCALE ECONOMIES