In relation to the appointment of Directors Mr. Jean Pierre Mustier, Mr. Sergio Balbinot and Mrs. Martha Dagmar Böckenfeld resolved by the January 12, 2017, Shareholders' Meeting, UniCredit S.p.A. informs you that in its today meeting the Board of Directors assessed the existence of their integrity and experience requirements as laid down by current statutory and regulatory provisions.
The Board of Directors also checked the independence requirements of Directors Mrs. Böckenfeld and Mr. Balbinot, based on the declarations made by them and on the information available to the Company. In particular:
- as far as Mrs. Böckenfeld is concerned, the independence requirements as laid down by sec. 20 of the Articles of Association, sec. 3 of the Corporate Governance Code for Listed Companies and sec. 148 of the Legislative Decree no. 58/98. To that regard, the Board took into consideration the existence of professional, business and credit relationships of the same (either directly or indirectly) that might affect her independence, taking into account significance criteria (amount of the consideration and features of the relationship; amount of the credit granted and its weight vis-à-vis the banking system as a whole, counterparty's characteristics, Director's position).
- as far as Mr. Balbinot is concerned, the independence requirements as laid down by sec. 148 of the Legislative Decree no. 58/98.
Furthermore, the Board of Directors checked that the Directors appointed on January 12 last meet the qualitative and quantitative Profile of the Board, also with regard to the maximum number of offices to be held; finally, it also checked the inexistence of any situations falling within the scope of Sec. 36 of the L.D. no. 201/2011 ("no-interlocking").
Milan, February 9, 2017
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