2014 Corporate Social Responsabilitity Report

Chairman’s Message 3 Social Report The Group key figures 5 • Carige’s Corporate Social Responsibility 35 Identity of the Group • The Banca Carige Group’s profile 6 • Mission, Vision and Core Values 9 38 CUSTOMERS • Strategies 10 • Organisational Structure and Distribution Network 15 Governance 49 EMPLOYEES • Corporate governance 18 • The internal control and risk management 28 system 63 Economic Report COMMUNITY • Financial highlights 29 • Value added 32 71 SHAREHOLDERS

Methodological note 83 76 SUPPLIERS Annexes • Tables 85 • GRI-G3.1 indicators 109 78 ENVIRONMENT

Any information included in this document is referred to the 2014 financial year, unless - where specified - an update was planned prior to the approval of the 2014 Corporate Social Responsibility Report by the Board of Directors on 12th May 2015. For any following updatings, reference should be made to the website www.gruppocarige.it, particularly to the sections Governance and Investor Relations. Chairman’s Message

that, with a view to recovering profitability On top of this, we should not forget to safeguard the corporate assets over time. the additional effort arising from the partially unfavourable outcome of the This was a sterling work, pursued with Comprehensive Assessment carried out by determination, and which led to a profound the ECB and disclosed at the end of October and substantial renewal of the Banca Carige 2014. While acknowledging the presence of Group over a period of just twelve months. It adequate risk protections within the Asset was a pivotal year, during which the path we Quality Review, the European Supervisory have embarked on to make up lost ground Body has indeed identified an EUR 813.4 was faced in a generally unfavourable mln worth of capital shortfall as a result economic scenario and, particularly, in a of the Stress Test conducted on the 2013 difficult context in terms of reputation due financial statements; this was a financial to judicial proceedings involving some top year adversely affected by one-off and non- representatives of the former management recurring adjustments and impairments. In of the Group. order to cover this shortfall, a capital plan All together, each one at his own level of was promptly defined which, after a positive responsibility, we worked on several fronts: discussion with the ECB, is being realised in these first months of 2015 with our full • capital strengthening, with a capital commitment. In 2014 Banca Carige was strongly committed increase of EUR 800 mln which allowed We believe that the market has been able to fully implementing the renewal plan us, at the end of 2014, to attain a CET1 to grasp the signs of a clear discontinuity for re-launching a growth process for the (Common Equity Tier 1) equal to 8.4%; with the past, for instance, via the successful Group. We believe this is the only way to • credit and financial risk mitigation; capital increase, concluded in July 2014, adequately satisfy our stakeholders’ needs. • strengthening of internal control system with a 20% proportion underwritten by retail and governance mechanism; investors. The whole year was devoted to capital Therefore, we are convinced that we have strengthening, improvement of operational • structure rationalisation, top-level management renewal and operating cost laid the foundations for a real turnaround, efficiency and effectiveness, rationalisation looking towards the future and the role Banca of costs as well as business re-launch. All savings; • business re-launch to meet the changing Carige intends to play, notwithstanding the needs of a constantly evolving market. difficulties in recent years: to be a sound (1.1 - 1.2) , with risk profile mitigated by better

3 credit management, deeply rooted in the are the keywords for boosting customer a context characterised by continuous areas of its traditional footprint, supporting loyalty. Customers, indeed, represent our changes and new perspectives. households and businesses. main point of reference and central resource. We acted responsibly with a forward-looking Being a local bank nowadays means to be Our commitment is to accept these approach, fully aware that many challenges able to combine tradition and modernity in challenges and embark on paths of still lie ahead: in March 2015 we presented a brand-new way. innovation, with a view to meeting the the new 2015-2019 Business Plan, which The internal structure and sales network new needs of people, businesses and strengthens and amplifies the guidelines rationalisation has introduced major communities. identified so far. innovations in work organisation, which Amongst other key activities, the Plan we are addressing with the utmost , May 2015 includes a new capital increase for a responsibility. We are fully convinced that maximum amount of EUR 850 mln, to be our collaborators have understood the finalised within July 2015, and that will allow activities we are conducting to be aimed (Cesare Castelbarco Albani) us - along with further capital measures - to at ensuring a long-lasting development of achieve a CET1 higher than 12%, namely the Bank and the valorisation of their work one of the highest rate among the Italian through up-to-date career paths. . The 2014 Corporate Social Responsibility I would like to emphasise that the Business Report I am introducing presents, with the Plan set to steer our business for the next five accuracy and concreteness allowed by years strongly reaffirms the importance of the numbers, the results achieved to date and values which inspired both the creation and the ongoing effort to adequately meet the the development of our Bank, providing us, needs and expectations of our stakeholders, at the same time, with adequate instruments undertaking full responsibility of our to satisfy the needs of a territory that has initiatives. All this for contributing to the suffered heavily from the impact of the last territory we live in and to citizens, in order years’ crisis, but that nonetheless shows to open new development and welfare encouraging signals of recovery. Being a perspectives for the whole community. local bank nowadays requires the capability to respond to the fast-paced evolution that Being sustainable today, for us, means to has changed both the face of our society ensure the Bank is managed in a correct, as well as our household and business transparent and responsible way, able priorities. Innovation, multichannel services, to stand the test of time, to produce and sales network re-organisation to be closer to distribute the value arising from its activities the territory and more aware of its needs, to all stakeholders in a balanced way, in

4 The Group key figures

Data as at 31/12/2014

(2.8)

5 Identity of the Group The Banca Carige Group’s profile

With over five centuries of history, the Banca Carige Group is one of Italy’s top 10 banking Timeline of the Banca Carige Group groups and one of 14 Italian groups subject to the European supervision. The Group has a branch network (642 branches, including a branch in ) and a customer base mainly located in Northern and Central Italy. More specifically, 66.5% of Group branches and over 68% of customers are based in Northern Italy, while 20.6% of branches and 19% of customers are located in Central Italy. At the end of 2014, the Group had over one million banking customers among households, professionals, SMEs and artisans. The banking activity is carried out by the banks of the Group - Banca Carige, Banca Carige Italia, Cassa di Risparmio di Savona, Cassa di Risparmio di Carrara, and Banca Cesare Ponti - having deep local roots in (Banca Carige and Cassa di Risparmio di Savona), Tuscany (Cassa di Risparmio di Carrara and Banca del Monte di Lucca) and Lombardy (Banca Cesare Ponti).

6 The Group structure

The Banca Carige Group, listed in the Register of Banking Groups, comprises the Parent Company Banca Carige S.p.A. and the banking, financial and real Banking activities Trust services Insurance business Financial activities estate companies under its control. The insurance companies Carige Vita Nuova S.p.A. and Carige Assicurazioni S.p.A. and their insurance and real estate subsidiaries constitute the insurance Group Banca Carige, listed in the relevant IVASS Registry (Italian Insurance Supervisory Authority). 1

1 On 28th October 2014, Banca Carige and a company organised and owned by investment funds managed by affiliates of LLC entered into an agreement which envisages Banca Carige selling 100% of the shares held in Carige Vita Nuova S.p.A. and Carige Assicurazioni S.p.A., for an aggregate consideration of EUR 310 mln. Banca Carige, together with the other banks of the Group, entered into long-term agreements with Apollo for the distribution of life and non-life insurance products. The closing of the transaction, which is conditional upon obtaining the necessary authorisations from the relevant authorities and subject to specific conditions precedent, is expected to be finalised in the first half of 2015.

(2.2-2.3-2.6-2.9-3.8)

7 The Banks of the Group

Cassa di Risparmio di Savona, the oldest Founded in 1843 as charity body, it became Acting as Parent Company, Banca Carige savings bank in Liguria, became part of the a credit institution in 1895. From then on, manages and coordinates its subsidiaries. Group in 2000. It is currently the leading deposits have been used to support the For this purpose, Banca Carige has bank in the province of Savona and an local economy, in particular the marble centralised several functions, among which important point of reference for the whole industry. In 2004, Cassa di Risparmio di internal auditing, compliance, anti-money economy of the territory, strongly focused Carrara joined the Group, becoming its laundering, risk management, administration on both individual and business customers. most important player in Northern Tuscany and accounts. in terms of presence.

Since 1st January 2013, all branches of Banca Established in 1489 as public pawnbroking The logo of Banca Cesare Ponti - historical Carige located outside Liguria have been institution (Monte di Pietà), it has always credit institution based in Milan - includes transferred to Banca Carige Italia, 100% been the financial pillar of the city; this both its founder’s name and its foundation owned by the Parent Company. The brand bank joined the Group in 2000 and with year (May 1871). Part of the Group since reflects the close connection with the Parent its 22 branches based in the provinces of December 2004, Banca Cesare Ponti Bank and, therefore, its mission of proximity Livorno, Lucca, Pisa and Pistoia, it offers its represents the Group’s flagship for private to the territory. customers professionalism and quality in all banking services, maintaining its distinctive banking services, respecting at the same name and logo, although combined with time its traditions. the Group’s brand. (2.3)

8 encouraged through a video tutorial - Mission, Vision and “By breathing new life into the principles available on the corporate intranet “Il and behaviours of the new Code of Ethics, Core Values Codice Etico in 6 Pillole” (6 tips on the Code each man and woman working at Carige of Ethics) - which presents the key elements can contribute to the responsible growth of Carige operates on the market as a sound, of the new Code in use. The Codes of Ethics our Group in its ongoing endeavour to be a simple bank focused on customer proximity of the banks of the Group are available for glowing example of business ethics.” all stakeholders on the corporate website and retail activities. Cesare Castelbarco Albani The guidelines characterising the new www.gruppocarige.it under the Social Chairman of Banca Carige strategic path give a renewed impetus to the Responsibility section. historical retail vocation of the Group, with a more efficient operating and distribution model, growth-oriented in a cost-effective manner and based on business sustainability, fully respecting the communities and territories the Group operates in. Special attention has been paid to households and small enterprises, focusing particularly on the highest-potential regions in Northern and Central Italy. In 2014, the new Codes of Ethics of the Group banks were reviewed and subsequently approved by the Board of Directors. These documents define the principles and core values of the Group, as well as the rules of Carige considers its reputation and credibility as a vital resource to be preserved and developed conduct and the implementing standards in its relations with stakeholders, i.e. those who contribute to - or have a stake in - pursuing the relating to such principles. Group’s mission, as well as individuals, groups, organisations and institutions whose interests The Code of Ethics lays down the reference might be influenced by the Bank’s conduct: customers, shareholders, contractors, suppliers values which inspire the Group’s activities, and the socio-economic environment in general. with consequent indication of rules of Carige is committed to complying with the regulations in force and ethical principles accepted conduct aimed at consciously guiding by the community, with a view to strengthening a mutually trustful relationship with its the standards of behaviour in a consistent stakeholders. manner with these values. Therefore, as part of everyone’s responsibilities, the activities of those who work for the Bank During the year, a process for disseminating shall contribute to pursuing the Group’s mission, in compliance with both regulations in force the Code among the employees was and instructions from the supervisory and control bodies, as well as internal rules. (4.8)

9 Strategies

In 2014 the Bank initiated vigorous measures During the year, a strengthening of the Management Team of the Group was commenced, aimed at strengthening the capital and with the onboarding of external key executives. improving the efficiency. The strengthening of capital base was pursued via:

• EUR 800 mln worth of capital increase completed in July; • signing of insurance business disposal, which followed the disposal of the Asset Management Company completed in 2013; • Risk Weighted Assets reduction and Group’s risk profile mitigation.

With regard to rationalisation and efficiency-boosting programme, the most important initiative launched in 2014 concerned the organisational structure of the Parent Company, which was deeply reviewed through a re-organisation of the Head Office, a rationalisation of activities previously fragmented across multiple divisions, the centralisation of administrative/operating activities in the Back Office and the clear-cut segregation of business and credit functions. Such re-organisation resulted in a reduction of over 43% in organisational units. This led to a streamlining of the decision-making process.

(1.2)

10 In this context, the strategic initiatives undertaken in the area of Credit were Strategic initiatives undertaken in the area of Credit extremely relevant; in particular, they resulted in the clear-cut segregation of business and credit functions with assignment of decision- making powers to the Credit Area, the set up of the Credit Committee, the redefinition of credit policies, the centralisation of loan monitoring, as well as Corporate loan- granting officers and non-performing loans with the Parent Company.

Source: 2015-2019 Business Plan, March 2015

11 Furthermore, in 2014 the following activities The improvement in sales efficiency was pursued by launching a new sales and distribution were launched: planning model, sharing in advance the commercial budget with the distribution network, introducing a new commercial reporting system, in addition to strengthening the digital • a rationalisation of the distribution banking offering. network, with a first phase of 36 branches already closed; • a trade union agreement signed, Initiatives launched for a revised sales approach and a encompassing ~600 incentive- based retirements and an extensive stronger digital banking offering remuneration structure review; • a rationalisation of operating costs, resulting in cost/income ratio reduction, which nevertheless remains at high levels due to lower revenues.

Source: 2015-2019 Business Plan, March 2015

12 • enhance the “Efficient Distributor” • improve operational efficiency; New Business Plan model via effective advancements in the • one-off deals to accelerate turnaround. operating model. In March 2015, the Board of Directors approved the new 2015-2019 Business

Plan, which continues and strengthens the evolutionary process identified in the previous Business Plan, approved in 2014, and which guided the activities of the relevant financial year.

The new Plan represents an evolution of those measures implemented by the management during the last financial year; the key initiatives concern the capital strengthening, the risk profile mitigation as well as the organisational restructuring of Carige is committed to acting according the credit functions and distribution area, to a growth-oriented approach based with a view to increasing effectiveness and on economically-viable and sustainable operational efficiency. business, fully respecting the communities and territories in which the Group operates Over the 2015-2019 Business Plan horizon, in order to generate value in the medium- Carige intends to implement a re-launch long term for all stakeholders. strategy designed to consolidate its position of sound, simple bank, pursuing customer The 2015-2019 Business Plan outlines the “At the end of 2013 and during 2014 proximity and focusing on retail banking, the Bank launched a robust turnaround qualitative and quantitative objectives and following guidelines intended to: strategy. The 2015-2019 Business Plan, with it is constructed around five strategic macro- certain remedial actions implemented in initiatives envisaging significant results • confirm its position as a locally rooted the meantime, strengthens the guidelines in terms of recovering capital adequacy, retail bank for households and businesses, identified with a view to bringing the Group operational efficiency and profitability: focusing on the highest-potential regions back to its tradition of being a sound, locally • strengthen capital base and safeguard rooted retail and corporate bank.” of Northern and Central Italy; liquidity; • reduce the Bank’s risk profile via a better • boost revenues; Piero Luigi Montani credit management and incisive non- • re-balance credit risk; CEO Banca Carige recurring actions; (1.2)

13 The capital strengthening will be effected management policies, adoption of a new more efficient and the rationalisation of the through a capital increase against approach for the design and construction Group’s retail banks through the merger consideration for no less than EUR 850 mln, of headquarters and branches; reduction of the subsidiaries, Cassa di Risparmio di via a rights issue for the Bank’s shareholders of the ICT structure costs and, finally, a Carrara S.p.A. and Cassa di Risparmio di and the closing of insurance business cost excellence programme leveraging a Savona S.p.A. disposal. A further buffer is represented by gradual dematerialisation and digitisation For additional information, please refer the disposal of the consumer credit company of activities. to the Investor Relations section on the Creditis Servizi Finanziari S.p.A. and the The Business Plan includes one-off deals corporate website www.gruppocarige.it. subsidiary Banca Cesare Ponti S.p.A. to accelerate the turnaround, including: Revenues will be boosted by a focus on the launch of a real estate value-extraction sales and distribution aimed at contributing programme and selected disposal of to the creation of a stable net interest and properties, the outsourcing of Facility other banking income and at developing a Management to make the ICT structure trade policy based on: • the review of the funding structure of the Group; Carige aims to be a sound, simple bank, pursuing customer • the restructuring of the network’s proximity and focusing on retail banking distribution model; • the transformation of the corporate segment management model; • a stronger advisory model for the Affluent and segments; • the implementation of the integrated multichannel model. A number of key enablers will support the optimisation of risk in loan book. The operational efficiency improvement will leverage multiple enablers to obtain additional savings in operating expenses, including: completion of the branch network rationalisation plan, with closure of further 45 branches; optimisation of real estate costs, revision of utility supply agreements, updating of maintenance

Source: 2015-2019 Business Plan, March 2015

14 managers and 359 affluent banking 379 insurance agencies (253 of which Organisational relationship managers. selling banking products as well) located Structure and Concerning the financial advisory service throughout the country. for businesses, the model relies on 151 Distribution Network corporate banking relationship managers (of whom 6 Large Corporate and 145 Mid Over the years the Group has been Corporate, organised into 90 teams) and committed in the development of an 322 small business relationship managers. efficient integrated multichannel service, Remote channels include the Bancomat- with a view to contacting customers in the ATMs, Bancacontinua self-service branches most effective and coherent way meeting and online services. ATMs operating at the their ever changing needs. end of September 2014 numbered 760, The Banca Carige Group’s distribution while the Bancacontinua cash machines system is organised into traditional, remote were 19. In order to reduce the work load and mobile channels. for branches and speed up over-the-counter The traditional channels, made up of transactions for current account holders, the branches, private and corporate advisory Group has introduced 158 cash-in machines centres, affluent and small business segment to deposit cash or cheques distributed in advisors, are based on a customer service 156 branches. In the branches involved, specialisation model, which provides for 33.5% of payments which could be migrated the transition from a non-differentiated were transferred to the automatic cash-in customer relationship management by one process, in 2014. operating unit to a customised relationship The number of contracts for online services management by specific advisors. increased to 421,981, of which 380,460 “In 2014, thanks to the efforts of all colleagues, we succeeded in achieving a demanding The network consists of 642 traditional relating to internet banking and 41,521 to organisational turnaround and in launching branches, down compared to 678 in call centre. the change of the “operational efficiency” December 2013, as a result of the adoption As regards mobile banking, which allows business model, which will enable us, starting of the branch network rationalisation plan bank transactions to be managed using from 2015, to get a new distribution structure included in the 2014-2018 Business Plan, latest generation mobile devices such (physical network and technology) capable of with 36 branches already closed (31 in as smartphones and tablets, more than improving the standard of service offered to Liguria and 5 outside Liguria). 6,043,400 accesses were recorded in 2014, our customers.” The personal financial advisory service generating 9,891,000 information inquiries for higher-profile customers is based on a and over 450,400 payment orders. Diego Piovan total of 120 private banking relationship Moreover, the Group has a network of Chief Operating Officer of Banca Carige (2.5 - 2.7)

15 SALES NETWORK (1) (*) A) TRADITIONAL CHANNELS 31/12/14 31/12/13

number % number % NORTH WEST 354 55.1 387 57.1 Liguria 223 34.7 254 37.5 - Genoa 119 18.5 140 20.6 - Savona 58 9.0 64 9.4 - Imperia 25 3.9 29 4.3 - La Spezia 21 3.3 21 3.1 Lombardy 74 11.5 76 11.2 Piedmont 56 8.7 56 8.3 Aosta Valley 1 0.2 1 0.1 NORTH EAST 73 11.4 75 11.1 Veneto 45 7.0 46 6.8 Emilia Romagna 28 4.4 29 4.3 CENTRE 132 20.6 132 19.5 Tuscany 86 13.4 86 12.7 Latium 39 6.1 39 5.8 Marche 5 0.8 5 0.7 Umbria 2 0.3 2 0.3 SOUTH AND ISLANDS 82 12.8 83 12.2 Sicily 62 9.7 63 9.3 Apulia 9 1.4 9 1.3 Sardinia 11 1.7 11 1.6 ABROAD: Nice (France) 1 0.2 1 0.1 Total number of branches 642 100.0 678 100.0 Private banking relationship managers 120 137 Corporate banking relationship managers 151 147 Affluent relationship managers 359 345 Small business relationship managers 322 299 (*) Statistical Bulletin, IV Quarter – Total relationship managers 952 928 B) REMOTE CHANNELS

Source: 2015-2019 Business Plan, March 2015 Bancomat ATMs 760 795 Self-service "Bancacontinua" branches 19 19 Online services (2) 421,981 405,555 C) MOBILE CHANNELS Insurance agencies 379 392 - of which: distributing banking products 253 272

(*) As at 31/12/2014, the sales network includes the 7 branches of Banca Cesare Ponti, under reclassication as ‘assets held for sale’. (**) Number of Internet banking and Call centre contracts.

16 Banca Carige’s presence development rate), supply of services (tourism, trade, catering), financial capacity (funding, allowances, loans). Considering the municipalities with an extremely low potential indicator in low-populated where a branch of the Group operates (within the first quintile of the valuation range), 25 or economically economically disadvantaged municipalities with at least one operating branch of the Group have been identified; 24 municipalities are located in Sicily and one in Latium. disadvantaged areas Banca Carige Group: breakdown by municipality (*) Development potential analysis (**) The Carige Group with its branches maintains a presence in 380 Italian municipalities Municipalities of which: of which: of which: of which: of which: of which: of which: across 13 regions. with branches with a sole located in low low low low low In 46 of these municipalities the Bank branch of municipalities potential potential potential financial overall the Carige with a Consumers Corporates Services potential potential operates as the sole bank, with a considerable 2014 weight for its regional sales network in Group population Liguria, Sicily and Latium. The presence density <50 of a bank branch may have a significant inhabitants role in terms of service for the community, per km2 especially in areas of low-population density Liguria 105 24 15 1 18 17 and in economically disadvantaged regions. Piedmont 41 2 2 2 6 A branch of the Carige Group is operating in Aosta Valley 1 32 municipalities with a population density of less than 50 inhabitants/Km² (15 in Liguria, Lombardy 50 11 7 in Sicily and 5 in Tuscany). In order to Veneto 33 2 identify economically disadvantaged areas, Emilia reference can be made to data provided Romagna 20 1 2 by the local information system available Tuscany 45 2 5 3 2 to the Group’s Monitoring & Objectives Umbria 2 department, where the overall potentiality of a municipality is assessed against a set Marche 2 of indicators relating to its inhabitants Latium 19 6 1 1 3 12 1 (income, consumptions, persons employed, Apulia 8 1 6 pensioners, foreigners, demographic growth Sicily 46 11 7 29 20 19 45 24 and home owners), businesses (number, Sardinia 8 7 size, income, number of employees, TOTAL 380 46 32 31 44 58 72 25 (FS13) (*) Data processing as per the geomarketing model developed by Master Information Srl, year 2014 (**) The low potential in each segment refers to the lowest 20% of the relevant valuation range 17 Governance Banca Carige Governance Structure (*) Board of Directors Corporate governance Cesare Castelbarco Albani (Chairman) Alessandro Repetto (Deputy Chairman) Piero Luigi Montani (Chief Executive Officer) The corporate governance of Banca Carige Jérôme Gaston Raymond Bonnet considers the provisions and principles which Luca Bonsignore Executive Committee apply to listed issuers, as established by both Remo Angelo Checconi Cesare Castelbarco Albani the Italian Consolidated Law on Finance Evelina Christillin Alessandro Repetto and the Italian Securities Authority (Consob) Lorenzo Cuocolo Piero Luigi Montani regulations. It also takes into account the Philippe Marie Michel Garsuault Remo Angelo Checconi rules laid down in the Consolidated Law on Guido Pescione Giuseppe Zampini Banking and in the Supervisory Provisions Lorenzo Roffinella issued by the Bank of Italy, as well as in the Elena Vasco Corporate Governance Code for Listed Lucia Venuti Companies approved by Borsa Italiana Philippe Wattecamps Giuseppe Zampini S.p.A. The system of governance and control adopted by Banca Carige is “traditional” and consists of Shareholders’ Meeting, Appointments Committee Remuneration Committee Risk Committee Board of Directors and Board of Statutory Lorenzo Cuocolo (Chairman) Lorenzo Cuocolo (Chairman) Auditors. Lorenzo Roffinella (Chairman) Evelina Christillin Luca Bonsignore Luca Bonsignore A further in-depth analysis of the corporate Philippe Marie Michel Garsuault Evelina Christillin Philippe Marie Michel Garsuault governance procedures and the detailed Elena Vasco Philippe Marie Michel Garsuault Lorenzo Roffinella profiles and backgrounds of the Directors Lorenzo Roffinella Lucia Venuti are available in the Corporate Governance and Ownership Structure Report, approved rd by the Board of Directors on 3 March 2015 Board of Statutory Auditors Supervisory Body pursuant Audit Firm and published on the corporate website Stefano Lunardi (Chairman) to Leg. Decree 231/01 Reconta Ernst & Young S.p.A. (www.gruppocarige.it, Governance section Maddalena Costa (Standing Auditor) Adalberto Alberici (Chairman) – Company Documents). Vittorio Rocchetti (Standing Auditor) Massimo Boggio The key aspects of the governing bodies are Francesco Isoppi (Alternate Auditor) Sofia Maranini briefly described below. Diego Maggio (Alternate Auditor)

(4.1 - 4.7 - 4.9 - 4.10) (*) As at 1st May 2015

18 Shareholders’ Meeting all the powers of ordinary and extraordinary representatives within the governing administration - except for those expressly bodies of the Company or within shareholdings; The Shareholders’ Meeting represents all the reserved by law to the Shareholders’ • the determination of criteria for the shareholders and its resolutions, adopted in Meeting - including: management and co-ordination of accordance with the law and the Articles of companies or entities of the Group, and Association, are binding for all members, • mergers in the cases provided for by for the execution of instructions issued by even those who are absent or dissenting. articles 2505 and 2505 bis of the Italian Civil Code; the Supervisory Authority; • mergers in the cases provided for by The Ordinary Meeting resolves on matters • establishment or closure of branch offices; articles 2505 and 2505 bis of the Italian attributed to it by law, and authorizes action • share capital reduction in case of Civil Code; by the Board of Directors on related party withdrawal of a shareholder; • the establishment or closure of branch transactions. In addition, the Meeting • compliance of the Articles of Association offices; has the power to take resolutions on the with regulatory provisions. • the reduction of share capital in case of appointment and removal of the Board of withdrawal of a shareholder; Directors, the Chairman and the Deputy Furthermore, the Board of Directors has • the harmonization of the Articles of Chairman. exclusive powers for decisions concerning: Association to regulatory provisions; • the establishment of general management • the appointment and removal of the guidelines, as well as strategies and Manager responsible for preparing The Board of Directors strategic operations and the approval of the Company’s financial reports, after business and financial plans; consulting the Board of Statutory Auditors, pursuant to article 31 of the The Board of Directors is composed of • the appointment of a Chief Executive Articles of Association; a minimum of eleven and a maximum of Officer or a General Manager and, upon • the appointment and removal of eighteen members. The members of the recommendation of the CEO or General the managers of Internal Audit and Board of Directors are elected on the basis Manager, the appointment of Co-General Compliance departments, after consulting of the lists submitted by the shareholders Manager(s) and/or Deputy General the Board of Statutory Auditors; in accordance with the provisions laid Manager(s); • the constitution of committees set up down in the Articles of Association (www. • the acquisition and transfer of important within the Board of Directors; gruppocarige.it, section Governance equity, i.e. shareholdings allowing to • the approval and amendment of the main – Company Documents – Articles of exercise control pursuant to article 2359 internal regulations. Association). of the Civil Code or representing an investment exceeding 10% of the Bank’s According to article 20 of the Articles of Pursuant to article 20 of the Articles of regulatory capital; Association, the Board of Directors has Association, the Board of Directors exercises • the appointment or designation of

19 exclusive competence for matters that financial importance for the business or December 2015. On 29th October 2013 cannot be delegated by law or applicable balance sheet; Piero Luigi Montani was co-opted by the regulatory provisions, or those reserved to it • assessment, at least once a year, of the Board of Directors to replace outgoing by the Code of Conduct. workings of the Board of Directors and Director Mr Luigi Gastaldi (resigning on Specifically, pursuant to the Corporate its Committees, including their size and the same date), with term of office until the Governance Code, the Board of Directors is composition, taking also into account following Shareholders’ Meeting, and later entrusted with the following tasks: the professional competence, general serve as CEO as of 5th November 2013. The • examination and approval of the and managerial experience, gender and Ordinary Shareholders’ Meeting of 30th April strategic, business and financial plans of seniority of its members; 2014 confirmed the appointment of Piero the Bank and of the Carige Group, along • giving the shareholders guidance on the Luigi Montani as Director. On 6th May 2014, with the periodic monitoring of their professional profiles deemed appropriate the Board of Directors confirmed for Mr implementation; for the composition of the new Board, Montani the powers he had been granted • definition of the corporate governance prior to its appointment; upon prior appointment to the position of system of Carige and the Group; • definition of a procedure to manage the Managing Director. • definition of the nature and level of risks internal communication and external in line with the Bank’s strategic objectives; disclosure of all information relating to During the meeting of 3rd March 2015, the • assessment of the adequacy of the the company, with particular reference to Board of Directors conducted the assessment organisational, administrative and sensitive information, to ensure that such of the size, composition and operation of accounting structures of Carige and its information is properly managed. the Board itself and its Committees, taking strategically important subsidiaries, in also into consideration such elements as particular with regard to the internal The Directors remain in office for three professional features, experience, including control and risk management system; financial years and may be re-elected. in managerial positions, and gender of its • determining the frequency, in any case members, as well as seniority in office. no later than three months, with which The Board of Directors usually meets once a the delegated bodies must report to the month, or with higher frequency whenever The self-assessment process, supported by Board on activities performed during the required by specific operational needs. a leading consulting firm, was conducted year of their mandate; The Chairman of the Board of Directors through: • assessment of the Company’s general is the legal representative of the Bank performance, taking into particular vis-à-vis third parties and has no specific • the submission to each Director and to the account any information received from management powers. The current Board Chairman of the Board of the Statutory the delegated bodies, as well as regular of Directors was appointed on 30/9/2013 Auditors of a structured questionnaire; tracking of results against planning; and will remain in office until the date • the analysis of the results and prior • decisions upon transactions by Carige and of the Shareholders’ Meeting called to discussion with the Chairman of the its subsidiaries of a significant strategic or approve the financial statements as of 31st Board of Directors and the Appointments

(4.2)

20 Committee; • the subsequent presentation of a report for the Board, drawing up the plan of possible interventions to be realized by the Bank, as proposed by the Chairman of the Board of Directors, after consultation with the Appointments Committee.

The final report, noted by the Board during the aforementioned meeting, certifies that the overall opinion expressed by the Members of the Board on the size, composition and operation of the Board of Directors and of its Committees is to be considered positive. The Board of Directors has thus adopted positive conclusions on the operation of the Board and its Committees, as well as on their size and composition.

21 Structure of the Board of Directors (2014)

Age Attendance in Member Position First appointment In office until Executive Non-executive Gender Independence* range meetings Cesare Castelbarco Albani Chairman 27/04/2007 S.M. to approve the financial  M >50 96% (Chairman since 30/9/2013) statements 31/12/2015 Alessandro Repetto Deputy 27/04/2012 S.M. to approve the financial  M >50 100% Chairman (Deputy Chairman since statements 31/12/2015 30/9/2013) Piero Luigi Montani CEO 29/10/2013 S.M. to approve the financial  M >50 100% (CEO since 5/11/2013) statements 31/12/2015 Jérôme Gaston Raymond Bonnet Director 30/9/2013 S.M. to approve the financial  M 30-50  81% statements 31/12/2015 Luca Bonsignore Director 31/3/2003 S.M. to approve the financial  M 30-50 81% statements 31/12/2015 Remo Angelo Checconi Director 31/3/2003 S.M. to approve the financial  M >50 100% statements 31/12/2015 Evelina Christillin Director 30/9/2013 S.M. to approve the financial  F >50  70% statements 31/12/2015 Lorenzo Cuocolo Director 30/9/2013 S.M. to approve the financial  M 30-50  100% statements 31/12/2015 Philippe Marie Michel Garsuault Director 17/10/2011 S.M. to approve the financial  M >50  15% statements 31/12/2015 Guido Pescione Director 29/4/2009 S.M. to approve the financial  M >50  100% statements 31/12/2015 Lorenzo Roffinella Director 3/12/2012 S.M. to approve the financial  M >50  100% statements 31/12/2015 Elena Vasco Director 30/9/2013 S.M. to approve the financial  F >50  81% statements 31/12/2015 Lucia Venuti Director 30/9/2013 S.M. to approve the financial  F >50  85% statements 31/12/2015 Philippe Wattecamps Director 27/4/2012 S.M. to approve the financial  M >50  67% statements 31/12/2015 Giuseppe Zampini Director 30/9/2013 S.M. to approve the financial  M >50 74% statements 31/12/2015 Number of meetings held during 2014: 27

(*) independence pursuant to the Articles of Association (4.3 - LA13) 22 The Executive Committee

Number of Pursuant to the Articles of Association, the Number of meetings members * (no. Committees Functions held in 2014 Executive Committee is appointed by the of independent (average presence) Board of Directors which determines the members) number of members, the term in office and the powers. It is composed of the Chairman, Deputy Chairman and Chief Executive Officer, as members by rights, as well as a Advisory and proposal-based role, number of other members elected by the supporting in particular the Board of Risk Committee Directors in assessing the adequacy of 5 (4) 18 (73%) Board of Directors. the internal control and risk management The Executive Committee meets generally system on a weekly basis. In 2014 financial year, there were 31 meetings with an average duration of 2 hours and a high participation. Advisory and proposal-based role Remuneration Committee 5 (4) 6 (73%) concerning the remuneration policies

Board Committees

The Board of Directors, also in line with Advisory and proposal-based role to the Board of Directors, on issues relating the provisions contained in the Corporate Appointments Committee 4 (4) 3 (80%) Governance Code and in the supervisory to appointment and designation of regulation in force, has taken steps to set corporate members up, among its members, a Risk Committee, a Remuneration Committee and an Appointments Committee. These Committees cover an advisory and * As at 1st May 2015 possibly proposal-based role and their composition observes the guidelines of the aforementioned Code and the related regulation.

(4.1)

23 The Risk Committee has the task of transactions with related and connected transaction, and on the convenience and supporting, after thorough investigation, parties and shareholdings, the Risk substantial fairness of the conditions); the evaluations and decisions of the Board Committee has a “variable” composition, in the minimum number of three members, of Directors with regard to the internal made up alternatively: intending as “related” the Director being control and risk management system. the counterparty of a certain transaction Furthermore, the Risk Committee is • entirely of independent members or one of the related parties or connected assigned the same competences attributed (to approve or amend procedures parties or in any case an interested party to independent directors, pursuant to the regarding transactions with related pursuant to article 2391 of the Civil Code. Consob Regulation on Related Parties, the and connected parties or in regard to Bank of Italy Regulations on Connected proposed amendments to the Articles The Risk Committee periodically informs Parties and the Supervisory Regulations on of Association to be submitted to the the Board of Directors, the CEO, the Board “Equity investments for banks and banking Shareholders’ Meeting, as well as for the of Statutory Auditors and the Supervisory groups”. role of assessment, support and proposals Body pursuant to Leg. Decree no. 231/2001 The Committee is composed of non- on the organisation and performance of with respect to the activities conducted, executive directors and a majority of internal controls on the acquisition and taking into account the information received independent directors, including the management of equity investments and from the operating and control officers. In members elected by minorities, whose the general assessment of the coherence practice, the Committee reports to the Board number (from a minimum of three to a of activities and strategic management in of Directors, at least every six months, upon maximum of five) is set out by the Board of relation to shareholdings); the approval of the annual and half-yearly Directors on the appointment consistently • entirely of non-related members, in the financial report, on the activities undertaken with the complexity of the mandate majority independent (to give grounded and on the adequacy of the internal control entrusted by the Board of Directors to the non-binding opinions on the Company’s and risk management system. Committee. Committee members must interest in carrying out a transaction However, the Committee may report to possess the professional qualifications for of “lower importance” with related the Board of Directors and to the Board of the office and a specific knowledge on parties or connected parties, and on the Statutory Auditors through the Chairman, governance and risk management enabling convenience and substantial fairness of even verbally, whenever needed and them to examine and monitor the related the conditions); deemed useful in the transaction pursuant guidelines and strategies defined by the • entirely of independent non-related to article 2391 of the Civil Code. competent offices. members (to participate in the negotiations and inquiry stage of The Board of Directors has also set up The Committee appoints among its a transaction with related parties the following management Committees, independent members a Chairman to co- or connected parties of “greater composed of other management ordinate its business. importance”, and express an opinion on representatives or, where foreseen by Given its specific duties in relation to the Company’s interest in carrying out the the respective regulations, one or more

24 members of the Board of Directors: constraints of the cost structure of net credit within the limits established in relation • the Steering Committee (chaired by inflows; to expected losses, if any, human resources, the CEO), responsible for deciding • the Finance and ALM Committee (chaired finance, expenditure (up to a limit of EUR the measures necessary to realize the by the Chief Financial Officer), charged 500,000.00) and revenues, as well as day-to- strategies of the Group and the Business with setting policy on solvency, stability, day management, within the limits set out Plan, validating the Group’s plans and liquidity and investment management, in the Articles of Association and without monitoring operating performance also considering the risk-yield profile and prejudice to the powers reserved exclusively against planned and budget targets; the short/medium term commitments, to the Board and those delegated to the • the Credit Committee (chaired by and a consistent determination of the Executive Committee. the Chief Lending Officer, in which price limits of the Group’s offering The Chief Executive Officer is qualifiable as participates a member of the Board of portfolio. the main responsible for the management Directors in the person of the Deputy of the company. Chairman Alessandro Repetto), with The Chief Executive Officer decision-making powers relating to credit The Supervisory Body pursuant to facilities and supporting the governing As provided by article 27 of the Articles of Legislative Decree 231/2001 bodies in the management of the credit Association, the Board of Directors shall risk of individual Group members and the appoint either a Chief Executive Officer or The Board of Directors, pursuant to the Group as a whole by deciding lending a General Manager. On 29th October 2013 provisions of Leg. Decree 231/2001 on policies, taking on and controlling Piero Luigi Montani was co-opted by the administrative responsibility of companies credit risk through specific proposals, Board of Directors’ meeting and appointed and legal entities, established a Supervisory verification, intervention, resolutions and to serve as CEO as of 5th November 2013, Body in charge of supervising the operation information; granting him the powers previously held by and observance of the Bank’s organisational • the Risk Control Committee (chaired by the General Manager, and also performing and management model, as well as of its the Risk Management Officer), charged his duties, pending a more complete and updating, revising and refinement, entrusted with controlling overall risk by setting risk organic definition of governance. The with independent powers of initiative and management criteria and operating limits Ordinary Shareholders’ Meeting of 30th April control for that purpose. for each risk type, continually tracking risk 2014 confirmed the appointment of Piero This Body, as per decisions of the Board, trends, and reporting on risk targets and Luigi Montani in the position of Director; is composed of a banking and/or finance appetite; on 6th May 2014, the Board of Directors expert and a criminal law expert with • the Commercial Committee (chaired by confirmed for Mr Montani the powers he adequate independence and professional the Chief Commercial Officer), charged had been granted upon prior appointment requirements, appointed by the Board of with deciding commercial policies to the position of Chief Executive Officer. Directors, and of the Head of Internal Audit. regarding channels, products and sales The CEO has been entrusted by the Board Furthermore, any possible report related conditions, in line with the established of Directors with full powers in matters of to practices which do not comply with the

(4.4 - 4.6)

25 code of conduct established in the Code During 2014, the Board of Statutory Auditors of Ethics of the Bank must be provided to held 52 meetings with an attendance of The Code of Ethics, intended for Directors, the Supervisory Body. These reports can be 95%. Executives, employees and business directly forwarded to the Supervisory Body, partners, howsoever named, states the in writing and not anonymously, addressing Corporate Documents and Regulations reference values guiding Banca Carige’s them to the Group and Corporate Affairs activities and, therefore, it sets forth the rules office of the Bank; third parties can submit of conduct aimed at consciously steering these reports directly to the Supervisory Body The Board of Directors of Banca Carige the standards of behaviour consistently with by emailing at organismodivigilanza231@ adopted organisational models as well those values. carige.it. as operational and control mechanisms consistent with the nature and extent of The “Company Policy Regarding risks arising from the Group activity. Transactions with Related Parties and The Board of Statutory Auditors Connected Parties” defines procedures “Governance and Control Model for The aimed at ensuring transparency and the administrative and accounting procedures The ordinary Shareholders’ Meeting substantial and procedural fairness of in the Banca Carige Group” appoints three Standing Auditors and covers the such transactions, in accordance with the two Alternate Auditors on the basis of whole range of operations performed by Consob provisions, and the procedures for the lists presented by the shareholders in the Group and sets out the responsibilities preserving the integrity of decision-making accordance with the procedures provided assigned to each organisational unit involved processes in transactions with connected for in the Articles of Association. The Board in the financial reporting process, to provide parties adopted by the banks of the Group. of Statutory Auditors in office during 2014 reasonably assurance of achieving corporate th The subsidiary banks, to which the was appointed on 30 April 2014. On objectives, represented by: supervisory banking rules are directly the same day, the Shareholders’ Meeting applied, have in turn transposed and put into • renewed the same Board for three financial effectiveness and efficiency of operations effect the aforementioned regulations to years. (operations); the extent of their competence, thus being • The Board of Statutory Auditors is assigned reliability of financial disclosure able to accurately identify the deliberative all the powers deemed necessary in order (reporting); procedures applicable to transactions with • to perform the duties entrusted by law, compliance with applicable laws and connected parties, in accordance with the by the Corporate Governance Code for regulations (compliance). guidelines provided by the Parent Company Listed Companies and by the Supervisory and with reference to the same definition of “Group’s Rules” Provisions, and to ascertain, in particular, the The represent an internal “connected parties” in relation to the entire effectiveness of all structures and functions regulatory framework with regard to Banca Carige Group. involved in the control system and their coordination and monitoring instruments adequate coordination. and mechanisms of the Group as a whole. The Board of Directors has also approved

(4.8 - 4.9 - 4.10) 26 the “Internal policies concerning controls the aforementioned subjects perceive the in place to address risk assets and conflicts Company’s prospects. of interest with related parties”. Banca Carige adopts a “Code of conduct In addition, to identify and adequately pertaining to the provision of investment manage situations in which a Director has an services and personal transactions interest, in his/her own name or on behalf executed by relevant persons”, to be of a third party, the Board of Directors applied by the banks of the Group and, has drafted the current “Regulation of until 30th December 2013, to Carige obligations of corporate officers of the Asset Management SGR S.p.A. This code Banca Carige Group”, transposing from identifies, amongst other things, the time to time the regulatory change, pursuant procedures suitable to ensure fulfilment of to Art. 136 of the Consolidated Law on fair dealing and transparency requirements Banking. The Regulation provides a specific when providing investment services, as well procedure for the approval of transactions as to maintain the confidentiality of the involving corporate officers (Director, information received in that context. Statutory Auditor or General Manager) of a bank of the Carige Group, which entail an obligation of any kind on the officer with respect to the bank he/she belongs to.

The Board of Directors of the Bank has approved a “Code of conduct pertaining to privileged information” which defines the procedures for both the internal management and the external disclosure of confidential and privileged information, as well as a “Code of conduct pertaining to internal dealing transactions”, which, inter alia, regulates public disclosures of the transactions executed by relevant persons on shares or financial instruments connected with Banca Carige’s shares, providing guidance to the market as regards the way (4.6)

27 The Internal Control system; • the capital adequacy self-assessment and Risk Management system; System • the internal control system. It is constantly monitored and aims at Regarding the Internal Control and continuously ensuring coherence with the Risk Management System, it should be supervisory organisational model, i.e. the highlighted that Italian Banking Groups are set of provisions of law and supervisory subject to Supervisory Regulation that lays regulations governing the processes, down instructions on the contents, purposes procedures and organisational structure. and members of the Internal Control System, intended as a set of rules, duties, structures, Further details on the Group’s Internal Control processes and procedures designed to System are available in the “Corporate Laura Ottonello ensure a sound and prudent management. Governance Report for the 2014 financial Head of Compliance of Banca Carige year” available on the www.gruppocarige. In line with legal and supervisory regulations, it website (Section Governance – Company and in compliance with the Code of Conduct, Documents). in order to guarantee a sound and prudent management which reconciles the pursuit of profitability with a consistent assumption of risk and the conduct of business based on criteria of transparency and correctness, the Parent Banca Carige has adopted an internal control system (the “Internal Control System or ICS”) to continuously detect, measure and verify the risks typical of the company’s activities.

The corporate organisational structure comprises 5 systems: • the organisational and corporate Sara Calzavara governance system; Sofia Maranini Head of Risk Management of Banca Carige • the management system; Head of Internal Audit of Banca Carige • the risk assessment and measurement “Controls give the opportunity to generate value for all stakeholders”. (1.2 - 4.11) 28 Economic Report current accounts and deposits) was up Financial highlights 5.5% (to EUR 14.6 bn), despite a difficult business environment. The re-opening of The Economic Report is the section of the bond issuance programmes for customers Corporate Social Responsibility intended to allowed to place more than EUR 450 mln, provide the income statement, reclassified contributing to the positive trend in funding. in order to highlight both the Value Added Indirect funding, totalling EUR 20.9 bn, creation process (the difference between the was up 0.9% Y/Y on account of the positive wealth generated and total consumptions) performance in asset management (EUR and its distribution to all those who have, in 10.2 bn, +8.9%). several respects, an “exchange” relationship The strong drive for products placed by the with the Group: customers, communities, branch network continues: mutual funds shareholders, employees, suppliers and the registered EUR 0.7 bn in net funding, while society at large. EUR 4.5 bn worth of bancassurance products were placed (vs. EUR 4.3 bn in 2013, +4.9%), The ongoing difficulties of the economic and both propped up by trends in the financial financial scenario, as well as the extent of the markets. “I think today there are all the conditions to interventions realised in order to implement bring the Bank back to the role it deserves, also the Strategic Plan, have been reflected on thanks to the commitment of all colleagues, The uncertainties of the macro-economic the Group management: the accounting whom I could appreciate in this period, context as well as the system-wide global of non-recurring items2 determined a year ascertaining their sense of belonging to the credit reduction, have been reflected in the ending showing a negative result of EUR Company. Now, with the necessary optimism slowdown in loans3 (EUR 26.5 bn; -1.3% 543.6 mln; net of these one-offs, the year and being the extraordinary management Y/Y). As part of this item, loans to businesses would have ended with a loss of EUR 253.6 transactions almost concluded, we will be witnessed a sharper drop (-11.2% Y/Y) mln, inclusive of the overall transposition of able to implement the plan we have worked than loans to customers (-5.5% Y/Y). Non- on and provide the market, our shareholders the AQR-related provisions (equal to about performing loans were up to EUR 6.5 bn Y/Y. and our customers with the right answers”. EUR 290 mln net of taxes). Overall funding amounted to EUR 47.3 bn Lower funding/lending volumes and Massimo Perona (+4.1% Y/Y). substantial stability in average spreads Chief Financial Officer of Banca Carige As part of direct funding (EUR 26.4 bn; were reflected in the trends in Net Interest +6.8% Y/Y), the “core” component (i.e. 2 The main non-recurring items after tax are traceable to: EUR 218.7 mln worth of capital loss arising from valuation under IFRS 5 of the insurance companies held for sale; EUR 43.9 mln to higher personnel expenses mainly attributable to the new union agreement; EUR 11.6 mln in goodwill impairment for the Cassa di Risparmio di Carrara; EUR 1.5 mln in costs associated with the planned closure of 36 branches; EUR 9.8 mln in additional net tax impact. 29 3 Net of debt securities classified as L&R. Income (353.6 mln, -17.9% from 2013); Plan-implementing actions, registered a lower margins were mainly the result of the decrease of 7.9%. Personnel expenses (EUR loan book reclassification policy and re- 411.5 mln) were up y/y on account of non- composition of the securities portfolio for recurring costs due to incentive-based early the purpose of improving the liquidity and retirements and review of the remuneration risk profile of the Group. structure (EUR 59.0 mln) which, at steady state, will contribute an expected gross Although backed by a positive performance benefit of approximately EUR 50 mln per in asset management, net fees and year. commissions (EUR 245.2 mln, -5.7% Y/Y) were affected by lower revenues associated Finally, provisions for on-balance-sheet loans with the disposal of the Asset Management to customers for an amount of EUR 646.9 Company finalised on 30th December 2013; mln were recognised in profit and loss (vs. fees and commissions on lending were EUR 1,039.9 mln in 2013), corresponding to weighed down by low volumes. Due to an annualised cost of credit of 273 bps (423 consolidation adjustments, “bancassurance” bps in 2013). These provisions include the placement commissions, totalling EUR 16.1 full recognition of the AQR results, which mln, are not included in the aggregate. had identified the need for higher provisions for a gross amount of EUR 416 mln. Net income from trading/valuation of financial assets, totalling EUR 113.5 mln, has This result was affected by measurement of significantly improved since 2013 (EUR 69.0 the assets held for sale under IFRS 5 at the mln excluding revenues associated with the lower of the book value and the fair value effect from adjustments to the fair value net of selling costs, which has led to a total measurement methods used for securities negative effect of EUR 138.7 mln. issued by the bank, including those for which the Group has adopted the Fair The table below shows the aggregates Value Option (EUR 40.1 mln) and reflects and the most significant financial indicators the contribution from divestment of part of regarding the Group’s performance. the AFS securities portfolio, in line with the objective of financial risk profile mitigation.

Operating costs (EUR 613.5 mln) net of non- recurring items, which arose primarily from

30 Financial Highlights 2014 2013 (1) Change % BALANCE SHEET Total assets 38,309,560 42,156,275 -9.1 Funding 28,296,695 32,892,214 -14.0 - Direct funding (a) 26,419,601 24,731,151 6.8 * Deposits from customers 17,332,987 14,493,738 19.6 * Securities issued 8,121,888 9,217,474 -11.9 * Liabilities designated at fair value 964,726 1,019,939 -5.4 - Deposits from banks 1,877,094 8,161,063 -77.0 Indirect funding (b) 20,918,141 20,738,057 0.9 - Assets under management 10,182,365 9,353,512 8.9 - Assets under custody 10,735,776 11,384,545 -5.7 Overall funding from customers (a+b) 47,337,742 45,469,208 4.1 Investments 30,287,547 34,317,125 -11.7 - Loans to customers (2) 26,475,184 26,822,613 -1.3 - Loans to banks (2) 755,116 1,118,394 -32.5 - Securities portfolio 3,057,247 6,376,118 -52.1 Share capital and reserves 2,309,063 3,349,038 -31.1 INCOME STATEMENT Net interest and other banking income 714,916 798,915 -10.5 Net income from financial and insurance activities 45,483 -285,285 … Profit (loss) before tax from continuing operations -579,133 -2,425,981 -76.1 Profit for the period -543,591 -1,761,657 -69.1 KPIs Operating expenses/Net interest and other banking income (Cost/Income ratio) 85.8% 73.2% Profit (loss) before tax from continuing operations/Share Capital and reserves -25.1% -72.4% ROE (Return On Equity) -23.5% -52.6% ROE (Return On Equity) (3) -21.7% -50.7% ROAE (Return On Average Equity) (4) -19.2% -57.6% ROAE (Return On Average equity) (3) (4) -18.2% -50.9% RISK ASSETS AND REGULATORY RATIOS Total weighted assets 20,473,687 21,551,600 -5.0 Common Equity Tier 1/Total weighted assets 8.4% 5.1% Tier 1 capital/Total weighted assets 8.7% 5.8% Own Funds/Total weighted assets 11.2% 9.2% Figures in thousands of Euro (1) Income statement and balance sheet data as at 31/12/2013 have been restated in order to include assets held for sale (BCP, Creditis, Insurance Group). (2) Amounts before value adjustments and net of debt securities classified as L&R. (3) Net of the AFS reserve (item 140 under Liabilities of the balance sheet). 31 (4) Net profit against the average equity (Return On Average Equity). Overall, the Economic Value Distributed Value added Economic Value shows a negative balance of EUR 102 mln, The determination and distribution of Value Distributed against an Economic Value Retained of Added to the stakeholders represent the EUR 111 mln4. link between the economic and financial The Economic Value Distributed is affected performance and the social reporting. by a substantial tax credit, generating a negative sign on the value distributed to The statement, consistent with the update the public administration; this value largely ECONOMIC VALUE 2014 2013 proposed by the Italian Banking Association compensates the amounts distributed to (ABI) starting from 2010, firstly shows the suppliers, employees and third parties, total Economic Value Generated by the which are mostly comparable to those A. TOTAL ECONOMIC VALUE company’s ordinary business, followed recorded in 2013. 8,979 - 233,452 GENERATED by the distribution in terms of Economic Value Distributed and Retained. The Therefore, the tax credit accrued towards Economic Value Distributed is allocated the central and local administrations allowed B. TOTAL ECONOMIC VALUE among the main stakeholders: Suppliers, the Bank to adequately remunerate its main - 101,999 643,292 DISTRIBUTED Employees, Third Parties, Shareholders, stakeholders, in line with the previous year, Public Administration, Community and notwithstanding the low Economic Value Environment. The Economic Value Retained Generated, and also to strengthen the C. TOTAL ECONOMIC VALUE concerns value adjustments, deferred tax company’s equity, contrary to 2013, when it 110,978 - 876,744 RETAINED assets and liabilities, provisions and net was necessary to draw on it. profit. In particular, managerial difficulties did Figures in thousands of Euro Therefore, in 2014, the Economic Value not erode the remuneration amount Income statement data as at 31/12/2013 have been restated in Generated by the Group was positive by for suppliers and employees, while risk order to include assets held for sale (BCP, CREDITIS, Insurance EUR 9 mln; this significant improvement, capital shareholders have not received any Group). compared to the negative value attained in dividends this year as well. 2013, is largely due to the lower recognition of impairment losses on loans. collaboratori e a terzi, che presentano importi in gran parte equiparabili a quelli del 2013. Pertanto, il credito d’imposta maturato nei confronti delle amministrazioni centrali 4 Theoretically, the Economic Value Generated is therefore the sum of thee Economicperiferiche Value ha Distributed consentito and the alla Economic banca Value di Retained. In the statement proposed by the Italian Banking Association (ABI), the algebraic sum of these three values is equal to zero. This means that, if all the three values are positive, against an Economic Value Generated reported in the statement with the sign (+), the other two Economic Values (Distributed and Retained) are written with the sign (-). As for the Carigeremunerare Group, a positive gli stakeholder (+) Economic Value di riferimento Generated is noted in in 2014. Due to this and to a positive Economic Value Retained (indicated by a sign “-” in the statement), the Economic Value Distributed is necessarily negativemisura (with congrua, a sign “+” allineata in the statement), all’anno but only precedente, as a consequence of a substantial tax credit, which doesn’t affect the Bank’s remuneration capacity towards its stakeholders. (EC1) 32 Balance sheet 2014 2013 Change absolute % Interest and similar income 795,229 991,105 - 195,876 -19.8 Interest and similar expense(-) - 441,632 - 560,385 118,753 -21.2 Fee and commission income 296,139 313,910 - 17,771 - 5.7 Fee and commission expense(-) - 50,897 - 53,771 2,874 - 5.3 Dividend and similar income 18,265 4,765 13,500 … Net profit (loss) from trading 4,926 - 278,438 283,364 … Net profit (loss) from hedging 2,031 - 10,319 12,350 … Gains (losses) on disposal/repurchase of: 90,488 351,935 - 261,447 - 74.3 a) loans 2,623 - 1,096 3,719 … b) financial assets available for sale 85,138 328,403 - 243,265 -74.1 c) financial assets held to maturity - 21,261 - 21,261 -100.0 d) financial liabilities 2,727 3,367 - 640 - 19.0 Net profit (loss) from financial assets and liabilities designated at fair value 367 40,113 - 39,746 - 99.1 Net impairment losses/reversals on: - 669,433 -1,084,200 414,767 - 38.3 a) loans -645,527 -1,042,784 397,257 -38.1 b) financial assets available for sale - 1,452 - 14,127 12,675 -89.7 c) financial assets held to maturity - - - … d) other financial transactions - 22,454 - 27,289 4,835 - 17.7 Other operating expenses (income) 102,380 106,088 - 3,708 - 3.5 Gains (losses) on investments in associates and joint ventures (relating to “gains (losses) from disposal”) 1 92,889 - 92,888 -100.0 Gains (losses) from disposal of investments - 179 - 276 97 - 35.1 Profit (loss) after tax from non-current assets held for sale - 138,706 - 146,868 8,162 - 5.6

A. TOTAL ECONOMIC VALUE GENERATED 8,979 - 233,452 242,431 …

33 Balance sheet 2014 2013 Change

absolute % Other administrative expenses (net of indirect taxes and donations) (-) - 179,403 - 187,331 7,928 - 4.2 ECONOMIC VALUE DISTRIBUTED TO SUPPLIERS - 179,403 - 187,331 7,928 - 4.2 Personnel expenses (-) - 411,503 - 378,157 - 33,346 8.8 ECONOMIC VALUE DISTRIBUTED TO EMPLOYEES AND PARTNERS - 411,503 - 378,157 - 33,346 8.8 Profit (loss) for the period attributable to non-controlling interests (-) 3,351 15,051 - 11,700 - 77.7 ECONOMIC VALUE ATTRIBUTABLE TO NON-CONTROLLING INTERESTS 3,351 15,051 - 11,700 - 77.7 Profit attributable to shareholders - - - … ECONOMIC VALUE DISTRIBUTED TO SHAREHOLDERS - - - … Other administrative expenses (indirect taxes and duties) (-) - 69,680 - 67,179 - 2,501 3.7 Taxes on income (loss) for the period (relating to current tax expense, changes of current tax expense of previous years, reduction in current tax expense for the period) 759,463 - 25,527 784,990 … ECONOMIC VALUE DISTRIBUTED TO CENTRAL AND LOCAL ADMINISTRATIONS 689,783 - 92,706 782,489 … Other administrative expenses (disbursements and donations) (-) - 229 - 149 - 80 53.7 ECONOMIC VALUE DISTRIBUTED TO COMMUNITY AND ENVIRONMENT - 229 - 149 - 80 53.7 B. TOTAL ECONOMIC VALUE DISTRIBUTED 101,999 - 643,292 745,291 … Net provisions for risks and charges - 5,629 - 5,941 312 - 5.3 Value adjustments/write-backs on property, plant and equipment - 20,801 - 21,744 943 - 4.3 Value adjustments/write-backs on intangible assets - 28,593 - 30,119 1,526 - 5.1 Gains (losses) on investments in associates and companies subject to joint control (for “write-downs/revaluations”, “impairment losses/write-backs”, “other expenses (income)”) 4,939 5,586 - 647 - 11.6 Net profit (loss) from property, plant and equipment and intangible assets designated at fair value - - - … Impairment on goodwill (-) - 15,919 - 1,654,363 1,638,444 - 99.0 Taxes on income (loss) for the period (relating to changes to deferred tax assets and liabilities) - 588,566 821,668 - 1,410,234 … Profit allocated to reserves 543,591 1,761,657 - 1,218,066 - 69.1 C. TOTAL ECONOMIC VALUE RETAINED - 110,978 876,744 - 987,722 … Figures in thousands of Euro

Data as at 31/12/2013 is restated on a like-for-like basis with data as at 31/12/2014 which classifies BCP, CREDITIS and the Insurance Group as assets held for sale.

34 Social Report Carige’s Corporate Social Responsibility

In this particularly difficult phase of the up according to the standards specified by strategic and major issues for a further economic cycle, the corporate social the Global Reporting Initiative, to make the development of the social responsibility responsibility awareness is progressively contents of the document (submitted and in Carige; in this context, the key increasing: as a matter of fact, a growing approved by the Board of Directors in June values in the re-launch of the Bank and attention is devoted to corporate 2014) more user-friendly. relating to different areas of corporate responsibility, as a further innovation and 2014 also saw the revision and subsequent governance, service offering, customer development driver to best compete on BoD approval of the new Codes of Ethics relationship and “people of Carige” were the market, to create or consolidate its own for the banks of the Group, which lay down all emphasised; competitive advantage and reputation, the core principles and values of corporate • a culture of sustainability was promoted improving at the same time the relationships ethics, as well as the rules of conduct and among employees through various with customers, collaborators and the the relevant implementing rules. initiatives extended to all Group staff, community as a whole. With the support of an external company, such as the project developed by the the Corporate Social Responsibility Internal Communications “Pillole sul In 2013 the Group embarked on a path of initiatives were assessed to determine Codice Etico” (Tips on the Code of Ethics) corporate social responsibility, which was whether the activities already implemented and the specific tutorial video on social gradually consolidated in 2014. by the Bank were in line with the guidelines responsibility included in the catalogue One of the key elements was the creation of set forth by ISO 26000, the international of training courses; a CSR office, as part of the Communications standard launched to help businesses to • the survey model for customer satisfaction department, reporting directly to the integrate, implement and promote a socially was consolidated, increasing contact Chief Executive Officer, and a work group responsible behaviour both internally and opportunities with clients to 10,000 involving the main organisational units in within their sphere of influence. interviews; the aim to gather the information necessary During the year, a series of activities were • several occasions for discussing with for preparation of the Corporate Social promoted with the aim of enhancing the financial community were promoted Responsibility Report. stakeholders’ involvement and dialogue, in to facilitate shareholders’ involvement, The first action taken by the office was an particular: in a phase of profound change of the in-depth reorganisation of the layout of governance structure; the 2013 Corporate Social Responsibility • a set of interviews were conducted with • the web monitoring and media coverage Report which was, for the first time, drawn some management members to identify tools were systematically used to monitor (4.16)

35 the trends in reputational indicators of the Carige brand, and to highlight sensitive issues for the local social context, also through a careful activity of media interpretation.

The commitment to renovate the corporate social responsibility achieved important results in the “Banca e Territorio” (Bank and Territory) award, organised by AIFIn - the Italian Association for Financial Innovation - an annual event aiming at promoting the concept of corporate social responsibility in the financial industry. Among the participating banks, Carige:

• ranked first for art and culture promotion initiatives, as part of the “2014 Rapallo Carige National Literary Prize”; “Beyond any ethical consideration, I • ranked third as part of the project “New believe it is impossible not to agree upon CSR of the Banca Carige Group” for including, among the factors which strongly CSR Communications and Sustainability influence business risk and profitability, such Report. phenomena typically falling within the scope of socio-environmental responsibility; just Following this ranking, Carige was the joint think about the impacts, in terms of costs, winner of the Special Prize “Banca Territoriale reputational risk and, therefore, solvency, of dell’anno” (Local Bank of the year). possible natural disasters for environmentally sensitive companies or those stemming from accidents at work”

Gabriele Delmonte Chief Lending Officer of Banca Carige

(2.10)

36 The Banca Carige Group deals with many internal and external stakeholders on a daily basis: these are parties who have different demands vis-à-vis the Company and its activities and, based on the reference context and the nature of their interests, they have been divided into the following macro-groups: Customers, Employees, Community, Shareholders, Suppliers, Environment. The commitment of Carige aims at continuously improving the quality of the Stakeholders relationships with all of its stakeholders, also providing opportunities for dialogue and discussion. The involvement activities are structured considering the relationship intensity, the breadth and urgency of interests represented by the different stakeholders, as well as the procedure required under any specific rules (notably for Shareholders’ Meetings, communications with the unions, etc.).

(4.14 - 4.15 - 4.17)

37 Policies and core values Accordingly, an increasingly qualified and innovative offer will be designed, to meet Customers Carige is daily committed to developing the needs of the traditional customer a valuable relationship with its customers, segments - characterised by long-term • Key figures combining the strength of a sales network relationships - and the younger targets, • Policies and core values deeply rooted in the territory and a continuously evolving and representing the • Customer segmentation multichannel system made more and more future, which we are looking forward with • Main products and services efficient also through a consolidation of the interest and confidence. • Products and services for social purposes digital offering, with the primary aim to be • Responsible offerings even closer to its customers and provide a high-quality service. • Contact and listening tools • Handling of complaints This is a key feature to establish a lasting and mutually trustful relationship with each customer, through a sales approach Key figures based on transparency, reliability and accountability, being fully aware of the pivotal role of banking activity as a driving Over 1 million bank customers force for the economy of a territory. 87% current account holders The guidelines characterising the new strategic path of the Group and which will 45% customers of Ligurian branches direct the commercial policy for the next years are building on: 91% of customers are individuals “The real challenge will be to make a traditional and the remaining 9% are businesses • restructuring the network’s distribution bank innovative: approaching young (companies, entities) model, consistently with the features of people with more accessible products and the territory in which the Group operates methodologies and increasing the number About 68% have been customers for in; of relationship managers; this, in particular, more than 10 years • re-launching the corporate segment; means to develop lending opportunities and to identify the risk elements”. Around 94% of customers satisfied • strengthening the advisory service for the or very satisfied Affluent and Private Banking segments; • increasing digital banking offering. Claudio Gargiullo Chief Commercial Officer of Banca Carige

38 Customer segmentation The breakdown of customers by bank seniority shows that approximately 67.7% of total has had a relationship with the Bank for at least ten years. The Banca Carige Group has more than 1 million customers, of which 912,479 are current account holders. Consumer customers by age Customers by legal status

The customers of the Ligurian branches, Up to 25 years Cooperatives Public Entities area of historical settlement of the Group, Over 3.8% 5.0% 26 to 0.2% 75 years 15.0% Partnerships are 472,986 and they represent 45.2% of 9.4% 35 years 2.1% Limited total; Tuscany, Sicily and Lombardy, with 2.9% companies respectively 12%, 9.7% and 8.8% of the total customers, are the most developed regions. The customer breakdown by individuals and businesses shows a clear majority of 36 to 38.3% the first segment, which accounts for 91% 55 years 56 to 32.3% Individuals of the total. As concerns businesses, limited 75 years 91.0% companies are 30,495 (2.9% of total); Public Entities weigh 3.8%.

The customer segmentation is reflective of Customers by geographical distribution Customers by length of relationship the retail nature of the Group. Consumer customers retain a major part, equal to 84% Up to 1 year Sicily Other regions of the total, among which the mass market 4.5% customers are much higher (79%) compared 9.7% 6.2% 2 to Latium 5.9% with affluent and private customers; within 12.3% 5 years corporate customers, around 93% are small business and small economic operators. Tuscany 12.0% The Group’s clients are mainly aged over 55 6 to 13.9% (47.3%). Young customers (up to 35 years Emilia 10 years 2.0% old) account for 14.4% of the total customer Romagna 45.2% Liguria base. The 36-55 age group represents 6.6% Over Veneto 67.7% 38.3% of the total. 10 years 8.8% Lombardy 5.3%

Piedmont (2.7 - FS6)

39 Consumer customers by segment Corporate customers by segment

Large corporate Private banking 2.8% 0.8% 6.0% Corporate Affluent 18.2%

Small 36.8% business 79.0% Mass market Small economic 56.4% operators

40 Main products and services banking services involved the corporate allocation of new financial resources. Both segment as well. The new internet policies were renovated in terms of pricing, The Banca Carige Group can offer a full banking platform “Carige OnDemand” to increase their commercial appeal. range of products and services, most of was implemented, to enable corporate them developed in-house: the product customers to access the online bank and the In private banking the development catalogue is available on the homepage Interbank Corporate Banking at the same activities continued, both in terms of the website www.gruppocarige.it time. of acquisition of new customers and under the section “All services”. The latest In the payment systems area, the offering improvement of the offer dedicated to the products are described below. was enriched with MobilePOS, card readers existing customers, not yet classed as private. to be coupled with customer’s smartphones With a view to the multichannel approach, Consumer customers or tablets. the “io Ponti” service is available, a real-time In 2014, “Carige Solo Tuo” continued In order to support the internationalisation remote advisory service in private banking. to be the flagship product for consumer process of businesses, a collaboration “io Ponti” is an exclusive and innovative customers. “Carige Solo Tuo” is an entirely agreement was entered into with Ramark service in the national panorama which modular multi-channel banking offering, S.r.l. in Turin, specialised in consulting allows remote communication between the freely customisable, which allows tailor- activities on foreign markets. customer and the private banker thanks made solutions, based on the needs of each to an encrypted and confidential Cisco single customer. As for Bancassurance products, all Group system, able to grant the highest standards Throughout the year, the Group focus on customers had the possibility to underwrite of security and confidentiality. young people continued, with dedicated the Guido Più Sereno insurance policy with discounts connected with both Carige Solo GPS (Global Positioning System) option. In Assets under Management (AuM), Tuo and the “Ricarige with IBAN” prepaid This policy provides for the installation on sales collaboration continued with the asset card. the insured vehicle of an electronic device management company Arca SGR, which has for detecting valuable information for the become the Groups’ reference fund house Concerning the internet service, the purpose of a timely assistance to people since 1st January 2014, enabling access platform allowing consumer customers to and vehicle, as well as a reconstruction of to a complete and diversified catalogue access the Group services via web (Carige possible accidents. of products including “open-ended” On line) and smartphone (Carige Mobile) funds and fixed-term coupon funds. The was further enriched. Furthermore, the Group released the range of “open-ended” funds was further “Carige per 5 reinvesto” insurance policy, expanded with the introduction of the new designed for the re-investment of funds from flexible bond fund “Arca Bond Flessibile”. Corporate customers Carige Vita Nuova Index Linked policies As for coupon funds, distribution of the In the course of 2014, the continuing and distributed the “Carige per 5 IV” “Arca Cedola Obbligazionaria 50 Attiva” evolution of the multichannel approach to policy, reserved for AuM conversion and the bond fund in different time windows (four (2.2)

41 windows in 2014) continued and the flexible Products and services for events (77 transactions for more than EUR balanced fund “Arca Reddito Multivalore” 2 mln granted) or measures to suspend was introduced (three time windows social purposes payment of loan instalments for people offered). At the beginning of the year, 5 lines Consumer customers and families facing economic difficulties. of the Open-ended Pension Fund “Arca The ongoing difficult economic situation Previdenza” were launched for distribution. affected the capacity of households and At Group level, 1,253 suspensions were At the end of June, two individual asset businesses to fulfil their debt repayment recorded for an overall amount of EUR management lines (“GP Profilo Aggressivo” obligations, forcing them to defer and 266.5 mln worth of residual debt. and “GP Azionaria”) were enriched with a reduce investments and consumptions. planned periodic repayment option. In this context, Carige maintained its In 2014 Carige confirmed the support to commitment to facilitating access to credit As for direct funding products, placement of the initiative “Il Prestito della Speranza” to the highest number of individuals and Carige bonds was resumed in July. (The Hope Loan), the ABI-CEI Agreement enterprises and/or supporting them to (between the Italian Banking Association overcome the difficulties in meeting their In the course of 2014, Carige launched and the Italian Bishops Conference), for financial obligations. an important project for reviewing the granting micro-credit facilities to households financial advisory service and the related During the year, the renegotiation of the in economic and social difficulties, backed internal processes. The new service models loans by the clients was remarkable, for an by the Fund established by CEI and will be progressively implemented during overall amount of over EUR 820 mln worth administrated by Banca Prossima. Total 2015, with the aim of further improving of residual debt against 4,669 transactions. amount granted as at 31/3/2014 (expiry the customers’ satisfaction level, also in date of the agreement with Carige) was EUR view of an increased compliance with the The participation in the Solidarity Fund5 on 56,000 for 8 applications. provisions set forth by the legislation on a national level allowed families in financial financial products. With the introduction hardship to suspend, for up to 18 months, The provisions of loans in collaboration of the new model, the sales network will mortgage instalments granted for the with FI.L.S.E. S.p.A. (Finanziaria Ligure per be provided with analysis and reporting purchase, construction and renovation of lo Sviluppo Economico – Ligurian Financial instruments allowing a customer relationship the main house. Company for the Economic Development) management based on an increasingly continued, for the benefit of Ligurian advisory approach in the financial offering, Following natural disasters, including the residents facing temporary distress and aimed at enhancing the specificities of each floods that hit many areas of Veneto, Tuscany, serious economic difficulties. In 2014, 81 individual case. Marche and Liguria in 2014, the Group allocations were provided for a total has adopted initiatives to grant subsidized amount of more than EUR 430,000. loans in favour of people damaged by these

5 This fund was established on the initiative of the Ministry of Economy and Finance and made operative in 2010 with the purpose of increasing the financial sustainability of the mortgage loans granted to families. (FS7) 42 The Group supports households in difficulty loans aimed at the realisation of investments and mortgages. facing usury risk, also on the basis of an by companies operating in commercial and Young people agreement signed with the Anti-Usury tourist sectors. This initiative is known under In 2014, the Group granted 31 loans for a Foundation “S. Maria del Soccorso”, a the designation “Lombardia concreta” total amount of EUR 211,500 as part of non-profit organisation founded in 1996 (Concrete Lombardy). the project “Diamogli Futuro” (Let’s give at the initiative of the former Archbishop ‘em a Future) following the Memorandum of Genoa, Cardinal Dionigi Tettamanzi. In The agreements signed during 2014 of Understanding entered into by and 2014, 84 loans were granted for a total between the Carige Group and Credit between the Italian Banking Association amount of over EUR 56,000. Guarantee Consortiums, within the scope (ABI) and the Italian Ministry of Youth. These of facilitating corporate access to credit, are loans to cover the costs of university Access to credit include those entered into by Carige Italia degrees and master courses backed by a and Fidialta Italia and by Carige Italia and specific guarantee fund. Businesses the Cooperativa Artigiana of Pavia. Credit facilities were also granted to Within the initiatives in support of businesses under the “Agreement for Foreign customers students during their training pathway, the Credit 2013” to SMEs, promoted by the In order to specifically assist foreign collaboration with the University of Genoa Italian Banking Association (ABI) and the customers residing in Italy, the website was renewed to provide those students main business associations, still valid in customer-interface hosts a special section benefitting from “Erasmus” scholarship with 20146. translated into English, French and Spanish. a possible pre-financing of expenditure via a Three types of financial interventions in Over the year, the product and service free-of-charge current account credit facility. support of SMEs in temporary need of offering for immigrants was expanded to liquidity but with a sound development make it easier for them to transfer money to Banks of the Group operating in Tuscany potential are possible: their countries of origin: the well-established granted loans under the “Progetto • suspension of loans; remittance service to Ecuador, provided in Regionale Giovani – SI” project agreement • extension of loans; cooperation with the Banco Bolivariano, (Sostegno all’imprenditoria, Supporting • promotion of resumption and has been extended to Peru and Morocco, Businesses, Tuscany Regional Law no. development of activities. for the purpose of sending money overseas 21/2008 and honour loans for advanced in a short timeframe and on particularly training) proposed by the Region of Tuscany. 2014 saw Carige Italia entering into an favourable terms. The offering for foreign The MoU provides for the granting of agreement with Finlombarda - the finance customers is integrated with services Honour Loans for Advanced Training to company of Lombardy - by which it is ranging from current accounts, also in the young people aged between 22 and 35 possible to grant medium term, low-interest name of non-residents, to personal loans years old, of Italian or foreign citizenship,

6 In July 2013, the Italian Banking Association and some business associations signed a new agreement in favour of Small Medium Enterprises (SMEs) named “Agreement for Credit 2013”, which proposed measures for payment suspension and loan extension on similar terms as those implemented with the “New Measures for Credit to SMEs” dated 28/2/2012; the “Agreement for Credit 2013” was extended up to 31/12/2014. The “Agreement for Credit” is designed to ensure that appropriate financial resources are made available to SMEs in need of liquidity but with a sound development potential, paving the way for them to overcome today’s adverse economic cycle and making it easier to guide them towards the expected inversion in the business cycle. The banks participating in this Agreement undertook to grant loans to businesses incorporated as limited liability companies engaged in a process of capital strengthening. 43 resident or domiciled in Tuscany for at least consistently with a process focused on • adoption of the principle of two years and holding a master degree, delivering top quality products, which proportionality, i.e. a differentiated as well as the provision of loans or leasing comply with the industry regulations and are approach depending on the needs of facilities to youth enterprises, businesses price competitive, being supported by an various customer groups and the service run by women and workers receiving social appropriate technological structure to allow features, by distinguishing different security benefits. In 2014, 36 loans were a multichannel distribution. customer categories (“consumers”, granted for a total amount of more than The policy relating to the design of products “retail customers”, “other customers”); EUR 1.2 mln. and services is aimed at meeting needs and • streamlining and comparability of expectations of the Bank’s customers and it the information provided through the Responsible offerings involves several corporate units in their own standardisation of information and the area of expertise. synthetic cost indicators: Banca Carige’s sales policy is designed In order to constantly monitor the quality o simplifying the content of documents on responsible criteria that lead to the of its offering, Carige promotes systematic intended for customers, and - for the development of: customer satisfaction surveys and a regular most widespread products, such as monitoring of the competitors’ conduct. current accounts and mortgages for retail • a wide range of quality products and In this respect, the Bank participates in customers - adopting the “standard” services consistent with the principle of workshops and events organised by industry formats prepared by the Bank of Italy; serving the needs and interests of its associations. o a clear explanation of customers’ rights, customers and based on transparent and also including some practical guidelines fair conditions; based on models elaborated by the Bank • a support to local communities and, in Disclosure and transparency of Italy; general, to the economy in the areas Communicating with customers is a key o the immediacy of the information where the Group has a footprint; this aim is driver to establish a trustful relationship provided, especially those relating to the pursued by granting credit, in line with the based on transparency and clarity. costs of services, using the synthetic cost corporate mission (also in low-populated The Bank adopts processes aimed at indicators; or economically disadvantaged areas), providing customers with clear and o a summary of all expenses incurred and by promoting initiatives in favour of intelligible information, ensuring a full in the year dispatched to the account specific segments of the population or by awareness of all costs related to the services holders, which allows to easily compare supporting different local players. offered, an easy comparison with offers the actual costs of the current account of other players, a precise understanding with those of similar products on the Quality of customers’ rights and how these rights market; The Banca Carige Group performs its can be exercised and applied in practice. o criteria for the preparation and strategy planning activities for commercial Internal regulations on transparency rely on presentation of documents which must innovation and relevant implementation three main levers: be written in a clear and simple language. (FS15 - PR3)

44 Any information is conveyed to customers Customer safety unusual behaviour. A free-of-charge SMS in a correct and comprehensive manner, alert service, a dedicated toll-free number that is appropriate to the communication Security in multichannel services available 24/7 in Italy and specific phone used and the features of services and The Online Services make use of the state- numbers from abroad are provided, to be customers. of-the-art security technologies currently used in the event of loss and theft, for which available on the market to provide customers an appropriate insurance cover is however • complementarity across activities in order with effective protection instruments against provided. to ensure adequate attention to customer the risks of fraud, whilst ensuring a very high in each stage, from product conception usability. Privacy protection to selling, until the management of any The Group has paid particular attention claims. Household services include: to the issue of privacy since the entry into • login protection; force of the regulations on personal data In 2014, the Carige Group adopted a new • protection of operations with a higher protection, currently contained in the Vademecum on advertising, intended as risk of fraud via a SMS service. Legislative Decree no. 196/2003 “Personal a representation in any form in order to Data Protection Code”, including data promote a banking product or service with In addition, business services provide for: security against the risk of destruction, loss, the aim of turning a potential customer unauthorised or unpermitted access. into an actual customer: in this context, the • SMS service extended also to bulk necessary pre-requisites are transparency, and Interbank Corporate Banking In this perspective, the banks of the Group clarity and fairness in communications. transactions; drew up technical and organisational The regulatory framework consists of Italian • automatic control of signatory powers - measures involving all employees and third law, Transparency Regulations issued by the after census at the branch – allowing even parties who could have access to personal Bank of Italy and CONSOB (Stock Exchange the delegates subjected to signing limits data handled by the Group. The roles of Regulatory Authority) regulations; some or restrictions (such as joint signatures) to the subjects who may process - in several operational instructions are also set forth carry out internet transactions; respects - the personal data held by the by the Antitrust Authority and AGCOM • possibility to use also digital signature Group banks under the Code, are subject (the Italian Communications Guarantee devices, which the customer may already to a specific formalisation in an appropriate Authority). have. manner to each case. In particular, all staff More specifically, the Vademecum provides is responsible for the data processing and indications on the content of the information receives training and instructions as to the sheets, as well as the general principles Security in the use of credit cards conduct in this context. governing the advertising activity. Credit cards are equipped with state-of-the- art microchip technology. Transactions are constantly monitored in order to detect any (PR6 - PR1)

45 Business Continuity ensure the safety of users. and listening to the client and serves as a The Board of Directors approved the Group Moreover, the Group Banks adopted reference point for collecting and managing Business Continuity Plan, drawn up in the Occupational Health and Safety any customer’s claims or complaints. compliance with the Prudential Supervisory Management System as per BS OHSAS Provisions issued by the Bank of Italy. This 18001:07 standard, specifically aiming at plan defines the organisational structure minimising the risks to which employees, Customer satisfaction to be activated in case of a crisis, the customers and other third parties (suppliers, In 2014 a branch satisfaction survey was procedures for the emergency declaration visitors) having access to the company conducted with the aim of reinforcing those and management, as well as the process for premises might be exposed. factors contributing to customer satisfaction resuming the normal business with the aim when carrying out transactions at the branch. of: The focus was on customers who are branch- Contact and listening tools goers as, even today, in Italy the branch is • minimizing the risks and economic the core of the relationship with the bank consequences in the event of a The service model of the Group relies on (in 2014, 84% of customers approached the crisis following sector-wide incidents a multichannel system, which is constantly branch to contact their main bank, with an or extensive disasters damaging evolving in terms of available channels and average frequency of 1.3 visits per month7). the Company and/or its relevant functionalities. counterparties; This model allows customers to access The Group conducted the survey in • ensuring the restoration of critical bank services in the most effective and collaboration with GFK Eurisko, a leading processes within the defined timeframe; comfortable way and timing, suitable to multinational company with over 80 years’ • providing for alternative procedures to their needs, while maintaining a constant experience, which has been cooperating ensure the business activities. qualitative standard in the different channels. for some time already with the Bank in monitoring Retail Customer Satisfaction. As part of the Business Continuity Plan, the As part of this model, the Contact Centre Group also defined the Disaster Recovery is not only one of the possibilities made Scope of the survey Plan, which allows to respond to situations available to customers to conduct their Customers of the five retail banks of of unavailability of data processing centres operations, but it is also and especially the Group8 were interviewed about the in the event of emergencies affecting the a vehicle for development and customer following issues: information system. retention. • branch environment (waiting times, space Physical security The Contact Centre, whilst covering organisation); ATMs and POS terminals installed at the customer service activities and commercial • informative and operative activities customer’s premises are equipped with development of the customer base, is (helpfulness, efficiency, staff interactivity); state-of-the-art technologies in order to therefore an instrument for taking care • buying experience (clarity, (PR5)

7 ABI Observatory on Customer Satisfaction in Retail banking. 2014 Scenario. 8 Banca Cesare Ponti was excluded from the survey, as it is subjected to a different survey which takes into consideration some specific aspects of the relationship with Private bankers. 46 professionalism) monitoring in this reaches 94%. Retention rate case, particularly for the investment The results show a high satisfaction level In order to establish when customers’ trust transactions, the completeness and also with respect to operations: score 7+8 becomes actual loyalty, the retention rate transparency of information by the seller for 83% of cash transactions (payments, (i.e. the ability to maintain the existing and the appropriateness of the sale with deposits, withdrawals, etc.) and 84% of customer base, calculated as the ratio regard to the customer/buyer profile. sales; to be granted a loan proves an even between the total customer at the end of the better positive experience. year, already in the bank earlier in the year, Respondents Customers of all the banks of the and the total customer at the beginning From July to December, approximately Group show a high percentage of overall of the year) is systematically monitored. In 10,000 telephone interviews were carried satisfaction, generally higher if benchmarked 2014, the percentage of account holders at out, highlighting the customers’ experiences against the banking system. Group level was 92.2%, slightly down on the at the branch in the previous months. About previous year (-0.5%). 90 case studies were identified for each area The highest levels of customer satisfaction in which Carige and Carige Italia networks concern the personnel (professionalism, Handling of complaints are distributed, and about 240 case studies efficiency, helpfulness), which plays an for Cassa di Risparmio di Savona, BML important role, especially when a member The handling of complaints through a and Cassa di Risparmio di Carrara. 80% of of the staff is clearly identified as a contact dedicated unit, the Complaints office, has respondents were consumer customers and person capable of engaging in in-depth been initiated in Banca Carige since April 20% businesses. Nearly half of the operations conversations and proposing various 1993, joining the Agreement to establish were over-the-counter transactions, while solutions/alternatives in the sale of products. the Complaint Bureau and the Banking the other half concerned sales (financing, Ombudsman Scheme. investments and other sales). Particularly, more critical areas, though Managing complaints through a rigorous showing high satisfaction levels, are evaluation and a prompt analysis of the Key findings identified in space management and clarity claim received allows to identify areas Customers were given the possibility to of the forms, often dependent on existing for improvement of the organisational attribute a score between 3 and 8. A detailed regulations. However, customers can well procedures, the commercial offerings and analysis concerned those customers showing remember the documentation delivered. interpersonal aspects. high satisfaction levels (scores 7+8 ). The overall experience at the branch Customer satisfaction, as described above, In 2014, 1,194 complaints about products is extremely satisfactory for 83% of is an important performance indicator, in and services offered by the commercial customers (84% of consumer customers line with the best national and international network of the Group were recorded. and 79% of businesses). It should be noted practices. For most complaints (76%) processing time that, including also the customers who stands within the time limit set at 30 days. are satisfied (score 6), the global indicator

47 In 2014, 5 complaints related to privacy Complaints by type violation were received, none of them was deemed as valid. Investment services Current 6.0% accounts 27.6% and saving Payment and deposits collection 15.9% services

Other 2.2% Insurance 1.8% products 5.9% Debit/credit cards 40.6% Loans and mortgages

Complaints by reason

Organisational aspects Personnel 5.3% 3.8%

Terms and Conditions 24.0% 5.9% Other

Execution of 28.8% transactions Communication and information 4.7%

Compound interest 8.0%

4.4% Reports to the Central Credit Register 1.5% Malfunctioning of devices 2.3% 3.9% 7.4% Conditions applied Creditworthiness Fraud and loss

(PR8) 48 Carige’s approach to human resources management aims at creating the conditions Employees under which each individual’s potential can be expressed at its very best and be geared • Key figures towards the achievement of the Company’s • Policies and core values objectives. Carige is committed to building • Personnel distribution on and consolidating the corporate • Training and enhancement identity as well as the sense of belonging • Equal opportunities of all employees through communication activities favouring their involvement and • Remuneration system participation. • Supplementary welfare system • Health and safety at work Significant aspects of personnel management in 2014 • Industrial relations The Bank’s stability and revenue generation • Internal communications “Sharing opinions, embarking on new paths capacity are the essential conditions for believing in ourselves and, again and even guaranteeing employment protection Key figures more, in our Bank”. and working conditions qualitatively in line with the Code of Ethics. In order to 5,295 employees at 2014 year-end achieve these objectives, coherently with 99% on open-ended contract Massimiliano Calvi the guidelines of the Business Plan and 54% based in Liguria Head of Human Resources of Banca Carige following recommendations from the supervisory authorities, some measures 52% men and 48% women were introduced in 2014 which are expected 20 new hires, of which 9 women and 11 men Policies and core values to have a significant impact on productivity, 112 terminations operating costs, the organisational setup, 2.12% turnover rate service model, branch network sizing and In a complex era as the one we live in layout and, ultimately, a set of parameters 237,148 total hours of training delivered and in a constantly evolving market, an characterising relations between the bank 45 training hours on average per employee essential condition to remain competitive is and its employees and contractors. the capacity to recognise and increase the For the adoption of these measures, Carige, Occupational Health and Safety potential of each employee, developing Management System in collaboration with the Unions, abided by career paths which include specific the principles of a responsible management BS OHSAS 18001:2007 extended to 100% of enhancement and retraining programmes. of its restructuring processes, initiating a the Group

49 programme of progressive generational Personnel by gender Full Time / Part Time balance, via the recruitment of young employees with appropriate expertise Part Time responsive to the needs of a constantly 7.8% evolving market. The main measures - as better detailed below - concerned: • definition and launch, after negotiations Women 47.8% with the trade unions, of incentive-based retirement scheme as foreseen by the 52.2% Business Plan; Men 92.2% Full Time • reduction of the recurring personnel expenses and suspension of annual bonuses. Personnel distribution Geographical breakdown of employees Geographical breakdown of employees Composition

As at 31/12/2014, the Group’s headcount Women Women totalled 5,295 employees (-1.7% compared Men Men Total to 2013), of which 5,265 on open-ended 4,086 Total contract. 2,867 2,428 Women accounted for 48% of total; 54% of 2,103 personnel based in Liguria. 1,983 1,417 1,450 1,313 Front-end staff accounted for 70%, while 1,115 30% was at the head offices. 858 436 422 341 232 109 4 6 10 North Centre South and Abroad Liguria Rest of Italy and islands abroad

(LA1 - LA13)

50 The average age of the Group employees is about 48 years, and The breakdown of employees by level of education shows a share the average length of service is 18 years. of graduates accounting for nearly 33%.

Age Level of education

Under 30 years Other 30 to 50 years 5.7% Over 50 years

University 32.6% degree

53.0% 50.0% 50.0% 48.0% 47.0% 44.0% High school 61.7% diploma

3.0% 2.0% 3.0% Women Men Total

Average employee seniority Category Executives Women 1.3% Men

1,820 Total

26.2% Middle managers 1,311 Other employees 72.5% 1,061 1,103 960 860 773 579 538 555 506 524

0 to 10 years 11 to 20 years 21 to 30 years Over 30 years

51 Turnover related recruitments are indeed restricted Recruitments and terminations by gender to resources with residence or permanent In September 2014, the Bank signed a trade Recruitments union agreement which, amongst other address in the regions/areas under Terminations things, included a retirement scheme for at consideration, also for commercial reasons. least 600 employees, at Group level, over Moreover, Banca Carige hosts students and the 2014-2018 time horizon, and possible graduates experiencing training courses 57 unilateral termination for those employees 55 and apprenticeships within the various who, by 31/12/2018, will have attained Bank’s units. In 2014, 54 trainees (53 in eligibility for immediate retirement benefits Banca Carige and 1 in Banca Cesare Ponti) and who do not join the incentive-based were hosted, mainly attending Economics retirement scheme. and Law at the University of Genoa. 11 During the year, 112 terminations were 9 recorded, 42 of which for voluntary Women Men resignation and 62 for attaining retirement age. 20 new resources were recruited - 8 executives and 4 managers - with a view to requalifying the management team, more specifically in risk management, internal audit and compliance departments. Recruitments and terminations by age Recruitments and terminations by category

In selecting its staff, the Banca Carige Group Recruitments Recruitments abides by the principles of fairness and good Terminations Terminations faith, on the basis of meritocratic criteria, in accordance with the provisions of law and 60 the collective labour agreement in force. 74 The recruitment is conducted via a selection process. Interviews are strictly focused on 37 assessing whether the peculiarities of each candidate match the required professional 36 profiles, in compliance with equal 15 9 8 8 5 6 opportunities and without discrimination. 2 4

For the branch network recruitments, the Under 30 years 30-50 years Over 50 years Executives Middle managers Other employees link with the local territory has a key role: the

(LA2 - EC7)

52 Training and enhancement McKinsey, ABI Formazione. Bank organised specific training sessions on the laws and regulations currently In 2014, 237,148 hours of training were in force in Italy, such as the Anti-Money Training activity has the primary aim of delivered, with an annual average of 45 Laundering Directive, the Mifid Directive, creating, strengthening and/or further hours per employee. and the Administrative Liability pursuant specialising the technical-professional The training programmes were mainly to Legislative Decree 231/2001. In 2014, knowledge and know-how through growth centred on technical-operational contents, more than 35,000 training hours concerned paths which involve both the Company and with the aid of instruments for the assessment industry regulations. the employee, with the two-fold objective of skills and learning, in order to better of improving performance and limiting any evaluate both the adequacy of the topics professional risks inherent in every business proposed and the methodologies applied. activity. The Banca Carige Group gained access to financing Carige believes that this creates the for training provided by bilateral Inter-professional Special projects concern young talents Funds. The Group presents training plans following conditions for all employees to work in the (Gymnasium Carige, Gestione Bancaria, the notices issued by these Funds concerning the safest and most efficient way, channelling Banking & Financial Diploma) and the so- financing of professional training. The Funds appraise the energy and personal skills towards the called “schools”. These are modular training the quality of the submitted plan and its consistency with the company’s objectives. achievement of the Company’s objectives. projects, of about one-year period, which Implementation of the financed plan is then strictly The planning activities and the provision of alternate, where feasible, classroom hours monitored by the Fund, through the verification of training services obtained the UNI EN ISO and on-the-job training. reporting. 9001:2008 certification for the EA37 sector. More specifically, in 2014, the Finance, In the last years, Banca Carige obtained the maximum The full compliance with procedures and Commercial and Advanced Credit-granting contributions on the basis of the Bank sizing and the work processes guarantees a transparent schools were launched, with the purpose of number of its employees. and efficient training delivery, aimed at developing more structured skills in these developing human resources in line with fields, based on the modular concept, as the Company’s requirements of qualified satisfactorily implemented by the Credit- personnel. granting School in 2013.

The training offering is constantly updated, The Banca Carige Group extended the following consultation with the Bank’s units compliance responsibility to all employees which oversee the core activities. Delivery with regard to their specific tasks. For this of training is conducted in collaboration reason, the Bank is committed to spreading with consultants and major universities, the internal culture on compliance, in order such as SDA Bocconi, the European House to strengthen an ethical and responsible Ambrosetti, the University of Genoa, behaviour of the whole staff. To this end, the (LA10 - LA11)

53 Training on anti-corruption policies and Attended in practices and Code of Ethics Project 2014 by (no. of Description In 2014, 2,558 participants (48% of total) participants) benefitted from 17,109 hours of training on anti-corruption policies and practices Training project for young, high-potential employees with qualified culture and education, whose aim is to develop managerial skills, providing a global implemented by the Group (AML-Anti- Gymnasium Carige 32 Money Laundering, Legislative Decree overview of the business processes and some key banking management 231/01) equal to 7.2% of the total training competences. hours delivered. 64% of participants were The course is targeted at newly-recruited employees, deemed worthy for employees, 35% middle managers and 1% Banking & Financial their constant commitment and contribution. Since its 15th edition, the executives. 32 Diploma participation to this project has been reserved exclusively to the network staff. At the end of most training activities, Training programme dedicated to newly recruited corporate consultants, participants were required to complete Credit-granting School - 30 made up by several class- and on-the-job training phases, to be accessed satisfaction questionnaires (method used Basic as internal survey by the Training unit). The via modular sequences, which combine theoretical and practical aspects results were positive, with an average score of the context in which banks and businesses deal on a daily basis. The higher than 4 out of 5. Credit-granting School - purpose is to facilitate behaviours increasingly oriented to excellence in 14 Advanced performance, against a backdrop of heightened cooperation, integration and transparency.

These projects aim at a qualitative growth of Mass Market and Affluent Finance School - Basic 19 consultants; at the same time, considering the quality of the project, the advanced level is also attended by Private consultants. The purpose is to provide a knowledge base relevant to a medium-high level financial advisory service (also including technical courses). Contents: Regulatory Finance School - 22 framework - Investment instruments and methods - Financial risks and Advanced assessment tools - Asset allocation principles and portfolio construction - Aligning competences on Products - Market analysis.

Training mainly intended for newly recruited Mass Market relationship managers, the first approach to the commercial reality. The objective is to Commercial School 14 boost growth in basic advisory services (“over-the-counter”products and relational and commercial skills).

(SO3)

54 Regulatory training Training by content

Commercial

1.4% Administrative liability Operative/IT/ 21.0% (Legislative Decree 24.7% Linguistic 12.1% Other 231/01)

Credit 14.4% Insurance Transparency 44.0% 14.0% and usury Managerial 4.6%

AML 27.4% “Patti Chiari” initiative 4.3% 8.6% Finance and 0.2% 8.4% MiFid Safety 14.9% Privacy Legislation

Training by type (hours)

Classroom 43.9% training

Remote training 56.1%

55 The regular performance and career of equal gender representation in the development review Equal opportunities administrative and control bodies within the is a tool for personnel management and listed companies. enhancement aimed at improving the human In line with the principles of the Code of resources management, contributing to both their Ethics, the Group is committed to ensuring development and growth. equal opportunities for all employees and to This system applies to all staff, including avoiding any form of discrimination based executives, and enables to identify the needs of on race, nationality, gender, age, health, professional growth and development, with a view religious and political beliefs and different towards integrating information and supporting abilities. the policies for human resources development, also in relation to staff recruitment, training, job rotation and bonuses. Gender balance The review process is based on the skill model and In 2014, the female employment rate was provides for the mapping of competences in terms 48% of total headcount, against a 44.4% of ability - crucial for achieving the results, but not registered in 2013 within the Italian banking sufficient for optimal outcomes - and behaviours system. The percentage of women in top - which may allow better results under the same positions accounted for 11.8% among knowledge and skills - deemed necessary in order to play the different corporate roles, at both executives. headquarters and branch network. In this review process, they have been combined to achieve At the end of the year, 94% of the 414 part- organisational purposes and corresponding time employees were women. patterns of behaviour and knowledge, which are reflective of the theoretical path of professional The Group’s remuneration and incentive growth, role and experience gained. policies do not provide for any difference in Since 2014, the Group has been more focused on salary in relation to gender, as they are based work performance. on principles of fairness and meritocracy. This review system allows to gather useful suggestions to precisely define specific competence profiles, ensuring consistency with No events related to discriminatory practices the business development and the creation of on the grounds of age or gender were filed. both vertical development and horizontal mobility pathways. The composition of the Board of Directors In the course of 2014, 27 career promotions were and the Board of Statutory Auditors is fully recorded, of which 23 within employees, 2 from compliant with the provisions of the Italian employees to managers, and 2 within managers. Consolidated Law on Finance in terms

(LA12 - HR4)

56 Remuneration system and the collective labour agreements or as per BSC model, fosters the development supplementary contracts; it is made up of of a like-to-like corporate culture, aimed at Banca Carige is committed to basing the the following components: achieving also quality targets, in the medium remuneration of its top managers and all and long term. • employees, including brokers and traders, on a fixed salary component, determined by Within the Group incentive systems, other the principles of morality and transparency, the relevant labour agreements, including objectives have been introduced with pursuant to regulations in force and an allowance for those employees the purpose of facilitating the growth of a instructions provided in this regard by the assigned to corporate control functions; “compliance culture”, adopting a behaviour • Supervisory Authority. To this end, the Bank a variable salary component, based on constantly in line with internal and external undertakes to adopt remuneration policies incentive schemes for all staff, including regulations. These indicators currently that may ensure a balanced salary structure the CEO. They are differentiated concern investment services, anti-money in its various components, which is clearly depending on the activity and provide laundering and the handling of complaints. defined, consistent with the prudential for the distribution of bonuses when the Company bonuses and other personal and management of the Bank and the Group, conditions are met, in the manners from family benefits can be granted by means as well as with their long-term goals and time to time set forth by the Company of corporate unilateral resolutions (such as the economic scenario, it being understood and in line with the existing regulations. accident insurance, professional and non- that adequate remuneration and incentive professional indemnity insurance), individual mechanisms make it possible to attract and The Bonus is awarded to employees subject agreements (company car) or supplementary retain qualified and skilled workers. to a full compliance with the terms for company agreements (medical care, The Ordinary Shareholders’ Meeting access associated with profitability, liquidity complementary pension schemes). approved the remuneration policies which and financial stability indicators, which take For certain professional profiles, in relation comply with risk-mitigation policies and the into consideration all the risks over a long- to their strategic role for the Company and Bank’s long-term objectives as well as its term horizon. to safeguard the corporate assets, additional corporate culture and the overall Corporate The incentive schemes are based on the compensation may be determined at the Governance and Internal Control System degree of achievement of the objectives beginning and/or during the employment (please refer to the “Remuneration policies included in a Balanced Score Card (BSC) relationship upon minimum duration of the Banca Carige Group” available on system, concerning - wholly or partly clauses, extension of the notice period and/ the corporate website www.gruppocarige.it in relation to specific competence - or non-competition; this amount should economic and financial profiles, internal be paid on a periodic basis, except for in the Governance section - Shareholders’ Meetings). - external customer satisfaction, efficiency possible necessary integrations required The remuneration structure is based on the and productivity of the processes, along by regulatory provisions for the validity of existing supervisory provisions (Bank of Italy with human resources managing and the agreements, against penalties in case of and CONSOB) in terms of remuneration development. violations. Such compensation can converge and incentive policies and practices, The structuring of the incentive schemes, in the fixed remuneration at the end of the (4.5 - EC5)

57 period. Supplementary welfare Under the banking collective labour The employees of the Parent Company (or Carige agreement, there are no differences Italia’s employees hired by Carige within 30/11/1991) Both full-time and part-time employees and its subsidiary Cassa di Risparmio di Savona between the standard wage of the newly benefit from supplementary forms of pension SpA, in service on the date respectively of 30th hired employees and the minimum wage of and health care, considered a significant November 1991 and 12th July 1988, are members the most significant operating locations. portion of the remuneration structure. The of pension funds, established as part of the capital of each respective Bank, without legal personality, following benefits are provided: operating under defined benefit schemes, which 2014 significant aspects • supplementary health care; The trade union agreement signed on 30th ensure a supplementary pension benefits and have a • insurance against the risk of death, injury, significant insurance component, enforceable in case September 2014 encompasses measures or permanent disability; Attivitàof permanent sociali disability or death during service. aimed at achieving recurring savings on • supplementary pension schemes (refer to The remaining employees of these banks, as well as labour costs for approximately EUR 12 mln the box); those employed at the other Group’s subsidiaries, have the opportunity to join the Fondo Pensione a year. The intervention plan includes: • preferential bank charges and • Aperto Arca Previdenza (Open-ended Pension abolition of the Seniority Bonus; commissions; • abolition of corporate rules relating to Fund), a supplementary pension scheme operating • mortgages and loans on favourable under defined contribution schemes identified by the overtime performance of managers; terms; relevant union agreement. In this case, beneficiaries • heavy reduction of overtime for • access to the company canteens; receive a considerable contribution by the Bank and employees: any extra performance will • meal vouchers. a part of it, at the choice of the interested party, may increase working-time accounts; be devoted to cover risks of permanent disability or • death, even if not arising from accidents. full utilisation of holidays and all types of Moreover, the Group’s employees can leaves; benefit from paid time off for medical • review of the Company’s bonus structure check-ups and family care in case of hospital Social activities connected with the results of the Group. admissions and surgical interventions. With regard to the negative income results, “The social and recreational club for employees the Carige Group implemented in the last represents an important bridge between old and three-year period a strong measure for cost new generations of the Bank, and it follows the containment (in compliance with supervisory handover among those who have already done and instructions) which eliminated the bonuses those who can still give. The club allows an unique to the top management for the year 2012, meeting occasion outside the working environment, the 50% disbursement to the remaining where old and new colleagues become friends, organising social, cultural and sports events, courses executives and the total deletion of the in various fields, in the spirit of those shared values bonuses for all staff pertaining to year 2013 which inspire and unite us” and 2014. Cesare Castelbarco Albani Chairman of Banca Carige (LA3 - LA8 - EC3)

58 The social and recreational Club for The Club is also in charge of entering into processes and systems. Employees “Circolo dei Dipendenti della agreements with companies, entities and/ Banca Carige S.p.A.”, based in Genoa, or associations in order to secure for its In the last two years, the Banca Carige Group was established in 1955 as free association members the entitlement to discounts and has adopted a Management System for of Banca Carige’s employees and, later, of special conditions for the purchase of goods Health and Safety at the Workplace in line the other Group companies. The Club’s and services. with BS OHSAS 18001:07 standard which mission is to promote, in every field, mutual obtained a RINA certification (an accredited knowledge, respect and friendship among DipendentiCarige.it is the evolution of and internationally recognised body), being its associates, by developing artistic, cultural, Carigoogle, the closed internet group of therefore subject to in- depth internal and tourist, entertainment and sports initiatives Carige employees. On the platform, it is external audits on a yearly basis. to encourage social growth through a possible to download, read and comment the healthy and fruitful use of free time and magazines Carige Notizie and CasanaClub By adopting this System, the Carige Group to stimulate the spirit of aggregation, the (the club magazine) also at home. intends to: sense of belonging and team spirit, being • improve health and safety levels in the principles that go beyond the work-related workplace; scope. Health and safety at work • increase the efficiency; • minimize the risks to which employees Institutional activities of particular Health and safety of employees are essential or third parties (customers, suppliers, importance are: and valuable aspects of the corporate visitors) may be exposed. • organisation of club meetings, processes to successfully manage any work conferences, discussions, shows, activity. exhibitions, etc.; For this reason, a specific document on • creation and management of a social “Safety Policy” was made available, where library; the Bank is engaged in improving employees’ • supply of materials and equipment for the health and safety in the workplace; this various cultural and recreational activities; document is an integral part of its activity • promotion of physical exercise and and it implies the commitment to use all the amateur sports activities; necessary resources for such purposes. • development of initiatives aimed at In this respect, despite the absence of a understanding the members’ aspirations, specific regulatory obligation, the Group ensuring an adequate satisfaction of the has adopted a Management System for demands. Health and Safety at the Workplace which combines health and safety policies and objectives in defining and managing work

(LA8 - LA9 - LA7)

59 For some years now, the Banca Carige Group Industrial relations has adopted state-of-the-art techniques of prevention and deterrence of criminal acts, which are constantly updated. All the Group’s employees are covered by Furthermore, the Group Banks cooperate collective labour contracts. actively with police forces and competent public Therefore, the safeguards provided in the bodies, also joining specific “Memorandum of collective agreement are automatically Understanding” relating to crime prevention, applied to all of the employees since their signed from time to time by the Italian Banking recruitment. At the end of 2014, 85% of Association (ABI) with several Prefectures. the total workforce joined one of the eight Trade Unions represented within the Group.

Pursuant to Article 35 of Legislative Decree In the existing regulatory framework, labour 81/2008, all the Group Banks organise annual relations at corporate level are mainly meetings with the corporate representatives regulated by the National Collective Labour (Employer and his delegates), the Prevention Agreement and by provisions of the law, and Protection Service Manager, the Medical which establish specific opportunities of The Carige’s health and safety policy Officer and the Workers’ Safety Representatives is disclosed to all staff, suppliers and in charge. discussing with the unions. customers, and it is made available to the Other meetings take place between the Prevention public and whoever may request it. and Protection Service and each relevant player, In 2014, relations with trade unions continued Dedicated training sessions cover health in order to analyse and examine specific issues to be characterised by a constructive and safety issues in view of developing the such as the development of the risk assessment climate, reflected in an open and dialectic process and the progress of the mitigation dialogue on various issues, in full respect level of awareness and knowledge of the plans, the necessary legislation updates against risks and the preventive actions to put in the evolving regulatory framework and the of the different roles and opinions and place. In 2014, 2,966 hours of training were management issues that can arise in each area. being aware that only the contribution of delivered to 472 employees (pursuant to The Security Officer periodically meets with the each player can ensure viable solutions to Legislative Decree 81/2008 on Health and Supervisory Body and the Board of Statutory respond to a constantly evolving reality. Safety). Auditors. In 2014, 40 meetings were held, totalling about 240 hours: more specifically, during the year, relations with trade unions were mainly focused on the 2014-2018 Business Plan for the Group and the relating impacts (LA4 - LA6) on personnel.

60 In 2014, no strike was organised as a result Legal cases “Tutto in uno” (All in one) is the name of of company disputes. In the same period, the project launched in May 2014, aiming at only strike actions related to general political Disputes stemming from the employment reviewing the company intranet (NIC) from and economic issues were called. relationship are rather limited: at the a commercial perspective and providing a end of 2014, 13 individual cases were single access and a full view of all available pending, together with a lawsuit filed by materials with new promotion instruments. ex-employees about the application of Basically, the main innovations included: the company’s pension fund “terminated” • simplification and reorganisation of the th Minimum notice period for operational changes on 30 November 1991, set up within the homepage contents on a “business-like” Parent Bank’s assets. basis; Major reorganisations and/or restructuring • increased visibility of the product pages; operations are carried out in full compliance with Internal communications • aggregation in each product page of all the provisions set forth in the Collective National information and tools necessary for its Labour Agreement, which establish that, after the decision-making stage, Trade Unions shall be marketing. noticed in advance and in writing of the reasons Internal communications are a strategic for the planned reorganisation/restructuring, as issue of the organisational model, enabling This review process was conducted in well as the economic, legal, social consequences a clear and transparent dissemination of collaboration with the branch network for workers and the possible measures in their information, a constructive dialogue with employees, who also participated in regard. the staff and the strengthening of a stable functional tests for launching it online and In particular, changes in working conditions relationship based on mutual trust. are specifically negotiated before becoming briefed their colleagues on the new features operational. introduced. This procedure has a maximum duration of 45 days The internal communication activity can (starting from the aforesaid written notification), or draw on a wide range of tools, briefly During the year, a new section on the 50 days whether the restructuring/reorganisation detailed below. intranet homepage was introduced, which is should involve two or more Group’s companies. dedicated to financial information, realised Company intranet by the Investor Relations department and named “Spazio IR” (IR spot). This section The company intranet, launched in June includes the different “products” made 2010, is the only access to corporate available to the various corporate units, information and to many operational at a different frequency and in a variety of applications. It has a monthly average of 19 formats, typically via e-mails and corporate mln clicks. intranet: “IR Newsletter” (weekly review of the main events affecting the Bank in terms of equity, the peers, the banking industry (LA5)

61 and the regulatory and macro-economic House organ Newsletter context), “IR Market Fever” (weekly report on macro-economic and financial trends), “IR Bond World” (quarterly report on the Bank’s debt profile and the real and financial variables), “IR Market Monitor” (quarterly benchmarking of the main financial FOCUS SU

Carige 5x5 iniziativa 1 impieghi a BT agevolati statements captions) and “IR Market Daily dal Report margini disponibili pag. 2

Carige 5x5 iniziativa 2 tante promozioni fino News” (daily monitoring of the main market a fine anno sui prestiti Creditis pag. 2 Carige 5x5 iniziativa 3: impieghi a MT: mover in equity markets). adesioni già dal 15% del target pag. 2 Carige 5x5 iniziativa 4 fondi Arca focus su flessibili e "a cedola" pag. 3

Carige 5x5 iniziativa 5 Bancassicurazione: liste su polizze e cpi pag. 3

In occasione del 96° compleanno del cliente Emilio Giordano dell’agenzia di Sarissola il Il punto sulla concorrenza: Arca Previdenza direttore, Giacomo Trucco, ha organizzato un piccolo momento di festeggiamento in filale vincente vs competitor pag. 3 con la consegna di un omaggio. Una forma di attenzione al cliente, finalizzata a una sem- Web TV pre maggior fidelizzazione, che è stata molto apprezzata. Nella foto, da sinistra, il direttore I PRODOTTI DEL MESE Giacomo Trucco con il cliente Emilio Giordano, la moglie Fernanda e la collega Stefania Su Carige OnLine novità Bonifici Continuativi Perrone. e C-BILL da ottobre pag. 4

Nuove funzionalità su Carige OnDemand: The monthly newsletter for thedistinte, sales effetti, partite non network maturate pag. 4 Su Scheda Cliente dati in tempo reale pag. 4

was launched in 2009 for branchBOL: altre migrazioni personnel a novembre pag. 4

INIZIATIVE IN CORSO Il contestowith di mercato a inview cui operiamo seguitaof aguiding presentarci una situazione them di forte and providing Con "A gonfie vele con Creditis" filiali difficoltà. Ciò che in particolare persiste, in negativo, è la domanda di credito. Que- in regata fino a fine novembre pag. 5 sto ad evidente testimonianza di un’economia ancora molto debole non solo in Italia, macommercial anche in tutta Europa. Questi fattori support. continuano a mantenere sottoIt fortissimais availableLista per promuovere Carige peronline, 5 Reinvesto ai titolari di index scadute pag. 5 pressione la nostra capacità di generare reddito. Capacità che, però, pur rimanendo influenzatawith in maniera a monthlymolto importante dalla situazione average di contesto, non puòof pre- 1,600Nuova tariffazione accesses. Pos scindere dal primo valore di un’azienda commerciale qual è la banca: mantenere e altre tre FAQ per capirla meglio pag. 5 sviluppare la relazione con i clienti. Recupero redditività e produttività sono quindi le APPROFONDIMENTI priorità da affrontare con sempre maggiore determinazione. "Per la maggior parte, le aziende prestano più attenzione alla crescita della propria Casa Carige al Salone Nautico 2014 tante occasioni di visibilità pag. 6 quota di mercato che al grado di soddisfazione del cliente. Questo è sbagliato. La soddisfazione del cliente e il valore percepito sono fondamentali per la redditività Versamenti F24 per via telematica dell’azienda” (Philip Kotler, Trecento risposte sul marketing, 2005). agevolati dalla normativa fiscale pag. 6 Qual è la risposta di Banca Carige a questa opinione di colui che è considerato il Library Festival della Scienza 2014: prevendita The company’s house organ is a quarterly maggior esperto al mondo nelle strategie di marketing? L’iniziativa "5x5”, iniziata a biglietti gratuita in filiale pag. 6 settembre e in svolgimento fino a dicembre, che ricalca l’idea di soddisfazione e va- lore percepito dal cliente. Prestiti, impieghi, polizze assicurative e fondi Arca offrono magazine conceived in 1993, which talks COMITATO PER LA DEFINIZIONE un ampio ventaglio di scelte che, da un lato, permettono di consigliare il prodotto più DEI CONTENUTI adatto al cliente e, dall’altro, di centrare il risultato di un recupero di redditività di 5 Comunicazione Interna, Sistemi di pagamento, Pianificazione commerciale, Prodotti Finanza, milioni entro la fine dell’anno. about employees, corporate events, Mutui a privati, Servizi imprese, Mass Market, La coesione e la determinazione di tutti consentiranno di arrivare a raggiungere l’o- Corporate e Small Business, Affluent, Ufficio biettivo per fine anno. Sviluppo, Creditis business strategies, whilst casting an eye Gianfranco Lertora, Dirigente Pianificazione Commerciale e Marketing over the outside world. It is available in electronic format on the corporate intranet Launched in April 2009, it consists of three (4,500 accesses for each publication on Created in August 2012, it hosts professional thematic channels, devoted to training, news average) and in paper for pensioners. Carige texts, ranging from market analysis to and market. The monthly programming Notizie can also be read at home via a closed communications, from economy to self- features 5 videos on average and in 2014 internet group accessible to employees. improvement, from marketing and strategies counted 44,000 views. to legislation and safety. In 2014 more than 80 new books became available.

62 Furthermore, it should be noted that the Initiatives promoted Bank takes part - in collaboration with other Community members of the business community and In the course of 2014, donations, the academic world - in conferences, round • Policies and core values sponsorships and other initiatives in tables and events which represent important favour of local communities totalled • Initiatives promoted opportunities of dialogue and discussion approximately EUR 6.5 mln. • Cooperation with trade associations on topical issues of economic and financial These initiatives contributed to reinforce the • Relations with the Public Administration interest, contributing to disseminate public knowledge in these fields. image of a bank responsive to the needs of the territory, following a logic of multi- localism, understanding of local specificities Policies and core values and flexibility. The Banca Carige Group attaches great importance to contributing to the wellbeing of communities where it operates, by Breakdown of disbursements by type of promoting initiatives which may foster a beneficiaries balanced growth and a better distribution Other of welfare and help the spread of cohesion 9.9% Sport and solidarity. 14.9%

Art, music, literature and publishing are Institutions constitutive of the identity of a community, and trade 17.6% associations reflecting its own culture and traditions. Social For this reason, Carige promotes every 16.3% year cultural events in different fields that stimulate the involvement of a broad and “Within a general context of persisting 6.5% Local community varied audience. economic difficulties, Carige continued to Culture 21.2% 4.9% Non-profit The Group encourages healthy lifestyles and support the territory, promoting initiatives 2.6% 6.0% and projects consistently with the needs and organisations fairness in competitions through initiatives Conferences Religious peculiarities of local communities.” facilitating the widest possible access to institutions sports activities, in the belief that this may also contribute to the social, economic Antonello Amato and environmental development of the Head of Communications of Banca Carige community. (EC8)

63 Promotion of the territory • Teatro delle Muse in Ancona Rapallo Carige literary prize, the only The Group is committed to promoting the prize in Italy entirely dedicated to women The project “La tastiera Italiana”, promoted authors, organised in collaboration with territory and the main events attracting th visitors and tourists in the city of Genoa, in collaboration with Sony music under the the Municipality of Rapallo, marked its 30 also thanks to the partnership with the Fiera supervision of Maestro Andrea Bacchetti edition in 2014. Considered today as one di Genova. The traditional collaboration and music historian Mario Marcarini, aims of Italy’s most prestigious literary awards, it between Carige and the Fiera di Genova at rediscovering ancient unpublished boasts the participation of famous writers culminates in the main sponsorship of manuscripts by Italian composers, which are and leading publishing houses every year. the Salone Nautico di Genova (Genoa CD recorded after restoration and accurate Emmanuelle de Villepin with her book “La Boat Show), one of the most important selection, to promote circulation throughout vita che scorre” (Longanesi) was awarded exhibitions in a key sector for national and, the country. the 2014 Prize. specifically, Ligurian economy. In April 2014, the Genoese internationally Carige also sponsored the “SARZANA JAZZ famous pianist Andrea Bacchetti was & BLUES Winter Weekend I Edition”, the awarded in Warsaw the International new event organised by the Municipality Classical Music Award for the best baroque of Sarzana in the historic city centre, fully music CD in the international recording scene convinced that culture is a driving force for a (“The Scarlatti Restored Manuscript”), which “quality tourism” and, together, they can be is included in the editorial line “La tastiera a major opportunity for economic recovery italiana”. In view of the 2015 Milan Universal and social growth. Exposition (Expo 2015), in November Carige also promoted and organised The Cassa di Risparmio di Savona several concerts at the Brera Gallery in participated as the main sponsor in Expo Milan, inspired by the mentioned project Savona 2014, the greatest territorial and conducted by Andrea Bacchetti. marketing showcase of the province, boasting over 130,000 visitors every year. In support of musical culture, Banca del Monte di Lucca, for several years now, Cultural initiatives has been sustaining the Puccini Festival In 2014 the Group continued to support the in Torre del Lago; furthermore, the bank theatrical seasons of important theatres: promoted the Christmas concert tribute to • Teatro Stabile in Genoa the English band “Queen”, which was held • Teatro della Tosse in Genoa at the Teatro Comunale del Giglio in Lucca • Teatro Cavour in Imperia (Giglio’s Municipal Theatre).

64 The 2014 special edition book, for the first In the first workshop “Pop up and In October, Carige took part in the 13th time in multimedia format, was dedicated to Architecture”, held by the designer Maurizio edition of “Invito a Palazzo” - an annual “Genova e la canzone d’autore” (Genoa Loi, the students realised three-dimensional event promoted by the Italian Banking and art songs). Edited by Enrico De paper models becoming familiar with the Association (ABI) - opening to the public Angelis, the book traces the history of the basic architectural concepts and creating the historic headquarters of the banks of Genoese school of singers and songwriters, their own imaginary museum, foldable the Group (Head Office and branch no. 8 in intertwining the stories from three and portable. In the second workshop “Le Genoa, the seventeenth century pawnbroker generations of artists who have significantly musée imaginaire”, held by the painter palace “Palazzo del Monte di Pietà” in contributed to the success of this music Anna Letizia, children approached the Palermo, the headquarters of Banca del genre. Ligurian paintings and the various examples Monte di Lucca and Banca Cesare Ponti - both on canvas and fresco - of illusionistic in Milan) with the aim of giving visitors the Cassa di Risparmio di Carrara offered its architecture in the palaces of Genoa. opportunity to admire the pieces of art in support to the Fondazione Città del Libro the Banks’ art collections. Specialised tour in Pontremoli which annually organises the Dialogue in intergenerational relations was guides accompanied art lovers to explore Bancarella Award. the main theme of a project promoted by precious paintings, ceramics and antique the Group, which was reflected in the course furniture. “L’arte di essere nonni” (The About a hundred children from primary dedicated to art of being grandparents) “Con.Vivere” schools in Genoa participated in workshops , in collaboration Worthy of note is the event, during the Festival della Cultura Creativa with Milano Loves You association and the organised by Cassa di Risparmio di Carrara, (Festival of Creative Culture) which was patronage of the Municipality of Milan: the now in its ninth edition. In September, over held in May at the headquarters and initiative was focused on the important role 70 events with free admission entertained dedicated to the “Imaginary Museum”. of grandparents in relation to the family the audience on the theme “Africa: the heart dynamics, appraising their contribution of our Planet”; this event aims at drawing a Promoted at national level by the Italian to harmonise expectations, requirements, vivid and genuine picture of Africa, going Banking Association (ABI), the first edition views and sensibility of different generations. beyond stereotypes. of the Festival had the aim of making young students acquainted with the concept of a museum, combining imagination and During 2014, the headquarters of Cassa Publishing initiatives creativity with the preservation of the di Risparmio di Savona hosted “Vetrine The commitment to the publishing industry memory of a community. d’artista”, an exhibition of works by the is ensured by editing “La Casana”, the four- Young guests took part in two workshops most important 20th century painters and monthly culture and information magazine (paper-making and painting) organised emerging artists from Savona and realised with the goal of championing culture and “Renzo Aiolfi” in collaboration with the International in collaboration with the the artistic heritage of the areas where the association. Children’s Library “Edmondo De Amicis”. Group operates.

65 Banca del Monte di Lucca, together with Reyer Venezia, the main team of Venice basketball, water polo, tennis, fencing, its Foundation, published the book “Lucca competing in the A1 division, which allowed bowls, running, etc.) through smaller grants Ricchezze e Bellezza” (Lucca, wealth the club to maintain a high-quality level in in absolute terms but of great impact on and beauty) edited by Giovanni Padroni, the youth sector. the balance sheets of the sponsored club photographer and journalist from Lucca, and in terms of participants to the events with the aim to enhance the beautiful Concerning tennis, Carige was the gold promoted by the various sports. landscape and architecture of the city. sponsor of the AON Open Challenger tennis tournament, held in September and Carige participated in the 15th edition of Sporting sponsorships open to the public, which made for some “Stelle nello sport” (Sports Stars), an During the year, Carige continued to days the city of Genoa at the centre of event which brings together the supporters sponsor Genoa C.F.C. and U.C. Sampdoria, tennis lovers’ interest. In 2014, the Genoa of different sports under the same passion the historical football clubs playing in the A Challenger – men’s tournament that is part for charity initiatives. “Stelle nello sport” league of the Italian football championship, of the ATP series with a prize-pool of USD promotes the most genuine values of as well as A.S. Livorno Calcio, in the 100,000 – won the world’s best challenger any sporting activity, the attention to the B league. Sponsoring these important together with the Braunschweig challenger territory and the new generations and sports clubs is reflective of the proximity (Germany). solidarity through practical gestures. Based and strategic attention to the area of its Carige continued its collaboration with on the successful idea to ask Ligurian traditional footprint, where the Bank holds Park Tennis, a Genoese tennis club which people to vote for their favourite athlete, significant market shares and undisputed successfully competes in the Italian A1 in cooperation with regional media, this brand recognition. league and boasts the registration of initiative has become an important driving To the same extent, the Group sponsored international high-ranking athletes. force that involves, particularly young other sporting organisations and minor people, in a wide-ranging educational initiatives in many sports. project, focused on fairness, commitment, Of major relevance is Cassa di Risparmio respect and a healthy life. di Savona’s sponsorship of two of the most In 2014, through the subsidiary Creditis, the popular sports entities in the province: The Group’s support to this initiative stems Group started the cooperation with Virtus Carisa Rari Nantes Savona, which has long from its significant contribution to the vitality Entella football association, a football team been top ranking in water polo at national of the community, where new generations in the town of Chiavari playing in the B level, recently winning the prestigious should play a crucial role. league and managing an important youth European Len Cup, and the Savona FBC sector. football club. By sponsoring the Giro d’Italia di HandBike (Tour of Italy by HandBike), Carige took As regards basketball championship, it The Group also supported other local part in an important national and solidarity- should be mentioned the sponsorship to sporting organisations (in volleyball, related event. The initiative aims at setting

66 up for this sport a series of races, at national sharing several initiatives carried out Economic and financial education level, reserved for the disabled, promoting by these associations on a regional and In collaboration with the University of a project to let athletes with serious physical national level and helping people who had Genoa, Banca Carige published two disabilities compete for the “pink jersey”. suffered damage from the floods in Liguria specialist journals: All operators and collaborators working and other Italian regions; in particular, • “Economia e diritto del terziario” (Law within the organisation are volunteers who Banca Carige allocated special plafonds and Economics in the Services Industry): donate their time and professionalism to (see chapter on customers) and launched a a four-monthly magazine aimed at this important and unique event in Europe. fundraising campaign, participating as the understanding the various business, Other objectives of the Tour of Italy by first contributor. economic, legal and institutional issues HandBike that Carige decided to support Furthermore, at the end of the year Carige related to the service sector. It can rely include: decided to donate EUR 100,000 to charity, on interdisciplinary contributions in the • organising social cohesion opportunities namely the amount traditionally allocated Italian and foreign university community aimed at teaching the basis of cycling for the special edition book presentation and it is addressed to academics, experts, with the assistance of athletes and and other Christmas gifts. The amount was businessmen and managers on a need- technical staff who can make the learning used to address, partly through actions to-know basis. experience an occasion for tackling and taken by the Diocesan Caritas of Genoa, the overcoming problems associated with emergency situation arising from the flooding • “Prospettive dell’Economia” (Economic disability; events that hit the region in autumn and to Outlook): a quarterly economic and • improving the quality of life of disabled support various not-for-profit organisations scientific magazine, representing a citizens, pursuing the full integration in and socially useful associations. relevant reference for those interested the social fabric; in the evolution of the global and local • increasing the visibility of the initiative The Ricariderby contest (the virtual economy, with specific in-depth studies and its purposes within institutions, football match for solidarity), promoted on the Liguria region. media, public opinion and, obviously, in collaboration with Genoa and disabled sportsmen. Sampdoria football clubs, was concluded As is customary, Carige once again renewed Annual Forum on the The pink jersey printed with the Banca at the beginning of the year; launched in its sponsorship of the Final Considerations by the Governor of Carige Italia logo is an actual signature of a September 2013, the initiative involved the Bank of Italy flagship initiative. the supporters of the two football teams in : since its first edition in Genoa who, underwriting the customised 1995, this forum has now become a regular prepaid cards featuring the colours of event for those involved in the industry and Solidarity for academic and financial experts. The promotion of social activities was their teams, riCariGenoa and riCariSamp, reflected in support for many voluntary participated in this particular city derby in associations engaged in solidarity projects, favour of the Gigi Ghirotti Association. (FS16)

67 Special mention should be made of businesses located in the territory, also came to an end. This initiative was carried support to and active participation in the following the new rules introduced by Basel out in collaboration with the Postal Police 8th edition of Premio Internazionale Santa III, which impose very precise parameters to run a training programme with the aim Margherita Ligure per l’Economia 2014 and introduce a new concept of “running a of ensuring an adequate awareness and a “Gozzo d’Argento”, an international bank”. responsible use of new technologies in the economic information award. This annual new generations. public event hosts high-level meetings Cooperation with schools Since its launch, the project has involved between economists, economic journalists about 200 “Carige volunteers”, specifically and representatives from the industry. The Carige collaborated as tutor on the educational programme “Impronta trained by a representative of the Postal aim is to promote the economic information Police, who held lessons in their children’s to help readers better understand the issues economica Teens” (The economic footprint for Teens) for high schools, in collaboration classes, and around 2,000 students from affecting everyone’s life in a fast-moving different Italian regions. global world where each area, with its with “La Fondazione per l’educazione development, has a great influence on the finanziaria e il risparmio” (Financial economy of the rest of the world. Education and Savings Foundation). The Relations with mass media initiative aims at introducing students to Within the Communications department, economic and financial issues through their the External Relations office constantly In June, the main auditorium at the Head gradual approach to the social, professional encourages the dialogue with local Office in Genoa hosted the conference on and economic reality around them. This communities and media in order to confirm “Access to credit and development of the programme covers topical subjects such a corporate image consistent with the the economy, a dialogue between Bank as the relationship with money and its mission of the Banca Carige Group. and Enterprise”, in the presence of the management, the payment instruments and Deputy Minister for Economics and Finance interaction with banks, entrepreneurship, The close connection with the territory Enrico Morando. Among the panelists, management of the individual and family translates into the organisation of events, besides the Chairman of Banca Carige economic future via savings and pension meetings and debates aimed at developing Cesare Castelbarco Albani who opened policies. In 2014 the initiative involved relationships with the Group’s counterparts, the working session, there were Giuseppe seven colleagues and about 1,300 students in particular media and local representatives, Zampini, Chairman of Confindustria Genova from the schools of all Ligurian provinces such as trade associations and institutions. (Confederation of Italian Industry), the and other areas where the Group operates. Particular focus is given to the educational former General Manager of Banca Carige field with initiatives for the dissemination of Italia Gabriele Delmonte and Paolo Parini, financial information dedicated to schools Professor of Economics at the University of Volontari per la sicurezza in rete (Volunteers and adults. Genoa. This event provided an opportunity for Web Safety) The media relation activity aims at diffusing to delve into the role of the bank in In 2014, the third edition of the project support of growth and economy alongside the values and the initiatives of the Group,

68 mainly in support of the strengthening www.gruppocarige.it, in the section Press & Cooperation with trade and restructuring strategies of the Group Media Relations. launched in October 2013, but also in the associations cultural and social field. This commitment, particularly in the disclosure of financial Banca Carige is an active member of the communication, is based on the transparency following trade associations and consortia: • principles that guide the modus operandi Associazione Bancaria Italiana (ABI) – the of the Banca Carige Group and leads Italian Banking Association; • to an ongoing dialogue with local and Associazione delle Casse di Risparmio national press, news agencies and specialist Italiane (ACRI) – the Italian Savings Banks periodicals. Association; • Associazione fra le Società Italiane per Despite the negative impact due to the azioni (ASSoNIMe) – Association of the reputational damage caused by the legal Italian Joint Stock Companies; affairs involving the Bank, the studies • Associazione Italiana per il Factoring of Carige’s image conducted on media (ASSIFACT) – the Italian Factoring exposure in 2014 showed a pick-up for Association; all indicators, confirming the adequate • Associazione Italiana per il leasing public awareness of the profound path of (ASSILEA) – the Italian Leasing Association; renewal upon which the Group embarked • Associazione Industriali (Confindustria) – throughout the year. the Italian Industry Association; • Associazione Italiana degli Istituti di With a view to broadening the Bank’s credito su Pegno – the Italian Association audience, in 2014 the institutional of Collateral Loan Institutions; communication approached the social • Conciliatore Bancario Finanziario – network opening a Twitter account under Banking and Financial Ombudsman; the name Carige news. This account has the • Consorzio Bancomat – Bancomat aim of increasing the visibility of corporate (ATM) Consortium (formerly CoGeBAN news, press releases and events promoted Association); by the Group, both directly and as a sponsor. • Fondo Interbancario per la tutela dei Depositi (FItD) – Interbank Deposit For real-time information on the activities of Protection Fund; the Bank, it is therefore possible to become • Fondo Nazionale di Garanzia – National a follower of @Carige_news, via direct Guarantee Fund. access on Twitter or the corporate website (4.13 - SO5)

69 More specifically, Carige participates Relations with the Public disbursements were allocated to Liguria- in working groups (including the one based public entities. on “Sustainability” and “Financial and Administration social inclusion and relationship banks- The Banks of the Group providing treasury immigrants”), seminars and conferences Treasury and cash management services are and cash services obtained the UNI EN organised by the Italian Banking Association one of the Carige Group’s strengths, under ISO9001:2008 quality certification for (ABI); furthermore, it is a member of ABILAB which a high degree of professionalism and “Planning and provisioning of treasury and Consortium (the Banking Research & specialisation has been reached. cash management services”, in line with Innovation Centre) and CBI (Customer to the values which inspire the Group and Business Interaction Consortium). At the end of 2014, about 750 treasury and its mission and the principles which have cash services were provided by the banks of been part of its strategy, aiming to be a Carige is also a member of the Italian Private the Group to schools and universities, local benchmark for the territory and the Public Banking Association - Associazione Italiana entities, healthcare and social assistance Administration. Private Banking (AIPB), the Italian Corporate bodies, chambers of commerce. & Association - The Group cooperated, within ABI, with Associazione Italiana Corporate & Investment These services enable to consolidate the the Ministry of Education, University Banking (AICIB) and the Association for Bank’s footprint in the traditional areas and and Research for the introduction of the the Planning and Management Control in the new markets. “Ordinativo Informatico Locale (OIL)”, a in Banks, Financial Institutions and The arrangements concluded with local payment management system for schools Insurance Companies - Associazione per la entities make provision for contributions in and all other entities, in line with the most Pianificazione e il Controllo di Gestione in their favour in support of their institutional recent regulations for the statutory project Banca, nelle Istituzioni Finanziarie e nelle aims, to allow investments for the benefit of relating to e-government. Assicurazioni (APB). the territory and the community, within the respective areas of competence (healthcare, Lastly, the Bank is a member of Impresa education, local administration). Sociale - Strategie d’impresa per il bene comune S.r.l. (Social Enterprise – Corporate In 2014, EUR 3.2 mln worth of disbursements strategies for the common good), a were recorded in favour of the entities to company whose corporate purpose is to which the Group provides treasury and contribute to forming an entrepreneurial cash services, where 56% earmarked for and managerial awareness in order to gear supporting institutional activity of local business strategies towards the common bodies, 26.4% for healthcare entities, 14.5% good. for public education and the remaining 3% for other bodies. About 78.4% of total

70 Policies and core values approximately 55,000 investors. Shareholders In the relationship with its shareholders, the Investors owing more than 2% of the Banca Carige Group aims at generating share capital, updated according to the • Policies and core values “sustainable value”, which means pursuing Shareholders’ Register and the last notices • Composition of the share capital long-term objectives that meet criteria received as at 4th May 2015 are listed below: • Net profit (loss) for the period of stability and profitability in line with its • Capital strengthening traditional mission of supporting the socio- economic development of the areas where • Investor relations activity the Group operates. • Rating • Dialogue with shareholders Composition of the share capital

As at 31st December 2014 the Parent Main shareholders Company’s share capital, subscribed and fully paid in, amounted to EUR 2,576,863,267.70 and consisted of 10,167,553,157 ordinary shares and 2,554,218 convertible savings shares.

At the end of 2014, the shareholding structure of the Group was composed of: • Fondazione Carige, whose institutional activity is focused on supporting initiatives ”The ongoing change has a positive and in art, culture, scientific research, health, important boost in the sense of pride and welfare and social security; devotion to the Company, which I immediately • BPCE IOM SA, a subsidiary of the Group recognised in my colleagues since I joined Banque Populaire et Caisse d’Epargne, Carige.” one of the major French banking groups; • UBS Group AG, Swiss financial group, Francesco Scannicchio which provides services to individuals, business and institutional customers; th General Counsel of Banca Carige Data as at 4 May 2015 • a broad-based shareholding, with (2.6)

71 SHAREHOLDERS Shareholders with ownership percentage higher than 2% of the share capital Net profit (loss) for the Direct Shareholder Stake % period Declarant or party at the top of the o.w. without investment chain Company Name Type of possession Stake % voting rights The 2014 financial year closed with a Stake % negative result of EUR 543.6 mln, versus a FONDAZIONE CASSA DI RISPARMIO Ownership 12.500 0.000 loss of EUR 1,761.7 mln in the 2013 financial FONDAZIONE CASSA DI RISPARMIO DI GENOVA E IMPERIA Total 12.500 0.000 year. The result is affected by non-recurring DI GENOVA E IMPERIA items for EUR 290.1 mln and the full Total 12.500 0.000 recognition of the AQR exercise (amounting BPCE INTERNATIONAL ET OUTRE-MER Ownership 9.980 0.000 to approximately EUR 290 mln). BPCE SA SA Total 9.980 0.000 The most significant items impacting the Total 9.980 0.000 results of 2014 financial year include a EUR 218.7 mln worth of capital loss from Borrower 2.663 0.000 valuation under IFRS 5 of the insurance

Lender 1.750 1.750 companies held for sale; EUR 43.1 mln UBS AG worth of personnel costs mainly attributable Ownership 0.239 0.000 to the incentive-based early retirements Total 4.653 1.750 and remuneration structure review following

UBS GROUP AG Non-discretionary asset the new union agreement; EUR 9.8 mln 0.004 0.000 UBS GLOBAL ASSET MANAGEMENT management in additional tax impact; EUR 11.6 mln (UK) LIMITED Total 0.004 0.000 in goodwill impairment for the Cassa di Non-discretionary asset Risparmio di Carrara; EUR 1.5 mln in costs 0.001 0.000 UBS GLOBAL ASSET MANAGEMENT management associated with the planned closure of (AUSTRALIA) LIMITED Total 0.001 0.000 part of the branches identified in the 2014- 2018 Plan. The trend observed was mainly Total 4.658 1.750 affected by the adjustments in estimate Ownership 2.051 0.000 COMPANIA FINANCIERA LONESTAR methods and processes, as well as in the THE SUMMER TRUST (*) Total 2.051 0.000 application of parameters for the valuation Total 2.051 0.000 of credits also in light of the observation OTHER Total 70.811 - expressed by the ECB after the AQR. The negative result includes EUR 85.1 mln worth (*)Additional information pursuant to Consob Communication no. 0066209 of 2.8.2013 Type of trust: irrevocable and discretionary of revenues from divestment of part of AFS Law: legislation of the Commonwealth of the Bahamas securities portfolio in line with the objective Trustee: Delanson Services PTC Limited Powers of the trustee: full powers in asset management and full voting discretion of mitigating the financial risk profile. Beneficiaries: category of people identified among the members of the settlor’s family: the settlor, his wife, his children and his heirs Settlor: Gabriele Volpi For further information please refer to the Overlaps, if any: the Special Director of the Trustee company, Francesco Cuzzocrea, is also a director at Ansbury Investments Inc. and Compania Financiera Lonestar SA, which are part of the investment chain for Banca Carige Data as at 4th May 2015 72 2014 Annual Report available in the Investor As a consequence, the Extraordinary outstanding. Relations section of the corporate website Shareholders’ Meeting of 23rd April 2015 The aforementioned Meeting also resolved www.gruppocarige.it. - upon proposal of the Board of Directors upon a capital increase against consideration of 19th March 2015 and in order to meet its for a maximum amount of EUR 15.8 Capital strenghtening prudential requirements at consolidated mln, exempt from pre-emptive rights of level by July 2015 as requested by the existing shareholders, to be effected via a ECB - resolved a capital increase against contribution in kind of the non-controlling On 19th March 2014 the Board of Directors consideration via a right issue for a maximum interests respectively held by “Fondazione confirmed the guidelines of the capital amount of EUR 850 mln. de Mari Cassa di Risparmio di Savona” and strengthening plan approved on 25th “Fondazione Cassa di Risparmio di Carrara” February for a maximum amount of EUR The capital increase will be backed by a in the subsidiary banks, Cassa di Risparmio 800 mln. In the following months and in syndicate of leading financial institutions led di Savona S.p.A. and Cassa di Risparmio execution of the power which had been by – Banca di Credito Finanziario di Carrara S.p.A.. Under this transaction, granted by the Extraordinary Shareholders’ S.p.A., acting as Global Coordinator and shares will be issued at a unit price of EUR Meeting of 29th April 2013, the Board of Joint Bookrunner, BofA Merrill Lynch, 0.0699, corresponding to the mean of the Directors resolved the capital increase which Securities (Europe) Limited, official prices listed for Banca Carige stock was successfully concluded on 11th July, with A.G. London Branch, J.P. in the period from 18th February to 18th the subscription of 99.9% of the offer for a Morgan Securities plc and Bank March 2015. total amount of EUR 799.3 mln. AG acting as Co-Global Coordinators and Joint Bookrunners, SA, th Investor relations activity On 26 October 2014, Banca Carige’s Aktiengesellschaft–London Board of Directors took note of the results Branch and Nomura International plc., as Since its listing on the Stock Exchange, of the Comprehensive Assessment (CA) Joint Bookrunners, whereas Banca Akros which were communicated by the European the Bank has always been committed to S.p.A., Banca Aletti S.p.A., Equita SIM, providing investors and markets with clear Central Bank on 23rd October 2014, upon Intermonte SIM S.p.A. and Keefe, Bruyette conclusion of an in-depth review conducted information to enable a careful evaluation of & Woods Limited as Co-Lead Managers. the strategies and the results achieved. in collaboration with the European Banking As regards the aforementioned capital Authority (EBA) and the Bank of Italy. On the transaction and in consideration of The Bank established an internal structure same day, Banca Carige’s Board of Directors the ensuing dilutive effects, the same devoted to the Investor Relations activity - after the CA exercise results - approved Extraordinary Shareholders’ Meeting the Capital Plan, subject to ECB approval, with the aim of handling all contacts with resolved upon the reverse split of ordinary institutional investors, rating agencies and able to ensure coverage of the shortfall via a and savings shares outstanding at a ratio capital increase and asset disposals. financial analysts. of 1 new ordinary or savings share issued In 2014, the new Investor Relations for every 100 ordinary or savings shares department was set up to further

73 strengthen activities for the development of Rating on negative creditwatch, repeating it on relationships with the financial community, 18th December - also in light of the rating which increased considerably its size and downgrade of Italian sovereign debt of heterogeneity during the capital increase From 1997 Banca Carige has requested and 5th December 2014 (‘BBB-’ from ‘BBB’) - carried out in the first half of 2014. obtained ratings from the main specialised and, lastly, on 27th March 2015; international rating agencies, Moody’s, • In February, March, July and October The Department conducted an intense Standard & Poor’s and Fitch (previously 2014, Fitch Ratings confirmed the long communication and contact activity towards IBCA). In the last three years, due to the and short-term ratings maintaining its new and historical stakeholders in the worsening of the economic and financial the negative outlook. In July, after the light of facilitating the comprehension of the situation and the downgrading of Italy’s completion of the EUR 800 mln worth profound turnaround of this financial year. creditworthiness, the ratings were revised of capital increase, the rating agency In this regard, the most significant moments progressively downward, likewise the removed the negative creditwatch placed concerned the capital strengthening and majority of Italian intermediaries. in 2013 on viability rating ‘B-’. the ECB Comprehensive Assessment During 2014 and in the first months of 2015 Long and short-term ratings assigned to the results. Secondary activities included the ratings assigned to Banca Carige changed Parent Company - at the date of approval of shareholder identification, the full review of as follows: this document - are respectively ‘Caa1’ and the IR section on the corporate website and • On 8th April 2014, Moody’s reduced by ‘Not prime’ (Moody’s), ‘B-’ and ‘C’ (Standard a new IR section in the Group intranet. one notch the long-term rating to ‘Caa1’ & Poor’s), ‘BB’ and ‘B’ (Fitch). from ‘B3’ and confirmed this opinion on 30th October 2014, but placing it “on

In-depth information is available from the Investor review for downgrade” after the launch of Dialogue with shareholders Relations section on the website www.gruppocarige.it where users can view: a new capital increase rendered necessary th • Financial reports by the CA outcome. Lastly, on 28 April Over the time, the Bank has undertaken • Ratings 2015, Moody’s changed its outlook as the most appropriate actions to reduce • Information on securitisations ‘positive’ following the approval of the formalities and requirements that may • Presentations to investors and analysts EUR 850 mln worth of capital increase by hinder the shareholders’ attendance at the rd • Carige’s share price trend the Shareholders’ Meeting of 23 April; Meeting and the exercise of their voting • Services dedicated to shareholders • In April and June 2014 Standard & Poor’s rights, finally through the transposition of • Information on corporate transactions and bond issues confirmed the ratings assigned, remaining legislation on the rights of shareholders in on creditwatch with negative implications listed companies. as in 2013 and removing it on 15th July 2014. On 30th October, downstream of the Comprehensive Assessment results, the rating agency placed again the Bank

74 The relationship with shareholders is facilitated have the possibility to notify, via their In order to facilitate the understanding of by the opportunity to directly contact the Bank representative, the proxies granted technical issues, such as the Bank’s economic via the Group and Corporate Affairs office and a (also in electronic format) to attend the and financial performance, a “Letter to dedicated Meeting. Shareholders” is issued once a year and toll-free phone number 800 - 335577 published in the Governance section – e-mail: [email protected] Procedures regarding the appointment of Shareholders’ Meetings. Moreover, under the governing bodies, on the basis of lists the same section - Company Documents, In particular, the corporate website for the election of the Board of Directors the Annual Report on Corporate and its specific “Governance” section and the Board of Statutory Auditors, shall Governance and Ownership Structure is have become the preferred channel for ensure appropriate representation of the also published, made available to the public transparent disclosure to the public, which whole shareholding structure. together with the documentation for the the Bank uses to provide prompt and easy Shareholders’ Meeting called to approve access to all information and documents Furthermore, the Bank appoints, for the financial statements, as provided for required for an overall description of the each Meeting, a person (Designated in the Consolidated Law on Finance and Bank’s governance system, along with the Representative) to whom shareholders, the Corporate Governance Code for listed procedures for participating and voting without incurring any charge, may confer a companies. in Shareholders’ meetings and the related proxy with voting instructions on all or some agendas. This section includes: issues on the agenda. • the documents submitted to the Meeting; The Full-Year Report is the major document • the forms which Shareholders are entitled in the relationships between the bank and to use for proxy voting; the shareholder, along with the additional • information on the share capital, including periodic financial disclosures that Carige – CARIGE ClubAzionisti the breakdown of the number and the being a listed company – publishes under categories of shares. Art. 154-ter of the Consolidated Law on The Club membership is restricted to individual Finance. customers holding at least 20,000 Banca Carige’s In addition, via specific applications available shares. Through this initiative, the Bank offers to in this section of the website: These documents are available, in English its shareholders more favourable conditions on current accounts, personal loans, mortgages and • shareholders can ask questions about as well, on the Group’s website (www. gruppocarige.it, Investor Relations section - loans, securities custody services, safe deposit the items on the agenda even prior to Financial Statements). boxes, insurance policies issued by the Group. the Meeting and these questions will be Carige Shareholders Club also offers extra answered at the latest during the meeting non-banking benefits such as information and itself; assistance services. • those entitled to exercise voting rights

(4.4)

75 Management and portfolio management, counting of valuables. Suppliers qualification of suppliers In addition, the Group has relationships • Key figures Handling the relations with suppliers is with leading national and international • Responsible selection of suppliers primarily assigned to the Parent Company’s advisory companies for organisational Purchasing department, an organisational • Management and qualification of and commercial consultations, in order to unit responsible for a substantial part of the improve its internal and external efficiency, suppliers Group’s purchases. This unit is composed with recourse to the best available technical • Classification of suppliers and their of buyers with different skills depending and professional expertise. geographical breakdown on the type of purchase. The suppliers are identified considering the price-quality ratio, professional requirements, fairness Key figures and safety. For every supply, usually three potential providers are evaluated, on the basis of price and their technical expertise. Approximately 5,500 suppliers, of which 32.8% based in Liguria The Parent Company’s Purchasing About EUR 180 mln of total purchases department, when stipulating supply agreements, requires from all of its suppliers the full respect of the labour regulations Responsible selection of in force, with particular attention to child suppliers labour, the protection of health, safety and hygiene at work, the respect of the Business relations between Carige and consolidated law on immigration and the its suppliers are inspired by respect, trust, condition of foreigners (Legislative Decree fairness and integrity, in line with the aim of 286/1998), as well as assistance, insurance pursuing its mission also via a purchasing and accident prevention duties set forth policy centred on the quality of goods and in the current legislation (particularly the services. Therefore the procurement policy Consolidated Law 81/2008). is based on a constant attention to both quality-price ratio and service level. In line with the pursuit of more streamlined organisational solutions, the Group is outsourcing some activities such as processing of cheques, printing services, (EC6)

76 Classification of suppliers Despite the fact that a large part of business Suppliers and purchases by amount and employees are located in Liguria and the and their geographical Group’s headquarters are historically based No. of suppliers Volume of business in Genoa, the pursuit of efficiency and best- breakdown 94.7% suited solutions has driven the purchase In 2014 the number of suppliers was around policy towards the development of supply 5,500 for a purchase expenditure totalling relations on a national basis, namely in the 9 EUR 180 mln . areas where the branches are located. 55.6%

17.0% 15.9% Procurement by type of goods and services Geographical breakdown of suppliers and 11.5%

purchases 3.6% 0.8% 0.9% Advertising and No. of suppliers Up to EUR From EUR From EUR Over EUR promotional Volume of business 100,000 100,001 to 3.0% 2.3% Other expenses 500,001 to 1,000,000 80.6% 500,000 1,000,000

Legal and 24.7% 69.3% professional 27.5% IT services

19.5% 15.3% 10.0% Operational 23.1% overheads 19.4% Property 2.4% 1.2% 1.8% and third party and facility management North Centre South and Abroad services islands

9 Data refers to direct expenses included in item 180 b) “Other administrative expenses” of the Consolidated Income Statement, which excludes data relating to Banca Cesare Ponti and Creditis; concerning geographical breakdown of suppliers and their breakdown by amount, reference is made to annual investments on the same categories which include data relating to Banca Cesare Ponti and Creditis.

77 This objective is pursued by identifying the main impacts of the business activities on the Environment environment, which are monitored and subject to mitigation procedures. The aforementioned process is constantly implemented from the perspective of monitoring • Key figures tools and reporting. • Policies and core values • Use of resources • Awareness-raising initiatives

Key figures • Use of resources (paper, electricity, fuels and raw materials, water) • Emissions into the atmosphere -13% paper consumption for “operational” • Water discharges purposes • Waste production Approximately 80% of electric power demand is from renewable sources, equivalent to -11,933 tons in CO2 emissions • Reduction in paper consumption (paperless bank) • Energy efficiency Policies and core values • Recycling • Awareness-raising activity among employees to reduce consumption Although the typical banking activities do not produce any direct environmental impact, the Banca Carige Group has developed a careful policy of cost containment, energy efficiency improvement and a responsible waste management. This attention is reflective of a corporate culture aimed at encouraging “virtuous behaviours”, with a view to constantly strengthening relationships with the stakeholders.

78 Use of resources Paper consumption for “operational” • modernisation of data centre equipment, purposes, including computer generated which envisages an energy consumption Paper consumption and office equipment printouts, mandatory communications to reduction, against an increase in storage (toner) customers, forms and internal reports, capacity and technological equipment performance. For some years now, the Banca Carige Group decreased by approximately 13% between has been promoting a project to rationalise 2013 and 2014. More specifically, the Carige Group has and dematerialise paper documents, with a A management more oriented to the launched a campaign for the replacement view to reducing costs and environmental digitisation of paper documents also of that equipment containing HCFC. In view impacts. translated into a decrease in toner usage of of reducing consumptions, the Group also A project aiming at reducing computer about 22% in terms of quantity and 27% in fosters the replacement of low-performance generated printouts at central level became toner cartridges. equipment with energy-efficient solutions which, thanks to favourable weather fully operational in 2013, which resulted in a Energy consumption significant decrease in printed pages. Starting conditions, delivered important energy from January 2014, accounting books and In order to monitor and reduce energy savings and, therefore, economic savings in tax documents of the six Banks of the Group consumption, the Bank has appointed 2014. “Energy Manager” are kept no more in paper but in electronic an in charge of A lighting reduction plan for the non-working version: this has led to a significant paper- implementing any measure aimed at reducing areas of the headquarters continued in saving (about 100 thousand pages every electric power and fuel consumptions, such 2014. This enables to reduce costs, whilst year), as well as space-saving, less work load as the constant monitoring of electrical maintaining a sufficient level of brightness and expenses in terms of stamp duties. appliances and heating installations, and in case of new operating units or renovation to ensure maximum safety for users of A further stimulus to reduce paper (restructuring and modernisation), driving common areas. consumption originated from the widespread project choices for optimal use of energy. With reference to the share of renewable use of graphometric signature: since the In this regard, the areas of intervention could energy, the Group has primarily implemented launch of the project (mid-2013), 155,219 be classified as: two solutions: the purchase of eco- contracts have been signed, of which • electrical and lighting system (the use sustainable energy (energy produced by 134,348 in 2014. of low consumption bulbs, presence detectors and twilight switches); water-power, wind-power and photovoltaic The reduction of environmental impact also • engineering and mechanical system plants) and the use of high-efficiency heat derives from an increasing attention towards (high- efficiency heating system, heat pumps, air-to-water or air-to-air (a portion specific purchases: for instance, 100% of all pumps, condensing boilers, etc.); of the heat produced is to be considered paper used internally (425 tons) is certified • architectural and structural system as supplied from renewable sources, as by Forest Stewardship Council (FSC). (insulation, doors and windows, etc.). specified in Annex 1 of the Legislative Decree 28/2011). In 2014, the overall electric power (EN1)

79 consumption showed a downturn of 7.8% as At the same time, actual CO2 equivalent CO2 direct emissions (tons)

compared to 2013. Energy from renewable emissions (energy from non-renewable 2013 sources accounted for 79.7% of the total: it sources) decreased by 5.0%. 2014 is therefore possible to estimate 11,932.5 tons in CO2 emissions saved in 2014. Heat energy consumption is mostly deriving from natural gas for heating; however, full traceability of the origin of energy is quite difficult, since the branches are mainly located in buildings, whose condo councils decide autonomously their supply policies.

CO2 indirect emissions (tons) As a consequence, the analysis of energy (real and avoided) used for heating (gas and gas oil) concerned a specific area of the Group branches, i.e. those buildings located in the city of Genoa, where about 30% of the employees work: in such context, natural gas consumption For some years now, Carige has been reduced by approximately 27% and gas supporting a careful staff-mobility policy, oil consumption by 28%, also owing to encouraging “virtuous behaviours”, which favourable weather conditions, as specified were specifically applied in the following before. fields: • remote training, 133,074 hours delivered Fuel consumption relating to the company CO2 eq. avoided in 2014 (97,783 in 2013) thanks to car fleet (137 cars - down 13 with respect • remote operational meeting (live renewable energy to the previous year - 39 privately-owned meeting) and 98 on long-term rental) amounted to Real CO2 eq. emissions 164,085 diesel litres (-15% as compared In this regard, also the relations with to 2013); smaller shares concerned petrol external contractors, collaborators, advisors, (8,158 litres, fallen by more than 20%) and suppliers and associations are managed LPG (2,339 litres, +36%) consumptions. with a particular focus on optimizing timing Overall direct emissions in CO2-equivalent and travel, organising video and conference totalled about 888.4 tons (down by 21.6%). call in specifically equipped meeting rooms. The Company is currently committed to further developing the web-conference (EN3, EN4, EN16)

80 system from the workplace, among internal • fluorescent tubes Awareness-raising initiatives and external users, also by means of the • waste material from construction latest generation smartphones. are collected and disposed directly by Waste management suppliers. For this kind of waste, besides the management as required by law, suppliers The definition of “special waste” includes must keep the documentation and, if those originating from business activity and necessary, report to the Control Body, along subjected to a differentiated treatment. with any other fulfilments required by the Concerning paper and cardboard, over the regulations. As a consequence, the Bank is years, the Group has been implementing relieved of its responsibilities. a collection system of paper waste in all its branches through a single provider, Personal waste such as plastic bottles are while Headquarters’ waste is collected in not included in Bank’s waste: at this regard cooperation with local firms. and in relation to the “ecological duty- In 2014 packages collected were 36,800, responsibility” of recycle, it is a common For years, the Banca Carige Group has slightly up compared to 2013 (34,400 units). practice in the headquarters to sort waste in been promoting a number of awareness- Considering that every package weighted collaboration with the cleaning staff. raising initiatives on energy saving for about 10 kilos, the overall weight was about its employees, with the two-fold aim of 368 tons. fostering an ethical culture of environmental protection, reduced consumption and cost With regard to toner, tapes and printer containment. The Group’s engagement in cartridges, CDs, video cassettes and plastic this area translates into multiple supporting waste, even with small metal components, initiatives and media content production the Bank is responsible for the collection available on the company intranet. and disposal of this kind of waste as required th by law, in line with the specific provisions Again in 2014, Carige joined in the 10 contained in the corporate regulations edition of the energy-saving day “M’illumino which refer to the Consolidated Law on di meno” (I will use less light), promoted Environment, Legislative Decree 152/2006. by Caterpillar, a programme on RAI Radio 2. The initiative was aimed at reducing Other special waste such as: power consumption through little, albeit • lead-acid batteries and batteries significant, behavioural changes. • out of service equipment

(EN26) 81 “Chi più risparmia vince!” (Save more, Win more!) is an initiative launched in 2013 involving all of the network branches in a cost-saving contest based on four spending indicators: • petty expenses; • heating and electricity; • telephone and data transmission expenses; • printed matter and stationery.

This initiative resulted in an overall resource savings of more than 7% on the same reporting scope referred to 2013. The Imperia branch took the first place overall; besides, the top-ranked branches within each local market area and bank of the Group were also awarded.

82 Methodological note

Reporting scope assessments conducted by various corporate Some data related to the 2013 Balance This Report refers to the period of operation departments and functions involved in the Sheet and Income Statement have been from 1st January 2014 to 31st December sustainability reporting, on the basis of input restated with respect to those originally 2014, coherently with the Consolidated from the stakeholder engagement activities. published in accordance with the provisions Report and Financial Statements of the The 2014 Corporate Social Responsibility of IFRS 5 in the Explanatory Notes to the Banca Carige Group. Report was approved by the Board of 2014 Consolidated Report and Financial This document takes into consideration Directors of Banca Carige on 12th May 2015. Statements - Restatement of prior period the banking Group; any changes or any balances in compliance with IFRS 5 (non- information updated after 31st December current assets held for sale and discontinued 2014 are noted, from time to time, separately. The methodology applied operations) available on the corporate The Corporate Social Responsibility Report is This document is drafted using as a reference website www.gruppocarige.it, Investor available to all stakeholders on the corporate the following standard templates related to Relations section. website in PDF format (www.gruppocarige. social and environmental reporting: it - Social Responsibility section). • Sustainability Reporting Guidelines and The document structure The Corporate Social Responsibility Report Financial Services Sector Supplement This document is organised into the has been yearly published since 2001. published by the Global Reporting following sections: Initiative (GRI G3.1); ABI (the Italian Banking Association) guidelines – Identity of the Group The reporting process “Implementation of GRI Indicators in It describes the Group features, specifically The CSR office, which is part of the the banking system” including principles referring to its mission, strategies and Communications department of the Parent for the calculation of environmental internal and local organisation. Banca Carige SpA, co-ordinated data indicators (see Section EN). For the 2014 gathering and processing, in cooperation CSR Report, the level “B” of application Governance with several corporate units. This process to the GRI G3.1 guidelines was adopted. It illustrates the main criteria regulating the aimed at identifying the strategic and • ABI principles for the determination and corporate governance and internal control operational lines, together with the most distribution of the value added. and risk management system. significant information related to social, environmental and economic performances. In the document, the footnotes specify Economic Report The materiality and relevance of topics the GRI G3.1 indicators which received covered in the CSR Report are the result of particular attention. It analyses the most significant economic (2.9 - 3.1 - 3.2 - 3.3 - 3.5 - 3.6 - 3.7 - 3.8 - 3.9 - 3.10 - 3.11 )

83 and financial results in the period, as well Corporate Social Responsibility Report for as the schemes for determination and 2014 corresponds to the document results, distribution of value added. books and accounting records. Social Report Through a series of qualitative and quantitative indicators, this section examines the relationships with each relevant stakeholder category.

Improvement targets In the area of Corporate Social Responsibility and its reporting, a process of gradual compliance with the latest international standards has been commenced, envisaging the new GRI-G4 standard to be applied in 2015. Further clarifications and information may be requested to: Banca Carige S.p.A. - CSR Dept. by emailing at: [email protected]. Declaration of the Manager responsible for preparing the company’s financial reports pursuant to paragraph 2 of Article 154 bis of the Consolidated Law on Finance

The Manager responsible for preparing the company’s financial reports of Banca CARIGE S.p.A., Mr. Luca Caviglia, declares, pursuant to paragraph 2 of Article 154 bis of the Consolidated Law on Finance, that the consolidated accounting information contained in the Banca Carige Group’s (3.4 )

84 Tables RESTATED INCOME STATEMENT 2014 2013(1) Change

Economic report absolute %

RESTATED BALANCE SHEET Net interest income 353,597 430,720 - 77,123 -17.9

31/12/2014 31/12/2013(1) Change Net fee and commission income 245,242 260,139 - 14,897 - 5.7 ASSETS absolute % Other items in the income statement(2) 116,077 108,056 8,021 7.4

Cash and cash equivalents 329,394 337,254 - 7,860 - 2.3 Net interest and other banking income 714,916 798,915 - 83,999 -10.5

Financial assets(2) 3,306,701 6,465,490 - 3,158,789 - 48.9 Net impairment losses: - 669,433 - 1,084,200 414,767 -38.3 - of which on loans - 645,527 - 1,042,784 397,257 -38.1 Loans to banks 754,732 1,187,767 - 433,035 - 36.5 Net income from banking and insurance Loans to customers 23,682,831 24,670,772 - 987,941 - 4.0 activities 45,483 - 285,285 330,768 …

(3) Tangible and intangible assets 978,390 1,007,335 -28,945 -2.9 Administrative expenses - 660,815 - 632,816 - 27,999 4.4 Other assets (4) 9,257,512 8,487,657 769,855 9.1 a) personnel expenses - 411,503 - 378,157 - 33,346 8.8 Total assets 38,309,560 42,156,275 -3,846,715 - 9.1 b) other administrative expenses - 249,312 - 254,659 5,347 - 2.1

(3) LIABILITIES Other operating expenses 47,357 48,284 - 927 - 1.9 Operating expenses - 613,458 - 584,532 - 28,926 4.9 Deposits from banks 1,877,094 8,161,063 - 6,283,969 - 77.0 Gains (losses) on investments in associates 4,940 98,475 - 93,535 -95.0 Deposits from customers 17,332,987 14,493,738 2,839,249 19.6 and joint ventures

Securities issued 8,121,888 9,217,474 - 1,095,586 - 11.9 Impairment on goodwill - 15,919 - 1,654,363 1,638,444 -99.0 Other financial liabilities(5) 1,491,645 1,492,504 - 859 - 0.1 Gains (losses) from disposal of investments - 179 - 276 97 -35.1 Specific allowances(6) 528,599 427,273 101,326 23.7 Profit (loss) before tax from continuing - 579,133 - 2,425,981 1,846,848 -76.1 Other liabilities(7) 7,139,804 6,721,004 418,800 6.2 operations

Shareholders’ equity(8) 2,309,063 3,349,038 - 1,039,975 - 31.1 Taxes on income from continuing operations 170,897 796,141 - 625,244 -78.5 Profit (loss) after tax from continuing Non-controlling interests (+/-) 52,071 55,838 - 3,767 - 6.7 - 408,236 - 1,629,840 1,221,604 -75.0 operations Net profit (loss) (+/-) - 543,591 - 1,761,657 1,218,066 - 69.1 Profit (loss) after tax from non-current assets - 138,706 - 146,868 8,162 - 5.6 Total liabilities 38,309,560 42,156,275 - 3,846,715 - 9.1 held for sale Figures in thousands of Euro Net profit (loss) for the period - 546,942 - 1,776,708 1,229,766 -69.2 (1) Data restated for the sole purpose of a like-for-like comparison. (2) Consisting of: Financial assets held for trading (item 20), Financial assets available for sale (item 40), Hedging derivatives (item 80). Profit (loss) for the period attributable to non- - 3,351 - 15,051 11,700 -77.7 (3) Consisting of: Equity investments (item 100), Property and Equipment (item 120), Intangible assets (item 130). controlling interests (4) Consisting of: Tax assets (item 140), Non-current assets held for sale and discontinued operations (item 150) and other assets (item 160). Parent Company’s net profit (loss) - 543,591 - 1,761,657 1,218,066 -69.1 (5) Consisting of: Financial liabilities held for trading (item 40), Financial liabilities designated at fair value (item 50), Hedging derivatives (item 60). Figures in thousands of Euro (6) Consisting of: Employee termination indemnities (item 110), Allowances for risks and charges (item 120). (1) The balances of the year reflect, with respect to those published, the effects of the application of IFRS 5 “Non-current assets held for sale and (7) Consisting of: Tax liabilities (item 80), Liabilities associated with non-current assets held for sale and discontinued operations (item discontinued operations”. 90), other liabilities (item 100). (2) The item includes: Dividends and similar income (item 70), Net profit (loss) from trading (item 80), Net profit (loss) from hedging (item 90), Gains (8) Consisting of: Valuation reserves (item 140), Reserves (item 170), Share premium reserve (item 180), Share capital (item 190), Treasury (losses) on disposal or repurchase of loans and other financial assets (item 100), Net profit (loss) from financial assets/liabilities designated at fair value shares (item 200). (item 110). (3) The item includes: Net provisions for risks and charges (item 190), Net adjustments to/recoveries on property and equipment (item 200), Net adjustments to/recoveries on intangible assets (item 210), Other operating expenses (income) (item 220).

85 Customers Savings and lending products for customers

Direct funding Indirect funding Loans to customers 31/12/2014 31/12/2014 (gross exposure) (*) 31/12/2014

Deposits from customers 17,332,987 Assets under management 10,182,365 Current accounts 2,143,777

Current accounts and demand Mutual funds and open-end 12,850,328 5,282,657 Repurchase agreements 3,699,294 deposits collective investment schemes

Repurchase agreements 2,395,867 Portfolio management 376,681 Mortgage loans 11,098,228 Personal loans, Fifth of salary-backed Term deposits 1,877,180 Bancassurance products 4,523,027 91,130 loans, Credit cards Other payables 209,612 Leasing 628,907 Factoring 56,419 Securities issued 8,121,888 Assets under custody 10,735,776 Other loans 2,274,958 Bonds 8,088,826 Government securities 4,017,414 Non-performing loans 6,482,471 Other securities 33,062 Bonds 1,002,479 Shares 1,086,977 Other Bonds (1) 964,726 Other 4,628,906 Total 26,419,601 Total 20,918,141 Total 26,475,184

Figures in thousands of Euro Figures in thousands of Euro Figures in thousands of Euro

(1) Financial liabilities designated at fair value (*) before value adjustments

(FS6)

86 Customers – Geographical breakdown 2014 2013 2012 Change (%) 2014vs2013

of which: of which: of which: of which: Total Total Total Total account holders account holders account holders account holders Liguria 472,986 422,180 498,408 436,100 520,572 443,951 -5.1 -3.2 Piedmont 55,287 50,298 56,581 51,087 56,387 50,611 -2.3 -1.5 Aosta Valley 2,546 2,299 2,609 2,367 2,596 2,348 -2.4 -2.9 Lombardy 92,346 84,198 96,247 86,280 96,787 86,172 -4.1 -2.4 Veneto 69,474 63,209 74,247 65,639 75,472 65,866 -6.4 -3.7 Emilia Romagna 20,605 18,500 21,020 18,680 20,917 18,363 -2.0 -1.0 Tuscany 125,965 103,063 130,962 103,426 133,049 102,067 -3.8 -0.4 Umbria 3,490 2,803 3,605 2,825 3,597 2,771 -3.2 -0.8 Marche 5,880 5,240 6,112 5,351 6,036 5,232 -3.8 -2.1 Latium 61,940 53,761 69,739 54,714 70,601 54,789 -11.2 -1.7 Apulia 13,926 11,694 14,846 11,817 14,542 11,317 -6.2 -1.0 Sicily 100,923 77,865 108,426 80,855 107,467 78,825 -6.9 -3.7 Sardinia 19,255 17,347 19,429 17,332 19,198 17,079 -0.9 0.1 Other 1,603 22 137 5 173 8 … … Total 1,046,226 912,479 1,102,368 936,478 1,127,394 939,399 -5.1 -2.6

Customers by legal status

2014 2013 2012 Change (%) 2014vs2013 Individuals 951,589 1,007,047 1,034,152 -5.5 Companies 30,495 31,506 31,827 -3.2 of which: Joint-stock 2,904 3,182 3,299 -8.7 Limited liability 27,580 28,315 28,517 -2.6 Other 11 9 11 22.2 Partnerships 22,140 23,369 24,138 -5.3 Cooperatives 2,257 2,281 2,280 -1.1 Foreign companies 240 259 246 -7.3 Public entities 39,504 37,903 34,725 4.2 Other 1 3 26 -66.7 Total 1,046,226 1,102,368 1,127,394 -5.1 (2.7, FS6) 87 Breakdown by segment Breakdown by age Change (%) Change (%) 2014 2013 2012 2014 2013 2012 2014vs2013 2014vs2013 0-25 years 47,394 50,016 50,323 -5.2 Consumer customers 878,825 930,231 952,481 -5.5 26-35 years 89,679 97,796 104,417 -8.3 Mass market 694,436 734,764 748,223 -5.5 36-55 years 364,811 388,381 401,046 -6.1 Affluent 159,938 169,762 178,035 -5.8 56-75 years 307,219 322,513 328,781 -4.7 Private 24,451 25,705 26,223 -4.9 > 75 years 142,486 148,341 149,585 -3.9 Corporate customers 122,839 129,833 133,475 -5.4 Total 951,589 1,007,047 1,034,152 -5.5 Large corporate 1,042 1,093 1,208 -4.7 Corporate 7,329 7,892 8,606 -7.1 Small business 45,211 47,244 47,652 -4.3 Small Economic Operators 69,257 73,604 76,009 -5.9 Public entities 38,629 36,993 35,630 4.4 Other 5,933 5,311 5,808 11.7 Total 1,046,226 1,102,368 1,127,394 -5.1

Breakdown by seniority Change (%) 2014 2013 2012 2014vs2013 Up to 1 year 64,618 76,443 79,036 -15.5 2 to 5 years 128,251 130,886 140,629 -2.0

6 to 10 years 145,176 153,490 186,643 -5.4

Over 10 years 708,181 741,549 721,086 -4.5 Total 1,046,226 1,102,368 1,127,394 -5.1

(2.7, FS6)

88 Commercial performance indicators Annual change (%) 2014 2013 2012 2014vs2013

Retention (total customers) 92.17 92.66 92.89 -0.49

Retention (account holders) 92.64 93.77 93.55 -1.13

Acquisition (total customers) 4.45 5.32 5.47 -0.87

Acquisition (account holders) 4.79 5.91 6.61 -1.12

Development (total customers) 96.62 97.98 98.35 -1.36

Development (account holders) 97.44 99.69 100.16 -2.25

Cross selling 31 products (no.) 4.16 4.04 3.98 0.12

Percentage values

89 Customer Satisfaction Carige Group Customers: customer branch satisfaction indicators - 2014 Cassa di Banca del Cassa di Carige score 7+8 (*) Gruppo Carige Risparmio Monte di Risparmio di Italia di Savona Lucca Carrara

OVERALL SATISFACTION 83.3 77.6 86.0 86.1 85.9 87.7

BRANCH Core, order, cleaning 85.7 82.9 87.1 88.9 85.1 85.4 Room layout 68.0 63.2 70.5 71.4 71.1 67.8 Privacy 62.1 56.8 64.7 64.5 66.7 64.8 WELCOMING ATTITUDE Staff appearance in relation to the role 89.1 85.0 91.0 92.0 91.2 92.0 Kindness and courtesy 93.0 90.4 94.2 95.8 94.8 94.6 Responsiveness and readiness 80.8 73.1 85.2 80.1 80.7 80.1 EXPERIENCE/INTERACTION Meeting and conversation 88.6 84.7 90.6 90.8 89.3 91.5 Completeness of information 83.4 79.6 85.2 85.3 86.8 86.2 Transparency/clarity of information 82.2 77.6 84.4 82.2 87.6 87.7 Transparency/clarity of forms 66.0 60.4 68.5 67.5 68.6 76.9 Staff available to discuss about plans 89.1 85.4 90.9 89.9 92.8 91.6 Staff competence/expertise 89.5 86.0 91.1 93.0 92.0 93.1 Staff adequacy (efficiency/needs-oriented support) 87.0 82.8 88.9 91.3 89.6 90.4 Length of the meeting 84.8 79.6 87.5 85.7 89.2 85.8 Overall performance satisfaction 87.8 84.2 89.5 89.9 89.6 91.6 (*) Maximum customer satisfaction score (score 7+8), ranging from a minimum of 3 and a maximum of 8. Source: Branch satisfaction survey conducted in the second half of 2014 by Gfk Eurisko on the experience at the branch of consumer and corporate customers for cash transactions and sales operations (loans, investments and other). (PR5)

90 Complaints by type of service/product (no.) Complaints by reason (no.) Change (%) 2014 2013 2012 2014 2013 2012 2014vs2013

Investment services 72 57 47 Execution of transactions 344 365 304

Current accounts and savings deposits 329 372 369 Application of conditions 88 140 140

Total Deposits 401 429 416 -6.5 Fraud and loss 47 51 42

Credit facilities 131 90 58 Creditworthiness or similar 27 41 50

Personal loans and consumer credit 17 16 23 Malfunctioning of devices 18 28 18

Mortgage loans 247 160 43 Reports to the Central Credit Register 53 44 38

Other lending 89 59 34 Compound interest 95 70 57

Total customers loans 484 325 158 48.9 Information and communication to the 56 91 95 Bills, Bank receipts and other payment customer 73 84 73 services Terms and conditions 286 150 44

Cheques 48 56 54 Organisational aspects 64 52 21

Transfers, Salaries 69 95 63 Personnel 46 61 30

Debit/Credit cards 71 94 80 Other 70 59 58

Cross-border transactions - 2 - Total 1,194 1,152 897 Total Services to customers 261 331 270 -21.1

Insurance Products, Pension Funds 22 26 21 -15.4

Website, general issues, other 26 41 32 -36.6

Total 1,194 1,152 897 3.6

91 Employees

Breakdown by employment contract (*)

2014 2013 2012 Total Men Women Total Men Women Total Men Women

Employees at the end of the year 5,295 2,763 2,532 5,387 2,807 2,580 5,434 2,841 2,593

of which: on open-ended contracts 5,265 2,747 2,518 5,358 2,790 2,568 5,412 2,827 2,585 on fixed-term contracts 2 2 - 2 2 - 2 2 - apprenticeship 28 14 14 27 15 12 20 12 8

of which: full time 4,881 2,740 2,141 4,991 2,792 2,199 5,047 2,824 2,223 part time 414 23 391 396 15 381 387 17 370

Average contractors in the year 33 14 19 43 21 22 54 22 32

(*) Certain data relating to 2012 and 2013 were restated due to a different classification of some infra-group employees

(LA1)

92 Place of work - Geographical breakdown (*) 2014 2013 2012 Total Men Women Total Men Women Total Men Women

North 4,086 2,103 1,983 4,120 2,120 2,000 4,153 2,138 2,015

Centre 858 422 436 910 445 465 922 459 463

South and Islands 341 232 109 347 236 111 348 238 110

Total Italy 5,285 2,757 2,528 5,377 2,801 2,576 5,423 2,835 2,588

Abroad 10 6 4 10 6 4 11 6 5

Total 5,295 2,763 2,532 5,387 2,807 2,580 5,434 2,841 2,593

Liguria 2,867 1,450 1,417 2,932 1,473 1,459 2,957 1,484 1,473

Rest of Italy and abroad 2,428 1,313 1,115 2,455 1,334 1,121 2,477 1,357 1,120

Total 5,295 2,763 2,532 5,387 2,807 2,580 5,434 2,841 2,593

(*) Certain data relating to 2012 and 2013 were restated due to a different classification of some infra-group employees

(LA1)

93 Breakdown by category (*) 2014 2013 2012 Total Men Women Total Men Women Total Men Women

Executives 68 60 8 75 65 10 78 67 11 88.2% 11.8% 86.7% 13.3% 85.9% 14.1%

Middle managers 1,389 908 481 1,419 927 492 1,440 942 498 65.4% 34.6% 65.3% 34.7% 65.4% 34.6%

Other employees 3,838 1,795 2,043 3,893 1,815 2,078 3,916 1,832 2,084 46.8% 53.2% 46.6% 53.4% 46.8% 53.2%

Total 5,295 2,763 2,532 5,387 2,807 2,580 5,434 2,841 2,593 52.2% 47.8% 52.1% 47.9% 52.3% 47.7%

(*) Certain data relating to 2012 and 2013 were restated due to a different classification of some infra-group employees

Performance appraisal

Percentage of employees subject to a regular appraisal

2014 2013 2012

Executives 100% (*) (*)

Middle managers 100% 100% 100%

Other employees 100% 100% 100%

(*) For executives, the performance appraisal is included in the incentive scheme

(LA1) (LA12) 94 Career promotions 2014 2013 2012

Total of which women Total of which women Total of which women

Among employees 23 30.4% 26 19.2% 382 40.1%

From employees to middle 2 50.0% 4 50.0% 110 45.5% managers

Among middle managers 2 0.0% 13 38.5% 153 30.1%

From middle managers to - - - - 7 - executives

Total 27 - 43 - 652 -

95 Breakdown by indicator of diversity (by gender) (*)

2014 2013 2012

Total Men Women Total Men Women Total Men Women

Title:

Executive 1.3% 2.2% 0.3% 1.4% 2.3% 0.4% 1.4% 2.3% 0.4% Middle manager 26.2% 32.9% 19.0% 26.3% 33.0% 19.1% 26.5% 33.2% 19.2% Employee 72.5% 65.0% 80.7% 72.3% 64.7% 80.5% 72.1% 64.5% 80.4%

Protected categories: 8.0% 9.0% 7.0% 9.6% 7.1% 12.3% 9.5% 6.9% 12.3%

Education:

Degree 32.6% 34.2% 30.8% 32.3% 34.0% 30.5% 31.8% 33.7% 29.7% Secondary school 61.7% 57.4% 66.4% 60.1% 57.4% 63.1% 62.2% 57.7% 67.2% Other 5.7% 8.4% 2.8% 7.6% 8.6% 6.4% 6.0% 8.6% 3.1%

Age:

Under 30 3.0% 2.0% 3.0% 4.3% 4.0% 4.7% 5.2% 5.0% 5.4% 30 to 50 51.0% 48.0% 53.0% 52.2% 49.7% 55.0% 53.6% 51.2% 56.3% Over 50 47.0% 50.0% 44.0% 43.5% 46.3% 40.3% 41.2% 43.8% 38.3%

Average age (years) 48 49 47 47 48 46 46 46 46

(*) Percentages are calculated on total by gender.

(LA13)

96 New recruits 2014 2013 2012 Recruitments Total Men Women Total Men Women Total Men Women

On open-ended employment 19 10 9 52 31 21 52 20 32 contract (of which from):

staff leasing 2 - 2 - - - 2 - 2

apprenticeship 3 1 2 ------

internship ------On fixed-term employment 1 1 ------contract (of which from):

staff leasing ------

internship ------

Total 20 11 9 52 31 21 52 20 32

Terminations 2014 2013 2012 Terminations Total Men Women Total Men Women Total Men Women

Voluntary resignation 42 25 17 15 10 5 12 8 4

Contract expiry - - - 2 2 - - - -

Retirement 62 24 38 73 38 35 75 39 36

Dismissal 2 1 1 3 2 1 4 4 -

Other 6 5 1 6 2 4 8 4 4

Total 112 55 57 99 54 45 99 55 44

(LA2)

97 New recruits and turnover rate

2014 2013 2012

Recruitments Turnover Recruitments Turnover Recruitments Turnover

No. of Rate of new No. of Rate of No. of Rate of new No. of Rate of No. of Rate of new No. of Rate of

new hires hires(1) terminations turnover(2) new hires hires(1) terminations turnover(2) new hires hires(1) terminations turnover(2)

Title:

Executives 8 0.15% 15 0.28% 1 0.02% 4 0.07% 3 0.06% 6 0.11%

Middle managers 4 0.08% 37 0.70% 2 0.04% 28 0.52% 3 0.06% 28 0.52%

Other employees 8 0.15% 60 1.13% 49 0.91% 67 1.24% 46 0.85% 65 1.20%

Gender

Men 11 0.21% 55 1.04% 31 0.58% 54 1.00% 20 0.37% 55 1.01%

Women 9 0.17% 57 1.08% 21 0.39% 45 0.84% 32 0.59% 44 0.81%

Age:

Under 30 5 0.09% 2 0.04% 34 0.63% 1 0.02% 31 0.57% - -

30 to 50 9 0.17% 36 0.68% 16 0.30% 10 0.19% 17 0.31% 17 0.31%

Over 50 6 0.11% 74 1.40% 2 0.04% 88 1.63% 4 0.07% 82 1.51%

Geographical area:

Liguria 17 0.32% 72 1.36% 29 0.54% 58 1.08% 50 0.92% 60 1.10%

Rest of Italy and 3 0.06% 40 0.76% 23 0.43% 41 0.76% 2 0.04% 39 0.72% abroad Total 20 0.38% 112 2.12% 52 0.97% 99 1.84% 52 0.96% 99 1.82%

(1) new hires/employees ratio at the end of the year (2) terminations/employees ratio at the end of the year

(LA2)

98 Absenteeism and occupational accidents 2014 2013 2012 Total Men Women Liguria Rest of Total Men Women Liguria Rest of Total Men Women Liguria Rest of Italy and Italy and Italy and abroad abroad abroad Accidents 102 37 65 64 38 90 30 60 52 38 91 40 51 55 36 of which: on the way to or from work 77 28 49 53 25 79 22 47 45 24 66 28 38 41 25 during working time 25 9 16 11 13 21 8 13 7 14 25 12 13 14 11 Injury rate 2.03 1.38 2.78 2.33 1.66 1.76 1.1 2.51 1.85 1.64 1.76 1.45 2.12 1.95 1.54 (total number of accidents/total number of working hours) x 200,000 Severity index 53.78 37.89 72.00 52.27 55.59 51 38.4 65.39 51.31 50.62 49.57 44.47 55.43 52.65 45.84 (total number of lost days/total number of working hours) x 200,000 Absentee rate 12,174 10,875 13,665 12,635 11,621 12,557 11,339 13,883 13,378 11,565 11,068 9,776 12,490 12,136 9,780 (days of absence/total working

days) x 200,000

Parental leave 2014 2013 2012 Total Men Women Total Men Women Total Men Women Right to parental leave 73 47 26 94 58 36 129 66 63 Use of parental leave 17 2 15 31 4 27 62 3 59 Return to work 17 2 15 31 4 27 62 3 59 Return to work after 12 months 17 2 15 31 4 27 62 3 59 Return to work rate 100% 100% 100% 100% 100% 100% 100% 100% 100%

(LA7) (LA15)

99 Training Average hours of training per employee No. of training hours Average annual hrs/employee 2014 2013 2012 2014 2013 2012

Gender Gender

Men 124,487 152,755 164,176 Men 45 54 58

Women 112,661 138,378 145,109 Women 44 54 56 Category Category

Executives 1,030 2,663 2,301 Executives 15 36 30

Middle managers 66,285 80,539 87,658 Middle managers 48 57 61

Other employees 169,833 207,931 219,326 Employees 44 53 56

No. of training hours in the year 237,148 291,133 309,285 Average hours per employee 45 54 57

of which:

Classroom training 104,074 193,350 203,395

Remote training 133,074 97,783 105,890

(LA10)

100 Training by content 2014 2013 2012 No. of participants No. of participants No. of participants

No. of Middle No. of Middle No. of Middle Executives Employees Executives Employees Executives Employees hours managers hour managers hour managers

Insurance 104,311 - 1,172 3,478 102,962 - 951 2,208 100,291 2 967 2,089

Regulations 35,367 36 2,892 8,050 48,607 19 1,954 6,625 46,720 65 2,498 6,649 Finance and Markets in Financial 20,364 5 677 1,664 21,026 8 424 969 21,272 9 755 2,229 Instruments Directive Conduct/managerial 11,010 29 480 632 22,767 46 278 562 37,584 72 946 861 Credit 34,062 6 1,110 1,663 45,883 25 744 1,249 25,007 11 534 782 Operative/IT/linguistic 28,697 17 1,485 5,785 40,783 45 862 2,437 41,949 17 751 2,533

Commercial 3,337 31 137 192 5,686 10 144 443 34,480 3 739 1,618 Other - - - 3,419 14 116 134 1,982 20 59 101 Total 237,148 124 7,953 21,464 291,132 167 5,473 14,627 309,285 199 7,249 16,862

Training on regulations – thematic areas 2014 2013 2012 No. of participants No. of participants No. of participants

No. of Middle No. of Middle No. of Middle Executives Employees Executives Employees Executives Employees hour managers hour managers hour managers Administrative liability of institutions (Leg. Decree 7,420 30 269 680 144 - 4 68 1,090 4 110 316 231/2001) Transparency and usury 4,956 - 267 972 392 - 17 81 1,636 - 108 301

“Pattichiari” Consortium 1,505 - 287 1,218 12,704 - 426 1,612 17,193 1 576 2,029

Safety (Leg. Decree 81/2008 – 2,966 1 90 381 9,885 12 447 1,160 9,819 55 530 657 Leg. Decree 626/94) Privacy 88 2 4 16 532 - 21 112 1,524 - 97 284 Anti-money laundering 9,689 3 616 960 14,237 2 740 2,521 13,197 - 981 2,818 Other regulatory issues 8,743 - 1,359 3,823 10,713 5 299 1,071 2,261 5 96 244

Total 35,367 36 2,892 8,050 48,607 19 1,954 6,625 46,720 65 2,498 6,649

(LA10, SO3) 101 Workplace safety training programme

2014 2013 2012

Number of hours Participants Number of hours Participants Number of hours Participants

Emergency responders, of which: 2,168 383 5,471 1,220 4,440 740

Fire prevention 728 118 60 15 180 45

First aid 1,440 265 5,411 1,205 4,260 695

Newly hired employees 66 16 280 52 652 45

Safety experts (Workers’ Safety 404 50 2,712 340 3,816 477 Representative, Security Officer, etc.)

Other 328 23 - - - -

(LA8)

102 Community

Change (%) Change (%) 2014 2013 Area of intervention 2014vs2013 2014vs2013 no. of initiatives amount no. of initiatives amount no. of initiatives amount

Sport 181 1,500 225 1,644 -20 -9

Social 197 175 151 128 30 37

Local community 79 401 152 830 -48 -52

Non-profit organisations 59 109 80 151 -26 -28

Religious institutions 73 72 73 78 0 -8

Conferences 32 106 68 79 -53 34

Culture 256 891 306 675 -16 32

Institutions and trade associations 213 2,244 319 1,962 -33 14

Other 120 968 50 309 …. ….

Total 1,210 6,466 1,424 5,856 -15 10

Figures in thousands of Euro

(EC8)

103 Suppliers

Procurement by type (*) Change (%) 2014 2013 2014vs2013

IT services 49,325 49,075 0.5

Property and facility management 41,454 43,213 -4.1

Operational overheads and third party 34,899 37,072 -5.9 services

Legal and professional 44,421 42,622 4.2

Advertising and promotional 5,415 6,603 -18.0

Other expenses 4,118 8,895 -53.7

Total 179,632 187,480 -4.2

Figures in thousands of Euro

(*) Data relating to purchases refers to direct expenses included in item 180b) “Other administrative expenses” of the Consolidated Income Statement, which excludes data relating to Banca Cesare Ponti and Creditis. Data pertaining to 2013 and relating to expenses and investments were restated.

104 Environment Raw materials RAW MATERIALS CONSUMPTION Change (%) 2014 2013 2014vs2013 Paper (Kg)

Direct purchases: 559,808 605,211 -7.5 Printing paper 424,726 415,808 2.1 Communications to customers 270 670 -59.8 Forms 76,105 129,432 -41.2 Envelopes 3,581 4,876 -26.6 Other 55,127 54,426 1.3 Outsourcing: 124,000 180,000 -31.1 Communications to customers 105,000 150,000 -30.0 Printouts for internal use 19,000 30,000 -36.7

Total paper use (Kg) 683,808 785,211 -12.9

of which certified (% on total direct purchase): FSC 76% 69% (100% of printing paper) ECOLABEL 70% 65%

Toner (Kg) 10,121 12,996 -22.1 Printer cartridges (no.) 8,861 12,083 -26.7

PERCENTAGE OF MATERIALS CONSUMED FROM RECYCLED MATERIALS

Toner and reconditioned cartridges 20% 33%

(EN1, EN2)

105 Energy INDIRECT ENERGY CONSUMPTION Change (%) 2014 2013 2014vs2013 Electricity purchased (kWh) 38,670,000.0 41,920,000.0 GJ 139,212.0 150,912.0 -7.8

from renewable sources 79.7% 80.3%

DIRECT ENERGY CONSUMPTION HEATING (THE BUILDINGS IN VIA ISONZO AND IN VIA D’ANNUNZIO) Natural gas (Mc) 112,351.8 153,319.3 GJ 3,851.4 5,255.8 -26.7

HEATING (HEADQUARTERS IN VIA CASSA DI RISPARMIO) Gas oil (liter) 78,090.0 108,825.0 tons 65.6 91.4 GJ 2,796.7 3,897.4 -28.2 COMPANY FLEET Petrol (liter) 8,158.4 10,250.6 tons 6.0 7.6 GJ 263.8 331.5 -20.4 Diesel (liter) 164,085.3 193,609.3 tons 137.8 162.6 GJ 5,911.6 6,975.3 -15.2 LPG (liter) 2,339.0 1,725.2 tons 1.3 0.9 GJ 58.2 43.0 35.5

(EN4, EN3)

106 Total indirect greenhouse gas emissions Change (%) 2014 2013 2014vs2013 ELECTRICITY PURCHASED

from non-renewable sources: CO2 Emissions (tons) 3,018.8 3,176.8

CH4 Emissions (tons) 0.136 0.143

N2O Emissions (tons) 0.035 0.037

from renewable sources: Avoided CO2 Emissions (tons) 11,880.7 12,975.0

Avoided CH4 Emissions (tons) 0.537 0.586

Avoided N2O Emissions (tons) 0.139 0.152

CO2 equivalent emissions (tons) 3,032.0 3,190.6 -5.0

CO2 equivalent emissions avoided (tons) 11,932.5 13,031.6 -8.4

(EN16)

107 Total direct greenhouse gas emissions Change (%) 2014 2013 2014vs2013 HEATING (THE BUILDINGS IN VIA ISONZO AND IN VIA D’ANNUNZIO)

NATURAL GAS CO2 Emissions (tons) 219.2 299.1

CH4 Emissions (tons) 0.010 0.013

N2O Emissions (tons) 0.004 0.005

HEATING (HEADQUARTERS IN VIA CASSA DI RISPARMIO)

GAS OIL CO2 Emissions (tons) 206.0 287.1

CH4 Emissions (tons) 0.020 0.027

N2O Emissions (tons) 0.006 0.008

Co2 equivalent emissions

TOTAL 428.7 590.8 -27.4 COMPANY CAR FLEET

PETROL CO2 Emissions (tons) 18.8 23.6

CH4 Emissions (tons) 0.005 0.007

N2O Emissions (tons) 0.0004 0.0005

DIESEL CO2 Emissions (tons) 432.5 510.3

CH4 Emissions (tons) 0.008 0.009

N2O Emissions (tons) 0.015 0.018

LPG. CO2 Emissions (tons) 3.8 2.8

CH4 Emissions (tons) 0.0005 0.0004

N2O Emissions (tons) 0.0001 0.0001

Co2 equivalent emissions TOTAL 459.7 542.2 -15.2

Co2 equivalent emissions Overall total 888.4 1,133.0 -21.6 (EN16) 108 GRI-G3.1 Indicators

Indicator Type Description Coverage Section Page

1. STRATEGY AND ANALYSIS

Statement from the most senior decision-maker of the organisation about 1.1 Core total Chairman’s Message 3 the relevance of sustainability to the organisation and its strategy. Chairman’s Message 3, 10, 13, 1.2 Core Description of key impacts, risks, and opportunities. partial Identity of the Group 28 Governance

2. ORGANISATIONAL PROFILE

2.1 Core Name of the organisation. total Banca Carige Group

Identity of the Group Social Report 2.2 Core Primary brands, products, and services. total 7, 41 Customers www.gruppocarige.it Operational structure of the organisation, including main divisions, 2.3 Core total Identity of the Group 7, 8 operating companies, subsidiaries and joint ventures.

2.4 Core Location of organisation’s headquarters. total Genoa, Via Cassa di Risparmio 15

Number of countries where the organisation operates, and names of 2.5 Core countries with either major operations or that are specifically relevant to the total Identity of the Group 15 sustainability issues covered in the report.

Identity of the Group 2.6 Core Nature of ownership and legal form. total Social Report 7,71 Shareholders Identity of the Group Markets served (including geographic breakdown, sectors served and types 2.7 Core total 15, 39, 87 of customers/beneficiaries). Tables

2.8 Core Scale of the reporting organisation. total The Group key figures 5

Identity of the Group Significant changes during the reporting period regarding size, structure, or 2.9 Core total 7, 83 ownership. Methodological Note

2.10 Core Awards received in the reporting period. total Social Report 36 (3.12)

109 Indicator Type Description Coverage Section Page

3 - REPORT PARAMETERS

3.1 Core Reporting period for information provided. total Methodological Note 83

3.2 Core Date of most recent previous report. total Methodological Note 83

3.3 Core Reporting cycle. total Methodological Note 83

3.4 Core Contact point for questions regarding the report or its contents. total Methodological Note 84

Process for defining report content, including:

•determining materiality; 3.5 Core partial Methodological Note 83 •prioritising topics within the report;

•identifying stakeholders the organisation expects to use the report.

Boundary of the report (e.g. countries, divisions, subsidiaries, leased facilities, 3.6 Core total Methodological Note 83 joint ventures, suppliers).

3.7 Core State any specific limitations on the scope or boundary of the report. total Methodological Note 83

Identity of the Group Basis for reporting on joint ventures, subsidiaries, leased facilities, outsourced 3.8 Core operations, and other entities that can significantly affect comparability from total 7, 83 Methodological Note period to period and/or between organisations.

Data measurement techniques and the bases of calculation, including 3.9 Core assumptions and techniques underlying estimations applied to the total Methodological Note 83 compilation of the Indicators and other information in the report.

Explanation of the effect of any restatements of information provided in 3.10 Core total Methodological Note 83 earlier reports and reasons for such restatements.

110 Indicator Type Description Coverage Section Page

Significant changes from previous reporting periods in the scope, boundary, 3.11 Core total Methodological Note 83 or measurement methods applied in the report.

3.12 Core Table identifying the location of the Standards Disclosures in the report. total Indicators 109

Not provided in 3.13 Core Assurance practices. 2014

4 - GOVERNANCE, COMMITTMENTS AND ENGAGEMENT

Governance structure of the organisation, including committees under the 4.1 Core highest governance body responsible for specific tasks, such as setting total Governance 18, 23 strategy or organisational oversight.

Indicate whether the Chair of the highest governance body is also an 4.2 Core executive officer (and, if so, their function within the organisation’s total Governance 20 management and the reasons for this arrangement).

For organisations that have a unitary board structure, state the number of 4.3 Core members of the highest governance body that are independent and/or non- total Governance 22 executive members.

Mechanisms for shareholders and employees to provide recommendations or Governance 4.4 Core total 25, 75 direction to the highest governance body. Social Report Shareholders

Linkage between compensation for members of the highest governance body, senior managers, and executives (including departure arrangements), Social Report 4.5 Core total 57 and the organisation’s performance (including social and environmental Employees performance).

Processes in place for the highest governance body to ensure conflicts of 4.6 Core total Governance 25, 27 interest are avoided.

111 Indicator Type Description Coverage Section Page

Process for determining the composition, qualifications and expertise of the 4.7 Core members of the highest governance body and its committees, including any total Governance 18 consideration of gender and other indicators of diversity.

Internally developed statements of mission or values, codes of conduct, and 4.8 Core principles relevant to economic, environmental, and social performance and partial Identity of the Group 9, 26 the status of their implementation.

Procedures of the highest governance body for overseeing the organisation’s identification and management of economic, environmental, and social 4.9 Core performance, including relevant risks and opportunities, and adherence or total Governance 18, 26 compliance with internationally agreed standards, codes of conduct, and principles.

Processes for evaluating the highest governance body’s own performance, 4.10 Core total Governance 18, 26 particularly with respect to economic, environmental, and social performance.

Explanation of whether and how the precautionary approach or principle is addressed by the organisation (organisation’s approach to risk management 4.11 Core total Governance 28 in operational planning or the development and introduction of new products).

Externally developed economic, environmental, and social charters, 4.12 Core principles, or other initiatives to which the organisation subscribes or total No code of conduct was subscribed in 2014 endorses.

Memberships in associations (such as industry associations) and/or national/ international advocacy organisations in which the organisation:

• has positions in governance bodies; Social Report 4.13 Core total 69 • participates in projects or committees; Community • provides substantive funding beyond routine membership dues; or • views membership as strategic.

4.14 Core List of stakeholder groups engaged by the organisation. total Social Report 37

112 Indicator Type Description Coverage Section Page

4.15 Core Basis for identification and selection of stakeholders with whom to engage. partial Social Report 37

Approaches to stakeholder engagement, including frequency of engagement 4.16 Core partial Social Report 35 by type and by stakeholder group.

Key topics and concerns that have been raised through stakeholder 4.17 Core engagement, and how the organisation has responded to those key topics partial Social Report 37 and concerns, including through its reporting.

EC - ECONOMIC PERFORMANCE INDICATORS

Direct economic value generated and distributed, including revenues, operating costs, employee compensation, donations and other community EC1 Core total Economic Report 32 investments, retained earnings, and payments to capital providers and governments.

Social Report EC3 Core Coverage of the organisation’s defined benefit plan obligations. total 58 Employees

EC4 Core Significant financial assistance received from government. n/a

Range of ratios of standard entry level wage by gender compared to local Social Report EC5 Additional total 57 minimum wage at significant locations of operation. Employees

Policy, practices, and proportion of spending on locally-based suppliers at Social Report EC6 Core total 76 significant locations of operation. Suppliers

Procedures for local hiring and proportion of senior management hired from Social Report EC7 Core total 52 the local community at locations of significant operation. Employees

Development and impact of infrastructure investments and services provided Social Report EC8 Core primarily for public benefit through commercial, in-kind, or pro bono total 63, 103 Community engagement.

113 Indicator Type Description Coverage Section Page

LA - LABOR PRACTICES AND DECENT WORK PERFORMANCE

INDICATORS

Social Report Total workforce by employment type, employment contract, and region, 50, 92, 93, LA1 Core total Employees broken down by gender. 94 Tables

Social Report Total number and rate of new employee hires and employee turnover by age LA2 Core total Employees 52, 97, 98 group, gender, and region. Tables

Benefits provided to full-time employees that are not provided to temporary Social Report LA3 Additional total 58 or part-time employees, by significant locations of operation. Employees

Social Report LA4 Core Percentage of employees covered by collective bargaining agreements. total 60 Employees

Minimum notice period(s) regarding operational changes, including whether Social Report LA5 Core total 61 it is specified in collective agreements. Employees

Percentage of total workforce represented in formal joint management– Social Report LA6 Additional worker health and safety committees that help monitor and advise on total 60 Employees occupational health and safety programs.

Social Report Rates of injury, occupational diseases, lost days, and absenteeism, and total LA7 Core total Employees 59, 99 number of work-related fatalities, by region and by gender. Tables

Education, training, counselling, prevention, and risk-control programs in Social Report LA8 Core place to assist workforce members, their families, or community members total Employees 58, 59, 102 regarding serious diseases. Tables

Social Report LA9 Additional Health and safety topics covered in formal agreements with trade unions. total 59 Employees

Social Report Average hours of training per year per employee by gender, and by LA10 Core total Employees 53, 100,101 employee category. Tables

114 Indicator Type Description Coverage Section Page

Programs for skills management and lifelong learning that support the Social Report LA11 Additional continued employability of employees and assist them in managing career total 53 Employees endings.

Percentage of employees receiving regular performance and career Social Report LA12 Additional total 56, 94 development reviews by gender. Employees

Composition of governance bodies and breakdown of employees per Governance LA13 Core employee category according to gender, age group, minority group total 22, 50, 96 Tables membership, and other indicators of diversity.

LA15 Core Return to work and retention rates after parental leave by gender. total Tables 99

HR - HUMAN RIGHTS PERFORMANCE INDICATORS

Social Report HR4 Core Total number of incidents of discrimination and corrective actions taken. total 56 Employees

SO - SOCIETY PERFORMANCE INDICATORS

Social Report Percentage of employees trained in organisation’s anti-corruption policies Employees SO3 Core total 54, 101 and procedures. Tables

SO4 Core Actions taken in response to incidents of corruption. n/a

Public policy positions and participation in public policy development and Social Report SO5 Core total 69 lobbying. Community

115 Indicator Type Description Coverage Section Page

PR - PRODUCT RESPONSIBILITY PERFORMANCE INDICATORS

Social Report PR1 Core Assessment of the security of products and services. partial 45 Customers

Type of product and service information required by procedures, and Social Report PR3 Core percentage of significant products and services subject to such information partial 44 Customers requirements.

Social Report 46, 90 Practices related to customer satisfaction, including results of surveys PR5 Additional total Customers measuring customer satisfaction. Tables

Programs of adherence to laws, standards, and voluntary codes related Social Report PR6 Core to marketing communications, including advertising, promotion and total 45 Customers sponsorship.

Total number of substantiated complaints regarding breaches of customer Social Report PR8 Additional total 48 privacy and losses of customer data. Customers

FS —SPECIFIC INDICATORS FOR FINANCIAL SECTOR

Social Report 39,86, 87, FS6 Core Customer portfolio. total Customers 88 Tables

Monetary value of products and services designed to deliver a specific social Social Report FS7 Core partial 42 benefit for each business line broken down by purpose. Customers

Access points (e.g. branches) in low-populated or economically FS13 Core total Identity of the Group 17 disadvantaged areas by type.

Social Report FS15 Core Policies for the fair design and sale of financial products and services. total 44 Customers

Social Report FS16 Core Initiatives to enhance financial literacy by type of beneficiary. total 67 Community

116 Indicator Type Description Coverage Section Page

EN - ENVIRONMENT PERFORMANCE INDICATORS

Social Report EN1 Core Materials used by weight or volume. total 79, 105 Environment

Social Report EN2 Core Percentage of materials used that are recycled input materials. partial 105 Environment

Social Report EN3 Core Direct energy consumption by primary energy source. total 80, 106 Environment

Social Report EN4 Core Indirect energy consumption by primary energy source. total 80, 106 Environment

Social Report 80, 107, EN16 Core Total direct and indirect greenhouse gas emissions by weight. total Environment 108

Initiatives to mitigate environmental impacts of products and services, and Social Report EN26 Core total 81 extent of impact mitigation. Environment

117