Verification of the independence requirements

At today’s meeting the Board of Directors of BPER verified the independence requirements as provided for in article 147-ter, paragraph 4 and in article 148, paragraph 3, of the Consolidated Finance Act (Legislative Decree n. 58/98) of all its members, with the exception of the Chairman, Mr. Odorici, for whom – further to his agreement, in consideration of the role held by him – the Board decided not to proceed with the verification, waiving the possible recognition of this requirement.

The Board, therefore, ascertained that the independence requirements were met by the following Directors:

• Ms. Mara Bernardini                   (*)
• Mr.  Alfonso Roberto Galante     (*)
• Ms.  Elisabetta Gualandri           (**)
• Mr.  Roberto Marotta                  (**)
• Ms.  Roberta Marracino              (*)
• Ms.  Valeriana Maria Masperi    (**)
• Ms.  Valeria Venturelli                 (*)

(*) Director elected by the Shareholders’ Meeting of 8 April 2017

(**) Director elected by the Shareholders’ Meeting of 18 April 2015 for whom the annual independence requirement check was performed

Therefore seven Directors possess the independence requirements which is above the minimum statutory number established in art. 21, paragraph 2, as five.

The verification of the independence requirements was performed on the basis of the parameters identified by the Board of Directors, pursuant to art. 21, paragraph 2 of the Articles of Association.