BANCA ADRIATICA S.P.A.

Shareholders of Banca Adriatica S.p.A.

Banca Adriatica S.p.A. was extinguished by a merger by incorporation effective 23 October 2017 and its share capital was cancelled from that date. It has no current shareholders and can have none. What follows is the recorded ownership of the company during its existence. Share capital was EUR 810,165,277.00, fully paid, as stated on 9 September 2017, and the whole capital was represented by 10,000,000 shares as at 10 May 2017.

Both figures are percentages of share capital. The sources reviewed state no separate figure for voting rights; in each case the holding was of the entire issued capital, so no gap between capital and votes is recorded. No percentage has been replaced by zero and no holding has been estimated.

Dated ownership history. A binding offer for 100% of the capital of the then Nuova Banca delle Marche S.p.A. was approved on 11 January 2017 and accepted the same day by the Direttorio of Banca d'Italia acting as manager of and on behalf of the Fondo Nazionale di Risoluzione; the sale and purchase contract was signed on 18 January 2017. The Italian competition authority cleared the transaction on 12 April 2017 and Banca d'Italia and the European Central Bank authorised it on 28 April 2017. Completion took place on 10 May 2017, when 10,000,000 shares – the whole capital – were purchased for EUR 0.34, part of a total consideration of EUR 1 for the three banks bought on that date. Before completion the seller recapitalised the three banks by EUR 713 million in aggregate; that is an aggregate figure for three companies and is not this entity's.

Ultimate beneficial ownership

No ultimate beneficial owner who is a natural person can be established for this company from the sources reviewed, and because the company ceased to exist on 23 October 2017 there is no current beneficial owner. For the period up to 10 May 2017 the whole capital was held by the Fondo Nazionale di Risoluzione, a resolution fund with no share capital of its own, managed by Banca d'Italia; no natural person stands behind it. From 10 May 2017 to 23 October 2017 the whole capital was held by Unione di Banche Italiane S.p.A., whose own ordinary shares were admitted to trading on a regulated market; the sources reviewed record no person controlling that company, so no effective percentage can be calculated through the chain – the upper link has no identified holder to multiply through, and a calculation is not attempted where a link is missing. A corporate shareholder is not treated as a beneficial owner. No 25% threshold has been applied and no individual is named.

Data availability

Historical. Direct ownership is documented for the whole of the company's existence from primary Italian sources, but every holding ended on 23 October 2017 when the share capital was cancelled, so the latest ownership position available necessarily predates the merger and nothing here is current. Beneficial ownership at the level of a natural person is not established. The free Registro Imprese layer returns identity and status only; the shareholder list and the ownership history in the company's register file require a paid extract, which was not purchased. Absence of a beneficial-ownership record is not evidence that the company had no owners.

Sources

• Gazzetta Ufficiale della Repubblica Italiana, Parte Seconda no. 106 of 9 September 2017, notice TX17AAB9166, "Avviso di conferimento di rami d'azienda ai sensi dell'art. 58 del D.Lgs. 385/1993", published by UBI Leasing S.p.A. It states Banca Adriatica S.p.A. (previously named Nuova Banca delle Marche S.p.A.), registered office Piazza Vittorio Veneto 8, Bergamo; share capital EUR 810,165,277.00 fully paid; codice fiscale, partita IVA and Registro delle Imprese di Bergamo number 13615521005; entered in the Albo delle banche at no. 8047; member of the banking group "Gruppo Unione di Banche Italiane". Deed of 28 August 2017 before notary Giovanni Battista Calini of Brescia, rep. no. 104346, effective 1 September 2017. Consulted 7 October 2026.
• UBI Banca S.p.A., "Relazioni e Bilanci 2017 – Bilancio Consolidato del Gruppo UBI Banca al 31 dicembre 2017": Relazione sulla gestione consolidata, chapters "Gli eventi rilevanti del 2017" and "L'area di consolidamento"; the table "Interventi sugli sportelli effettuati nel corso del 2017"; and Nota Integrativa Consolidata Parte G, "Operazioni di aggregazione riguardanti imprese o rami d'azienda". Consulted 7 October 2026.
• UBI Banca S.p.A., "Bilancio d'Esercizio di UBI Banca Spa al 31 dicembre 2017", Nota Integrativa Parte E, section "Operazioni di cartolarizzazione originate da Banca Adriatica", and the cover colophon stating UBI Banca's own Registro delle Imprese di Bergamo number 03053920165, Albo delle banche no. 5678 and Albo dei gruppi bancari no. 3111.2. Consulted 7 October 2026.
• Banca d'Italia, published measures concerning Banca delle Marche S.p.A. in its crisis-management section: the measure of 22 November 2015 "Cessione dell'azienda bancaria della Banca delle Marche S.p.A. all'ente ponte", and a measure of 25 March 2016 concerning liquidazione coatta amministrativa; together with Banca d'Italia's published account of the November 2015 resolutions, which records the constitution of the bridge institutions and the intervention of the Fondo di Risoluzione under Legislative Decree 180 of 16 November 2015. Decreto-Legge 183 of 22 November 2015 and Article 42 of Legislative Decree 180 of 16 November 2015 are cited here as they are cited in those Banca d'Italia pages and in UBI Banca's 2017 financial statements. Consulted 7 October 2026.
• GLEIF (Global Legal Entity Identifier Foundation) Legal Entity Identifier records, retrieved 7 October 2026. LEI 815600A9BAB3CC507810, Banca Adriatica S.p.A.: entity status INACTIVE, registration status RETIRED, registered as 13615521005 and validated against the Italian Registro Imprese (registration authority RA000407), ISO 20275 entity legal form code P418, legal and headquarters address Piazza Vittorio Veneto 8, Bergamo IT-BG 24122, initial LEI registration 9 January 2016, successor LEI 81560097964CBDAED282, merger event dated 16 October 2017 recorded 1 March 2018. LEI 81560097964CBDAED282, Unione di Banche Italiane S.p.A.: registered as 03053920165, registration status RETIRED, successor LEI 2W8N8UU78PMDQKZENC08, merger completed 12 April 2021. GLEIF ISO 20275 entity legal form list: code P418 is the Italian form "Società per Azioni".
• Not read, and why. Banca d'Italia publishes the Albo delle banche and the Albo dei gruppi bancari through the GIAVA public consultation database on infostat.bancaditalia.it; its register search is an interactive query that this research could not perform, so this company's albo entry and the date of its removal were not read first hand. The Banca d'Italia Bollettino di Vigilanza, which formerly published changes to the supervisory registers, ceased publication in July 2015, so no free published Banca d'Italia list supplies that date. The Albo delle banche number 8047 used in this profile is taken from the Gazzetta Ufficiale notice of 9 September 2017, not from the albo itself.
• Registro Imprese (registroimprese.it), the Italian company register operated by the chambers of commerce through InfoCamere. The free layer is a name-and-province search returning identity and status. The company's full file – the register's own wording for the merger, the date the registration was cancelled, the shareholder list and the officer list and their histories – is available only in a paid extract (visura) or company file (fascicolo), which was not purchased for this profile. Consulted 7 October 2026.

Directors and officers of Banca Adriatica S.p.A.

Banca Adriatica S.p.A. was extinguished by a merger by incorporation effective 23 October 2017. No person is a current director or officer of this company, and no person can be, because the company no longer exists. Any individual associated with it held office at some date before 23 October 2017.

The company was administered by a consiglio di amministrazione (board of directors), the Italian statutory control body for a bank in this form being a collegio sindacale (board of statutory auditors) composed of sindaci (statutory auditors). A new consiglio di amministrazione was appointed on 10 May 2017; that appointment is recorded as a dated event in the 2017 consolidated financial statements of the company that later absorbed it. Those financial statements do not name its members. No Italian primary filing naming the individuals who held office in this company – whether as presidente del consiglio di amministrazione (chairman of the board of directors), amministratore delegato (managing director), consigliere (director), direttore generale (general manager) or sindaco (statutory auditor) – was obtained for this profile: the officer list and the officer history in the register file sit behind the Registro Imprese paid extract. No individual is therefore named here, and names appearing in press reports were not relied on. Because no officeholder is identified, no nationality, no country of residence and no correspondence address is stated; these are three separate fields and none has been inferred from another or from a name. No corporate officer is recorded either.

One adjacent fact is on the public record and is not an officer of the company: the deed of 28 August 2017 contributing the finance-leasing business was executed before Giovanni Battista Calini, notary of Brescia, repertory no. 104346, who acted as a public official in that capacity.

Recent officer changes

• 10 May 2017 – a new consiglio di amministrazione (board of directors) was appointed. Effective date 10 May 2017. Source: UBI Banca S.p.A. 2017 consolidated financial statements, "Gli eventi rilevanti del 2017". The members are not named in that source and are not named here.
• 23 October 2017 – all offices in the company came to an end with the company, the merger by incorporation taking effect against third parties on that date. Effective date 23 October 2017. Sources: UBI Banca S.p.A. 2017 consolidated financial statements and UBI Banca S.p.A. "Relazione sul Governo Societario e gli Assetti Proprietari" for 2017.

Data availability

Historical. The fact and the date of the last appointment of the board of directors are documented, and so is the date on which every office ended, but the identities of the officeholders are not established from any primary filing reviewed, and the latest officer filing available for this company necessarily predates the merger of 23 October 2017. Nothing is current. This is an absence of retrievable records behind a paid register layer, not evidence that the company had no directors or officers.

Sources

• UBI Banca S.p.A., "Relazioni e Bilanci 2017 – Bilancio Consolidato del Gruppo UBI Banca al 31 dicembre 2017": Relazione sulla gestione consolidata, chapters "Gli eventi rilevanti del 2017" and "L'area di consolidamento"; the table "Interventi sugli sportelli effettuati nel corso del 2017"; and Nota Integrativa Consolidata Parte G, "Operazioni di aggregazione riguardanti imprese o rami d'azienda". Consulted 7 October 2026.
• UBI Banca S.p.A., "Relazione sul Governo Societario e gli Assetti Proprietari" for the 2017 financial year. Consulted 7 October 2026.
• Gazzetta Ufficiale della Repubblica Italiana, Parte Seconda no. 106 of 9 September 2017, notice TX17AAB9166, "Avviso di conferimento di rami d'azienda ai sensi dell'art. 58 del D.Lgs. 385/1993", published by UBI Leasing S.p.A. It states Banca Adriatica S.p.A. (previously named Nuova Banca delle Marche S.p.A.), registered office Piazza Vittorio Veneto 8, Bergamo; share capital EUR 810,165,277.00 fully paid; codice fiscale, partita IVA and Registro delle Imprese di Bergamo number 13615521005; entered in the Albo delle banche at no. 8047; member of the banking group "Gruppo Unione di Banche Italiane". Deed of 28 August 2017 before notary Giovanni Battista Calini of Brescia, rep. no. 104346, effective 1 September 2017. Consulted 7 October 2026.
• UBI Banca S.p.A., regulated press release of 14 September 2017, "Fusione per incorporazione di Banca Adriatica S.p.A., Banca Tirrenica S.p.A., Banca Teatina S.p.A., CARILO – Cassa di Risparmio di Loreto S.p.A. e Banca Federico del Vecchio S.p.A. in Unione di Banche Italiane S.p.A.", Bergamo. Consulted 7 October 2026.
• Registro Imprese (registroimprese.it), the Italian company register operated by the chambers of commerce through InfoCamere. The free layer is a name-and-province search returning identity and status. The company's full file – the register's own wording for the merger, the date the registration was cancelled, the shareholder list and the officer list and their histories – is available only in a paid extract (visura) or company file (fascicolo), which was not purchased for this profile. Consulted 7 October 2026.
• Not read, and why. Banca d'Italia publishes the Albo delle banche and the Albo dei gruppi bancari through the GIAVA public consultation database on infostat.bancaditalia.it; its register search is an interactive query that this research could not perform, so this company's albo entry and the date of its removal were not read first hand. The Banca d'Italia Bollettino di Vigilanza, which formerly published changes to the supervisory registers, ceased publication in July 2015, so no free published Banca d'Italia list supplies that date. The Albo delle banche number 8047 used in this profile is taken from the Gazzetta Ufficiale notice of 9 September 2017, not from the albo itself.

Group structure of Banca Adriatica S.p.A.

Banca Adriatica S.p.A. ceased to exist on 23 October 2017. Every relationship in the table below has ended; none is current. Each is supported by an official filing or an official published measure. Shared addresses are not treated as evidence: the company's registered office from 6 September 2017, Piazza Vittorio Veneto 8 in Bergamo, was also the registered office of its parent and of two of its sister banks, which is a consequence of the group arrangement recorded below rather than independent proof of it.

Recent structural changes

• 10 May 2017 – change of control: 100% of the share capital passed from the Fondo Nazionale di Risoluzione to Unione di Banche Italiane S.p.A. Sale and purchase contract 18 January 2017; competition clearance 12 April 2017; Banca d'Italia and European Central Bank authorisation 28 April 2017.
• 1 September 2017 – the finance-leasing business was contributed to UBI Leasing S.p.A. by deed of 28 August 2017 before notary Giovanni Battista Calini of Brescia, rep. no. 104346; finance-lease receivables of EUR 716 million net book value and 24 employees transferred.
• 23 October 2017 – Banca Adriatica S.p.A. was absorbed into Unione di Banche Italiane S.p.A. by merger by incorporation (deed 16 October 2017, registered 17 October 2017) and ceased to exist; its share capital was cancelled and its shareholdings, including those in CARILO – Cassa di Risparmio di Loreto S.p.A. and UBI Leasing S.p.A., passed to the absorbing company.

Data availability

Partial. Every relationship recorded above has ended and none is current. The parent, the banking-group registration, one direct subsidiary, two sister banks, one non-controlling holding, the predecessor undertaking and the two successive universal successions are each documented from an official filing or an official published measure. The list is not certified complete: a full schedule of this company's participations as at 23 October 2017 would come from its own register file or its own financial statements, and no financial statements were published under the name Banca Adriatica S.p.A., while the register file is behind a paid extract. Percentages for the UBI Leasing S.p.A. holding are not stated in the sources reviewed and have not been estimated.

Sources

• Gazzetta Ufficiale della Repubblica Italiana, Parte Seconda no. 106 of 9 September 2017, notice TX17AAB9166, "Avviso di conferimento di rami d'azienda ai sensi dell'art. 58 del D.Lgs. 385/1993", published by UBI Leasing S.p.A. It states Banca Adriatica S.p.A. (previously named Nuova Banca delle Marche S.p.A.), registered office Piazza Vittorio Veneto 8, Bergamo; share capital EUR 810,165,277.00 fully paid; codice fiscale, partita IVA and Registro delle Imprese di Bergamo number 13615521005; entered in the Albo delle banche at no. 8047; member of the banking group "Gruppo Unione di Banche Italiane". Deed of 28 August 2017 before notary Giovanni Battista Calini of Brescia, rep. no. 104346, effective 1 September 2017. Consulted 7 October 2026.
• UBI Banca S.p.A., "Relazioni e Bilanci 2017 – Bilancio Consolidato del Gruppo UBI Banca al 31 dicembre 2017": Relazione sulla gestione consolidata, chapters "Gli eventi rilevanti del 2017" and "L'area di consolidamento"; the table "Interventi sugli sportelli effettuati nel corso del 2017"; and Nota Integrativa Consolidata Parte G, "Operazioni di aggregazione riguardanti imprese o rami d'azienda". Consulted 7 October 2026.
• UBI Banca S.p.A., "Bilancio d'Esercizio di UBI Banca Spa al 31 dicembre 2017", Nota Integrativa Parte E, section "Operazioni di cartolarizzazione originate da Banca Adriatica", and the cover colophon stating UBI Banca's own Registro delle Imprese di Bergamo number 03053920165, Albo delle banche no. 5678 and Albo dei gruppi bancari no. 3111.2. Consulted 7 October 2026.
• UBI Banca S.p.A., regulated press release of 14 September 2017, "Fusione per incorporazione di Banca Adriatica S.p.A., Banca Tirrenica S.p.A., Banca Teatina S.p.A., CARILO – Cassa di Risparmio di Loreto S.p.A. e Banca Federico del Vecchio S.p.A. in Unione di Banche Italiane S.p.A.", Bergamo. Consulted 7 October 2026.
• UBI Banca S.p.A., "Relazione sul Governo Societario e gli Assetti Proprietari" for the 2017 financial year. Consulted 7 October 2026.
• Banca d'Italia, published measures concerning Banca delle Marche S.p.A. in its crisis-management section: the measure of 22 November 2015 "Cessione dell'azienda bancaria della Banca delle Marche S.p.A. all'ente ponte", and a measure of 25 March 2016 concerning liquidazione coatta amministrativa; together with Banca d'Italia's published account of the November 2015 resolutions, which records the constitution of the bridge institutions and the intervention of the Fondo di Risoluzione under Legislative Decree 180 of 16 November 2015. Decreto-Legge 183 of 22 November 2015 and Article 42 of Legislative Decree 180 of 16 November 2015 are cited here as they are cited in those Banca d'Italia pages and in UBI Banca's 2017 financial statements. Consulted 7 October 2026.
• GLEIF (Global Legal Entity Identifier Foundation) Legal Entity Identifier records, retrieved 7 October 2026. LEI 815600A9BAB3CC507810, Banca Adriatica S.p.A.: entity status INACTIVE, registration status RETIRED, registered as 13615521005 and validated against the Italian Registro Imprese (registration authority RA000407), ISO 20275 entity legal form code P418, legal and headquarters address Piazza Vittorio Veneto 8, Bergamo IT-BG 24122, initial LEI registration 9 January 2016, successor LEI 81560097964CBDAED282, merger event dated 16 October 2017 recorded 1 March 2018. LEI 81560097964CBDAED282, Unione di Banche Italiane S.p.A.: registered as 03053920165, registration status RETIRED, successor LEI 2W8N8UU78PMDQKZENC08, merger completed 12 April 2021. GLEIF ISO 20275 entity legal form list: code P418 is the Italian form "Società per Azioni".
• Intesa Sanpaolo S.p.A., OBG UBI Finance S.r.l. covered bond programme documentation page on group.intesasanpaolo.com: "On 12 April 2021 became effective the merger by incorporation of Unione di Banche Italiane S.p.A. (UBI) into Intesa Sanpaolo S.p.A. (ISP)", with universal succession of title under Article 2504-bis of the Italian Civil Code; and Intesa Sanpaolo S.p.A. press release of 3 March 2021 recording the board approval of that merger on 2 March 2021 and the filing with the Torino Company Register on 3 March 2021. Consulted 7 October 2026.
• Registro Imprese (registroimprese.it), the Italian company register operated by the chambers of commerce through InfoCamere. The free layer is a name-and-province search returning identity and status. The company's full file – the register's own wording for the merger, the date the registration was cancelled, the shareholder list and the officer list and their histories – is available only in a paid extract (visura) or company file (fascicolo), which was not purchased for this profile. Consulted 7 October 2026.
• Not read, and why. Banca d'Italia publishes the Albo delle banche and the Albo dei gruppi bancari through the GIAVA public consultation database on infostat.bancaditalia.it; its register search is an interactive query that this research could not perform, so this company's albo entry and the date of its removal were not read first hand. The Banca d'Italia Bollettino di Vigilanza, which formerly published changes to the supervisory registers, ceased publication in July 2015, so no free published Banca d'Italia list supplies that date. The Albo delle banche number 8047 used in this profile is taken from the Gazzetta Ufficiale notice of 9 September 2017, not from the albo itself.