Banca Intesa’s Ordinary Shareholders’ Meeting, held today under the chairmanship of Giovanni Bazoli, approved the Parent Company’s financial statements for 2002, which closed with a net income of 12 million euro. The Group’s consolidated financial statements as at December 31^st 2002 were also presented to the Shareholders’ Meeting and registered a consolidated net income of 200 million euro.

The Shareholders’ Meeting approved the distribution of a dividend per share of 1.5 euro cents to circulating ordinary shares and of 2.8 euro cents to saving shares for a total amount of 108 million euro, 96 million of which deriving from the use of the Extraordinary reserve. Dividends are entitled to the “full” tax credit of 56.25%.

The Shareholders’ Meeting also approved a free assignment to all shareholders of 159,243,488 Banca Intesa ordinary shares, held in the Company’s portfolio, at the ratio of one ordinary share, which starts to accrue rights as of January 1^st 2003, for every 40 Banca Intesa ordinary shares and/or saving shares held. The Bank’s treasury shares reserve is thus reduced by 2.049 euro for each share assigned, a value corresponding to the unit carrying value in the financial statements as at December 31^st 2002.

Considering this carrying value (2.049 euro), the assignment of treasury shares to shareholders is the equivalent of a distribution of a total dividend per share of 6.6 euro cents to ordinary shares and 7.9 euro cents to saving shares (respectively 4.5 euro cents and 8.0 euro cents for 2001) with a total pay-out of 434 million euro, compared to 331 million euro of the previous year.

Payment of dividends and assignment of treasury shares will take place starting from 25^th April 2003 with presentation of the coupons on 22^nd April 2003.

The Shareholders’ Meeting also renewed the appointment of the auditing company, Reconta Ernst & Young Spa, for the 2003-2005 three-year period.

The Extraordinary Shareholders’ Meeting approved the project for the merger of IntesaBci Formazione scpa in Banca Intesa Spa and the revocation of the resolution of the Shareholders’ Meeting of 17^th December 2002 as concerns the merger in IntesaBci Spa (now Banca Intesa Spa) of Immobiliare Maram Srl.