Unipol Gruppo FinanziarioConsolidated Interim

Financial Reportat 31 March 2014

UNIPOL GRUPPO FINANZIARIO S.P.A. _____________________________________________________________ Registered and Head Offices at Via Stalingrado 45, Bologna Share capital €3,365,292,408.03 fully paid-up Tax Code and registration number in the Bologna Business Register 00284160371 - R.E.A. No. 160304 Parent of the Unipol Insurance Group entered in the Register of Insurance Groups - No. 046 www.unipol.it

Consolidated Interim Financial Report at 31 March 2014 (pursuant to art. 154-ter of Legislative Decree 58/1998)

Bologna, 15 May 2014

CONTENTS Company bodies ............................................................................................................................ 4 INTERIM FINANCIAL REPORT Graph showing Consolidation Scope at 31 March 2014 ................................................................ 6 Macroeconomic background and market performance .................................................................. 8 Basis of presentation of the Interim Financial Report ................................................................... 11 Group highlights ........................................................................................................................... 12 Alternative performance indicators ............................................................................................... 13 Management report ...................................................................................................................... 14 Salient aspects of business operations ........................................................................................ 21 Insurance Sector .......................................................................................................................... 23 Banking Sector ............................................................................................................................. 32 Real Estate Sector ....................................................................................................................... 36 Holding and Other Activities Sector .............................................................................................. 37 Investment management .............................................................................................................. 39 Equity ........................................................................................................................................... 42 Technical provisions and financial liabilities ................................................................................. 43 Assets and liabilities held for disposal .......................................................................................... 45 Significant events after the reporting period and business outlook.................................................................................................................... 48

TABLES OF CONSOLIDATED FINANCIAL STATEMENTS Statement of financial position ..................................................................................................... 52 Income statement and Statement of comprehensive income ....................................................... 54 Income statement by business segment ...................................................................................... 56

Statement of the Manager in charge of financial reporting pursuant to Article 154-bis of Legislative Decree 58/1998 .... 59

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Company bodies Honorary Chairman Enea Mazzoli Board of Directors

Chairman Pierluigi Stefanini Vice Chairman Giovanni Antonelli Chief Executive Officer and General Manager Carlo Cimbri Members of the Board

Giovanni Battista Baratta Francesco Berardini Rocco Carannante Paolo Cattabiani Piero Collina Sergio Costalli Ernesto Dalle Rive Vanes Galanti Guido Galardi Giuseppina Gualtieri Claudio Levorato

Ivan Malavasi Paola Manes Pier Luigi Morara Milo Pacchioni Elisabetta Righini Francesco Saporito Adriano Turrini Marco Giuseppe Venturi Hilde Vernaillen Rossana Zambelli Mario Zucchelli

Secretary to the Board of Directors Roberto Giay

Board of Statutory Auditors

Chairman Roberto Chiusoli Standing Auditors Silvia Bocci

Domenico Livio Trombone Alternate Auditors Carlo Cassamagnaghi

Chiara Ragazzi

Manager in charge of financial reporting Maurizio Castellina

Independent auditors PricewaterhouseCoopers SpA

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Interim Financial Report

REAL ESTATESECTOR

INSURANCESECTOR

Punta di ferro100%

Midi100%

Bramante - 100% Cascine Trenno - 100% Immobiliare Litorella - 100% IN.V.ED. - 100% Insediamenti Avanzati nel Territorio - 100% Marina di Loano - 100% Meridiano Bellarmino - 100% Meridiano Bruzzano - 100% Meridiano Secondo - 100% Mizar - 100% Progetto Bicocca La Piazza in liquidation - 74% R.EDIL.MO. - 100% S.E.I.S. - 51.67% Trenno Ovest - 100%

Unisalute 98.53%

Linear Assicurazioni

100%

Linear Life 100%

Arca Vita 63.39%

Athens RE Fund100%

Tikal RE Fund95.01%

Campo CarloMagno

100%

Immobiliare Lombarda

100%

Sintesi Seconda - 100%

Immobiliare Milano100%

Meridiano Aurora100%

SIM Etoile100%

Stimma100%

Villa Ragionieri

International Strategy

100%

100%

Immobiliare Fondiaria-SAI

100%

Consorzio Castello - 99.57%

Nuove Iniziative Toscane

100%

Arca Assicurazioni

98.09%

ISI Insurance

50%

Arca VitaInternational

100%

Arca Direct Assicurazioni - 100% Arca Inlinea - 60.22% (6) Arca Sistemi - 82.03 (7)

Graph showing Consolidation Scope as at 31 March 2014

Systema100%

Dialogo Assicurazioni

99.85%

Liguria99.97%

Liguria Vita

100%

Pronto Assistance100%

SIAT

Incontra Assicurazioni

51%

The Lawrence LifeAssurance

DDOR RE

99.998%

100%

Europa Tutela Giudiziaria

100%

BIM Vita50%

The Lawrence RE

DDOR99.99%

(1)

Popolare Vita24.39%

(2)

(3)

Pronto Assistance Servizi65.40%

(9)

(line-by-line method - direct holding out of total share capital)

Unifimm100%

Covent Garden BO - 100%

Comsider - 100%

53.94%

0.002%

Smallpart

Auto Presto & Bene

100%

100%

(13)

Additional shares held by Group companies:(1) indirect share of 94.69% through SAI Holding Italia,

a wholly-owned subsidiary of UnipolSai (2) indirect share of 25.61% through SAI Holding Italia,

a wholly-owned subsidiary of UnipolSai (3) indirect share of 100% through Fondiaria-SaiNederland,

a wholly-owned subsidiary of UnipolSai(4) Atlante Finance, Castoro Rmbs, Grecale 2011 Rmbs,

Grecale Abs, SME Grecale (5) 40% share held by Saifin-Saifinanziaria (6) 39.78% share held by Arca Assicurazioni(7) 16.97% share held by Arca Assicurazioni and 1% share

held by Arca Inlinea (8) 1.63% share held by other subsidiaries(9) 34.6% share held by other subsidiaries(10) 5% share held by other subsidiaries(11) 1.19% share held by Pronto Assistance(12) 100% share held by Saifin-Saifinanziaria(13) 9.72% share held by Unipol Finance(14) 70% share held by Auto Presto & Bene

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Casa di Cura Villa Donatello

100%

Centro Oncologico Fiorentino Casa di Cura Villanova

100%

Florence Centro di Chirurgia Ambulatoriale - 100%

Donatello Day Surgery - 100%

Città della salute45%

(10)50%

BANKINGSECTOR OTHER ACTIVITIES

SECTOR

Unipol SGR 100%

Finitalia

100%

SAI MercatiMobiliari SIM

100%

SAI InvestimentiSGR100%

Service Gruppo Fondiaria-SAI

Tenute del Cerro 98.81%

SAI Holding Italia100%

Saifin - Saifinanziaria

APB Car Service

Sainternational

Finsai International

Sailux

100%

100%

43.92%

100%

Banca SAI

Nettuno Fiduciaria100%

Unicard53.63%

(5)

Atavalue - 100%

Srp Services - 100%

Dominion Insurance Holding - 100%

Gruppo Fondiaria-SAIServizi

98.37%

(8)

36.15%

Graph showing Consolidation Scope as at 31 March 2014

(14)

Saint GeorgeCapital Management(12)

(11)

in liquidation

in liquidation

Ambra Property100%

Unipol Finance100%

100%

Unipol Banca 67.74%

No. 5 SPV companies (4)

Finadin 60%

Sogeint 100%

32.26%

Service Gruppo Fondiaria-SAI

100%

Eurosai Finanziaria di Partecipazioni

100%

Fondiaria-SAI Nederland B.V.

100%

Atahotels100%

Italresidence - 100%

Unipol Gruppo Finanziario

Centri Medici Unisalute

100%

UniSalute

19.92%

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Macroeconomic background and market performance Macroeconomic background Early in the first quarter of 2014, adverse weather conditions in the United States and slowing growth in various emerging countries brought into question expectations of an appreciable global recovery. Later on, the scenario became less grim thanks to Europe’s exit from the recession and the most recent economic data from the United States, marking an acceleration in Gross Domestic Product (GDP). However, tensions remain due to the Ukrainian crisis and anxiety concerning financial stability in China, associated with excessive private sector debt. In March, the US unemployment rate dropped to 6.7%. In any event, Janet Yellen, the new chairman of the Federal Reserve, believes that labour market conditions are not yet optimal and has not expressed any concern with inflation trends. Therefore, although the tapering process (the progressive winding down of activities implemented to create a new monetary base) continues, the Fed is maintaining monetary policy rates at close to zero. In Europe, the modest economic acceleration does not appear to be equally distributed amongst the various countries. Many parties have been calling for a less restrictive fiscal policy that can allow domestic demand to grow alongside foreign trade in support of production activities. The European Central Bank (ECB) recently reaffirmed its intent to maintain an accommodating monetary policy: official rates could therefore remain unchanged at 0.25% until 2016 (or even decrease) due to the persistent excess production capacity on the continent, a high unemployment rate (11.8% in March) and excessively weak consumer price trends (+0.5% in March). On the basis of a unanimous internal agreement, the ECB affirmed that it will be ready to intervene with quantitative easing if it perceives a real danger of degeneration towards a deflationary scenario. In the first months of 2014, the flow of international capital to peripheral Eurozone countries led to a further decrease in the yield spread between Italian and German government securities. However, few positive aspects can be found in the domestic economic scenario. One such aspect is the improvement in the climate of confidence amongst consumers (101.7 in March 2014 from 96.5 in December 2013) and businesses (89.5 in March 2014 compared to 83.9 in December 2013). But, these signals have not yet transformed into tangible results: the unemployment rate reached 13% (42.3% amongst young people), inflation dropped to a dangerously low level (in March the trend rate was +0.4%) and consumption is continuing to decline (in the first two months, retail sales decreased by 0.9% compared to the same period of 2013). Financial markets Compared to year-end close at 31 December 2013, the medium and long-term money market interest rate curve declined: the 30-year rate went from 2.73% at the end of December to 2.45% at 31 March 2014, while the ten-year rate dropped by 38 basis points (from 2.16% to 1.78%). Expectations of low inflation throughout the Monetary Union contributed to these reductions. In the first quarter of 2014, the performance of European share markets confirmed a significant recovery in the “peripheral” area with respect to the “core” area. The Eurostoxx50 index, representing Eurozone securities with the highest level of capitalisation, rose by 1.7% in the first quarter of the year. The German Dax basically remained unchanged at +0.04%, while the Italian Stock Exchange reported one of the best trends in Europe with +14.4%. In the same period, the Madrid Ibex gained 4.3%.

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Standard & Poor’s 500, representing the main listed US companies, recorded 1.3% growth in the first quarter, while in Japan, after good performance in 2013, the Nikkei lost 9%. Finally, as regards the stock markets in emerging markets, the most representative index, the Morgan Stanley Emerging Markets index, dipped by 0.9% in the first quarter of the year. The Itraxx Senior Financial index, representing the average spread of financial sector companies with a high credit rating, rose by 6.6 basis points, from 86.8 to 93.4 at the end of the quarter. In particular, this parameter was negatively impacted by tensions in certain emerging markets, which subsequently passed during the period under review. Insurance sector Two distinct trends can be seen in Italian insurance market data from the end of 2013: overall, there was a 4.6% downturn in Non-Life business, while there was a significant rise in Life business (+22.1%). In more detail, the volume of Motor Vehicles TPL business is impacted by the difficult economic phase. Vehicles insured in the Motor Vehicles TPL class have decreased. This is certainly associated with a drop in registrations (according to Automobile Club d’Italia (ACI) figures, vehicles were -2.7% in March), linked to prudent management of durable goods purchases by households. However, the widespread evasion of mandatory insurance should not be underestimated. According to some estimates, this phenomenon is associated with around 7% of vehicles on the road. The claims frequency continues to decline due to the drop in average mileage. The newfound technical balance in this class has translated into a rising rate of competition, notably lowering average premiums which, in turn, impacts aggregate premiums. The Land Vehicle Hulls class is still undergoing a considerable downturn due to negative automotive market performance associated with the drop in disposable household income, a factor that pushes families to seek any opportunity to reduce expenses. The business of other non-MV Non-Life classes also decreased in 2013, by 1.2%. The completion of the recession in the Italian economy should provide a breath of fresh air in this sector, in which cross-border transactions are becoming increasingly significant, already starting in the first quarter of 2014. The situation is completely different for the subscription of Life policies, which in 2013 underwent an important acceleration. Available information on the first two months of 2014 still indicates vigorous expansion in business in this class: new individual policies marked an uptick of 48.9% compared to the same period of 2013. Low interest rates are a sure incentive for savers to acquire Life products, and the end of the urgency to increase direct deposits has led banks to extend the offer of policies to their customers. It should also be kept in mind that the Life policies segment has benefitted from an increase in the propensity to save of households which, even within a still difficult scenario, are attempting to rebuild the financial wealth that has eroded away in these years of crisis. Business from pension funds is less dynamic, and indeed especially occupational pension funds have been negatively impacted by unsatisfactory employment trends. It bears noting that the planned capital gains tax hike (from 20% to 26% beginning on 1 July of this year) should make the subscription of retirement savings products even more appealing, since returns on these products are taxed at the rate of 11% (up to the limit of €5,164 per year). Banking market Bank lending to the Italian economy remains problematic. Although the fall in GDP seems to have stopped, credit conditions are still restrictive. In addition, the downturn in domestic demand has caused investments to

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remain at low levels. Even household loans are impacted by little demand. This is particularly true for the consumer credit component, while mortgages seem to have stabilised, parallel to a few weak and contradictory positive signs in the real estate market. The credit offering will also be limited by some regulatory aspects, from the Asset Quality Review to stress tests and the planned capital gains tax hike (with the latter having a negative impact on bank deposits). According to information obtained from the Bank of Italy in February, bad and doubtful loans are on the rise as a percentage of total loans. Non-financial companies, particularly in the construction sector, are in the worst condition. Total deposits with agreed maturity declined in the first two months of 2014. This is due to the choice of offers which, due to less need for funding, tend to privilege returns linked to commissions deriving from the placement of asset management products. Outstanding bank bonds are also down, due to less need for funds as well as the greater costs of that type of funding. The reduction in overseas funding continues, although the figure from February brings to light statistical discontinuity. In the first two months of the year, the stock of securities in the portfolio decreased by roughly €42bn. Interest rates on loans to individuals were up in the first two months of the year. For non-financial companies, lending conditions vary for SMEs and larger companies. The latter are accorded more favourable treatment by banks. In general, access to credit continues to be more costly for Italian companies than for their European competitors. In the first months of 2014, share capital increases totalling over €8bn were announced by various banking groups. This is the result of continuous calls by the Supervisory Authorities for banks to expeditiously ensure adequate equity strengthening. The role of the market also should not be overlooked, as it pressures banks to reach capitalisation levels that exceed the regulatory minimum. Real Estate market In 2013, and for the sixth consecutive year, investments in construction dipped significantly (-6.7% compared to 2012). They are down by a total of 28.6% compared to 2007. These numbers are quite representative of the performance of the Italian real estate market. Sales data provided by the Tax Authorities indicate that negative trends continued in the fourth quarter of 2013: residential sales were -7.7% and non-residential sales were -10.1% (changes expressed on a trend basis). The lower propensity of banks to grant mortgages contributed to this drop in sales. Purchases supported by bank credit accounted for approximately 45% of transactions in the fourth quarter of 2013, while this figure exceeded 60% three years before. Prices were also down, although by less than in previous years: Nomisma calculated that price trends per square metre in the second half of 2013 reduced by around 2% for homes, offices and stores. The Bank of Italy’s quarterly survey (economic survey on the Italian housing market), conducted on a sample of real estate agents regarding the status of the housing market, indicates that expectations concerning price trends remain predominantly negative in the first quarter of 2014 as well: 64.6% of interviewees noted that they expect further price reductions, against 34.6% who believe that the market will stabilise. The same survey brings to light that the average time to sell a property is close to nine months, and the average discount requested is now at 16% of the initial price.

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Basis of presentation of the Interim Financial Report The Unipol Group Consolidated Interim Financial Report at 31 March 2014 is compliant with the provisions of Art. 154-ter of Legislative Decree 58/1998. The disclosure provided herein has been prepared with reference to the content and purposes set forth in the aforementioned regulation and it is therefore limited with respect to the provisions of IAS 34 on Interim financial reporting. The consolidation policies and classification and assessment criteria are the same as those adopted in the consolidated financial statements at 31 December 2013, except for what is indicated below. This interim report relies more heavily on estimates and assumptions that may influence the application of principles and the calculation of figures in the income statement and in the statement of financial position. Furthermore, considering the purpose and limited content of the disclosure required under Art. 154-ter of Legislative Decree 58/1998 for the Quarterly financial report, some of the impairment testing required under IAS/IFRS was not repeated at 31 March 2014. This includes impairment testing on goodwill and on securities classified under Available-for-sale assets. When conditions were satisfied, the impairment loss recognised in the income statement for the latter category was adjusted on the basis of decreases in fair value verified at 31 March 2014. The presentation currency is the euro and all the amounts shown are in €m, except when specifically indicated; therefore the sum of the individual rounded amounts is not always identical to the rounded total. Redetermination of the data of the previous year Following the initial definitive recognition of the values of the business combination relating to the acquisition of the former Premafin/Fondiaria-SAI Group completed at the end of the first half of 2013, the comparative economic figures relating to 31 March 2013 were re-determined. In particular, the consolidated accounting statement at 31 March 2013 reports higher costs of €23m under Other costs, including €40m associated with amortisation on the value of the Non-Life and Life portfolios acquired (€27m and €13m, respectively) and €16m in lower provisions for risks. The item Income tax was adjusted by €13m. Therefore, the consolidated result at 31 March 2013 fell from €135m to €125m. Statement of changes − The percentage changes in the income statement figures relate to the comparison with the data at

31 March 2013, which have been adjusted with respect to those contained in the Interim Financial Report at 31 March 2013, following the definitive recognition of the business combination.

− The percentage changes in the balance sheet figures relate to the comparison with the data at 31 December 2013.

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Amounts in €m 31/3/2014 31/3/2013 31/12/2013Non-Life direct insurance premiums 2,288 2,449 9,821

% variation (1) -6.6 -6.2 -7.7

Life direct insurance premiums 2,473 2,036 6,983

% variation (1) 21.5 46.3 13.1

of which Life investment products 40 51 169

% variation (1) -20.9 55.1 10.5

Direct insurance premiums 4,761 4,485 16,804

% variation (1) 6.2 12.2 -0.1

Banking business - direct customer deposits 10,984 10,704 10,809% variation 1.6 -0.3 0.7Annual Premium Equivalent (APE) Life business - Group share 132 115 430% variation 14.1 16.3Loss ratio - Non-Life - direct business 67.4% 68.6% 68.2%Expense ratio - Non-Life - direct business 25.7% 23.4% 24.7%

Combined ratio - Non-Life - direct business 93.1% 92.0% 92.9%

Net gains on financial instruments (excl. assets/liabilities at fair value) 579 379 1,661% variation (1) 52.8 28.9 17.1Consolidated profit/(loss) for the year (2) 132 125 188% variation (1) 5.7 -42.5 -55.9

Comprehensive income (expense) 661 -29 450

Investments and cash and cash equivalents 78,112 73,796 74,109% variation (2) 5.4 1.2 1.6Non-current assets held for sale or disposal groups 199 0 175

Technical provisions 58,536 56,399 56,875% variation (2) 2.9 -0.1 0.7Financial liabilities 16,474 16,415 16,041% variation (2) 2.7 1.1 -1.2Equity attributable to the owners of the Parent 5,568 5,288 5,414% variation (2) 2.8 -0.4 2.0Liabilities associated with disposal groups 102 0 74

No. staff 15,026 15,213 15,230

GROUP HIGHLIGHTS

(1) the percentage changes in the figures at 31 March 2013 and 31 December 2013 compared to the corresponding figures from the previous period are reported on a like-for-like basis (2) result at 31 March 2013 determined following the definitive recognition of the business combination relating to the acquisition of the former Premafin/Fondiaria-SAI Group

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Alternative performance indicators

business 31/3/2014 31/3/2013

Loss ratio - direct business (including OTI ratio) non-life 67.4% 68.6%Expense ratio - direct business non-life 25.7% 23.4%Combined ratio - direct business (including OTI ratio) non-life 93.1% 92.0%Loss ratio - net of reinsurance non-life 67.9% 68.9%Expense ratio - net of reinsurance non-life 25.8% 23.6%Combined ratio - net of reinsurance non-life 93.7% 92.5%Premium retention index non-life 95.4% 95.5%Premium retention index life 99.6% 99.5%Premium retention index total 97.5% 97.3%Pro quota APE - Group (amounts in €m) life 132 115Expense ratio - direct business life 3.9% 3.9%Expense ratio - net of reinsurance life 3.8% 3.9% These indicators are not laid down in the accounting standards but are calculated in accordance with the economic and financial practice of the sector. Loss ratio: is the principal indicator of the profitability of an insurance company's operations in the Non-Life sector. It is the ratio between the cost of claims for the period and premiums earned. OTI (Other Technical Items) ratio: ratio between the sum of the balance of other technical expenses/income and the change in other technical provisions and net premiums earned. From 2013, the OTI ratio (the ratios of the previous periods were adjusted accordingly) was also included in the Loss ratio. Expense ratio: a percentage indicator for the ratio between operating expenses and recognised premiums. Combined ratio: an indicator that measures the balance of the Non-Life technical account and is made up of the sum of the loss ratio and the expense ratio. APE – Annual Premium Equivalent: the new Life business expressed in APE is a measurement of the volume of business relating to new policies and corresponds to the sum of periodic premiums of new products and one tenth of single premiums. This type of indicator is used to assess the Life business jointly with the in-force value and the new Life business value of the Group. The premium retention index is the ratio between premiums retained (total direct and indirect premiums, net of premiums ceded) and total direct and indirect premiums. Investment products are excluded from the calculation.

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Management report Formation of UnipolSai Assicurazioni On 31 December 2013, the merger by incorporation of Unipol Assicurazioni, Milano Assicurazioni and Premafin (jointly, the “Merging Companies”) into Fondiaria-SAI (the “Merged Company”) (the “Merger”) was stipulated, which, as a result of the Merger, assumed the company name UnipolSai Assicurazioni SpA or UnipolSai SpA. The merger took effect on 6 January 2014 (“Effective Date”), following the registration of the associated deed with the competent offices of the Register of Companies, which took place on 2 January 2014. By contrast, the merger took effect on 1 January 2014 for tax and accounting purposes. At the Effective Date, all the shares of the Merging Companies were cancelled and exchanged for shares of the Merged Company, which then:

− assigned all the shares of the Merged Company owned by the Merging Companies through their redistribution to service the exchanges, without them ever being acquired into the assets of the Merged Company as treasury shares, and

− as regards the excess portion, increased its share capital for a total of €782,960,791.85, through the issuing of 1,330,340,830 new ordinary shares and 55,430,483 new class B savings shares, all with no nominal value and with regular dividend entitlement, to be allocated to the shareholders of Unipol Assicurazioni, Milano Assicurazioni and Premafin, based on the following share exchange ratio: − 0.050 ordinary shares of the Merged Company for every ordinary Premafin share; − 1.497 ordinary shares of the Merged Company for every ordinary Unipol Assicurazioni share; − 0.339 ordinary shares of the Merged Company for every ordinary Milano Assicurazioni share; − 0.549 class B savings shares of the Merged Company for each savings share of Milano Assicurazioni.

As of the Effective Date, the statutory amendments relating to the merger entered into force and the share capital of UnipolSai is now €1,977,533,765.65, fully subscribed and paid-in, comprised of 2,250,906,752 ordinary shares, 1,276,836 class A savings shares and 377,193,155 class B shares, all without a nominal value. The shares already issued by Milano Assicurazioni and Premafin were cancelled from listing on 6 January 2014. The newly issued ordinary shares and class B savings shares were listed on the Mercato Telematico Azionario (screen-based share market) organised and managed by Borsa Italiana SpA on 6 January 2014, at the par value of the ordinary shares and class B savings shares outstanding at the time of their issue. No holders of Milano Assicurazioni savings shares exercised the right of withdrawal pursuant to art. 2437, parag. 1, letter g) of the Civil Code. By contrast, the right of withdrawal was legitimately exercised by Premafin ordinary shareholders, in relation to a total of 13,975,294 ordinary Premafin shares, corresponding to 0.6495% of Premafin’s share capital, for a total settlement amount of €2,441,483.86. On 14 January 2014, the offer under option and pre-emption period (the “Offer under Option”) was concluded for holders of Premafin shares, except for the 13,975,294 Premafin ordinary shares in relation to which the

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right to withdraw associated with the merger was legitimately exercised which, in application of the exchange ratios, became 698,764 UnipolSai ordinary shares (the latter referred to as “Shares subject to withdrawal”). After the Offer under Option, 5,144 Shares subject to withdrawal pursuant to Art. 2437-quater, paragraph 3 of the Civil Code were purchased for €3.494 each, therefore for a total of €17,973.13. The remaining 693,620 Shares subject to withdrawal not purchased during the Offer under Option (the “Unsold Shares”) were offered on the Mercato Telematico Azionario (screen-based share market) organised and managed by Borsa Italiana SpA pursuant to Art. 2437-quater, paragraph 4 of the Civil Code. The stock market offer period concluded on 31 January 2014 with all 693,620 UnipolSai ordinary shares subject to the offer remaining unsold. On 26 February 2014, pursuant to Art. 2437-quater, paragraph 5 of the Civil Code, the Unsold Shares were refunded by UnipolSai via the purchase of treasury shares using the available reserves for €3.494 for each share subject to withdrawal, therefore for a total of €2,423,508.28. Issue of a convertible loan by UnipolSai On 15 January 2014, the Board of Directors of UnipolSai, resolved, inter alia, to exercise the power conferred to it by the shareholders’ meeting on 25 October 2013, pursuant to articles 2420-ter and 2443 of the Civil Code, for the issuing of a €201.8m loan convertible into ordinary UnipolSai shares, with the subsequent increase in share capital in service of the conversion for a total maximum value of €201.8m, including share premium, to be carried out through the issuing of ordinary company shares with no nominal value, with regular dividend rights, with the same characteristics as those outstanding at the issue date (the “Convertible Loan”). The issue of the convertible loan was planned from the outset as part of the Merger plan and included in the Premafin debt restructuring agreement entered into with the lending banks, subject to the effectiveness of the Merger. The Board of Directors resolved to: − approve the associated regulation of the Convertible Loan, conferring a mandate to the Chief Executive

Officer for defining the final text of the regulations with the elements missing on 15 January 2014; − approve the increase in share capital, against payment and in indivisible form, in one or more tranches

and by the final deadline of 31 December 2015 - in service of the Convertible Loan, with the exclusion of the option right pursuant to art. 2441, parag. 5 of the Italian Civil Code, for a maximum of €201.8m, including share premium, to be carried out through the issuing of ordinary UnipolSai shares, with no nominal value, with regular dividend entitlement, with the same characteristics as those outstanding at the issue date, reserved irrevocably and unconditionally for the conversion of the bonds, with the exclusion of the option right;

− subsequently amend art. 6 of the Articles of Association, in order to reflect the exercising of the aforementioned power.

On 24 April 2014, UnipolSai issued the Convertible Loan, represented by 2,018 bonds, with a unit nominal value of €100,000, for a total of €201.8m. The bond was subscribed: (i) €134.3m by the lending banks that had approved the debt restructuring agreement of the former Premafin,

excluding GE Capital Interbanca SpA, which - due to the merger by incorporation of Premafin, Unipol Assicurazioni and Milano Assicurazioni into UnipolSai - became lenders of UnipolSai, and

(ii) €67.5m by the parent Unipol. The bonds issued are bearer bonds, non-fractionable and freely transferable, issued in the Monte Titoli SpA system for the centralised transfer of uncertificated securities and constitute direct, unsecured and subordinated debentures; they accrue gross annual interest (non-capitalisable) of 6.971% calculated on the

15

unit nominal value and payable in deferred half-yearly payments, with the first coupon planned for 31 May 2014. The conversion ratio, equal to 36,630,037 newly issued ordinary UnipolSai shares for each bond held, is the ratio between (a) the unit nominal value of the bonds and (b) the initial conversion price (€2.730 per share). The maximum number of shares that will be issued in service of the Convertible Loan is therefore 73,919,414 shares. The bonds may be optionally converted by bondholders at any time between 24 April 2014 and 22 December 2015 and, in any event, they will be automatically and mandatorily converted on 31 December 2015 (maturity date of the Convertible Loan). Partial Exchange Offer of the senior unsecured notes due in January 2017 issued by Unipol On 18 February 2014, Unipol announced the launch of a partial exchange offer for up to a maximum of €500,000,000 in principal (“Exchange Offer”), proposing that holders of the securities representing the bond loan known as “€750,000,000 5.00 per cent. Notes due 11 January 2017 (the “Existing Notes”), issued by Unipol in December 2009 and listed on the market regulated by the Luxembourg Stock Exchange (ISIN Code XS0472940617), exchange the Existing Notes with newly issued notes to be issued by the Company for a maximum amount of principal of €500,000,000, due in March 2021, to be listed on the market regulated by the Luxembourg Stock Exchange (the “New Notes”), according to the terms and conditions pursuant to the Exchange Offer Memorandum dated 18 February 2014. The offer period started on 18 February 2014 and ended on 26 February 2014, and the settlement date for the Exchange Offer was set for 5 March 2014. The Exchange Offer was promoted in compliance with the offer restrictions set forth in the Exchange Offer Memorandum and, in Italy, pursuant to Art. 35-bis, paragraph 4 of the Regulation adopted by Consob in its Resolution no. 11971 of 14 May 1999 as amended (the “Issuers’ Regulation”) and therefore is exempt from the provisions of Part IV, Title II, Chapter II, Section I of Legislative Decree 58 of 24 February 1998 and those of Part II, Title II of the Issuers’ Regulation. Unipol accepted offers of Existing Notes validly submitted pursuant to the Exchange Offer in the total nominal amount of €352,301,000. Therefore, the new nominal amount of the 2017 senior bond is €397,699,000. On 27 February 2014, as set forth in the Exchange Offer Memorandum, the exchange ratio, the issue price of the New Notes, the 7-year mid-swap interest rate, the coupon and the return of the New Notes were established, as well as the interest which accrued on the Existing Notes, as follows:

Exchange ratio

7-year mid-swap interest rate

Issue price of the New Notes

Coupon of the New Notes

Return of the New Notes

Interest accrued (€)

108.1826% 1.332% 99.369% 4.375% 4.482% 2,557,801.88 The new 4.375% senior bond due in 2021 was issued on 5 March 2014 for a total nominal amount of €500,000,000, since Unipol in any event reserved the right to issue New Securities for a maximum principal amount of up to €500,000,000. Therefore, a portion of the New Notes, in the amount of €381,013,000, has been issued in connection with the Exchange Offer, while the residual portion, of €118,987,000 (the “Residual Portion”), has been placed exclusively with qualified Italian and foreign investors. With respect to the Residual Portion, the book of orders received was 4.3 times greater than the offer, with foreign investors accounting for 30% of the total.

16

The New Notes, which were rated “Ba2” by Moody’s and “BB+” by Standard & Poor’s, were issued as part of the Euro Medium Term Note programme of the Company and their ISIN Code is XS1041042828. Measures imposed by the Antitrust Authority - reduction of total exposure to Mediobanca The measures imposed by the Antitrust Authority by means of Provision of 19 June 2012 require the Unipol Group, inter alia, to reduce its overall debt to Mediobanca by €350m. In order to reduce this debt, as required by the Antitrust Authority, assessments have been conducted on the technical possibilities for complying with this measure. The technical operating procedures for the consensual termination of certain loan agreements independently entered into previously by the companies participating in the Merger were therefore agreed upon with Mediobanca.

17

Operating performance As already noted, 2014 began with the completion of the Unipol Group’s organisational structure due to the establishment of UnipolSai Assicurazioni in early January. The new Company was founded on the basis of strong leadership in the domestic Non-Life insurance market, with a leading agency network in Italy in terms of distribution, widespread coverage and actual ability to meet customer requirements. Today, UnipolSai works in the market through a division-based structure that leverages the original brands of the companies which, due to various business combinations that have taken place over time, have now combined to form UnipolSai: Unipol, La Fondiaria, SAI, Milano, Nuova Maa, Sasa and La Previdente. During the year, this configuration will undergo some changes in order to comply with restrictions imposed by the Antitrust Authority at the time of the acquisition of the former Premafin/Fondiaria-SAI Group. In fact, based on an agreement entered into on 15 March 2014 subject to approval by the relevant Supervisory Authorities, UnipolSai is ready to transfer to the Allianz Group a business unit including a Non-Life insurance portfolio for a value of €1.1bn (2013 figures), consisting of 729 insurance agencies and roughly 500 employees dedicated to managing these activities. In the first months of 2014, Group activities were focused on the organisational integration of the company UnipolSai and on preparatory activities for sharing the agency underwriting systems between the various agency networks, an important step to take full advantage of the synergies identified in the Business Plan. Activities were also launched for the release of the new computerised claims management system (NSS-ClaimCenter) to be applied progressively to the claims portfolio of the former Unipol Assicurazioni, which will then be extended to the former Fondiaria-SAI claims portfolio by 2015. From the business perspective, in the first quarter of 2014 the Unipol Group had positive operating performance in terms of the income statement and the financial position, due to the confirmation of a still favourable Non-Life loss ratio trend, growth in the Life business, a very positive trend in the financial markets and a slowdown in the deterioration of bank credit. In the Non-Life segment, direct premiums continued to be impacted by a highly competitive market environment, which pushed down average premiums, particularly in the motor vehicle TPL class, as well as the continuing economic crisis, which had repercussions for businesses as well as households. In this context, the Group’s Non-Life business reached €2,288m (-6.6% compared to the first quarter of 2013). In the motor vehicle TPL class, commercial policies are aimed at protecting the policy portfolio, including by supporting advertising campaigns and new targeted sales proposals, such as zero-interest loans, which are meeting with a positive reception by UnipolSai customers. Premiums in this class reached €1,189m, down 9.9% compared to the first quarter of 2013. Premiums in the Land Vehicle Hulls class fell, recording premiums of €183m (-7.1%, which remains conditioned by the performance of new vehicle registrations). The non-MV segment showed greater staying power with respect to the unfavourable macroeconomic scenario, with premiums of €916m and a slight dip of 1.8%. In more detail, analysing the Non-Life results of the main Group companies, UnipolSai contributed a total of €1,991m to consolidated premiums (-6.9% compared to pro-forma data from the first quarter of 2013). Also in line with the car market trends mentioned above, premiums were down for Linear (with premiums of €48m, -12.8%), Liguria Assicurazioni (€42m, -16.5%) and Arca Assicurazioni (€25m, -6.5%). SIAT, focused on the Transport classes, particularly the sea vehicles sector, recorded premiums of €29m, down 13.1% due to some mismatches of collections on significant policies, while a positive trend was confirmed for Unisalute, specialised in the Health segment, with premiums of €108m (+4.5% compared to the first quarter of 2013).

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As regards Non-Life loss ratio, in the motor vehicle TPL segment technical indicators remained positive thanks to a further regression in claims reported compared to the same period of last year. The loss ratio trend in the non-MV segment was also positive although, compared to the first quarter of 2013, it was more impacted by claims for weather damage. In this context, at 31 March 2014 the Unipol Group’s loss ratio for direct business (including the balance of other technical items) was 67.4%, compared to 68.6% at 31 March 2013. The expense ratio for direct business was 25.7%, a value impacted by the drop in premiums and investments in UnipolSai for the IT system and the marketing campaigns required during this corporate integration phase, as well as a greater incidence of variable commissions linked directly to the improvement in technical business and changes in the product mix. Overall, the Group’s combined ratio (direct business) stood at 93.1% in the first quarter of 2014 compared to 92% at 31 March 2013. In the Life segment, Group premiums reached €2,473m, +21.5% compared to the first quarter of 2013. This significant rise in premiums, in line with the market, reflected the continuation of the trend of traditional product expansion already occurring in 2013, which was favoured by low rates and the reduced risk appetite of policyholders. In particular, the Unipol Group benefitted from the growth in the bancassurance channel represented mainly by the companies Arca Vita and Arca Vita International, which recorded total premiums of €478m (+70.1% over the first quarter of 2013), and the Popolare Vita Group which recorded growth of 23.4% in the first quarter of 2014 (premiums of €1,054m). With €900m in premiums, UnipolSai also registered growth of 4.3% despite the fact that some considerable collections on policies which positively impacted the first part of 2013 were not repeated during the period. As a result of the above, new business in terms of pro-quota APE was €132m in the first quarter of 2014 (€115m at 31 March 2013), of which €65m contributed by the traditional companies and €67m relating to bancassurance companies. In the first part of the year, financial investment management relating to the insurance segment was characterised by the markets’ renewed faith in the country, which benefitted the Group’s securities portfolio, a considerable portion of which is made up of Italian government bonds. In this context, also supported by good share market performance, the Group’s insurance financial investments obtained a significant return of approximately 5% of the assets invested, even while working to maintain portfolio profitability and consistency between assets and liabilities assumed with respect to policyholders. In the Banking segment, the Unipol Banca Group continues to operate according to the guidelines which favour capital rebalancing and a business focus on the retail and small business segments. Although unfavourable market conditions caused by the economic crisis remain, the quarterly figures point to a slowdown in credit impairment and a renewed commercial drive resulting from synergies with the insurance segment. Even with a further reinforcement of provisions to cover impaired credit, the Group benefitted from a positive economic result from Banking business in the first quarter of 2014. Activities in the Real Estate segment were focused on optimising the real estate assets in the portfolio and seeking opportunities for enhancement, although this objective was impacted by market conditions that remain influenced by the economic crisis and reduced lending. The negative results generated in the past by companies in the other sectors in which the Group carries on business, particularly in the hotel and clinical sectors, were reduced due to redevelopment initiatives implemented by the new management, resulting in improved operations. ________________________________________________________________________________________

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The first quarter 2014 closed with consolidated profit of €132m for the Unipol Group, compared to €125m in the same period of last year. The consolidated solvency position at 31 March 2014 presents a ratio between available capital and required capital of roughly 1.6 times, in line with the final figure at 31 December 2013.

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Salient aspects of business operations The consolidated interim financial report at 31 March 2014 closed with a positive net economic result of €132m (€125m1 at 31/3/2013). The consolidated pre-tax result came to €249m (in line with the first quarter of 2013), to which the insurance sector contributed €301m (€358m at 31/3/2013), of which €249m relating to Non-Life business (€254m at 31/3/2013) and €52m to Life business (€104m at 31/3/2013). The pre-tax results of the other sectors in which the Group carries on business are as follows: +€14m in the Banking business (-€11m at 31/3/2013), -€64m in the Holding/Services Sector and Other Activities (-€95m at 31/3/2013), -€2m in the Real Estate sector (-€3m at 31/3/2013). Amongst the most important aspects that characterised Group performance the following are worthy of note: • direct insurance premiums, gross of ceded premiums, were €4,761m (€4,485m at 31/3/2013, +6.2%).

Non-Life direct premiums amounted to €2,288m (€2,449m at 31/3/2013, -6.6%) and Life direct premiums €2,473m (€2,036m at 31/3/2013, +21.5%), €40m of which related to Life investment products (€51m at 31/3/2013);

• premiums earned, net of ceded premiums, amounted to €4,746m (€4,497m at 31/3/2013), €2,322m of which was from Non-Life business (€2,521m at 31/3/2013) and €2,424m from Life business (€1,976m at 31/3/2013);

• bank direct customer deposits amounted to €10,984m (€10,809m at 31/12/2013, +1.6%);

• net charges relating to claims, net of ceded premiums, amounted to €4,169m (€3,762m at 31/3/2013), €1,557m of which was from Non-Life business (€1,672m at 31/3/2013) and €2,611m from Life business (€2,090m at 31/3/2013), including €149m in net gains on financial assets and liabilities at fair value (€20m at 31/3/2013);

• the loss ratio of direct Non-Life business was 67.4%, (68.6% at 31/3/2013);

• operating expenses amounted to €777m (€736m at 31/3/2013). In the Non-Life business, they amounted to €577m (€563m at 31/3/2013), €102m in the Life business (€83m at 31/3/2013), €78m in the Banking sector (€71m at 31/3/2013), €35m in the Holding/Services Sector and Other Activities (€94m at 31/3/2013) and €3m in the Real estate sector (€1m at 31/3/2013);

• the combined ratio of direct Non-Life business was 93.1%, (92% at 31/3/2013);

• net gains on investments and financial income from financial assets and liabilities (excluding net gains on financial assets and liabilities at fair value relating to Life business) amounted to €579m (€379m at 31/3/2013);

1 Result determined following the definitive recognition of the business combination relating to the acquisition of the former Premafin/Fondiaria-SAI Group.

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• the gross result amounted to €249m (€249m at 31/3/2013);

• taxation for the period constituted a net expense of €116m (€122m at 31/3/2013), with a tax rate of 46.6% (49.3% at 31/3/2013). The change in the IRAP rate (-0.60% for insurance and -0.45% for banks) beginning in 2014, introduced by Decree Law no. 66 of 24 April 2014, resulted on one hand in lower expense for current taxes and, on the other, in higher expense by roughly €4m due to the recalculation of the deferred tax assets recognised previously. In addition, €21m was allocated for the increase, pursuant to Art. 4 of the same Decree Law, in the substitute tax due on gains recognised on the Bank of Italy shares, which went from 12% to 26%;

• net of the €62m profit attributable to non-controlling interests, the Group's result at 31 March 2014 was a profit of €70m (€48m at 31/3/2013);

• the comprehensive result was a profit of €661m (loss of €29m at 31/3/2013), because of the increase in the reserve for Gains or losses on available-for-sale financial assets (€533m), which continued to benefit, in particular, from the recovery in Italian government bonds;

• investments and cash and cash equivalents amounted to €78,112m (€74,109m at 31/12/2013), after having reclassified €75m under assets held for disposal, pursuant to IFRS 5;

• technical provisions and financial liabilities amounted to €75,010m (€72,917m at 31/12/2013), after having reclassified €46m in Non-Life technical provisions under liabilities held for disposal, pursuant to IFRS 5;

• following the application of IFRS 5, €199m was reclassified under Non-current assets or disposal groups (€175m at 31/12/2013), of which €175m relating to the disposals ex ACGM Ruling (€150m at 31/12/2013) and €21m for properties, and €102m reclassified under Liabilities associated with disposal groups (€74m at 31/12/2013), of which €101m relating to the disposals ex ACGM Ruling (€73m at 31/12/2013).

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Insurance sector The Group’s insurance business ended with a total pre-tax profit of €301m (€358m2 at 31/3/2013), of which €249m relating to the Non-Life segment (€254m at 31/3/2013) and €52m relating to the Life segment (€104m at 31/3/2013). Total premiums (direct and indirect premiums and investment products) at 31 March 2014 amounted to €4,781m (€4,509m at 31/3/2013). Life premiums amounted to €2,474m (€2,037m at 31/3/2013) and Non-Life premiums totalled €2,307m (€2,472m at 31/3/2013). In compliance with the requirements of IFRS 4 (presence of a significant insurance risk) all the Non-Life premiums of the companies in the Group were classified as insurance premiums. As regards Life business, investment products at 31 March 2014 worth €40m are related to Class III (unit- and index-linked policies) and Class VI (pension funds).

Amounts in €m31/3/2014 comp. % 31/3/2013 comp. % % var.

Non-Life direct premiums 2,288 2,449 -6.6Non-Life indirect premiums 19 23 -17.3Total Non-Life premiums 2,307 48.2 2,472 54.8 -6.7Life direct premiums 2,433 1,985 22.6Life indirect premiums 1 1 34.5Total Life business premiums 2,434 50.9 1,986 44.0 22.6Total Life investment products 40 0.8 51 1.1 -20.9Total Life business premiums 2,474 51.8 2,037 45.2 21.5

Total premiums 4,781 100.0 4,509 100.0 6.0

Consolidated premiums

Direct premiums amounted to €4,761m (€4,485m at 31/3/2013), of which Non-Life premiums totalled €2,288m and Life premiums €2,473m. Direct premiums

Amounts in €m31/3/2014 comp. % 31/3/2013 comp. % % var.

Non-Life direct premiums 2,288 48.1 2,449 54.6 -6.6Life direct premiums 2,473 51.9 2,036 45.4 21.5Total direct premiums 4,761 100.0 4,485 100.0 6.2 As regards Non-Life loss ratio, in the motor vehicle TPL segment technical indicators remained positive thanks to a further regression in claims reported compared to the same period of last year. 2 Result determined with respect to €381m (of which €265m in the Non-Life business and €116 in Life business) following the definitive recognition of the business combination relating to the acquisition of the former Premafin/Fondiaria-SAI Group.

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The loss ratio trend in the non-MV segment was also positive although, compared to the first quarter of 2013, it was more impacted by claims for weather damage. The loss ratio solely for Non-Life direct business, including the OTI ratio, stood at 67.4% (68.6% at 31/3/2013). The number of claims reported, without considering the MV TPL class, rose by 2.2%.

31/3/2014 31/3/2013 % var.Motor vehicles - Property damage (class 3) 88,374 90,129 -1.9Accident (class 1) 39,936 43,062 -7.3Health (class 2) 681,309 674,067 1.1Fire and Miscellaneous damage (classes 8 and 9) 79,003 73,607 7.3General third-party liability (class 13) 32,339 34,313 -5.8Other classes 92,307 75,877 21.7Total 1,013,268 991,055 2.2

Total net of Health class 331,959 316,988 4.7

Number of claims reported (excluding MV TPL)

As regards the MV TPL class, where the CARD agreement is applied3, at 31 March 2014, cases relating to “fault” claims (Non-Card, Debtor Card or Natural Card) reported totalled 206,155, down 9.9% (228,730 in March 2013). Claims reported that present at least Debtor Card claims handling numbered 131,507, down 13.8% compared to the same period in the previous year. Handler Card claims totalled 150,672 (including 23,736 Natural Card claims, claims between policyholders at the same company), down 8.4%. The settlement rate in the first quarter of 2014 was 52.4%, compared to 53% in the same period of the previous year. The weight of claims handled compliant with the principles for the application of the Card agreement (both handler and debtor) out of total claims handled (Non-Card + Handler Card + Debtor Card) at March 2014 stood at 84.7% (84.5% at March 2013). The expense ratio for direct Non-Life business was 25.7% (23.4% at 31/3/2013), a value impacted by the drop in premiums and investments in UnipolSai for the IT system and the marketing campaigns required during this corporate integration phase, as well as a greater incidence of variable commissions linked directly to the improvement in technical business and changes in the product mix. The combined ratio, based on direct business, was 93.1% at 31 March 2014 (92% at 31/3/2013). In the Life segment, the expense ratio of 3.9% was basically stable compared to the first quarter of 2013.

3 CARD - Convenzione tra Assicuratori per il Risarcimento Diretto(Agreement Between Insurance Companies concerning Direct Compensation): MV TPL claims can be classified into three different types of handling: − Non-CARD claims: claims settled by the ordinary system for which the CARD agreement does not apply; − Debtor CARD claims: claims settled by the CARD agreement in which “our” policyholder is liable, in whole or in part, are settled

by counterparty companies to which “our” company must pay a lump-sum payment (“Debtor Lump-sum”); − Handler CARD claims: claims settled by the CARD agreement in which “our” policyholder is not liable, in whole or in part, are

settled by “our” company to which counterparty companies must pay a lump-sum payment (“Handler Lump-sum”); However, it should be noted that the above classification represents a simplified outline given that, in reality, an individual claim may include items of damage which fall under each of the three types of claims handling indicated above.

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Non-Life business performance Total Non-Life premiums (direct and indirect premiums) at 31 March 2014 amounted to €2,307m (€2,472m at 31/3/2013, -6.7%). Direct business premiums alone amounted to €2,288m (€2,449m at 31/3/2013, -6.6%). Indirect business premiums amounted to €19m (€23m at 31/3/2013). The breakdown of direct business relating to the main classes compared with 31 March 2013 is set out in the following table: Non-Life business direct premiums

Amounts in €m31/3/2014 % comp. 31/3/2013 % comp. % var.

Motor vehicles - TPL and sea, lake and river (classes 10 and 12) 1,189 1,319 -9.9Motor vehicles - Property damage (class 3) 183 197 -7.1Total premiums - Motor vehicles 1,372 60.0 1,516 61.9 -9.5

Accident and Health (classes 1 and 2) 349 368 -5.2Fire and Miscellaneous damage (classes 8 and 9) 270 263 2.7General third-party liability (class 13) 157 166 -5.1Other classes 140 136 2.6Total premiums - Non-Motor vehicles 916 40.0 933 38.1 -1.8Total Non-Life direct premiums 2,288 100.0 2,449 100.0 -6.6

15.3%

52.0%

8.0%

11.8%

6.9%6.1%

% breakdown of Non-Life direct business premiums

Accident and Health

Land Vehicle TPL

Motor vehicles - Property damage

Fire and Miscellaneous damage

General TPL

Other Classes

Direct premiums continued to be impacted by a highly competitive market environment, which pushed down average premiums, particularly in the motor vehicle TPL class, as well as the continuing economic crisis, which had repercussions for businesses as well as households.

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In the motor vehicle TPL class (direct premiums of €1,189m, -9.9%), commercial policies are aimed at protecting the policy portfolio, including by supporting advertising campaigns and new targeted sales proposals, such as zero-interest loans, which are meeting with a positive reception by UnipolSai customers. Premiums in the Land Vehicle Hulls class fell, recording premiums of €183m (-7.1%, which remains conditioned by the performance of new vehicle registrations). The non-MV segment showed greater staying power with respect to the unfavourable macroeconomic scenario, with premiums of €916m and a slight dip of 1.8%. Non-Life premiums of the main Group insurance companies The direct Non-Life premiums of the UnipolSai Group (former Fondiaria-SAI Group and former Unipol Assicurazioni) totalled €2,107m (€2,265m at 31/3/2013, -6.9%). UnipolSai Group - Non-Life business direct premiums

Amounts in €m 31/3/2014 % comp. 31/3/2013 % comp. % var.

Motor vehicles - TPL and sea, lake and river (classes 10 and 12) 1,138 1,261 -9.8Motor vehicles - Property damage (class 3) 178 191 -6.8Total premiums - Motor vehicles 1,315 62.4 1,452 64.1 -9.4Accident and Health (classes 1 and 2) 234 258 -9.1Fire and Miscellaneous damage (classes 8 and 9) 266 260 2.6General third-party liability (class 13) 155 164 -5.2Other classes 136 132 3.0Total premiums - Non-Motor vehicles 792 37.6 813 35.9 -2.6Total Non-Life premiums 2,107 100.0 2,265 100.0 -6.9 The direct premiums of only UnipolSai, the Group’s main company, stood at €1,991m (€2,138m at 31/3/2013, -6.9%), of which €1,273m in the MV classes (€1,396m at 31/3/2013, -8.8%) and €718m in the non-MV classes (€742m at 31/3/2013, -3.2%). In the MV classes, premiums included €1,100m in the MV TPL class (€1,212m at 31/3/2013, -9.2%) and €173m in the Land Vehicle Hulls class (€184m at 31/3/2013, -6.2%). Premiums in the MV TPL class decreased mainly due to the reduction in the average premium due to strong market competition. The actions decided upon to improve offer competitiveness have begun to have the desired effects in terms of new business, which grew significantly compared to the same period of the previous year and also compared to more recent months. Customer retention has also improved due to some specific, recently implemented initiatives, with the expectation that results will also improve in the coming quarters. The combination of the above two phenomena resulted in a significant trend reversal compared to the stable trend of the portfolio. The reduction in premiums in the Land Vehicle Hulls class was a direct consequence of the trend in the MV TPL class, which was also impacted by a decrease in insurance expense for non-compulsory guarantees and the ageing of the vehicle fleet on the road. In terms of claims, good performance continued in terms of both the number of claims reported and the cost of the claims settled in the MV TPL class and, to a lesser extent, in the Land Vehicle Hulls class. The decrease in total premiums in the non-MV classes involved both the corporate sector and individuals. The economic situation certainly had a decisive effect, as did the redevelopment actions impacting the portfolio of the Fondiaria-SAI, Milano, Previdente and Nuova Maa divisions.

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The growth in the number of claims reported with respect to the previous year was due to Assistance guarantees, while claims reported in the other classes declined in general. In the Individuals segment, total premiums decreased in the Accident class in the first quarter. This should reverse in the coming months due to actions and campaigns aimed at incentivising the development of this class in order to limit the trend of customer portfolio reduction caused by the unfavourable social and economic scenario. The number of claims reported and the cost of claims dropped significantly as a result of the reduction in claims frequency and the effectiveness of the subscription and redevelopment policies. Total premiums in the Health class were down due to continuing actions to rationalise the negatively performing portfolio, for both group and individual policies. The number of claims reported and the cost of claims decreased primarily because of the overhaul and cancellation activities impacting certain negatively performing group policies and some individual products. In the first quarter of 2014, premiums decreased slightly in the Corporate sector, attenuating the negative trend from last year. Portfolio redevelopment activities, which resulted in significant disposals of policies, is beginning to be offset by development in the new Corporate segment, which showed the first signs of premium stabilisation in the Fire class, while the rise in the Miscellaneous damage class was due to the hail sector which, compared to last year, brought forward the closure of coverage to March in order to ensure eligibility for the government contribution. The number as well as the cost of claims reduced despite some major claims and numerous claims associated with flooding early in the year. An analysis by segment brings to light a contraction in the Construction sector in terms of both collections and the portfolio due to the critical economic situation. The slight increase in the cost of claims was due to some major claims which in any event did not result in an imbalance. For the entire first quarter, the Public Authority sector maintained its policy of risk selection and recovery from the most critical situations, already adopted in previous years, making it possible to limit the cost and number of claims compared to the same period of the previous year. The Non-Life companies in the Arca Group (Arca Assicurazioni and ISI Insurance) registered direct premiums of €25m at 31 March 2014, down 6.5% compared to 31 March 2013. This reduction in volumes was due to lower direct premiums of ISI Insurance and Arca Assicurazioni. The specialist companies (Linear and UniSalute) recognised direct premiums of €156m at 31 March 2014 (-1.6%). UniSalute achieved direct premiums of €108m (+4.5%). This growth was due to the closure of new group policies as well as some important policy overhauls. The main new policies include Fondo Altea (workers in the wood, masonry and constructions, and stonework sector), IBL (Istituto Bancario del Lavoro) and Fintecna. Linear achieved direct premiums of €48m (-12.8%). In a still unfavourable market situation in the MV TPL class, the incidence of other guarantees increased in relation to total premiums from 15.9% in March 2013 to the current 16.6%. At the end of the first quarter of 2014, policies in the portfolio were close to 508 thousand, down by 6%, while the average premium earned decreased by 5.3%.

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Life business performance Life business (direct and indirect premiums) amounted to a total of €2,474m (€2,037m at 31/3/2013, +21.5%). Direct premiums, which accounted for almost all premiums, were composed as follows: Life business direct premiums

Amounts in €m31/3/2014 % comp. 31/3/2013 % comp. % var.

Premiums I - Whole and term life insurance 1,996 82.0 928 46.8 115.0III - Unit-linked/index-linked policies 253 10.4 671 33.8 -62.3IV - Health 0 0.0 0 0.0 325.3V - Capitalisation insurance 77 3.2 270 13.6 -71.5VI - Pension funds 108 4.4 116 5.8 -7.2Total Life business premiums 2,433 100.0 1,985 100.0 22.6Investment products III - Unit-linked/index-linked policies 28 69.7 34 67.1 -17.9V - Capitalisation insurance 0 0.0 1 2.4VI - Pension funds 12 30.3 15 30.5 -21.6Total Life investment products 40 100.0 51 100.0 -20.9Total premiums I - Whole and term life insurance 1,996 80.7 928 45.6 115.0III - Unit-linked/index-linked policies 280 11.3 705 34.6 -60.2IV - Health 0 0.0 0 0.0 325.3V - Capitalisation insurance 77 3.1 271 13.3 -71.6VI - Pension funds 120 4.8 132 6.5 -8.9Total Life business direct premiums 2,473 100.0 2,036 100.0 21.5 This significant rise in premiums, in line with the market, reflected the continuation of the trend of traditional product expansion already occurring in 2013, which was favoured by low rates and the reduced risk appetite of policyholders. Class I rose by 115%, from €928m at 31 March 2013 to €1,996m at 31 March 2014, while the other classes were down. In particular, the Unipol Group benefitted from the growth in the bancassurance channel (companies of the Arca Vita Group and the Popolare Vita Group), which recorded total direct premiums of €1,532m (+35% over the first quarter of 2013). With €900m in premiums, UnipolSai also registered growth of 4.3% despite the fact that some considerable collections on policies which positively impacted the first part of 2013 were not repeated during the period. New business in terms of APE, net of non-controlling interests, amounted to €132m at 31 March 2014 (€115m at 31/3/2013, +14.1%). Pension funds The Unipol Group retained its leading position in the supplementary pension market, despite a difficult competitive context. Through UnipolSai, it managed a total of 23 occupational pension fund mandates at 31 March 2014 (13 of them for accounts 'with guaranteed capital and/or minimum return'). Resources under

28

management totalled €3,690m (€2,269m with guaranteed capital). At 31 December 2013, it managed a total of 23 mandates (13 of them for accounts 'with guaranteed capital and/or minimum return’) and total resources managed came to €3,681m (of which €2,269m with guaranteed capital). The Unipol Group managed 8 Open-Ended Pension Funds (Unipol Insieme, Unipol Previdenza, Conto Previdenza, Fondiaria Previdente, Fondo Pensione Aperto Sai, Fondo Pensione Aperto Milano Assicurazioni, Fondo Pensione Aperto Popolare Vita and Fondo Pensione Aperto BIM Vita). At 31 March 2014, these Open-Ended Funds had a total of 45,210 members and total assets of €742m. At 31 December 2013, there were 8 Open-Ended Pension Funds for total assets of €723m and total member numbers of 45,533. Life premiums of the main Group insurance companies The direct Life premiums of the UnipolSai Group (former Fondiaria-SAI Group and former Unipol Assicurazioni) totalled €1,995m (€1,755m at 31/3/2013, +13.7%). In particular, the UnipolSai Group’s bancassurance channel, represented by the Popolare Vita Group, registered premiums of €1,054m, up 23.4% compared to the first quarter of 2013. Class I rose by 127.6%, from €679m at 31 March 2013 to €1,546m at 31 March 2014, while the other classes were down. The breakdown by class is shown in the following table: UnipolSai Group - Life business direct premiums

Amounts in €m 31/3/2014 % comp. 31/3/2013 % comp. % var.

I Whole and term life insurance 1,546 77.5 679 38.7 127.6- of which investment products 0 0.0 0 0.0

III Unit-linked/index-linked policies 254 12.8 673 38.3- of which investment products 2 0.1 2 0.1 -2.2

IV Health 0 0.0 0 0.0 325.3V Capitalisation insurance 75 3.8 271 15.5 -72.3

- of which investment products 0 0.0 1 0.1 -100.0VI Pension funds 120 6.0 132 7.5 -8.9

- of which investment products 12 0.6 15 0.9 -21.6Total Life business 1,995 100.0 1,755 100.0 13.7

- of which investment products 14 0.7 19 1.1 -24.5 Direct premiums only from UnipolSai totalled €900m (€863m at 31/3/2013), with growth of 4.3% despite the fact that some considerable collections on policies which positively impacted the first part of 2013 were not repeated during the period. Total premiums of the bancassurance company Popolare Vita amounted to €1,054m (€215m at 31/3/2013), while the subsidiary Lawrence Life did not record significant business at 31 March 2013, with premiums of €639m. Overall, the Popolare Vita Group recorded an increase of 23.4% compared to premiums in the first quarter of 2013. At 31 March 2014, the Life insurance companies in the Arca Group (Arca Vita and Arca Vita International), with premiums of €478m, recorded significant growth (+70.1%) compared to the corresponding period in the

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previous year. This increase in comparison with the same period of 2013 is even more significant if it is considered that period’s performance was deemed exceptional. The significant growth in volumes is primarily attributable to class I products with a guaranteed return, which contributed €450m to total premiums (€249m at 31/3/2013, +80.7%). Arca Vita Group - Life business direct premiums

Amounts in €m 31/3/2014 % comp. 31/3/2013 % comp. % var.

I Whole and term life insurance 450 94.1 249 88.6 80.7III Unit-linked/index-linked policies 26 5.4 32 11.4 -18.9

- of which investment products 26 5.4 32 11.4 -18.9V Capitalisation insurance 2 0.4 0 0.0

Total Life business 478 100.0 281 100.0 70.1- of which investment products 26 5.4 32 11.4 -18.9

Reinsurance Indirect business Indirect Non-Life and Life premium income amounted to €20m at 31 March 2014 (€24m at 31/3/2013) and was made up of €19m of premiums from Non-Life business (€23m at 31/3/2013) and €1m from Life business, basically unchanged with respect to 31 March 2013. Indirect business

Amounts in €m31/3/2014 % comp. 31/3/2013 % comp. % var.

Non-Life premiums 19 94.4 23 96.4 -17.3Life premiums 1 5.6 1 3.6 34.5Total indirect premiums 20 100.0 24 100.0 -15.4 Outwards reinsurance Group premiums ceded totalled €118m (€120m at 31/3/2013), €107m of which came from Non-Life premiums ceded (€110m at 31/3/2013) and €10m from Life premiums ceded (basically unchanged with respect to 31/3/2013). Premiums ceded

Amounts in €m31/3/2014

comp.%

31/3/2013comp.

% var.

%

Non-Life premiums 107 91.1 110 91.7 -3.0Retention ratio - Non-Life business (%) 95.4% 95.5%

Life premiums 10 8.9 10 8.3 5.1Retention ratio - Life business (%) 99.6% 99.5%

Total premiums ceded 118 100.0 120 100.0 -2.4Overall retention ratio (%) 97.5% 97.3%

The retention index is the ratio between premiums retained (total direct and indirect premiums, net of premiums ceded) and total direct and indirect premiums. Investment products are excluded from the calculation.

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At 31 March 2014, the technical result of Non-Life premiums ceded was positive for reinsurers, while the technical result of Life premiums ceded was slightly negative for reinsurers, as it was at 31 March 2013. Please note that, as regards current coverage, the Group’s reinsurance policy did not change significantly compared to last year.

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Banking sector Operating performance of the Unipol Banca Group Unipol Banca’s activities in the first quarter of 2014 were targeted primarily at retail customers (private and SMEs), and, in particular Group insurance customers and shareholders of consumer cooperatives. A total of 61.1% of new mortgage loans (equal to €31m) were disbursed to retail customers, augmented by a further €24m in unsecured loans and personal loans (63.2% of business). Commercial development activities made it possible to increase the number of ordinary accounts by 3% (compared to the end of 2013), which at 31 March 2014 amounted to around 282 thousand. One particularly positive note is the reduction in the churn rate, which came to 7% and dropped significantly compared to December 2013 (11.1%) as well as compared to March 2013 (11.3%). The rate of new openings was also up considerably, reaching 19.1% (14.4% at March 2013), with approximately 13,100 accounts opened. Openings increased in all distribution channels, with +23.5% for branches and +37.1% for agencies, in addition to 740 accounts in the MyUnipol channel (not active in the first quarter of 2013). Direct customer deposits of the Unipol Banca Banking Group, amounting to €10,083m at 31 March 2014, remained rather stable (+0.2% compared to December 2013). Net of volumes attributable to Unipol Group companies, direct deposits grew by 6%. With a view to extending the average duration of its debt, the parent Unipol Banca concluded some transactions with institutional investors by placing €200m in bonds, repurchased during the issue phase, and €140m in notes initially issued by a proprietary securitisation vehicle and simultaneously repurchased on issue by Unipol Banca (object of a so-called “self-securitisation”). An analysis by counterparty shows growth in corporate customers (+€112m), which benefitted from the aforementioned transactions with institutional counterparties, and a €170m reduction in retail customers. Amounts attributable to the Unipol Group decreased significantly (-€504m) due to a particularly high balance at the end of 2013 caused by temporary excess liquidity. Net of these volumes, direct deposits grew by 6%. At 31 March 2014, indirect deposits amounted to €48.1bn, marking a significant increase (+€24.4bn) due to the transfer of securities deposits of some companies of the former Fondiaria Group by the associate UnipolSai. Other than the volumes of the Unipol Group, of €45bn, customer deposits also registered a good growth rate (+7% compared to December 2013) with increases in the retail (+5.8%) and corporate (+9.1%) components. On the whole, assets under management totalled €1.3bn at 31 March 2014 (+9.8% compared to December 2013), divided into managed funds (16%), funds (38%) and Life insurance policies (46%). Please recall that Unipol Banca transferred its investment in Unipol Fondi Ltd to AcomeA SGR at the end of 2013. Compared to the end of 2013, mutual funds rose by 17.8% and Life policies by 8.1%, partially due to new forms of collaboration with Unipol Group agencies. Funds under custody totalled €46.8bn at 31 March 2014, marking growth of €24.3bn due to the increase in operations with the Unipol Group companies, mentioned above. Ordinary customer volumes, equal to €1.6bn, grew by 6.4% with an increase of 11.8% in the corporate component. Lending to customers was down 1.1% to €9,509.5m, whilst receivables from banks amounted to €482m compared with €383m at the end of 2013. Almost one-third of the overall decrease in lending, equal to €106m, is attributable to the growth in valuation reserves by €34m.

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The analysis by counterparty (retail and corporate) shows substantial stability in the percentage share associated with both markets. The reduction primarily regarded medium/long-term forms (-€87m including mortgages, securitisations and leasing), although the portfolio composition did not change considerably (77.1% medium/long-term compared to 77.2% at the end of 2013). The new lending transactions in the first quarter of 2014 were primarily aimed at retail customers (private customers and SMEs) with 61.1% of new mortgage loans (equal to €31m), augmented by a further €24m in unsecured loans and personal loans (63.2% of business). At the consolidated level, net non-performing loans at 31 March 2014 amounted to €2,275m (down compared to €2,329m at 31 December 2013), of which €1,244m classified as bad and doubtful loans. The coverage level of non-performing loans was 27.9% (coverage of bad and doubtful loans was 36.1%), and they represent 23.9% of receivables from customers. Non-performing loans recorded a positive trend in the first quarter of 2014 after the strong increase in the last two years. With respect to the indemnity agreement between Unipol Banca and its holding company Unipol, at 31 March 2014 €517m of the portfolio is covered. An analysis of the income statement shows a financial margin down 2.2% to €49m and net commission income down 7.1% to €25m. Financial management is the component that recorded the biggest deviation with respect to the same period in the previous year, with an increase of €16m, coming out at €26m of revenue, thanks to the sale of securities in portfolio in the nominal amount of €513m. As a result, gross operating income totalled €101m in the first quarter of 2014, an increase of 15.3%. Adjustments on loans of €27m were down compared to the same period of 2013 (€40m). Operating expenses totalled €67m, up 7.4% compared to March 2013. The incidence of operating expenses with respect to gross operating income decreased by 4.9 percentage points, from 70.9% in March 2013 to 66% in the first quarter of 2014, thanks to a recovery in gross operating income which more than offset the increase in operating expenses. The change in the IRAP rate from 5.57% to 5.12% beginning in 2014 resulted in higher expense by roughly €3m due to the recalculation of the deferred tax assets recognised previously. Due to the results described above, after accounting for taxes of €6m, the net profit for the period totalled around €1m (loss of €15m in the first quarter of 2013).

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Operating performance of Banca Sai At 31 March 2014, direct customer deposits totalled €876m (€840m at 31/12/2013), €794m of which came from current accounts (€728m at 31/12/2013), €61m from other payables to customers (€92m at 31/12/2013) and €20m from bonds (€21m at the end of 2013). There was a considerable drop in indirect deposits due to the transfer to the associate Unipol Banca of funds under custody of the former Fondiaria Group companies, which at 31 March 2014 amounted to €1,049m compared to €19,664m at the end of 2013. Also in the first quarter of 2014, receivables from customers remained rather stable, with a decline in the corporate component, which continues to be affected by the negative economic situation. Lending (mortgages and uses of various credit lines, before value adjustments) amounted to €789m at the end of the quarter (€782m at 31/12/2013). Net of exposure to the subsidiary Finitalia (€238m relating to a current account overdraft), lending to third parties decreased from €560m in 2013 to €551m at the end of March 2014. Lending is oriented towards traditional business types, supporting the financing requirements of households and providing the necessary support to businesses, particularly SMEs, which in the current economic environment have shown themselves to have better economic and business continuity prospects. As a result, credit policies and lending and credit monitoring processes are defined so as to combine customer needs with the need to ensure the maintenance of loan quality. In terms of the income statement, net interest income came to €4.8m, with growth of €4.6m at 31 March 2013. Net service revenues, composed of net commission income, totalled €3.3m, compared to €2.6m in March 2013. Adjustments due to the impairment of financial assets amounted to €0.4m. Net financial income totalled €7.6m (€6.1m at 31/3/2013). The item operating expenses amounted to €4.2m, compared to €4.1m in the previous period, with an increase of 2%. The period closed with a positive net economic result of €2.3m (€1.1m at 31/3/2013). _________________________________________________________________________________________ The following table shows the principal items in the income statement of the Banking sector, set out in accordance with the layout specified for banks. Banking business

Amounts in €m 31/3/2014 31/3/2013 % var.

Net interest income 63 61 3.7Net commission income 28 31 -10.9Other net financial income 27 10 162.4Gross operating income 117 102 14.9Net impairment losses on financial assets -30 -43 -30.5Net financial income 88 59 48.0Operating expenses 74 71 4.7

Cost/income 62.9% 69.1% -8.9Other income (charges) 0 0

Pre-tax profit (loss) 14 -11

The pre-tax result of the banking sector at 31 March 2014 was a profit of €14m (loss of €11m at 31/3/2013).

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Investments and cash and cash equivalents of the banking sector totalled €13,141m at 31 March 2014 (€12,866m at 31/12/2013). Financial liabilities amounted to €12,340m (€12,270m at 31/12/2013) and are mainly composed of: - €590m in subordinated loans (€591m at 31/12/2013); - €2,585m in issued debt securities (€2,196m at 31/12/2013); - €7,808m in payables to customers (€8,022m at 31/12/2013); - €1,303m in interbank payables (€1,258m at 31/12/2013).

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Real Estate Sector As established in the 2013-2015 Business Plan, the optimisation of the real estate portfolio launched last year continued in the first quarter of 2014, with the following notable events: - agreements for the disposal of some properties located in Turin, Florence and Milan, for which the

preliminary sales contracts were signed in 2013, are currently being defined; - activities continue in relation to projects for the recovery and enhancement of the various property

complexes owned by the Group, including the “Torre Galfa” property (via Fara, 41 – Milan), the area named “Porta Nuova” in Milan, the Castello area in the northern outlying area of Florence, released from seizure in 2013, the property for receptive use in Bologna at piazza Costituzione 1, in which works inside the building are being completed, and the via Larga property complex also in Bologna, where the building for receptive use was completed. The property was then leased to the subsidiary Atahotels, specialised in hotel management, and the hotel was opened to the public in April.

The enhancement project on the property located in Assago - Milanofiori also began during the quarter in preparation for the lease of a significant portion to leading “tenants”. The definitive project has been defined and the tender has been called to identify the party that will carry out the works yet to be completed. The main income statement figures of the real estate sector are shown below:

Income Statement - Real Estate SectorAmounts in €m 31/3/2014 31/3/2013 % var.

Gains (losses) on remeasurement of financial instruments at fair value through profit or loss

0 0 -165.6

Gains on investments in subsidiaries, associates and interests in joint ventures 0 0 -100.0Gains on other financial instruments and investment property 21 15 39.1Other revenues 4 7 -47.6Total revenue and income 24 21 14.8Losses on investments in subsidiaries, associates and interests in joint ventures -1 0 573.0Losses on other financial instruments and investment property -14 -14 -4.1Operating expenses -3 -1 113.0Other costs -9 -9 7.7Total costs and expenses -26 -24 9.2Pre-tax profit (loss) for the year -2 -3 -31.0 The pre-tax result at 31 March 2014 was a loss of €2m (-€3m at 31/3/2013). Investments and cash and cash equivalents of the real estate sector (including instrumental properties for own use) totalled €1,912m at 31 March 2014 (€1,911m at 31/12/2013), composed mainly of investment property amounting to €1,234m (€1,177m at 31/12/2013) and properties for own use totalling €479m (€541m at 31/12/2013). Financial liabilities amounted to €174m at 31 March 2014 (€175m at 31/12/2013).

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Holding and Other Activities Sector In 2014 actions continued for the turnaround and development of the diversified company sector, via the consolidation of rationalisation activities initiated in 2013 and the launch of new commercial development initiatives. Overall, the diversified companies reported a loss. A not insignificant part of this result is attributable to the healthcare structures owned, shaped by the negative trends in private healthcare and another gradual decline in activities under contract with the public health authority. The result of Centro Oncologico Fiorentino (-€3m) improved slightly compared to the previous period in 2013 (-€3.8m) while the result of Villa Donatello (-€0.2m) was in line with the result of the first quarter of 2013 and included (also in the comparative period from last year) the results of Donatello Day Surgery, which was placed in liquidation at the beginning of 2014 and whose activities, primarily ophthalmology, were transferred to Villa Donatello. In the hotels segment, although Atahotels reported a loss (-€5.3m), its result improved in comparison with the same period of 2013 (-€7m) due to the partial implementation of ongoing rationalisation activities. On 28 March 2014 Atahotels Bologna, a new business hotel on via Larga in Bologna, opened its doors. The structure leased to Atahotels belongs to the recently constructed property complex owned by a Group company. On 5 February 2014 the Atahotels Extraordinary Shareholders' Meeting resolved on a share capital increase up to €60.6m via the payment of a total of €45.6m. The recapitalisation is intended to cover losses from 2013 and, especially, to enable the full payment of past-due trade payables due to UnipolSai and Immobiliare Fondiaria-SAI. Although the result from agricultural activities was also negative, it improved compared to the same quarter of last year: from -€0.6m at 31 March 2013 to approximately -€0.3m at 31 March 2014. The Saiagricola Extraordinary Shareholders' Meeting held on 19 March 2014 resolved to change the company name from Saiagricola SpA to Tenute del Cerro SpA. With respect to the holding Unipol, please note that with the establishment of UnipolSai, almost all service agreements and 245 employees were transferred to the company. At 31 March 2014 Unipol had 85 employees, compared to 331 at 31 December 2013. ________________________________________________________________________________________ The main income statement figures of the Holding and Other Activities sector are shown below:

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Income Statement Holding and Other Activities SectorAmounts in €m 31/3/2014 31/3/2013 % var.

Commission income 1 1 2.3Gains (losses) on remeasurement of financial instruments at fair value through profit or loss 0 2 -80.6

Gains on other financial instruments and investment property 3 6 -55.6Other revenues 76 156 -51.2Total revenue and income 80 164 -51.2Commission expense 0 0 -9.0Losses on investments in subsidiaries, associates and interests in joint ventures 0 0 -77.2Losses on other financial instruments and investment property -11 -13 -11.5Operating expenses -35 -94 -63.3Other costs -98 -152 -35.5Total costs and expenses -144 -259 -44.5Pre-tax profit (loss) for the year -64 -95 -32.8 The pre-tax result at 31 March 2014 was a loss of €64m (-€95m at 31/3/2013). The item Other costs includes €25m in credit indemnity provisions set aside by the parent Unipol relating to the credit indemnity agreement with the subsidiary Unipol Banca (€60m at 31/3/2013). At 31 March 2014, Investments and cash and cash equivalents of the Holding and Other Activities Sector (including properties for own use totalling €191m) amounted to €1,071m (€970m at 31/12/2013). Financial liabilities amounted to €1,247m (€1,514m at 31/12/2013) and are mainly composed: − for €869m, of two senior bonds issued by Unipol with a total nominal value of €898m (€782m at 31/12/2013,

with a nominal value of €750m). The increase compared to 31 December 2013 is attributable to the Partial Exchange Offer of the senior unsecured notes due in January 2017 issued by Unipol, described in the Management report section;

− for €269m, of loans payable in place with the subsidiary Unipol Assicurazioni (€269m at 31/122013). At 31 December 2013, there were €379m in liabilities of the former Premafin (Amended Pre-Integration Loan Agreement) which, as part of the merger into Fondiaria-SAI (now UnipolSai), were attributed to the Non-Life segment.

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Investment management Investments and cash and cash equivalents Transactions carried out in the first quarter of 2014 In the first three months of 2014, in line with previous years, the investment policies adhered, in terms of medium/long-term investments, to the general criteria of prudence and of preserving asset quality consistent with the Guidelines defined in the Investment Policy. Transactions were therefore geared towards reaching profitability targets consistent with the asset return profile and with the trend in liabilities over the long-term, and the maintenance of a high-quality portfolio through a process of selecting issuers on the basis of their diversification and strength, with a particular focus on the liquidity profile. The main object of the transactions was the bond segment, with a preference for Italian government bonds in line with a medium/long-term investment approach. The increase in the exposure to government-issued securities during the quarter stood at €1,930m. Purchases of government securities mainly concerned fixed-rate bonds in the Life segment, while variable rate inflation-indexed bonds were also purchased in the Non-Life segment. Actions aimed at rationalising the maturity of liabilities with the assets covering those liabilities continued in the Life segment during the quarter. This activity, carried out on the basis of the contractual commitments and the goals of the Business Plan, was also implemented by using zero coupon type government bonds, the so-called BTP (Long-Term Treasury Bond) strips, which allow the protection of minimum guaranteed returns and of the coupon reinvestment risk in a low interest rate context. In the Non-Life segment, the exposure to European inflation-indexed BTPs was increased, spreading purchases over different maturities and benefiting from the high real returns offered by this segment. The non-government component of bond securities saw an increase in overall exposure of roughly €98m. The result on the portfolios was a net reduction in the Life segment (-€273m) and an increase in the exposure of the Non-Life segment (+€371m). Transactions primarily involved financial subordinated and hybrid industrial securities in the Non-Life segment, and the sale of senior unsecured securities from the Life portfolio. Overall, net exposure to subordinated securities rose by approximately €260m, with a €128m decrease in the Life portfolio and a €387m increase in the Non-Life portfolio. Asset portfolio simplification activities continued during the period. Level 2 and 3 structured bonds saw an overall reduction of €303m. Share exposure increased in the first quarter by around €34m. Transactions were broken down based on individual shares and ETF (Exchange Traded Funds), representing share indexes. The portfolio contained bonds with a good scope for future profits and a high profit flow. Almost all equity instruments in the portfolio belong to the main European share indexes. The exposure to alternative funds, a category to which the Private Equity Fund and Hedge Fund belong, amounted to €428m, up €188m in the quarter due to hedge fund subscriptions. The new funds selected mainly comply with the criteria of the European UCITS IV directive, with daily liquidity and explicit leverage limits. There were no new Private Equity fund subscriptions. Currency exchange transactions were targeted exclusively at the hedging of the currency risk of existing share and bond positions.

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The overall Group duration stood at 4.76 years, slightly up compared to 4.36 years at the end of 2013. The Non-Life duration in the Group insurance portfolio was 3.37 years; in Life it was 5.46 years. The Holding duration was 0.49 years due to the liquidity suitably held in the portfolio. The fixed rate and floating rate components of the bond portfolio stood at 79% and 21% respectively. The government component accounted for approximately 82% of the bond portfolio whilst the corporate component accounted for the remaining 18%, split into 13.6% financial and 4.4% industrial credit. Italian government bonds accounted for 77% of the total bond portfolio. A total of 94.8% of the bond portfolio is invested in securities with a rating above BBB-. A total of 3% of securities were between AAA and AA-, whilst 5.3% was rated A. The exposure to securities with a BBB rating was 86.5% and exposure to securities lower than BBB- came to 5.2%. The liquidity component in the portfolio stood at €2.2bn, the majority of which was deposited with Group banks. At 31 March 2014, Group investments and cash and cash equivalents totalled €78,112m (€74,109m at 31/12/2013), with the following breakdown according to type of business: Investments and cash and cash equivalents according to type of sector

Amounts in €m 31/03/2014 % comp. 31/12/2013 % comp. % var.Insurance 64,504 82.6 61,236 82.6 5.3Banking 13,141 16.8 12,866 17.4 2.1Holding and Serv ices 1,071 1.4 970 1.3 10.4Real Estate 1,912 2.4 1,911 2.6 0.0Intersegment eliminations -2,517 -3.2 -2,875 -3.9 -12.4Total investments and cash and cash equivalents 78,112 100.0 74,109 100.0 5.4

The subdivision by category of investment is as follows:

Amounts in €m 31/3/2014 comp. % 31/3/2013 comp. % % var.

Property (*) 4,115 5.3 4,129 5.6 -0.3Investments in subsidiaries, associates and interests in joint ventures 188 0.2 189 0.3 -0.5Investments held to maturity 3,009 3.9 2,933 4.0 2.6Loans and receivables 16,199 20.7 16,300 22.0 -0.6

Debt securities 5,239 6.7 5,295 7.1 -1.1Loans and receivables from bank customers 9,612 12.3 9,752 13.2 -1.4Interbank loans and receivables 452 0.6 353 0.5 27.8Deposits with ceding companies 60 0.1 35 0.0 69.5Other loans and receivables 837 1.1 864 1.2 -3.1

Available-for-sale financial assets 43,774 56.0 39,934 53.9 9.6Financial assets at fair value through profit or loss 9,493 12.2 9,787 13.2 -3.0

held for trading 538 0.7 570 0.8 -5.5at fair value through profit or loss 8,955 11.5 9,217 12.4 -2.8

Cash and cash equivalents 1,333 1.7 837 1.1 59.2Total investments and cash and cash equivalents 78,112 100.0 74,109 100.0 5.4(*) including Owner-occupied property

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Pursuant to IFRS 5, Property of €21m (same at 31/12/2013) and Cash and cash equivalents of €2m (€3m at 31/12/2013) were reclassified to Assets held for disposal. Net gains on investments and net financial income Details of net gains on investments and net financial income are set out in the following table: Net gains

Amounts in €m 31/3/2014 comp. % 31/3/2013 comp. % % var.

Investment property 5 0.8 -1 -0.3Gains/losses on investments in subsidiaries and associates and interests in joint ventures -7 -1.1 -2 -0.5Net gains on investments held to maturity 30 4.7 27 5.7Net gains on loans and receivables 82 12.8 52 11.2Net gains on available-for-sale financial assets 550 85.9 396 84.2Net losses on financial assets held for trading -22 -3.4 -4 -0.8Balance of cash and cash equivalents 2 0.3 3 0.5Total net gains on financial assets, cash and cash equivalents 641 100.0 470 100.0 36.4Net losses on financial liabilities held for trading 5 -1Net losses on other financial liabilities -67 -90Total net losses on financial liabilities -62 -91 -32.2

Total net gains (excluding instruments at fair value) 579 379 52.8Net gains on financial assets at fair value 172 47Net losses on financial liabilities at fair value -23 -27Total net gains on financial instruments at fair value 149 20Total net gains on investments and net financial income 728 399 82.5 At 31 March 2014, the following write-downs were booked to the income statement: write-downs of loans and receivables, attributable to banking activities for €54m (€100m at 31/3/2013) and write-downs due to impairment on financial instruments classified in the available-for-sale asset category for €7m (€6m at 31/3/2013).

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Equity Equity, excluding non-controlling interests, is composed as follows:

Amounts in €m31/3/2014 31/12/2013

variation in amount

Share capital 3,365 3,365 0Other equity instruments 0 0 0Equity-related reserves 1,725 1,725 0Income-related and other reserves -227 327 -554(Treasury shares) -23 -23 0Translation reserve 2 2 0Gains/losses on available-for-sale financial assets 666 121 545Other gains and losses recognised directly in equity -10 -25 14Profit (loss) for the year 70 -79 148Total equity attributable to the owners of the Parent 5,568 5,414 154 The main changes in the period were as follows: - a decrease of €476m due to the change in the share of participating interests in the UnipolSai Group after

the merger; - an increase of €545m owing to the increase in the provision for gains and losses on available-for-sale

financial assets, from €121m at 31 December 2013 to €666m at 31 March 2014; - an increase of €14m owing to the increase in the provision for Other gains or losses recognised directly in

equity; - an increase of €70m owing to the Group profit at 31 March 2014. Equity attributable to non-controlling interests amounted to €2,574m (€2,067m at 31/12/2013). The increase was due in particular to the change in the share of participating interests in the UnipolSai Group after the merger. Treasury shares At 31 March 2014, Unipol held a total of 6,955,000 ordinary treasury shares (unchanged with respect to 31/12/2013), of which 6,740,000 directly and 215,000 indirectly through the subsidiary UnipolSai. The ordinary Unipol shares held by Unipol and 175,000 ordinary shares held by the subsidiary UnipolSai were acquired in 2013 in service of payment plans based on financial instruments (performance share type).

42

Technical provisions and financial liabilities At 31 March 2014 technical provisions amounted to €58,536m (€56,875m at 31/12/2013) and financial liabilities totalled €16,474m (€16,041m at 31/12/2013). Non-Life technical provisions for €46m were reclassified to the item Liabilities held for disposal, pursuant to IFRS 5 (€19m at 31/12/2013). Technical provisions and financial liabilities

Amounts in €m31/3/2014 31/12/2013 % var.

Non-Life technical prov isions 18,371 18,583 -1.1Life technical prov isions 40,165 38,292 4.9Total technical provisions 58,536 56,875 2.9Financial liabilities at fair value 2,063 2,057 0.3

Investment contracts - insurance companies 1,573 1,582 -0.5Other 490 475 3.2

Other financial liabilities 14,411 13,985 3.0Investment contracts - insurance companies 9 26 -63.9Subordinated liabilities 2,582 2,575 0.3Payables to bank customers 6,272 6,096 2.9Interbank payables 1,303 1,258 3.6Other 4,245 4,030 5.3

Total financial liabilities 16,474 16,041 2.7Total 75,010 72,917 2.9 Unipol Group Debt In order to properly present the items in question, the items relating solely to financial debt, understood as the total amount of financial liabilities not strictly associated with ordinary operations, are shown separately. Therefore, liabilities constituting operating debt, i.e. liabilities directly or indirectly correlated with asset items, are excluded. Group debt (excluding net interbank business)

Amounts in €m 31/3/2014 31/12/2013variation in

amountSubordinated liabilities issued by UnipolSai 1,992 1,984 7Subordinated liabilities issued by Unipol Banca 590 591 0Debt securities issued by Unipol Banca 2,526 2,136 390Debt securities issued by Unipol 862 776 86Other loans of the UnipolSai Group 579 736 -156Total debt 6,549 6,223 326 Debt securities issued by Unipol, net of intragroup subscriptions, for €862m (€776m at 31/12/2013) relate to two senior unsecured bonds listed on the Luxembourg Stock Exchange, with a total nominal value of €898m (nominal value of €750m at 31/12/2013). The increase compared to 31 December 2013 is attributable to the Partial Exchange Offer of the senior unsecured notes due in January 2017 carried out on 5 March 2014, described in the Management report section.

43

Therefore, at 31 March 2014 Unipol had 2 bonds outstanding, respectively for a nominal value of €500m, at the rate of 4.375%, due in 2021, and a nominal value of €398m, at the rate of 5%, due in 2017. The outstanding debt securities issued by Unipol Banca amounted to €2,526m (€2,136m at 31/12/2013). This increase is the result of certain transactions with institutional investors carried out by the bank with a view to extending the average duration of liabilities. The Other loans of the UnipolSai Group, amounting to €579m (€736m at 31/12/2013) included €381m from the Amended Pre-Integration Loan Agreement of the former Premafin and €112m from the loan stipulated by the Tikal R.E. Closed-End Real Estate Investment Fund (€111m at 31/12/2013). The reduction in debt was mainly due to the expiry of a loan repurchase agreement of the former Unipol Assicurazioni for €104m.

44

Assets and liabilities held for disposal Disposals planned in compliance with Provision dated 19 June 2012 of the Antitrust Authority On 15 March 2014, UnipolSai Assicurazioni and Allianz signed an agreement for the transfer of a business unit including a Non-Life insurance portfolio for a value of €1.1bn (2013 figures), 729 insurance agencies and 500 employees dedicated to managing these activities. The transfer of the assets forming part of former Milano Assicurazioni (now UnipolSai) makes provision for a maximum consideration of €440m. The transaction will be completed following the approval from the competent Supervisory Authorities, including the Antitrust Authority. In relation to the perimeter involved in the transfer, IFRS 5 - Non-current assets held for sale and discontinued operations was applied starting from 30 June 2013. In particular, in the consolidated statement of financial position at 31 March 2014, assets subject to transfer, amounting to €175.1m (€149.7m at 31/12/2013), were classified under a single item 'Non-current assets held for sale or disposal groups’ (item 6.1 of the Assets) while liabilities amounting to €100.7m (€72.8m at 31/12/2013) were similarly reclassified under a single item 'Liabilities associated with disposal groups' (item 6.1 of Liabilities). Both items are stated net of intercompany transactions. Given that the assets and liabilities falling under the transfer perimeter do not represent, considered as a whole, “discontinued operations”, the profit components concerning the disposal group are stated according to normal classification rules, in the various income statement items. The application of IFRS 5 did not have any effects on the consolidated income statement or consolidated equity. Other disposals The other reclassifications made in application of IFRS 5 regard the assets (€2.4m) and liabilities (€1m) of the company Saint George Capital Management (indirect 100% subsidiary of UnipolSai through the subsidiary Saifin-Saifinanziaria) and certain properties for which the relative preliminary sales contracts have already been signed (€21.1m). The tables below show the details of the reclassified assets and liabilities.

45

Non-current assets held for sale or disposal groupsAmounts in €m

31/3/2014 31/12/2013 31/3/2014 31/12/2013 31/3/2014 31/12/20131 INTANGIBLE ASSETS 94.0 98.4 0.0 0.0 94.1 98.5

1.1 Goodw ill 35.6 35.6 - - 35.6 35.61.2 Other intangible assets 58.4 62.8 0.0 0.0 58.4 62.9

2 PROPERTY, PLANT AND EQUIPMENT 0.1 0.1 0.2 0.2 0.2 0.22.1 Property - - - - - - 2.2 Other tangible assets 0.1 0.1 0.2 0.2 0.2 0.2

3 TECHNICAL PROVISIONS – REINSURERS’ SHARE - - - - - -

4 INVESTMENTS 1.2 0.9 21.2 21.5 22.4 22.44.1 Inv estment property - - 21.1 21.4 21.1 21.44.2 Inv estments in subsidiaries, associates and interests in joint v entures - - - - - - 4.3 Inv estments held to maturity - - - - - - 4.4 Loans and receiv ables 1.2 0.9 - - 1.2 0.94.5 Av ailable-for-sale financial assets - - 0.1 0.1 0.1 0.14.6 Financial assets at fair v alue through profit or loss - - - - - -

5 SUNDRY RECEIVABLES 26.1 26.5 0.0 0.0 26.1 26.55.1 Receiv ables relating to direct insurance business 26.1 26.5 - - 26.1 26.55.2 Receiv ables relating to reinsurance business - - - - - - 5.3 Other receiv ables - 0.0 0.0 0.0 0.0 0.0

6 OTHER ASSETS 3.0 3.1 0.0 0.4 3.0 3.56.2 Deferred acquisition costs 0.7 0.5 - - 0.7 0.56.3 Deferred tax assets - - - - - - 6.4 Current tax assets - - - - - - 6.5 Other assets 2.3 2.6 0.0 0.4 2.3 3.0

7 CASH AND CASH EQUIVALENTS 50.7 20.7 2.1 2.7 52.8 23.4

NON-CURRENT ASSETS OR DISPOSAL GROUPS 175.1 149.7 23.5 24.8 198.6 174.5

disposals ex Ruling AGCM

other reclassifications IFRS 5

Total reclassifications

46

Liabilities associated with disposal groups

31/3/2014 31/12/2013 31/3/2014 31/12/2013 31/3/2014 31/12/20132 PROVISIONS 15.4 15.1 - - 15.4 15.1

3 TECHNICAL PROVISIONS 46.1 18.7 - - 46.1 18.7

4 FINANCIAL LIABILITIES - - - - - - 4.1 Financial liabilities at fair v alue through profit or loss - - - - - - 4.2 Other financial liabilities - - - - - -

5 PAYABLES 4.6 5.2 1.0 1.2 5.6 6.45.1 Pay ables arising from direct insurance business 0.0 0.6 0.0 0.0 0.0 0.65.2 Pay ables arising from reinsurance business - - - - - - 5.3 Other pay ables 4.6 4.6 1.0 1.2 5.6 5.8

6 OTHER LIABILITIES 34.7 33.8 0.0 0.1 34.7 33.96.2 Deferred tax liabilities 19.7 21.6 - - 19.7 21.66.3 Current tax liabilities - - 0.0 0.0 0.0 0.06.4 Other liabilities 15.0 12.3 0.0 0.1 15.0 12.4

LIABILITIES OF A DISPOSAL GROUP 100.7 72.8 1.0 1.3 101.7 74.2

Amounts in €m

disposals ex Ruling AGCM

other reclassifications IFRS 5

Total reclassifications

47

Significant events after the reporting period and business outlook Issue by UnipolSai of a Convertible Loan As already described in the Management report, which should be referred to, on 24 April 2014, the subsidiary UnipolSai issued a Convertible Loan for a total of €201.8m resolved upon by the Company’s Board of Directors on 15 January 2014, represented by 2,018 bonds, with a unit nominal value of €100,000. The bonds issued are bearer bonds, non-fractionable and freely transferable, issued in the Monte Titoli SpA system for the centralised transfer of uncertificated securities and constitute direct, unsecured and subordinated debentures. They accrue gross annual interest (non-capitalisable) of 6.971% calculated on the unit nominal value and payable in deferred half-yearly payments, with the first coupon planned for 31 May 2014. The Convertible Loan was subscribed, on issue: (i) by Unipol for €67.5m and (ii) by the lending banks of the former Premafin, with the exception of GE Capital, for €134.3m. The bonds may be optionally converted by bondholders at any time between 24 April 2014 and 22 December 2015 and, in any event, they will be automatically and mandatorily converted on 31 December 2015. The maximum number of shares that will be issued in service of the Convertible Loan is 73,919,414 shares. On 5 May 2014, Unipol requested the conversion of all 675 bonds subscribed on issue. After the conversion, based on the terms and conditions of the Bond Regulation, Unipol will hold 24,725,274 newly issued ordinary UnipolSai shares. As a result, Unipol’s stake in the ordinary share capital of UnipolSai will increase from 63.00% to 63.41%. Business outlook As regards the performance of the Non-Life insurance segment, the slight recovery in business for UnipolSai in the MV TPL class was confirmed in April due to the numerous marketing and commercial offering actions deployed by the Company. Premiums collected remain down compared to last year owing to a drop in the average premium and Italian economic trends. Technical performance of the loss ratio was still favourable due to the ongoing regression in claims reported. In the Life segment, premiums continue to rise at a rapid pace, boosted by trends in the financial markets, which ensure that the assets managed will achieve positive profitability. In the Banking segment, the slowdown in credit impairment observed in the first quarter has been confirmed.

48

The Group is continuing with determination with the integration of the companies merged into UnipolSai, required in order to meet the goals of the Business Plan, and with activities in preparation for the transfer of a business unit in order to comply with measures imposed by the Antitrust Authority during the bailout of the Fondiaria-SAI Group. Bologna, 15 May 2014 The Board of Directors

49

Tables of Consolidated Financial Statements: − Statement of financial position − Income statement and statement of comprehensive

income − Income statement by business segment

Consolidated Statement of Financial Position - Assets

31/3/2014 31/12/2013

1 INTANGIBLE ASSETS 2,203 2,2371.1 Goodwill 1,583 1,5831.2 Other intangible assets 620 654

2 PROPERTY, PLANT AND EQUIPMENT 1,492 1,3832.1 Property 1,371 1,2592.2 Other tangible assets 121 124

3 TECHNICAL PROVISIONS – REINSURERS’ SHARE 1,122 1,0464 INVESTMENTS 75,408 72,012

4.1 Investment property 2,744 2,8704.2 Investments in subsidiaries, associates and interests in joint ventures 188 1894.3 Investments held to maturity 3,009 2,9334.4 Loans and receivables 16,199 16,3004.5 Available-for-sale financial assets 43,774 39,9344.6 Financial assets at fair value through profit or loss 9,493 9,787

5 SUNDRY RECEIVABLES 3,302 3,4165.1 Receivables relating to direct insurance business 1,574 1,8515.2 Receivables relating to reinsurance business 136 1355.3 Other receivables 1,592 1,429

6 OTHER ASSETS 3,606 3,3736.1 Non-current assets held for sale or disposal groups 199 1756.2 Deferred acquisition costs 79 776.3 Deferred tax assets 2,615 2,3386.4 Current tax assets 131 2736.5 Other assets 582 510

7 CASH AND CASH EQUIVALENTS 1,333 837TOTAL ASSETS 88,467 84,304

Amounts in €m

52

Consolidated Statement of Financial Position - Equity and Liabilities

31/3/2014 31/12/2013

1 EQUITY 8,142 7,4811.1 attributable to the owners of the Parent 5,568 5,4141.1.1 Share capital 3,365 3,3651.1.2 Other equity instruments 0 01.1.3 Equity-related reserves 1,725 1,7251.1.4 Income-related and other reserves -227 3271.1.5 (Treasury shares) -23 -231.1.6 Translation reserve 2 21.1.7 Gains or losses on available-for-sale financial assets 666 1211.1.8 Other gains or losses recognised directly in equity -10 -251.1.9 Profit (loss) for the year attributable to the owners of the Parent 70 -791.2 attributable to non-controlling interests 2,574 2,0671.2.1 Share capital and reserves attributable to non-controlling interests 2,133 1,3911.2.2 Gains or losses recognised directly in equity 379 4101.2.3 Profit (loss) for the year attributable to non-controlling interests 62 267

2 PROVISIONS 573 5343 TECHNICAL PROVISIONS 58,536 56,8754 FINANCIAL LIABILITIES 16,474 16,041

4.1 Financial liabilities at fair value through profit or loss 2,063 2,0574.2 Other financial liabilities 14,411 13,985

5 PAYABLES 1,570 1,1835.1 Payables arising from direct insurance business 286 1775.2 Payables arising from reinsurance business 148 855.3 Other payables 1,136 920

6 OTHER LIABILITIES 3,172 2,1906.1 Liabilities associated with disposal groups 102 746.2 Deferred tax liabilities 1,542 1,0146.3 Current tax liabilities 92 1426.4 Other liabilities 1,436 959

TOTAL EQUITY AND LIABILITIES 88,467 84,304

Amounts in €m

53

Consolidated Income Statement

31/3/2014 31/3/2013

1.1 Net premiums 4,746 4,4971.1.1 Gross premiums earned 4,864 4,6171.1.2 Ceded reinsurance premiums -117 -1201.2 Commission income 30 35

1.3 Gains and losses on remeasurement of financial instruments at fair value through profit or loss 132 15

1.4 Gains on investments in subsidiaries, associates and interests in joint ventures 1 11.5 Gains on other financial instruments and investment property 833 6781.5.1 Interest income 514 5081.5.2 Other income 37 411.5.3 Realised gains 247 1281.5.4 Unrealised gains 34 01.6 Other income 100 117

1 TOTAL REVENUE AND INCOME 5,843 5,3432.1 Net charges relating to claims -4,317 -3,7822.1.1 Amounts paid and changes in technical provisions -4,382 -3,8522.1.2 Reinsurers' share 65 702.2 Commission expense -10 -102.3 Losses on investments in subsidiaries, associates and interests in joint ventures -8 -32.4 Losses on other financial instruments and investment property -230 -2912.4.1 Interest expense -67 -912.4.2 Other costs -12 -162.4.3 Realised losses -71 -512.4.4 Unrealised losses -81 -1342.5 Operating expenses -777 -7362.5.1 Commissions and other acquisition costs -528 -5012.5.2 Investment management expenses -15 -82.5.3 Other administrative expenses -234 -2272.6 Other costs -251 -273

2 TOTAL COSTS AND EXPENSES -5,594 -5,095PRE-TAX PROFIT (LOSS) FOR THE YEAR 249 249

3 Income tax -116 -122PROFIT (LOSS) FOR THE YEAR AFTER TAXES 133 126

4 PROFIT (LOSS) OF DISCONTINUED OPERATIONS -1 -1CONSOLIDATED PROFIT (LOSS) FOR THE YEAR 132 125attributable to the owners of the Parent 70 48attributable to non-controlling interests 62 77

Amounts in €m

54

Comprehensive income (expense)

Amounts in €m 31/3/2014 31/3/2013

CONSOLIDATED PROFIT (LOSS) FOR THE YEAR 132 125Other profit components net of taxes without reclassification to the Income Statement 2 0Variation in equity of investees 9 0Variation in the revaluation reserve for intangible assets 0 0Variation in the revaluation reserve for property, plant and equipment 0 0

Gains or losses on non-current assets held for sale or disposal groups 0 0Actuarial gains and losses and adjustments relating to defined benefit plans -7 0Other items 0 -1Other profit components net of taxes with reclassification to the Income Statement 527 -154Variation in translation reserve -4 0Gains or losses on available-for-sale financial assets 533 -175Gains or losses on cash flow hedges -2 21Gains or losses on hedges of a net investment in foreign operations 0 0Variation in equity of investees 0 0

Gains or losses on non-current assets held for sale or disposal groups 0 0Other items 0 0TOTAL OTHER COMPREHENSIVE INCOME/(EXPENSE) 529 -155TOTAL CONSOLIDATED COMPREHENSIVE INCOME/(EXPENSE) 661 -29attributable to the owners of the Parent 629 -26attributable to non-controlling interests 31 -4

55

Amou

nts i

n €m

31/03

/1431

/03/13

% va

r.31

/03/14

31/03

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var.

31/03

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56

Statement of the Manager in charge of financial reporting (pursuant to Article 154-bis of Legislative Decree 58/1998)

STATEMENT OF THE MANAGER IN CHARGE OF FINANCIAL REPORTING

SUBJECT: Interim Financial Report of Unipol Gruppo Finanziario S.p.A.

as at and for the three months ended 31 March 2014 The undersigned Maurizio Castellina, Manager in charge of financial reporting at UnipolSai Assicurazioni S.p.A.

HEREBY DECLARES pursuant to Article 154-bis, para. 2, of the ‘Consolidated Act on Financial Intermediation’ that the Interim Financial Report as at and for the three months ended 31 March 2014 is consistent with the accounting records, ledgers and documents. Bologna, 15 May 2014 The Manager in charge of financial reporting Maurizio Castellina (signed on the original)

59

Unipol Gruppo Finanziario S.p.A.

Registered officeVia Stalingrado 45

40128 Bologna (Italy)Tel.: +39 051 5076111

Fax: +39 051 5076666

Share capital€3,365,292,408.03 fully paid-up

Bologna Business Register,Tax and VAT No. 00284160371

R.E.A. No. 160304Parent of the Unipol Insurance Group

Entered in the Register of InsuranceGroups – No 046

www.unipol.it

Unipol Gruppo Finanziario S.p.A.Registered office

Via Stalingrado 4540128 Bologna (Italy)