Banca IFIS S.p.A. complies with the Corporate Governance Code of listed companies approved in 2006 by the Corporate Governance Committee and promoted by Borsa Italiana S.p.A., as updated in March 2010 (new Article 7 – remuneration of directors) and extensively reviewed in December 2011 (with invitation to the issuers to apply the amendments “before the end of the financial year starting in 2012, informing the market with the Report on Corporate Governance to be published during the following financial year”).

The Corporate Governance Code is accessible to the public on the website of Borsa Italiana (www.borsaitaliana.it).

The Corporate Governance structure of Banca IFIS is not influenced by non-Italian laws.

IFIS Finance Sp. z o.o., a factoring company wholly owned by the Issuer, is a Polish legal entity and is therefore subject to Polish legislation. This however, also because of the subsidiary’s limited size in relation to the Parent company, in no way affects the Corporate Governance structure of Banca IFIS S.p.A.