UBI Banca's governance model is based on a "two tier" system.

Under this two tier governance system a shareholders' meeting appoints a supervisory board, which then appoints a management board.

In detail:

• the Supervisory Board combines in itself some of the powers typical of a shareholders' meeting, the functions of a board of statutory auditors and some of the powers of senior management. It therefore performs the duties of strategic policy-making and supervision, including supervision of performance and operations in a broader sense than that typically perfomed by a statutory board of auditors in a "traditional" system of management and supervision;
• the Management Board has exclusive responsibility for the management of the company and for performing all those operations necessary for implementing the business purpose of the company in compliance with the general strategies and plans drawn up by the Supervisory Board.