An Extraordinary Shareholders' Meeting has been called in Modena, at the premises of "Modena Fiere", main entrance in Viale Virgilio,  at 9.30 a.m. on Friday 24 September 2010, at first calling, and on Saturday 25 September 2010 at second calling, at the same time and place , with the following

AGENDA:

1) changes to the Articles of Association nos. 23, 24, 27, 30, 31, 32, 33, 34, 35, 36, 40, 41, 42, 43, 44 and 45 and the introduction of new transitional rules for their implementation (unnumbered).

*******

Notices

Attendance at the Meeting.

Shareholders who have been recorded in the shareholders' register for at least 90 days are entitled to attend the Meeting and to vote, providing:

(i) they have deposited their shares at the head office or branches of the Bank;

(ii) in the case of holders of shares not deposited at the head office or branches of the Bank, they have transmitted to the head office of the Bank at least two working days prior to the date of the meeting at first calling the specific communication made by an authorised intermediary who is a member of the Monte Titoli S.p.A. centralised security management system, in accordance with current regulations.

Holders of shares that have not yet been dematerialised can only attend the Meeting if they have first delivered their share certificates to an authorised intermediary in time for them to be input into the centralised security management system in dematerialised form and for timely transmission of the required communication.

Shareholders can ask to be represented at the Meeting by another shareholder, in accordance with the law and the articles of association, providing the other shareholder is not a director, statutory auditor or employee of the Bank or one of its subsidiaries.

Each shareholder can act as a proxy for not more than two other shareholders, except in cases of legal representation.

Proxies, which are valid for both the first and second calling, have to be given in writing and expressly indicate the name of the representative.

To facilitate the meeting preliminaries, shareholders can present proxies authenticated by any BPER branch manager or by an authorised intermediary.

Only those proxies handed over by each participant when they first register their arrival will be taken into consideration for attendance and voting purposes.

To facilitate entry to the meeting, any shareholders who have not deposited their shares at the head office or at a branch of the Bank are asked to come with a copy of the above-mentioned communication sent by an authorised intermediary.

The report and documentation explaining the topic on the agenda will be deposited in accordance with current regulations at the head office and with Borsa Italiana S.p.A. at least fifteen days prior to the date of the Meeting at first calling.

Shareholders have a right to read these documents and to obtain a copy of them at their own expense.

They will also be posted on the Bank's website (www.bper.it).

This announcement has been published as required by law in the Official Gazette of the Italian Republic, Part II no. 79 of 6 July 2010 (Commercial) and will also be distributed through two national daily newspapers on Thursday 1 July 2010.

* * * * * * * *

for the Board of Directors

The Chairman

..> Details of the  proposed changes to the Bank's articles of association (ita)