Anexos

AA1000 Assurance Statement

1. Objective

Banco Itaú Holding Financeira S/A retained BSD Consulting to independently audit the process of creating its 2008 Sustainability Report and the process of engaging its stakeholders. BSD conducted its work in compliance with the AA1000 Assurance Standard 2008. The objective of the process is to check and provide Itaú stakeholders with an independent opinion on the quality of the report, the underlying sustainability management processes and compliance with the AA1000 principles.

2. Independence

BSD is a company which specializes in sustainability. We operate independently, and no BSD employee has any professional consulting relationship with Itaú Holding or any of its related companies, in addition to work involving material information with internal and external stakeholders. Our work was overseen by a qualified professional under Rule AA1000AS of the International Register of Certified Auditors, under registration number 1189266.

3. Scope and limits

The scope of this Assurance Statement includes the operations of Banco Itaú, its respective business areas and the operations of Banco Itaú BBA, and covers the activities from March 2008 to February 2009, with the bank’s second engagement cycle. The scope does not include the operations of Unibanco, whose information appears in the report. The level of assurance is moderated based on the definition of AA1000AS. BSD did not carry out any assessment of the reliability of the data.

4. Methodology

The process of evaluating the management process and the report was based on two main tools, which reflect the models applied by the company:

A)

To measure the progress of the company’s sustainability report we used the Relata® tools, developed by BSD, which have allowed us to make ongoing assessments of the Itaú Holding Financeira S.A. Annual and Social Reports since 2005. The three tools in the Relata® family comprise three analytical pillars of this report:

• The “Relata®” tool allows a team of BSD specialists to assess the performance of the report.
• The “Relata GRI®” tool makes a qualitative and quantitative analysis of the report by using software developed by BSD, resulting in a GRI Indicators compliance ratio, in the G3 version.
• The “Relata Stakeholders” tool analyzes the Bank’s report by representatives of the strategic relationship groups.

B)

Our analysis of the process of sustainability management follows AA1000AS 2008 guidelines (AccountAbility 1000 Assurance Standard 2008) type 1, which covers the evaluation of the compliance with the three Principals of AA1000AS: Inclusion, Materiality and Response Capacity. The execution of this task is continual and consists of the monitoring and implementation of the AA1000 management process together with the team responsible, in checking the internal documents and in creating sample tests of the material issues addressed in the engagement process through interviews with different stakeholders.

Main Conclusions

A) Progress in the sustainability report process

Since the 2006 report BSD has measured compliance with the new GRI version, G3. With the 2006 and 2007 reports, Banco Itaú Holding Financeira S.A. showed significant progress in complying with GRI criteria, as shown in the Relata G3® indices.

Based on the analysis of BSD’s specialist team, the bank has made major strides in its ability to respond to the demands of the leading international model for sustainability reports, responding gradually to a larger number of indicators and demonstrating greater compliance with the principles established by the GRI. However, the note below from the evaluation of the 2007 report, using Relata®, reflects a lack of clarity and presentation of information, as well as a lack of environmental data, which has been corrected in this version of the report.

B) Monitoring the AA1000 dialogue process with stakeholders

In the opinion of BSD, Banco Itaú improved its process of sustainability management and engagement of stakeholders, demonstrating the achievement of actions and a commitment to consolidate the process and evolve continuously. The main findings of the monitoring of the implementation of the AA1000 standard are grouped in relation to prevailing principles of AA1000S: Inclusion, Materiality and Response Capacity.

Inclusion

This principle addresses the organization’s commitment to enable the participation of stakeholders in identifying critical issues and the search for viable solutions within the context of sustainability, such as the inclusion of sustainability impacts arising from the business of the company.

In 2008, the reporting period, the bank was in the second cycle of incorporating the AA1000 standard, implementing a number of engagement practices. The main result of this period was the establishment of an engagement structure with forms of engagement with all priority stakeholders and an improved measurement and control system.

The main processes observed by the auditor during the period were:

• compliance with the SA8000 standard at Ceic (Itaú Conceição Business Centre);
• selection and engagement of suppliers;
• evaluation process and implementation of the Ethics Policy;
• compliance with the new customer service rules at the call centres;
• implementation of socio-environmental policy for credit;
• engagement process for security service providers;
• Speak Frankly; and
• meetings with shareholders.

We found that the goals and commitments made by Itaú were achieved, and that processes were carefully conducted, improving the skills needed to perform the management tasks. The activities are in line with Itaú Unibanco’s new Sustainability Policy, prepared at the end of 2008. All processes will be accompanied by an integrated array of indicators. We recommend that stakeholders have a greater say in the formulation of indicators, strengthening the forms of engagement with external parties that go beyond relationship events, migrating to more strategic forms of inclusion.

Materiality

The concept of materiality, within the context of reporting non-financial indicators, defined by GRI and AA1000AS, focuses on management issues that have socio-environmental and financial impacts, (internal factors) and on the views of stakeholders on the performance of the organization. Any particular material issue can influence the decision-making, actions and performance of an organization or of its stakeholders.

In 2008 Itaú incorporated an evaluation of material issues into the creation of the sustainability report. This process was based on mapping stakeholders as a result of the AA1000 implementation process. The result of the test substantially influenced the preparation of this report and confirmed that the main issues considered priorities by the stakeholders and by the company’s sustainability strategy are included in the management processes. Compliance with leading standards and commitments such as the Equator Principles, Dow Jones Sustainability Index, Bovespa Corporate Sustainability Index, the Carbon Disclosure Project and the recent adoption of SA8000, provide an advanced management structure that – combined with the processes of engagement with customers, suppliers and staff - ensures broad coverage of a financial institution’s key sustainability issues.

However, important issues for the general public, such as rates and fees, are still dealt with reactively. A first initiative to meet this demand is booklets about the conscientious use of credit, but there is a greater demand for positioning in today’s economic environment, which is overshadowed by the global financial crisis.

Response capacity

The principle of response capacity covers the organization’s actions, decisions and communications with stakeholders, carried out according to their specific demands. The principle points to the existence of decision-making processes that provide timely, valid answers, which is the company’s response capacity to sustainability challenges.

The bank has demonstrated the ability to meet goals and commitments identified in its engagement process with stakeholders. The subject of training security personnel in human rights, raised in previous audits, was treated substantially, with an awareness campaign provided to all service providers. The adherence of the call centres to the new service law was carried out on time and accompanied by internal monitoring. Accessibility improvements, such as energy management in buildings, showed progress. In the area of socio-environmental policies for credit the company is still on target. We recommend they place further emphasis on including other risk sectors and projects for socio-environmental analysis.

Summary

In the reporting period the process of engagement with Banco Itaú Holding Financeira S.A.’s stakeholders showed progress in its implementation. The achievement level of commitments and targets was very high, and the response level to critical issues and transparency of the report increased significantly. Based on the new Sustainability Policy and on a more consolidated engagement process, Itaú Unibanco has the opportunity to raise its level of managerial excellence in sustainability, including a more comprehensive and inclusive approach to the principal demands of its stakeholders.

São Paulo, March 24, 2009.

BSD Consulting
Beat Grüninger, Associate Sustainability Assurance Practitioner
Irca n.º 1189266