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In Brief

BNP Paribas is a European leader in global banking and financial services and one of the six strongest banks in the world (Rated AA by Standard & Poor's i.e. 3rd rating on a scale of 22). Present across Europe through all its business lines, the Group has four domestic retail banking markets in France, Italy, Belgium and Luxembourg. It has one of the largest international networks with operations in 83 countries and 205,300 employees, including 162,200 in Europe, 15,100 in North America and 11,000 in Asia. (31/12/2010) BNP Paribas has key positions in its three core businesses: Retail banking Corporate & Investment Banking Investment Solutions

Ranks 11th of the world leading companies, 1st among French enterprises, 7th in the global banking sector and 2nd bank in the euro zone (Global 2000 Forbes 2010) 6th most valuable international banking brand, 3rd in Europe (Brand Finance February 2010)

The Board of Directors


The Board of Directors is a collegial body that collectively represents all shareholders and acts at all times in the corporate interests of the Bank. It is tasked with monitoring its own composition and effectiveness in advancing the Banks interests and carrying out its duties. To find out more about the Board of Directors missions, access the Registration document and annual financial report 2010 (p45) Members of the Board of Directors Special Committees

Separation of the functions of Chairman and Chief Executive Officer


At the Annual General Meeting held on 14 May 2003, the Chairman, Michel Pbereau, announced the Boards intention to separate the functions of Chairman and Chief Executive Officer, within BNP Paribas. This decision brought the Group into line with corporate governance best practice, while at the same time ensuring a smooth and transparent handover of the Chief Executive role. The Chairman organises and directs the work of the Board, and ensures that the corporate decision making bodies of BNP Paribas operate effectively. Working closely with Executive Management, he contributes to developing the Groups relationships with its major clients and with the national and international financial and monetary authorities. He has no executive responsibilities. The Chief Executive Officer has the broadest powers to act in the Banks name in all circumstances. He has authority over the entire Group. He is also responsible for internal control systems and procedures, and for all the statutory information in the report on internal control.

To find out more, access the Registration document and annual financial report 2009 (p46)

Remuneration paid to the Groups corporate Officers


The remuneration paid to the Groups corporate officers is determined by the method recommended by the compensation committee and approved by the Board of Directors. To find out more, access the Registration document and annual financial report 2009 - 8.d Remuneration and benefits awarded to the Groups corporate officers (p231-232) First update to the 2009 registration document filed with the AMF on May 11, 2010 - Complement to the financial statements ended 31 December 2009 (p64)

Members of the board


The Board of Directors is composed of 15 directors elected by shareholders, and 2 employee-elected directors. The term length for directors is fixed at 3 years. The listed mandates were correct as of 31 December 2009. Those in italic are not governed by the provisions of Act n 2001 -401 of 15 May 2001, relating to concurrent mandates. The number of shares held is expressed at 31 December 2009. Michel PBEREAU

Principal function: Chairman of the BNP Paribas Board of Directors Born on 23 January 1942 Elected on 13 May 2009. Term expires at the 2012 AGM First elected to the Board on 14 May 1993 Number of BNP Paribas shares held: 214,260 >>> more information

Patrick AUGUSTE

Principal function: Technical Service Manager Born on 18 June 1951 Director elected to a three-year term by BNP Paribas executive employees on 22 January 2009 First elected to the Board on 14 December 1993 Number of BNP Paribas shares held: 36

Claude BEBEAR

Principal function: Honorary Chairman of AXA Born on 29 July 1935 Elected on 13 May 2009. Term expires at the 2012 AGM First elected to the Board on 23 May 2000 Number of BNP Paribas shares held: 3,074 >>> more information

Suzanne BERGER

Principal function: Professor of Political Science at the Massachusetts Institute of Technology (MIT) in Cambridge, Massachusetts (USA) Director of the MIT International Science and Technology Initiative (MISTI). Born on 11 March 1939 Elected on 21 May 2008. Term expires at the 2011 AGM First elected to the Board on 8 March 2007 Number of BNP Paribas shares held: 850 >>> more information

Jean-Laurent BONNAF

Principal Function: Chief Operating Officer of BNP Paribas Born on 14 July 1961 Elected on 12 May 2010. Term expires at the 2013 AGM. First elected to the Board on: 12 May 2010 Number of BNP Paribas shares held: 14,495 >>> more information

Jean-Marie GIANNO

Principal function: Sales associate Born on 7 September 1952 Director elected to a three-year term by BNP Paribas employees on 5 February 2009 First elected to the Board on: 15 March 2004 (Jean-Marie Gianno was an employee representative on the Board of Banque Nationale de Paris from 1993 to 1999) Number of BNP Paribas shares held: 10 >>> more information

Franois GRAPPOTTE

Principal function: Honorary Chairman of Legrand, Director of companies Born on 21 April 1936 Elected on 21 May 2008. Term expires at the 2011 AGM First elected to the Board on 4 May 1999 Number of BNP Paribas shares held: 2,869 >>> more information

Denis KESSLER

Principal function: Chairman and Chief Executive Officer of Scor SE Born on 25 March 1952 Elected on 13 May 2009. Term expires at the 2012 AGM First elected to the Board on 23 May 2000 Number of BNP Paribas shares held: 2,269 >>> more information

Meglena KUNEVA

Principal function: Chairman of the Board of the European Policy Centre (Brussels) and Member of the Board of the American University (Bulgaria) Born on 22 June 1957 Elected on 12 May 2010. Term expires at the 2013 AGM. First elected to the Board on 12 May 2010. Director whose independance has been assessed by the Board of directors, in accordance with the provisions of the AFEPMEDEF Corporate Governance Code. Jean-Franois LEPETIT

Principal function: Chairman of Conseil national de la comptabilit Born on 21 June 1942 Elected on 21 May 2008. Term expires at the 2011 AGM First elected to the Board on 5 May 2004 Number of BNP Paribas shares held: 8,461 >>> more information

Laurence PARISOT

Principal function: Vice-Chairman of IFOP SA Management Board Born 31 August 1959 Elected on 13 May 2009. Term expires at the 2012 AGM First elected to the Board on 23 May 2006 Number of BNP Paribas shares held: 360 >>> more information

Hlne PLOIX

Principal function: Chairman of Pechel Industries SAS and Pechel Industries Partenaires SAS Born on 25 September 1944 Elected on 21 May 2008. Term expires at the 2011 AGM First elected to the Board on 21 March 2003 Number of BNP Paribas shares held: 1,557 >>> more information

Baudouin PROT

Principal function: Director and Chief Executive Officer of BNP Paribas Born on 24 May 1951 Elected on 21 May 2008. Term expires at the 2011 AGM. First elected to the Board on 7 March 2000 Number of BNP Paribas shares held: 137,211 >>> more information

Louis SCHWEITZER

Principal function: Chairman of the Board of Directors of Renault Born on 8 July 1942 Elected on 15 May 2007. Term expires at the 2010 AGM First elected to the Board on 14 December 1993 Number of BNP Paribas shares held: 6,825 >>> more information

Michel TILMANT

Principal function: Managing Director of Strafin SPRL Born on 21 July 1952 Elected on 12 May 2010. Term expires at the 2013 AGM First elected to the Board on: 4 November 2009 (Censeur)

Director whose independance has been assessed by the Board of directors, in accordance with the provisions of the AFEPMEDEF Corporate Governance Code.

Emiel VAN BROEKHOVEN

Principal function: Economist, Honorary Professor at the University of Antwerp Born on 30 April 1941 Elected on 12 May 2010. Term expires at the 2013 AGM First elected to the Board on: 4 November 2009 (Censeur)

Director whose independance has been assessed by the Board of directors, in accordance with the provisions of the AFEPMEDEF Corporate Governance Code. Daniela WEBER-REY

Principal function: Partner at Clifford Chance, Frankfurt Born on the 18 November 1957 First elected to the Board on 21 May 2008. Term expires at the 2011 AGM. Number of BNP Paribas shares held: 1,100 >>> more information

OTHER CORPORATE OFFICER Georges CHODRON de COURCEL

Principal function: Chief Operating Officer of BNP Paribas Born on 20 May 1950 Number of BNP Paribas shares held: 69,384 >>> more information

Special Committees
A number of Special Committees have been set up under the Board of Directors to assist the Directors in carrying out their duties. The designated roles of these Committees do not in any way reduce or restrict the powers of the Board. The Committees meet at their own convenience, with or without Bank management in attendance. They may, at need, call on the services of external experts. They issue opinions addressed to the Board of Directors. In order to take full account of the nature and specific aspects of the various banking activities, the Committees comprise:

The Financial Statements Committee


The Committee shall hold at least four meetings per year. The Committee is tasked with analysing the quarterly, half-yearly and annual financial statements issued by BNP Paribas and obtaining further explanations of certain items prior to presentation of the financial statements to the Board of Directors. To find out more, access the Registration document and annual financial report 2009 (p54)

The Internal Control, Risk Management and Compliance Committee


It shall hold at least four meetings per year. The Committee examines the key focuses of the Groups risk management policy, based on measurements of risks and profitability provided to it in accordance with applicable regulations, as well as on its analyses of specific issues related to these matters and methodologies. The Committee also tackles all compliance-related issues, particularly those in the areas of reputation risk or professional ethics. To find out more, access the Registration document and annual financial report 2009 (p57)

The Corporate Governance and Nominations Committee


The Committee is tasked with monitoring corporate governance issues. Its role is to help the Board of Directors to adapt corporate governance practices within BNP Paribas and to assess the performance of Board members.

To find out more, access the Registration document and annual financial report 2009 (p58)

Compensation Committee
This Committee meets as frequently as is necessary. According to the internal rules, the Compensation Committee is tasked with addressing all issues related to the personal status of corporate officers, including compensation, pension benefits, and provisions governing the departure of members of the Banks corporate decision-making or representative bodies. It examines the conditions, amount and allocation of stock subscription or purchase option plans. Similarly, it examines the conditions of bonus share grants.

Core Values

A corporate culture of openness and cohesion, founded on common values In all its core businesses, BNP Paribas is determined to be a benchmark banking group, focusing on customer satisfaction and actively pursuing the improvement of its earning capacity. Created as a collective project, conceived by a group of men and women at the service of their customers and shareholders, the bank for a changing world has adopted, from the very start, four corporate values that together encapsulate the essence of its action: Responsiveness, Creativity, Commitment, Ambition. These core values all come together under the umbrella of the BNP Paribas signature and logo, the four stars taking flight emblem, a symbol of dynamism and progress.
We believe that our values should be embraced by everyone in the Group and guide our daily actions. These values help motivate people and foster a sense of unity and common purpose across the entire Group.

Michel Pebereau, Chairman of the Board of Directors of BNP Paribas. Core Values

Responsiveness
Speed in the assessment of new situations and developments, and in identifying opportunities and risks Efficiency in decision making and in action

Creativity
Encouraging initiatives and new ideas Recognising contributions

Commitment
Commitment to the service of clients and collective accomplishment Exemplary behaviour

Ambition

Aspiration for challenge and leadership Desire to obtain team success in a competition where the referee is the client

Compliance

Patriot Act Documentation Due Diligence

Pursuant to the USA PATRIOT Act and final rules issued by the U.S. Department of the Treasury, a U.S. bank or a U.S. broker-dealer in securities (a "Covered Financial Institution") is required to obtain certain information from any "Foreign Bank" that maintains a correspondent account with it. As permitted by the final rules, BNP Paribas Group has prepared a Global Certification for mother-head (BNP Paribas S.A.) and its branches plus several BNP Paribas subsidiaries certifications for use by any Financial Institution that believes it requires a Patriot Act Certification from a BNP Paribas Group entity.

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