Balance Sheet at 31 December 2010 of BBVA

NO
Identify, if applicable, the person/persons that has/have certified the annual individual and consolidated
financial statements of the Company for their approval by the Board:
B.1.32. Explain the mechanisms, if any, adopted by the Board of Directors to avoid any qualifications in the
audit report on the annual individual and consolidated financial statements approved by the Board of
Directors and submitted to the shareholders at the General Shareholders’ Meeting.
Article 2 of the BBVA audit and compliance committee’s regulations establishes that the
committee, consisting exclusively of independent directors, shall have the task of assisting the Board
of Directors in supervising the BBVA Group’s financial statements and in the exercise of its oversight
duties for the BBVA Group. The following are included within the scope of its duties: Supervising the
sufficiency, adequacy and effectiveness of the internal oversight systems and to ensure the accuracy,
reliability, scope and clarity of the financial statements of the Company and its consolidated Group in the
annual and quarterly reports. This also applies to the accounting and financial information required by
the Bank of Spain or other regulatory bodies of countries where the Group operates.
The Committee shall verify that the audit schedule is being carried out under the service agreement
with suitable periodicity, and that it satisfies the requirements of the competent authorities (in particular
the Bank of Spain) and the Bank’s governing bodies. The committee will also require the auditors, at
least once each year, to assess the quality of the Group's internal oversight procedures.
The committee shall also be apprised of any infractions, situations requiring corrections, or anomalies of
relevance that may be detected while the external audit is being carried out. Relevance shall mean
any that, on their own or together as a whole, may originate significant material damage or impact
on the Group’s net worth, earnings or reputation. It is up to the external auditor’s discretion to decide
what is of relevance and, in the event of any doubt, the auditor shall opt for communication.
B.1.33. Is the Secretary of the Board of Directors a Director?
NO
B.1.34. Explain the procedures for appointment and removal of the Secretary of the Board, stating whether
the appointment and removal thereof have been reported upon by the Appointment Committee and
approved by the full Board.
Procedure for appointment and removal
The BBVA Board Regulations establish that the Board of Directors shall designate a secretary
from amongst its members, on the basis of a report from the Appointments & Remuneration
committee, unless it resolves to commend these duties to a non-board-member. The same
procedure shall be applicable for the separation of the secretary from his or her duties.
Does the Appointment Committee report on the appointment?
Does the Appointment Committee report on the removal?
Does the full Board approve the appointment?
Does the full Board approve the removal?
YES
YES
YES
YES
Is the Secretary of the Board responsible for specially ensuring compliance with good governance
recommendations?
YES
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.