Balance Sheet at 31 December 2010 of BBVA

Representation conferred to someone not eligible at Law to act as proxy shall neither be valid nor
effective. Proxies conferred by holders in trust or in agency may be rejected
Proxies must be conferred in writing or by means of remote communication that comply with the
requirements of article 189 of Capital Company Law (article 105 of the Companies Act) and other
applicable legislation regarding distance voting. This must be specific for each General Meeting.
Representation shall always be revocable. Should the shareholder represented attend the General
Meeting in person, his/her representation shall be deemed null and void.
E.11. Indicate whether the Company is aware of any policy of institutional investors as to participating
or not in the decisions of the Company:
NO
E.12. Indicate the address and manner for accessing corporate governance content on your website.
The content that must be published pursuant to Act 26/2003, 17th July, on the transparent governance of listed
companies, as ramified under Ministerial Order ECO/3722/2003, 26th December, and the content required under
CNMV Circular 1/2004, 17th March, on the annual report on corporate governance of listed companies, appendix I
whereof was amended by CNMV Circular 4/2007, 27th December, amending the standard annual report form on
corporate governance of listed companies, is directly accessible at www.bbva.com.
F
DEGREE TO WHICH CORPORATE GOVERNANCE RECOMMENDATIONS ARE FOLLOWED
Indicate the company’s degree of compliance with the recommendations of the Unified Good Governance
Code.
If the company does not comply with any of such recommendations, please explain the recommendations,
standards, practices or criteria applied by the company.
1. The by-laws of listed companies do not limit the maximum number of votes that can be cast by a single
shareholder, or impose other obstacles to the takeover of the company by means of the acquisition of its
shares on the market.
See sections: A.9, B.1.22, B.1.23 and E.1, E.2
Complies
2. When both the parent company and a company controlled by it are listed companies, they both provide
detailed public disclosure on:
a) Their respective areas of activity, and any business dealings between them, as well as between the
controlled listed company and other companies belonging to the group;
b) the mechanisms in place to resolve any conflicts of interest that may arise.
See sections: C.4 and C.7
Not applicable
3. Even if not expressly required under applicable commercial Laws, transactions involving a structural
change of the company and, in particular, the following, are submitted to the shareholders at the General
Shareholders’ Meeting for approval:
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.