2007 REGISTRATION DOCUMENT

2007 REGISTRATION DOCUMENT 2007 REGISTRATION DOCUMENT

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5 NotesCONSOLIDATED FINANCIAL STATEMENTSto the financial s tatements p repared in accordance with I nternational Financial Reporting S tandards as adopted by the European Union< Contents >The following table shows the main items taken into account in the calculation of regulatory capital:In millions of euros at 31 December 2007 31 December 2006Tier One capital 37,601 33,346Shareholders’ equity 53,799 49,512Minority interests 5,594 5,312Regulatory deductions (1) (21,792) (21,478)Tier Two capital 19,224 18,344Deductions (3,254) (3,784)Tier Three capital 1,013 1,519TOTAL REGULATORY CAPITAL 54,584 49,425(1)Including the dividend to be recommended at the Annual General Meeting.123Under the European Union regulation transposed into French law byregulation 91-05, the Group’s capital adequacy ratio must at all times beat least 8%, including a Tier One ratio of at least 4%. Under United Statescapital adequacy regulations, BNP Paribas is qualified as a FinancialHolding Company and as such is required to have a capital adequacyratio of at least 10%, including a Tier One ratio of at least 6%.Ratios are monitored and managed centrally, on a consolidated basis, atGroup level. Where a French or international entity is required to complywith banking regulations at its own level, its ratios are also monitoredand managed directly by the entity.Capital adequacy ratios are managed prospectively on a prudent basisthat takes into account the Group’s profitability and growth targets.The Group maintains a balance sheet structure that allows it to financebusiness growth on the best possible terms while preserving its very highquality credit rating. In line with the commitment to offering shareholdersan optimum return on their investment, the Group places considerableemphasis on efficiently investing equity capital and attentively managingthe balance between financial strength and shareholder return. In 2006and 2007, BNP Paribas’ capital adequacy ratios complied with regulatoryrequirements and its own targets.Regulatory capital levels are managed using information producedduring the budget process, including forecast growth in earnings andrisk-weighted assets, planned acquisitions, share buyback programmes,planned issues of hybrid capital instruments and exchange rateassumptions. Changes in ratios are reviewed by the Group’s executivemanagement at quarterly intervals and whenever an event occurs or adecision is made that will materially affect consolidated ratios.45678910111762007 Registration document - BNP PARIBAS

CONSOLIDATED FINANCIAL STATEMENTS5Notes to the financial s tatements p repared in accordance with I nternational Financial Reporting S tandards as adopted by the European Union< Contents >8.a.2Operations affecting share capitalOperations affecting share capitalNumber of sharesPar value(in euros)Date ofauthorisation byShareholders’MeetingDate of decision byBoard of DirectorsNumber of shares outstanding at 31 December 2005 838,247,872 2Increase in share capital by exercise of stock subscriptionoptions on 23 January 2006 1,369,623 2(1) (1)Increase in share capital by exercise of stock subscriptionoptions on 27 March 2006 971,037 2(1) (1)Increase in share capital by issue of new shareson 31 March 2006 84,058,853 2 28 May 04 14 Febr. 06Increase in share capital by issue of new shareson 6 June 2006 945 2 23 May 06 27 March 06Increase in share capital by exercise of stock subscriptionoptions on 26 July 2006 1,148,759 2(1) (1)Capital increase reserved for members of the CompanySavings Plan on 26 July 2006 4,670,388 2 14 May 03 14 Febr. 06Number of shares outstanding at 31 December 2006 930,467,477 2Increase in share capital by exercise of stock subscriptionoptions on 22 January 2007 2,411,013 2(1) (1)Increase in share capital by exercise of stock subscriptionoptions on 20 July 2007 3,820,865 2(1) (1)Increase in capital resulting from the merger with BNLon 1 October 2007 439,358 2 15 May 07 31 July 07Reduction in share capital by cancellation of treasuryshares on 4 October 2007 (32,111,135) 2 15 May 07 31 July 07Increase in share capital by exercise of stock subscriptionoptions on 5 October 2007 232,730 2(1) (1)Number of shares outstanding at 31 Decembre 2007 905,260,308 2(1)Various resolutions voted in Shareholders’ General Meetings and decisions of the Board of Directors authorising the granting of stock subscription optionsthat were exercised during the period.123456At 31 December 2007, the share capital of BNP Paribas SA consistedof 905,260,308 fully-paid ordinary shares with a par value of EUR 2(compared with 930,467,477 ordinary shares at 31 December 2006).During the fourth quarter of 2007, under BNP Paribas stock option plans,employees subscribed 435,137 new shares with a par value of EUR 2each, carrying dividend rights from 1 January 2007. The correspondingcapital increase was placed on record on 28 January 2008 .Authorisations to carry out operations affecting share capital thatwere in force during 2007 resulted from the following resolutions ofShareholders’ General Meetings:The 16th and 17th resolutions of the Shareholders’ General Meeting of23 May 2006 authorised the Board of Directors to increase the sharecapital by up to EUR 1 billion (representing 500 million shares) withpre-emptive rights, and up to EUR 320 million (representing 160 millionshares) without pre-emptive rights. The aggregate nominal value of debtsecurities giving immediate and/or future access to BNP Paribas sharesissued under these authorisations is limited to EUR 10 billion in the caseof securities with pre-emptive rights, and EUR 7 billion in the case ofsecurities without pre-emptive rights. These authorisations were grantedfor a period of 26 months.The 19th resolution of the Shareholders’ General Meeting of 23 May2006 authorised the Board of Directors to increase the share capital byup to EUR 1 billion by capitalising, successively or simultaneously, someor all of BNP Paribas SA’s retained earnings, profits or additional paid-incapital and issuing and allotting consideration-free shares, or raising thepar value of the shares, or applying a combination of these two methods.This authorisation was granted for a period of 26 months.The 20th resolution of the Shareholders’ General Meeting of 23 May2006 set the maximum par value of capital increases liable to be carriedout immediately and/or in the future under the authorisations grantedunder the 16th, 17th and 19th resolutions at EUR 1 billion and themaximum par value of debt securities liable to be issued under theauthorisations granted under the sixteenth and seventeenth resolutionsat EUR 10 billion.78910112007 Registration document - BNP PARIBAS 177

CONSOLIDATED FINANCIAL STATEMENTS5Notes to the financial s tatements p repared in accordance with I nternational Financial Reporting S tandards as adopted by the European Union< Contents >8.a.2Operations affecting share capitalOperations affecting share capitalNumber of sharesPar value(in euros)Date ofauthorisation byShareholders’MeetingDate of decision byBoard of DirectorsNumber of shares outstanding at 31 December 2005 838,247,872 2Increase in share capital by exercise of stock subscriptionoptions on 23 January 2006 1,369,623 2(1) (1)Increase in share capital by exercise of stock subscriptionoptions on 27 March 2006 971,037 2(1) (1)Increase in share capital by issue of new shareson 31 March 2006 84,058,853 2 28 May 04 14 Febr. 06Increase in share capital by issue of new shareson 6 June 2006 945 2 23 May 06 27 March 06Increase in share capital by exercise of stock subscriptionoptions on 26 July 2006 1,148,759 2(1) (1)Capital increase reserved for members of the CompanySavings Plan on 26 July 2006 4,670,388 2 14 May 03 14 Febr. 06Number of shares outstanding at 31 December 2006 930,467,477 2Increase in share capital by exercise of stock subscriptionoptions on 22 January <strong>2007</strong> 2,411,013 2(1) (1)Increase in share capital by exercise of stock subscriptionoptions on 20 July <strong>2007</strong> 3,820,865 2(1) (1)Increase in capital resulting from the merger with BNLon 1 October <strong>2007</strong> 439,358 2 15 May 07 31 July 07Reduction in share capital by cancellation of treasuryshares on 4 October <strong>2007</strong> (32,111,135) 2 15 May 07 31 July 07Increase in share capital by exercise of stock subscriptionoptions on 5 October <strong>2007</strong> 232,730 2(1) (1)Number of shares outstanding at 31 Decembre <strong>2007</strong> 905,260,308 2(1)Various resolutions voted in Shareholders’ General Meetings and decisions of the Board of Directors authorising the granting of stock subscription optionsthat were exercised during the period.123456At 31 December <strong>2007</strong>, the share capital of BNP Paribas SA consistedof 905,260,308 fully-paid ordinary shares with a par value of EUR 2(compared with 930,467,477 ordinary shares at 31 December 2006).During the fourth quarter of <strong>2007</strong>, under BNP Paribas stock option plans,employees subscribed 435,137 new shares with a par value of EUR 2each, carrying dividend rights from 1 January <strong>2007</strong>. The correspondingcapital increase was placed on record on 28 January 2008 .Authorisations to carry out operations affecting share capital thatwere in force during <strong>2007</strong> resulted from the following resolutions ofShareholders’ General Meetings:The 16th and 17th resolutions of the Shareholders’ General Meeting of23 May 2006 authorised the Board of Directors to increase the sharecapital by up to EUR 1 billion (representing 500 million shares) withpre-emptive rights, and up to EUR 320 million (representing 160 millionshares) without pre-emptive rights. The aggregate nominal value of debtsecurities giving immediate and/or future access to BNP Paribas sharesissued under these authorisations is limited to EUR 10 billion in the caseof securities with pre-emptive rights, and EUR 7 billion in the case ofsecurities without pre-emptive rights. These authorisations were grantedfor a period of 26 months.The 19th resolution of the Shareholders’ General Meeting of 23 May2006 authorised the Board of Directors to increase the share capital byup to EUR 1 billion by capitalising, successively or simultaneously, someor all of BNP Paribas SA’s retained earnings, profits or additional paid-incapital and issuing and allotting consideration-free shares, or raising thepar value of the shares, or applying a combination of these two methods.This authorisation was granted for a period of 26 months.The 20th resolution of the Shareholders’ General Meeting of 23 May2006 set the maximum par value of capital increases liable to be carriedout immediately and/or in the future under the authorisations grantedunder the 16th, 17th and 19th resolutions at EUR 1 billion and themaximum par value of debt securities liable to be issued under theauthorisations granted under the sixteenth and seventeenth resolutionsat EUR 10 billion.7891011<strong>2007</strong> Registration document - BNP PARIBAS 177

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