2007 REGISTRATION DOCUMENT

8 YearGENERAL INFORMATIONended 31 December 20078.9 Year ended 31 December 2007< Contents >1Deloitte & Associés185, avenue Charles de Gaulle92524 Neuilly-sur-Seine CedexPricewaterhouseCoopers Audit63, rue de Villiers92208 Neuilly-sur-Seine CedexMazars & Guérard61, rue Henri Regnault92400 Courbevoie2BNP Paribas16, boulevard des Italiens75009 Paris3This is a free translation into English of the Statutory Auditors’ special report on regulated agreements and commitments issued in French and isprovided solely for the convenience of English speaking readers. This report on regulated agreements and commitments should be read in conjunctionwith, and construed in accordance with, French law and professional auditing standards applicable in France.To the Shareholders,In our capacity as Statutory Auditors of BNP Paribas, we hereby report to shareholders on regulated agreements and commitments with thirdparties.1. Agreements and commitments entered into during the yearIn application of article L. 225-40 of the French Commercial Code (Code de commerce), we were informed of the agreements and commitmentsapproved by your Board of Directors.Our responsibility does not include identifying any undisclosed agreements or commitments. We are required to report to shareholders, based on theinformation provided, about the main terms and conditions of agreements and commitments that have been disclosed to us, without commentingon their relevance or substance. Under the provisions of article R. 225-31 of the French Commercial Code, it is the responsibility of shareholders todetermine whether the agreements and commitments are appropriate and should be approved.We conducted our work in accordance with the professional standards applicable in France. Those standards require that we carry out the necessaryprocedures to verify the consistency of the information disclosed to us with the source documents from which it was taken.■ Draft agreement providing for the transfer by BNP Paribas of 267,209,706 UCB shares to Cetelem (approved by the Board of Directors’ meeting of13 December 2007 and signed on 7 January 2008)Director concerned:■ Jean ClamonThis transaction is part of the tie-up between Cetelem and UCB to form BNP Paribas Personal Finance:■ before 31 March 2008, BNP Paribas will transfer 267,209,706 UCB shares to Cetelem out of the 267,209,721 shares comprising UCB’s sharecapital. The value of the UCB shares to be transferred is EUR 890,881,144.52, corresponding to their net book value;■ in consideration for the transfer of UCB shares, Cetelem will issue 7,783,918 shares and additional paid-in capital of EUR 836,393,718.52. Theshare transfer agreement contains the usual clauses in relation to the surplus.2. Adjustments to bring the Bank’s current commitments into compliance with the provisions of Act no. 2007-1223 of 21 August 2007promoting labour, employment and purchasing power (“TEPA” Act)On 28 November 2003, BNP Paribas set up a defined benefit plan whose main beneficiaries are Michel Pébereau, Baudouin Prot, Georges Chodron deCourcel and Jean Clamon. This plan met the definition of those described in article L. 137-11 of the French Social Security Code (Code de la sécuritésociale) and covered by the last paragraph of article L. 225-42-1 of the French Commercial Code, as amended by Act no. 2007-1223 of 21 August2007 promoting labour, employment and purchasing power (“TEPA” Act).In accordance with article L. 225-42-1 of the French Commercial Code, these defined benefit schemes are now subject to the provisions of article L.225-38 and articles L. 225-40 to L. 225-42 of said Code. Pursuant to article 17 of Act no. 2007-1223, BNP Paribas considered that at from the datethe “TEPA” Act was published, the afore-mentioned defined benefit obligation should be brought into compliance with the amended provisions by22 February 2009 at the latest.45678910112722007 Registration document - BNP PARIBAS