2007 REGISTRATION DOCUMENT

CORPORATE GOVERNANCEReport of the Chairman of the Board of Directors on the conditions for the preparation and organisation 2of the work of the Board and on internal control procedures implemented by BNP Paribas< Contents >Finally, it implemented production, productivity and quality indicatorsthat give it greater visibility over its activities. The quality programme –launched in 2006 and pursued in 2007 – aims to ensure that InternalHUMAN RESOURCESAuditing measures up to the requirements of the regulatory authorities,complies with professional standards and provides Bank managementwith genuine added value.At the end of 2007, the number of full-time equivalent employees (FTEs) within the different Internal Control functions was as follows:% change2005 2006 20072006/2007Compliance 465 614 745 +21%Group Risk Management 834 869 881 +1%Coordination of Permanent Controls 50 70 149 +113%Periodic Controls 746 902 854 -5%123Second-level Permanent Controls■ The number of FTEs working in the Compliance function jumped 21%to stand at 745 at end-December 2007. The rapid increase over thepast two years has been driven by two developments:■ continued strong like-for-like and acquisition-led growththroughout the Group,■ major changes in regulations including a number of newrequirements with structural implications for BNP Paribas (MiFID,Market Abuse Directive, the Third Directive, measures concerningembargoes, transparency requirements, etc.).This attests to the eagerness of BNP Paribas to provide adequate noncompliancerisk management oversight procedures to keep pace withthe sustained growth in the Group’s businesses.■ Group Risk Management comprised 881 FTEs at 31 December 2007(of which 26.6 worked in the central PC-OR team), a year-on-yearincrease of 12. This was mainly driven by the development of BaselII-compliant processes.■The new Permanent Control-Operational Risk (PC-OR) entity comprises149 FTEs involved in coordinating Permanent Control processesthroughout the various Group entities. This figure includes the headteams in the core businesses and functions but excludes the resourcesdedicated to accounting Internal Control and the numerous teams ofspecialised controllers throughout the Group.Periodic ControlsAverage headcount in the Bank’s General Inspection unit fell slightly from902 at 31 October 2006 to 854 at 31 October 2007 (-5.3%). This reflectsthe ongoing restructuring of BNL, the divestment of Klépierre and UCIand the redeployment of teams to regional hubs currently in progress(particularly in the CIB business). The ratio of auditors to auditees stoodat 0.6% at the end of 2007.456LIMITATION OF THE P OWERS OF THE CHIEF EXECUTIVE OFFICER7The Chief Executive Officer has the broadest powers to act in allcircumstances in the name of BNP Paribas and to represent the Bank inits dealings with third parties.He shall exercise these powers within the limits of the corporatepurpose and subject to those powers expressly granted by French lawto Shareholders’ Meetings and the Board of Directors.Within the Group, the Internal Rules of the Board of Directors requirethe Chief Executive Officer to submit to the Board for prior approval anyinvestment or disinvestment decision (excluding portfolio transactions) ofmore than EUR 250 million, and any proposed acquisition or divestmentof equity interests of more than EUR 250 million. The Chief ExecutiveOfficer must seek preliminary approval from the Financial StatementsCommittee of the Board for audit engagements entailing total fees ofover EUR 1 million (before tax).8910112007 Registration document - BNP PARIBAS 59