BANQUE POPULAIRE GROUP

Transcription

1 BANQUE POPULAIRE GROUP 2006 / Registration Document

2 TABLE OF CONTENTS PRESENTATION OF THE BANQUE POPULAIRE GROUP 3 4 SUSTAINABLE DEVELOPMENT 85 Chairman s message 6 Banque Populaire Group s commitment 86 Profi le, 2006 key fi gures and ratings 7 Human resources CORPORATE GOVERNANCE 11 Board of Directors 12 Chairman s report on the conditions in which the work of the Board of Directors is prepared and organized 19 Corporate governance rules for the Banque Populaire banks 26 Statutory Auditors 30 Internal fi nancing mechanisms 32 GROUP STRUCTURE 33 5 Environment and solidarity 94 Patronage and sponsorship FINANCIAL INFORMATION 103 Management report 104 Recent developments and outlook 132 Consolidated fi nancial statements at December 31, Notes to the consolidated fi nancial statements 142 Statutory auditors report on the consolidated fi nancial statements 245 Introduction 34 Principal shareholders 35 Banque Populaire Group: Organization chart 36 The Group s history 37 Key events of Member-stakeholders, the driving force behind cooperation 41 Banque Populaire banks 44 Banque Fédérale des Banques Populaires 52 6 CHAIRMAN S REPORT ON INTERNAL CONTROL PROCEDURES 247 General organization 248 Risk monitoring and control procedures 251 Internal control procedures covering fi nancial and accounting information 260 Statutory auditors report on the Chairman s report on internal control procedures The Group worldwide 56 Natixis 57 GROUP BUSINESS REVIEW 63 Personal customers 64 Small businesses 69 Corporate clients 73 Institutional clients 81 Banks and fi nancial institutions 82 7 ADDITIONAL INFORMATION 265 Person responsible for the shelfregistration document 266 Statement by the person responsible for the shelf-registration document 266 Financial communications 266 Documents on display 267 Cross-reference table 268 Contacts 270

3 BANQUE POPULAIRE GROUP 2006 REGISTRATION DOCUMENT This document is an English-language translation of the French Document de référence fi led with the Autorité des Marchés Financiers (AMF) on April 25, 2007, in compliance with article of the AMF s standard regulations. Only the original French version can be used to support a fi nancial transaction, provided it is accompanied by an Information notice (note d opération) duly certifi ed by the Autorité des Marchés Financiers. This document was produced by the Banque Populaire Group, and the signatories to it are responsible for its contents. Copies of this document and the French-language Document de référence may be obtained free of charge from Banque Fédérale des Banques Populaires, Le Ponant de Paris 5, rue Leblanc, Paris Cedex 15. This document is also available for download from Communication Financière section Registration document - BANQUE POPULAIRE GROUP 1

4 Registration document - BANQUE POPULAIRE GROUP

5 TABLE OF CONTENTS Presentation of the Banque Populaire Group A three-dimensional organization 4 Cooperative and regional foundations 5 Corporate governance commensurate with the Group s values 5 A strategy of expansion and partnerships 5 A commitment to serving everyone 6 CHAIRMAN S MESSAGE 6 Presentation of the Banque Populaire Group PROFILE, 2006 KEY FIGURES AND RATINGS 7 Profi le 7 Key fi gures and ratings Registration document - BANQUE POPULAIRE GROUP 3

6 PRESENTATION OF THE BANQUE POPULAIRE GROUP The Banque Populaire Group provides banking, financial and insurance services for a broad client base of individuals, tradespeople, farmers, businesses and banking and financial services groups. It defi nes itself as a major multi-banner universal bank. The local retail banking business is conducted under the fl agship Banque Populaire banner backed up by complementary banners. CASDEN Banque Populaire serves employees of the French education, research and culture systems, Crédit Coopératif operates in the social and subsidized economy, ACEF caters to civil servants, while SOCAMA mutual guarantee companies cater to the needs of tradespeople and Crédit Maritime Mutuel serves the fi shing, marine and coastline industries. Corporate and investment banking and services for corporate and institutional clients are provided by Natixis, formerly Natexis Banques Populaires, the listed vehicle of the Banque Populaire Group until November 16, Natixis was created on November 17, 2006 (1), through the combination of the corporate and investment banking and services activities of the Banque Populaire Group and the Caisse d Epargne Group. The company is owned by the central bodies of the two groups, Banque Fédérale des Banques Populaires and Caisse Nationale des Caisses d Epargne (CNCE), each of which owns 34.4%. Natixis shares are traded on Eurolist Paris (compartment A). Natixis is becoming a key player in the European banking industry. It has a diversifi ed portfolio of activities with solid business expertise, large customer bases and a strong international presence. Natixis s activities are organized into fi ve core business lines: Corporate and Investment Banking, Asset Management, Private Equity and Private Banking, Services and Receivables Management. Retail banking also makes a direct contribution to Natixis s performance via the Group s 20% interest (2) in the share capital of the Banque Populaire banks and the Caisse d Epargne banks, as well as an indirect contribution through the sale of Natixis s products and services at the two networks branches, which together make up around 25% of the French retail banking market. The Banque Populaire Group stands out from other banking groups on account of its unique structure, its origins in the cooperative movement, and corporate governance commensurate with its values. These three features have helped drive strong business development based on brisk organic growth, selective acquisitions and long-term partnerships. A THREE-DIMENSIONAL ORGANIZATION The 18 Banque Populaire regional banks, CASDEN Banque Populaire and Crédit Coopératif These cooperative organizations, which have a fi rm footing in the reality of their local region and business area, are the parent companies of the Group and shareholders of Banque Fédérale des Banques Populaires. They are autonomous, fully-fl edged banks providing their customers with a local service through a full range of banking and insurance products and services. Cooperative Dimension Banque Fédérale des Banques Populaires This is the central body of the network of Banque Populaire banks and Crédit Maritime Mutuel or Crédit Maritime banks. Since April 2, 2007, it is also the central body of Natixis jointly with Caisse Nationale des Caisses d Epargne (CNCE). Finally, it is responsible for the control, strategy and coordination of all of the Banque Populaire Group s activities. Federal Dimension (1) Natixis was created on November 17, 2006, on the occasion of the combined general meeting which approved the capital increase through a capital contribution in kind to Natexis Banques Populaires, consisting of a set of assets transferred by Caisse Nationale des Caisses d Epargne (primarily Ixis-CIB and Ixis-AM) and Banque Fédérale des Banques Populaires, as well as the new company name (Natixis replacing Natexis Banques Populaires). (2) Natixis holds cooperative investment certifi cates (CCIs) representing 20% of the share capital of each of the Banque Populaire banks and each of the Caisse d Epargne banks (with the exception of Caisse d Epargne et de Prévoyance de Martinique and Caisse d Epargne et de Prévoyance de Nouvelle-Calédonie), enabling it to consolidate under the equity method 20% of the net income of the Banque Populaire banks and the Caisse d Epargne banks Registration document - BANQUE POPULAIRE GROUP

7 PRESENTATION OF THE BANQUE POPULAIRE GROUP Natixis Listed on Euronext Paris, Natixis is a joint subsidiary of the Banque Populaire Group and the Caisse d Epargne Group. It has fi ve core business lines: C orporate and I nvestment B anking, A sset M anagement, P rivate E quity and P rivate B anking, S ervices and R eceivables M anagement. Listed-Company Dimension COOPERATIVE AND REGIONAL FOUNDATIONS True to the cooperative spirit that has guided it since its inception, the Banque Populaire Group attaches great importance to local relationships and regional roots. It provides long-term support to all entrepreneurs, be they in or outside France. As cooperative banks, the Banque Populaire banks forge a modern and special type of relationship with their 7 million clients. Of these clients, 3.2 million are member-stakeholders of their banks. They guarantee the independence of their bank and bring the resources for growth. The Group s international expansion is led primarily by Natixis and its subsidiary Coface, present in 71 countries. The Directors of the Banque Populaire banks, who play an active part in the economic and community life of their regions, represent these member-stakeholders. They help to improve understanding of the local economic fabric and the men and women who play a key role in its development. The Banque Populaire Group s presence throughout France is provided both by the 18 Banque Populaire regional banks and by branches of other Group entities. CORPORATE GOVERNANCE COMMENSURATE WITH THE GROUP S VALUES The Banque Populaire banks are the Group s parent companies. Their Directors are responsible for control and supervision and for setting the bank s overall goals in accordance with the national strategy. The Banque Populaire Group s corporate governance is underpinned by the principles of cooperation. Banque Fédérale des Banques Populaires Board of Directors acts as the Group s governing body and its decisions are binding on the Group and its member units. The Chairman represents the Group nationally and internationally and safeguards the Group s cohesion and identity. This governance structure benefits from an ever more active stakeholder base. It is a key contributor to the success of the Banque Populaire Group and each of its member units. A STRATEGY OF EXPANSION AND PARTNERSHIPS In 2006, the Banque Populaire Group asserted its leading position in the small business and corporate markets. It successfully continued with its strategy of winning new customers and fostering customer loyalty, gaining the trust of over 400,000 new personal customers, bringing the total number of customers to 6,250,000. It has a total of 2,880 branches. The Group delivered a strong performance in 2006, with net banking income rising 11% to over 8 billion. Two-thirds of net banking income came from retail banking activities and one-third from Natixis, thereby maintaining the traditional balance. Recurring retail banking revenues and the creation of Natixis improved the Group s fi nancial solidity. With total regulatory capital of 20.4 billion, it has the means to continue with its strategy of expansion in its core business line and fi nding growth drivers in keeping with its business model Registration document - BANQUE POPULAIRE GROUP 5

8 PRESENTATION OF THE BANQUE POPULAIRE GROUP Chairman s message A COMMITMENT TO SERVING EVERYONE A unique characteristic of the Banque Populaire Group is its longstanding commitment to economic and social development. It created over 3,000 net new jobs in It is the No. 1 provider of business start-up and buyout loans in France. Several of the Group s entities are among the market leaders in solidarity-based savings, thereby confirming its front-running position (Finansol 2006 solidaritybased fi nance survey). These positions in areas that are essential for everyone are a concrete illustration of the aims of the Banque Populaire Group. Its numerous initiatives with respect to sustainable development also demonstrate the real-life implementation of the cooperative values that drive the Group s day-to-day activities. " Chairman s message PHILIPPE DUPONT, CHAIRMAN OF THE BANQUE POPULAIRE GROUP The Banque Populaire Group reported a solid performance for 2006, reflecting its strong position in the French retail banking market in a more difficult global market. These results confirm the relevance of its strategic choices. With the creation of Natixis (3), which was an historic stage in its development, the Banque Populaire Group has strengthened its position in the areas of corporate and investment banking and services. This new dimension will foster its growth. By pursuing its strategy of winning personal customers as well as small business clients and corporate clients, the Group delivered a strong performance in Net banking income exceeded 8 billion (4), an increase of 11%. Two-thirds of net banking income came from retail banking activities and one-third from Natixis, thereby maintaining the traditional balance. Net income attributable to equity holders of the parent rose 14% to 1.7 billion. Recurring retail banking revenues and the creation of Natixis improved the Group s fi nancial solidity. With total regulatory capital of 20.4 billion, it has the means to continue with its strategy of expansion in its core business line and fi nd growth drivers in keeping with its business model. In retail banking, in which the Banque Populaire banks delivered one of the best performances in France in 2006, with net banking income up 5.3% excluding the effect of home purchase savings plans, the Group s strategy is based on three core principles: winning customers, ensuring customer loyalty and selling more products to each customer, primarily through our savings and bancassurance offering, and improving overall effi ciency thanks in particular to the technological potential of our shared IT platform. We have continued to adapt our network, which now comprises 18 Banque Populaire regional banks and nearly 3,000 branches located throughout France. The hiring of 3,000 new employees, mostly in the retail banking network, constitutes an additional advantage in our expansion. Our strategy proved fruitful yet again this year. The relevance and scope of our range of products and services and the professionalism of our teams are refl ected by a signifi cant increase in the number of customers. Organic growth was boosted by two new partnerships - one with Ordre des Masseurs Kinésithérapeutes (French Physiotherapists association) for small businesses and one with La Mutuelle des Étudiants (LMDE) ( France s principal student mutual insurance company) for personal customers. Our investment in international operations is beginning to come to fruition both in Eastern Europe and in Africa. We have enjoyed an auspicious start to 2007 with the acquisition of 61% of Foncia, market leader in residential property services in France, as well as in Belgium and Germany. With 3.2 million member-stakeholders and 35,000 employees (5), the Group is moving toward the future with determination and serenity, respecting its cooperative values by combining both performance and responsibility to society. The Banque Populaire Group is open to progress and innovation and will continue to prioritize local relationships with its customers. I am confi dent about the ability of our Group - with its entrepreneurial foundations - to adapt to the demands of the rapidly evolving banking sector in a changing world. (3) Joint subsidiary of the Banque Populaire Group and the Caisse d Epargne Group. (4) Pro forma fi gures. (5) Excluding Natixis Registration document - BANQUE POPULAIRE GROUP

9 PRESENTATION OF THE BANQUE POPULAIRE GROUP Profi le, 2006 key fi gures and ratings " Profile, 2006 key figures and ratings PROFILE 20 Banque Populaire banks (6) 68 mutual guarantee companies 3,200,000 member-stakeholders 7,000,000 customers 34,994 employees (7) 2,880 branches Present in 71 countries (8) KEY FIGURES AND RATINGS Group level Net banking income Pro forma - in millions of euros Gross operating income Pro forma - in millions of euros Net income Pro forma - in millions of euros (6) 18 Banque Populaire regional banks, CASDEN Banque Populaire and Crédit Coopératif. (7) Number of full-time equivalent employees (permanent and temporary) as at December 31, 2006, and on the basis of the new scope of consolidation following the creation of Natixis. (8) Natixis and its subsidiaries including Coface and affi liates of the Banque Populaire Group Registration document - BANQUE POPULAIRE GROUP 7

10 PRESENTATION OF THE BANQUE POPULAIRE GROUP Profi le, 2006 key fi gures and ratings Total regulatory capital Tier one ratio In billions of euros 12/31/05 12/31/06 12/31/05 12/31/06 Retail banking Net banking income Pro forma - in millions of euros Gross operating income Pro forma - in millions of euros Net income Pro forma - in millions of euros Registration document - BANQUE POPULAIRE GROUP

11 PRESENTATION OF THE BANQUE POPULAIRE GROUP Profi le, 2006 key fi gures and ratings In billions of euros Outstanding loans In billions of euros Customer deposits In billions of euros Customer savings 12/31/05 12/31/06 12/31/05 12/31/06 12/31/05 12/31/06 Long-term ratings Banque Populaire Group STANDARD & POOR S MOODY S AA- Aa3 Natixis STANDARD & POOR S MOODY S FITCH RATINGS AA Aa2 AA 2006 Registration document - BANQUE POPULAIRE GROUP 9

12 PRESENTATION OF THE BANQUE POPULAIRE GROUP Registration document - BANQUE POPULAIRE GROUP

13 TABLE OF CONTENTS 1 Corporate Governance Corporate Governance BOARD OF DIRECTORS 12 Members of the Board of Directors 12 Directors responsibilities 13 Other positions held by Directors 14 Other disclosures about the Directors 19 CHAIRMAN S REPORT ON THE CONDITIONS IN WHICH THE WORK OF THE BOARD OF DIRECTORS IS PREPARED AND ORGANIZED 19 Role and organization of the Board of Directors 19 Consultative Committees 24 CORPORATE GOVERNANCE RULES FOR THE BANQUE POPULAIRE BANKS 26 Responsibilities of the Board of Directors 27 Responsibilities of the Chairman 28 Responsibilities of the Chief Executive Offi cer 29 STATUTORY AUDITORS 30 Names, addresses and dates of appointment 30 Fees paid to the Banque Populaire Group s Statutory Auditors 31 INTERNAL FINANCING MECHANISMS Registration document - BANQUE POPULAIRE GROUP 11

14 1 CORPORATE GOVERNANCE Board of Directors " Board of Directors The Banque Populaire Group, through Banque Fédérale des Banques Populaires (the central body of the Banque Populaire banks, Crédit Maritime and the mutual guarantee companies), has elected to apply the recommendations resulting from the consolidation of the AFEP, MEDEF and ANSA reports published in 2003 in areas where there is no corporate governance legislation in France. It is worth noting that the concept of independent directors is not relevant to Banque Fédérale des Banques Populaires (see the section on Independent directors - page 23). The Banque Populaire Group, as covered by this report, is referred to on a consolidated basis. This comprises the consolidating entity and companies included in the consolidated fi nancial statements in the context of exclusive or joint control. The internal control system and its scope are defi ned in accordance with the provisions of CRFB regulations and Together, Banque Fédérale des Banques Populaires and Caisse Nationale des Caisses d Epargne (CNCE) constitute the central body of Natixis (formerly Natexis Banques Populaires), created on November 17, MEMBERS OF THE BOARD OF DIRECTORS The Board of Directors referred to (including on page 19) is that of Banque Fédérale des Banques Populaires, the Group s central body. Members at December 31, 2006 Main function within the Company (1) Term of office ends in (2) First appointed/ Chairman and Chief Executive Officer Philippe Dupont Chairman of the Banque Populaire Group / Vice-Chairmen Jean-François Comas Chief Executive Offi cer of Banque Populaire Côte d Azur / Claude Cordel Chairman of Banque Populaire du Sud / Jean-Louis Tourret Chairman of Banque Populaire Provençale et Corse / Board Secretary Yvan de La Porte du Theil Chief Executive Offi cer of Banque Populaire Val de France / Directors Christian Brevard Deputy Vice-Chairman of Banque Populaire d Alsace / Michel Castagné Deputy Vice-Chairman of Banque Populaire Occitane / Jean Clochet Chairman of Banque Populaire des Alpes / Pierre Delourmel Chairman of Banque Populaire de l Ouest / Pierre Desvergnes Chairman of CASDEN Banque Populaire / Stève Gentili Chairman of BRED Banque Populaire / Yves Gevin (3) Chief Executive Offi cer of Banque Populaire Atlantique / Jacques Hausler (4) Chief Executive Offi cer of Banque Populaire Lorraine Champagne / Bernard Jeannin Chief Executive Offi cer of Banque Populaire Bourgogne Franche-Comté / Pierre Noblet Deputy Vice-Chairman of Banque Populaire Rives de Paris / Christian Du Payrat (5) Chief Executive Offi cer of Banque Populaire du Massif Central / Registration document - BANQUE POPULAIRE GROUP

15 CORPORATE GOVERNANCE 1 Board of Directors Members at December 31, 2006 Main function within the Company (1) Term of office ends in (2) First appointed/ Natixis Jean-Claude Detilleux Michel Goudard Bruno Mettling Olivier Haertig Pierre Ribuot Martine Vega Non-voting directors Non-voting director by right Represented by François Ladam, member of the Management Board of Natixis Other non-voting director Chairman and Chief Executive Offi cer of Crédit Coopératif Members in a consultative capacity Deputy Chief Executive Offi cer of Banque Fédérale des Banques Populaires Deputy Chief Executive Offi cer of Banque Fédérale des Banques Populaires Also attending meetings General Secretary of Banque Fédérale des Banques Populaires Representative of Banque Fédérale des Banques Populaires Works Council Representative of Banque Fédérale des Banques Populaires Works Council (1) Company: Banque Fédérale des Banques Populaires, abbreviated to BFBP. (2) Date of general meeting to approve the financial statements for the year. (3) Since February 22, 2006, Daniel Duquesne has been replaced by Yves Gevin, Chief Executive Officer of Banque Populaire Atlantique. Yves Gevin was co-opted as director at the meeting of the Board of Directors of Banque Fédérale des Banques Populaires of February 22, 2006, and ratified by the general meeting of May 18, (4) Jacques Hausler, Chief Executive Officer of Banque Populaire Lorraine Champagne, was appointed by the general shareholders meeting of May 18, 2006, to replace Francis Thibaud as director. (5) Christian du Payrat, Chief Executive Officer of Banque Populaire du Massif Central, was appointed by the general shareholders meeting of May 18, 2006, to replace Richard Nalpas as director. DIRECTORS RESPONSIBILITIES Banque Fédérale des Banques Populaires Directors are the executive managers of the Banque Populaire Group, i.e. Chief Executive Officers and Chairmen of the Banque Populaire banks. The Chief Executive Offi cers have a wealth of knowledge of the banking industry acquired throughout their professional careers during which they have held increasingly senior duties at leading regional and national banking companies. They were selected based on a list of skills, a key criterion being in-depth experience in various positions of responsibility and at different units of the Banque Populaire Group. The Chairmen of the Banque Populaire banks hold or have held prominent positions of responsibility at regional or national companies which play an integral part in regional economic life. They boast a wealth of experience in the management of a business and in the interactions this involves with the environment and particularly with fi nancial service providers Registration document - BANQUE POPULAIRE GROUP 13

16 1 CORPORATE GOVERNANCE Board of Directors OTHER POSITIONS HELD BY DIRECTORS Members at December 31, 2006 Philippe Dupont Christian Brevard Michel Castagné Main function performed outside Banque Fédérale des Banques Populaires Chairman of the Banque Populaire Group Deputy Vice-Chairman of the Board of Directors Banque Populaire d Alsace Deputy Vice-Chairman of the Board of Directors Banque Populaire Occitane Other directorships in companies Chairman of the Management Board Natixis Chairman of the Supervisory Board IXIS CIB Legal manager SCI 48 rue de Paris Chairman of the Management Board Bruker Biospin SA Chairman of the Board of Directors Natexis Bleichroeder SA Member of the Board of Directors Natexis Bleichroeder Inc Legal manager Bruker Daltonique Eurl Permanent representative of Banque Populaire d Alsace on the Board of Directors Natixis Pramex International Chairman Castagné SAS Chairman of the Supervisory Board Assurances BP IARD Director MAAF Assurances Member of the Supervisory Board MA Banque Permanent representative of MAAF SA on the Supervisory Board MAAF Vie Permanent representative of MAAF SA on the Board of Directors Covea Registration document - BANQUE POPULAIRE GROUP

17 CORPORATE GOVERNANCE 1 Board of Directors Members at December 31, 2006 Jean Clochet Jean-François Comas Claude Cordel Pierre Delourmel Main function performed outside Banque Fédérale des Banques Populaires Chairman of the Board of Directors Banque Populaire des Alpes Chief Executive Offi cer Banque Populaire Côte d Azur Chairman of the Board of Directors Banque Populaire du Sud Chairman of the Board of Directors Banque Populaire de l Ouest Other directorships in companies Director Banque Privée Saint Dominique Chairman and Chief Executive Officer Routin SA Brasserie des Cimes Chairman Routin Nord Europe (Copenhagen) Chairman of the Board Routin America Inc Joint legal manager Montania SCI C3 et Houille Blanche Director Natexis Cofi ciné Natixis Assurances Member of the Supervisory Board Natixis Permanent representative of Banque Populaire Côte d Azur on the Board of Directors i-bp Chairman of the Board of Directors Natixis Factor Chairman SAS Holding Clobia SAS CPSL Director Coface Natixis Pramex International SAS Dupleix Member of the Supervisory Board Natixis Legal manager L Oasis (SCI ) Transports du Pic Saint Loup (SARL ) Chairman and Chief Executive Officer Delourmel Automobiles SA Delourmel Agriculture SA Chairman SAS Ouest Motoculture SAS Delourmel Jardinage Chief Executive Officer Bretagri SA Director Caisse Régionale du Crédit Maritime Mutuel du Littoral de la Manche Caisse Régionale du Crédit Maritime Mutuel du Finistère 2006 Registration document - BANQUE POPULAIRE GROUP 15

18 1 CORPORATE GOVERNANCE Board of Directors Members at December 31, 2006 Pierre Desvergnes Stève Gentili Yves Gevin Main function performed outside Banque Fédérale des Banques Populaires Chairman and Chief Executive Offi cer CASDEN Banque Populaire Chairman of the Board of Directors BRED Banque Populaire Chief Executive Offi cer Banque Populaire Atlantique Other directorships in companies Chairman of the Board of Directors Maine Gestion Parnasse Finance Director Parnasse MAIF SA Natexis Asset Management Permanent representative of CASDEN Banque Populaire on the Board of Directors Parnasse Services SA Natixis Altaïr Valorg (Sicav) Permanent representative of CASDEN Banque Populaire on the Supervisory Board Parnasse Immo (SCPI ) Permanent representative of Parnasse Finance on the Board of Directors Parnassienne de Crédit Legal manager SARL Inter-Promo SARL Cours des Roches Chairman of the Board of Directors BRED Gestion Natixis Pramex International Vice-Chairman Banque Internationale de Commerce BRED Director Bercy Gestion Finances + BRED Cofi lease Coface Compagnie Financière de la BRED (COFIBRED ) LFI Natexis Algérie Pramex Italia S.R.L. Member of the Supervisory Board Natixis Permanent representative of BRED Banque Populaire on the Board of Directors BICEC Director Natexis Bleichroeder SA Natexis Bleichroeder Inc Natixis Factor Legal manager SCI GC2I Permanent representative of Banque Populaire Atlantique on the Board of Directors SA Portzamparc Registration document - BANQUE POPULAIRE GROUP

19 CORPORATE GOVERNANCE 1 Board of Directors Members at December 31, 2006 Jacques Hausler Main function performed outside Banque Fédérale des Banques Populaires Chief Executive Offi cer Banque Populaire Lorraine Champagne Other directorships in companies Director Luxequipbail SA Natixis Private Banking Sogammelor Bernard Jeannin Yvan de La Porte du Theil Chief Executive Offi cer Banque Populaire Bourgogne Franche-Comté Chief Executive Offi cer Banque Populaire Val de France Chairman of the Supervisory Board Lorequip Gefolor SA Legal manager SCI François de Curel Joint legal manager Segimlor Cofi lor Permanent representative of Banque Populaire Lorraine Champagne on the Supervisory Board Sté Foncière des Régions Permanent representative of Banque Populaire Lorraine Champagne on the Board of Directors Socama Champagne Socamuprolor Director Natixis Assurances Natixis Lease Natixis Paiements Permanent representative of Banque Populaire Bourgogne Franche-Comté on the Board of Directors i-bp Director Coface Natexis Pramex North America Corp. Chairman of the Supervisory Board MA Banque (formerly SBE) Member of the Supervisory Board Natixis Permanent representative of Banque Populaire Val de France on the Board of Directors i-bp (Vice-Chairman) 2006 Registration document - BANQUE POPULAIRE GROUP 17

20 1 CORPORATE GOVERNANCE Board of Directors Members at December 31, 2006 Pierre Noblet Christian du Payrat Jean-Louis Tourret Main function performed outside Banque Fédérale des Banques Populaires Deputy Vice-Chairman Banque Populaire Rives de Paris Chief Executive Offi cer Banque Populaire du Massif Central Chairman of the Board of Directors Banque Populaire Provençale et Corse Other directorships in companies Chairman Sonoda (SAS) Chairman of the Board of Directors Fructifrance Euro (Sicav) Natixis Intertitres Chairman of the Supervisory Board Fructifonds Immobilier (SCPI ) Bp Résidence Patrimoine 2 (SCPI ) Director Natixis Lease Natixis LLD (Vice-Chairman) Natixis Paiements Legal manager SCI Carteret SCI Natoal Director BICEC Natixis LLD Permanent representative of Banque Populaire du Massif Central on the Board of Directors i-bp Natixis Lease Chairman of the Board of Directors Banque Privée Saint Dominique Chairman Proclair SAS Sopres SAS Tourret SAS Director Lafarge Ciments Member of the Supervisory Board Natixis (Vice-Chairman) Legal manager Tourret Electronique Proclair Provence Proclair Rhône Alpes Registration document - BANQUE POPULAIRE GROUP