Annual report Registration document

Transcription

1 Annual report 2012 Registration document

2 Table of contents Message from the Chairman and the Chief Executive Officer 2 Presentation of Crédit Agricole S.A key figures and stock market data 6 Significant events in Company history 14 Organisation of the Crédit Agricole Group and Crédit Agricole S.A. 16 The business lines of Crédit Agricole S.A. 17 Economic, social and environmental information 33 Economic responsibility 35 Social and societal responsibility 42 Environmental responsibility 67 Cross-reference table 84 Statutory auditor s attestation and assurance report on Human Resources, environmental and societal information Risk factors and Pillar Risk factors 192 Basel 2 Pillar 3 disclosures 232 Consolidated financial statements 269 General framework 270 Consolidated financial statements 278 Notes to the financial statements 284 Statutory Auditors report on the consolidated financial statements 399 Parent company financial statements 401 Parent company financial statements 402 Notes to the Parent Company financial statements 405 Statutory Auditors Report on the Parent Company financial statements Corporate governance 91 Report of the Chairman of the Board of Directors 92 8 General information 455 Memorandum and Articles of Association 456 Statutory Auditors report 119 Information on the Company 456 Compensation paid to Executive and non-executive Corporate Officers 120 Additional information on Executive and non-executive Corporate Officers 128 Management bodies at 12 March Information concerning the share capital 460 Statutory Auditors special report on related party agreements and commitments 463 Fees paid to Statutory Auditors 468 General Meeting of Shareholders of 23 May Operating and financial information 159 Persons responsible for the registration document 482 Cross-reference table 484 Presentation of Crédit Agricole S.A. s consolidated financial statements 160 Information on parent company financial statements (Crédit Agricole S.A.) 182

3 Registration document Annual report 2012 GROUP PROFILE The Crédit Agricole Group is the market leader in France in Universal Customer-Focused Banking and one of the largest banks in Europe. As the leading financial partner of the French economy and a major European player, the Crédit Agricole Group supports its customers projects in France and around the world across the full spectrum of retail banking businesses and related specialised businesses: insurance, asset management, leasing and factoring, consumer finance, corporate and investment banking. Underpinned by firm cooperative and mutual foundations, 150,000 employees and the 29,000 directors of its Local and Regional Banks, the Crédit Agricole Group is a responsible and responsive bank serving 51 million customers, 6.9 million mutual shareholders and 1.2 million shareholders. In its efforts to support the economy, Crédit Agricole also stands out through its dynamic and innovative social and environmental responsibility policy. The Group features in the top 3 of Novethic s rankings concerning corporate social responsibility and responsible reporting by Europe s 31 largest banks and insurance companies. A bank serving 51 million customers (1) 11,300 branches in 11 countries (1) (including 9,000 in France and 900 in Italy); Present in almost 60 countries. A player committed to servicing the economy Signature of the United Nations Global Compact and the Climate Principles; Adoption of the Equator Principles by Crédit Agricole Corporate and Investment Bank; Signature of the Principles for Responsible Investment by Amundi, Crédit Agricole Cheuvreux and Crédit Agricole Assurances; Signature of the Charter of Responsible Purchasing between Large Order Givers and SMEs. (1) Including the Regional Banks and excluding Emporiki. Only the French version of the registration document has been submitted to the AMF. It is therefore the only version that is binding by law. This registration document was filed with the French Financial Markets Authority (Autorité des Marchés Financiers AMF) on 15 March 2013 under number D , in accordance with Article of the AMF s General Regulations. It may be used in support of a financial transaction if accompanied by a transaction note approved by the AMF. This document was prepared by the issuer and its signatories are liable for its content. Crédit Agricole S.A Registration Document 1

4 MESSAGE FROM THE CHAIRMAN AND THE CHIEF EXECUTIVE OFFICER Message from the Chairman and the Chief Executive Officer A year of transformation 2012 will have been a difficult year and required efforts all around. We are evolving in a weakened economic context, with growth revised downwards both in France and in Europe. Regulatory changes affecting the banking sector are also forcing us to be agile and to constantly review the conditions in which we carry out our business. It is in this particularly difficult context that Crédit Agricole S.A. published a net loss Group share of - 6,471 million. The level of income includes the accounting impacts of exceptional transactions. It also reflects strategic decisions made to build for the future, significant progress made over the past few quarters and Group restructuring. But this result should not conceal the recurring profits that our business lines can and do generate and above all the strength of our bank must be seen as a turning point in the history of Crédit Agricole, a turning point that will enable us to reinforce the unique, sustainable model on which our banking business is based. In France, our retail banks maintained a high level of business, performing particularly well with inflows up 5.6%. Internationally, business was stable despite a tighter economic context in Italy. In Insurance and Asset management, 2012 was an excellent year and the business line generated good results. Specialised financial services saw their contribution affected not only by new consumer credit legislation but also by our deleveraging targets, which also impacted corporate and investment banking. One of the significant advances made was of course the sale of Emporiki to Alpha Bank, which was conducted in a rapid and orderly manner. This transaction was a necessity both for Crédit Agricole, given the risks of losses we incurred, and for the Greek financial sector, which is undergoing restructuring. As we do every year, we conducted asset impairment tests in each of our business lines, using conservative economic and growth forecasts. This led us to recognise substantial impairments that had a significantly negative impact on our income. These measures, however, did not involve any cash outflow and they do not in any way affect the Group s strength or its ability to provide financing to the economy. Our choice of a growth model centred on universal retail banking justifies our decision to discontinue certain activities and dispose of minority financial investments not considered as priorities. We are in the process of carrying out structuring transactions with our exit from the brokerage business (merger of CA Cheuvreux and Kepler Capital Markets, sale of CLSA to Citics by Crédit Agricole Corporate and Investment Bank) and actively managing our investments: complete sale of BES Vida and Intesa Sanpaolo and disposal of Bankinter below 10%. As another structuring measure, our adjustment plan was implemented with determination. Exceeding the targets that we had set, it testifies to the mobilisation of our teams and our Group s ability to adapt to a new regulatory and economic environment. In particular, we reviewed the economic model of our corporate and investment bank, Crédit Agricole CIB, the main objectives being to support our customers and to discontinue the riskiest business activities in the financial markets. We thus ceased equity derivatives activities and sold some loan portfolios. Designed to reduce our liquidity consumption by 68 billion compared to the 50 billion 2 Crédit Agricole S.A Registration Document

5 MESSAGE FROM THE CHAIRMAN AND THE CHIEF EXECUTIVE OFFICER planned and to lower our risk weighted assets by 57 billion against the 35 billion announced this plan reinforced our financial strength, which is crucial to the carrying out of business. Crédit Agricole is a solid bank. In 2012, we improved our solvency ratios mainly by reducing our risk weighted assets. Crédit Agricole Group s Core Tier 1 ratio thus rose from 10.2% to 11.8% (pro forma of the sale of Emporiki) in one year, and that of Crédit Agricole S.A. stood at 9.7% at 31 December 2012 (pro forma of the sale of Emporiki). As we had announced earlier, Crédit Agricole Group, formed of Crédit Agricole S.A. and the Regional Banks, will, under the new Basel 3 standards, have a Common Equity Tier 1 ratio in excess of 10% at the end of Shareholders equity now stands at 72 billion for Crédit Agricole Group and 39.7 billion for Crédit Agricole S.A. We also strengthened our liquidity situation, systematically reducing our dependence on the financial markets. This transformation was conducted with the main priority being to maintain our financing to the real economy. Today, with our elected representatives legislating on the organisation of banking activities, it is vital to emphasise the role that our industry plays as a critical link in the economic recovery process. Europe has recognized the importance of this, by setting up the European Banking Union and recently modifying certain regulatory requirements deemed unsuited to financial institutions and whose corollary was a risk of constricting the flow of credit to the economy. This awareness must be shared by all since banks have a role to play and Crédit Agricole intends to participate fully. Crédit Agricole is ready and willing to assist its customers in all segments. Again, figures prove this, and we continue to lend in a weakened environment; our outstanding loans thus grew in France, with the Regional Banks and LCL, to reach at 485 billion at the end of the year. Crédit Agricole thus remains the leading financier of the French economy. Of course, the slowdown in lending was confirmed as a direct result of the crisis that we are weathering. However, our strong local presence is a major advantage when it comes to supporting the projects of our customers, be they individuals, farmers, SMEs, corporates, associations or local authorities. We are driven by a strong awareness of our corporate social and environmental responsibility. Employment is a key component of this and we pay particular attention to training young people. In 2012 we welcomed 3,000 students on work placement schemes, proof of our dynamism and commitment. Preservation of the environment also guides our conduct, both in terms of our organisation and as regards the creation of green products: reduction in CO 2 emissions, expansion of our SRI range, etc. This approach also involves sponsorship in favour of actions based on common values and heritage conservation was a milestone in the history of Crédit Agricole and we are well aware of this. Extensive adaptation work has been going on for 18 months now, enabling us to envisage our future on strong foundations: leadership positions in France and Europe, a reinforced balance sheet on the back of reduced borrowing and organic growth as a priority. Our three main ambitions for 2013 derive from these principles, to establish a new strategic plan, to return to significantly positive results and to strengthen the financial solidity of Crédit Agricole S.A. Again, we wish to extend our sincerest thanks to all our employees, members and shareholders for their trust and their support during these difficult times. Jean-Paul Chifflet Chief Executive Officer of Crédit Agricole S.A. Jean-Marie Sander Chairman of Crédit Agricole S.A. Crédit Agricole S.A Registration Document 3

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7 Presentation of Crédit Agricole S.A key figures and stock market data 6 KEY FIGURES 6 STOCK MARKET DATA FINANCIAL COMMUNICATION CALENDAR 12 CONTACTS 12 3 Significant events in Company history 14 3 Organisation of the Crédit Agricole Group and Crédit Agricole S.A The business lines of Crédit Agricole S.A. 17 SIX BUSINESS LINES 17 FRENCH RETAIL BANKING CRÉDIT AGRICOLE REGIONAL BANKS 19 FRENCH RETAIL BANKING LCL 21 INTERNATIONAL RETAIL BANKING 22 SPECIALISED FINANCIAL SERVICES 24 SAVINGS MANAGEMENT 26 CORPORATE AND INVESTMENT BANKING 29 CORPORATE CENTRE 30 Crédit Agricole S.A Registration Document 5

8 PRESENTATION OF CRÉDIT AGRICOLE S.A. key figures and stock market data 2012 key figures and stock market data 3 KEY FIGURES Trends in earnings CONDENSED INCOME STATEMENT (in millions of euros) pro forma (1) 2012 (1) Revenues 15,956 17,942 20,129 19,385 16,315 NET INCOME GROUP SHARE (in millions of euros) 1,024 1,125 1,263 (1,470) Gross operating income 3,321 5,760 6,942 6,992 4,278 Net income 1,266 1,446 1,752 (1,198) (6,513) Net income Group share 1,024 1,125 1,263 (1,470) (6,471) (1) Restatement in respect of discontinued or held-for-sale operations (Emporiki, Cheuvreux, CLSA). (6,471) ACTIVITY (in billions of euros) 31/12/ /12/ /12/ /12/ /12/2012 Total assets 1, , , , ,842.4 Gross loans (2) RETURN ON EQUITY (ROE) 2.6% 2.6% 2.9% Customer deposits (2) Assets under management (in asset management, insurance and private banking) (1) (3.3%) (1) Excluding double counting. From 31 December 2009, assets under management relate to the Amundi scope of consolidation. (2) Excluding discontinued or held-for-sale operations (Emporiki, Cheuvreux, CLSA). (15.8%) Income by business line BUSINESS LINE CONTRIBUTION TO NET INCOME GROUP SHARE (1) CONTRIBUTION TO NET INCOME GROUP SHARE (in millions of euros) p ro forma (1) % Specialised business lines 41% Retail banking 24% Corporate and Investment Banking Regional Banks , LCL International retail banking (420) (458) (928) (2,458) (4,880) Specialised financial services (1,613) Savings management 1,392 1,410 1, ,720 Corporate and investment banking (1,924) (320) 975 (147) (880) Corporate centre 244 (1,268) (2,457) (1,590) (2,305) (1) Restatement in respect of discontinued or held-for-sale operations (Emporiki, Cheuvreux, CLSA). (1) Excluding impact of the revaluation of debt, cost of Greece, Cheuvreux, impairment of goodwill, impairment of securities in SAS RLB, Sacam, Intesa Sanpaolo and BES, deconsolidation of Bankinter, adaptation plan, debt buyback, and exit tax. 6 Crédit Agricole S.A Registration Document

9 PRESENTATION OF CRÉDIT AGRICOLE S.A key figures and stock market data Financial structure EQUITY (in millions of euros) SOLVENCY RATIOS 5,605 47,336 51,964 52,149 6,507 6,482 49,292 6,495 45,232 5, % 13.4% 13.2% 9.4% 9.8% 10.6% 11.2% 11.7% 8.6% 9.5% 41,731 45,457 45,667 42,797 39, % 9.3% 8.4% 8.6% 9.2% 31/12/08 (1) 31/12/09 (1) 31/12/10 (2) 31/12/11 (3) 31/12/12 31/12/08 31/12/09 31/12/10 31/12/11 31/12/12 Group share Minority interests Total international solvency ratio o/w Tier 1 ratio o/w Core Tier 1 ratio (1) CRD ratio. (2) The 2010 ratios include the impact of CCI/CCA risk weighting. (3) The 2011 ratios include the first application of CRD 3. Agency credit ratings at 1 March 2013 Headcount at end of period Crédit Agricole S.A. has been awarded sound ratings by agencies. They reflect its financial strength and its membership of Crédit Agricole Group. (full-time equivalents) 88,933 89,172 87,520 87,451 79,282 Short term rating 41,152 41,535 40,994 41,296 40,341 Moody s Investors Service Prime-1 Standard & Poor s A-1 FitchRatings F1+ Long term rating Moody s Investors Service A2 Standard & Poor s A FitchRatings A+ 47,781 47,637 46,526 46,155 38,941 31/12/08 31/12/09 31/12/10 31/12/11 31/12/12 (1) Moody s Investors Service Standard & Poor s FitchRatings Review/Outlook on the long-term rating Stable outlook Negative outlook Negative outlook International France (1) Restatement in respect of discontinued or held-for-sale operations (Emporiki, Cheuvreux, CLSA). Crédit Agricole S.A Registration Document 7

10 PRESENTATION OF CRÉDIT AGRICOLE S.A. key figures and stock market data 3 STOCK MARKET DATA Ownership structure at 31 December 2012 On 31 December 2012, Crédit Agricole S.A. s share capital comprised 2,498,020,537 shares. At that date, to the best of Crédit Agricole S.A. s knowledge, ownership of share capital and voting rights was as follows: Shareholders Number of shares % of the share capital % of voting rights SAS Rue La Boétie 1,405,263, Treasury shares 7,319, Employee share ownership plans 110,546, Institutional investors 695,978, Retail investors 278,913, TOTAL 2,498,020, The Crédit Agricole S.A. share Share price performance SHARE PRICE SINCE 2008 (1) Comparison with the DJ Stoxx 600 Banks and Cac 40 indices (recalculated on the basis of the share price). 25 In euros Crédit Agricole S.A. CAC 40 index DJ Stoxx 600 Banks /08 03/08 05/08 07/08 09/08 11/08 01/09 03/09 05/09 07/09 09/09 11/09 01/10 03/10 05/10 07/10 (1) Data adjusted for the July 2008 capital increase with preferential subscription rights. 09/10 11/10 01/11 03/11 05/11 07/11 09/11 11/11 01/12 03/12 05/12 07/12 09/12 11/12 01/13 02/13 8 Crédit Agricole S.A Registration Document

11 PRESENTATION OF CRÉDIT AGRICOLE S.A key figures and stock market data MONTHLY CHANGE IN THE SHARE PRICE AND IN THE VOLUME OF SECURITIES EXCHANGED In euros In thousands of shares 16 26, ,000 22,000 Highest Average Lowest Jan. 11 Feb. 11 March 11 April 11 May 11 June 11 July 11 August 11 Sept. 11 Oct. 11 Nov. 11 Dec. 11 Jan. 12 Feb. 12 March 12 April 12 May 12 June 12 July 12 August 12 Sept Oct Nov Dec Jan Feb ,000 18,000 16,000 14,000 12,000 10,000 8,000 6,000 4,000 2,000 0 In 2008, as the financial crisis intensified and spread, it drove share prices down (CAC 40 down 42.7% over the year), particularly those of financial stocks. During that 12-month period, the DJ Stoxx 600 Banks index of European banks plunged by nearly 65% and Crédit Agricole S.A. share price dropped by 62.4% on very high average trading volumes. In 2009, after a difficult start, share prices picked up as fears sustained by the crisis began to dissipate. The share price reached its high for the year of on 11 November 2009 and ended the year at 12.36, representing a gain of 54.6% over the year, outperforming the DJ Stoxx 600 Banks index (+45.9%) as well as the CAC 40 index (+22.3%). Driven by good economic indicators, the Crédit Agricole S.A. share price started 2010 on a positive note before declining again on the back of disappointing results announced by the banking sector, recurring concerns over the Basel proposals published in mid-december 2009 and in a climate of uncertainty about the global economic recovery. The share subsequently rebounded in mid-february on hopes for a settlement of the Greek crisis and the release of satisfactory economic indicators. It reached its highest point in the year on 15 April 2010 at before falling again amidst deflationary concerns in the United States and renewed fears over the debt of European governments. The stock reached its lowest point in the year on 8 June at During the second half of 2010, it gradually picked up again on renewed optimism about global growth, particularly in the United States. Banking stocks nonetheless remained depressed by what was regarded as a constraining regulatory context and a fresh outbreak of concerns over sovereign debt as the year ended. In this climate, Crédit Agricole S.A. share price closed at 9.50 on 31 December 2010, down 23.1% over the year, whereas the CAC 40 index recorded a slight fall (-3.3%). After a good start to 2011, when the sovereign crisis in Europe continued to dampen spirits without unduly weighing on the markets, with even a hope of recovery glimpsed in the second half of the year, the share price reached its highest point for the year on 28 February at But against the backdrop of the nuclear disaster in Japan and geopolitical tensions in northern Africa and the Middle East, March saw fresh fears of a default by Greece; the risk of contagion to Italy emerged as the weeks went by. Investors distrust was strengthened by the difficulties European countries had finding a solution to the crisis and the possible participation of the private sector in plans to assist Greece, then the loss of the United States AAA rating issued by Standard & Poor s on 5 August The ensuing liquidity crisis forced banks to announce cuts in high liquidity-consuming activities, as well as job cuts. The share fell below 5 in early October, reaching an annual low of 3.98 on 23 November In this climate, the Crédit Agricole S.A. share ended 2011 at 4.36, down 54.1% over the year, underperforming both the DJ Stoxx 600 Banks (-32.5%), and the CAC 40 (-17.0%). The first two months of 2012 saw tensions in the liquidity market ease following successful issues of sovereign debt, particularly in Italy and Spain. The hope of a resolution of the Greek crisis lifted banking stocks. and the second operation by the ECB to inject three-year liquidity (LTRO) at the end of February, raising the amount injected to more than 1 trillion since December 2011, meant that risky stocks continued to be attractive. Anticipated by investors, the loss of France s AAA rating and the downgrading of eight other eurozone countries by Standard & Poor s in mid-january ultimately had little impact on the markets. Crédit Agricole S.A Registration Document 9

12 PRESENTATION OF CRÉDIT AGRICOLE S.A. key figures and stock market data From March to early June, the Crédit Agricole S.A. share price fell, as did the banking sector. On the one hand, the markets feared a slowdown in growth in the eurozone and around the world (particularly in the United States, but also in the emerging countries). On the other hand, the sovereign debt crisis worsened in Europe. The situation in Greece proved delicate, particularly in light of the failed formation of a government in May leading to new elections in June, and persistent threats that it might leave the eurozone. The spectre of a Greek scenario hung over Portugal and Spain, whose banks were in a difficult situation because of their exposure to the property sector. Regarded as very high, Italy s public borrowing also led to uncertainties over its long-term sustainability in a muted growth environment. The political crisis in the Netherlands increased market players unease. This multifaceted crisis was reflected in a sharp rise in risk aversion: a decline in share prices (and particularly Crédit Agricole S.A., hit by its exposure to the peripheral countries) at the same time as a decline in the sovereign yields of the core eurozone countries (Germany and France seeing negative real yields). Over and above these macroeconomic factors, the regulatory shock linked to the solvency of banks and the uncertainties as regards treatment of insurance assets under Basel III affected the share prices of French banking institutions and particularly Crédit Agricole S.A., the leading bancassurer in Europe. The stock thus hit its all-time low on 1 June ( 2.88 when the markets closed and 2.84 during trading). From June to mid-october, the Crédit Agricole S.A. share price more than doubled. Progress made by the Group to get out of Greece was the main reason for this improvement. This is because in June Crédit Agricole S.A. announced that it had obtained the Bank of Greece s agreement for Emporiki to benefit from emergency liquidity assistance (ELA). Rumours emerged from the end of June that Emporiki would be sold, and Crédit Agricole S.A. confirmed in August that it had received offers from three Greek banks. The market also appreciated the significant progress made regarding the adaptation plan and calm was restored concerning the European sovereign debt crisis. The outcome of the Greek elections was regarded as positive, with confirmation that Greece would be staying in the eurozone. Beyond the announcement of the support provided to Spanish banks, a more global solution also emerged, involving the creation of a body to supervise the eurozone s banks and possible recapitalisation of banks directly by the European Stability Mechanism in order not to burden the debt of the governments concerned. The ECB has repeatedly confirmed that it would do everything possible to maintain the single currency and that, to do so, it could resort to buying Spanish and Italian bonds on the secondary market. The final factor supporting the share price was that the regulatory framework seemed to be easing, with ever more persistent rumours that implementation of Basel III would be delayed by a year. In this context, the highest point in the year was reached during trading on 17 October at 6.56, the day when the signing of the sale of Emporiki to Alpha Bank was announced. From mid-october to mid-november, the stock was hit by profit taking. Sales were undoubtedly made by institutional players back from summer holidays and having already exceeded their upside targets, while the macroeconomic horizon again became more uncertain. In Europe, after significant progress over the summer, management of the sovereign debt crisis became mired, marked by divergences of opinion concerning banking supervision and Spain s hesitations about resorting to European assistance. There were growing fears in the United States surrounding the fiscal cliff. From mid-november to the end of December, the rise in the share price was sustained by regulatory and macroeconomic factors. On the regulatory front, agreement was reached between the 27 countries of the European Union on the terms of eurozone banking supervision under the aegis of the ECB; furthermore, the draft law on banking regulation in France as submitted to the Council of Ministers in December was regarded as less costly than predicted by the banks. On the macroeconomic front, agreement was reached on Greek debt at the end of November, putting into perspective European growth indicators on a downtrend. In the United States, the market was hoping for a last-minute compromise on the fiscal cliff. The stock ended 2012 at 6.08, up 39.5% over 12 months, outperforming both the CAC 40 and the DJ Stoxx 600 Banks indices, which were up 15.2% and 23.1% respectively. The total number of Crédit Agricole S.A. shares exchanged in 2012 on Euronext Paris was 4,035 billion (3,093 billion in 2011), with a daily average of 15.8 million (12.0 million in 2011). The beginning of 2013 was marked by a favourable context; the Crédit Agricole S.A. stock reached a high of 7.76 at the end of January. On the macroeconomic side, the agreement reached in Congress to avoid the fiscal cliff that was threatening the United States counterbalanced the still gloomy economic prospects for On the banking side, the Basel Committee published a new draft text, easing liquidity rules. Furthermore, early repayments of the LTROs have been higher than the markets expected, a sign that the financial system in Europe is returning to normal. Finally, factors specific to Crédit Agricole S.A. favoured its stock, in particular the sale of 5.2% of its holding in Bankinter. The announcement at the end of January of an impairment charge recorded in the financial statements for the fourth quarter of 2012 seemed to have been anticipated by the market and failed to hurt the stock. Following the publication of results on 20 February 2013 the share price closed at 7.61, as the markets responded very positively to confirmation of the Greek exit and the announcement of a strategic plan in the fall. The share price then traded in a bear market, uneasy about economic recovery in the Eurozone and uncertain of the outcome of the general election in Italy. 10 Crédit Agricole S.A Registration Document

13 PRESENTATION OF CRÉDIT AGRICOLE S.A key figures and stock market data Stock market indices Crédit Agricole S.A. shares are listed on Euronext Paris, compartment A, ISIN Code: FR The shares are part of several indices: the CAC 40 index of the 40 most representative listed companies on the Paris Bourse and the FTSEurofirst 80 index representative of the largest companies in the European Monetary Union by market capitalisation. The Crédit Agricole S.A. stock is also in the FTSE 4 Good Global 100 and Europe 50 sustainable development indices (respectively bringing together 100 global listed companies and 50 European listed companies observing strict social and environmental responsibility criteria). Stock market data 31/12/ /12/ /12/ /12/ /12/2008 Number of shares in issue 2,498,020,537 2,498,020,537 2,401,660,291 2,319,579,937 2,226,342,496 Stock market capitalisation (in billions of euros) Earnings per share (EPS) (1) (in euros) (2.61) (0.60) Net asset value per share (NAVPS) (1)(2) (in euros) Price/NAVPS P/E (price/eps) Highest and lowest share prices during year (1) (in euros) High (during trading day) Low (during trading day) Final (closing price at 31 December) (1) Data adjusted for the July 2008 capital increase with preferential subscription rights. (2) Net asset value after dividends divided by number of shares in issue at year-end. Dividend From 2001 to 2003, Crédit Agricole S.A. paid a dividend of 0.55 per share. The dividend was raised to 0.66 for 2004, 0.94 for 2005, 1.15 for 2006 and 1.20 in In respect of 2008, 2009 and 2010, shareholders were offered the option to receive a dividend of 0.45 in cash or in shares. The option of receiving the dividend in shares attracted considerable interest from shareholders: 85.7% of rights, excluding treasury shares and liquidity agreements, were exercised in favour of this option in respect of 2008, 59.3% in respect of 2009 and 84.9% in respect of financial year No dividend was distributed for Because the net income Group share of Crédit Agricole S.A. was negative, the Board of Directors meeting on 19 February 2013 decided to propose to the General Meeting of Shareholders that no dividend will be distributed for the period to 31 December In respect of 2012 In respect of 2011 In respect of 2010 In respect of 2009 In respect of 2008 Net dividend/share (1) (in euros) None None Distribution rate (2) None None 85% 92% 97% (1) Data adjusted for the July 2008 capital increase with preferential subscription rights. (2) Total dividends payable (ex. treasury shares) divided by net income Group share. Crédit Agricole S.A Registration Document 11

14 PRESENTATION OF CRÉDIT AGRICOLE S.A. key figures and stock market data Shareholder return The table below shows the total shareholder return for retail investors in Crédit Agricole S.A. shares. The calculation, which is based on the share price on the day of the investment (initial public offering on 14 December 2001 or beginning of the year in other cases), takes into account the reinvestment of dividends received (until 2005, this included a tax credit in respect of the year before, which accounted for 50% of the amount distributed). The valuations are based on the closing share price on the day of the investment. The calculation also assumes that investors sold their preferential subscription rights and used the proceeds to take up the rights issues at the end of October 2003, January 2007 and July All results are presented net of tax. Holding period Cumulative gross return Average annualised return 1 year (2012) +37.2% +37.2% 2 years (2011 and 2012) (19.6%) (35.4%) 3 years ( ) (19.7%) (48.2%) 4 years ( ) (5.2%) (19.1%) 5 years ( ) (18.9%) (64.9%) 6 years ( ) (20.2%) (74.2%) 7 years ( ) (14.9%) (67.7%) 8 years ( ) (11.0%) (60.5%) 9 years ( ) (7.6%) (50.9%) 10 years ( ) (3.9%) (33.0%) 11 years ( ) (4.8%) (41.9%) Since IPO (14/12/2001) (4.2%) (38.0%) FINANCIAL COMMUNICATION CALENDAR 7 May Publication of 2013 first-quarter results 23 May General Meeting of Shareholders in Bordeaux 6 August Publication of 2013 first-half results 7 November Publication of 2013 nine-month results 3 CONTACTS and- shareholder Financial communication department Denis Kleiber Tel: Institutional investor relations Tel: investor.relations@credit-agricole-sa.fr Retail shareholder relations Toll-free line (from France only): credit-agricole-sa@relations-actionnaires.com 12 Crédit Agricole S.A Registration Document

15 PRESENTATION OF CRÉDIT AGRICOLE S.A. 1 Significant events in 2012 Significant events in 2012 January Crédit Agricole S.A. launches two offers to buy back subordinated debt, which led to the buyback of $0.6 billion and 1.6 billion in nominal terms. March Coller Capital, a global leader in the private equity secondary market, becomes 100% shareholder in Crédit Agricole Private Equity, which is renamed Omnes Capital. Cedicam, a subsidiary of the Crédit Agricole Group specialising in payment processing, changes its name to Crédit Agricole Cards & Payments with a view to expanding onto the European payments market. April Crédit Agricole Assurances signs a memorandum of understanding for the sale of its 50% holding in BES Vida to BES. At the same time, Crédit Agricole Assurances buys 50% of the capital in CA Vita from Cariparma, raising its holding to 100%. June Crédit Agricole launches an innovative long-term financing offer by releasing billion for local authorities. July Xavier Musca joins the executive team of Crédit Agricole S.A. as Deputy Chief Executive Officer and assumes responsibility for the International Retail Banking, Asset Management and Insurance divisions. Crédit Agricole CIB sells 19.9% of the capital in CLSA to Citics International and is granted a sale option enabling Citics International to acquire the remaining 80.1% of the capital in CLSA. Crédit Agricole CIB and Kepler Capital Markets enter exclusive negotiations concerning the merger of Crédit Agricole Cheuvreux and Kepler to create Kepler Cheuvreux, Europe s leading independent broker. August As part of the search for the best solution concerning Emporiki, Crédit Agricole S.A. receives firm offers from a number of Greek banking players related to the acquisition of all the capital in Emporiki Bank of Greece S.A. Following the loss of significant influence, Crédit Agricole S.A. deconsolidates its holding in Bankinter. September Crédit Agricole S.A. launches onto the market the inaugural issue of Crédit Agricole Public Sector SCF, its new Société de Crédit Foncier dedicated to refinancing the public sector. The inaugural issue, for 1 billion and maturing in seven years, was placed on attractive terms. Crédit Agricole Assurances launches a new long-term care insurance policy. October Crédit Agricole S.A. announces the signing of a contract for the sale of all the capital in Emporiki to Alpha Bank, subject to the authorisation being obtained from the competent authorities. The Banque de France announces that the Crédit Agricole Group exceeded the 9% target for Core Tier 1 at 30 June 2012 in the stress tests of the European Banking Authority (EBA) with a ratio of 10.9%. Sofinco, a CA Consumer Finance brand, is declared Best Customer Service of the Year Banque de Gestion Privée Indosuez becomes CA Indosuez Private Banking and aims to be the leading wealth manager in France. November CITICS and Crédit Agricole CIB announce the conclusion of an agreement related to the acquisition by CITICS International of the remaining 80.1% holding of Crédit Agricole CIB in CLSA. Crédit Agricole CIB is declared Airport House of the Year and Rail House of the Year by Global Transportation Finance. As part of its Contrat de Reconnaissance customer loyalty scheme, LCL offers a new commitment, the After-Sales Service. December Amundi ETF posts growth in its assets under management of 37% in 2012, to 8.9 billion. The net inflow for the year was 1.4 billion. Crédit Agricole S.A Registration Document 13

16 1 Company PRESENTATION OF CRÉDIT AGRICOLE S.A. history Company history Creation of the first Local Bank in Poligny (Jura) Creation of Predica, life insurance company of the Group Law authorising the creation of the first sociétés de Crédit Agricole, later named Caisses locales de Crédit Agricole Mutuel (Local Banks of Crédit Agricole Mutuel) Law reorganising the CNCA as a mutual company, which became a public limited company owned by the Regional Banks and the Group s employees Law grouping the Local Banks into Crédit Agricole Regional Banks Creation of Pacifica, property & casualty insurance subsidiary Creation of the Office National du Crédit Agricole, which became Caisse Nationale de Crédit Agricole (CNCA) in Acquisition of Banque Indosuez Creation of Fédération Nationale du Crédit Agricole (FNCA) Acquisition of Sofinco and an initial stake in Crédit Lyonnais Reincorporation of the CNCA as Crédit Agricole S.A., and listing on the stock market on 14 December Crédit Agricole S.A Registration Document

17 PRESENTATION OF CRÉDIT AGRICOLE S.A. 1 Company history Acquisition of Finaref and Crédit Lyonnais Merger of Sofinco and Finaref to create the new consumer credit leader in France and Europe: Crédit Agricole Consumer Finance. Crédit Agricole Leasing and Eurofactor regroup to give rise to Crédit Agricole Leasing & Factoring Significant development in International retail banking, with the acquisition of Emporiki Bank in Greece and the announced acquisitions of Cariparma, FriulAdria and 202 Banca Intesa branches in Italy. Emporiki updates its Restructuring and Development plan for the period Continuation of the expansion strategy in Italy, with the acquisition of 172 branches from Intesa Sanpaolo S.p.A Launch of LCL competitiveness plan (new brand for Crédit Lyonnais since 2005). Presentation of the Engagement 2014 (Commitment 2014) strategic plan aimed at making the Group the European benchmark in full-service retail banking. Presentation of the Crédit Agricole Group s adaptation plan. Cariparma FriulAdria and Emporiki development plans announced Presentation of the strategic Refocusing and Development plan for Corporate and investment banking activities Agreement on the sale of Emporiki to Alpha Bank. Agreement on the sale of the CLSA and Cheuvreux brokers. Success of Crédit Agricole Group s adaptation plan Presentation of the Restructuring and Development plan of Emporiki Bank. Creation of Amundi, a European leader in asset management, born of the combination of Crédit Agricole Asset management and Société Générale Asset management. Crédit Agricole S.A Registration Document 15

18 1 Organisation PRESENTATION OF CRÉDIT AGRICOLE S.A. of the Crédit Agricole Group and Crédit Agricole S.A. Organisation of the Crédit Agricole Group and Crédit Agricole S.A. The Crédit Agricole Group includes Crédit Agricole S.A., all the Regional Banks and Local Banks and their subsidiaries. 6.9 million mutual shareholders 2,512 Local Banks Crédit Agricole s Fédération Nationale 39 Regional Banks jointly controlling, via SAS Rue la Boétie, Crédit Agricole S.A. Float Including treasury shares 25% (1) 56.3% 43.7% Crédit Agricole S.A. Retail Banks Regional Banks ( 25% of each Regional Bank (1) ) International retail banking: Cariparma Group, Crédit Agricole Bank Polska, Crédit du Maroc, Crédit Agricole Egypt Specialised business lines Specialised financial services: Crédit Agricole Consumer Finance, Crédit Agricole Leasing & Factoring Savings management: Amundi, CACEIS, Crédit Agricole Assurances, Crédit Agricole Private Banking Corporate and investment banking Crédit Agricole CIB Specialised businesses and subsidiaries: Crédit Agricole Capital Investissement & Finance, Crédit Agricole Immobilier, Uni-Éditions, Crédit Agricole Cards & Payments At 31 December 2012 (2) (1) Apart from the Caisse Régionale de la Corse. The exact percentage holding in each Regional Bank is listed in Note 12 to the Financial Statements. (2) Excluding Emporiki sold on 1 February 2013, CLSA and CA Cheuvreux which are held-for-sale. 16 Crédit Agricole S.A Registration Document

19 PRESENTATION OF CRÉDIT AGRICOLE S.A. 1 The business lines of Crédit Agricole S.A. The business lines of Crédit Agricole S.A. 3 SIX BUSINESS LINES French retail banking 39 Regional Banks (1) French retail banking LCL International retail banking 3 Share of net income of equity - accounted entities (1) : 0.8 billion Banking services for individual customers, farmers, small businesses, SMEs and local authorities, with strong local roots. Crédit Agricole Regional Banks provide a full range of banking and financial products and services: savings products (money market, bonds, securities); life insurance investment products; lending (namely home and consumer finance, loans to corporates, small businesses and farmers); payment instuments; personal services; banking-related services; and wealth management. The Regional Banks also distribute a very large range of property & casualty and death & disability insurance products. 21 million individual customers; 7,013 branches and 6,667 in-store servicing points; Leader by market share (source: Banque de France, September 2012) in: 3 household deposits: 23.4%, 3 household credit: 20.6%, 3 lending to farmers: 78.5% (source: RICA 2010); Penetration rate: 3 individual customers: 28.8% (source: Operbac 2012), 3 farming sector: 88% (source: Adéquation 2011), 3 small businesses: 33% (source: Pépites CSA 2011), 3 SMEs: 34% (source: TNS Sofres 2011), 3 associations: 24% (source: CSA 2012 body in charge of monitoring financial and insurance behaviour of associations). 3 Revenues: 3.9 billion LCL is a French retail banking network with a strong presence in urban areas. It is organised into four main business lines: retail banking for individual customers, retail banking for small businesses, private banking and corporate banking. The flow banking division, spanning all markets, completes the picture. The bank provides the entire range of banking, asset management and insurance products and services along with wealth management services. These services are distributed through a variety of channels: the branch networks, with offices dedicated to corporates or private banking; the websites (dedicated to individual customers, corporates and small businesses) and the telephone. 6 million individual customers, 325,000 small businesses, 27,300 corporates; 2,077 points of sale, including: 3 88 locations dedicated to corporates and institutional customers, 3 70 locations and sites dedicated to private banking, 3 3 wealth management offices (Paris, Lyon and Bordeaux). 3 Revenues: 2.5 billion Crédit Agricole S.A. continues to deploy its fullservice retail bank internationally, chiefly in Europe and in the countries where it is traditionally located in the Mediterranean Basin. Crédit Agricole has a particularly well-established presence in Italy (Gruppo Cariparma Crédit Agricole), with 942 points of sale, mainly in the richest parts of Italy, serving more than 1.7 million customers. In Central and Eastern Europe, Crédit Agricole S.A. trades under the Crédit Agricole brand in Poland, Ukraine, Serbia, Albania, Bulgaria and Romania. In Ukraine, the merger between Crédit Agricole Bank PJSC and Crédit Agricole CIB Ukraine, completed on 19 November 2012, now makes it possible to serve all customer segments. In Poland, this deployment of the full-service retail bank is well under way with the launch in 2012 of the mid-corporate activity, which will consolidate the merger announced of Crédit Agricole Bank Polska and Crédit Agricole CIB Poland, and expansion into the agricultural and food-processing markets. In Greece, 2012 was marked by the search for a disengagement solution that best satisfied the Group s interests. Crédit Agricole S.A. has also long been present around the Mediterranean Basin, in Morocco (Crédit du Maroc in which it has a 77.4% interest) and Egypt (Crédit Agricole Egypt with a 60.4% interest). Crédit Agricole S.A. also has holdings in other European countries either directly in Portugal, in the third largest Portuguese bank by balance sheet total, Banco Espirito Santo, in which it has a 20.2% interest or through Regional Banks with holdings in three banks (Crédit Agricole Belgium, 22.1%; Bankoa in the Basque Country, 28.7%; Crédit Agricole Financements Switzerland, 35.9%). (1) Crédit Agricole S.A. accounts for the Regional Banks (excluding Caisse régionale de Corse) using the equity method (about 25%). Crédit Agricole S.A Registration Document 17

20 1 The PRESENTATION OF CRÉDIT AGRICOLE S.A. business lines of Crédit Agricole S.A. Specialised financial services Savings management Corporate and investment banking 3 Revenues: 3.4 billion Consumer credit: Crédit Agricole Consumer Finance is a key player in consumer credit, present in 23 countries (20 European countries, in addition to Saudi Arabia, Morocco and China). Crédit Agricole Consumer Finance has a significant position in all distribution channels: direct sales, through retail outlets (automobile, household equipment and home improvements, etc.), e-commerce, partnerships and brokerage. Crédit Agricole Consumer Finance is also developing savings products, aimed at institutional and individual customers in Germany, and moving into the distribution of insurance for borrowers, insurance of hand-held and technical products, and death and disability products. Crédit Agricole Consumer Finance has outstanding consumer credit totalling 73.2 billion. Crédit Agricole Leasing & Factoring assists corporates, small businesses, farmers and the public sector, with innovative offers in lease finance and factoring. Outstandings managed at end-2012: 23.2 billion. Lease finance: in France: ranked fourth in property and equipment lease finance (source: ASF, March 2013) and major financer of sustainable development and the public sector; in Europe: ranked seventh in lease finance (source: Leaseurope, June 2012 ) and first in lease finance in Poland (source: Polish Leasing association, 2012). Lease finance outstandings: 18.6 billion. Factoring: in France: ranked first in factoring (source: ASF March 2013 ); in Europe: ranked fifth in factoring (source: Company ), ranked fourth in Germany (source: Deutscher Factoring-Verband June 2012). Factored receivables: 56.3 billion. 3 Revenues: 5.2 billion Asset management: the asset management business, which is conducted by the Amundi Group, encompasses the management of mutual funds for retail, corporate and institutional investors, and discretionary mandate services for corporate and institutional investors. Amundi is the second largest asset manager in Europe and ninth in the world with billion of assets under management. Insurance: the insurance business area is conducted mainly by the Crédit Agricole Assurances Group. The second largest personal insurer and seventh largest property and liability insurer in France at end-2011 (source: L Argus de l assurance, 14 December 2012), Crédit Agricole Assurances covers all customer needs in terms of personal insurance, property insurance and creditor insurance in France and internationally. In France, the business relies on the Regional Banks and LCL. Outside France, its products are distributed through partner bank and financial institutions networks. Insurance today covers 15 countries. The Crédit Agricole Assurances Group s premium income came to 23.2 billion in Private banking: the Crédit Agricole Group is a leading player in private banking. In France, it is one of the leaders in the high net worth segment, operating under three main brands: Crédit Agricole Banque Privée, a brand launched by the Regional Banks for high net worth customers; Indosuez Private Banking (held by Crédit Agricole Private Banking), a subsidiary dedicated to the high net worth segment and private management (CA Indosuez Gestion), working closely with the Regional Banks but also directly for customers; LCL Banque Privée, a specialist management division integrated into the LCL network. Internationally, the Group is also one of the sector s main players and is particularly active in Switzerland, Luxembourg, Monaco and the high-growth markets (Asia, Latin America and the Middle East). Assets under management: billion (1). 3 Revenues: 3.2 billion Crédit Agricole CIB provides its customers with products and services in capital markets activities, investment banking and commercial banking. Crédit Agricole CIB s activities are structured around five businesses: Commercial monitoring of corporates & the international network is responsible for the commercial monitoring of large French or international corporates, regional corporates and French local authorities. It also offers solutions to the operating and financing needs of international commerce. The investment bank is tasked mainly with advising large corporates in their corporate finance needs and covers advisory activities in mergers and acquisitions, the Equity Capital Markets, Strategic Equities and Structured Financial Solutions business areas and specialised sectoral teams, including telecoms structured finance. Debt optimisation & distribution covers origination, structuring and arrangement of medium- and long-term syndicated and bilateral loans for corporates and financial institutions. It also covers underwriting and primary and secondary distribution of syndicated loans. Corporate banking consists in originating, structuring and financing large export and investment operations, often asset backed (such as aviation and railways, maritime, property and the hotel industry) as well as complex and structured loans. Capital markets activities covers all the activities of trading in and selling interest and exchange rate market products intended for corporates, financial institutions and large issuers. It also engages in the commercial monitoring of financial institutions. All the product lines rely on dedicated research services. (1) Including LCL Banque Privée assets ( 38.3 billion) and excluding assets held by the Regional Banks and private banking activities within the international retail banking business line. 18 Crédit Agricole S.A Registration Document