2012 Registration document and annual financial report - BNP Paribas

CONSOLIDATED FINANCIAL STATEMENTS - YEAR ENDED 31 DECEMBER 2012Notes to the financial statements4Jean-Laurent Bonnafé (Chief Executive Officer) is not entitled to anyretirement bonus when he takes retirement, in excess of the terminationcompensation mentioned above.Georges Chodron de Courcel, Philippe Bordenave and François Villeroy deGalhau (Chief Operating Officers) are entitled to the standard retirementbonus benefits awarded to all BNP Paribas SA employees according totheir initial employment contract.Supplementary pension plans (1)The defined-benefit plans previously granted to Group executives formerlyemployed by BNP, Paribas or Compagnie Bancaire have all been convertedinto top-up type schemes. The amounts allocated to the beneficiarieswere fixed when the previous schemes were closed to new entrants.A similar procedure was applied to Baudouin Prot (Chairman of the boardof Directors) and Georges Chodron de Courcel (Chief Operating Officer).Pursuant to Article L.137.11 of the French Social Security Code, BaudouinProt and Georges Chodron de Courcel now belong to a contingentcollective top-up pension plan. Under this plan, their pensions will becalculated (subject to their still being part of the Group on retirement)on the basis of the fixed and variable remuneration received in 1999 and2000, with no possibility of acquiring any subsequent rights.The amount of retirement benefits, including the pensions paid out bythe general French Social Security scheme and the ARRCO and AGIRCtop-up schemes, plus any additional banking industry pension arisingfrom the industry-wide agreement that took effect on 1 January 1994and pension rights acquired as a result of payments by the employerinto top-up funded schemes, is capped at 50% of the above-mentionedremuneration amounts.These retirement benefits will be revalued from 1 January 2002 untiltheir actual payment date, based on the average annual rate of increasein pension benefits paid by the French Social Security, ARRCO and AGIRCschemes. The increase in potential pension rights for 2012 will be limitedto the effects of this revaluation. On payment of the benefits, the top-uppensions will be equal to the differential between these revalued amountsand the pension benefits provided by the above-mentioned general andtop-up schemes. Once the amount of these top-up benefits has beenfinally determined, the benefit will then be indexed to the growth ratein the benefit value per point under the AGIRC scheme.These obligations were covered by provisions recorded by BanqueNationale de Paris. The amount of these provisions was adjusted whenthese legacy plans were closed and the obligations transferred to anexternal insurance company.The benefits deriving from the pension schemes described abovehave always been taken into account by the Board of Directors whendetermining the overall remuneration of corporate officers. During 2009,the Board of Directors formally recorded that this plan was compliantwith the provisions of the AFEP-MEDEF c orporate g overnance c ode.The Chairman of the Board of Directors, the Chief Executive Officer and theChief Operating Officers belong to the defined-contribution pension planset up for all BNP Paribas SA employees, in accordance with Article 83of the French General Tax Code. The amount of contributions paid by thecompany in 2012 was EUR 400 per beneficiary.Welfare benefit plansThe Chairman of the Board of Directors, the Chief Executive Officer andthe Chief Operating Officers are entitled to the same flexible welfarebenefits (death and disability cover, as well as the common healthcarebenefit scheme) as all BNP Paribas SA employees and corporate officers.They are also entitled to the same benefits under the Garantie VieProfessionnelle Accidents death/disability cover plan as all BNP ParibasSA employees, and to the supplementary plan set up for members ofthe Group’s Executive Committee, which pays out additional capitalof EUR 1.10 million in the event of work-related death or total andpermanent disability.4Indemnities and benefitsdue or likely to becomeGroup corporate officersEmployment contract Top-up pension plandue upon terminationor change of officesPayment undera no-compete clauseat 31 December 2012Yes No Yes No Yes No Yes NoBaudouin PROT ✓ ✓ ✓ ✓Jean -Laurent BONNAFÉ ✓ (1) ✓ (2) ✓ (3) ✓Georges CHODRON DE COURCEL ✓ ✓ ✓ ✓Philippe BORDENAVE ✓ ✓ (2) ✓ ✓François VILLEROY DE GALHAU ✓ ✓ (2) ✓ ✓(1) Employment contract waived effective 1 July 2012.(2) Jean-Laurent Bonnafé, Philippe Bordenave and François Villeroy de Galhau are only entitled to the defined-contribution plan set up for all BNP ParibasSA employees and corporate officers, in accordance with Article 83 of the French General Tax Code.(3) See above, Indemnities and benefits due or likely to become due upon termination or change of offices .(1) AFEP-MEDEF c orporate g overnance c ode (point 20-2-5).2012 Registration document and annual financial report - BNP PARIBAS 199