2012 Registration document and annual financial report - BNP Paribas

GROUP PRESENTATIONBNP Paribas and its shareholders1all of which were initiated by BNP Paribas staff. Of those 51 projects,most were in Europe (33), while 12 were in Africa and 6 in Asia. Thesums awarded varied from EUR 1,000 to EUR 4,000 according to thescale of the project, its nature and the commitment of employees. Theprojects mainly involved community outreach (education, poverty andintegration), humanitarian aid, and healthcare and disability.The allocation of funds is contained in the notice convening the nextAnnual General Meeting.The procedures for BNP Paribas’ Annual General Meetings are defined inarticle 18 of the Bank’s Articles of a ssociation.The Board of Directors calls an Ordinary General Meeting at least oncea year to vote on the agenda set by the Board.The Board may call Extraordinary General Meetings for the purposeof amending the Articles of a ssociation, and especially to increase theBank’s share capital. Resolutions are adopted by a two-thirds majorityof shareholders present or represented.The combined Ordinary and Extraordinary General Meeting may be calledin a single notice of meeting and held on the same date. BNP Paribaswill hold its next combined Ordinary and Extraordinary General Meetingon 15 May 2013 (1) .NOTICE OF MEETINGSFor combined Ordinary and Extraordinary General Meetings:■ holders of registered shares are notified by post; the convening noticecontains the agenda, the draft resolutions and a postal voting form.Having given their prior agreement, 6.2% of holders of registeredshares were sent convening notices via the I nternet;■ holders of bearer shares are notified via announcements in thepress, particularly investor and financial journals. In addition to legalrequirements, and in order to boost attendance, BNP Paribas sendsconvening notices and a postal voting form to shareholders who ownover a certain number of shares (set at 250 shares in 2012);These same documents may be accessed freely on the website:■ in total, more than 86,000 of the Bank’s shareholders personallyreceived the information needed to participate in 2012;■ staff at all BNP Paribas branches is specifically trained to provide thenecessary assistance and carry out the required formalities.ATTENDANCE AT MEETINGSAny holder of shares may gain admittance to a General Meeting, providedthat shares have been recorded in their accounts for at least three tradingdays. Holders of bearer shares must in addition present an entry card orcertificate stating the ownership of the shares.VOTINGShareholders who are unable to attend an Annual General Meetingmay complete and return to BNP Paribas the postal voting form/proxyenclosed with the convening notice. This document enables them toeither:■ vote by post;■ give their proxy to their spouse or any other individual or legal entity;■ give their proxy to the Chairman of the Meeting or indicate no proxy.Shareholders or their proxies present at the meeting are given thenecessary equipment to cast their votes. Since the Annual GeneralMeeting of 13 May 1998, BNP Paribas has used an electronic votingsystem.Since the Meeting of 28 May 2004, shareholders can use adedicated, secure I nternet server to send all the requisiteattendance documents prior to Annual General Meeting(https://gisproxy.bnpparibas.com/bnpparibas.pg).1DISCLOSURE THRESHOLDSIn addition to the legal thresholds, and in accordance with article 5 ofthe Articles of a ssociation, any shareholder, whether acting alone or inconcert, who comes to hold directly or indirectly at least 0.5% of thecapital or voting rights of BNP Paribas, or any multiple of that percentageup to 5%, is required to notify BNP Paribas by registered letter withreturn receipt.Once the 5% threshold is reached, shareholders are required to discloseany increase in their interest representing a multiple of 1% of the capitalor voting rights of BNP Paribas.The disclosures described in the previous two paragraphs shall also applywhen the shareholding falls below the above-mentioned thresholds.In the case of failure to comply with these disclosure requirements, theundisclosed shares will be stripped of voting rights at the request of oneor more shareholders who hold a combined interest of at least 2% of thecapital or voting rights of BNP Paribas.(1) Subject to alteration.2012 Registration document and annual financial report - BNP PARIBAS 27