(Appointment of a Director)
The following 2 resolutions recommend to you to appoint Mr Michel Tilmant and Mr Emiel Van Broekhoven, personalities of Belgian nationality outside of the BNP Paribas Group, as Directors for a term of three years that will then expire at the end of the Ordinary General Meeting called to consider in 2013 the financial statements for 2012. Mr Michel Tilmant, 57 years old, is the Managing Director of Strafin and Mr Emiel Van Broekhoven, 69 years old, is an economist, Honorary Professor at the University of Antwerp. These recommendations are part of the links established between your company and the Fortis Group, realised during 2009 with the contribution made to BNP Paribas by SFPI (Société Fédérale de Participations et d’Investissement), a national public investment company acting on behalf of the Belgian State, of the banking activities of Fortis in Belgium and Luxembourg. This contribution was paid for by the allocation of BNP Paribas shares, with SFPI holding approximately 10.8% of the share capital and voting rights of the Bank on 31/12/2009. The agreement concluded between BNP Paribas and the Belgian State stipulates that the latter (through SFPI) then has the possibility of presenting two candidates as Directors of BNP Paribas, which candidatures, after having been approved by the Board of Directors, must be submitted for approval to the General Meeting of the Shareholders. This is the purpose of the seventh and eighth resolutions.