Contents - Crédit Coopératif
Transcription
Contents - Crédit Coopératif
Contents OVERVIEW THE PRESIDENT’S MESSAGE 4 MANAGEMENT REPORT FOR THE CREDIT COOPERATIF GROUP ORGANISATION OF THE CREDIT COOPERATIF GROUP 7 Medium-Term Plan 59 BOARD OF DIRECTORS - Members - 8 Consolidated Business 60 KEY FIGURES FOR THE CREDIT COOPERATIF GROUP 10 Measuring the risks of the Crédit Coopératif group 60 KEY FIGURES FOR THE BANQUE POPULAIRE GROUP 11 Stock-market activities 61 Progress report on subsidiaries 63 Progress report on associated non-subsidiary institutions 65 Progress report on partnerships interests 67 Equity capital, regulatory ratios and rating 69 58 MANAGEMENT REPORT FOR THE CREDIT COOPERATIF 13 Results 69 Economic and financial environment 14 Prospects for 2006 70 Legal Highlights 15 Intermediate operating totals 72 Human Resources 21 The Crédit Coopératif group within the Banque Populaire group 22 • FINANCIAL ELEMENTS OF THE CONSOLIDATED ACCOUNTS 73 Activity 22 Equity Capital and Capital Assets 23 Results 23 Prospects for 2006 24 Intermediate operating totals 25 Financial Results of the Company for the last Five Financial Years 26 • FINANCIAL INFORMATION - CORPORATE FINANCIAL STATEMENTS 27 – Balance sheet and off-balance sheet statement at 31st December 2005 74 – Notes to the financial statements 78 – Statutory auditors’ report 99 PRESIDENT’S ANNUAL REPORT 101 • STATUTORY AUDITORS’ REPORT 109 DRAFT RESOLUTIONS SUBMITTED TO THE GENERAL MEETING 110 THE CREDIT COOPÉRATIF BRANCH NETWORK 111 – Balance sheet and off-balance-sheet statement as at 31 December 2005 28 – Income statement 30 – Notes to the accounts 32 – Statutory auditors’ general report 56 – Statutory auditors’ special report 57 2 G R O U P E C R É D I T C O O P É R A T I F OVERVIEW OF THE CREDIT COOPERATIF GROUP 3 The President’s message In 2005, the Crédit Coopératif group once again experienced higher growth than previous years, including 2004 which was a particularly satisfying year. All parts of the business have grown. Net banking income increased by 8.6%, which is particularly significant for an organisation operating in the retail sector in France. The outlook for 2006 is therefore highly promising. However, the year started with some concerns which proved to be well founded: interest rates were even lower than expected, there was a mediocre economic climate in France where the majority of our customers are located, in particular small to medium sized companies and industries (SME/SMI), which have experienced little benefit from the positive global economic conditions. Although some of our competitors have recorded considerable profits thanks to the upward trend in financial markets, this is not a major concern for the Crédit Coopératif. It has, however, given a tremendous boost to the financial management of our own account operations, with UCITs growing by an average of over 10%. The growth in our activities has more than compensated for the difficulties created by the economic climate. Collected funds remained high at more than 10%. Yet our greatest satisfaction is derived from growth in loans, with a surge of over 25% in new medium- and longterm loans: personal loans (37%) and to corporate entities, in particular associations and public interest organisations (over 40%) which, together with the cooperative world, form the core of our clients and our members. One outstanding feature of the financial year was the increase in customer numbers in all segments, encompassing individuals and corporate entities, positive proof of the effectiveness of our strategy to guarantee our long-term growth for the benefit of our customers and members. We can confidently set ambitious objectives and this is the vision of our Medium-Term Plan “CAP 2008”. This ambition is based on a high commitment to our cooperative principles. In the competitive world of banking, cooperative banks such as the Crédit Coopératif must show how they differ and demonstrate to all of Europe their achievements with respect to these differences, social responsibility and governance. G R O U P E C R É D I T C O O P É R A T I F For the Crédit Coopératif this commitment to its values was illustrated in 2005 by the adoption of three internal texts: The Declaration of Principles, The Charter of Governance and the Articles of Association of the Board of Directors. Collectively, these provisions govern every aspect of life in the cooperative bank, and the democratic relationships between its component parts. These values are reflected by our monitoring activities, dialogue with various movements, as well as consideration of all initiatives intended to strengthen and develop the Social Economy. The specific features of our business mean that we must respect these rules in our everyday activities. We aim to ensure that these values are applied by each employee and the Crédit Coopératif overall in generations to come. This philosophy prevails all recruitment activities, the development of our management team and leadership of cooperative life. The policy principles on which the Crédit Coopératif is based are more valid than ever. This also holds true within the Banque Populaire group where partnerships have allowed us to increase our portfolio, while conversely the Crédit Coopératif has become the leading force in areas such as micro-finance and personal banking. The Crédit Coopératif is and will continue to be a national, multi-specialist cooperative bank owned by its member-customers, serving selected customer segments, a bank working for the good of the Social Economy and a player in sustainable development. We are proud that a growing number of individuals and corporate entities have placed their trust in us. We aim to make them proud of their bank and are striving to achieve this goal. Jean-Claude Detilleux President Crédit Coopératif Group 5 6 ORGANISATION OF THE CRÉDIT COOPÉRATIF GROUP Members Banque Fédérale des Banques Populaires The central body for the Crédit Coopératif CREDIT COOPERATIF Social-banking cooperative in the form of a public limited company Subsidiaries Associate institutions Investments in subsidiaries on a partnership basis* BTP Banque Banque EDEL snc ESFIN-IDES Credit institutions: Banque Populaire Développement Caisse Solidaire du Nord-Pas-de-Calais IRD Nord Pas-de-Calais Société Financière de la NEF Croissance Nord Pas-de-Calais Coopamat (equipment finance leasing) Inter-Coop (real-estate finance leasing) Gedex Distribution Socorec Rhône Dauphiné Développement Mutual-guarantee companies: SIFA Sicomi-Coop (real-estate finance leasing) ECOFI Investissements (portfolio management company) BTP Capital Investissement (corporate finance) Batinorest CMGM Nord Financement IFCIC Sofigard CGI Bat Sofindi Sofirif Cap West Equities Sofiscop SEFEA Sofiscop Sud-Est AMOS et Cie Somudimec BISE France Active Garantie Somupaca SOFINEI * Main investments 7 BOARD OF DIRECTORS MEMBERS AT 31 DECEMBER 2005 DIRECTORS Jean-Claude DETILLEUX, President and Chief Executive Jean-Louis BANCEL, Delegate Vice-President Fédération des Enseignes du Commerce Associé (FCA – retail traders’association) Philippe ANTOINE, Vice-Président Union Nationale des Associations de Parents, de Personnes Handicapées Mentales et de leurs Amis (UNAPEI – national union of associations of parents and friends of mentally-handicapped persons) Raymond GEDOR, Vice-President Association ANCF-CEC (non-profit making) Gilbert HENNIQUE Caisse Mutuelle de Garantie des Industries Mécaniques et Transformatrices des Métaux Métaux (CMGM - mutual guarantee fund for mechanical-engineering and metal-processing industries) Martine CLEMENT Confédération Générale des SCOP (CG SCOP) Jean GAUTIER Conseil National du Crédit Coopératif (CNCC – national cooperative credit council) Jean-Marie MIRAMON Fédération Française du Bâtiment (FFB – French building trades association) Christian GAY Fédération Nationale des Coopératives de Consommateurs (FNCC - national federation of consumers’ cooperatives) René LIOUVILLE Fédération Nationale de la Mutualité Française (FNMF - French mutual societies’ national federation) Daniel LENOIR Fédération Nationale de la Mutualité Interprofessionnelle (FNMI - national federation of interprofessional mutual societies) Maurice RONAT 8 Fédération Nationale des Sociétés Coopératives d’HLM (FNSC D’HLM - national federation of cooperative low-income housing boards) Daniel CHABOD Fédération Française des Coopératives et Groupements d’Artisans d’Artisans (FFCGA - French trade association of small-business cooperatives and groups) Hubert LIBOTTE Garantie Mutuelle des Fonctionnaires (GMF - public employees’ mutual guarantee institution) Thierry DEREZ Mutuelle des Agents des Impôts (MAI - tax employees’ mutual health insurance society) Jean-Claude NERISSON Ligue de l’Enseignement (teachers' league) Jean-Marc ROIRANT Société Centrale de Crédit Maritime Mutuel SCCMM - central shipowners’ credit society) Michel GIBLAINE Union Nationale des Associations de Tourisme et de Plein Air (UNAT - national union of associations for tourism and open-air activities) Jean-Marc MIGNON Union Nationale Interfédérale des Œuvres et Organismes Privés, Sanitaires et Sociaux (UNIOPSS - national interfederal union of private health and welfare organisations) Hubert ALLIER Union Sociale pour l’Habitat (housing social union) Claude TAFFIN DIRECTORS ELECTED BY THE EMPLOYEES Charles DELANNOY Françoise GIRMA-ROMEYER Société Coopérative d’Entraide-Fonds d’Expansion Confédéral (SOCODEN-FEC - cooperative mutual-aid society – confederal economic-development fund) Jacques LANDRIOT Société Coopérative pour la Rénovation et l’Equipement du Commerce (SOCOREC - cooperative society for retailers’ renovation and capital investment) Hervé AFFRET Société Financière de la NEF Philippe LECONTE Union Nationale de l’Aide, des soins et des services aux domiciles (UNA - national union of home help and home care associations) André FLAGEUL Bernard LEURIDANT Colette PINEL EXTERNAL CORPORATE SUPERVISORS Association UCEL Jean DUPUIS Représentant des Porteurs de Parts " C " Claude AUDOUIT WORKS COUNCIL REPRESENTATIVE Confédération de la Coopération, de la Mutualité et du Crédit Maritimes (CCMCM) Jean-Luc de FEUARDENT Alain PIERRE Conseil National du Crédit Coopératif (CNCC – national cooperative credit council) Michel VALLADE Incumbent KPMG Audit SOFIDEEC " BAKER TILLY " ESFIN François SOULAGE ✧✧✧✧ STATUTORY AUDITORS Alternate Pascal BROUARD Christian LAIRY C R É D I T C O O P É R A T I F ADVISORY COMMITTEES COMPOSITION AT 31 DECEMBER 2005 OFFICERS OF THE BOARD OF DIRECTORS RISK COMMITTEE Jean-Claude DETILLEUX, President and Chief Executive Jean-Claude DETILLEUX, President and Chief Executive Jean-Louis BANCEL, Delegate Vice President FEDERATION DES ENSEIGNES DU COMMERCE ASSOCIE (FCA) Philippe ANTOINE, Vice President - Session Chairman CAISSE MUTUELLE DE GARANTIE DES INDUSTRIES MECANIQUES ET TRANSFORMATRICES DES METAUX (CMGM - mutual guarantee fund for mechanical-engineering and metal processing industries) Martine CLEMENT ASSOCIATION UCEL Jean DUPUIS ASSOCIATION ANCF-CEC (non-profit making association) Gilbert HENNIQUE Jean-Louis BANCEL, Delegate Vice President FEDERATION DES ENSEIGNES DU COMMERCE ASSOCIE (FCA) Philippe ANTOINE, Vice-Président AUDIT COMMITTEE Jean-Claude DETILLEUX, President and Chief Executive Jean-Louis BANCEL, Delegate Vice President Session Chairman ASSOCIATION ANCF-CEC Gilbert HENNIQUE FEDERATION NATIONALE DES COOPERATIVES DE CONSOMMATEURS (FNCC - non-profit-making association) René LIOUVILLE Charles DELANNOY DIRECTOR ELECTED BY EMPLOYEES ASSOCIATION UCEL Jean DUPUIS SOCIETE COOPERATIVE POUR LA RENOVATION ET L’EQUIPEMENT DU COMMERCE (SOCOREC - cooperative society for retailers’ renovation and capital investment) Hervé AFFRET Statutory auditors: SOFIDEEC " BAKER TILLY " Pierre FAUCON KPMG AUDIT, Rémy TABUTEAU FEDERATION NATIONALE DES COOPERATIVES DE CONSOMMATEURS (FNCC – national federation of consumers’ cooperatives) René LIOUVILLE DIRECTOR ELECTED BY EMPLOYEES REMUNERATION AND RECRUITMENT COMMITTEE Jean-Claude DETILLEUX, President and Chief Executive Jean-Louis BANCEL, Delegate Vice President ASSOCIATION ANCF-CEC Gilbert HENNIQUE FEDERATION NATIONALE DES SOCIETES COOPERATIVES D’HLM (FNSC D’HLM - national federation of cooperative low-income housing boards) Daniel CHABOD Association UCEL Jean DUPUIS CONSEIL NATIONAL DU CREDIT COOPERATIF (CNCC - national cooperative credit council) Michel VALLADE MEMBERS OF EXECUTIVE BODIES DELEGATE GENERAL MANAGERS EXECUTIVE COMMITTEE François DESPORTES Jean-Claude DETILLEUX Jean-Louis BANCEL François DESPORTES Alain TRUTIE de VAUCRESSON Philippe JEWTOUKOFF Philippe JEWTOUKOFF Alain TRUTIE de VAUCRESSON Bernard LABROUSSE Patrick LOPEZ Hugues SIBILLE Pierre VALENTIN 9 KEY FIGURES FOR THE CREDIT COOPERATIF GROUP AT 31 DECEMBER 2005 (EUROS MILLION) RESULTS* 2005 Net banking income General expenses Gross operating profit Cost of risk Corporation tax Appropriation to the general banking risk reserve (of which FRS [supplementary reserve facility) NET INCOME attributable to Group 2004 287.8 214.9 72.9 - 19.8 - 17.3 264.9 192.9 72.0 - 17.5 - 17.8 -2 - 3.8 34.2 30.8 SUMMARY BALANCE SHEET* % CHANGE 8.6 11.4 1.3 13.1 -2.8 11 (EUROS BN) 2005 2004 Interbank operations and securities portfolio(1) Customer loans Miscellaneous Securities held as long-term investments 3.58 5.18 0.23 0.24 3.57 4.64 0.19 0.22 TOTA L 9.23 8.62 2005 2004 Interbank operations Customer deposits Bond issues Miscellaneous Equity capital 1.19 5.98 0.70 0.47 0.89 1.06 5.55 0.70 0.52 0.79 TOTA L 9.23 8.62 Outstanding loans to customers (1) Customer deposits outstanding (bn) 5.14 5.93 4.60 5.52 UCITS under management (BN) 6.62 5.84 Operating ratio 74.67% 72.8% Solvency ratio of which Tier One 12.10% 11.77% 9.50% 8.69% Return on net assets* 8.14% 8.46% ASSETS (1) Including stock exchanged on repo and reverse repo. LIABILITIES F I N A N C I A L I N D I C ATO R S (1) Excluding stock exchanged on repo and reverse repo. *2004 : pro forma financial statements drawn up according to the 2005 consolidation scope which includes non-subsidiary credit associations 10 G R O U P E C R É D I T C O O P É R A T I F KEY FIGURES FOR THE BANQUE POPULAIRE GROUP AT 31 DECEMBER 2005* PROFILE Banques Populaires social banks (1) Mutual-Guarantee companies Members Customers Staff(2) Branches Foreign business bases (Natexis Banques Populaires and Coface) 21 76 2,770,000 6,800,000 45,500 2,807 117 RESULTS Net banking income Gross operating profit Net income attributable to Group (EUROS MILLION) 8,242 2,852 1,522 (EUROS BN) Total equity Tier one ratio Loans outstanding Ordinary deposit savings accounts Planned (financial) savings 19.33 8.5 % 138.4 98 118 RATINGS (LONG TERM SENIOR DEBT) Banque Populaire group Long term Short term Moody’s Aa3 P-1 Standard et Poor’s AAA1+ (1) 19 regional Banques Populaires, CASDEN Banque Populaire and the Crédit Coopératif (2) Serving staff * IFRS standards 11 12 C R É D I T C O O P É R A T I F MANAGEMENT REPORT BY THE BOARD OF DIRECTORS OF THE CREDIT COOPERATIF 13 In the wake of a good 2004, the 2005 financial year was an opportunity for the Crédit Coopératif to implement its plans and adopt a medium-term growth plan for the period 2006-2008, while renewing and strengthening its executive management team. 14 ECONOMIC AND FINANCIAL ENVIRONMENT After record growth of 5% in 2004, the global economy continued to grow strongly, at a rate of 4.5%, in 2005. Two consecutive years of such robust economic activity remaining the exception in recent economic history. However, while the two main motors of global growth were, as in 2004, US consumption and Chinese production, 2005 was characterised by an economic slow down in the United States and in Euro land, with only Japan posting similar year-on-year growth. Overall, the impact of rising raw materials prices on the developed economies remained limited despite considerable increases in the price of oil, a rate of 37% in 2005 and 34% in 2004. The US economy grew by 3.6% in 2005 compared with 4.2% in 2004, with the adverse effects of the hurricanes barely impacting the macroeconomy. Growth in both household consumption and business investment was lower in 2005 in comparison with 2004. The US Federal Bank increased its reference rate by 2 points from 2.25% to 4.25% during 2005, which partly explains the appreciation of the dollar against all currencies, in particular the yen and the euro. Economic growth in the euro zone was again disappointing at only 1.4% in 2005 compared with 1.8% in 2004. Consumer and business surveys showed a fall in confidence throughout the year, with the exception of the later months where survey results showed a significant increase, particularly in Germany. In December, the European Central Bank increased its reference rate by 0.25%, from 2% to 2.25%, in order to maintain inflationary pressures at their current level. The French economy grew by 1.5% in 2005 as opposed to 2.1% in 2004. Household consumption is growing at a rate of 2% per year and has been the driving force behind economic growth since 2003. Rising oil prices and a slight increase in inflation have contributed towards limiting increases in the buying power, but domestic consumption remains buoyant thanks to an increase in debt levels, which at 63% of disposable income, are at an all-time high. Notwithstanding these results and a good month in December, businesses in the commercial and industrial sectors experienced a mediocre year. Due to a lack of visibility companies are continuing to exercise caution in their investment decisions. Improvements in the business climate are mainly attributable to a rise in foreign orders as a result of the fall in the euro. Growth in the construction sector remains healthy. In an environment characterised by continued high pressure on production capacity in the building industry, order books are at a historic high and new housing developments have reached an exceptional level, mainly due to very favourable credit terms. While sight deposits are increasing at a faster rate than lending to the private sector (9.1% and 8.1% annual growth rates respectively at the end of October), the rapid increase in personal lending is mainly the result of an annual increase of more than 13% in housing loans. As the French export economy is very focused on the European Union, little benefit was derived from the dynamic international economy. With regard to public finance, the deficit is expected be close to 3% in 2005, mainly as a result of better than expected year-end fiscal returns. The Pébereau Report on France’s public debt once again C pointed out the need to reduce debt levels and the Government has set an objective of bringing down back public expenditure to 51% of GDP by 2010. Thus, although the State is reducing loans allocated to the development of associations and promoting increased use of private finance (donations, foundations, corporate sector), it has drawn up a support plan for the association sector aimed at creating 45,000 new jobs. Moreover it has announced a new budget allocation for associations in 2006. Recording an increase of over 23% in 2005, the French CAC 40 stockmarket index is performing better than expected, with earnings per share increasing by 21%. The 10-year OAT government-debt rate moved from 3.68% to 3.30%, benefiting from the stability of the European Central Bank’s rates over the first eleven months of the year, the US long-term rates which have not passed on the rate increases introduced by the US Federal Bank, and from a structural demand for bonds. The outlook for 2006 is promising, with growth in the euro zone looking set to reach a level close to its potential, the US economy continuing its gradual slow-down, Japan bolstering its economy by putting an end to deflation and the Chinese economy remaining buoyant. Oil prices look set to remain high without any major impact on growth and inflation is expected to remain under control in both the United States and the euro zone. The US Federal Bank is expected to end its cycle of high rates, with its European counterpart increasing rates by just 0.50 to 0.75%. Long term euro rates are expected to increase by a few tens of euro cents and no dollar crisis appears to be looming. This consensual scenario is attractive, but we must remember that it is unlikely to materialise as one or more external forces generally prevents it from coming fully to achievement. The real surprise ultimately would be if the euro zone economy finally manages to grow, as anticipated, at a level close to its potential. LEGAL HIGHLIGHTS LEGAL STATUS The Crédit Coopératif is a société coopérative anonyme de Banque Populaire (social-banking cooperative in the form of a public limited company), with variable capital, governed by articles L. 512-2 and following of the French Monetary and Financial Code and all the statutory provisions relating to banques populaires (social banks), by Act No. 47-1775 of 10 September 1947 laying down the legal status of cooperation, Livre [Book] II, Titres [Titles] I and IV of the French Code of Commerce, Livre V, Titre I, Chapter 1 and Titre III of the Monetary and Financial Code and their implementing regulations. The bank’s Articles of Association were amended on 25 May 2005 in order to bring them into line with the new IFRS international accountancy standards, including IAS 32, and to introduce with respect to governance the nomination of the Vice President, the creation of Articles of Association for the Board of Directors and various review committees, such as the Audit Committee, the Remuneration Committee and the Risk Committee. R É D I T C O O P É R A T I F The company is also subject to decisions of a general nature and notably to that relating to the network guarantee system of Banques Populaires (social banks), laid down by the Banque Fédérale des Banques Populaires under the powers entrusted to it under Articles L511-30, L511-31, L512-11 and L512-12 of the Monetary and Financial Code. The company is affiliated with the Banque Fédérale des Banques Populaires, its central body. DISTRIBUTION OF CAPITAL AND VOTING RIGHTS The capital is variable and is divided into members’ shares of a nominal amount of 15.25 euros each. The maximum amount of registered capital up to which the actual amount of the company’s capital may be increased, and the terms and procedures for increasing it, are laid down, on the report of the Board of Directors and after authorisation by the Banque Fédérale des Banques Populaires, by the Extraordinary General Meeting of members. The actual capital is increased by the entry of new members approved on behalf of the company by the Board of Directors or by the subscription of new members’ shares of the same or of differing categories, by members with the approval of the Board of Directors. The Board of Directors may set a ceiling on the number of members’ shares that may be held by a single member. This ceiling may differ according to the member category. For members to whom a financial facility has been extended by the company or one of its subsidiaries, this maximum number may be determined in accordance with the amount of the facility extended. Within this context, the Board of Directors of the Crédit Coopératif decided on 17 June 2005, in accordance with its discretionary power (article 7 of Articles of Association), to set maximum subscription levels as follows: • 20,000 B shares for corporate entities if they are holders of A shares, i.e. 305,000 euros • 5,000 C shares for individuals, i.e. 76,250 euros. The capital may also be increased by issuing cooperative non-voting preference shares and non-voting preferred interest-bearing shares. These two types of security may not represent, on aggregate, more than half the capital. Accordingly, the Crédit Coopératif’s capital is divided into three categories of share. “A” shares which do not carry preferred interest, are non-voting and do not confer any specific advantages, and “B” shares, which can only be subscribed by holders of “A” shares, and give their holders a special advantage in the payment of interest resolved by the General Meeting of Members, even where no interest is paid on “A” shares. “A” and “B” shares can only be subscribed by corporate entities, sole traders or directors. Voting rights are held by holders of “A” shares following the cooperative rule of “one man, one vote”. Lastly, non-voting preferred-interest-bearing “C” shares, which can only be subscribed by individuals. At 31 December 2005, the Crédit Coopératif’s capital was 291,009,558.50 euros. At 31 December 2005, no member held more than 5% of the company’s capital. 15 Pursuant to Article L.225-102 of the Commercial Code on companies, it should be noted that the employees own 0.013% of the capital of Crédit Coopératif through a Fonds Commun de Placement (French mutual investment fund). INTEREST ON MEMBERS’ SHARES / REBATE For purposes of the Act of 12 July 1965, it is hereby stated that no interest was paid on A shares in respect of the three previous financial years. Interest paid to the holders of B shares in respect of 2002, 2003 and 2004 amounted to 1,498,600 euros, 2,225,600 euros and 2,953,100 euros respectively. Interest paid to the holders of C shares in respect of those 3 financial years amounted to 1,027,900 euros in 2002, 1,409,500 euros in 2003 and 1,803,300 euros in 2004. A cooperative rebate was paid to members in respect of the years 2002, 2003 and 2004 respectively, as follows: 450,000 euros, 455,000 euros and 450,000 euros. DOT. COOP ADIE (association) PERMANENT REPRESENTATIVE OF THE CREDIT COOPERATIF ON THE BOARD OF DIRECTORS BTP BANQUE EXTERNAL SUPERVISOR ON THE BOARD OF DIRECTORS BANQUE FEDERALE DES BANQUES POPULAIRES MEMBER CCACE (non-profit-making association) QUALIFIED PERSON ON BOARD OF DIRECTORS AGENCE NATIONALE DES SERVICES A LA PERSONNE • Jean-Louis Bancel DELEGATE VICE PRESIDENT CREDIT COOPERATIF DIRECTOR AND PRESIDENT OF THE FINANCE COMMISSION MUTUELLE CENTRALE DES FINANCES (MCF) LIST OF DIRECTORSHIPS AND OTHER OFFICES HELD BY THE COMPANY’S OFFICERS DURING THE FINANCIAL YEAR • Jean-Claude Detilleux PRESIDENT AND CHIEF EXECUTIVE OFFICE OF CREDIT COOPERATIF PRESIDENT SUPERVISORY BOARD OF ESFIN GESTION (French GIE consortium/joint venture) PRESIDENT CONSEIL DES ENTREPRISES ET GROUPEMENTS DE L’ECONOMIE SOCIALE (non-profit-making association) GROUPEMENT NATIONAL DE LA COOPERATION - (non-profit-making association) CEP-CMAF (non-profit-making association) VICE PRESIDENT SUPERVISORY BOARD OF THE INSTITUT REGIONAL DE DEVELOPPEMENT NORD/PAS-DE-CALAIS VICE PRESIDENT CONSEIL SUPERIEUR DE LA COOPERATION (non-profit-making association) DIRECTOR MUTUELLE ACCIDENTS CORPORELS (SMAC – personal-injury mutual-insurance society) ASSURANCE MUTUELLES DE FONCTIONNAIRES (AMF) UNION NATIONALE DE LA REASSURANCE DE LA MUTUALITE FRANCAISE (UNRMF – reinsurance union) DIRECTOR AND GENERAL SECRETARY MUTUELLE DES ASSURANCES DES TRAVAILLEURS MUTUALISTES (MATMUT) DIRECTOR AND TREASURER GROUPE DES MUTUELLES ASSOCIEES (SGAM) PRESIDENT OF THE BOARD OF DIRECTORS MATMUT VIE PERMANENT REPRESENTATIVE OF MATMUT ON THE SUPERVISORY BOARD OFIVALMO • UNION NATIONALE DES ASSOCIATIONS DE PARENTS, DE PERSONNES HANDICAPEES MENTALES ET DE LEURS AMIS (UNAPEI - National Union of Associations of Parents, the Mentally Handicapped and their Friends) - charitable status recognised by Decree of 30 August 1963 - 15 Rue Coysevox 75018 PARIS ESFIN DIRECTOR AND MEMBER OF THE EXECUTIVE BOARD ALLIANCE COOPERATIVE INTERNATIONALE (association) DIRECTOR NATEXIS ASSET MANAGEMENT NATEXIS PRIVATE EQUITY COOPAMAT (SAS) INTER-COOP (SAS) 16 Raymond GEDOR PERMANENT REPRESENTATIVE OF UNAPEI ON THE BOARD OF DIRECTORS OF THE CREDIT COOPERATIF AND VICE PRESIDENT • FEDERATION DES ENSEIGNES DU COMMERCE ASSOCIE -FCA (association) 77 rue de Lourmel 75015 PARIS C R É D I T C O O P É R Philippe ANTOINE Martine CLEMENT PERMANENT REPRESENTATIVE OF FCA ON THE BOARD OF DIRECTORS OF THE CREDIT COOPERATIF AND VICE-PRESIDENT SICOMI-COOP (public limited company) PERMANENT REPRESENTATIVE OF CMGM ON THE BOARD OF DIRECTORS CREDIT COOPERATIF PRESIDENT FORMASUP PRESIDENT CMGM CONSEIL DE GERANCE DE LA SCI DES ILES CHAUSEY L’ORGELINE (ENGINEERING IN EUROPE) TREASURER CENTRE DE FORMATION DES ASSISTANTS TECHNIQUES DU COMERCE (CEFAC) PRESIDENT AND CHIEF EXECUTIVE S.G.I. • ASSOCIATION ANCF/CEC 44 avenue d’Iéna 75016 PARIS • CONFEDERATION GENERALE DES SOCIETES COOPERATIVES OUVRIERES DE PRODUCTION CGSCOP - (association) 37 rue Jean Leclaire 75017 PARIS A T I F Jean GAUTIER Gilbert HENNIQUE PERMANENT REPRESENTATIVE OF ANCF - CEC ON THE BOARD OF DIRECTORS CREDIT COOPERATIF MANAGER CABINET "HENNIQUE & FILS CONSULTANTS " S.C.I. CANAUX PRESIDENT GROUPEMENT INTERPROFESSIONNEL PARITAIRE POUR L'EMPLOI ET LE LOGEMENT (Joint interprofessional group for housing and employment) - nonprofit-making association. NORD CREATION (SAS) GENERAL SECRETARY CGSCOP PERMANENT REPRESENTATIVE OF CGSCOP ON THE BOARD OF DIRECTORS CREDIT COOPERATIF INTER-COOP, SAS COOPAMAT, SAS SICOMI-COOP (SA) • CONSEIL NATIONAL DU CREDIT COOPERATIF - CNCC 33 rue des Trois Fontanot 92000 NANTERRE DIRECTOR CREDIT IMMOBILIER DE LILLE ET DES PAYS DU NORD SA D'HLM RESALLIANCE SA (HLM low-income housing body in the form of a public-limited company) RESALLIANCE FINANCES (SAS) COGE FORM (association) I.R.D. NORD-PAS-DE-CALAIS CAPCIL LOGICIL CROISSANCE NORD PAS-DE-CALAIS (SAS) Jean-Marie MIRAMON PERMANENT REPRESENTATIVE OF CNCC ON THE BOARD OF DIRECTORS CREDIT COOPERATIF PRESIDENT MONTPELLIER JUNIOR OPERA TREASURER PRINTEMPS DES COMEDIENS MEMBER OF BOARD OF DIRECTORS RENOVATION (Association) ALLIANSYS (SAS) INOVAM (SAS) HABITAT DE FLANDRE (SAS) • CAISSE MUTUELLE DE GARANTIE DES INDUSTRIES MECANIQUES ET TRANSFORMATRICES DES METAUX (CMGM- mutual guarantee fund for mechanical-engineering and metal processing industries) Société Coopérative à Capital variable de Caution Mutuelle 39 41 rue Louis Blanc 92400 COURBEVOIE • FEDERATION FRANCAISE DU BATIMENT - FFB 33 avenue Kléber 75116 PARIS Christian GAY PRESIDENT SAS ETRELEC PERMANENT REPRESENTATIVE OF THE FFB ON THE BOARD OF DIRECTORS CREDIT COOPERATIF 17 • FEDERATION NATIONALE DES COOPERATIVES DE CONSOMMATEURS - FNCC (Association) TOUR MATTEI 207 rue de Bercy 75012 PARIS René LIOUVILLE PERMANENT REPRESENTATIVE OF FNCC ON THE BOARD OF DIRECTORS CREDIT COOPERATIF DELEGATE GENERAL MANAGER INSTITUT DE DEVELOPPEMENT COOPERATIF PRESIDENT AND CHIEF EXECUTIVE OFFICER SOCIETE GENERALE DES COOPERATIVES DE CONSOMMATION CONSEIL DE GESTION FINANCE DES COOPERATIVES DE FRANCE VICE PRESIDENT COOP NORMANDIE PICARDIE EXTERNAL SUPERVISOR INSTITUT DE DEVELOPPEMENT DE L’ECONOMIE SOCIALE (IDES) • FEDERATION NATIONALE DES SOCIETES COOPERATIVES D’HLM (FNSC D’HLM – national federation of cooperative low-income housing boards) 14 rue Lord Byron 75008 PARIS Daniel CHABOD PERMANENT REPRESENTATIVE OF FNSC D’HLM ON THE BOARD OF DIRECTORS CREDIT COOPERATIF PRESIDENT AND CHIEF EXECUTIVE SOCIETE COOPERATIVE DE PRODUCTION D’HLM " COIN DE TERRE ET FOYER " (low-income housing development cooperative) SOCIETE DE GARANTIE DE L’ACCESSION A LA PROPRIETE DES ORGANISMES HLM (low-income-housing bodies’ homeownership guarantee company) GENERAL MANAGER SA D’HLM " LE FOYER MODERNE " (low-income housing company) GIE GAMBETTA • FEDERATION NATIONALE DE LA MUTUALITE FRANÇAISE - FNMF National federation of mutual-society groupings – charitable status recognised by Decree of 23 May 1929 255 rue de Vaugirard 75015 PARIS Daniel LENOIR PERMANENT REPRESENTATIVE OF FNMF ON THE BOARD OF DIRECTORS CREDIT COOPERATIF GENERAL MANAGER GROUPE MUTUALITE FRANÇAISE • FEDERATION NATIONALE DE LA MUTUALITE INTERPROFESSIONNELLE - FNMI 3 rue Barthélemy 75015 PARIS Maurice RONAT PRESIDENT COMPAGNIE IMMOBILIERE DES PAYS DE LOIRE (SAS) PRESIDENT OF THE BOARD OF DIRECTORS SOCIETE COOPERATIVE DES ALPES-MARITIMES SOCIETE COOPERATIVE DE PRODUCTION D’HLM VITRY COOP HABITATION (low-income housing development cooperative) PRESIDENT OF THE SUPERVISORY BOARD FONDS COMMUN DE PLACEMENT GAMBETTA (French mutual investment fund) DELEGATE GENERAL DIRECTOR CREDIT IMMOBILIER DE L’ANJOU (SA) (HLM low-income housing body in the form of a public limited company) PERMANENT REPRESENTATIVE OF FNMI ON THE BOARD OF DIRECTORS CREDIT COOPERATIF DIRECTOR SA D’HLM ATHENEE (low-income housing company) PRESIDENT FNMI FEDERAL COUNCILLOR FEDERATION NATIONALE DES SOCIETES COOP HLM (national federation of cooperative low-income housing boards) GROUPE EOVI MUTUELLES PRESENCE VICE-PRESIDENT FNMF GENERAL TREASURER MUTUALITE DE LA LOIRE DIRECTOR MATMUT-VIE MATMUT ITINERAIRES 18 GENERAL MANAGER AND PERMANENT REPRESENTATIVE FOR REAL-ESTATE MANAGEMENT - Member GIE GAMBETTA IMMOBILIER MEMBER OF THE EXECUTIVE COMMITTEE UNION SOCIALE POUR L’HABITAT (housing social union) MANAGER EURL GESTION PATRIMONIALE IMMOBILIERE EXTERNAL SUPERVISOR INSTITUT DE DEVELOPPEMENT DE L’ECONOMIE SOCIALE - IDES • GARANTIE MUTUELLE DES FONCTIONNAIRES (GMF – public employees’ mutual guarantee institution) 76 rue de Prony 75857 PARIS CEDEX 17 C Thierry DEREZ PERMANENT REPRESENTATIVE OF GMF ON THE BOARD OF DIRECTORS CREDIT COOPERATIF R É D I T C O O P É R A T PERMANENT REPRESENTATIVE OF CERES ON THE BOARD OF LA SAUVEGARDE (SA) PERMANENT REPRESENTATIVE OF GMF ASSURANCES ON THE BOARDS OF TELEASSURANCES (SA) LA GARANTIE MUTUELLE DES FONCTIONNAIRES (GMF – public employees’ mutual guarantee institution) PERMANENT REPRESENTATIVE OF LA SAUVEGARDE ON THE BOARD OF PRESIDENT OF THE BOARD OF DIRECTORS AZUR ASSURANCES i.a.r.d. (SA) AZUR-GMF MUTUELLES D’ASSURANCES ASSOCIES (SA) GMF ASSURANCES (SA) MAAF ASSURANCES (SA) VICE PRESIDENT FILASSISTANCE INTERNATIONAL DIRECTOR AND VICE PRESIDENT ANS GMF (association) GMF SOLIDARITE (association) L’ALSACIENNE VIE (mutual association) LA CERES (mutual association) DELEGATE DIRECTOR AND VICE PRESIDENT COVEA (group mutual guarantee institution) DIRECTOR L’ALSACIENNE VIE AME REASSURANCE (SA) OVERSEAS INCUMBANT PRESIDENT OF THE BOARD OF DIRECTORS AME LUX (SA) PRESIDENT AZURITALIA ASSICURAZIONI S.P.A. ASSURANCES MUTUELLES D’EUROPE (SA) DIRECTOR AND VICE PRESIDENT AME LIFE LUX (SA) AZURITALIA VITA (SA) AZUR MULTIRRAMOS (SA) AZUR VIDA (SA) EURAZUR (SA) DIRECTOR ETHIAS VIE (association of mutual insurance companies) LA CAPITALE A.R.B.F. (SA) • LIGUE DE L’ENSEIGNEMENT (teachers' league) 3 rue Récamier 75015 PARIS GMF VIE (SA) Jean-Marc ROIRANT UNION DE GROUPE MUTUALISTE MUTARIS (mutual association) PERMANENT REPRESENTATIVE OF THE LIGUE DE L’ENSEIGNEMENT ON THE BOARD OF DIRECTORS CREDIT COOPERATIF ANS GMF VIE (association) SAVOUR CLUB (SA) PERMANENT MEMBER AZUR GMF MUTUELLES D’ASSURANCES ASSOCIEES AUX CONSEILS GIMAR FINANCE (SCA – general partnership with joint equity) • UNION NATIONALE DES ASSOCIATIONS DE TOURISME ET DE PLEIN AIR (UNAT- national union of associations for tourism and open-air activities) 8 rue César Franck 75015 PARIS ASSISTANCE PROTECTION JURIDIQUE (SA) Jean-Marc MIGNON E-SANTE (SA) PERMANENT REPRESENTATIVE OF UNAT ON THE BOARD OF DIRECTORS CREDIT COOPERATIF PERMANENT REPRESENTATIVE OF ALSACIENNE VIE ON THE BOARDS OF BOISSY FINANCES PERMANENT REPRESENTATIVE OF ASSURANCES MUTUELLES DE FRANCE ON THE BOARDS OF: FIDELIA ASSISTANCE (SA) GESPRE EUROPE (SA) LA MUTUELLE DU MANS ASSURANCES IARD MUTUELLE DU MANS ASSURANCES VIE F PERMANENT REPRESENTATIVE OF BOISSY FINANCES ON THE BOARDS OF AZUR VIE (SA) PRESIDENT OF THE BOARD OF DIRECTORS AND CHIEF EXECUTIVE ASSURANCES MUTUELLES DE FRANCE MAAF ASSURANCES (Mutual insurance institution) I GENERAL DELEGATE UNAT PRESIDENT UCEL (association) VICE PRESIDENT BUREAU INTERNATIONAL DE TOURISME SOCIAL (BITS – International Bureau of Social Tourism) 19 • UNION NATIONALE INTERFEDERALE DES OEUVRES ET ORGANISMES PRIVES SANITAIRES ET SOCIAUX (UNIOPSS- national interfederal union of private health and welfare organizations) charitable status recognised by Decree of 3 August 1972 133 rue Saint-Maur 75011 PARIS DELEGATE GENERAL MANAGERS Hubert ALLIER PRESIDENT OF THE BOARD OF DIRECTORS BTP BANQUE PERMANENT REPRESENTATIVE OF UNIOPSS ON THE BOARD OF DIRECTORS CREDIT COOPERATIF • François DESPORTES DELEGATE GENERAL MANAGER CREDIT COOPERATIF SICOMI-COOP COOPAMAT (SAS) DIRECTOR G.I.C. INTER-COOP (SAS) MEMBER OF SUPERVISORY BOARD CHEQUE DOMICILE DIRECTOR BATIXIA (SA) MANAGER SEDIMS PERMANENT REPRESENTATIVE OF BTP BANQUE ON THE BOARD OF DIRECTORS SICAV CHOIX SOLIDAIRE MEMBER OF THE BOARD OF DIRECTORS FONDATION DU CREDIT COOPERATIF • UNION SOCIALE POUR L’HABITAT (social housing union) 14 rue Lord Byron 75384 PARIS CEDEX 08 Claude TAFFIN PERMANENT REPRESENTATIVE OF THE UNION SOCIALE POUR L’HABITAT ON THE BOARD OF DIRECTORS CREDIT COOPERATIF DIRECTOR OF ECONOMIC AND FINANCIAL STUDIES UNION SOCIALE POUR L’HABITAT • DIRECTORS ELECTED BY EMPLOYEES SITTING ON THE BOARD OF DIRECTORS CREDIT COOPERATIF • Charles DELANNOY DELEGATION GENERALE DE PARIS 4 rue Auber 75009 PARIS • Françoise GIRMA-ROMEYER TOULOUSE BRANCH 6 rue Raymond IV 31000 TOULOUSE • Bernard LEURIDANT MARSEILLE GENERAL DELEGATION 2 bis rue Fargès BP 107 13267 MARSEILLE Cedex 08 • Colette PINEL CARCASSONNE BRANCH 8 place Davilla - BP 22 11020 CARCASSONNE BATINOREST (SA) SICAV MULTIMEDIA & TECHNOLOGIES SICAV ECOFI MONETERME PERMANENT REPRESENTATIVE OF COOPAMAT ON THE BOARD OF DIRECTORS INSTITUT DE DEVELOPPEMENT REGIONAL NORD PAS-DE-CALAIS (SA – Regional Development Body) PERMANENT REPRESENTATIVE OF INTER-COOP ON THE BOARD OF DIRECTORS BTP CAPITAL INVESTISSEMENT PERMANENT REPRESENTATIVE OF SICOMI-COOP ON THE BOARD OF DIRECTORS ECOFI INVESTISSEMENTS PERMANENT REPRESENTATIVE OF CREDIT COOPERATIF ON THE BOARD OF DIRECTORS ESFIN MEMBER OF THE SUPERVISORY BOARD ESFIN GESTION (GIE) • Alain TRUTIE DE VAUCRESSON DELEGATE GENERAL MANAGER CREDIT COOPERATIF DIRECTOR UNION CENTRALE DU CREDIT COOPERATIF • Philippe JEWTOUKOFF DELEGATE GENERAL MANAGER CREDIT COOPERATIF PERMANENT REPRESENTATIVE OF CREDIT COOPERATIF ON THE BOARD OF DIRECTORS SICOMI-COOP (SA) COOPAMAT (SAS) INTER-COOP (SAS) PERMANENT REPRESENTATIVE OF INTER-COOP SAS ON THE BOARD OF DIRECTORS 20 C BTP BANQUE (SA) DIRECTOR BP DEVELOPPEMENT BMF (subsidiary of CASDEN) APPOINTMENTS The Board hereby informs the General Meeting of the following modifications to the composition of the Board of Directors: • the appointment of Mr. Jean Gabain on 15 January 2006 as permanent representative of the Union Nationale des Associations de Parents, de Personnes Handicapées Mentales et leurs Amis (UNAPEI) to replace Mr. M. Raymond Gedor who has resigned for reasons of health • the appointment of Mr. Daniel Lenoir on the 19 October 2005 as permanent representative of the Fédération Nationale de la Mutualité Française (FNMF). • the appointment of Ms. Nadia Dehors on the 18 January 2006 as permanent representative of Fédération Nationale des Coopératives de Consommateurs (FNCC), replacing René Liouville , now deceased. The Board of Directors paid tribute to René Liouville who was respected by all for both his professionalism and commitment to the cooperative sector as well as his human qualities. • the replacement of Mr. Alain Latremouille by Mr. Bernard Leuridant as Director elected by the employees. HUMAN RESOURCES RENEWAL AND STRENGTHENING OF THE MANAGEMENT TEAM • Several members of General Management took retirement in 2005. We would especially like to pay tribute to Mr Pierre Lajugie de la Renaudie who, for thirty years, showed the highest standards of personal and professional commitment to Crédit Coopératif and led the Bank’s General Management. • Mr Claude Cauvin, General Manager of Technology and Banking Services, has also retired after thirty years of dedicated service to the Crédit Coopératif, subsequent to his loyal deputy, Mr. Claude Gury. The latter has been replaced by Mr. Jean-Paul Binart. • At the 15 September meeting, the Board of Directors of the Crédit Coopératif approved the new organisation structure of the Group, the objectives of which are as follows: - to strengthen the governance of the Group with respect to its cooperative nature - to ensure we possess the means for sustained growth, including within the Banque Populaire group, - to bring new members into General Management to take account of the departure of senior managers - to define the respective roles of the President and General Management taking into consideration the most recent legal provisions - to take account of the regulatory constraints with respect to the division of operational and supervisory functions and also that of audit and ongoing monitoring. * Economic and social unit of Crédit Coopératif, BTP Banque and Ecofi Investissements. R É D I T C O O P É R A T I F Our aim is to adapt the organisation to meet the challenges of the years to come. The successful implementation of our projects will require more sustained growth, process-driven quality, increased productivity, greater consistency, effectiveness and the ability to think and act laterally. Following the creation of the post of Delegate Vice President, filled by Mr. Jean Louis Bancel at the beginning of 2005, and the recruitment of Mr Pierre Valentin as C.F.O. (Finance Director) in 2004, the following have been recruited: - Mr Philippe JEWTOUKOFF as Delegate General Manager in conjunction with the retirement of Mr. Pierre Lajugie, who has played a prominent role in the group’s development. - Mr. Hugues Sibille, Delegate Director, Deputy Chairman, with responsibility for Group activity with respect to the social economy and local authorities. • With respect to the mode of governance, the decision was taken by the Board of Directors at its meeting of 8 December 2005, to extend its decision of 30 January 2003 with respect to the cumulation of the functions of the President of the Board of Directors and of Chief Executive, entrusted to Mr. Jean-Claude Detilleux. This decision took effect on 30 January 2006. EMPLOYEES: INDIVIDUAL AND COLLECTIVE DYNAMISM Human resource management is based on a proactive recruitment policy, appreciation of skills and the timely transfer of knowledge to the next generation of employees. Registered numbers employed in the Economic and Social Unit of Crédit Coopératif* increased from 1,600 at the end of 2004 to 1,660 at the end of 2005, representing an increase of 4%. In the headquarters and branch units there have been 215 new employees of which 122 are indeterminate term contracts. The principal motives for the use of fixed-term contracts are maternity leave, parental leave and sickness leave. Given the need to replace previous generations, update roles and organisations, investment in training exceeds 5% of the total payroll. The aim is to ensure that the essential skills are in place to meet members’ expectations and the group’s development needs, taking care to disseminate its cooperative culture and expertise, in particular in the Social Economy. Strengthening of the managerial culture and knowledge of the group among employees is a strategic and priority policy aim. Actions have been taken which will help to ensure the gradual and seamless replacement of generations in keeping with the values of the Crédit Coopératif. Annual performance reviews provide staff with the opportunity to express their needs for change and development. Nearly 80 employees have received promotions. Recognition of employee performance and commitment is reflected in bonus awards and flexible pay for 43% of staff and in individual rises (excluding collective rises) for over 30% of employees. Employees benefit from a company savings plan, supplemented by the organisation, within which a joint option has been introduced, the Sicav Choix Solidaire. A key development within the year was the introduction of a mediumterm plan called “Cap 2008-Grandir Ensemble”(Cap 2008- Growing Together) which was developed as the result of widespread consultation. Labour relations discussions have led to the renewal of representative 21 employee institutions on a national scale with a high level of employee participation. In 2005 Crédit Coopératif gave a firm commitment to the recruitment and induction of workers with physical disabilities. This has been achieved mainly by taking part in events and meetings for employers, but also by maintaining its policy of hiring temporary staff, many of whom are sourced from sheltered workshops, the running costs of which the Group supports by subsidising a third of its administration costs (paper). The joint commitment of the Works Council and the Fondation Crédit Coopératif , a partner of Planète Urgence association (French NGO), has given several employees leave to take part in community projects. Broken down by category of resources, the following changes can be observed: Sight deposits: ..................................................................................... + 7.8 % s s Savings:...................................................................................................+ 19.8 % aggregate of term deposit accounts, short-term s The loan notes and negotiable debt securities: ............................ + 12.1 % Total funds collected, in the form of bank deposits and UCITS, averaged over the year, amounted to close upon 6.5 billion euros, 10.7% up on 2004. LOANS THE CRÉDIT COOPÉRATIF WITHIN THE BANQUE POPULAIRE GROUP In accordance with the Agreement Protocol of 18 November 2002 formalising the incorporation of the Crédit Coopératif within the Banque Populaire group. Our cooperative bank has fully participated in all activities within the group. • Shareholding in the Banque Fédérale During the course of the year, this has taken the form of the subscription of two capital increases in the Banque Fédérale. These increases were result of a commitment to strengthen the capacities of this institution. • 1st round: subscription of 24,375 shares (2,003,625 euros) on the date of the meeting of the Board of Directors of 17 June 2005 • 2nd round: subscription of 24,377 shares (2,003,789.40 euros) on 7 September 2005 On completion of these operations, the Crédit Coopératif held 2% of the capital of the Banque Fédérale. • External Supervisor The cooptation of Mr. Jean-Claude Detilleux, President and Chief Executive of the Crédit Coopératif as external supervisor to the Board of Directors of the Banque Fédérale on 18 December 2002 for a period of three years was ratified by the Ordinary General Meeting of the Banque Fédérale in 2003. • Group strategic plan During the financial year under review, for the first time in its history the Banque Populaire group implemented a strategic plan to cover the financial years 2006 to 2008. The Crédit Coopératif has been involved in this project and was able to draw on its own work in preparing a medium term development plan to make a useful contribution to the Group plan. ACTIVITY BANK RESOURCES (excluding related liabilities) Bank resources collected from customers amounted to 5.1 billion euros at 31 December 2005, a rise of 5%. Averaged over the year, banking resources collected from non-financial customers, amounting to 3.6 billion euros, increased by 11.4%. 22 (excluding related receivables) The outstanding balance of loans to customers amounted to 3.4 billion euros at 31 December 2005, having increased 13.8 %. Averaged over the year (3 billion euros), the increase came to 9.3%. Employments of funds, broken down by category, moved as follows: Overdrafts, trade debt portfolio and liquidity credit:............+ 5.3 % Medium- and long-term investment loans: ..........................+ 10.2 %. Overdrafts, trade debt portfolio and liquidity credit: + 5.3% Medium- and long-term investment loans: + 10.2%. New investment loan production amounted to 827 million euros compared with 644 million euros in 2004. Off-balance-sheet commitments on behalf of customers (opening of confirmed credit facilities, deposits and guarantees) reached 1.6 billion euros at 31 December 2005 compared with 1.3 billion euros at 31 December 2004. s s INVESTMENTS IN SUBSIDIARIES The Crédit Coopératif portfolio of investments in subsidiaries rose in one year from 232.1 to 249 million euros. The main investment operations were as follows: • The shareholding in Batinorest has been raised to 94.9 %(1) following the disposal of IRD shares (17.74 %) and the shareholding in Conseil Régional Nord Pas de Calais (2.86 %). • The shareholding in BISE has been raised to 19.9 million euros, 49%(2) (from the previous 37.9%). • Two increases amounting to a total of 4 million euros in our shareholding in the Banque Fédérale des Banques Populaires, a shareholding that now represents 69.4 million euros and 2% of the capital. • An increase of 4.5 million euros of our shareholding in Banque Populaire de Développement, bringing it to 14.9 million euros and 5.3% of capital. • The Crédit Coopératif has contributed a sum amounting to 51,000 euros (22.7%) to the initial capital of SOFINEI, a development capital company currently being set up to assist workforce reintegration companies. At 31 December 2005, the bank’s main shareholdings were as follows: - Esfin: 15.2 million euros (37.6 % of the capital) - IRD Nord-Pas-de-Calais: 5.7 million euros (28.9 % of the capital) - Sefea: 2.1 million euros (70.9 % of the capital – variable-capital company) - Ides: 1.8 million euros (5.2 % of the capital) (1) Subject to approval by CECEI, file pending (2) In the capacity of the Crédit Coopératif group (46.6% Crédit Coopératif, +2.25% Esfin). C - Rhône Dauphiné Développement: 1.7 million euros (1.3 million euros in 2004) (19.1 % of the capital compared with 17.9 % in 2004). To the foregoing should be added: -AMOS & CIE (63.2 %) -FRANCE ACTIVE GARANTIE (20%) EQUITY CAPITAL AND CAPITAL ASSETS Equity capital, including the net income for the financial year carried forward to reserves, amounted to 462 million euros at 31 December 2005 compared with 388 million euros at 31 December 2004. Share capital increased from 232.8 million euros at the end of December 2004, to 291 million euros at 31 December 2005. The share capital breaks down into 49.7 million euros of A shares, 154.2 million euros of B shares and 87.1 million euros of C shares. The value of the portfolio of investments in subsidiaries is 247.8 million euros. Net capital assets amounted to 22.2 million euros compared with 23 million euros at 31 December 2004. CRC regulation 2002-10 concerning the writing downs and depreciation of assets and CRC regulation 2004-06 concerning the definition, recording and valuation of assets came into force on 1 January 2005. The application of the new rules at the start of the financial year was reflected by a decrease in equity capital amounting to 688 thousand euros. R É D I T C O O P É R A T F GENERAL EXPENSES General expenses including depreciation amounted to 136.2 million euros, an increase of 13.4 million euros in comparison with 2004 (+10.9%) accounted for by staff expenses (6.9 million euros) and other management expenses (6.5 million euros). Regarding staff expenses the following was noted: - an increase in the number of Full Time Equivalents among branch commercial staff - strengthened head office teams in the following areas: risk, audit, finance and governance - the regulation of contributions to retirement benefits and provision under the new variable remuneration system (see table of intermediate management totals) Regarding other management costs: - the contribution paid to the Banque Fédérale des Banques Populaires is increasing on the basis of the relative weight of the Crédit Coopératif within the Banques Populaires group, - IT costs are rising as the result of the Crédit Coopératif’s increased share in the distribution of these costs within the GIE, - the other increases originate from property charges and non repeated operations. With effect from 1 January 2005, the Crédit Coopératif implemented the accounting assessement rules recommended by 2003-RO1 of the Conseil National de la Comptabilité (French national accounting council) with respect to staff commitments: the effect of the application of retirement benefits has resulted in the deduction of 270 million euros from opening equity capital. The application of these accounting assessment rules, with the exception of the “corridor” method, to provisions for long term service awards, combined with a correction in career start dates, resulted in an increase in opening equity capital of 341 thousand euros. This change in period hasnot affected the result for retirement benefits, but iseflected in a provision of 46 thousand euros for long term service awards. NET BANKING INCOME GROSS OPERATING PROFIT Net banking income amounted to 179.9 million euros. Its rise of 16.3 million euros is identical to that reported in 2004 (16.1million increase). Its composition is however different: the part linked to dividends and commissions has fallen while the influence of interest margin is greater. Growth was broken down into net interest income (increased by 7.9 million euros), income from variable-income securities (+3.6 million euros), net commission (+2.1 million euros) and net income from trading and short-term investment portfolios (+2.5 million euros) and other net operating revenue (+0.2 million euros) The increase in outstanding debt has produced the same net banking income differential as in 2004. In 2004, the improvement was partly absorbed by a fall in margins. In 2005, the maintenance of margin rates allowed the Crédit Coopératif to fully benefit from the development of its business, with loans making a particularly significant contribution. The increase in commission balances applies in all areas (management of payment instruments, net commission on banking operations, financial commission). Gross operating profit is 43.7 million euros, compared with 40.8 million euros in 2004. RESULTS I COST OF RISK The cost of risk is stable remains stable at 10.8 million euros compared with 10.3 million euros in 2004. The 2005 total includes a 0.5 million euros provision for SME sectoral risks (provision not allocated in 2004). In application of Article 13 of CRC regulation 2002-03, which came into effect on 1 January 2005, levels of provision were determined taking account of the cashable dates of the sums to be recovered, which were updated. The resulting adjustment of the provision at the start of the financial year, i.e. 1.6 million euros, was visible in the reduction in the amount carried forward. The change to the period was reflected in provision for the cost of risk of 0.5 million euros. NET INCOME/LOSS ON CAPITAL ASSETS Gains on financial investments consisted mainly of the reversal of the provision for depreciation previously set aside for the investment in BISE, i.e. 2,994,000 euros 23 NET PROFIT Contributions to the Fonds Régional de Solidarité du réseau des Banques Populaires (social banks’ mutual-help fund), increased to 2.3 million euros at 31 December 2005. Corporation tax came to 8 million euros, compared with 7.2 million euros in 2004. Net income after tax was 25,070 thousand euros compared with 21,350 thousand euros in 2004. PROPOSED APPROPRIATION OF EARNINGS For the 2005 financial year, the Board noted that the result for the year was net income of 25,068,902 euros. It proposes to the General Meeting of Members that, in accordance with the Articles of Association, the net income and the retained earnings of 2,127,107 euros, making a total distributable profit of 27,196,009 euros, be appropriated as follows: • to the legal reserve,15 % of net income (25,068,902 euros) ..............................................3,760,335 € • to the reserve prescribed by the articles................................10,000,000 € • to the special investment reserve ..................................................189,349 € • to carry forward as retained earnings ......................................6,420,086 € • to remunerate C shares at the rate of 3% pro rata temporis .............................................................................. 2,319,366 € • to remunerate B shares at the rate of 3% pro rata temporis.............................................................................. 4,056,873 € • to pay a cooperative rebate of ......................................................450,000 € to members to be distributed in proportion to the value of transactions made by each member with the company. The Board of Directors proposes to the General Meeting of Members that it adopt the resolutions set out later in this document, which accurately reflect the company’s results. 24 OUTLOOKS FOR 2006 In 2005, the Crédit Coopératif confirmed the satisfactory results recorded in the 2004 financial year. Total funds collected experienced double digit growth. Outstanding loans increased, boosted by growth in investment credit payments which rose by 28% in comparison with 2004. Despite a rather unfavourable economic climate, financial performance was highly satisfactory, as attested by growth in net banking income of just under 10%. Seeking to secure the resources required for its stated objectives, at a time when increased activity to replace aging generations as a result of the “oldie boom” and the need to improve levels of expertise in certain areas are increasing expenditure, the Crédit Coopératif recorded an increase in general expenses, close to that in its net banking income. However, in general there was a clear improvement in financial indicators: net profit, equity capital and solvency ratio. The need to pursue growth is one of the aims for the new year, the objectives for which are set out in the “CAP 2008” Medium-Term Plan. The implementation of our development plan to improve customer service has involved a large number of our employees. They share the values of the Crédit Coopératif and have therefore made an effective contribution to defining the directions approved by the meeting of the Board of Directors in June 2005. The Crédit Coopératif has demonstrated to its customers its ability to innovate by its diversification of its product and service offering. It will continue along this path, calling on the support of its partners as it has done so for a long time, and increasing its involvement in the growth of Banque Populaire group in which it is a driving force, in particular in the areas of personal banking and social micro finance. Teamwork, the involvement of our members in all Crédit Coopératif management bodies and the new structure of the group’s governance create favourable conditions for harmonious growth for the benefit of our customers and members. C R É D I T INTERMEDIATE OPERATING TOTALS C O O P É R A T F (EUROS 000) FINANCIAL YEAR 2005 FINANCIAL YEAR 2004 Net interest income Income from equities and other variable-income securities Net commission Net income from trading and short-term investment portfolios Other net operating income/loss 120,769 12,518 36,346 10,149 105 112,872 8,877 34,255 7,675 68 G R O S S O P E R AT I N G P R O F I T 179,887 163,610 General operating expenses and depreciation Staff expenses Other administrative expenses Depreciation 136,194 84,107 51,264 823 122,801 77,197 44,723 881 NET BANKING INCOME 43,693 40,808 Cost of risk 10,822 10,285 N E T O P E R AT I N G I N C O M E 32,871 30,524 2,954 1,801 N E T O P E R AT I N G I N C O M E B E F O R E TA X 35,824 32,325 Net extraordinary income/loss Corporation tax Appropriation to/Reversal from General Banking Risk Reserve and Regulated Reserves -7,996 -2,759 -467 -7,173 3,335 NET INCOME 25,069 21,351 Net income/loss on capital assets I 25 FINANCIAL RESULTS OF THE COMPANY FOR THE LAST FIVE FINANCIAL YEARS CAPITAL SHARE CAPITAL NUMBER OF SHARES IN ISSUE (EUROS) 2005(1) 2001 2002 2003 2004 124,827,594 8,185,416 141,668,825 9,289,759 190,368,846 12,483,203 232,779,630 15,264,238 291,009,559 19,082,594 317,958,171 15,798,491 4,385,153 543,420 6,141,251 2,491,824 300,096,581 30,716,361 4 515,669 718,473 17 217,313 2,976,498 376,804,797 19,538,977 15,931,876 2,738,739 25,736,605 4,090,097 390,079,804 22,606,131 7,201,872 1,289,480 21,350,741 5,206,324 437,800,863 34,939,799 8,029,503 1,468,639 25,068,902 6,826,238 1.39 0.75 3.5% 2.82 1.85 3.0% 0.29 2.06 3.0% 1.01 1.40 3.0% 1.41 1.31 3.0% 871 32,411,164 903 33,198,099 1,408 54,220,351 1,412 56,216,818 1,439 58,623,086 16,394,866 16,550,027 27,627,194 29,274,804 32,581,419 OPERATIONS AND RESULTS FOR THE FINANCIAL YEAR GROSS REVENUE NET OF VAT NET INCOME BEFORE TAX, DEPRECIATION AND PROVISIONS CORPORATION TAX EMPLOYEE PROFIT SHARING FOR THE FINANCIAL YEAR NET INCOME AFTER TAX, DEPRECIATION AND PROVISIONS DISTRIBUTED NET INCOME RESULTS PER SHARE NET INCOME AFTER TAX, BUT BEFORE DEPRECIATION AND PROVISIONS NET INCOME AFTER TAX, DEPRECIATION AND PROVISIONS DIVIDEND PER SHARE(2) STAFF AVERAGE NUMBERS OF STAFF EMPLOYED DURING THE FINANCIAL YEAR WAGES BILL AMOUNTS PAID UNDER COMPANY BENEFIT SCHEMES (COMPANY SOCIAL BODY AND BENEFIT SCHEMES) (1) Subject to approval by the Members’ Ordinary General Meeting (2) Rate of interest on B and C members' shares. 26 C R É D I T C O O P É R A T I F FINANCIAL STATEMENTS OF THE CREDIT COOPERATIF BALANCE SHEET –OFF-BALANCE SHEET INCOME STATEMENT NOTES TO THE ACCOUNTS STATUTORY AUDITORS' GENERAL REPORT STATUTORY AUDITORS' SPECIAL REPORT 27 BALANCE SHEET AT 31 DECEMBER 2005 (EUROS 000) FINANCIAL YEAR 2005 FINANCIAL YEAR 2004 72,601 518,663 1,548,969 565,655 983,316 3,498,757 281,356 2,936,349 281,052 107,340 448,692 1,908,247 671,299 1,236,950 3,057,660 224,321 2,581,640 251,699 1,753,727 277,125 72,640 175,158 1,477,185 259,512 71,409 156,110 1,397 20,824 1,807 21,205 46,391 118,019 22,470 103,457 8,104,272 7,635,097 C O M M I T M E N T S BY T H E C O M PA N Y FINANCING COMMITMENTS COMMITMENTS IN FAVOUR OF CREDIT INSTITUTIONS COMMITMENTS IN FAVOUR OF CUSTOMERS 128,688 438,344 130,540 318,902 GUARANTEE COMMITMENTS COMMITMENTS ON BEHALF OF CREDIT INSTITUTIONS COMMITMENTS ON BEHALF OF CUSTOMERS 1,657 1,160,317 1,613 1,017,477 64,070 19,500 ASSETS CASH, CENTRAL BANKS, CCP POSTAL-GIRO ACCOUNTS GOVERNMENT STOCK AND SIMILAR SECURITIES RECEIVABLES FROM CREDIT INSTITUTIONS - SIGHT - TERM RECEIVABLES FROM CUSTOMERS - TRADE CREDIT - OTHER LOANS TO CUSTOMERS - OVERDRAFTS ON CURRENT ACCOUNTS - FACTORING BONDS AND OTHER FIXED-INCOME SECURITIES EQUITIES AND OTHER VARIABLE-INCOME SECURITIES INVESTMENTS IN SUBSIDIARIES AND OTHER SECURITIES HELD LONG-TERM SHARES IN AFFILIATE UNDERTAKINGS ASSETS ON FINANCE LEASE AND ON PURCHASE-OPTION RENTAL ASSETS ON OUTRIGHT RENTAL INTANGIBLE ASSETS TANGIBLE FIXED ASSETS SUBSCRIBED, UNPAID SHARE CAPITAL COMPANY’S HOLDING OF ITS OWN SHARES OTHER ASSETS ACCRUAL ACCOUNTS TOTAL ASSETS OFF-BALANCE-SHEET STATEMENT COMMITMENTS RELATING TO SECURITIES SECURITIES ACQUIRED ON REVERSE REPO OTHER COMMITMENTS BY THE COMPANY 28 C R É D I T C O O P É R A T I F (EUROS 000) FINANCIAL YEAR 2005 FINANCIAL YEAR 2004 1,063,613 265,133 798,480 3,604,043 1,275,192 285,468 989,724 2,900,785 625,863 121,795 531,484 114,288 2,072,402 783,983 2,537,183 20,551 1,921,758 333,255 2,607,484 15,970 2,012,671 503,961 2,061,937 529,578 72,168 118,907 7,392 216,602 15,620 468,746 291,010 66,106 82,684 79,465 144,080 7,045 214,717 13,316 393,012 232,780 66,106 69,802 1,750 2,127 1,295 1,680 LIABILITIES CENTRAL BANKS, CCP POSTAL-GIRO ACCOUNTS PAYABLES TO CREDIT INSTITUTIONS - SIGHT - TERM CUSTOMERS’ CREDIT BALANCES REGULATED SAVINGS ACCOUNTS - SIGHT - TERM OTHER DEBT - SIGHT - TERM LIABILITIES IN THE FORM OF SECURITIES ISSUED - SHORT-TERM LOAN NOTES - INTERBANK SECURITIES AND NEGOTIABLE DEBT SECURITIES - BONDS ISSUED - OTHER LIABILITIES IN THE FORM OF SECURITIES ISSUED OTHER LIABILITIES ACCRUAL ACCOUNTS PROVISIONS FOR CONTINGENCIES AND LOSSES SUBORDINATED DEBT GENERAL BANKING RISK RESERVE EQUITY CAPITAL EXCLUDING GENERAL BANKING RISK RESERVE - CAPITAL SUBSCRIBED - SHARE PREMIUM ACCOUNT - RESERVES - REVALUATION RESERVE - REGULATED PROVISIONS AND INVESTMENT GRANTS - BALANCE OF RETAINED EARNINGS (+/-) - RESULT PENDING APPROVAL - NET INCOME/LOSS FOR THE YEAR (+/-) TOTAL LIABILITIES - - 25,069 21,351 8,104,272 7,635,097 448,873 350,033 1,306 24,500 OFF-BALANCE-SHEET STATEMENT COMMITMENTS RECEIVED FINANCING COMMITMENTS COMMITMENTS RECEIVED FROM CREDIT INSTITUTIONS GUARANTEE COMMITMENTS COMMITMENTS RECEIVED FROM CREDIT INSTITUTIONS COMMITMENTS RELATING TO SECURITIES SECURITIES SOLD ON REPO OTHER COMMITMENTS RECEIVED 29 PUBLISHED INCOME STATEMENT PERIOD FROM 1 JANUARY TO 31 DECEMBER 2005 (EUROS 000) FINANCIAL YEAR 31/12/2005 FINANCIAL YEAR 31/12/2004 INCOME AND EXPENSES FROM BANKING OPERATIONS INTEREST RECEIVED AND SIMILAR INCOME INTEREST AND SIMILAR INCOME ON OPERATIONS WITH CREDIT INSTITUTIONS INTEREST AND SIMILAR INCOME ON OPERATIONS WITH CUSTOMERS INTEREST AND SIMILAR INCOME ON BONDS : + + 165,181 132,657 105 AND OTHER FIXED-INCOME SECURITIES OTHER INTEREST RECEIVED AND SIMILAR INCOME INTEREST PAID AND SIMILAR EXPENSES INTEREST PAID AND SIMILAR EXPENSES ON OPERATIONS WITH CREDIT INSTITUTIONS INTEREST PAID AND SIMILAR EXPENSES ON OPERATIONS WITH CUSTOMERS INTEREST PAID AND SIMILAR EXPENSES ON BONDS AND OTHER FIXED-INCOME SECURITIES OTHER INTEREST PAID AND SIMILAR EXPENSES 347,652 49,709 - 226,883 33,006 306,229 59,385 156,916 89,910 19 - 193,357 38,084 36,258 26,209 146,541 119,204 11,077 9,859 INCOME FROM FINANCE-LEASING OPERATIONS AND PURCHASE-OPTION RENTAL OPERATIONS EXPENSES ON FINANCE-LEASING OPERATIONS AND PURCHASE-OPTION RENTAL OPERATIONS INCOME FROM OUTRIGHT RENTAL OPERATIONS EXPENSES ON OUTRIGHT RENTAL OPERATIONS 30 INCOME FROM VARIABLE-INCOME SECURITIES + 12,518 + 8,877 COMMISSION INCOME + 55,074 + 53,133 COMMISSION EXPENSES - 18,729 - 18,879 TRADING-PORTFOLIO GAINS OR LOSSES NET GAIN/LOSS ON OPERATIONS IN TRADED SECURITIES NET GAIN/LOSS ON FOREIGN-EXCHANGE OPERATIONS NET GAIN/LOSS ON TRANSACTIONS IN DERIVATIVE FINANCIAL INSTRUMENTS 2,705 816 659 1,230 1,376 82 124 1,169 GAINS OR LOSSES ON PORTFOLIO-INVESTMENT AND SIMILAR TRANSACTIONS 7,444 6,299 C R É D I T C O O P É R A T I F COMPTE DE RÉSULTAT PUBLIABLE PÉRIODE DU 1 ER JANVIER AU 31 DÉCEMBRE 2002 (EUROS 000) FINANCIAL YEAR 31/12/2005 OTHER INCOME FROM BANKING OPERATIONS + IINCOME FROM REAL-ESTATE DEVELOPMENTS OTHER INCOME OTHER BANK OPERATING EXPENSES EXPENSES ON REAL-ESTATE DEVELOPMENTS OTHER EXPENSES 303 FINANCIAL YEAR 31/12/2004 + 98 1 - NET BANKING INCOME 303 97 199 166 199 166 179,887 163,610 GENERAL OPERATING EXPENSES STAFF EXPENSES OTHER ADMINISTRATIVE EXPENSES - 135,372 84,107 51,264 - 121,921 77,197 44,723 DEPRECIATION, AMORTISATION AND PROVISIONS ON INTANGIBLE AND TANGIBLE FIXED ASSETS - 823 - 881 - 43,693 10,822 - 40,808 10,285 GROSS OPERATING PROFIT COST OF RISK NET OPERATING INCOME GAINS OR LOSSES ON INVESTMENTS IN CAPITAL ASSETS GAINS OR LOSSES ON INTANGIBLE AND TANGIBLE FIXED ASSETS GAINS OR LOSSES ON LONG-TERM FINANCIAL ASSETS PROFIT BEFORE TAX ON ORDINARY OPERATIONS 32,871 30,524 2,954 1,801 2,954 1,801 35,824 32,325 NET EXTRAORDINARY INCOME/LOSS - 467 CORPORATION TAX - 7,996 - 7,173 APPROPRIATIONS TO/REVERSALS FROM GENERAL BANKING RISK RESERVES AND REGULATED PROVISIONS APPROPRIATIONS TO/REVERSALS FROM GENERAL BANKING RISK RESERVES APPROPRIATIONS TO/REVERSALS FROM REGULATED PROVISIONS - 2,759 2,304 455 - 3,335 NET INCOME/LOSS FOR THE YEAR 25,069 240 21,351 31 NOTES TO THE FINANCIAL STATEMENTS FINANCIAL YEAR 2005 Crédit Coopératif, a société coopérative anonyme de Banque Populaire à capital variable, a people’s bank in the form of a cooperative public limited company with variable capital, includes within its consolidation scope the credit institutions that have signed an association agreement and its subsidiaries and non-banking interests. The application of these assessment rules, with the exception of the “corridor” method, to long-service awards, combined with a correction of dates on which individuals entered working life, resulted in an increase in opening shareholders’ equity of 342,000 euros. 2. Currency conversion of operations I - ACCOUNTING PRINCIPLES AND METHODS The annual financial statements are drawn up in accordance with the regulations applicable to credit institutions and in compliance with the generally-accepted French accounting principles. The rules for publication of financial statements have been applied in accordance with regulation 2000-03 of the Comité de la Réglementation Comptable (French accounting regulation committee). All assets, liabilities and off-balance-sheet commitments denominated in currencies are converted at the official exchange rate at the yearend date. Unrealised or final foreign-exchange gains and losses are posted to income. Foreign-currency expenses and income paid or received are recorded at the rate prevailing on the transaction date, whereas expenses and income that are accrued but not paid or received are converted at the exchange-rate prevailing at the year-end date. 3. ASSETS balance sheet • Customer loans 1. Changes in accounting methods in 2005 - CRC regulation no. 2002-03 concerning credit risk requires, as of 1 January 2005, provisions for doubtful debts and doubtful compromised debt taking updates of future expected flows into consideration. On 1 January, the effect of this new method was a reduction in shareholders’ equity of 1,640,000 euros. - CRC regulation no. 2004-06 concerning the definition, accounting and evaluation of assets came into force on 1 January 2005. This text allows for certain acquisition costs, such as transfer costs, fees or legal fees as well IT development costs to be capitalised as assets or recorded as expenses. The Crédit Coopératif group has decided to capitalise acquisition costs and IT development costs, with no impact on the shareholders’ equity of the Crédit Coopératif at 1 January 2005 due to the fact that no costs of this nature existed to be processed on this date. - CRC regulation no. 2002-10 concerning the amortisation and depreciation of assets, amended by the CRC regulation no. 2003-07, came into force on 1 January 2005. This text requires capital assets to be recorded by component and written off based on their useful life. The impact of this new method on capital at 1 January 2005 was a reduction of 688,000 euros. There was no requirement for provision for future taxation since the fiscal impact which is spread over 5 years (in line with notification 2005-D of the emergency committee) is in addition to the tax deduction. Leaseholds are written off over the residual duration of the lease. - The Crédit Coopératif implemented CRC recommendation 2003-R01 concerning labour commitments with effect from 1 January. This text recommends recording commitments for pensions and similar items in the balance sheet and sets out the assessment rules. At the Crédit Coopératif, provisions have been made for commitments relating to retirement benefits since 1999. The implementation of recommendation 2003-R01 involved amending the update rate (long-term rate, including inflation, the previous rate being net of inflation), and consequently the salary progression rate, then practicing the socalled “corridor” method. The application of these new rules for calculating retirement benefits resulted in a deduction of 270,000 euros from opening shareholders’ equity. 32 Customer loans are entered in the balance sheet at their nominal value. Accrued interest on receivables is posted under counterpart relatedreceivables accounts to the related income-statement items. • Doubtful debts and provisions CRC regulation no. 2002-03 concerning the accounting treatment of credit risk determines the classification of doubtful debts in the balance sheet and the accounting treatment of restructured debts. Debt classification Healthy debt: debts are classed as healthy debt when they correspond to a normal commercial relationship, excluding all ascertained credit risk. Restructured debt: debit is restructured either on market terms, or on non-market terms when the renegotiated rate is lower than market terms prevailing at the date of restructuring. In these circumstances, restructured debts are identified in a special category of healthy debt. A discount is calculated on such debts, representing the present value of the future interest differential. This discount is deducted from assets and charged to income. It is written to the income statement under the interest margin, using an actuarial method according to the term of the loan. The Crédit Coopératif has not recorded any restructured loans on nonmarket terms. Doubtful debts: debts are classed as doubtful when, even though they are secured, they present a credit risk ascertained by the occurrence of one of the following situations: • one or more unpaid accounts for not less than three months • a worsening in the financial situation of the counterparty • the existence of disputes or litigation between the institution and the counterparty Compromised doubtful debts: debts specifically identified from among doubtful debts where the solvency of a counterparty is in a state such that after classification for a reasonable period among doubtful debts, no reclassification as healthy debt can any longer be foreseen. C Segmentation of doubtful debt The segmentation of doubtful debt and compromised doubtful debt is performed on the same basis as for overall gross amounts of debt outstanding, by counterparty type: non-financial companies, sole traders, individuals, government and non-government administration, other customer segments. R É D I T C O O P É R A T I F These provisions for loss are calculated after individual analysis of each of the doubtful cases and are determined at quarterly intervals. Provisions for risk are recorded as liabilities in the balance sheet for unallocated customer risks and for off-balance-sheet commitments. The future cash-flow discounting method has been applied since 1 January 2005. Interest on recorded doubtful debt is fully provisioned; interest on compromised doubtful debt is no longer recorded in the accounts. Rules governing doubtful debt In general, doubtful debt is identified by means of attributes, and compromised doubtful debts are recorded in special accounts. Classification as doubtful debt or as compromised doubtful debt has a knock-on effect, with the classification on the same footing of the whole of the outstanding debt and commitments relating to the counterparty concerned, notwithstanding the existence of a security or guarantee. This rule concerns neither debt affected by isolated disputes unrelated to any insolvency of the counterparty, nor the credit risk dependent upon the solvency of a third party and not upon that of the counterparty itself. Where the counterparty belongs to a group, the institution examines the implications of such failure to pay for the customer group, and determines whether to class as doubtful debt all or part of the outstanding debt relating to the legal entities forming such customer group. Regrading as healthy debt reflects the resumption of normal trading relations, which is observed when regular payments are resumed of the amounts corresponding to contractual instalments. Where, after regrading as healthy debt, the debtor fails to keep up the payments at the set dates, the outstanding debt is immediately downgraded to compromised doubtful debt. A debt classed as a doubtful debt is graded as a compromised doubtful debt at the elapse of one year, unless there are good grounds for maintaining the debt as merely doubtful. Where the debt becomes ascertainably bad, the debt is written off as a loss, regardless of whether any provision has previously been set aside for it. Accounting for hedging instruments Hedging mechanisms arise from the following: - a short-term credit policy stance favouring back-to-back financing (trade discount and trade debt assignment), - effective implementation of second-level auditing, performed by the commitments management department - partnerships with insurance companies to pool signature commitment risks or mutual-society partnerships pooling mediumand long-term credit risks - selection of collateral security (mortgage charges, fixed and floating charges, pledges, etc.) or even securities given by local government authorities. • Securities portfolio Securities are classified according to their nature – government stock, bonds and other fixed-income securities, equities and other variable income securities – and their purpose – for trading, short-term investment, portfolio activity, long-term investment, investment in subsidiaries, shares in affiliates – determined according to the intention for which they are held. Trading securities Acquired with the intention of being resold within a maximum of six months, these are recorded at the time at their acquisition cost. At the year-end date, they are valued at their market value, and any unrealised gains and losses are written to income. Short-term investment securities These securities are purchased with the intention of holding for longer than six months, excluding securities classed as long-term investments. Recorded at the time of purchase for their acquisition price excluding costs, short-term investment securities are valued at the year-end at stock-market price for listed securities, and on the basis of their probable trade value for unquoted securities, while only unrealised capital losses are covered by a provision for loss. Long-term investment securities These are fixed-income securities that are acquired with the intention of holding them until maturity, and that are hedged for interest rate or liquidity. They are recorded at the time of purchase for their acquisition cost, and any difference between the acquisition cost and redemption value is written to income in stages over the residual maturity of the securities. No unrealised losses or gains are recorded at the year-end. Portfolio-activity securities This category covers venture-capital securities held with the purpose of securing a medium-term capital gain without influencing the management of the issuer companies. Acquired net of costs, these securities are valued at the year-end at their fair value to the institution. Unrealised gains are not recorded, while unrealised losses are covered by provisions for loss. Investments in subsidiaries and shares in affiliates Provisioning rules Doubtful-debt provisions are set aside on doubtful debts or for risks, for the amount of probable losses and taking into account any securities in favour of the bank. These are securities of which the durable possession is considered conducive to the activity of the institution. They are recorded net of costs at their purchase price and valued at the year-end at their fair value to the institution. Unrealised gains are not recorded, while unrealised losses are covered by provisions for loss. 33 • Assets Intangible assets and fixed assets. The CRC has issued a regulation (CRC 2002-10) which came into effect for individual financial statements from 1 January 2005, for both intangible and fixed assets. Regulation 2004-06 on the definition and valuation of assets also came into effect on 1 January 2005. - Operating capital assets Gross amounts of debt outstanding are broken down into components, which are based on the different periods of useful life of each of the separate elements making up a single asset. Borrowing costs are not considered in the calculation of the gross value of assets. The useful life periods used by the Crédit Coopératif are as follows: Component Useful life Land ................................................................................................................................NA Non destroyable facades ......................................................................................NA Facades/covers/sealing ........................................................................20-40 years Foundations / frameworks ................................................................30- 60 years Roughcasting............................................................................................10-20 years Technical equipment ............................................................................10-20 years Interior decoration....................................................................................8-15 years Components are written down on the basis of their gross value less the residual value and on their useful life. The residual value is defined as the current value of the asset of the end of its probable period of use. The residual value of components other than land and non-destroyable facades is deemed to be zero. The component-based approach is not applied to movable assets which are written down on the basis of the periods of useful life set out below: Asset Useful life Furniture and office equipment ......................................................5 to10 years Transportation equipment............................................................................5 years • Provisions are made for liability relating to labour according to CRC recommendation 2003 R 01 The provision recorded in the balance sheet corresponds to: - the actuarial value of pension commitments and similar benefits for employed staff - less the market value of the assets used to cover the commitments - less or plus any actuarial differences resulting from: • differences in experience relating to demographic variables • changes in actuarial hypotheses (update rate, exit rate, salary progression rate) • differences observed between the actual return and expected return in asset coverage plans. The main actuarial hypotheses at 31 December 2005 were as follows: - for retirement gratuities, the update rate used is 3.38% with an expected rate of return of 3.90% - the update rate for long-service awards is 3.38% The corridor method is applied to retirement commitments and related commitments. The evaluation of retirement gratuities has been affected by the Ministerial Order of 18 July 2005 which allows an employer to arrange the retirement of an employee without charges. This effect is analysed as a change in the system to be written down over the residual life of the acquisition of the rights from July 2005. The average rate of an institution’s employer’s contributions for longservice awards is 60.26% • General banking risk reserve This reserve, which is linked with equity capital, records the following: - the appropriation to the regional solidarity fund instituted as part of the guarantee system for the Banques Populaires network - the appropriation to cover general risks - Non-operating assets The component method is also applied. - Intangible assets Leaseholds are written down linearly on the basis of the residual life of the lease and where required are depreciated on the basis of their market value. Goodwill is not written down but it is depreciated. Previously recorded write downs are retained since it is no longer possible (in view of the age) to determine the resources provided by the goodwill in question. 4. LIABILITIES balance sheet • Bond issues The costs relating to the issue of bonds are written down on a straightline basis over the maturity period of the issues; premiums are also written down in equal amounts over the term of the issues, regardless of the repayment intervals. 34 5. Off balance sheet • Derivative financial instruments Hedging and dealing operations in interest-rate, foreign-exchange or equities future financial instruments are recorded in the accounts in accordance with CRBF (French banking regulation committee) regulations 90.15 and 92.04. The nominal commitments entered in the offbalance-sheet statement attest to the volume of trade in progress while not reflecting the counterpart risk or the market risk. The expenses and income relating to hedging operations are posted to income on the counterpart side to the entries for expenses and income for the assets hedged; for interest-rate futures, items are recorded on the same line heading as for the expenses and income of the assets hedged. Expenses and income from global interest-risk hedging operations are posted to the income statement pro rata temporis. C II - INFORMATION ON THE ITEMS IN THE BALANCE SHEET, OFF-BALANCE SHEET STATEMENT AND INCOME STATEMENT R É D I T C O O P É R A T I F III – OTHER INFORMATION 1. Staff In the 2005 financial year, the average number of employees rose to: • BALANCE SHEET ..............................................................(notes 1 to 34). - Staff...........................................................................................................................624 - Management ..........................................................................................................711 • OFF-BALANCE-SHEET STATEMENT ....(notes 35 to 39). Total ..........................................................................................................................1,335 • INCOME STATEMENT..............................................(notes 40 to 46). 2. Remuneration, advances, loans and commitments for Administrative and Executive bodies - Total amount of remuneration and commitments for pensions allocated for the 2005 financial year • to Administrative bodies ...................... ...................................257,000 euros • to Executive bodies..................................................................1,060,000 euros - The total amount of advances and loans granted in 2005 • to Administrative bodies .................................................... 1,360,000 euros • to Executive bodies........................................................................78,000 euros 3. Commitments guaranteeing the liquidity and solvency of the Banques Populaires The system for guaranteeing the liquidity and solvency of the Banques Populaires network was laid down by a general decision of the Banque Fédérale des Banques Populaires, as central body, pursuant to Articles L. 511-30, L. 511-31, L. 511-32 and L. 512-12 of the Monetary and Financial Code. This guarantee system relies on the whole of the equity capital of the network-member institutions through an internal mutual-support mechanism. The Banque Fédérale resorts to the network’s mutual support by calling on the banques populaires to provide the necessary financial support, within the limit of their equity capital. The equity capital of the Banque Fédérale is relied-on, in the last resort, to support the liquidity and solvency of the banques populaires. Under this internal mutual-support mechanism, a first line of mutual support is instituted. The first constituent of this line is the Federal solidarity fund, which is included in the general banking risk reserve of the Banque Fédérale. Its other constituents are the regional solidarity funds, which are included in the general banking risk reserves of the banques populaires. These regional funds are supplied every year with 10% of the net income earned by the banques populaires before depreciation and distribution, and as adjusted for corporation tax. The banques populaires cannot have disposal of those funds without the permission of the Banque Fédérale. It should be recalled, moreover, that the institutions in the banques populaires network are members of the Deposit Guarantee Fund instituted by law, of which all approved credit institutions in France are members. 35 ANNEXE No. 1 (EUROS 000) CENTRAL BANK, CCP POSTAL GIRO A/CS, GOVERNMENT STOCK AND INTERBANK RECEIVABLES 31/12/2005 31/12/2004 – Cash, central banks, CCP postal-giro a/cs Government stock and similar securities Receivables from credit institutions - sight - term - net doubtful debts - provisions for country risks - Unposted items - Related debts 72,601 518,663 1,548,969 559,209 980,897 10 107,341 448,692 1,908,247 663,783 1,234,040 10 8,853 10,414 TOTAL 2,140,233 2,464,280 *of which associated companies *of which Banque Populaire network 1,548,969 35,722 1,104,048 300,190 ANNEXE No. 2 BREAKDOWN BY RESIDUAL MATURITY (EUROS 000) < 3 months 3 months <D< 1 year 1 year <D<5 years >5 years Not broken down Total at maturity ASSETS - Receivables from Credit Institutions - Receivables from customers - Finance leasing receivables - Bonds and other fixed-income securities TOTAL 360,071 480,513 108,203 345,815 450,701 1,272,541 568,815 1,045,398 634,185 441,814 459,699 190,972 1,474,769 895,832 2,182,941 1,805,185 233,835 479,145 758,621 92,705 343,242 374, 407 19,056 235,381 52,618 806,909 75,735 829,410 1,170,643 60 15 1,487,850 3,144,282 1,726,670 75 6,358,802 232,546 20,219 554,458 77,000 22,868 794,467 895,224 2,494,395 194,659 884,223 22,868 4,378,745 LIABILITIES - Payables to credit institutions - Customers’ credit balances - Liabilities in the form of securities issued - Subordinated loans TOTAL 36 1,471,601 C R É D I T C O O P ANNEXE No. 3 R A T I F (EUROS 000) 31/12/2005 DETAILS OF GOVERNMENT STOCK É Trade 31/12/2004 Short-term Long-term investment investment Total Short-term Long-term investment investment Trade Total Gross amounts Provision for loss Related receivables 506,956 506,956 439,960 439,960 11,707 11,707 8,732 8,732 TOTAL 518,663 518,663 448,692 448,692 ANNEXE No. 4 (EUROS 000) 31/12/2005 31/12/2004 HEALTHY INTERBANK DEBTS Sight Term Accounts and loans Financial loans Values received on repo Securities received on repo Fixed-term subordinate loans Indefinite subordinate loans 559,209 737,274 1,296,483 234,710 TOTAL 559,209 Total Sight 663,783 Term Total 1,004,183 1,667,966 234,710 221,428 221,428 8,853 60 8,853 60 8,369 60 8,369 60 980,897 1,540,106 1,234,040 1,897,823 663,783 ANNEXE No. 5 (EUROS 000) 31/12/2005 31/12/2004 OPERATIONS WITH CUSTOMERS – ASSETS - Overdrafts on current accounts - Trade credit - Other loans to customers - Related receivables and unposted items - Net doubtful debts - Provisions for country risk 268,178 271,013 2,873,269 20,118 66,179 235,069 216,201 2,521,681 18,902 65,806 TOTAL 3,498,757 3,057,659 ANNEXE No. 6 (EUROS 000) 31/12/2005 31/12/2004 OTHER LOANS TO CUSTOMERS - DETAILS – Export credit facilities - Liquidity and consumer credit facilities - Capital-equipment investment credit - Housing loans - Other customer loans - Securities received on reverse repo - Stocks received on reverse repo - Subordinated loans 5,182 151,802 2,374,200 280,031 36 4,540 153,798 2 081,098 224,368 17,788 59,280 2,738 35,000 5,089 TOTAL 2,873,269 2,521,681 37 ANNEXE No.7 (EUROS 000) 31/12/2005 BREAKDOWN OF LOANS BY ECONOMIC TRANSACTOR Credit institutes Operations with credit institutes 1,548,969 Operations with customers and financial leasing Healthy debt Doubtful debt Loss on doubtful debt Non- financial companies Sole traders Individuals Non-government administration Government agencies and social security Other Total 1,548,969 2,009,226 82,079 -46,018 Of which - Subordinated loans - Doubtful subordinated loans 29,514 8,984 -5,037 327,720 11,927 -6,687 946,689 44,569 -24,987 23,340 2,972 -1,666 577 36,801 98 -55 3,373,290 150,629 -84,450 2,169 2,746 214 1,753,727 - Provision for doubtful subordinated loans - Financial leasing loans - Doubtful financial leasing loans - Provision for doubtful financial leasing loans Provision for financial leasing loans Operations on securities Debts on fixed income securities - Doubtful debts on securities - Provisions on doubtful securities loans 1,436,923 136,999 179,591 31/12/2004 Credit institutes Operations with credit institutes Doubtful debt Loss on doubtful debt Of which - Subordinated loans - Doubtful subordinated loans - Provision for doubtful subordinated loans - Financial leasing loans - Doubtful financial leasing loans - Provision for doubtful financial leasing loans - Provision for financial leasing loans 38 Sole traders Individuals Non-government administration Government agencies and social security Other 1,908,248 Operations with customers and financial leasing Healthy debt Operations on securities Debts on fixed income securities - Doubtful debts on securities - Provisions on doubtful securities loans Non- financial companies 1,283,361 Total 1,908,248 1,728,603 17,590 287,721 860,917 24,029 37,991 2,956,851 71,251 8,058 14,057 49,748 3,533 146,647 -39,278 -4,442 -7,749 -27,424 -1,948 -80,841 5,100 5,100 189,008 1,472,369 C R É D I T C O O ANNEXE No. 8 SECURITIES PORTFOLIO P É R A T I F (EUROS 000) 31/12/2005 Trade Short-term investment Long-term investment 31/12/2004 Bearer share securities Total Trade Bearer share securities Short-term investment Long-term investment 22,822 1,454,181 1,478,544 -1,356 -2 -1,358 21,466 1,454,179 1,477,186 Total Bonds and similar Gross values 2,930 Provision for loss Net values 2,930 40,022 1,713,942 1,756,894 -3,166 -1 -3,167 36,856 1,713,941 1,753,727 1,541 1,541 Shares and similar Gross amounts 273,981 5,748 279,729 256,796 6,912 263,708 Provision for loss Net values -1,270 272,711 -1,334 4,414 -2,604 277,125 -2,983 253,813 -1,214 5,698 -4,197 259,511 5,698 1,736,697 TOTAL 2,930 309,567 1,713,941 4,414 2,030,852 1,541 275,279 1,454,179 ANNEXE No. 9 BONDS AND OTHER FIXED-INCOME SECURITIES Gross values Quoted securities - issued by public bodies - other issuers (EUROS 000) 31/12/2005 Short-term Trading investment Securities held to securities securities maturity 2,930 Unquoted securities - issued by public bodies - other issuers 31,162 Loaned securities Borrowed securities Doubtful debts Related debts Sub-total of gross values Of which subordinated securities 254 2,930 Depreciation and provisions Depreciation on doubtful debts Depreciation Country risk provisions Provisions subtotal TOTAL 8,606 2,930 40,022 13,150 Total 178,347 178,347 1,076,698 1,088,234 428,927 460,089 29,969 30,223 1,713,942 1,756,894 4,727 17,877 Trading securities 1,541 1,541 31/12/2004 Short-term Securities investment held to securities maturity Total 1,542 945,070 948,153 21,215 490,898 512,113 65 18,211 18,276 22,822 1,454,181 4,582 4,727 1,478,542 9,309 -3,166 -1 -3,167 -1,356 -2 -1,358 -3,166 -1 -3,167 -1,356 -2 -1 358 21,466 1,454,179 1,477,186 36,856 1,713,941 1,753,727 1,541 39 ANNEXE No. 10 (EUROS 000) 31/12/2005 EQUITIES AND OTHER VARIABLE-INCOME SECURITIES Trading securities Gross values - Quoted securities capitalization UCITs Other UCITs Other securities Short-term investment securities Bearer share securities 264 - Unquoted securities capitalization UCITs Other UCITs Other securities - Related receivables Sub-total gross values TOTAL Trading securities Bearer share securities 1,651 273,717 5,748 255,145 5,748 279,729 5,748 Losses On quoted securities On unquoted securities On own shares Provisions subtotal Total 264 273,717 273,981 31/12/2004 Short-term investment securities 1,651 6,912 255,145 6,912 256,796 6,912 263,708 -110 -1,159 -1,334 -110 -2,493 -1,308 -1,674 -1,214 -1,308 -2,888 -1,270 -1,334 -2,604 -2,983 -1,214 -4,197 4,414 277,125 253,813 5,698 259,511 272,711 ANNEXE No. 11 CHANGES IN SECURITIES HELD TO MATURITY Government stock Gross value Total (EUROS 000) 2004 Purchases Disposals Redemptions 439,960 136,670 -65,000 1,454,181 3,856,924 -3,596,877 Conversion Premium/ discount Transfers Global regrading Other items -4,674 2005 506,956 Results of disposals Bonds and other fixed-income securities Gross value 40 121 -12,164 11,757 1,713,942 C R É D I T C O O P ANNEXE No. 12 É R A T F (EUROS 000) 31/12/2005 EQUITY INVESTMENTS AND SHARES IN AFFILIATE UNDERTAKINGS, OTHER SECURITIES HELD LONG-TERM 31/12/2004 GROSS FINANCIAL ASSETS DEPRECIATION 250,792 -1,646 232,651 -4,629 NET FINANCIAL ASSETS 249,146 228,022 -1,348 -501 247,798 227,521 CURRENCY TRANSLATION DIFFERENCES RELATED DEBTS AND OTHERS TOTAL ANNEXE No. 13 CHANGES IN INVESTMENTS IN SUBSIDIARIES I (EUROS 000) 31/12/04 Increase Reductions Conversions Other changes 31/12/05 Gross values Investments in subsidiaries and other securities held long-term Shares in affiliate undertakings Shares in real-estate investment trusts 76,501 9,311 156,111 39 8,645 78 Sub-total 232,651 18,034 -740 -4,630 1 -403 -10 3,397 -4,629 -413 3,397 228,022 17,621 2,657 Provision for loss Investments in subsidiaries and other securities held long-term Shares in affiliate undertakings Shares in real-estate investment trusts Sub-total Net financial assets -740 847 -10,413 75,506 10,413 175,169 117 847 250,792 847 -1 -1,636 -10 -1 -1,646 -1 249,146 ANNEXE No. 14 INTANGIBLE ASSETS AND FIXED ASSETS - Assets used for operations - Intangible assets - Fixed assets Sub-total Non-operating assets TOTAL (EUROS 000) 31/12/2005 Gross values Amortisation 6,396 32,160 38,556 -4,592 -11,629 -16,221 535 -242 39,091 -16,463 31/12/2004 Depreciation -407 -407 -407 Net values Gross values Amortisation 1,397 20,531 21,928 6,396 31,754 38,150 -4,182 -10,871 -15,053 293 480 -159 22,221 38,630 -15,212 Depreciation Net values -407 1,807 20,883 22,690 -407 321 -407 23,011 41 ANNEXE No. 15 CHANGES IN ASSETS USED FOR OPERATIONS AND NON-OPERATING ASSETS Gross values Intangible operating assets Leaseholds and goodwill Software (’EUROS 000) 2004 Increases Reductions Other 2005 4,999 4,999 Other 1,397 1,397 Sub-total 6,396 6,396 Tangible operating assets Land Buildings Shares in SCI Other 1,825 8,083 12,509 9,337 679 424 -247 -11 8,702 -395 -8,746 1,814 17,217 12,933 196 -642 -55 55 32,160 535 Sub-total Non-operating assets Amortisation and depreciation Intangible operating assets Leaseholds and goodwill Software 31,754 480 1,103 -4,589 -2 -408 -4,999 Other Fixed operating assets Land Buildings Other -4,589 -2 -408 -4,999 -3,856 -7,015 -800 -12 247 12 -7,049 6,844 -11,458 -171 -10,871 -812 259 -205 -11,629 -159 -8 -75 -242 Non-operating assets ANNEXE No. 16 FIXED OPERATING ASSETS BREAKDOWN OF BUILDINGS (EUROS 000) 31/12/2005 Gross values Amortisation and depreciation Buildings Non-destroyable frontages Frontages/covers/sealing Foundations/frameworks Roughcasting Technical equipment Internal fittings 366 928 2,945 -404 -960 366 524 1,985 2,197 10,781 -1,277 -8,817 920 1,964 TOTAL 17,217 -11,458 5,759 ANNEXE No. 17 ACCRUAL ACCOUNTS AND MISCELLANEOUS ASSETS 42 Net values (EUROS 000) 31/12/2005 31/12/2004 Other assets and miscellaneous employments of funds Accrual accounts 46,391 118,019 22,470 103,457 TOTAL 164,410 125,927 C R É D I T C ANNEXE No. 18 OTHER ASSETS AND MISCELLANEOUS E M P L OY M E N T S O F F U N D S Options instruments purchased Settlements of transactions in securities Real-estate development Other stocks and miscellaneous employments of funds Sundry debtors Doubtful debts, net Related receivables TOTAL Collection accounts Adjustment accounts Variance accounts Potential losses on unmatured futures hedging contracts Potential losses on matured futures hedging contracts Prepayments Deferred income Issue premiums pending deferral Other deferred charges Other accrual accounts TOTAL 31/12/2005 Central banks, CCP postal-giro a/cs Deposits taken and borrowings - sight - term Other amounts payable Associated amounts payable TOTAL of which associate companies of which Banque Populaire network P É R A T I F 31/12/2004 770 9,280 553 916 36,293 21,001 48 46,391 22,470 (EUROS 000) 31/12/2005 31/12/2004 48,187 139 41,942 2,894 4,207 38,855 3,597 3,583 2,200 33,676 4,256 20,140 17,800 118,019 103,457 ANNEXE No. 20 CENTRAL BANK, CCP POSTAL GIRO ACCOUNTS AND DEBTS TO CREDIT INSTITUTES O (EUROS 000) ANNEXE No. 19 ACCRUAL ACCOUNTS (ASSETS) O (EUROS 000) 31/12/2005 31/12/2004 262,652 794,467 282,245 984,963 6,494 7,984 1,063,613 1,275,192 564,487 190,783 531,700 187,997 43 ANNEXE No. 21 DETAILS OF INTERBANKING RESOURCES (EUROS 000) 31/12/2005 Sight Current accounts in credit Deposits taken and borrowings Securities delivered on repo Stocks delivered on repo 262,652 TOTAL 262,652 Term 31/12/2004 Total Sight Term 262,652 664 361 282,245 664,361 130,106 130,106 794,467 1,057,119 282,245 Total 630,540 282,245 630,540 354,423 354,423 984,963 1,267,208 ANNEXE No. 22 (EUROS 000) 31/12/2005 OPERATIONS WITH CUSTOMERS – LIABILITIES 31/12/2004 Deposits and borrowings • sight • term 2,655,750 895,224 2,415,138 439,918 42,287 10,782 37,925 7,805 3,604,043 2,900,786 Deposits and guarantees Other amounts payable Related accounts payable TOTAL ANNEXE No. 23 CUSTOMER ACCOUNTS – DETAILS OF LIABILITIES (EUROS 000) 31/12/2005 Sight Specially-regulated savings accounts Deposits and borrowings Borrowings from financial customers Securities delivered on repo Securities delivered on repo 625,839 2,029,911 TOTAL 2,655,750 Term 31/12/2004 Total 121,783 309,902 100 747,622 2,339,813 100 463,439 463,439 895,224 3,550,974 Sight Term 531,461 1,883,677 2,415,138 114,278 270,540 645,739 2 154,217 55,100 55,100 439,918 2,855,056 ANNEXE No. 24 DEBTS IN THE FORM OF A SECURITY 44 Total (EUROS 000) 31/12/2005 31/12/2004 Short-term loan notes and savings bonds Interbank market securities Negotiable debt securities - of which: -subscribed by credit institutions - of which: - subscribed by financial customers - of which: - subscribed by customers Bonds issued Other liabilities in the form of securities issued Related accounts payable 20,138 15,495 1,982,371 887,540 329,729 765,102 491,886 2,034,769 426,199 786,331 822,239 515,746 42,788 41,475 TOTAL 2,537,183 2,607,485 C R É D I T C ANNEXE No. 25 ACCRUED CHARGES & MISCELLANEOUS LIABILITIES O O P É R A T 31/12/2005 31/12/2004 70,382 118,907 77,329 144,077 TOTAL 189,290 221,406 ANNEXE No. 26 Options instruments sold Settlements of transactions in securities Deferred-tax liabilities Liabilities on securities Uncalled amount on securities not fully paid Sundry creditors Investment grant Allocated government stocks Related accounts payable TOTAL (EUROS 000) 31/12/2005 31/12/2004 177 628 204 2,385 3,957 65,621 1,285 73,455 1,785 2,136 72,168 79,465 ANNEXE No. 27 ACCRUAL ACCOUNTS - LIABILITIES Collection accounts Adjustment accounts Variance accounts Potential gains on unmatured futures hedging contracts Potential gains on matured futures hedging contracts Unearned income Accrued charges Other accrual accounts TOTAL F (EUROS 000) Other liabilities Accrual accounts OTHER LIABILITIES I (EUROS 000) 31/12/2005 31/12/2004 38,143 43,287 568 791 5,263 26,030 48,680 913 4,931 21,421 72,957 118,907 144,077 45 ANNEXE No. 28 SUMMARY OF DEPRECIATION AND PROVISIONS (EUROS 000) 2004 Increase Decrease Other change 2005 Provisions written against assets Depreciation for doubtful debts Depreciation for market risks Depreciation for country risks 81,275 10,591 16,685 1,387 -13,900 -5,424 727 1 270 84,787 7,824 TOTAL DEPRECIATION 91,866 18,072 -19,324 1,997 92,611 4,333 -1,082 246 2,467 2 195 373 700 139 -231 -1,676 -72 5,446 373 715 858 7,046 3,407 -2,989 -72 7,392 Provisions for liabilities Provisions for counterpart risks Provisions for depreciation risks Provisions for operating expenses Provisions for labour commitments Exceptional provisions TOTAL PROVISIONS FOR LIABILITIES TOTAL 21,479 -22,313 EFFECT ON RESULT: 834 ANNEXE No. 29 PROVISIONS FOR LIABILITIES Provisions for counterpart risks Provisions for off-balance sheet commitments Provisions for country risks Sector-based provisions Provisions for customer disputes Other customer provisions Provisions for labour commitments CAR Retirement benefits Long-service awards FCR Mutual funds Other (EUROS 000) 2004 Decrease Other change 2005 126 1,430 2,777 505 1,690 -956 1,935 3,511 4,333 2,195 -1,082 5,446 1,312 1,155 139 -1,582 -94 270 -342 858 2,467 139 -1,676 -72 858 Provisions for depreciation risks Portfolio of securities and future financial instruments Financial assets Real-estate development Other assets Provisions for future operating expenses Provisions for taxes and duties Other operating provisions Increase -126 373 373 373 373 33 213 246 700 700 -33 -198 -231 7,046 3,407 -2,989 715 715 Exceptional provisions Provisions for IT restructuring Provisions for exceptional restructuring Other exceptional provisions TOTAL 46 -72 7,392 C R É D I T C O O ANNEXE No. 30 Interbank operations - Doubtful - Compromised doubtful Operations with customers and finance leasing - Doubtful - Compromised doubtful Misc. debtors and securities Doubtful Compromised doubtful TOTAL DOUBTFUL DEBTS - DOUBTFUL - COMPROMISED DOUBTFUL É R A T F Gross values Depreciation 31/12/2004 Net values 10 10 150,629 19,025 131,604 337 -84,450 -8,526 -75,924 -337 337 -337 150,976 19,035 131,941 -84,787 -8,526 -76,261 Gross values Depreciation 10 10 10 10 66,179 10,499 55,680 146,647 21,824 124,823 434 -80,841 -7,797 -73,044 -434 434 -434 147,091 21,834 125,257 -81,275 -7,797 -73,478 66,189 10,509 55,680 Net values 10 10 ANNEXE No. 31 65,806 14,027 51,779 65,816 14,037 51,779 (EUROS 000) 31/12/2005 SUBORDINATED DEBT 31/12/2004 Fixed-term subordinated debt Indefinite term subordinated debt Mutual guarantees extended Related accounts payable 171,791 22,868 17,863 4,080 171,791 22,868 15,961 4,098 TOTAL 216,602 214,718 ANNEXE No. 32 GENERAL BANKING RISK RESERVE I (EUROS 000) 31/12/2005 COVERAGE OF DOUBTFUL DEBTS P (EUROS 000) 2004 Increases Decreases Other changes 2005 General banking risk reserve Regional solidarity fund 10,220 3,096 2,304 10,220 5,400 TOTAL 13,316 2,304 15,620 47 CORPORATE EQUITY CAPITAL ANNEXE No. 33 (EUROS 000) Capital (1) Equity capital at 31/12/03 before allocation Result at 31/12/03 Distribution Equity capital at 31/12/03 after allocation Capital increase Currency translation differences Changes in method Net allocation to regulated provisions Net allocation to general banking risk reserve Other changes Equity capital at 31/12/04 before allocation Result at 31/12/04 Distribution Equity capital at 31/12/04 after allocation Capital increase Currency translation differences Changes in method Net allocation to regulated provisions Net allocation to general banking risk reserve Other changes Equity capital at 31/12/05 before results Result at 31/12/05 Equity capital at 31/12/05 after results Share premium account Reserves and Equity capital Regulated General Revaluation general provisions retained excluding banking risk banking risk and investment reserve earnings reserve reserve grants 190,369 66,106 1,534 51,173 25,737 -4,090 309,182 25,737 -4,090 9,742 318,924 25,737 -4,090 190,369 66,106 1 534 72,820 330,829 9,742 340,571 42,411 42,411 42 411 -183 -183 -240 -1,155 71,482 -1,155 371,662 -183 -240 3,574 -1,155 384,978 21,351 -5,208 21,351 -5,208 87,625 387,805 -240 3,574 232,780 232,780 66,106 66,106 1,294 1,294 58,230 -2 815 456 291,010 291,010 66,106 66,106 1,750 1,750 13,316 21,351 -5,208 13,316 401,121 58,230 58,230 -2,815 456 2,304 -2,815 456 2,304 15,620 459,296 84,810 443,676 25,069 25,069 109,879 468,745 (1) composition of capital at 31/12/2005: 3,262,076 A shares, 10,111,203 B shares, 5,709,315 C shares, all shares with a unit value of 15.25 euros. 48 Equity capital 25,069 15,620 484,365 C R É D I T C O O P É ANNEXE No. 34 R A T I F (EUROS) APPROPRIATION OF EARNINGS AMOUNT Proposed appropriation of earnings Determination of earnings to appropriate - net income for the year - retained earnings - drawing from reserve prescribed by the articles Earnings available for appropriation 25,068,902 2,127,107 27,196,009 Appropriation of available earnings - legal reserve (15% of 25,068,901.66) - reserve prescribed by the articles - special investment reserve - other reserves - dividends on B shares - dividends on C shares - rebate - retained earnings carried forward 3,760,335 10,000,000 189,349 4,056,873 2,319,366 450,000 6,420,086 TOTAL 27,196,009 ANNEXE No. 35 (EUROS 000) 31/12/2005 FINANCING COMMITMENTS Financing commitments made To credit institutes To customers - opening of documentary credits - other openings of confirmed credit facilities - Other commitments TOTAL of which affiliate companies 31/12/2004 128,688 438,344 19,379 413,292 5,673 130,540 318,902 18,470 282,055 18,377 567,032 128,688 449,442 130,540 ANNEXE No. 36 (EUROS 000) 31/12/2005 GUARANTEE COMMITMENTS Guarantee commitments made On behalf of credit institutions - confirmation of openings of documentary credits - other guarantees 31/12/2004 1,657 228 1,429 1,613 435 1,178 On behalf of customers - real-estate guarantees - administrative and fiscal guarantees - other guarantees and deposits - other guarantees given 1,160,318 14,902 31,956 328,432 785,028 1,017,476 14,936 36,967 259,758 705,815 TOTAL 1,161,975 1,019,089 448,873 194,865 350,033 173,808 Guarantee commitments received from credit institutions of which affiliate companies 49 ANNEXE No. 37 (EUROS 000) TRANSACTIONS IN DERIVATIVE FINANCIAL INSTRUMENTS Notional and actual value Firm transactions Transactions on organised markets Interest-rate contracts Exchange rate contracts Financial assets Over-the-counter transactions Forward rate agreements Interest rate swaps Other futures contracts 31/12/2005 Hedging Conditional transactions Operations on organised markets Interest rate operations - bought - sold Foreign exchange options - bought - sold Other options - bought - sold Over-the-counter transactions Interest rate options - bought - sold Foreign exchange options - bought - sold Autres options - bought - sold TOTAL conditional transactions TOTAL financial instruments and forward foreign exchange 50 Total Hedging Other operations Total 100 2,000 2,100 6,100 6,100 9,231 9,331 2,000 9,231 11,331 6,661 12,761 6,661 12,761 2,633,314 40,000 2,673,314 2,841,206 2,841,206 2,633,314 40,000 2,673,314 2,841,206 2,841,206 240,065 215,199 240,065 215,199 30,055 30,055 Forward exchange contracts Foreign exchange swaps - receivable - deliverable Financial swaps - receivable - deliverable Other foreign exchange contracts - receivable - deliverable TOTAL firm transactions Other operations 31/12/2004 2,642,645 4,187 1,552 4,187 1,552 461,003 461,003 503,003 36,369 8,842 222,853 211,379 222,853 211,379 30,055 434,232 464,287 3,145,648 2,884,022 434,232 3,318,254 36,369 8,842 16,222 6,377 16,222 6,377 7,342 8,810 7,342 8,810 45,211 45,211 38,751 38,751 45,211 45,211 38,751 38,751 3,190,859 2,922,773 2,687,856 503,003 434,232 3,357,005 C R É D I T C O O ANNEXE No. 38 P É R A T I F (EUROS 000) CLASSIFICATION OF FORWARD FINANCIAL INSTRUMENTS BY PORTFOLIO Firm transactions Forward rate agreements Interest rate swaps Interest rate and currency swaps Other forward contracts Conditional transactions Interest rate options bought Interest rate options sold 31/12/2005 Micro hedged Macro hedged Open position Trading Total 2,194,335 438,979 40,000 2,673,314 2,194,335 438,979 40,000 2,673,314 36,369 8,842 45,211 TOTAL 2,239,546 36,369 8,842 45,211 438,979 40,000 2,718,525 31/12/2004 Micro hedged Firm transactions Forward rate agreements Interest rate swaps Interest rate and currency swaps Other forward contracts Conditional transactions Interest rate options purchased Interest rate options sold TOTAL Macro hedged Open position Trading 2,841,206 30,055 2,841,206 30,055 2,871,261 2,871,261 16,222 6,377 22,599 16,222 6,377 22,599 2,893,860 2,893,860 ANNEXE No. 39 INFORMATION ON OVER-THE-COUNTER (EUROS 000) TRANSACTIONS Information on derivative instruments Nature of over-the-counter contracts 2005 Contracts On interest-rate Notional amount (of which options instruments) Breakdown by residual maturity - (excl. options instruments sold) < 1 year < 1 year and > 5 years > 5 years Gross replacement cost Positive Negative Potential credit risk of transactions CREDIT RISK OF CONTRACTS TRADED OVER-THE-COUNTER Weighting Positive gross replacement cost Positive net replacement cost Potential credit risk Equivalent credit risk before security Security Equivalent credit risk after security Total On exchange-rate 2,718,526 45,211 459,829 1,456,657 872,281 380,747 458,812 1,017 51,562 19,977 10,073 3,335 4,150 4,639 Credit institutions 20 % 51,561 38,337 12,130 50,467 34,251 16,216 Customers 50 % 3,337 3,337 2,581 5,918 5,918 51 ANNEXE No. 40 (EUROS 000) 2005 INCOME FROM VARIABLE INCOME SECURITIES 2004 Dividends received from short-term investment securities Dividends received from portfolio activity securities Dividends received from investments in subsidiaries and similar investments 12,518 8,877 TOTAL 12,518 8,877 ANNEXE No. 41 RESULTS FOR SHORT-TERM INVESTMENT PORTFOLIO Depreciation Reversals of depreciation Losses from disposals Gains from disposals Other elements TOTAL (IN 000 EUROS) 2005 Short term investment Bearer bond securities -854 2,023 -1,539 8,554 -620 -120 7,564 -120 2004 Total Short term investment Bearer bond securities -974 2,023 -1,539 8,554 -620 -632 214 -128 7,479 -513 -240 118 -872 332 -128 7,479 -513 7,444 6,420 -122 6,298 ANNEXE No. 42 (EUROS 000) 2005 COMMISSIONS Income Expenses 2004 Net Income Expenses Net Cash and interbank transactions Transactions on payment instruments Transactions with customers Transactions in securities Foreign-exchange transactions Off-balance-sheet commitments Financial services provided Consultancy -1,047 -14,721 -2,121 917 17,011 23,071 554 140 -130 2,290 20,950 554 140 -752 -15,526 -1,945 837 16,711 22,527 526 135 85 1,185 20,582 526 135 -840 12,220 1,161 11,380 1,161 -656 11,811 587 11,155 587 TOTAL -18,729 55,074 36,345 -18,879 53,134 34,255 ANNEXE No. 43 GENERAL OPERATING EXPENSES Staff costs Salaries and other emoluments Pension costs and similar expenses Other labour costs Employee profit sharing Employee share-owning incentive scheme Payroll taxes and levies (EUROS 000) 2005 2004 -43,073 -5,823 -25,222 -37,947 -7,605 -22,117 -1,469 -8,520 -1,289 -8,238 “Staff expenses” sub-total -84,107 -77,196 Other operating expenses Taxes and duties Other general operating expenses -3,765 -47,500 -3,536 -41,189 “Other general operating expenses” sub-total -51,265 -44,725 -135,372 -121,921 TOTAL 52 Total C R É D I T C ANNEXE No. 44 O O P É R A T I F (EUROS 000) 2005 PENSION EXPENSES AND SIMILAR COSTS Rights liquidated over the period Rights acquired over the period Financial cost Gross return expected from assets Change in management costs Payment from the period to fund Costs on payments Change in accounting treatment over the period Actuarial differences recorded over the period Other elements Variation recorded in result Actuarial difference on commitments Gross commitment -480 432 346 Net commitment -2,432 -239 38 282 -370 248 592 Actuarial difference/return on assets Other actuarial differences Changes in actuarial differences not recorded Assets hedged 592 -151 -2,912 432 346 -239 38 131 -370 -2,822 -2,574 592 20 20 20 612 Change in method over the period Other elements 1,138 1,138 Other variations not posted 1,138 1,138 53 ANNEXE No. 45 (EUROS 000) 2005 Net reversals Losses not Depreciation of covered by depreciation provisions Depreciation allocated Interbank balances o/s Receivables from customers Sundry debtors and securities -16,605 -16,605 Provisions Off-balance sheet commitments General provisions Country risk provisions TOTAL COST OF RISK -2,195 6,362 97 6,459 -2,195 1,867 126 1,993 -18,800 8,452 2004 Amounts recovered on debts written off -747 273 -747 273 -747 273 Net Net reversals Losses not Depreciation of covered by depreciation provisions -10,717 97 -10,620 -14,229 -434 -14,663 -328 126 -202 -683 -683 3,347 570 3,917 -10,822 -15,346 5,252 1,335 -1,588 1,396 1,335 -1,588 1,396 Of which: - reversals of depreciation now inapplicable - reversals of used depreciation 8,451 7,361 5,252 6,852 total reversals - losses covered by provisions 15,812 -7,361 12,104 -6,852 8,451 5,252 net reversals ANNEXE No. 46 - C O R P O R A T I O N T A X Corporation tax amounts to 7,996,000 euros , including standing contributions (1.5%) and welfare levies (3.3%). 54 Amounts recovered on debts written off Net -13,086 -434 -13,520 2,664 570 3,234 -1,588 1,396 -10,286 C R É D I T C O O P É R A T I F INFORMATION CONCERNING SUBSIDIARIES AND MINORITY SHAREHOLDINGS – FINANCIAL YEAR 2005 COMPANIES OR GROUPS OF COMPANIES Share capital (EUROS) Equity Percentage Book value capital interest of securities other than held held share capital Outstanding loans and advances granted by the company Dividends Amount of Gross Net income received by deposits and revenue for or loss for the company guarantees the latest the latest during the provided by financial financial financial the company year year year A) DETAILED INFORMATION CONCERNING SHAREHOLDINGS EXCEEDING 1% OF THE VALUE OF THE CAPITAL OF THE COMPANY REQUIRED TO DECLARE THE SIGNIFICANT SHAREHOLDING I - SUBSIDIARIES (NOT LESS THAN 50% OF THE SHARE CAPITAL HELD BY THE COMPANY) ECOFI INVESTISSEMENTS 4,445,154 3,540,616 99.09% 21,779,467 - - 32,870,265 4,403,869 3,719,258 INTERCOOP 4,000,000 17,913,720 100.00% 21,532,525 231,673,060 - 47,470,628 1,883,381 1,000,000 BTP BANQUE 19,215,000 37,854,621 99.95% 19,056,093 100,069,944 16,499,084 41,774,977 5,923,308 - BTP CAPITAL INVESTISSEMENT 14,073,752 2,333,372 79.42% 9,209,458 - - 720,332 3,320,197 3,157,230 GIE-USCC 2,185 - 15,300,000 - 54.53% 8,343,090 - - 29,915,068 COOPAMAT 4,000,000 1,008,295 100.00% 4,932,325 151,963,311 - 79,255,649 72,845 - BATINOREST 9,065,000 21,354,000 94.88% 16,708,004 7,021,393 - 59,706,008 1,785,000 725,214 SICOMI-COOP 4,573,800 4,504,166 51.70% 4,294,780 31,911,375 61,006 151,880 207,028 14,404,294 - - II - MINORITY INVESTMENTS (10% TO 50% OF THE SHARE CAPITAL HELD BY THE COMPANY) ESFIN 38,277,228 3,146,453 37.58% 15,228 844 - - 720,280 670,175 BISE (ESTIMATE) 21,248,313 8,442,000 46.66% 19,881,805 - - 30,074,610 328,000 - IRD - (EX SDR NORD PAS DE CALAIS) 26,604,677 14,304,000 28.92% 5,652,172 148,602,875 - 1,282,219 840,000 403,636 4,499,593 109,163 - 476,487 4,445,025 - - 104,130 B) GLOBAL INFORMATION CONCERNING OTHER SUBSIDIARIES OR INVESTMENTS I - SUBSIDIARIES NOT MENTIONED IN § A a) French subsidiaries (taken together) b) Foreign subsidiaries (taken together) II - INVESTMENTS NOT MENTIONED IN § A a) French subsidiaries (taken together) b) Foreign subsidiaries (taken together) 55 STATUTORY AUDITORS' GENRAL REPORT FINANCIAL YEAR ENDED 31 DECEMBER 2005 Ladies and Gentlemen, In fulfilment of the assignment entrusted to us by your General Meeting, we present to you below our report on the financial year ended 31 December 2005 concerning: • the audit of the annual financial statements of the Crédit Coopératif S.A., as attached to this report; • the evidence and arguments substantiating our opinions; and • the special checks and disclosures required by law. The annual financial statements were drawn up by your Board of Directors. It is our task, on the basis of our audit, to express an opinion on those financial statements. I - OPINION ON THE ANNUAL FINANCIAL STATEMENTS We performed our audit in accordance with accounting principles and standards applicable in France; these principles and rules require us to perform investigations so as to obtain reasonable assurance that the annual financial statements are free from material misstatement. An audit includes examining, on a test basis, the evidence substantiating the data contained in these financial statements. An audit also includes assessing the accounting principles used and significant estimates made for drawing up the financial statements, as well as evaluating their overall presentation. We believe that our audit provides a reasonable basis for our opinion, as expressed hereafter. We hereby certify that the annual financial statements, viewed in the light of French accounting rules and principles, are properly drawn up, accurate and give a true and fair view of the net income from operations for the financial year ended and of the financial position and net assets of the company at the end of that financial year. Without qualifying the opinion given above, we wish to draw your attention to Note I.1 in the notes to the financial statements, setting out the changes in the accounting treatment of credit risks according to CRC regulation no. 2002-03, to provisions for staff commitments further to CRC recommendation no. 2003-R01 and the componentbased approach to assets according to CRC regulation no. 2002-10. II - EVIDENCE SUBSTANTIATING OUR ASSESSMENT • awareness and testing of the procedure used by the company to identify and estimate the associated risks • an independent estimate compared to that performed by the company • an examination of subsequent events that support the estimate. • Your company holds positions in securities and in derivative financial instruments. Note I.3 to the financial statements sets out the accounting principles and methods used for securities and financial instruments, and in particular the valuation methods. On the basis of the information available to us, we assessed the approaches taken by your company and conducted tests to verify these methods. Our assessments as given in the foregoing are consistent with our approach in auditing the annual financial statements as a whole, and therefore contributed to the forming of our opinion as expressed in the first part of this report. III - SPECIAL CHECKS AND INFORMATION Also in accordance with professional standards applicable in France, we conducted the special checks required by law. The truth, fairness and consistency with the annual financial statements of the information given in the Management Report by the Board of Directors and in the documents sent to members regarding the financial position and annual financial statements call for no comment on our part Paris La Défense and Paris, 21 March 2006 KPMG Audit A department of KPMG S.A. Rémy Tabuteau Partner Sofideec Baker Tilly Pursuant to Article L.823-9 of the French Commercial Code relating to the evidence substantiating our assessments, we should like to draw your attention to the following points: Changes in accounting treatment • In our assessment of the accounting standards and principles followed by your company, we satisfied ourselves as to the legitimacy of the changes of accounting method above-mentioned and of the presentation made of them. Pierre Faucon Partner Accounting estimates • Your company sets aside provisions to cover the credit risks inherent in its activities as described in note I.3 of the notes to the financial statements. According to the information currently available, our assessment of these provisions was based on: 56 Christian Alibay Partner C R É D I T C O O P É R A T I F STATUTORY AUDITORS' SPECIAL REPORT CONCERNING REGULATED AGREEMENTS FINANCIAL YEAR ENDED 31 DECEMBER 2005 Ladies and Gentlemen, In our capacity as Statutory Auditors of your company, we are required to present to you our report on the regulated agreements of which we have been informed. Agreements authorised during the financial year Our task does not include ascertaining the existence of agreements, but we are required to communicate to you, on the basis of the information supplied to us, the characteristics and essential terms of those agreements notified to us, without our commenting on their usefulness or expediency. It is your task, under Article 92 of the Decree of 23 March 1967, to assess the usefulness of entering into these agreements for the purpose of approving them. We wish to inform you that we were notified of no agreement falling within Article L 225-38 of the Commercial Code. Paris La Défense and Paris, 21 March 2006 KPMG Audit A department of KPMG S.A. Rémy Tabuteau Partner SOFIDEEC Baker Tilly Agreements approved in previous financial years which were maintained in being during the financial year under review Pursuant to the Decree of 23 March 1967, we were also informed that the following agreements, approved in earlier financial years, remained in effect in the financial year under review. • Agreement with Ecofi-Investissements for the making-available of resources Nature and object The agreement initially made between Efigestion and the Caisse Centrale de Crédit Coopératif on 24 November 1990 was extended by an agreement signed on 13 December 2004, to take account of the absorption-mergers that had occurred within the Group. Accordingly, Crédit Coopératif is maintaining in being the undertaking to provide Ecofi-Investissements with the resources – particularly staff, premises and equipment – necessary for the latter’s operations. Pierre Faucon Partner Christian Alibay Partner Terms The amounts re-invoiced for this purpose in the 2005 financial year totalled € 767,727. We conducted our audit in accordance with professional standards applicable in France; these standards require us to conduct investigations so as to verify the concordance of the information notified to us with the underlying documents from which it was derived. 57 MANAGEMENT REPORT OF THE CRÉDIT COOPÉRATIF GROUP 58 G 2005 was notable for significant progress in the projects and business of the Crédit Coopératif group. R O U P E C R É D I T C O O P É R A T I F CAP 2008 – GROWING TOGETHER – CRÉDIT COOPÉRATIF’S MEDIUM-TERM PLAN Crédit Coopératif’s first medium-term plan was submitted to its Board of Directors on 17 June 2005 before being presented to all staff within the group. This plan, intended to outline the future of the Crédit Coopératif group as a whole, sets development objectives for the period 2006 to 2008. It also provides the foundations for the Banque Populaire group’s Strategic Plan implemented over the course of the financial year. It was prepared with input from working groups comprising over one hundred of the group’s staff. The plan considers the following issues: • an adverse macroeconomic environment • an intense competitive environment • increasing expectations of member-customers obliging us to increase our internal efforts to guarantee continued profitability (net banking income and productivity) taking advantage of internal margins for manoeuvre. Crédit Coopératif’s mission is as follows: “A different kind of bank, proud of its values and cooperative commitment which, thanks to the support of its members and employees, uses its innovative skills and profitability to promote a social market economy with full consideration for the company and solidarity. Building partnerships in France and Europe to promote this aim, it is the bank of controlled utopias. The Crédit Coopératif is spearheading this strategy within the Banque Populaire group”. Four aims have been defined: 1. an essential player in our target markets and a developer of new areas 2. partnerships: the driving force in our development 3. to develop operational performance to support our projects 4. to organise and enlist skills to act together and an opportunity: to work in collaboration with the Banque Populaire group. Working groups have been set up to prepare for the implementation of the Medium-Term Plan, focusing on: - re-engineering the credit line - a multi-channel policy - human resources - partnerships - improving productivity. Regular progress reports are presented to the Board of Directors. 59 CONSOLIDATED BUSINESS The consolidation scope of the Crédit Coopératif group has been widened to include all credit institutions that have signed an association agreement with the Crédit Coopératif; making a total of 15 credit institutions, among them Edel and Batinorest. The figures below are based on this consolidation scope: FUNDS COLLECTED – BANKING RESOURCES (excluding related accounts payable) The total amount of banking resources and assets under management in UCITS reached 11.7 billion euros at the 2005 financial year-end, an increase of 13.1% in comparison with 31 December 2004. Customers’ banking resources, including negotiable debt securities (but excluding securities sold on repo) reached 5.9 billion euros at 31 December 2005 compared with 5.5 billion euros at 31 December 2004. Broken down by resource category, sight deposits grew by 11.4%, savings grew 15.8% and remunerated resources increased by 2%, including negotiable debt securities. Management: Major Risks and IT Security Committees. This top-down monitoring system ensures the relevance, consistency and permanence of the supervisory arrangements. All the procedures set out above are explained for members in the annual report of the Chairman of the Board of Directors on the internal control procedures of the Crédit Coopératif. In coordination with the project managed by the Banque Fédérale des Banques Populaires, the Crédit Coopératif is conducting a large-scale project to integrate in its organisation and tools the principles laid down by the new Basle II agreement. The key players in the project are the IT and risk teams. The first operational phase began in 2005. The new regulation, CRBF 97-02 amended, which came into force for internal control procedures from 1 January 2006, led to the definition at the end of 2005 of a new internal control arrangement for the Crédit Coopératif group. This involves separating audit activities completely from permanent control based on lines controlling risks according to their type: credit, markets, operational, compliance. CREDIT RISKS Approval of commitments LOANS (excluding related receivables) New investment loans to customers of the Crédit Coopératif and its subsidiaries amounted to 1,012 million euros, over 24% up on 2004. Total loans to customers reached 5.1 billion euros, 11.8% higher, thanks to the buoyancy of medium- and long-term loans (+11.1%). Off-balance-sheet commitments on behalf of customers (opening of confirmed credit facilities, deposits and guarantees) reached 2,811 million euros at 31 December 2005 compared with 2,405 million euros at 31 December 2004. MEASURING THE RISKS OF THE CRÉDIT COOPÉRATIF GROUP CONTROL OF RISKS The control of the risks of the Crédit Coopératif is based on principles of organisation and arrangements which are part and parcel of the fundamental principles of banking management, as enacted in Regulation 97-02 of the Comité de la Réglementation Bancaire et Financière [French banking and financial regulation committee]. These principles and arrangements are embodied in an internal control charter approved by the Audit Committee. This charter conforms to the one drawn up for the Banque Populaire group, and: • ensures strict independence of risk business lines from operational line managements • requires that each unit have within it an internal control arrangement covering each type of risk. The situation as regards the risk control and assessment arrangement is reported at regular intervals to different dedicated committees. The main committees are those of the Board of Directors: Audit and Risks Committees and operation committees reporting to Executive 60 Each credit decision is based on identical principles, regardless of the Crédit Coopératif group institution involved. • every commitment requires prior authorisation • authorisations are given by the head office or by the branches under appropriate delegations of powers that depend on the type and amount of facilities applied-for • credit requests are set up on the basis of a structured file adapted depending on the type of customer in question. • the Commitments Department is responsible for analysing the files within its remit and for checking decisions made by the branches. It acts in full independence of the sales/marketing business lines. It conducts sectoral studies and ensures consistent application of the credit policy defined by General Management. • authorisations lapse after not more than twelve months, and accordingly, the situations are reviewed at least annually Risk control A tiered scheme is used to closely monitor credit risk. The branches have information tools for daily checking of compliance with authorisations. This monitoring is supplemented by second-level controls performed on each loan file individually, by the Commitments Department, using its own specific alarm procedures. At least once a month, all positions that have overrun their limits are reviewed through exchanges of information with each of the branches. These controls are themselves supplemented by missions performed by the Group General Inspection Department acting on behalf of General Management Loan files with difficulties are monitored at a “difficult-business committee” that meets each week and decides, along with the technical units, the guidelines to follow. An internal rating is given to each customer. This rating is based on the analysis of the intrinsic quality of the customer and on the nature of the facilities outstanding, and of the security. The rating tracks changes in the quality of the customer business. It is a major instrument in guiding credit policy. G General Management is informed by means of a detailed report on: • the overall trend in the quality of loans outstanding • the quality of the largest loans outstanding • the detailed situation of customers with loans outstanding of more than 380,000 euros that have overrun their authorisation limit. Qualitative breakdown of the loans portfolio at 31/12/2005 Ordinary risk 32.6% Poor risk 1.4 % Recovery proceedings contemplated 0.1% Very good quality 7.2% R O U P E C R É D I T C O O P É R A T I F STOCK-MARKET ACTIVITIES The risk borne by the Crédit Coopératif as part of its stock market activities include the purchase of private bonds held in the investment portfolio for less than two/three years and positions in financial markets. While these risks are still limited, the policy has been more proactive in comparison with 2004. The Crédit Coopératif has decided to position itself directly or via UCITs on a portfolio of French and international shares. Exposure to alternative management has also been strengthened. These decisions have helped to increase results for financial activities. A middle-office unit performs the necessary controls and submits the valuation results at very frequent financial committee meetings. INTEREST-RATE AND LIQUIDITY RISKS Good quality 58.7% In coordination with the teams of the Banque Fédérale des Banques Populaires, the Crédit Coopératif is involved in a major project to install the technical environment and organise risk monitoring for loans in accordance with the principles set out in the new Basle II agreement. The project entered an operational phase in 2005. A large proportion of our customer base has already been rated using new credit tools based on this new approach to risks. The Basle II rating system systemises the rating of customers based on objective financial and economic information. Ratings for major (“corporate”) customers are reviewed by the manager at least once a year. Ratings for other customers (“retail”) are reviewed every month. This new environment is strengthening management of credit risks and is giving the Crédit Coopératif more accurate information on its customers, allowing it to conduct more detailed analyses of its portfolio. The Crédit Coopératif faces interest-rate and liquidity risks in connection with its ordinary activity of collecting resources and distributing loans to customers. Two methods are used to measure interest-rate risk. The first is based on fixed-rate impasses in which all the employments and sources in the balance sheet and off-balance-sheet statement are scheduled either according to their contractual provisions (loans, e.g.), or according to a schedule based on statistical analyses that measure the actual behaviour of our customers (sight deposits and savings accounts). In order to reduce the interest-rate risk, a long-term investment portfolio is built up. The second method is the one used by the Banque Fédérale des Banques Populaires and consists of setting limits on changes in the earning power and interest-rate margin according to a number of interest-rate behaviour scenarios An ALM (assets/liability matching) committee defines the financing and risk-hedging policies. As regards liquidity risk, the Crédit Coopératif is structurally a lender on the interbank market and collects resources for the purposes of its activity and requirements. The liquidity risk is measured on the basis of a crisis scenario in which outstanding amounts for collection fall by between 10% and 25% over one year and short-term outstanding amounts for collection increase by between 30% over one year. Limits are set whereby the resources must cover at least 80% of employments for the next six months and for year N+4. Sectoral breakdown of the loans portfolio at 31/12/2005 OPERATING RISKS Miscellaneous associations 1% Business 31 % Distribution 23 % Communities trade unions mutual insurance 2% Institutionnels 1% Social housing 5% Fisheries and food 2% Medical and Social Assoc. 22 % Individuals 8% leasure, cultural Assoc. 3% Education and Training Associations 2% Regulation 97-02 defines operating risks as “the risk arising from the unsuitability or failure of procedures, persons or internal systems or external events”. The Basle committee considers operating risk when it calculates the future solvency ratio. To meet these new requirements, the Banque Populaire group has drawn up an operational risk charter which sets out three main aims for the operating risks line: • Prevention of operating risk • Contribution to the management of these risks • Continuous monitoring. 61 The Crédit Coopératif has signed up to this charter and is revising its organisation to meet both the new regulatory provisions that came into force on 1 January 2006 and to fulfil its various control tasks. Thus, part of the permanent control team set up in 2004 was allocated specifically to operating risks in 2005. It is supported by a network of internal control agents in the operational units. Two projects were launched in 2005 in line with the Banque Populaire group’s actions: mapping of operating risks, gathering of losses in order to create a data history. A first series of loss data was gathered in 2005. A complete inventory of processes was carried out in coordination with the unit responsible for the Activities Continuity Plans. This will be used as the base for the mapping work. In addition, the team was entrusted with the task of centralising reporting for operational units and for monitoring the recommendations set out in the audit reports. Responsibility for setting up and monitoring the Activities Continuity Plans has been entrusted to another team. Two working scenarios have been selected: long-term unavailability of the information system and/or unavailability of head office premises. Activities were then mapped on the basis of these scenarios. This allowed us to draw up an inventory of the existing situation and requirements in order to assess the number of emergency workstations for each activity. Operational and decision-making crisis cells were created. Exercises were carried out to check the correct operation of the emergency and back-up sites. Finally, procedures for ensuring the continuity of essential activities were drawn up. Work on drafting procedures will continue in 2006, along with new tests and the setting up of a maintenance process for continuity plans. 62 COMPLIANCE The risk of non-compliance is defined as “the risk of legal, administrative or disciplinary penalties, significant financial loss or damage to reputation resulting from failure to adhere to provisions relating specifically to banking and financial activities, whether legislative or regulatory in nature, and whether these concern professional or ethical standards or instructions from a management body taken, in particular, according to the directions set by the deliberating body”. In practical terms, the application from 1 January 2006 of the amended regulation CRBF 97-02 is currently being implemented according to the organisational principles of the Banque Populaire group. According to this objective, a team dedicated to non-compliance risk has been set up and will be deployed progressively over the course of 2006, undertaking preventative action and ongoing monitoring of non-compliance risk, focusing on three main areas: ethics and adherence to professional standards, prevention of money laundering and fraud, and legal compliance. To step up its action in combating money laundering and respond to a tighter regulatory and legal context in the fight against crime and terrorism, the Crédit Coopératif group has adapted its organisation and resources. A dedicated unit is in charge of all these aspects. This unit ensures the performance, monitoring and awareness of staff and the upgrading of tools and procedures in accordance with the regulation. G R O U P E C R É D I T C O O P É R A T I F A NETWORK OF INSTITUTIONS ARCHITECTURE OF THE GROUP The Crédit Coopératif’s business activities are supported by three types of operation: > Direct subsidiaries, companies in which it holds most, or even all, of the capital. > Associated institutions, to which it is linked by an original agreement. > Partnership-based investments in subsidiaries with which it conducts business. When it became a société coopérative anonyme de Banque Populaire (social-banking cooperative in the form of a public limited company) in 2003, the Crédit Coopératif lost its status as central body. In view of the former close relationships with the group’s former affiliated companies and to allow these businesses to continue and develop in the best possible conditions, an association agreement was signed with the full agreement of the Commission Bancaire [Banking Commission], the Comité des Etablissements de Crédit et Entreprises d’Investissement (CECEI – Committee for credit institutions and investment undertakings).. Under the terms of this agreement, which replaces the affiliation to a certain extent, the Crédit Coopératif guarantees the solvency and liquidity of its former affiliates, now referred to as “associates” and provides them with administrative and technical support. This agreement has been signed by both the Crédit Coopératif’s direct subsidiaries and non-subsidiary associates. It does not include, on the other hand, partnership-based investments in subsidiaries. PROGRESS REPORT ON SUBSIDIARIES BTP BANQUE The Banque du Bâtiment et des Travaux Publics is a business bank and the banking partner of thousands of companies in its specialist sectors of building and civil engineering. Established in 1919 at the initiative of the trade associations for building and civil engineering, it works in close cooperation with professional organisations. Its strong partnerships with the profession are demonstrated by the composition of its Board of Directors. In France, it is the specialist bank for these sectors, serving its corporate and institutional customers through a network of 32 branches. The capital of this public limited company, which became part of the Crédit Coopératif group in 1996, is held by Crédit Coopératif and the two companies are also linked by an association agreement. It employs 167 staff. PRESIDENT OF THE BOARD OF DIRECTORS François Desportes VICE PRESIDENT Christian Baffy DIRECTORS • Jean-Pierre Roche * • Fédération Française du Bâtiment (French building trades association) Pierre Possémé • Caisse Nationale de Surcompensation du Bâtiment & des Travaux Publics de France (French national compensation fund for the building and civil engineering sectors) Jean-Jacques Raub • Fédération Nationale des SCOP du Bâtiment et des Travaux Publics (national federation of workers’ cooperatives for the building and civil engineering sectors) Jacques Petey • Fédération Française du Bâtiment - Paris IDF Region Georges Rigaud • Caisse de Congés Payés du Bâtiment – Paris Region (holiday insurance fund for the building sector) Michel Sénéchal • Société Mutuelle d’Assurance du Bâtiment et des Travaux Publics (mutual insurance fund for the building and civil engineering sector) Alain Sionneau • Crédit Coopératif Jean-Claude Detilleux • Coopamat Jean-Michel Santerne • Inter-Coop Philippe Jewtoukoff • BTP Capital Investissement Gérard Matheron • ECOFI Investissements Eric Marcombes DIRECTORS REPRESENTING EMPLOYEES Danielle Sawka Richard Gava MANAGING DIRECTOR Claude Lavisse DELEGATE MANAGING DIRECTOR André Cadrot COOPAMAT Coopamat is a simplified share company with a capital of 4 million euros. It is a subsidiary of the Crédit Coopératif to which it is also linked by an association agreement. It provides finance leasing for equipment and vehicles to SMEs and SMIs from all sectors and to tradespeople and associations. The product, sold through the Crédit Coopératif and BTP Banque networks has proved very attractive to customers due to the flexible rates and the simplicity and the speed at which it can be implemented. In 2005, its business amounted to 69.12 million euros. PRESIDENT OF THE BOARD OF DIRECTORS François Desportes DIRECTORS Jean-Claude Detilleux Bernard Liébart • Nord Financement Daniel Vangulick • Confédération Générale des SCOP (CG Scop - confederation of workers’ cooperatives) Jean Gautier • Société de Garantie Coopérative et Mutuelle des Industries Métallurgiques, Électriques et Connexes - Rhône-Alpes Region (cooperative guarantee company for the metallurgical, electrical and associated industries) (Somudimec) Gilles Ramillon • Fédération Française du Bâtiment (FFB) Marie-Renée Bordeau • Crédit Coopératif Philippe Jewtoukoff • Inter-Coop Bernard Labrousse • BTP Banque Claude Lavisse • Sicomi-Coop Alain-Camille Jan MANAGING DIRECTOR Jean-Michel Santerne 63 INTER-COOP Inter-Coop is a real-estate finance leasing company dedicated to professional real estate, focusing primarily on mass distribution, members of SME-SMI cooperatives and associations. The capital of this simplified share company, 4 million euros, is held by the Crédit Coopératif to which it is also linked by an association agreement. In 2005, the company’s business increased by 21%. PRESIDENT OF THE BOARD OF DIRECTORS François Desportes BOARD OF DIRECTORS • Jean-Claude Detilleux • Confédération Générale des Scop (CG. Scop) Jean Gautier • Coopamat Bernard Labrousse • Crédit Coopératif Philippe Jewtoukoff • Fédération des Établissements Hospitaliers et d'Assistance Privés (Fehap - Federation of employers of staff in private/not for profit health and social care organisations ) Yves-Jean Dupuis • Sicomi-Coop Bruno Maillard • Société Coopérative pour la Rénovation et l'Équipement du Commerce (Socorec - cooperative society for retailers’ renovation and capital investment) Hervé Affret • Société Financière de la Région Île-de-France (Sofirif – Ile de France region finance company) Michel Mélé • Société de Garantie Coopérative et Mutuelle des Industries Métallurgiques, Électriques et Connexes - Rhône-Alpes Region (Somudimec) Gilles Ramillon MANAGING DIRECTOR Jean-Michel Santerne SICOMI-COOP Since the disappearance of the Sicomi system (French real-estate investment companies) in 1996, Sicomi-Coop has focused its activities on managing its assets and extending previous operations. Inter-Coop now handles the Crédit Coopératif’s real-estate finance leasing operations. Sicomi-Coop is an associated institution of the Crédit Coopératif. PRESIDENT OF THE BOARD OF DIRECTORS François Desportes DIRECTORS • Crédit Coopératif Philippe Jewtoukoff • CG Scop Jean Gautier • Conseil Gestion Finance des Coopératives de France (French cooperatives’ financial management council) Jean Grave • Fédération des Enseignes du Commerce Associé (retail traders’ association) Philippe Antoine • Inter-Coop Jacques Miet • Socorec Hervé Affret MANAGING DIRECTOR Jean-Michel Santerne ECOFI INVESTISSEMENTS Ecofi Investissements is the Crédit Coopératif group’s third-party asset management company. It manages UCITs (open or dedicated Sicavs (corporate-status investment fund) and FCP mutual investment funds) and mandates for institutional customers. 64 * Subject to the ratification of the cooptation by the AGM. This public limited company with a capital of 4.4 million euros is owned by Crédit Coopératif. The funds managed by its 59 staff represent over 7.5 billion euros. Its products are distributed directly and through the Crédit Coopératif and BTP Banque networks. Seeking to promote its customers’ long-term interests, Ecofi Investissements provides long-term support and works with them to implement solutions in line with their specific needs, taking account of economic and regulatory developments. PRESIDENT OF THE BOARD OF DIRECTORS Jean-Jacques Raub DIRECTORS • André Béquart Honorary President • Pierre Domin • Banque du Bâtiment et des Travaux Publics Claude Lavisse • BCV Finance (France) Gérard Déjardin-Verkinder • Coopamat Bernard Labrousse • Crédit Coopératif Bruno Maillard • Ides Investissements François Soulage • Fédération Française du Bâtiment - Paris/ Île-de-France Region Nicole Cuvillier • Fonds de Garantie des Assurances Obligatoires de Dommages (compulsory damages insurance guarantee fund) Alain Bourdelat • Inter-Coop Pierre Valentin • Prima SA Jean Castagné • Sicomi-Coop François Desportes • Société Mutuelle d'Assurances - BTP (mutual insurance company) Pierre-Louis Carron • Syndicat des Entrepreneurs de Construction Paris / Île-de-France (association of construction industry trades) Alain Tieles • Union Centrale de Crédit Coopératif Jean Frébourg EXTERNAL SUPERVISORS • Fédération Française du Bâtiment Christian Baffy • Caisse Nationale de Surcompensation du Bâtiment et des Travaux Publics de France Claudine Metz MANAGING DIRECTOR Éric Marcombes DELEGATE MANAGING DIRECTOR Catherine Huguel BTP CAPITAL INVESTISSEMENT An 80%-owned subsidiary of the Crédit Coopératif, BTP Capital Investissement is a venture capital company that invests equity capital in SMEs in the building and civil engineering and associated sectors to support their establishment, internal or external growth or transmission operations Its expertise, the interests in its capital and presence on its board of directors of industry representatives and the skills of its teams make it a recognised player in its market. On 31 December 2005, its portfolio consisted of 44 lines of interests or convertible bonds invested in 41 companies or corporate groups and a Fonds Commun de Placements à Risque (French mutual venture capital investment fund). PRESIDENT OF THE BOARD OF DIRECTORS Dominique de Margerie G DIRECTORS • Crédit Coopératif Alain-Camille Jan • BTP Banque Claude Lavisse • Crédit Foncier Didier Dorgeret • Oseo BDPME Daniel Venon • Fédération Française du Bâtiment (FFB) Bernard Coloos • Inter-Coop François Desportes • UCCC Daniel Pelé MANAGING DIRECTOR Gérard Matheron EXTERNAL SUPERVISORS • Placoplâtre Jean-Pierre Clavel R O U P E C R É D I T C O O P É R A T I F context and in partnership with FIP, the platform of Polish NGOs, it has joined the Crédit Coopératif, Avise (socio-economic initiative promotion agency) and the Italian Banca Etica in the Bureau Européen de la Finance Sociale et Solidaire in Brussels (European bureau for social and cohesive finance) founded by the German Bank für Sozialwirtschaft. PRESIDENT OF THE SUPERVISORY BOARD Jacek Kochanowicz PRESIDENT OF THE EXECUTIVE BOARD Wlodzimierz Grudzinski • SMA-BTP Pierre-Louis Carron BATINOREST Batinorest is the leading operator in the Nord/Pas-de-Calais regions in investment financing for local companies, through both capital development loans and real-estate finance leasing. Supported by its 34 staff, in 2005 its activities represented 60 million euros of finance agreements for around forty companies. It recently relocated to Euralille, in the heart of Lille’s business district. This public limited company, a 95%-owned subsidiary of the Crédit Coopératif, signed an association agreement with the company in 2003. PRESIDENT OF THE BOARD OF DIRECTORS François Desportes DIRECTORS • Conseil Régional Nord Pas-de-Calais (regional council of the Nord Pas de Calais region) • Finorpa Jean-Marie Duvivier • Richard Chabierski • Richard Kurfürst • Crédit Coopératif Alain Millaret • Inter-Coop Jean-Michel Santerne • Coopamat Philippe Bourillon • BTP Banque Marc Baron MANAGING DIRECTOR Richard Kurfürst BISE Founded in 1990 by the Polish Ministry of Corporate Affairs and Labour with the participation of Crédit Coopératif, the Banque d'Initiatives Socio-Économiques (bank for socio-economic initiatives Bise SA) works in Poland with SMEs-SMIs, French companies or French-Polish companies, associations, mutual societies, local government, individuals and companies in the energy sector. In 2004, it received a subordinated loan from the EBRD (European Bank for Reconstruction and Development) for 8.4 million euros convertible to shares. In 2005, the Crédit Coopératif increased its shareholding in BISE to 46.6% during a capital increase. BISE is the key partner of the Crédit Coopératif and the Banque Populaire group in the enlarged Europe. Through its venture capital subsidiary Tise, Bise is a member of the European Federation of Ethical and Alternative Banks (FEBEA). In this PROGRESS REPORT ON ASSOCIATED NONSUBSIDIARY INSTITUTIONS There are currently 14 Associated Institutions which are divided into three categories: • Bank (EDEL SNC) • finance companies providing credit or finance leasing (CAISSE SOLIDAIRE, GEDEX DISTRIBUTION, SOCIETE FINANCIERE DE LA NEF, SOFINEF and SOCOREC). • Finance companies providing guarantees (CMGM, NORD FINANCEMENT, SOFIGARD, SOFINDI, SOFIRIF, SOFISCOP, SOFISCOP SUD-EST, SOMUDIMEC and SOMUPACA). Under the terms of an association agreement signed in 2003, in agreement with the Supervisory Authorities, the Crédit Coopératif guarantees the liquidity and solvency of each of these institutions. It controls the regulatory, legal, administrative and financial aspects of their organisation and management. In particular, it ensures their compliance with the regulations governing the internal control of credit institutions. It provides the following main services: • It acts as their intermediary with the Commission Bancaire [Banking Commission] in relation to regulatory aspects and BAFI (database of financial agents) declarations. • It sends the Comité des Etablissements de Crédit et Entreprises d’Investissement (CECEI – Committee for credit institutions and investment undertakings) all information relating to approvals and ensures compliance with statutory declarations. • It acts as their intermediary with the Fonds de Garantie des Dépôts [depositors’ guarantee fund] and, where applicable, with the Autorité des Marchés Financiers (AMF – financial markets authority). • It is responsible for regulatory monitoring and provides legal assistance where required. It provides accounting and prudential supervision and support with these aspects. Lastly, it monitors their activity and is usually a member of their respective Boards of Directors or Supervisory Boards. The Crédit Coopératif also provides the support of its own departments and network to contribute, in the best mutual interest, to the coordinated development of their activity. 65 BANQUE EDEL GEDEX DISTRIBUTION The Banque Edel’s main customers are the members of the E. Leclerc movement, their suppliers and consumers. It has developed a range of products and services targeted specifically at distribution companies: processing credit card payments, setting up cash dispensers, operating loans, short-term investment products. It also works with individuals, offering a special range of personal loans. SNC managed in partnership with the E. Leclerc movement, Edel employs 103 staff. The Crédit Coopératif holds 33.94% of the capital of this associated institution. JOINT MANAGERS Galec represented by Philippe Marquet and Benjamin Voisin Crédit Coopératif represented by Tanneguy de La Fayolle Gedex Distribution is a public limited company that was set up in 1975. It grants loans to members of its parent company, Gedex, a cooperative of retail traders in the building materials and DIY supplies sectors. In this respect, it is a member of the Fédération des coopératives de commerçants (FCC – trade association of retail cooperatives) and is associated with Socorec (cooperative society for retailers’ renovation and capital investment). Gedex Distribution is an associated institution of the Crédit Coopératif. CAISSE SOLIDAIRE NORD PAS-DE-CALAIS Established in 1997 in collaboration with the Nord/Pas-de-Calais Region, the Caisse des Dépôts (depositors’ guarantee fund) and the Crédit Coopératif, this cooperative institution collects local savings for over two years, with low or no remuneration, to fund projects of high social value (establishment of companies – usually by jobseekers, support for associations). The Caisse Solidaire employs 8 staff and has received state recognition as a “socially responsible company”. Its products have been awarded the Finansol solidarity finance label. It is an associate institution of the Crédit Coopératif. DELEGATE MANAGING DIRECTOR Gérard Mot SOCOREC Established in 1963, by an organisation of retail groups that has now become the Fédération des Enseignes du Commerce Associé (FCA – retail traders’ association), Socorec is a cooperative financial company that helps its member retail traders to access funding, by providing both loans and financial guarantees. Over the last forty years, its experience and knowledge of its customers have made it a key partner of retail trade groups and their members. Socorec is an associate institution of the Crédit Coopératif. It employs 20 staff. PRESIDENT Georges Frère PRESIDENT OF THE BOARD OF DIRECTORS Roger Thune MANAGING DIRECTOR Michel Bay MANAGING DIRECTOR Hervé Affret DELEGATE MANAGING DIRECTOR Nicolas Chaigneau SOCIETE FINANCIERE DE LA NEF Established in 1987 by the association Nef (new fraternal economy), this financial institution aims to unite borrowers and savers in pursuit of human values. It funds sustainable development projects of high social and environmental value. This independent credit organisation which employs 26 staff received state recognition as a “socially responsible company” in 2003. Like the Crédit Coopératif, it is a founding member of Finansol and the FEBEA (European Federation of Ethical and Alternative Banks). An associate institution of the Crédit Coopératif, the société financière de la Nef offers its own range of savings products (capital subscription, term accounts and the new NEF savings plan). Its partnership with the bank is also slightly unusual: it offers a complete range of solidarity banking products to individuals and corporate entities directly and through Crédit Coopératif’s branch networks. It continued to grow rapidly in 2005, with over 14,000 members, confirming its position as the benchmark solidarity finance company in France. It is one of the main users of the “Solidarity Guarantee” mutual guarantee fund, set up within the FEBEA and managed on its behalf by the Crédit Coopératif. PRESIDENT OF THE SUPERVISORY BOARD Philippe Leconte PRESIDENT OF THE EXECUTIVE BOARD Jacky Blanc 66 PRESIDENT AND MANAGING DIRECTOR Alain Guénée CMGM CMGM is the financial tool of the Fédération des Industries Mécaniques (mechanical industries trade association) and its 44 member trade unions, in association with Gifas (French aerospace industries association), the trade associations for the electrical and electronic industries and the foundry sector. CMGM is a cooperative mutual-guarantee company governed by the law of 1917. It provides guarantees in French and export markets as well as liquidity and pre-financing credit facilities. On 1 July 2004, it extended its activities to include guarantees for investment funding in SMIs. CMGM aims to develop its partnerships with other industry federations and trade associations. It is an associated institution of the Crédit Coopératif and employs 2 staff. PRESIDENT OF THE BOARD OF DIRECTORS Martine Clément MANAGING DIRECTOR Patrick Gérion NORD-FINANCEMENT This financial cooperative guarantees funding for industrial and service SME-SMIs in the Nord/Pas-de-Calais region. It was set up in 1982 by the Maison des Professions (trade association), now known as Entreprise and Cites, a major association of trade organisations based in Marcq en Baroeul. Nord-Financement employs 3 staff and is an associated institution of the Crédit Coopératif. G PRESIDENT OF THE SUPERVISORY BOARD Henri Feltz PRESIDENT OF THE EXECUTIVE BOARD Bernard Lis SOFIGARD Sofigard is a financial cooperative for SMIs. Established in 1993 by the MEDEF (French business confederation) for the Gard region, with the assistance of the Perrier group, SOFIGARD aims to help the region’s SMIs to access funding by providing them with a guarantee through its mutual guarantee fund. Sofigard is an associate institution of the Crédit Coopératif. PRESIDENT OF THE SUPERVISORY BOARD Michel Vindry PRESIDENT OF THE EXECUTIVE BOARD Bruno Mazoyer SOFINDI Established in 1987, the financial cooperative Sofindi guarantees Crédit Coopératif loans to SMIs in the Poitou-Charentes region and to companies in the “image” sector. It benefits from counter guarantees from the region and its departments. It also operates in the Gironde department, in the small business and service sectors. It is an associated institution of the Crédit Coopératif. PRESIDENT OF THE SUPERVISORY BOARD Jean-Luc Maury-Laribière PRESIDENT OF THE EXECUTIVE BOARD Jean-François Vieira SOFIRIF Sofirif is a cooperative public limited company established in 1984 by the Val d'Oise Groupement régional interentreprises (regional intercompany association) and the Cergy Pontoise GIE SACV, a major cooperative association of service companies. It guarantees loans to SMEs/SMIs and covers the entire Ile-de-France region. It is an associated institution of the Crédit Coopératif and employs 3 staff. PRESIDENT OF THE SUPERVISORY BOARD Jean-Claude Monti R O U P E C R É D I T C O O P É R A T I F SOFISCOP SUD-EST Created in 1992 from the extension of Provence-Alpes-Côte d'Azur (PACA) SCR to all SCOPs in the PACA and Rhône-Alpes regions, Sofiscop South East is authorised to guarantee investment loans to companies in these two regions. It is an associated institution of the Crédit Coopératif. PRESIDENT OF THE SUPERVISORY BOARD Bruno Lebuhotel PRESIDENT OF THE EXECUTIVE BOARD Alain Portalis SOMUDIMEC UDIMEC, the Isere region Union départementale des industries métallurgiques, électriques et connexes (departmental union of metallurgical, electrical and associated industries), set up this cooperative public limited company in 1977 to serve its SMI members. SOMUDIMEC extended its guarantee business to SMIs in the Rhone Alpes and Burgundy regions, followed by the Auvergne region in 2006. It benefits from a partial counter guarantee from the Rhone-Alpes region. It is an associated institution of the Crédit Coopératif and employs 13 staff. PRESIDENT OF THE SUPERVISORY BOARD Jean-Paul Fénéon PRESIDENT OF THE EXECUTIVE BOARD Gilles Ramillon SOMUPACA Established in 1985 at the initiative of the Var and Vaucluse MEDEFs (French business confederation), together with Udimental Bouches de Rhone and more recently UIMM Cote d’Azur, the cooperative public limited company Somupaca, SA guarantees loans for SMEs and SMIs in the PACA region. It benefits from partial counter guarantee from the region and departmental guarantee funds. It is an associated institution of the Crédit Coopératif and employs 2 staff. PRESIDENT OF THE SUPERVISORY BOARD Jean-Louis Picoche PRESIDENT OF THE EXECUTIVE BOARD Stéphane Vialettes PRESIDENT OF THE EXECUTIVE BOARD Michel Mélé SOFISCOP The Société financière des Scop is a cooperative public limited company established in 1987 by the Union Régionale des Scop de l'Ouest (western regional union of SCOPs (cooperative enterprises)). It now covers the entire geographic area with the exception of the south east. As the financial tool of the SCOP movement, it helps cooperative companies in the production sector to access finance, by guaranteeing loans and advising them on lending packages. Sofiscop is an associated institution of the Crédit Coopératif. PRESIDENT OF THE SUPERVISORY BOARD Georges Lafarguette PRESIDENT OF THE EXECUTIVE BOARD Roland Legal PROGRESS REPORT ON PARTNERSHIP INTERESTS ESFIN-IDES GROUP Through its subsidiary Esfin, of which it is the main shareholder with 37.5% of the capital, the Crédit Coopératif has joined forces with its partners in the social economy (mutual insurance companies, Confédération Générale des Scop (confederation of workers’ cooperatives), FNMF (French mutual societies’ national federation)) to invest equity capital in companies. 67 Esfin holds, in particular with public authorities and the Caisse des Dépôts, 33.5% of the Institut de Développement de l'Économie Sociale (IDES – Institute of economic and social development) which provides equity capital to companies in the cooperative sector. Over the last few years, IDES, in which Crédit Coopératif holds a 5.20% stake, has considerably expanded its activities and entered new sectors such as craft cooperatives, organic distribution and general interest cooperatives (SCIC - Sociétés Coopératives d'Intérêt Collectif). On 31 December 2005, IDES held an interest in almost 80 companies. investment, and its entrance in 2005 to the intermediary housing market, have provided the resources for a new development for the benefit of the region through its specialist subsidiaries Croissance Nord Pas-de-Calais, Batixis and Batixia. Esfin also holds a 99% stake in Esfin Participations which invests capital equity in SMEs, in particular companies involved in ethical and sustainable development activities. On 31 December 2005, Esfin Participations held interests in 43 companies. The management company Esfin Gestion manages Ides’ and Esfin Participations’ portfolios. This company also manages Fontanot Participations, a French mutual risk investment fund (fonds common de placement à risques) subscribed mainly by Esfin shareholders and whose portfolio comprised 25 lines on 31 December 2005. CROISSANCE NORD PAS-DE-CALAIS - Esfin PRESIDENT AND MANAGING DIRECTOR François Soulage RHONE DAUPHINE DEVELOPPEMENT - Ides PRESIDENT AND MANAGING DIRECTOR François Soulage - Esfin Participations PRESIDENT AND MANAGING DIRECTOR François Soulage - Esfin Gestion PRESIDENT OF THE SUPERVISORY BOARD Jean-Claude Detilleux PRESIDENT OF THE EXECUTIVE BOARD Dominique de Margerie PRESIDENT Luc Doublet MANAGING DIRECTOR Marc Verly Croissance Nord Pas-de-Calais provides investment capital to unquoted SMEs in the Nord Pas-de-Calais region. It is the equity capital investment arm for the Nord Pas de Calais IRD of which it is a 49%-owned subsidiary. The Crédit Coopératif holds 3% of the company’s shares with the Caisse des Dépôts et Consignations and regional banking institutions. This development capital company was set up in 1974 with the Crédit Coopératif as the main shareholder together with the Caisse des Dépôts et Consignations, regional banking institutions and professional bodies. Over the last few years, its business has grown steadily and its profitability has been reflected in its regular dividend payments. To fund its growth, in July 2005 it launched a fully subscribed capital increase of almost 3 million euros, in which the Crédit Coopératif took part to the tune of 668,600 euros. SIFA (SOCIETE D’INVESTISSEMENT FRANCE ACTIVE) FRANCE ACTIVE GARANTIE BANQUE POPULAIRE DE DEVELOPPEMENT As the Banque Populaire’s development capital company, Banque Populaire Développement invests capital in unlisted companies throughout France. The Crédit Coopératif became a shareholder in 2004, after investing the balance of its shares in Sopromec Participations. At the end of 2005, it took part in a capital increase of 4.5 million euros and now holds a 4.32% stake in the company. FINANCE INSTITUTION FOR THE CINEMA AND CULTURAL INDUSTRIES - IFCIC CGI BAT 33.4%-owned by BTP BANQUE. CAP WEST EQUITIES IRD NORD PAS-DE-CALAIS As the development body for France’s northern region, the IRD (formerly the Société de Développement Régional du Nord Pas-deCalais) is the biggest independent investor in the region, with 62.5 million euros in consolidated equity capital. It is listed on the Paris stock exchange and 29% of its shares are held by the Crédit Coopératif. Guided by the fruitful partnership between the Crédit Coopératif and trade and consular organisations, the IRD is an essential development tool for companies and employment in the Nord Pas-de-Calais region. The reorganisation of its activities in June 2004 to concentrate on its two main businesses of investment capital and corporate real-estate 68 SEFEA The Ethical European and Alternative Financing Company (Sefea scarl) is a cooperative company set up in Italy in 2002 by ten of the members of the FEBEA - European Federation of Ethical and Alternative Banks – including, in France, the Crédit Coopératif, Nef, Femu Qui and the Caisse Solidaire du Nord Pas-de-Calais. It aims to provide equity capital or medium- to long-term loans to support its members’ activities, European projects and to develop the social and solidarity finance sector in which it first began operations. G Over the last three years, the SEFEA has invested or committed 2,700,000 euros, i.e. almost all of its capital, in a wide range of projects: Fair trade SCOP, social cooperatives in the South of Italy with Coopfond, farming cooperatives in Bosnia and in Kosova, Biocoop stores in France, equity capital to partners in Belgium, Poland, and many more. Sefea has also provided 500,000 euros to the Solidarity Guarantee mutual guarantee fund, a multi-country and multi-sector fund managed by the Crédit Coopératif on behalf of Febea. PRESIDENT Fabio Salviato VICE-PRESIDENT Karol Sachs MANAGER Laura Foschi AMOS ET CIE The variable capital share limited partnership Amos et Cie provides advice and engineering for actuarial aspects, analyses and financial, marketing, organisational and strategic studies for mutual companies according to the order of 21 April 2001, in particular for companies involved in insurance and capitalisation operations. It helps them to adapt to a rapidly changing environment. SOFINEI Société de FINancement des Entreprises d’Insertion (finance company for companies involved in helping people return to the labour market), a variable capital public limited company, was established in July 2005 with the support of the Crédit Coopératif and Ides. Credit Cooperatif contributed 22.7% of the initial capital. SOFINEI aims to provide companies in this sector with the resources to consolidate and develop. To this end, it is currently launching a capital increase through a public issue for 1.5 million euros, after approval from the AMF (French financial markets authority) (no. 05-868 of 20 December 2005). PRESIDENT OF THE SUPERVISORY BOARD Marcel HIPSZMAN PRESIDENT OF THE EXECUTIVE BOARD Jean-Paul HELIO EQUITY CAPITAL, REGULATORY RATIOS AND RATING EQUITY CAPITAL The Group’s equity capital (in the prudential sense) amounted to 783.8 million euros at end December 2005. That capital increased by 75.9 million euros over the financial year, equivalent to a rate of 10.7%. Basic equity capital reached 616 million euros, raising its share in the total to 78.6%. This capital increased by 93.4 million euros over the year, i.e. a rate of 17.9%. R O U P E C R É D I T C O O P É R A T I F REGULATORY RATIOS The consolidated solvency ratio stood at 12.10% at end December 2005 as against a regulatory minimum of 8%. The equity capital and permanent resources ratio measures the coverage of employments at more than 5 years’ maturity by equity capital and resources with a residual maturity in excess of 5 years. At end 2005, the ratio for the Crédit Coopératif, the Group’s refinancing body, increased to 66.24%, set against a minimum requirement of 60%. As regards liquidity, the Group is structurally in surplus. The liquidity ratio exceeds the requirement laid on each of the institutions (100%). At end 2005, the liquidity ratio of the Crédit Coopératif was 192%, and for BTP Banque, 226%. For purposes of controlling major risks, the regulations set the following limits: - 25% of equity capital for risks borne in respect of a given beneficiary - 8 times the amount of equity capital for the total of commitments which, per beneficiary, exceed 10% of equity capital. The Crédit Coopératif group has developed a wide dispersion of risks, so that no weighted unit commitment for a single beneficiary exceeds 10% of its equity capital. RATING The Crédit Coopératif group has benefit of the rating of the Banque Populaire group, namely: - Moody’s: short term P-1, long term: Aa3 - Standard & Poor’s: short term A+1, long term: AA- RESULTS (See table of intermediate operating totals) NET BANKING INCOME The net banking income for the group rose to 287.8 million euros at 31 December 2005, compared with 264.9 million euros in 2004, an increase of 8.6%, this result is particularly satisfying in that this performance is not based on irregular elements such as venture capital products, for example. For the managed institutions alone, the Crédit Coopératif and its subsidiaries, and including urealised expense or income, net banking income increased by 9.3%, reflecting the strong growth in business, notable in both the collection (+10.6%) and the distribution of loans (+7.7%, the highest score over the last few years). Over the months, resources outstanding have increased at a steady rate. The increase in jobs has been driven to a great extend by mediumand long-term loans which rose by 8.3% over the year, while shortterm and other similar loans increased by 5.3%. The best score was recorded by the new investment loans which experienced very dynamic growth this year, beating all records (+24.5%). The BTP Banque’s flagship activity of signature commitments also continued to grow at a very favourable rate (+16.3%). 69 This excellent sales performance is even more remarkable in view of the fact that it was not achieved to the detriment of margin rates, which began to stabilise in the second quarter and maintained this situation in the second half of the year. The growth in activities was directly reflected by a substantial increase in the interest-rate margin, which would have been higher if rates as a whole had not remained at historically low levels. Income from net commission was buoyant, despite the absence of any major change in pricing policy. UCIT management fees were primarily responsible for this performance. The integration of the associated institutions, including Batinorest, was reflected by an increase of 44.3 million euros in net banking income compared with 41.2 million euros in 2004. GENERAL EXPENSES General expenses amounted to 214.9 million euros compared with 192.9 million euros in 2004, an increase of 11.4%. General expenses for the consolidation basis formed by the Crédit Coopératif and its subsidiaries were 179.5 million euros. In 2004, they amounted to 163.2 million euros (+10%). At 116 million euros, staff expenses for this consolidation basis rose by 9%. Investments for the future, around forty new staff, mainly allocated to the networks, of course contributed towards the growth in these expenses, as did annual salary reviews. The VAT burden for rebilling by group institutions to BTP Banque, since its departure from the group in 2005, also contributed to the general increase. Other management costs (including depreciation) amounted to 63.6 million euros, an increase of 11.8%. This increase is partly attributable to one-off phenomena, at least in the long term, such as the subscription paid to the Banque Fédérale des Banques Populaires being progressively applied, expenditure which appeared wise to undertake after the adoption of the budgets. In addition to these charges is the increase in consumption resulting from a period of major expansion. General expenses for non-subsidiary associate institutions amounted to 35.4 million euros, compared with 29.7 million euros in 2004. This strong increase can be attributed to a particularly high level of exceptional expenditure. GROSS OPERATING PROFIT Gross operating profit came to 72.9 million euros compared with 72.0 million euros in 2004. The increase for the Crédit Coopératif group as a whole was moderate (+1.3%), while the Crédit Coopératif and its subsidiaries scored considerably higher (+3.4 million euros, an increase of 5.6%). COST OF RISK Sums allocated to cost of risk increased to 19.8 million euros, compared with 17.5 million euros in 2004. 2.8 million euros of this increase originated from associate institutions, the cost of risk for the Crédit Coopératif and its subsidiaries fell by 0.5 million euros. 70 RESULTS FROM COMPANIES CONSOLIDATED ACCORDING TO THE EQUITY METHOD All the companies consolidated according to the equity method made a positive contribution, in contrast to 2004 when the result for BISE resulted in a negative amount. GAINS OR LOSSES ON CAPITAL ASSETS In 2004, the transfer of the SOPROMEC shares to Banque Populaire Développement resulted in a capital gain of 3.1 million euros. Moreover, the foreign-exchange provision set aside against the depreciation of the zloty to cover the shareholding in BISE was wholly written back (1.7 million euros). GENERAL BANKING RISK RESERVE Funds of 2 million euros were written to the general banking risk reserve in 2005, bringing it to a total of 16.1 million euros at 31 December 2005. Under the mutual-support mechanism of the Groupe Banque Populaire, it includes the Fonds Régional de Solidarité (regional solidarity fund), which represents an amount of 5.4 million euros. NET INCOME ATTRIBUTABLE TO THE GROUP The net income attributable to the group came to 34.2 million euros, up by 10.8% in comparison with 2004. PROSPECTS FOR 2006 2005 was a record breaking year, in terms of the buoyancy of business, the growth in net banking income and the increase in expenditure, much of which was represented by investment expenditure. However, 2005 was also a year of critical diagnosis, with strategic analyses resulting in action plans to achieve medium-term objectives. The resulting CAP 2008 project was submitted to the Board of Directors for approval before being presented to all employees to ensure that everyone is aware of the issues, challenges and their own individual roles in bringing energies and skills to bear to turn our ambitions into reality. In fact, over the next three years, the Crédit Coopératif group intends to differentiate itself even more and use a proactive approach and its innovative skills for the benefit of its target customer segments which share the values of solidarity and equity that have earned it a strong place in the social economy. The Crédit Coopératif has therefore decided to focus its efforts on increasing the resources available to improve its efficiency, by concluding and developing high-potential partnerships and by exploring all available communication media to ensure high-quality relationships with multiple partners. In this respect, the technical renovation of the IT platform is providing all staff with a modern and effective tool. Plans are also underway to optimise usage of this platform to ensure maximum operational service and commercial quality for the group’s current and future customers. G R O U P E C R É D I T C O O P É R A T I F This also represents a considerable asset in the group’s resolutely held strategy to significantly improve the productivity of all the resources at its disposal. An appraisal and remuneration system that awards performance has now been introduced for the benefit of the group’s staff, a workforce characterised by their technical skills, motivation and the quality of the relationships they have built up with their partners and customers. Employees have also been given new workstations incorporating more operational and user-friendly features. All the prerequisites are therefore in place to ensure that the group’s investment efforts over the last few years on all levels, in particular, human, IT, real estate, achieve their full potential, with better use of current resources leading to strong growth in net banking income to ensure the development of the operating ratio. This is actually one of the more ambitious objectives of CAP 2008, an essential requirement to provide the group with the financial solidarity it needs to effectively serve its partners and customers, and thus continue to regarded as the reference bank in the financial sector of the social economy. 71 INTERMEDIATE OPERATING TOTALS AT 31 DECEMBER 2005 Interest received and similar income Interest paid and similar expenses (EUROS 000) FINANCIAL YEAR 2005 FINANCIAL YEAR 2004 416,118 239,285 364,128 196,538 - Sub-total – interest margin Income from variable-income securities Net commission Net income from trading and short-term investment portfolios Other net operating income/losses 176,833 3,918 85,326 14,296 7,420 167,590 3,167 78,623 12,172 3,349 287,793 2 6 4 , 9 01 General operating expenses, depreciation and provisions - Staff expenses - Other administrative expenses - Depreciation and provisions 214,898 131,137 71,461 12,300 192,909 119,149 61,520 12,240 Operating ratio G R O S S O P E R AT I N G P R O F I T 74.67% 72,895 72.82% 71 , 9 9 2 NET BANKING INCOME Cost of risk - N E T O P E R AT I N G I N C O M E Share in net income of companies consolidated according to the equity method Net income/loss from capital assets Net extraordinary income/loss Corporation tax Transfer to/Reversal from goodwill on acquisition Appropriation to/Reversal from General Banking Risk Reserve and Regulated Reserves Minority shareholders’ interest N E T I N C O M E AT T R I B U TA B L E TO G R O U P 19,795 - 5 3 , 10 0 - N E T O P E R AT I N G I N C O M E B E F O R E TA X 72 - 3,248 172 17,537 54,455 - 56,176 628 4,426 58,253 - 2 17,264 408 - 587 17,820 408 - 2,023 2,328 - 3,766 4,858 34,155 3 0 , 81 4 G R O U P E C R É D I T C O O P É R A T I F FINANCIAL ELEMENTS OF THE CONSOLIDATED ACCOUNTS BALANCE SHEET – OFF-BALANCE SHEET NOTES STATUTORY AUDITORS’ REPORT 73 BALANCE SHEET AT 31 DECEMBER 2005 (EUROS 000) FINANCIAL YEAR 2005 FINANCIAL YEAR 2004 INTERBANK OPERATIONS AND SIMILAR CASH, CENTRAL BANKS, CCP POSTAL-GIRO ACCOUNTS GOVERNMENT STOCK AND SIMILAR SECURITIES RECEIVABLES FROM CREDIT INSTITUTIONS 1,442,811 83,832 519,711 839,268 1,763,603 117,409 449,786 1,196,408 OPERATIONS WITH CUSTOMERS TRADE CREDIT OTHER LOANS TO CUSTOMERS OVERDRAFTS ON CURRENT ACCOUNTS 4,320,900 413,121 3,542,219 365,560 3,750,180 344,608 3 077,119 328,453 913,493 916,674 2,075,816 1,772,736 303,080 1,776,891 1,502,756 274,135 151,389 135,292 101,866 91,691 49,523 43,601 TANGIBLE AND FIXED ASSETS 83,009 81,259 GOODWILL ON ACQUISITION 5,680 6,014 234,573 86,384 148,189 187,635 60,196 127,439 9,227,671 8,617,548 FINANCING COMMITMENTS COMMITMENTS IN FAVOUR OF CREDIT INSTITUTIONS COMMITMENTS IN FAVOUR OF CUSTOMERS 613,787 10,000 603,787 478,771 GUARANTEE COMMITMENTS COMMITMENTS ON BEHALF OF CREDIT INSTITUTIONS COMMITMENTS ON BEHALF OF CUSTOMERS 2,212,661 5,404 2,207,257 1,938,214 12,323 1,925,891 64,070 19,500 64,070 19,500 ASSETS FINANCIAL LEASE OPERATIONS AND SIMILAR OPERATIONS ON SECURITIES BONDS AND OTHER FIXED INCONE SECURITIES SHARES AND OTHER VARIABLE INCOME SECURITIES FINANCIAL ASSETS SHARES AND INTERESTS IN ASSOCIATE COMPANIES AND OTHER LONG-TERM SECURITIES SHARES IN AFFILIATE UNDERTAKINGS CONSOLIDATED ACCORDING TO THE EQUITY METHODE ACCRUAL ACCOUNTS AND MISCELLANEOUS ASSETS OTHER ASSETS ACCRUAL ACCOUNTS TOTAL ASSETS OFF-BALANCE SHEET STATEMENT COMMITMENTS BY THE GROUP COMMITMENTS RELATING TO SECURITIES SECURITIES ACQUIRED ON REVERSE REPO OTHER COMMITMENTS BY THE GROUP 74 478,771 G R O U P E C R É D I T BALANCE SHEET AT 31 DECEMBER 2005 C O O P É R A T FINANCIAL YEAR 2004 924,231 1,165,775 OPERATIONS WITH CUSTOMERS REGULATED SAVINGS ACCOUNTS OTHER LIABILITIES 4,140,431 750,217 3,390,214 3,313,020 647,774 2,665,246 LIABILITIES IN THE FORM OF SECURITIES ISSUED 2,804,603 2,830,484 426,784 255,770 171,014 472,369 266,043 206,326 1,528 1,495 38,407 38,880 242,709 237,438 GENERAL BANKING RISK RESERVE 16,147 14,124 MINORITY INTERESTS IN RESERVES IN NET INCOME 95,684 93,356 2,328 93,445 88,587 4,858 537,147 291,009 45,133 450,518 232,780 45,133 166,850 34,155 141,791 30,814 9,227,671 8,617,548 FINANCING COMMITMENTS COMMITMENTS RECEIVED FROM CREDIT INSTITUTIONS 127,720 127,720 85,369 85,369 GUARANTEE COMMITMENTS COMMITMENTS RECEIVED FROM CREDIT INSTITUTIONS 382,362 382,362 291,868 291,868 1,306 24,500 1,306 24,500 INTERBANK AND SIMILAR OPERATIONS ACCRUAL ACCOUNTS AND OTHER LIABILITIES SUNDRY LIABILITIES ACCRUAL ACCOUNTS GOODWILL ON ACQUISITION PROVISIONS FOR CONTINGENCIES AND LOSSES SUBORDINATED DEBT EQUITY CAPITAL (EXCL. GENERAL BANKING RISK RESERVE) CAPITAL SUBSCRIBED SHARE PREMIUM ACCOUNT CONSOLIDATED RESERVES, REVALUATION RESERVE, TRANSLATION DIFFERENCE, GOODWILL ON EQUITY-METHOD CONSOLIDATION NET INCOME/LOSS FOR THE YEAR TOTAL LIABILITIES F (EUROS 000) FINANCIAL YEAR 2005 LIABILITIES I OFF-BALANCE SHEET COMMITMENTS RECEIVED COMMITMENTS RELATING TO SECURITIES SECURITIES SOLD ON REPO OTHER COMMITMENTS RECEIVED 75 PUBLISHED INCOME STATEMENT PERIOD FROM 1 JANUARY TO 31 DECEMBER 2005 (EUROS 000) FINANCIAL YEAR 31/12/2005 FINANCIAL YEAR 31/12/2004 INCOME AND EXPENSES FROM BANKING OPERATIONS INTEREST RECEIVED AND SIMILAR INCOME + 416,118 + 364,128 25,830 24,202 INTEREST AND SIMILAR INCOME ON OPERATIONS WITH CUSTOMERS 216,521 202,627 INTEREST AND SIMILAR INCOME ON BONDS AND OTHER FIXED-INCOME SECURITIES 133,436 91,149 40,331 46,150 INTEREST AND SIMILAR INCOME ON OPERATIONS WITH CREDIT INSTITUTIONS INCOME RECEIVED FROM FINANCE LEASING TRANSACTIONS AND SIMILAR INCOME OTHER INTEREST AND SIMILAR INCOME INTEREST PAID AND SIMILAR EXPENSES - 239,285 - 196,538 INTEREST PAID AND SIMILAR EXPENSES ON OPERATIONS WITH CREDIT INSTITUTIONS 38,617 37,781 INTEREST PAID AND SIMILAR EXPENSES ON OPERATIONS WITH CUSTOMERS 37,284 25,774 163,384 132,983 INTEREST PAID AND SIMILAR EXPENSES ON BONDS AND OTHER FIXED-INCOME SECURITIES EXPENSES ON FINANCE-LEASING OPERATIONS AND SIMILAR EXPENSES OTHER INTEREST PAID AND SIMILAR EXPENSES INCOME FROM VARIABLE-INCOME SECURITIES + 3,918 + 3,167 COMMISSION INCOME + 135,850 + 129,663 COMMISSION EXPENSES - 50,524 - 51,040 TRADING-PORTFOLIO GAINS OR LOSSES 2,977 1,743 NET GAIN ON OPERATIONS IN TRADED SECURITIES 1,444 455 NET GAIN/LOSS ON FOREIGN-EXCHANGE OPERATIONS 659 124 NET LOSS ON TRANSACTIONS IN DERIVATIVE FINANCIAL INSTRUMENTS 874 1,164 11,319 10,429 GAINS OR LOSSES ON PORTFOLIO-INVESTMENT AND SIMILAR TRANSACTIONS 76 G R O U P E C R É D I T C O O P É R A T I F COMPTE DE RÉSULTAT PUBLIABLE PÉRIODE DU 1 ER JANVIER AU 31 DÉCEMBRE 2002 (EUROS 000) FINANCIAL YEAR 31/12/2005 OTHER INCOME FROM BANKING OPERATIONS + + 11,700 OTHER INCOME OTHER BANK OPERATING EXPENSES 11,700 FINANCIAL YEAR 31/12/2004 - Other expenses 4,280 5,850 5,850 - 2,501 4,280 2,501 NET BANKING INCOME 287,793 264,901 GENERAL OPERATING EXPENSES 202,598 180,669 131,137 119,149 71,461 61,520 STAFF EXPENSES OTHER ADMINISTRATIVE EXPENSES DEPRECIATION, AMORTISATION AND PROVISIONS ON INTANGIBLE AND TANGIBLE FIXED ASSETS - GROSS OPERATING PROFIT COST OF RISK 12,300 - 72,895 - NET OPERATING INCOME 19 795 71,992 - 53,100 3,248 SHARE IN NET INCOME/LOSS OF SUBSIDIARIES CONSOLIDATED ACCORDING TO THE EQUITY METHOD NON-FINANCIAL SUBSIDIARIES 2,200 FINANCIAL SUBSIDIARIES 1,048 12,240 17,537 54,455 - 628 1,628 - 2,256 - 172 4,426 GAINS OR LOSSES ON INTANGIBLE AND TANGIBLE FIXED ASSETS - 98 30 GAINS OR LOSSES ON LONG-TERM FINANCIAL ASSETS - 74 4,396 56,176 58,253 GAINS OR LOSSES ON INVESTMENTS IN CAPITAL ASSETS PROFIT BEFORE TAX ON ORDINARY OPERATIONS NET EXTRAORDINARY INCOME/LOSS 2 - 587 CORPORATION TAX - 17,264 - 17,820 GOODWILL ON ACQUISITION WRITTEN OFF - 408 - 408 APPROPRIATIONS TO/REVERSALS FROM GENERAL BANKING RISK RESERVES AND REGULATED PROVISIONS - 2,023 - 3,766 MINORITY INTERESTS NET INCOME ATTRIBUTABLE TO THE GROUP NET INCOME PER SHARE ATTRIBUTABLE TO THE GROUP, € 2,328 4,858 34,155 30,814 1.79 2.02 77 NOTES TO THE FINANCIAL STATEMENTS FOR THE GROUPE CREDIT COOPERATIF - FINANCIAL YEAR 2005 There was no change in the consolidation scope of the Crédit Coopératif group at 31 December 2005 in comparison with that on 31 December 2004. I – BASES FOR DRAWING UP THE GROUP FINANCIAL STATEMENTS The financial statements of the Crédit Coopératif group have been drawn up in accordance with CRC regulation No. 99-07 of 24 November 1999 concerning consolidation rules and CRC regulations nos. 2000-04 and 2000-08 concerning the presentation of summarising consolidated documents applicable to businesses within the remit of the Comité de la Réglementation Bancaire et Financière [French banking and financial regulation committee]. The specific features of the Crédit Coopératif group are set out below: Non-subsidiary credit institutions that have signed an association agreement are also fully consolidated. Thus since 30 June 2004, EDEL, previously consolidated according to the equity method, has been fully consolidated. Consolidation according to the equity method consists of substituting, for the book value of the securities held, the Group’s share in the equity capital and in the income for the financial year. This method has been applied for the interests in the following companies: - BISE, credit institution - ESFIN, financial undertaking - IRD Nord Pas-de-Calais, non-financial undertaking - CGI du Bâtiment, insurance undertaking • Particular features of the Group The consolidated financial statements of the Crédit Coopératif group consolidate the financial statements of the Crédit Coopératif, société anonyme coopérative de banque populaire à capital variable [socialbanking cooperative in the form of a public limited company with variable capital], and those of all the (subsidiary or non-subsidiary) credit institutions that have signed an association contract with the Crédit Coopératif, under which the latter guarantees their liquidity and solvency, and provides administrative and technical assistance. • Methods for drawing up financial statements The subsidiaries BTP Banque, Coopamat, Inter-Coop, Sicomi-Coop, Batinorest, BTP Capital Investissement, Ecofi-investissements and Efitel are fully consolidated owing to the fact that the Crédit Coopératif holds 50% or more of their capital. For these companies, any significant minority interests are explicitly identified in the financial statements. For these companies, any significant minority interests are explicitly identified in the financial statements. 78 I I - GROUP CONSOLIDATION SCOPE AT 31 DECEMBER 2005 Excluded from the consolidation scope: The Société Européenne pour la Finance Ethique et Alternative (Ethical European and Alternative Financing Company) is excluded from the consolidation scope despite the fact that 71% of this company is held by the Crédit Coopératif. The financial impact of this Italian variable-capital cooperative public limited company, which is undergoing development, is not significant. The interest of the Crédit Coopératif will decrease as new members invest. As an indication, the interim negative result for 2005 is 25.4 thousand euros. Thus, the consolidation scope is as follows: G R O U P E C R É D I T C O O P É R A T I F I. CREDIT INSTITUTIONS 1) Consolidating entity Crédit Coopératif (SCA) Registered office: 33, rue des Trois-Fontanot 92000 NANTERRE CONSOLIDATING ENTITY % control % holding % consolidation Consolidation method 100% 100% 100% 51.70% 99.95% 100.00% 100.00% 51.70% 100% 100% 100% 100% Full Full Full Full 94.88% 94.88% 100% Full 33.94% 33.94% 100% Full 43.88% 46.66% 46.66% Equity method 11.33% 100% Full 5.76% 100% Full 0.00% 100% Full 0.29% 100% Full 4.76% 100% Full 1.71% 100% Full 4.18% 100% Full 4.21% 100% Full 1.67% 100% Full 0.33% 100% Full 5.37% 100% Full 0.97% 100% Full 0.00% 100% Full 2) Associate Credit Institutions in which the Crédit Coopératif holds more than 20% BTP Banque (SA) Coopamat (SAS) Inter-Coop ( SAS) SICOMI COOP Registered offices: 33, rue des Trois-Fontanot 92000 NANTERRE BATINOREST 96, rue de Jemmapes BP 79 59028 LILLE Cedex GROUPE EDEL (MONINFO) Registered office: Parc de la Plaine, 5, avenue Marcel Dassault BP 5806 31505 TOULOUSE Cedex 3) Foreign Credit Institution in which the Crédit Coopératif holds more than 20% B.I.S.E. S.A. Registered office: ul. Dubois 5a 00-184 WARSZAWA (POLAND) 4) Associate Credit Institutions in which the Crédit Coopératif holds less than 20% CAISSE SOLIDAIRE 3, Contour Saint Martin 59100 ROUBAIX SOFINEF 114, Boulevard du 11 Novembre 69625 VILLEURBANNE Cedex SOCOREC 77, rue de Lourmel 75015 PARIS SOFIGARD 13, bis Boulevard Talabot 30000 NIMES SOFINDI 11, rue de Belat 16000 ANGOULEME SOFISCOP 7, rue Herpin Lacroix BP 6647 35006 RENNES SOFISCOP SUD EST 70, rue Maurice Flandrin BP 3164 69211 LYON Cedex 03 SOFIRIF Z.I. BETHUNES BP 9032 95071 CERGY PONTOISE SOMUPACA 9, place de la Liberté 83000 TOULON SOMUDIMEC 2, chemin du Vieux Chêne BP 79 38242 MEYLAN C.M.G.M. 39-41, rue Louis Blanc - 92038 PARIS LA DEFENSE Cedex NORD FINANCEMENT 40, rue Eugène Jacquet 59078 MARCQ EN BARŒUL GEDEX DISTRIBUTION 24, rue Chaptal 92300 LEVALLOIS PERRET A S S O C I A T I O N A G R E E M E N T S 79 II. FINANCIAL UNDERTAKINGS Union des Sociétés du Crédit Coopératif (GIE consortium/JV) Transimmo (SARL) Société Civile Immobilière du Crédit Coopératif Société Civile Immobilière du Crédit Coopératif de Saint Denis Efitel (SARL) Ecofi Investissements Registered office: 251, boulevard Péreire - 75852 PARIS Cedex 17 Groupe ESFIN (ESFIN PARTICIPATIONS, IDES, SPOT) Registered office: 10-12, rue des Trois-Fontanot - 92000 NANTERRE III. NON-FINANCIAL UNDERTAKINGS BTP Capital Investissement Registered offices: 33, rue des Trois-Fontanot – 92000 NANTERRE IRD Nord Pas-de-Calais Registered office: 96, rue de Jemmapes - BP 79 - 59028 LILLE Cedex IV. INSURANCE UNDERTAKINGS CAISSE DE GARANTIE IMMOBILIERE DU BATIMENT Registered office: 6, rue La Pérouse, 75016 PARIS 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Full Full Full Full Full Full 37.58% 37.58% 37.58% Equity method 79.42% 79.42% 100% Full 28.92% 28.92% 28.92% Equity method 33,40% 33.40% 33.40% Equity method 100% 100% 100% 100% 100% 100% Full Full V. CREDIT COOPERATIF DEDICATED UCITS CAISSE CENTRALE MONE+CC2 French corporate-form abbreviations: SCA: Société Coopérative Anonyme (Cooperative public limited company) SAS: Société Anonyme Simplifiée (simplified joint-stock corporation) Country is France unless otherwise stated 80 G III - GENERAL PRINCIPLES AND METHODS OF VALUATION The valuation methods adopted comply with the specific Regulations and Instructions pertaining to consolidation of financial statements and those relating to the operations recorded. Among those operations, particular attention is drawn to the terms and procedures for treating the following items: • Loans outstanding and provisions CRC regulation No. 2002-03 concerning the accounting treatment of credit risk determines the classification of doubtful debts in the balance sheet. Debt classification • Healthy loans: outstanding loans that correspond to a normal commercial relationship, excluding all ascertained credit risk. • Loans restructured on non-market terms: loans for which the repayment terms have been amended on account of the counterparty’s financial situation, at interest rates below current market rates. • Doubtful loans: loans carrying an ascertained credit risk corresponding to a situation arising from the existence of: • one or more unpaid accounts • worsening in the financial situation of the counterparty • disputes or litigation between the institution and its counterparty • Compromised doubtful loans: where the solvency of a counterparty is in a state such that after classification for a reasonable period among doubtful loans, no reclassification as healthy loans can any longer be foreseen, the loans concerned are specifically identified among doubtful loans as compromised doubtful loans. Rules governing loan segmentation • Loans have been segmented according to economic transactor, and hence, the following sections have been identified: non-financial companies, sole traders, individuals, government and nongovernment administration, other customer segments. • Rating system: the banks consolidated in the financial statements have a rating system appropriate to their customers. R O U P E C R É D I T C O O P É R A T F The main non consolidated investments under this item are as follows: - Banque Fédérale des Banques Populaires: 69,402,000 euros, a shareholding of 2% - Banque Populaire Développement: 14,939,000 euros, a shareholding of 4.32% - Rhône Dauphiné: 1,671,000 euros, a shareholding of 19.49% -France Active Garantie: 464,000 euros, a shareholding of 20% - SEFEA: 2,115,000 euros, a shareholding of 70.90%. • Shareholdings consolidated according to the equity method The BISE, ESFIN, IRD Nord Pas-de-Calais and CGI du Bâtiment companies in which the Crédit Coopératif exercises significant management influence were consolidated according to the equity method. Under this method, the consolidated balance sheet shows, instead of the book value of the securities, the share they represent in the equity capital of the consolidated companies. At 31 December 2005, the value of securities included in the balance sheet totalled 49,523,000 euros, of which ESFIN accounted for 15,791,000 euros, IRD Nord Pas-de-Calais 11,197,000 euros, CGI du Bâtiment 8,528,000 euros and BISE, 14,007,000 euros. The consolidated income statement includes the relevant share in net income of the companies consolidated according to the equity method. The published income statement shows a total share in net income of 3,248,000 euros of which ESFIN accounted for 251,000 euros, IRD Nord Pas-de-Calais 29,000 euros, CGI du Bâtiment 2,171,000 euros and BISE, 797,000 euros. • Finance-leasing operations and fixed assets Assets not leased after termination of finance-leasing contracts, and real-estate assets intended for outright rental are covered by provisions for loss where such loss appears lasting, in order to take account of market trends. • Tangible fixed assets and intangible assets. The rules applied in the individual accounts for each of the consolidated institutions are not adjusted in the Group financial statements. The same applies to updates of future flows as the result of changes in the method, at the opening of the 2005 financial year, in the individual accounts for each of the consolidated institutions. The CRC issued a regulation (CRC 2002-10) which came into effect for individual financial statements from 1 January 2005 for both intangible and fixed assets and a regulation 2004-06 on the definition and evaluation of assets also came into effect on 1 January 2005. In the real-estate finance leasing companies of the Crédit Coopératif group these regulations have been applied to buildings for outright rental and to buildings that are temporarily not being leased. • Investment in subsidiaries • Operating capital assets Investments in minority-held subsidiaries are recorded at purchase value or the value of the capital contributed, according to the historiccost principle. The holdings are valued for each asset individually on the basis of the mathematical value of the asset, and taking account of the earnings prospects of each company. Only unrealised capital losses are recorded in the form of provisions for loss. The foreign-exchange risk relating to equity investments denominated in foreign currency and financed in euros is evaluated and recorded in the accounts where necessary. Gross amounts of debt outstanding are broken down into components, which are based on the different periods of use of each of the separate elements making up a single asset. Borrowing costs are not considered in the calculation of the gross value of assets. Components are depreciated on the basis of their gross value less the residual value and on their useful life. The residual value is defined as the current value of the asset at the end of its probable period of use. The residual value of components other than land and non-destroyable facades is deemed to be zero. Rules governing doubtful loans and provisioning I 81 The component approach is not applied to movable assets which are amortised according to their useful life. • Non-operating assets The component method is also applied. • Intangible assets Intangible assets are recorded at acquisition cost. With regard to intangible assets developed in-house, development costs are capitalised in accordance with the option set out by CRC regulation 2004-06. Leasehold rights are written down linearly on the basis of the residual life of the lease and where required are depreciated on the basis of the market value. Goodwill is not written down but it is depreciated. Write downs recorded previously are retained if it is not possible (considering the age) to determine the resources provided by the goodwill in question. It should be noted that the goodwill recorded in the accounts of Batinorest as a result of the acquisition of a loan portfolio from IRD Nord Pas-de-Calais, written off on a straight-line basis in the entity’s own accounts, was withdrawn in the consolidated accounts in order to amortise it according to the schedule of expected income. It is specified that purchased software and software developed inhouse is amortised over a maximum period of 5 years. • Bond issue costs Starting with the 1994 issues, and pursuant to the new provisions of the amending Finance Act [loi de finances rectificative], the option was taken of carrying these costs forward over the period of maturity of the bond issue in proportion to the accrued income. • Operations in securities Securities are classified according to the investment intention, in accordance with CRB regulation 90.01 of 23 February 1990. Their valuation and the corresponding accounting treatment comply with CB Instruction 94.07 of 14 March 1994, as amended by CB Instruction 2000-12 of 4 December 2000. The dedicated UCITS are fully consolidated. • Future financial instruments Operations using future financial instruments are recorded in accordance with CRB regulations 88.02 and 90.15. The relevant commitments are posted in the off-balance-sheet statement at the nominal value of the contracts. Gains or losses on allocated hedging operations are posted to income symmetrically to the posting of income or expenses on the asset hedged and within the same line item. Hedging expenses and income relating to the company’s global interest-rate risk are posted to income pro rata temporis. 82 • Currency operations Assets, liabilities and off-balance-sheet commitments denominated in foreign currency are converted at the official exchange rate at the period-ending date. Unrealised gains or losses on foreign-currency investments in subsidiaries, funded in euros, are written to the balance sheet in a currency conversion variance account. Other unrealised or materialised gains and losses on exchange are posted to income. Expenses paid and income received are recorded at the rate in force on the date of the transaction. However, expenses and income accrued but not paid or received are converted at the period-end date. • Goodwill on acquisition 1. The liability item “goodwill on acquisition” represents the balance of goodwill not posted to any particular balance sheet item and recorded at the date of acquisition of equity investments, being the difference between the cost to the company of their acquisition and the share in the corresponding net equity. The buying in of securities of IRD Nord-Pas-de-Calais (a company consolidated according to the equity method) since 1998 has resulted in negative acquisition goodwill for which the writing-down period was set at 10 years reckoning from the year following the acquisition of those securities. 2. The takeover of POMMIER-FININDUS generated positive acquisition goodwill, which was posted to real-estate assets; this goodwill is written down in accordance with the practices pertaining to such assets. The application in the company’s accounts of regulations on component-based amortisation has resulted in a review in the consolidated accounts of the amortisation plans for goodwill on acquisition for real estate. This new method is reflected by an additional allocation of 136,000 euros carried forward. 3. The positive goodwill on the acquisition of ECOFI-INVESTISSEMENTS is written down over 10 years. 4. The positive goodwill recorded on consolidation of BISE according to the equity method is written down over 10 years starting from the 2004 financial year. Further goodwill on acquisition was recorded for acquisitions over the financial year 2005. • Other adjustments a) Finance-leasing operations are recorded as assets in the Group balance sheet for their value as determined after deduction of amortization. The unrealised reserve amounts to 11,243,000 euros b) Revaluations of fixed assets performed at the time of the Group’s restructuring on 30 June 1989 and shown as assets of the Crédit Coopératif have been cancelled. c) Profits on intra-Group transactions have been eliminated. Those profits consist mainly of dividends received. d) The provision for investment recorded in the company accounts has been neutralized. e) The corporation tax charge was altered as a result of the foregoing adjustments. The unrealised expense or income so arising is posted either to the income for the year or to Group reserves. The liability method of tax allocation is applied. G f) The exceptional 2.5% levy on special long-term capital gain reserves that had been provisioned in the company accounts at 31 December 2004 was reversed after being recorded in the Crédit Coopératif financial statements. Thus the net impact from deferred corporation tax is a liability entry in the Group balance sheet of 2,714,000 euros. R O U P E C R É D I T C O O P É R A T I F V - OTHER INFORMATION • Operations with the Network Details of the main financial dealings with the member institutions of the Banque Fédérale des Banques Populaires are set out in tables giving details of the balance sheet and off-balance-sheet statement under the heading “Network”. • Changes of accounting method - CRC regulation no. 2002-03 concerning credit risk requires, as of 1 January 2005, provisions for doubtful debts and doubtful compromised debts to be made, taking updates of future expected flows into consideration. On 1 January, the effect of this change in method was carried forward in the company financial statements. - CRC regulation no. 2004-06 concerning the definition, accounting and evaluation of assets came into force on 1 January 2005. This text allows for certain acquisition costs, such as transfer costs, fees or legal fees as well IT development costs to be capitalised or recorded as expenses. The Crédit Coopératif group selected the option of capitalising acquisition and IT development costs with no effect on equity capital. - CRC regulation no. 2002-10 concerning the amortisation and depreciation of assets, amended by the CRC no. 2003-07, came into force on 1 January 2005. This text requires component-based accounting for real-estate assets and depreciation based on their useful life. On 1 January, the effect of this change in method was carried forward in the company financial statements. Amortisations on internal transfer operations previously cancelled in consolidation have been corrected. Where required, a provision for future taxation was recorded in the company accounts in accordance with notice 2005-D of the emergency committee as a result of the tax impact being spread over five years. Leasehold rights are amortised over the residual duration of the lease. - Employers in the Crédit Coopératif group Union Economique et Sociale (economic and social union, representing most of the group’s workforce) applied, with effect from 1 January, the Accounting Council’s recommendation 2003-R01 in relation to labour commitments. On 1 January, the effect of this change in method was carried forward in the company financial statements. Amortisations on internal transfer operations previously cancelled in consolidation have been corrected. • Workforce Average numbers of serving staff employed during the period under review came to 1,745. • Remunerations, advances, loans and commitments benefiting members of the Senior Management and Executive bodies. - Overall amount of remuneration, directors’ fees and retirement commitments allocated in respect of the financial year to 31 December 2005 • to members of the Board ................................................................257,000 € • to members of Executive bodies.............................................. 1,378,000 € - Total amount of advances and loans extended at 31 December 2005 • to members of the Board 1........................................................ 1,360,000 € • to members of Executive bodies .................................................... 78,000 € • Estimated results for certain companies within the consolidation scope Since the results for the companies enumerated below were not available when the Group’s financial statements were drawn up, the estimated amounts communicated by those companies were taken into account: Bise, CGI du Bâtiment, IRD Nord Pas-de-Calais, EDEL. • Breakdown of net banking income at 31 December 2005 by business line - Retail banking (funds collection, flows management, liquidity lending, commercial portfolio) .................................................................................. 58.4% - Investment finance ...................................................................................... 28.8% - Asset management ...................................................................................... 11.2% - Financial engineering .................................................................................... 1.6% The breakdown of net banking income by business line is mainly derived from management information. IV - INFORMATION ON THE ITEMS IN THE BALANCE SHEET, OFF-BALANCE SHEET STATEMENT AND INCOME STATEMENT • BALANCE SHEET ............................................................(notes 1 to 16) • OFF BALANCE SHEET ..............................................(notes 17 to 19) • INCOME STATEMENT ..............................................(notes 20 to 23) 83 NOTE No. 1 INTERBANK & SIMILAR OPERATIONS (EUROS 000) 31/12/2005 31/12/2004 83,832 519,711 839,268 585,520 246,670 10 7,068 117,409 449,786 1,196,408 664,716 522,971 10 8,711 1,442,811 1,763,603 36,347 36,225 300,764 300,355 ASSETS – Cash, CCP postal-giro a/cs, central banks – Government stock and similar securities – Receivables from credit institutions - sight - term - net doubtful debts - related receivables TOTAL of which affiliate companies of which network - affiliate companies: member institues of the Banque Populaire group - network: institues affiliated to the Banque Federale des Banques Populaires NOTE No. 2 (EUROS 000) 31/12/2005 31/12/2004 – Central banks, CCP postal-giro a/cs – Deposits taken and borrowings: - sight - term - Other amounts payable - Related accounts payable 113,309 802,155 8,767 129,549 1,025,475 3 10,748 TOTAL 924,231 1,165,775 of which affiliate companies 300,727 198,251 425,437 216,260 INTERBANK AND SIMILAR OPERATIONS LIABILITIES of which network - affiliate companies: member institues of the Groupe Banque Populaire - network: institues affiliated to the Banque Federale des Banques Populaires 84 G R O U P E C R É D I T C O O NOTE No. 3 P É R A T I F (EUROS 000) 31/12/2005 31/12/2004 OPERATIONS WITH CUSTOMERS ASSETS WITH CUSTOMERS – NET VALUES - OVERDRAFTS ON CURRENT ACCOUNTS 348,594 393,753 306,205 327,884 - NET DOUBTFUL DEBTS 3,451,686 24,246 102,621 3,002,341 22,423 91,327 TOTAL 4,320,900 3,750,180 - TRADE CREDIT - FACTORING - OTHER LOANS TO CUSTOMERS - RELATED RECEIVABLES AND UNALLOCATED ITEMS (EUROS 000) 31/12/2005 31/12/2004 OPERATIONS WITH CUSTOMERS OTHER LOANS TO CUSTOMERS - Export credit facilities - Liquidity and consumer credit facilities - Capital-equipment investment credit - Housing loans - Other loans - Securities received on reverse repo - Stocks received on reverse repo - Subordinated loans 5,182 410,923 2,627,199 290,272 40,504 4,650 356,888 2,295,130 232,624 59,467 59,280 18,326 35,000 18,582 TOTAL 3,451,686 3,002,341 NOTE No. 4 (EUROS 000) 31/12/2005 FINANCE-LEASING AND SIMILAR OPERATIONS Real-estate finance leasing Equip-ment finance leasing - Assets leased to customers - Unleased assets - Provisions for loss/deterioration - Net doubtful receivables - Related receivables 696,897 16,132 -2,387 20,098 11,644 165,397 2,314 -424 2,736 1,086 Credit and similar operations 742,384 171,109 31/12/2004 Real-estate finance leasing Equip-ment finance leasing 862,294 18,446 -2,811 22,834 12,730 690,492 15,514 -2,743 21,096 12,500 173,772 2,448 -322 2,742 1,175 864,264 17,962 -3,065 23,838 13,675 913,493 736,859 179,815 916,674 Total Total 85 NOTE No. 5 BREAKDOWN OF LOANS BY ECONOMIC TRANSACTOR (EUROS 000) Non- financial Non-financial companies companies Sole traders Individuals Non-government administration Government, government agencies and social security Other customer segments Total 31/12/2005 LOANS TO CUSTOMERS 839,268 2,522,530 79,131 528,671 971,665 25,330 134,285 5,100,880 Healthy debt Doubtful debt Provision for compromised doubtful loans 839,268 0 2,468,436 129,277 70,137 16,740 511,663 29,282 951,961 44,828 24,021 2,977 132,773 5,942 4,998,259 229,046 0 -75,183 -7,746 -12,274 -25,124 -1,668 -4,430 -126 425 Doubtful loans - sub-total 0 54,094 8,994 17,008 19,704 1,309 1,512 102,621 FINANCE LEASING 0 877,472 3,305 4,608 27,820 0 287 913,492 Finance leasing and LSF loans Doubtful debts Provisions for doubtful debts 0 0 0 840,157 71,662 -34,347 3,205 314 -214 4,483 422 -297 26,899 2,743 -1,822 0 0 0 280 26 -19 875,024 75,167 -36,699 Doubtful debts - sub-total 0 37,315 100 125 921 0 7 38,468 NOTE No. 6 OPERATIONS WITH CUSTOMERS PAYABLE TO CUSTOMERS Specially-regulated savings accounts Customer deposits and borrowings Borrowings from financial customers (EUROS 000) 31/12/2005 31/12/2004 Sight Term NET Sight Term NET 628,072 122,109 750,181 533,166 114,608 647,774 2,444,459 395,751 2,840,210 2,201,755 339,388 2,541,143 0 793 793 0 1,096 1,096 0 463,439 463,439 0 55,100 55,100 1 743 1,743 0 1,578 1,578 77,037 0 77,037 61,925 0 61,925 7,028 0 7,028 4,404 0 4,404 3,156,596 983,835 4,140,431 2,801,250 511,770 3,313,020 Securities delivered on repo Stocks delivered on repo Factoring accounts payable Guaranteed deposits Other amounts payable Related accounts payable TOTAL of customers’ credit accounts 86 G R O U P E C R É D I T C O O NOTE No. 7 P É R A T I F (EUROS 000) 31/12/2005 31/12/2004 FINANCIAL ASSETS Gross financial assets 103,901 93,204 -2,035 -2,119 101,866 91,085 49,523 43,601 Currency translation differences 0 0 Related receivables 0 606 151,389 135,292 Provisions for loss Net financial assets Interests in subsidiaries consolidated according to the equity method TOTAL OF FINANCIAL ASSETS NOTE N° 8 (EUROS 000) 31/12/2005 31/12/2004 OPERATING CAPITAL ASSETS Gross Intangible assets 50,069 -30,979 -407 18,683 46,849 -26,209 -407 20,233 Tangible fixed assets 104,005 -53,528 -22 50,455 99,392 -49,629 -20 49,743 Sub-total 154,074 -84,507 -429 69,138 146,241 -75,838 -427 69,976 Tangible fixed assets 590 -1 589 815 -168 647 sub-total 590 -1 589 815 -168 647 33,516 -18,921 -1,313 13,282 30,394 -18,852 -906 10,636 188,180 -103,429 -1,742 83,009 177,450 -94,858 -1,333 81,259 Deprec. Prov. NET Gross Deprec. Prov. NET Non-operating capital assets Intangible assets Capital assets hired out on outright rental TOTAL INTANGIBLE & TANGIBLE FIXED ASSETS 87 NOTE No. 9 (EUROS 000) Residual maturity of term bank resources and employments D<= 3 months 3 months <D<=1 year 1<D<=5 years >5 years Indefinite term Total of term items E M P L OY M E N T S Receivables from credit institutions and similar institutions Receivables from customers Assets on finance lease Bonds and other fixed-income securities TOTAL EMPLOYMENTS 210,565 676,217 40,068 635,017 36,076 433,420 109,560 452,339 139,898 1,580,767 408,262 465,864 368,124 1,155,020 304,404 191,194 532 754,663 3,845,439 862,294 1,744,946 1,561,867 1,031,395 2,594,791 2,018,742 547 7,207,342 165,476 516,537 935,337 123,130 362,623 456,670 19,056 311,980 67,644 815,995 75,999 201,569 35,288 552,851 77,176 24,925 802,155 982,092 2,760,853 197,156 961,479 1,271,618 866,884 24,925 4,742,256 15 RESOURCES Payable to credit institutions Payable to customers Liabilities in the form of securities issued Subordinated loans TOTAL RESOURCES 88 1,617,350 G R O U P E C R É D I T C NOTE No. 10 O O P É R A T I F (EUROS 000) 31/12/2005 31/12/2004 ACCRUALS AND MISCELLANEOUS ASSETS OTHER ASSETS Options instruments purchased Settlements of transactions in securities Deferred-tax assets Other stocks and miscellaneous employments of funds Sundry debtors Doubtful debts, net Related receivables 777 11,266 9,658 102 63,717 573 2,138 7,619 108 49,047 864 711 SUB-TOTAL 86,384 60,196 54,246 139 46,211 2,894 7,204 49,068 3,512 4,376 26,750 3,583 4,740 41,863 4,167 4,675 22,200 SUB-TOTAL 148,189 127,439 TOTAL 234,573 187,635 ACCRUAL ACCOUNTS (ASSETS) Collection accounts Adjustment accounts Potential losses on unmatured futures hedging contracts Potential losses on matured futures hedging contracts Prepayments Deferred income Issue premiums pending deferral Other deferred charges Other accrual accounts 89 NOTE No. 11 (EUROS 000) 31/12/2005 31/12/2004 178 688 8,601 224 2,458 7,335 5,246 177,429 61,843 1,785 1,285 188,099 64,507 2,135 255,770 266,043 63,919 77,326 568 791 12,195 34,604 59,505 913 11,771 26,054 89 694 SUB-TOTAL 171,014 206,326 TOTAL 426,784 472,369 ACCRUAL ACCOUNTS & MISCELLANEOUS LIABILITIES OTHER LIABILITIES Options instruments sold Settlements of transactions in securities Deferred-tax liabilities Liabilities on securities Uncalled amount on securities not fully paid Sundry creditors Investment grant Allocated government stocks Related accounts payable SUB-TOTAL ACCRUAL ACCOUNTS (LIABILITIES) Collection accounts Adjustment accounts Variance accounts Potential gains on unmatured futures hedging contracts Potential gains on matured futures hedging contracts Unearned income Accrued charges Other accrual accounts NOTE NO. 12 PROVISIONS WRITTEN AGAINST ASSETS 90 (EUROS 000) 31/12/2004 Increase Decrease Changes in consolidation scope Other change 31/12/2005 Provisions for doubtful debts Provisions for loss Country-risk provisions 153,147 15,641 25,393 6,156 -21,978 -3,986 4,331 -1,932 160,893 15,879 TOTAL 168,788 31,549 -25,964 2,399 176,772 G R O U P E C R É D I T C O O NOTE No. 13 P É R A T I F (EUROS 000) 31/12/2005 31/12/2004 DEBT INSTRUMENTS ISSUED SHORT-TERM LOAN NOTES AND SAVINGS BONDS 20,495 15,811 2,248,472 887,540 312,174 1,048,758 491,886 2,256,647 426,199 771,404 1,059,044 515,746 43,750 42,280 2,804,603 2,830,484 INTERBANK MARKET SECURITIES NEGOTIABLE DEBT SECURITIES of which subscribed by credit institutions subscribed by financial customers subscribed by customers BONDS ISSUED OTHER LIABILITIES IN THE FORM OF SECURITIES ISSUED RELATED ACCOUNTS PAYABLE TOTAL DEBT INSTRUMENTS ISSUED NOTE No. 14 PROVISIONS FOR CONTINGENCIES AND LOSSES PROVISIONS FOR COUNTERPART RISKS Provisions for off-balance-sheet commitments Country-risk provisions Sectoral provisions Customer dispute provisions Other customer provisions SUB-TOTAL PROVISIONS FOR RISKS OF LOSS Portfolio of securities and future financial instruments Financial assets Real-estate development Other assets SUB-TOTAL PROVISIONS FOR OPERATING EXPENSES AND LOSSES Serving-staff pension commitments Retired-staff pension commitments Tax, duty and other levies Other provisions for future general expenses SUB-TOTAL TOTAL PROVISIONS FOR OPERATING EXPENSES AND LOSSES (EUROS 000) 31/12/04 5,840 -244 7,900 8,848 390 22,734 APPROPRIATIONS 1,617 REVERSALS CHANGES IN MISCELCONSOLIDATION LANEOUS SCOPE 31/12/05 -1,699 -126 320 370 1,625 2,497 720 -2,272 446 -391 9,525 9,519 719 6,459 -4,097 745 25,841 -297 372 0 372 297 6,078 9,704 242 -1,826 -245 7,875 10,001 614 -1,826 -542 8,247 4,674 309 -1,941 -766 2,276 69 1,402 64 1,172 -33 -647 -63 79 37 2,006 6,145 1,545 -2 621 -750 4,319 38,880 8,618 -8,548 -543 38,407 91 NOTE No. 15 CHANGES IN EQUITY CAPITAL AND MINORITY SHAREHOLDERS’ INTERESTS (EUROS 000) EQUITY CAPITAL ATTRIBUTABLE TO GROUP CAPITAL POSITION AT START OF FINANCIAL YEAR 1/1/04 CHANGES IN CAPITAL OF COMPANIES INCLUDED IN THE COMMUNITY OF INTERESTS 190,369 NET INCOME FOR THE YEAR RESERVES 178,651 21,912 390,932 30,814 30,814 42,411 42,411 NET INCOME FOR THE YEAR (BEFORE APPROPRIATION DIVIDENDS PAID AND APPROPRIATIONS TO RESERVES DURING THE FINANCIAL YEAR 17,055 RESERVES IN RESPECT OF NEW ASSOCIATE COMPANIES (CHANGE OF CONSOLIDATION SCOPE) 10,989 10,989 -10,786 -10,786 -5,394 -5,394 CHANGE IN CONSOLIDATION SCOPE (SOPROMEC NO LONGER CONSOLIDATED; SCP SHARE INCREASED) 497 497 ELIMINATION OF SUBSIDIARIES’ CROSS-SHAREHOLDINGS IN THE PARENT CO. -4,841 -4,841 ADJUSTMENT OF NET INCOME ATTRIBUTABLE TO MINORITY INTERESTS AT START OF YEAR (SICOMICOOP: 245; BTPKI: 478) 723 723 29 29 COS. CONSOLIDATED ACCORDING TO THE EQUITY METHOD (ESFIN: -311; SDR NPC: 1,645; BISE: 661; EDEL: -12,774) CHANGE OF METHOD - DEDICATED UCITS (-3764) - LONG-SERVICE AWARDS (-1447) - BANK CARD COMMISSION (-183) LIQUIDATION OF TRANSIMAT POSITION AT YEAR-END: 31/12/2004 CHANGES IN THE CAPITAL OF COMPANIES WITHIN THE COMMUNITY OF INTERESTS 232,780 186,923 DISTRIBUTIONS AND DIVIDENDS ALLOCATED TO RESERVES DURING THE FINANCIAL YEAR CHANGE IN METHODS, CORPORATE ACCOUNTS - COMPONENT-BASED AMORTIZATION (-699) - TIME EFFECTS (-2030) - UPDATES OF LONG-SERVICE AWARDS (216) - UPDATE OF IFC (-303) - OVERRIDING AMORTISATION (618) CHANGES IN METHOD, REPROCESSING - DEFERRED TAX ON ACCRUAL OF COMPONENT-BASED AMORTISATION (127) - COMPONENT-BASED AMORTISATION ON INTERNAL TRANSFERS (359) EA REGULATION ON DISPOSAL OF BATINOREST SECURITIES ELIMINATION OF VARIATION IN COMPARISON WITH 31/12/04 OF CROSS INTERESTS IN THE PARENT COMPANY SUBSIDIARIES MINORITY SHARE HOLDINGS TOTAL -4,857 30,814 450,517 34,155 34,155 -30,814 -5,159 58,229 25,655 SUBSIDIARIES, CHANGE IN ALLOCATION TO RESULT FOR 2004 POSITION AT THE END OF 31/12/05 FINANCIAL YEAR -21,912 58,229 RESULTS FOR THE FINANCIAL YEAR (BEFORE ALLOCATION) 92 TOTAL 1,291 1,291 -2,199 -2,199 486 486 76 76 -248 -248 291,009 211,984 34 155 537,148 82,600 10,756 2,328 95,684 373,609 222,740 36,483 632,832 G R O U P E C R É D I T NOTE No. 16 C O O P É R A T I F (EUROS 000) 2005 2004 6,014 409 743 6,757 5,680 6,014 2005 2004 1,495 368 335 1,830 1,528 1,495 GOODWILL ON ACQUISITION - ASSETS NET VALUE AT 1 JANUARY APPROPRIATION FOR THE YEAR REVERSAL FOR THE YEAR 743 RECLASSIFICATION NET VALUE AT 31 DECEMBER GOODWILL ON ACQUISITION - LIABILITIES NET VALUE AT 1 JANUARY APPROPRIATION FOR THE YEAR REVERSAL FOR THE YEAR 335 RECLASSIFICATION NET VALUE AT 31 DECEMBER 93 NOTE No. 17 (EUROS 000) 31/12/2005 31/12/2004 OFF-BALANCE-SHEET STATEMENT COMMITMENTS BY THE COMPANY Capital commitments • in favour of credit institutions - of which entities with which a shareholding relationship exists - of which CC network • in favour of customers Guarantee commitments • on behalf of credit institutions • on behalf of customers Commitments relating to securities 613,787 10,000 478,771 603,787 2,212,661 5,404 2,207,257 64,070 478,771 1,938,214 12,323 1,925,891 19,500 TOTAL 2,890,518 2,436,485 Capital commitments • received from credit institutions Guarantee commitments • received from credit institutions Commitments relating to securities 127,720 127,720 382,362 382,362 1,306 85,369 85,369 291,868 291,868 24,500 TOTAL 511,388 401,737 COMMITMENTS RECEIVED 94 G R O U P E C R É D I T C NOTE No. 18 INTEREST-RATE INSTRUMENTS O O P É R A T I F (AT 31 DECEMBER 2005) TRANSACTIONS ON ORGANISED MARKETS (EUROS 000) Firm Option OVER-THE-COUNTER TRANSACTIONS Firm OFF BALANCE SHEET Option 2,298,647 HEDGING OPERATIONS POTENTIAL LOSSES ON UNMATURED HEDGING OPERATIONS POTENTIAL GAINS ON UNMATURED HEDGING OPERATIONS LOSSES TO BE CARRIED FORWARD ON MATURED HEDGING OPERATIONS GAINS TO BE CARRIED FORWARD ON MATURED HEDGING OPERATIONS LOSSES GAINS 2,895 791 813 95 27,520 43,840 88 114 225 38 96 32 42,000 OTHER OPERATIONS LOSSES GAINS MACRO-HEDGED INTEREST-RATE SWAPS 438,978 10,174 11,642 LOSSES GAINS OTHER FUTURE I N S T R U M E N T S (EUROS 000) TRANSACTIONS ON ORGANISED MARKETS Firm Option OVER-THE-COUNTER TRANSACTIONS Firm Option OFF BALANCE SHEET 9,231 HEDGING OPERATIONS POTENTIAL LOSSES ON UNMATURED HEDGING OPERATIONS POTENTIAL GAINS ON UNMATURED HEDGING OPERATIONS LOSSES TO BE CARRIED FORWARD ON MATURED HEDGING OPERATIONS GAINS TO BE CARRIED FORWARD ON MATURED HEDGING OPERATIONS LOSSES GAINS 772 152 OTHER OPERATIONS LOSSES GAINS 95 NOTE No. 19 INFORMATION ON DERIVATIVE INSTRUMENTS (EUROS 000) INTEREST-RATE CONTRACTS NATURE OF OVER-THE-COUNTER CONTRACTS NOTIONAL AMOUNT (of which options) BREAKDOWN BY RESIDUAL MATURITY 1 year 1 year and 5 years 5 years GROSS REPLACEMENT COST Positive Negative 2,777,525 (45,211) 459,829 1,469,655 914,281 384,747 458,812 1,017 51,562 21,182 3,336 4,150 10,343 4,639 POTENTIAL CREDIT RISK OF TRANSACTIONS CREDIT RISK OF CONTRACTS TRADED OVER-THE-COUNTER WEIGHTING EXCHANGE-RATE CONTRACTS CREDIT INSTITUTIONS CUSTOMERS 20% 50% 51,562 38,337 12,400 50,737 34,251 16,486 POSITIVE GROSS REPLACEMENT COST POSITIVE NET REPLACEMENT COST POTENTIAL CREDIT RISK EQUIVALENT CREDIT RISK BEFORE SECURITY SECURITY EQUIVALENT CREDIT RISK AFTER SECURITY 3,336 3,336 2,582 5,918 5,918 NOTE No. 20 (EUROS 000) 2005 COMMISSION INCOME Cash and interbank transactions Transactions on payment instruments Transactions with customers Transactions in securities Foreign-exchange transactions Off-balance-sheet commitments Financial services provided Consultancy TOTAL COMMISSION 96 EXPENSES 2004 NET INCOME EXPENSES NET 279 57,259 38,387 3,740 182 469 34,283 1,251 -3,339 -39,869 -2,077 -6 -17 -10 -5,206 -3,060 17,390 36,310 3,734 165 459 29,077 1,251 391 57,000 37,015 3,235 161 591 30,607 663 -4,319 -39,752 -1,879 -9 -1 -6 -5,074 -3,928 17,248 35,136 3,226 160 585 25,533 663 135,850 -50,524 85,326 129,663 -51,040 78,623 G R O U P E C R É D I T C O O NOTE No. 21 P É R A T I F (EUROS 000) 31/12/2005 31/12/2004 GENERAL OPERATING EXPENSES Salaries and other emoluments FGX – salaries and other emoluments PDT – staff costs re-invoiced -78,378 1,812 -72,194 3,427 SUB-TOTAL -76,566 -68,767 Pension contributions Other welfare contributions Employee profit sharing Payroll taxes and levies Employee share-owning incentive scheme PROV – appropriation/reversal R&C – staff -6,587 -33,681 -2,878 -10,448 -188 -789 -9,565 -28,664 -2,428 -9,703 -174 152 -131,137 -119,149 Taxes, duty and other levies Other general operating expenses -7,179 -64,282 -6,387 -55,133 OTHER GENERAL OPERATING EXPENSES SUB-TOTAL -71,461 -61,520 -202,598 -180,669 STAFF EXPENSES SUB-TOTAL TOTAL GENERAL OPERATING EXPENSES NOTE No. 22 (EUROS 000) 2005 COST OF RISK EXPENSES INCOME 2004 NET EXPENSES INCOME NET ALLOCATED PROVISIONS Interbank balances o/s Receivables from customers Misc. debtors and securities -25,966 -76 -28 10,271 -694 -28 -15,695 -770 -23,015 -434 -418 4,751 -520 -418 -18,264 -954 SUB-TOTAL -26,042 9,549 -16,493 -23,449 3,813 -19,636 Provisions for contingencies and losses Off-balance-sheet commitments General provisions Country-risk provisions -1,617 -5,154 1,701 2,253 126 84 -2,901 126 -1,230 -1,966 1,396 3,823 570 166 1,857 570 SUB-TOTAL -6,771 4,080 -2,691 -3,196 5,789 2,593 LOSSES NOT COVERED BY PROVISIONS AMOUNTS RECOVERED ON DEBTS WRITTEN OFF Interbank balances o/s Receivables from customers Sundry debtors and securities -98 -1 078 -30 518 77 -98 -560 47 -12 -2,173 -61 118 1,516 118 106 -657 57 SUB-TOTAL -1 206 595 -611 -2,246 1,752 -494 -34 019 14,224 -19,795 -28,891 11,354 -17,537 TOTAL COST OF RISK 97 NOTE No. 23 (AT 31 DECEMBER 2005) INCIDENCE CORPORATION TAX (EUROS 000) INCLUDED IN PARENT-COMPANY ACCOUNTS On earnings On reserves 17,841 Total 17,841 DEFERRED TAX LIABILITY GENERATED BY ADJUSTMENTS: - Finance-leasing operations - Time differences - Deficit eligible for carry-forward - Goodwill on acquisition - Sectoral-risk provisions - Retirement gratuity and long-service awards - Issue costs - BTPK1 dividends payable to CC - Investment provisions - Deferred tax on addt component-based amortisation - Dedicated UCITS - Capital gain on disposal of Dôme-CFF shares - Capital gain on disposal of SOPROMEC shares - Miscellaneous TOTAL DEFERRED TAX LIABILITY TOTAL 98 185 -324 -663 -43 -560 739 12 -75 188 26 -53 400 773 -218 41 218 93 549 3,864 -1,493 -1,577 -299 -3,280 739 -41 325 961 -218 -21 218 93 575 -577 423 -154 17,264 423 17,687 -62 3,679 -1,169 -914 -256 -2,720 G R O U P E C R É D I T C O O P É R A T I F STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS FINANCIAL YEAR ENDED 31 DECEMBER 2005 Ladies and Gentlemen, In fulfilment of the assignment entrusted to us by your General Meeting, we have audited the consolidated financial statements of Crédit Coopératif S.A. for the financial year ended 31 December 2005, as attached to this report. The consolidated financial statements were drawn up by the Board of Directors. It is our task, on the basis of our audit, to express an opinion on those financial statements. I - OPINION ON THE CONSOLIDATED FINANCIAL STATEMENTS We performed our audit in accordance with accounting principles and standards applicable in France; these principles and standards require us to perform investigations so as to obtain reasonable assurance that the consolidated financial statements are free from material misstatement. An audit includes examining, on a test basis, the evidence substantiating the data contained in these financial statements. An audit also includes assessing the accounting principles used and significant estimates made for drawing up the financial statements, as well as evaluating their overall presentation. We believe that our audit provides a reasonable basis for our opinion, as expressed hereafter. We hereby certify that the annual financial statements, in the light of French accounting principles and standards, are properly drawn up, accurate and give a true and fair view of the net assets, financial position and net income of the businesses comprising the consolidated entity. Without qualifying the foregoing opinion, we wish to draw your attention to Note III of the notes to the financial statements which sets out the changes in accounting methods for provisions for credit risks according to CRC regulation No, 2002-03, to provisions for staff commitments further to recommdation no. 2003-R01 of the National Accounting Committee and to the component-based approach to assets according to CRC regulation no. 2002-10. II – EVIDENCE SUBSTANTIATING OUR ASSESSMENT • awareness and testing of the procedure used by the company to identify and estimate the associated risks • an independent estimate compared to that performed by the company • an examination of subsequent events that support the estimate. • Your company holds positions in securities and in derivative financial instruments. Note III to the financial statements sets out the accounting principles and methods used for securities and financial instruments, and in particular the valuation methods. On the basis of the information available to us, we assessed the approaches taken by your company and conducted tests to verify these methods. Our assessments as given in the foregoing are consistent with our approach in auditing the annual financial statements as a whole, and therefore contributed to the forming of our opinion as expressed in the first part of this report. III - SPECIAL CHECK We also also checked the information given in the Group management report. The truth, fairness and consistency with the consolidated financial statements of the information given in that report call for no comment on our part. Paris La Défense and Paris, 6 April 2006 KPMG Audit A department of KPMG S.A. Rémy Tabuteau Partner SOFIDEEC Baker Tilly Pursuant to Article L.823-9 of the [French] Commercial Code relating to the evidence substantiating our assessments, we should like to draw your attention to the following points: Changes in accounting treatment Pierre Faucon Partner • In our assessment of the accounting standards and principles followed by your company, we satisfied ourselves as to the legitimacy of the changes in accounting method above-mentioned and of the presentation made of them. Accounting estimates • IYour company sets aside provisions to cover the credit risks inherent in its activities as described in Note III of the notes to the financial statements. On the basis of the information currently available to us, our assessment of these provisions is as follows: Christian Alibay Partner 99 100 C R É D I T C O O P É R A T I F PRESIDENT’S ANNUAL REPORT 101 PRESIDENT’S REPORT ON THE OPERATION OF THE BOARD OF DIRECTORS AND THE INTERNAL CONTROL PROCEDURES FOR THE CREDIT COOPERATIF In accordance with Article L 225-37 of the Commercial Code, the President of the Crédit Coopératif Board of Directors submits this report: - on the manner in which the proceedings of the Board were prepared and organised - on the internal-control procedures instituted in the Crédit Coopératif - on any limitations implemented by the Board of Directors on the remit of the General Manager. PROCEEDINGS OF THE BOARD The Board of Directors of the Crédit Coopératif operates according to the corporate-governance principles defined in the Articles of Association adopted on 30 January 2003 and amended on 30 June 2003 and 25 May 2005. While active governance expresses the very essence of the implementing company and reflects its values, effective governance is not limited to simple compliance with legal obligations. The majority of the Crédit Coopératif’s share capital is held by the various players making up the social economy: associations, cooperatives and mutual companies, together with a diversified class of customers featuring, among others, small and medium-sized businesses. 1. OVERVIEW OF THE BOARD OF DIRECTORS The Board of Directors is currently composed of: - eighteen Directors appointed for six-year terms, including sixteen Directors, corporate entities, representing the movements of which the different classes of customer are members, their members in turn being members of the Bank, and two Directors who are individuals. - Four directors are elected by the employees for a term of three-years. - Twelve external supervisors (censeurs) are also appointed for a term not exceeding six years, to assist the directors. Eleven external supervisors are corporate entities and one external supervisor represents holders of “C” shares. 1.1. Board meetings The Board meets at the registered office, on notice issued by its President, as often as required by the interests of the Crédit Coopératif and not less than six times a year. In 2005, the Board of Directors met six times. The average duration of the meetings was 3.5 hours. Attendance at Board Meetings was high and the quorum was reached for each of the meetings of the Board of Directors. The issues dealt with by the members of the Board of Directors show dynamic governance thanks to the adoption and implementation of principles promoting greater transparency, information and involvement as well as a revised management structure. 102 The main business discussed at these board meetings was as follows: a) corporate governance: • Adoption of the by-laws for the Board of Directors • Adoption of the corporate governance charter of the Crédit Coopératif setting out the distribution of powers between the different governance bodies • Members of the Board of Directors’ specialised study committees • Approval of the new articles of association of the CNCC and the main principles of its composition. • Payment of directors’ fees to members of the Board of Directors who take part in study committees. b) the architecture of the management bodies: • Cooptation and appointment of Jean-Louis Bancel as a director and appointment as Delegate Vice President. • Appointment of Philippe Jewtoukoff as Delegate General Manager • Appointment of the directors responsible to the supervisory bodies and determination of their respective remits • Examination of the terms and procedures for exercising General Management responsibilities within the period set out in the articles of association • Revision of the responsibilities of the General Manager with regard to internal delegation for limiting the amount granted for loans and guarantees further to new regulations relating to loans (the McDonough ratio) • Discussion of the new organisation chart for General Management. c) Corporate life and internal procedures: • Preparation for General, Ordinary and Extraordinary Meetings • Modification of the Articles of Association of the Crédit Coopératif with regard to the following aspects: adaptation to new international accounting standards, appointment of vice presidents, creation of new by-laws. • Provisional schedule of meetings for 2006 • Examination of current agreements • Admission of new members and departure of former members • Ensuring the compliance of the internal control organisation with the new regulations • Update on the application of the protocol signed with the Banque Populaire group. d) CREDIT COOPERATIF’s strategy: • Presentation and monitoring of the “Cap 2008 Growing Together” Medium-Term Plan • Outlook and strategy for the group, 2006 PACC directions • Commercial directions and strategy e) Interests in subsidiaries: • Acquisition of an interest in Rhône Dauphiné Développement • Increase in interest in the capital of Bise • Interest in the COOPEST investment fund • Subscription to Fontanot Participations II • Involved in the capital increase of Banque Populaire Developpment • Acquisition of a complementary interest in BATINOREST C f) accounts and forecasts: • Business, triennial forecasts and 2005 budget • Group business forecasts for 2006 • Round table of business sectors • Approval of corporate accounts g) banking business • Commitments and risks • Financial operations, issues (TSR and bonds), loans, various interests • Declarations of low-rate loans • Management indicators • Monitoring of guarantees granted to ECOFI Investissements • List of banks and financial institutes selected as counterparty • Terms and procedures for the operation of home consultations by the Risk Committee. Certain issues were debated in particular detail by the members of the Board of Directors: - strategy, in particular sales strategy, one of the main roles of the Board - the role of the Crédit Coopératif within the Banque Populaire group - the structure and organisation of the Crédit Coopératif - the consequences of changes in banking regulations on relationships between the Bank and its customers. 1.2. Directors’ fees: A fixed annual sum for directors’ fees is distributed among the members of the Board (directors and external supervisors) to take account of their attendance at the meetings of the Board and the Study Committees of the Board of Directors. Directors who receive remuneration for their corporate appointment do not receive directors’ fees. 1.3. Information provided for the Board Since effective information for members is one of the pillars of governance, all Board meetings are preceded by the timely sending of all documents and information required for their proceedings. In addition to the information received, each director may request any documents he or she may consider necessary for the performance of his/her mission. 2. ARRANGEMENTS OF THE BOARD FOR PREPARING THE PROCEEDINGS The President finalises the documents prepared by the internal departments, organises and directs the proceedings of the Board. He ensures that the directors are able to fulfil their mission, taking particular pains to ensure that they have access to the necessary information and documents. Lastly, he ensures that the representative of the Works Committee is duly notified of the meetings. R É D I T C O O P É R A T I F Meetings of the Board of Directors are preceded by meetings of the Officers of the Board of Directors and various study committees set up within the Crédit Coopératif to assist the Board with its tasks. 2.1. The Officers of the Board of Directors The Officers of the Board of Directors are tasked with discussing the strategy of the Bank and its implementation. Officers can therefore put forward suggestions to the Board. In addition, they ensure the smooth operation of the various study groups. This body consists of the President and General Manager, the Delegate Vice President and their Vice Presidents to represent the major customer sectors (cooperatives and associations in 2005; the appointment of a third vice president is scheduled for 2006, under the mutuality). The Officers of the Board of Directors met eight times: on 9 February, 14 April, 1 June, 8 July, 15 September, 12 and 28 October and finally on 29 November 2005. They prepared the internal regulations and the governance charter for the Crédit Coopératif and the new governance for the Bank. They discussed relationships between the Bank, the Banque Populaire group and associated institutes. The involvement of holders of “C” shares, individuals, in the Board of Directors was ensured through the election of an external representative to represent them on the Board of Directors. The Officers studied the Medium-Term Plan, the CNCC articles of association, the report from the Banking Commission relating in particular to internal control. 2.2. The study committees of the Board of Directors The role of the Committees is to provide information for Directors’ decisions by issuing opinions after studying files created and submitted to them by the Board. They act in a consultative capacity. Minutes of their meetings are prepared. • The Audit Committee: This Committee is chaired by a Delegate Vice President: Mr. Jean-Louis Bancel It met on 14 March, 28 October and 29 November 2005. The Committee made statements on the closure of the accounts, on auditing activities and in particular the money laundering prevention system, the Inspection activity report and the Audit Charter. The new regulatory framework for internal control was also discussed, as were the findings further to the reports drawn up by the AMF, ethics actions and prevention of criminal activities. It also analysed the monitoring of recommendations of the mission of the BFBP and permanent control of operating risks and in particular the new mapping of operational risks as well as the new definition of the corresponding internal control function. Finally, the members of the committee debated the procedure for producing the consolidated accounts for the group and the effect of the transition to IFRS standards on the group’s accounts. • The Risk Committee: This Committee is chaired by a Vice President: Mr. Philippe Antoine. It met on 31 May and 29 November 2005. 103 The members of the committee considered: • the terms and procedures for the operation and establishment of this committee, in particular the remit of the bodies and applicable procedures • risks relating to credit commitments and any developments affecting their quality, the various authorisations of loans and disputed files • operational risks and financial risks. This committee also debated the Activities Continuation Plan (PCA), prevention of criminal activities, compliance and ethics. • The Remuneration and Recruitment Committee: This committee met in April and December 2005. 3. THE CNCC, AN INSTRUMENT FOR THE EXPRESSION OF THE NETWORK The Conseil National du Crédit Coopératif acts as a mouthpiece for the Bank’s network and therefore a method for exchanging and transmitting information to the Bank’s various entities thanks to its consultative structure. In addition, the CNCC issues reviews and opinions to the Board of Directors, in particular on banking policy. 4. GENERAL MANAGER’S POWERS The terms and procedures for exercising General Management responsibilities are set out in Article 22 of the Articles of Association. General Management duties for the Company can be performed by either an individual with the title of General Manager or the President of the Board of Directors. However, at the meeting of 17 June 2005, the Board of Directors applied the following limits to the remit of Mr. Jean-Claude Detilleux as General Manager: his decision with regard to the granting of loans and guarantees is limited to requests that do not exceed: - 5,000,000 euros for counterparties with a rating of up to 11 (Banque Populaire rating system) - 8,000,000 euros for counterparties with a rating of between 6 and 10, - 10,000,000 euros for counterparties with a rating of between 1 and 5, for a global debt not exceeding 5% of the Credit Crédit Coopératif’s equity capital. For amounts exceeding these limits, decisions are taken by the General Manager after prior consultation with a Vice President and two directors selected on the basis of the sectors. To apply these limits, discount authorisations, authorisations backed by assignment of receivables (Dailly) and guarantees are considered at half their amount. II - INTERNAL CONTROL PROCEDURES A charter, approved by the Audit Committee, defines the Crédit Coopératif’s internal control system. It is based on banking regulations and the risk-control principles of the Banque Populaire group of which it is a member. These principles are defined by the Board of Directors of the Banque Fédérale des Banques Populaires, the central body of the 104 Banque Populaire group of which the President of the Crédit Coopératif is a member, and are supplemented by benchmark documents ensuring for each family of risk – credit, markets, operating and compliance – an appropriate and uniform level of control within the Banque Populaire group. The internal control system is regularly reported to the Banque Fédérale des Banques Populaires and the latter may perform inspections of it. In 2005, in partnership with the teams of the Banque Fédérale des Banques Populaires , the Crédit Coopératif continued to prepare for the application of the forthcoming international prudential standards, the so-called “McDonough” standards. This project is being performed primarily by the risk management teams, particularly for loans, and also involves major IT resources. In the course of the year, the Crédit Coopératif’s internal control arrangement was audited by the Banking Commission which assessed the consistency of its architecture. 1. GENERAL ORGANISATION The internal control system of the Crédit Coopératif was developed in accordance with the CRBF regulations. The system covers all the structures of the Crédit Coopératif group, its business units and each step of its organisation. The President defines its organisational structure. He allocates responsibilities and resources optimally so as to ensure, in keeping with the guidelines laid down by the Board of Directors, the coverage of risks, their exhaustive evaluation and their management. The internal control system is based on control rules developed under the responsibility of each of the units. This architecture is designedly pragmatic, adapting to each activity in order to instil a risk-control culture at every level of the organisation. Thus, it strives to leave no area unsupervised. The major-risks committee meets three times a year to discuss the situation concerning all the risks of the Crédit Coopératif group. During the year, a project was launched to reorganise the control business lines in order to prepare for the application, from 1 January 2006, of the new internal control regulation, the CRBF 97.02 amended. 1.1. The internal actors involved in risk control Three levels of control are implemented: • first level: self-inspection, performed prior to operations or at the same time as they are performed, by each staff member for the purposes of the actions executed by that member in his or her function. This is the essential bedrock of the internal control system. It is enshrined in formally-enacted procedures and exists in material form. Each unit is responsible for drafting its own procedures, which are made available to staff members via the Crédit Coopératif group intranet • second level: continuous control ascertains compliance with the rules of the profession or those specific to the Institution, and ensures the existence, permanence and relevance of the controls. This level covers both functional controls of areas such as accounts, commitments and risks, and the controls laid down under regulations. The procedures define the methods of controls, their frequency and the channels for feeding back information to line management and the General Inspection Department. C • third level: the periodical inspection is conducted by the General Inspection Department, acting through investigations and missions. It has access to all information required for the due exercise of its mission. For the purposes of that mission, no considerations of professional secrecy or reserved area can be upheld against it. The Inspection Department works according to rules laid down in its charter, and applies the IFACI professional standards relating to Auditing. The Inspection programme is submitted to the General Management Department. A written report is produced, reflecting the views of all parties, and is forwarded to the General Management Department and to the managers of the units concerned. In these reports, recommendations are formulated and are followed up. The Internal Control manager is responsible for ensuring the coherence and effectiveness of the risk-control system. Answering directly to the President of the Crédit Coopératif, that manager reports to the President on the fulfilment of his mission. He submits to the Audit Committee the report on the situation of the risk-monitoring system. 1.2. The role of the Board of Directors The Board of Directors monitors and ensures the control of the main risks incurred by the Institution and satisfies itself of the quality and reliability of the internal control system, in accordance with prudential regulations. The Board regularly examines loan files in dispute, files exhibiting particular risks and requiring provisioning. It also examines the report on the internal control of the company which is sent to the Banking Commission and the Statutory Auditors. The Board has set up two Committees – the Audit Committee and the Risk Committee which deal, respectively, with issues relating to the quality of the system of controlling risks and the risk situation. The Audit Committee therefore examines the annual accounts, for each company and consolidated, the main risk monitoring information, the results of the internal control and the main conclusions of the inspection missions. The Risk Committee operates at the level of the various types of risk identified by the internal control procedure: credit, market, operational and compliance risks. Its meetings are attended by the Internal Control managers, the General Management Department, the members of the Board of Directors and the statutory auditors. 2. RISK MONITORING AND CONTROL: overview and main internal control procedures The activities of the Crédit Coopératif group expose it to four major categories of risk • credit risks • financial risks • operating risks • non-compliance risks. 2.1. Credit risks The reform of the solvency ratio – the McDonough ratio – has caused the Crédit Coopératif to start a major project in 2005 to meet the regulatory requirements, with particular emphasis on credit risks. Conducted in close collaboration with the dedicated teams of the Banque Fédérale des Banques Populaires, it is part of a uniform approach developed for the Banque Populaire group as a whole. R É D I T C O O P É R A T I F This project, conducted by the Commitments Department, draws on sizeable information-technology resources. From 2005 onwards, it has led to the operational deployment of a new range of tools for evaluating commitments and alarms management. Analysis Loan files are analysed on the basis of formally enacted and defined procedures and channels of referral, The relevant studies are developed on the basis of analytical spreadsheets into which are entered the accounting and financial information required to assess customer quality and gathered by the sales/marketing teams through interviews with their customers. This approach is supplemented by external information (Banque de France, Commercial Court Registries) and internal information (summaries of the customer relationship produced by the management system, ratings). Decisions and delegations of powers Every loan application is formally recorded using a standard file adapted to each customer segment. This makes for uniform, efficient loan processing. Loan decisions are based on a system of delegations of powers taking account of the nature and amount of the facilities applied-for. Rating A rating is assigned to the customer at each new loan decision. This rating is used to monitor loan portfolio quality and helps in the dayto-day management of commitments. In the course of 2005, this rating was complemented, for the majority of our customers, by the scores issued by the tools developed by the Banque Fédérale des Banques Populaires to calculate the new solvency ratio. Monitoring commitments The Group Commitments Department monitors risks individually and using global approaches by recourse to a number of alarm systems, and by analysing debt quality. On the basis of the very specific nature of the Crédit Coopératif’s business sectors and in particular the association sector, skills will be reorganised within the Commitments Department in 2006, with a more specialised approach to customer bases. A weekly committee meeting is attended by the Commitments and Disputed-loan managers. It makes decisions on the riskiest loan files, laying down a plan of action. A report is written for each decision. A monthly roundup is made on the control of its commitments by each branch, on the basis of alarm indicators and the quality of its risk assessment. The proceedings are summarised by the award of a rating to each branch. Monitoring outstanding debt Risk is analysed using a consolidated approach to the commitments for a given group. Tables summarising the situation by sector of activity and by major customer segment are forwarded to General Management every month, with an appraisal of any changes in the quality of risks. This approach also takes account of the risk premiums, which are reported quarterly, broken down by customer sector and branch, and grouped by General Delegation. 105 Managing doubtful customers / customers in dispute A special procedure defines the rules for downgrading loan files into the disputed-claim category. Each candidate file for moving into the disputed-claim category is examined beforehand by the Commitments Department. This department performs an initial evaluation of the risk, then the provisions are determined by the Disputes Department. These provisions are reviewed each quarter at a committee meeting attended by General Management and the technical departments concerned by loan management. Counterparty risk monitoring is also covered by procedures describing the new-counterparty application process and the monitoring of compliance with limits. The financial committee decides on the applications submitted to it, and a middle-office unit responsible for monitoring transactions ensures compliance with the limits laid down. A report on the list of authorisations is made to the Crédit Coopératif decision-making body. 2.2.2. Management of the balance sheet 2.2. Financial risks Interest rate risk The Financial Operations Department is responsible for managing liquidity, placing financial products with customers, own-account management, Group asset-liability management and a debtmanagement consultancy mission to local government among other customers. The Crédit Coopératif faces interest-rate and liquidity risks in connection with its ordinary activity of collecting resources and distributing loans to customers. Two methods are used to measure interest-rate risk. The first is based on fixed-rate impasses in which all the employments and resources in the balance sheet and off-balance-sheet statement are scheduled either according to their contractual provisions (loans, e.g.), or according to a schedule based on statistical analyses that measure the actual behaviour of our different customer segments (sight deposits and savings accounts). In order to reduce the interest-rate risk, a longterm investment portfolio is built up. The second method is the one used by the Banque Fédérale des Banques Populaires and consists of setting limits on changes in the earning power and interest-rate margin according to a number of interest-rate behaviour scenarios An ALM committee, composed of General Management, the Financial Director, the treasurer and the ALM meets on average once a month, and determines the financing policies and the coverage of risks. 2.2.1. Liquidity and own-account management The risks borne by the Crédit Coopératif as part of its stock market activities result from the purchase of private bonds held in the investment portfolio for less than three years and positions held in the financial markets. Although these risks remain limited, there has been a clear increase in comparison with 2004. The Crédit Coopératif has decided to position itself directly or via UCITs on a portfolio of international shares. Exposure to alternative management has also been strengthened. These operations are performed under authorisations given in terms of counterpart limits, and limits as to duration and amount. The Crédit Coopératif also has a limited activity in foreign-exchange trading, while currency operations on behalf of customers are for the most part covered by market trading. A financial committee is composed of General Management, the managers for asset management, middle office, liquidity management, ALM and the Financial Director. This committee meets each week and sets the major guidelines for managing proprietary operations. A middle-office unit performs the necessary checks and submits the portfolio valuation findings to the financial committee meetings. Risks are analysed regularly on the basis of major asset classes and a transparent study is performed of the proprietary UCITs held. Transactions are processed under the internal procedures controlling activity and concerning the following: • market risks: - foreign exchange transactions management - the primary and secondary bond market - the monitoring and control of market risks: interest-rate and liquidity limits • the operating risks inherent in dealing-floor activities - checking the entry of transactions by branches in debt instruments issued by the Crédit Coopératif - the management of trading tickets from the front office to the back office - the sending of confirmation for transactions effected directly by traders with customers having direct access to the dealing floor - first-level controls by traders and by the activity manager for the day’s transactions entered in the front-office software. 106 Foreign-exchange risk At end 2005, the foreign-exchange position of the Crédit Coopératif, excluding its structural position, does not exceed the threshold 2% of equity capital at which a special capital-adequacy declaration must be made relating to the foreign-exchange risk, as required by CRB regulation 95-02. Liquidity risk As regards liquidity risk, the Crédit Coopératif is structurally a lender on the interbank market and collects resources for the purposes of its activity and requirements. The liquidity risk is measured using a crisis scenario in which the amounts of debts for collection fall by between 10% and 25% over one year and short-term outstanding loans rise by 30% over one year. Limits are set according to which the resources must cover at least 80% of employments for the next six months and for the year N+4. 2.3. Operating risks Operating risks are defined as the risk of loss arising from the lack or failure of procedures, persons, internal systems or external events. Control of operating risks Control of operating risks relies above all on an internal-control system applied to all activities, and on the principle of the responsibility of the operating line managements for their own risks. C A risk-mapping methodology has been defined that is consistent with the Banque Populaire group benchmark document. Resources are dedicated to the management of IT risks. A charter sets out the rules for the proper usage of the tools made available to staff. The audits carried out in all the structures of the Crédit Coopératif group have helped to reduce operational risks. With regard to the Activities Continuation Plan, the work undertaken in the third quarter of 2004 under the auspices of the Banque Fédérale was aimed in particular, using common reference systems to list the main activities and information systems, to provide the group’s establishments with a homogeneous methodology. Several tests of two major crisis scenarios (long-term unavailability of information systems and inability to access head office premises) were organised at the Crédit Coopératif in 2005. Two additional tests, extending the emergency scope of activities, are planned for the first half of 2006. A project to maintain our Activities Continuation Plan in operational condition is planned for 2006. 2.4. Non-compliance risks The risk of non-compliance is defined as “the risk of legal, administrative or disciplinary penalty, significant financial loss or damage to reputation resulting from failure to adhere to provisions relating specifically to banking and financial activities, whether legislative or regulatory in nature, and whether with regard to professional or ethical standards or instructions from a management body taken, in particular, according to the directions set by the deliberating body”. A team dedicated to non-compliance risk was set up in 2005. It carries out preventative actions and continuously monitors risks of noncompliance. It operates in three main areas: • ethics and compliance with professional standards Risks relating to ethical issues are monitored by the group’s ethics department. It uses a collection of standards disseminated to all staff concerned and is responsible for regular monitoring of operations. Risks relating to the application of the provisions of the general regulations of the Financial Markets Authority (AMF) are handled at the first level in operational procedures and permanent second level monitoring is carried out by the Investment Services Control Manager. • Prevention of money laundering and fraud With regard to aspects relating to the prevention of money laundering and fraud, the first level contains a computerised and decentralised system in branches to detect unusual transactions. On the second level, a dedicated cell is responsible for the ongoing monitoring of operations and ensures the consistency and compliance of arrangements. • Legal compliance A body of procedures is being developed for the launch of new products and new activities within the Crédit Coopératif group. R É D I T C O O P É R A T I F III - ORGANISATION OF INTERNAL CONTROL PROCEDURES RELATING TO ACCOUNTING AND FINANCIAL INFORMATION All banking transactions carried out by the different authorised units are recorded using dedicated IT applications and, to a lesser extent, by direct accounting entry. Under a general, centralised processing system, the accounting information technology system produces standardised, referenced elementary accounts posting entries, based on an organised framework termed the “rules of the game”, that incorporates predefined accounting schedules, and uses a general system of accounts, the operation of which obeys rules set and administered by the Accounts Department (chart of accounts, accounting schedules, authorisations, etc.). Accounting and financial information is based on the chronological recording of operations, the keeping of documentary evidence, and the drafting of accounting procedures; formal enactment of the latter point is in progress. The end-to-end responsibility for the accounting process lies with the Accounts Department, which defines the accounting checks to be performed by each of the management units. In keeping with the principles outlined above, the internal control actors of accounting and financial information can be broken down into the following three levels of control: • decentralised self-inspection performed by staff in the operating departments, as regards the conditions for performance of banking operations • permanent accounting control performed by the operating departments and by the Accounts Department. Thus, vouchered reports evidencing general-accounts balances are output monthly by the departments and at the branches, and then centralised for checking and analysis by the Accounts Department. The latter also performs reconciliations between the inventories and the accounting balances. Any anomalies observed are fed back to the line management directly concerned, and to the Continuous Inspection Department. • Lastly, periodical checks by: - the Crédit Coopératif Audit Department, performing targeted missions at branches and in the central services - the Statutory Auditors, as part of their annually scheduled missions for auditing the financial statements at 30 June and 31 December - and externally, the Inspection Departments of the BFBP and the Commission Bancaire [French banking commission]. Main accounting-control procedures Progress in accounting controls is recorded as it happens using a monitoring table, analysed at regular intervals by the Accounts Department line management, and summarised half-yearly for the information of the Continuous Control Department and the Accounts Department. Within this framework, various alarms are issued as regards suspense accounts (amount, direction, duration, type, etc.), the balances of anomalous accounts and the difficulties experienced by the counterparty units. 107 The statutory reports are produced at regular intervals using a dedicated system, associating with the accounting data a variety of attributes generated by the various applications. Documents are crosschecked to ensure consistency in the information produced. These reports are drawn up for the company itself and at the level of the Crédit Coopératif group and Banques Populaires networks. The Accounts Department performs a monthly calculation of net banking income and a quarterly determination of the net result after corporation tax. These items are checked against the budget data. The financial-statements finalising schedule is disseminated to the units concerned, stating the information required and the time-limits to be adhered-to. Some off-balance-sheet commitments that are not yet included in the internal information technology systems are dealt-with manually. Apart from the actions of the Statutory Auditors, the quality of the accounting processes is inspected by the Crédit Coopératif Audit Department, the Inspection Department of the Banque Fédérale des Banques Populaires and the Commission Bancaire official services; these officials perform their checks on the basis of statutory reports sent to them at regular intervals, or perform inspections on the spot. IV - EXTERNAL CONTROL PROCEDURES The Statutory Auditors have a permanent, independent mission of verifying the Company’s accounting amounts and documents, of checking the compliance of the accounts with the current rules, and of checking consistency with the annual financial statements and the truth of and fair view given by the information set out in the management report by the Board of Directors. 108 C R É D I T C O O P É R A T I F STATUTORY AUDITORS' REPORT DRAWN UP PURSUANT TO ARTICLE L. 225-235 OF THE COMMERCIAL CODE, AND COVERING THE REPORT BY THE PRESIDENT OF THE BOARD OF DIRECTORS OF CRÉDIT COOPÉRATIF S.A., ON THE INTERNAL CONTROL PROCEDURES WHICH RELATE TO THE ORIGINATION AND PROCESSING OF THE ACCOUNTING AND FINANCIAL INFORMATION. FINANCIAL YEAR ENDED 31 DECEMBER 2005 Ladies and Gentlemen, In our capacity as the statutory auditors of Crédit Coopératif S.A., and pursuant to Article L. 225-235 of the Commercial Code, we submit to you our own report on the report drawn up by your company’s President in accordance with Article L. 225-37 of the Commercial Code in respect of the financial year ended 31 December 2005. It is the President’s task, in his report, to give an account, among others, of the manner in which the proceedings of the Board were prepared and organised, and of the internal-control procedures instituted in the company. It is our duty to communicate to you any remarks we have to make on the information given in the President’s report on the internal control procedures which relate to the origination and processing of the accounting and financial information. We conducted our examination in accordance with professional rules and practices applicable in France. Those rules and practices require us to perform investigations to assess the truth and fairness of the information given in the President’s report on the internal control procedures which relate to the origination and processing of the accounting and financial information. These investigations focused among others on the following: Paris La Défense and Paris, 21 March 2006 KPMG Audit A department of KPMG S.A. Rémy Tabuteau Partner SOFIDEEC Baker Tilly Pierre Faucon Partner • acquainting ourselves with the objectives and general organisation of the internal-control function, and with the internal control procedures governing the generation and processing of accounting and financial information, as set out in the President’s report • acquainting ourselves with the work and activities underlying the information so set out in that report. Christian Alibay Partner On the basis of this work, we have no comments to make on the information provided with regard to the internal control procedures for the generation and processing of financial information contained in the report of the President of the Board of Directors, prepared according to the provisions of the last paragraph of article L 225-37 of the Commercial Code. 109 DRAFT RESOLUTIONS SUBMITTED TO THE GENERAL MEETING FIRST RESOLUTION The General Meeting, having acquainted itself with the contents of the management report of the Board of Directors, the report of the President of the Board of Directors and the Statutory Auditors’ reports, approves as presented the parent-company financial statements for the year ended on 31 December 2005. That meeting approves unreservedly all the operations carried out during the 2005 financial year, and gives discharge to the directors for their management mission for that financial year. SECOND RESOLUTION The General Meeting, after having acquainted itself with the contents of the management report of the Board of Directors and the Statutory Auditors’ report, approves as presented the consolidated financial statements for Crédit Coopératif for the year ended on 31 December 2005. THIRD RESOLUTION In accordance with Article 9 of the Articles of Association and at the proposal of the Board of Directors, the General Meeting sets at 3% for the financial year 2005 the rate of interest on the non-voting preferred-interest shares, termed “C” shares, entitled to a 50% tax rebate as stated in Article 158.3 2 of the CGI, for the benefit of individuals only. This interest shall be paid on 27 June 2006. Holders of such shares shall have the option of receiving payment of the interest in C shares or in cash. Any such holder wishing to be paid in C shares must return the reply coupon before 20 June 2006. The share of distributed income entitled to the 50% rebate is 100%. FOURTH RESOLUTION In accordance with Article 9 of the Articles of Association and at the proposal of the Board of Directors, the General Meeting sets at 3% for the financial year 2005 the rate of interest on the special preference shares, termed “B” shares, bearing in mind that the number of shares providing entitlement to a 50% tax rebate as stated in Article 158.3 2 of the CGI, for the sole benefit of individuals, sole traders, and intuitu personae partnerships [sociétés de personnes], is negligible. This interest shall be paid on 28 June 2006. Holders of such shares shall have the option of receiving the interest payment in B shares or in cash. Any such holder wishing to be paid in B shares must return the reply coupon before 22 June 2006. FIFTH RESOLUTION Noting that the result for the financial year was net income of 25,068,902 euros, and that the balance sheet shows a positive balance on retained earnings of de 2,127,107 euros the General Meetings resolves that, in accordance with Article 42 of the Articles of Association, the total distributable profit of 27,196,009 euros be appropriated as follows: • to the legal reserve, 15% of the net income (of 25,068,902 euros) ..............................................................................................................3.760.335 euros • to the reserve prescribed by the articles ......................10.000.000 euros • to the special investment reserve ..........................................189.349 euros • to carry forward as retained earnings ............................6.420.086 euros 110 • to remunerate the C shares at the rate of 3 % prorata temporis ............................................................................................................2.319.366 euros • to remunerate the B shares at the rate of 3% prorata temporis ............................................................................................................4.056.873 euros • to pay a cooperative rebate of ................................................450.000 euros to members, to be distributed in proportion to the value of transactions made by each member with the company. The General Meeting is reminded that no interest was paid to members holding A shares, in respect of the three previous financial years. A cooperative rebate was paid in respect of the financial years 2002, 2003 and 2004. Interest was paid to the holders of C shares in respect of financial years 2002, 2003 and 2004 and to the holders of B shares in respect of financial years 2002, 2003 and 2004. SIXTH RESOLUTION The General Meeting, having heard read out the Statutory Auditors’ special report on agreements falling within Articles 225-38 and following of the Commercial Code, approves the operations set out therein. SEVENTH RESOLUTION The General Meeting duly notes that the share capital, which had amounted to 232,779,629.50 euros at 31 December 2004 reached 291,009,558.50 euros at 31 December 2005, having increased by 58,229,929 euros. EIGHTH RESOLUTION The General Meeting resolves, in accordance with Article 24 of the Articles of Association, to set the sum of 250,000 euros as the overall annual amount of fees paid to directors and external supervisors [censeurs]. This resolution, applicable to the current financial year, shall be maintained until resolved otherwise. NINTH RESOLUTION The General Meeting confers the fullest powers upon the bearer of a copy or extract of the minutes of this meeting for the fulfilment of all formalities of filing and declaration prescribed by law. G R O U P E C R É D I T C O O P É R A T I F THE CREDIT COOPERATIF BRANCH NETWORK (LOCATIONS) Region Contact branch Address Credit Cooperatif ALSACE 67080 STRASBOURG cedex 1 quai Kléber 03.88.15.56.00 BTP Banque 03.88.15.56.01 AQUITAINE 47007 AGEN cedex 64103 BAYONNE cedex 33074 BORDEAUX cedex 14 place Jean Baptiste Durand BP 269 36 allées Marines BP 305 rue Marguerite Crauste,immeuble le Prisme 05.53.47.19.04 05.59.25.32.60 05.57.81.40.00 05.57.81.27.10 33024 BORDEAUX cedex 40103 DAX cedex 64007 PAU cedex 3 place des Quinconces BP 84 28 cours du Maréchal Joffre BP 143 24 rue Ronsard BP 707 05.56.44.39.66 05.58.74.60.56 05.59.14.00.70 05.59.14.00.70 24203 SARLAT LA CANEDA cedex 63407 CHAMALIERES cedex 43000 LE PUY EN VELAY 14052 CAEN cedex 4 21070 DIJON cedex 58 rue de la République BP 86 Centre Beaulieu III 33 boulevard Berthelot 35 boulevard Saint Louis 10 place du Maréchal Foch 1 avenue Kellerman BP 27040 05.53.59.03.77 04.73.19.56.90 04.71.05.72.76 02.31.15.36.60 03.80.50.96.00 56105 LORIENT cedex 29196 QUIMPER cedex 35004 RENNES cedex 35004 RENNES cedex CENTRE 45006 ORLEANS cedex 37009 TOURS cedex CHAMPAGNE-ARDENNE 51063 REIMS cedex FRANCHE-COMTÉ 25043 BESANCON cedex 10 boulevard Svob BP 525 6 rue de Falkirk 3 rue de l'Alma BP 90429 3 rue de l'Alma BP 60426 69 boulevard Alexandre Martin BP 1601 4 rue des Tanneurs BP 917 20bis boulevard de la Paix BP 1364 22 avenue Fontaine-Argent 02.97.84.26.80 02.98.55.96.00 02.99.85.96.96. 02.38.65.46.60 02.47.64.98.98 03.26.47.15.40 03.81.47.66.00 HAUTE-NORMANDIE 76175 ROUEN cedex 22 rue Alsace-Lorraine BP 1114 02.35.07.86.00 76600 LE HAVRE 93000 BOBIGNY 95031 CERGY PONTOISE cedex 94048 CRETEIL cedex 91002 EVRY cedex 02.35.19.22.78 01.48.32.34.37 01.30.30.70.60 01.45.17.25.90 01 69 87 48 00 91300 MASSY 77000 MELUN 92002 NANTERRE cedex 75014 PARIS 75008 PARIS 75544 PARIS cedex 11 2 avenue Foch BP 993 1 rue Carnot 2 mail des cerclades 38-42 avenue Pierre Brossolette Parc Elysées Evry-Courcouronnes 17-19 rue Michel Ange BP 53 2 place du Vieux Clocher 11 rue de la Brasserie Grüber 33 rue des Trois Fontanot BP 211 99 rue de la Tombe Issoire 80 rue de Courcelles 252 boulevard Voltaire 75010 PARIS 75009 PARIS 75852 PARIS cedex 17 75008 PARIS 93200 SAINT DENIS 78004 VERSAILLES cedex 11020 CARCASSONNE cedex 34009 MONTPELLIER cedex 01 34009 MONTPELLIER cedex 01 30915 NIMES cedex 2 19105 BRIVE LA GAILLARDE cedex 87002 LIMOGES cedex 57005 METZ cedex 01 57003 METZ cedex 01 54006 NANCY cedex 31009 TOULOUSE cedex 6 60 boulevard de Strasbourg 4 rue Auber 251 boulevard Pereire 86 rue de Courcelles BP 269 4 allée Verte BP 41 5-7 rue du Maréchal Foch BP 432 8 place Davilla BP 22 8 boulevard Victor Hugo BP 71188 8 boulevard Victor Hugo BP 61108 49 avenue Jean Jaurès CS 24004 square Docteur François Chassagnac BP 174 7 cours Jourdan BP 64 35 bis avenue Foch BP 90172 35 bis avenue Foch BP 10076 81 rue Saint Georges BP 328 6 rue Raymond IV BP 435 01.40.37.86.60 01.44.94.57.10 59375 DUNKERQUE cedex 59023 LILLE cedex 3 à 5 rue du Président Wilson BP 1019 2 bis rue de Tenremonde BP 565 03.28.65.86.10 03.20.12.36.30 59777 EURALILLE cedex 49101 ANGERS cedex 02 72013 LE MANS cedex 2 44002 NANTES cedex 01 44011 NANTES cedex 01 80009 AMIENS cedex 02 17006 LA ROCHELLE cedex 79025 NIORT cedex 86008 POITIERS cedex 13617 AIX EN PROVENCE cedex 1 84071 AVIGNON cedex 4 13269 MARSEILLE cedex 08 13252 MARSEILLE cedex 06 13431 MARSEILLE cedex 06 06010 NICE cedex 1 Euralliance - 2 avenue Kaarst 21 boulevard Carnot BP 70127 25 avenue François Mitterand 42 boulevard Gabriel Guist'hau BP 90215 42 boulevard Gabriel Guist'hau BP 81105 5 place Léon Debouverie BP 0901 27 quai Valin BP 175 7 place de la Comédie BP 28520 4 rue du Chaudron d'Or BP 312 Tour Hemilythe 150 ave G. Pompidou BP 10325 1 rue Saint Jean le Vieux BP 412 112 avenue du Prado BP 266 112 avenue du Prado BP 22 45 cours Pierre Puget BP 208 5 rue Cronstad BP 1577 03.20.89.53.20 02.41.60.86.60 02.43.24.92.10 02.40.20.66.00 83091 TOULON cedex 74013 ANNECY cedex 38016 GRENOBLE cedex 6 rue Adolphe Guiol BP 5007 24-26 avenue de chambery BP 411 29 avenue Félix Viallet BP 452 04.94.92.55.60 04.50.51.86.22 04.76.86.66.00 38010 GRENOBLE cedex 1 69201 LYON cedex 01 69423 LYON cedex 03 3 boulevard des diables bleus BP 306 1 place Louis Pradel BP 58 103 avenue du Maréchal de Saxe 04.76.50.75.50 04.72.98.06.00 04.72.84.46.00 42007 SAINT- ETIENNE cedex 1 26001 VALENCE cedex 12 bis avenue de la Libération BP 535 15 boulevard Bancel BP135 04.77.49.26.10 04.75.78.16.00 COOPABANQUE your direct banking branch AUVERGNE BASSE-NORMANDIE BOURGOGNE BRETAGNE 04.73.19.56.90 02.31.15.36.60 03.80.50.83.50 02.97.84.26.80 02.98.55.96.00 02.99.85.96.87 02.38.65.46.60 03.26.47.15.40 03.80.50.83.50 02.35.07.82.39 ILE-DE-FRANCE 01.60.13.51.50 01.64.37.71.85 01.47.24.85.85 01.44.10.76.80 01.44.15.86.50 01.58.39.86.00 01.30.30.70.61 01.58.39.86.30 01.58.39.86.30 LANGUEDOCROUSSILLON LIMOUSIN LORRAINE MIDI-PYRÉNÉES 01.53.81.86.60 01.56.79.60.00 01.49.40.16.90 01.39.07.16.00 04.68.10.26.00 04.67.06.18.18 01.39.07.16.00 04.67.06.18.16 04.66.36.31.21 05.55.74.27.58 05.55.10.36.50 03.87.75.97.40 05.55.10.36.50 03.87.75.97.42 03.83.39.06.30 05.62.73.66.80 05.62.73.66.86 NORD/PAS-DE-CALAIS 03.28.52.06.00 PAYS- DE- LA- LOIRE PICARDIE POITOU-CHARENTES PROVENCE/ ALPES/ CÔTE- D'AZUR/CORSE RHÔNE-ALPES 03.22.71.36.36 05.46.41.46.22 05.49.77.36.90 05.49.62.66.90 04.42.91.65.01 04.90.27.26.50 04.91.00.36.00 02.40.20.66.60 03.22.71.36.36 05.49.62.66.90 04.91.13.71.85 04.91.13.71.85 04.91.81.63.53 04.92.17.56.60 04.92.17.56.60 04.91.13.71.85 04.76.86.66.00 04.72.60.08.70 Individuals Email [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] gare-de-l'[email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] [email protected] (local call rates) Crédit Coopératif : www.credit-cooperatif.coop BTP Banque : Direction Commerciale 33 rue des Trois Fontanot BP 211 92002 Nanterre cedex Tél. 01 47 24 82 47 - Fax 01 47 24 80 80 - www.btp-banque.fr 111 TEAMS NEAR YOU Two banking networks : Crédit Coopératif BTP Banque Crédit Coopératif General Delegations General Delegations head offices Crédit Coopératif branches BTP Banque branches A list of branches is available on www.credit-cooperatif.coop and www.btp-banque.fr 112