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SHELF-REGISTRATION DOCUMENT 2010 CRÉDIT AGRICOLE CIB

Only the French version of the shelf-registration document has been submitted to the Autorité des Marchés Financiers. It is therefore the only version that is binding in law. The original French version of this shelf-registration document was fi led at the AMF on 23rd March 2011 under registration number D.11-0170, in accordance with article 212-13 of the AMF’s internal regulations. It may be used in support of a fi nancial transaction if accompanied by a transaction circular approved by the AMF. The French version of this document has been written by the issuer. Responsibility for the French version of this document lies with the signatories. Profile

The Crédit Agricole Group is market leader in full-service retail banking in France and one of the largest banks in Europe.

With operations in 70 countries, the Crédit Agricole Group is a leading partner in supporting clients with their projects in all areas of retail banking and associated specialised business lines: day-to-day banking, savings, home and consumer loans, insurance, private banking, asset management, leasing and factoring, and corporate and investment banking.

On the strength of its cooperative and mutualist foundations, the Crédit Agricole Group’s expansion is underpinned by balanced growth serving the real economy and respecting the interests of its 54 million customers, 1.2 million shareholders, 6.1 million cooperative shareholders and of its 160,000 employees.

Crédit Agricole is included in the three main sustainable development indices: Aspi Eurozone since 2004, FTSE4Good since 2005 and the DJSI since 2008 (Europe and worldwide). It is ranked the eighth most sustainable corporation in the world and No. 1 in France in the 2011 Global 100 List.

www.credit-agricole.com

€3.6 billion €71.5 billion 10.3 %

NET INCOME - GROUP SHARE SHAREHOLDERS’ EQUITY - GROUP SHARE TIER ONE RATIO

2 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 [The Group’s organisation]

6.1 million cooperative shareholders form the basis of Crédit Agricole’s 55.9 % cooperative organisational OF CRÉDIT AGRICOLE S.A.’S SHARE CAPITAL structure. They own the VIA HOLDING COMPANY SAS RUE LA BOÉTIE. capital of the 2,533 Regional Banks in the form of shares and select their representatives each year. 30.9% 43.7% A total of 32,496 directors convey their expectations OF CRÉDIT AGRICOLE S.A. SHARE CAPITAL within the Group. • Institutional investors : 30.9% 55.9% The local banks own the Individual 8.2% • majority of the Regional shareholders : 8.2% Banks’ share capital. • Employees via employee The 39 Regional Banks are 4.6% mutual funds : 4.6% cooperative regional banks 0.4% that offer their customers a comprehensive range 0.4% of products and services. The discussion body for the TREASURY SHARES Regional Banks is the Fédération Nationale du Crédit Agricole, where the Group’s main directions are decided. Listed since December 2001, Crédit Agricole S.A. ensures the cohesion of the strategic development and the Group’s financial unity. Crédit Agricole S.A. manages and consolidates its subsidiaries in France and abroad.

Retail banking Specialised Corporate and business lines investment banking In France - 25% of share capital in the Specialised ﬁnancial services - Coverage and Investment Regional Banks (excl. the Regional - Consumer finance Banking Bank of Corsica) - Lease finance - Equity Brokerage and - LCL - Factoring Derivatives - Fixed Income Markets International retail banking Savings management - Structured Finance - Cariparma FriulAdria group - Asset management - Emporiki - Insurance - Crédit du Maroc - Private banking - Crédit Agricole Egypt - Lukas Bank

Specialised subsidiaries Crédit Agricole Immobilier, Crédit Agricole Private Equity, Idia-Sodica, Uni-Editions.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 3 CONTENTS

PRESENTATION OF CRÉDIT AGRICOLE CIB ...... 7 MESSAGES FROM THE CHAIRMAN AND THE CHIEF EXECUTIVE OFFICER ...... 9 2010 KEY FIGURES ...... 10 2010 HIGHLIGHTS ...... 11 HISTORY ...... 12 SIMPLIFIED ORGANISATIONAL CHART OF THE CRÉDIT AGRICOLE CIB GROUP’S MAIN SUBSIDIARIES AND INVESTMENTS ...... 13 BUSINESS LINES ...... 14 EMPLOYEE, SOCIAL AND ENVIRONMENTAL INFORMATION ...... 19

CORPORATE GOVERNANCE ...... 35 CHAIRMAN OF THE BOARD OF DIRECTORS’ REPORT ...... 36 AUDITORS’ REPORT YEAR ENDED 31 DECEMBER 2010 ...... 56 CORPORATE OFFICERS’ COMPENSATION ...... 57 OFFICES HELD BY CORPORATE OFFICERS ...... 64 EXECUTIVE COMMITTEE ...... 76

2010 MANAGEMENT REPORT ...... 77 CRÉDIT AGRICOLE CIB GROUP BUSINESS REVIEW AND FINANCIAL INFORMATION ...... 78 INFORMATION ON CRÉDIT AGRICOLE CIB (SA) FINANCIAL STATEMENTS ...... 88 RISK MANAGEMENT ...... 94 PILLAR 3 OF THE BASEL II REFORM ...... 122

4 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS ...... 139 GENERAL BACKGROUND ...... 140 CONSOLIDATED INCOME STATEMENTS ...... 142 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ...... 148 STATUTORY AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS ...... 212

PARENT-COMPANY STATEMENTS ...... 215 CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK (SA) FINANCIAL STATEMENTS ...... 216 NOTES TO THE PARENT-COMPANY FINANCIAL STATEMENTS ...... 220 AUDITORS’ GENERAL REPORT ON THE PARENT-COMPANY FINANCIAL STATEMENTS ...... 250

GENERAL INFORMATION ...... 253 INFORMATION ABOUT THE COMPANY ...... 254 ADDITIONAL INFORMATION ...... 257 STATUTORY AUDITORS’ SPECIAL REPORT ON RELATED PARTY AGREEMENTS AND COMMITMENTS ...... 263 PERSON RESPONSIBLE FOR THE SHELF-REGISTRATION DOCUMENT AND FOR AUDITING THE ACCOUNTS ...... 263

CROSS-REFERENCE TABLE ...... 265

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 5 6 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

PRESENTATION OF CRÉDIT AGRICOLE CIB

MESSAGES FROM THE CHAIRMAN AND THE CHIEF EXECUTIVE OFFICER ...... 9

2010 KEY FIGURES ...... 10

2010 HIGHLIGHTS ...... 11

HISTORY ...... 12

SIMPLIFIED ORGANISATIONAL CHART OF THE CRÉDIT AGRICOLE CIB GROUP’S MAIN SUBSIDIARIES AND INVESTMENTS ...... 13

BUSINESS LINES ...... 14

EMPLOYEE, SOCIAL AND ENVIRONMENTAL INFORMATION ...... 19

 WORFORCE INDICATORS ...... 19

 ENVIRONMENTAL INFORMATION ...... 31

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 7 8 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

 MESSAGES FROM THE CHAIRMAN AND THE CHIEF EXECUTIVE OFFICER

A certain number of activities performed well – for example, structured ﬁ nance and investment banking. Others, such as capital markets activities, suffered more. Nonetheless securitisation, cash management and foreign exchange continued to be satisfactory after having experienced exceptional conditions in 2009. Crédit Agricole CIB demonstrated its ability to combine competitiveness with risk control over the long term and to assume the challenge of Crédit Agricole’s ambitions in corporate and investment banking.

With its areas of recognised expertise, a base of large clients and fi nancing abilities backed by the solidity of the Group, Crédit Agricole CIB has defi ned three strategic directions for development for 2014. The development of its fi nancing and investment banking activities will be selective and will be supported by a rigorous allocation of resources within the framework of the controlled management of funds, while integrating the new regulatory constraints now imposed on banks. As a result our model will be built on local fi nancing activities with areas of expertise confi rmed on a global scale. The capital markets and investment banking activities will adopt the priorities of the fi nancing activities that 2010 is the likely end of the fi nancial crisis for Crédit Agricole CIB: depend on geography, target clients, key sectors and access to the refocusing and development plan launched in 2008 led to liquidity. the orderly and controlled withdrawal from those activities that no longer correspond to the Group’s target risk profi le. This plan As the vehicle for the Crédit Agricole Group’s strategy in its has now been successfully concluded and Crédit Agricole CIB business lines, Crédit Agricole CIB has affi rmed its major role in has succeeded in demonstrating its ability to produce recurrent the Group’s future development. Enjoying the confi dence of its earnings with a limited risk profi le. In fact, the EUR 1 billion target shareholders, the determination of its staff and the loyalty of its for recurrent earnings was surpassed in the fi rst nine months of large corporate and fi nancial institution clients, Crédit Agricole the year. CIB is prepared to commit fully to the success of the 2014 medium-term plan. In 2010, Crédit Agricole CIB focused its efforts on revenue growth through sustained sales efforts, benefi tting from intra-Group synergies, and by adapting its product range to serve its clients.

Jean-Paul CHIFFLET Jean-Yves HOCHER Chairman of Crédit Agricole CIB Chief Executive Ofﬁ cer Chief Executive Ofﬁ cer of Crédit Agricole S.A. of Crédit Agricole CIB

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 9 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

 2010 KEY FIGURES

Income statement highlights 31.12.2010 31.12.2009 € million Crédit Agricole CIB Ongoing activities Crédit Agricole CIB Ongoing activities Net banking income 5,698 6,072 4,428 5,775 Gross operating income 1,863 2,345 957 2,428 Net income - Group share 1,005 1,562 (331) 1 158

Balance sheet € billion 31.12.2010 31.12.2009 Total assets 716.2 712.4 Gross loans 161.5 152.7 Assets under management (private banking) 71.0 61.4

Headcount end of December 2010 Full-time equivalent 2010 2009 France 4,876 4 687 International 9,827 9,646 Total(1) 14,703 14,333

(1) Private banking contributes to 2,258 in 2010 and to 2,196 in 2009.

Financial structure € billion or % 31.12.2010 31.12.2009 Shareholders’ equity (including income) 15.3 14.4 Tier I capital 15.3 13.9 Basel II risk-weighted assets 142.6 134.9 Tier I solvency ratio 10.7% 10.3% Overall solvency ratio 11.6% 11.7%

Ratings Short-term Long-term Last rating action Moody's Prime-1 Aa3 [stable outlook] 20 December 2010 Standard & Poor's A-1 + AA- [negative outlook] 25 June 2009 Fitch Ratings F1+ AA- [stable outlook] 23 July 2010

10 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

 2010 HIGHLIGHTS

In 2010, the recovery process continued in a world divided into two In terms of its earnings, Crédit Agricole Corporate and Investment parts: on the one side emerging countries with their renewed dyna- Bank fulfi lled its commitments both with regard to the discontinuing mic of accelerated catch-up and on the other developed countries activities, thanks to rigorous management and a signifi cant reduc- carrying on at their slow pace due to debt problems in the euro zone tion in its risk profi le, and with regard to its ongoing activities thanks and the risk of slipping back into recession in the United States. to the confi rmation of a base of recurrent earnings of more than EUR 1 billion. At the same time, 2010 was a year for the implementation of and transition to new regulations in particular concerning liquidity and Crédit Agricole Corporate and Investment Bank now appears to capital, which left for the future the answers to a number of ques- be fully refocused on its recognised strengths, solidly based with a tions regarding the constraints that would be applied to banks. reduced risk profi le and confi rmed as a business key to serving the clients of the Crédit Agricole Group. In this uncertain context, Crédit Agricole Corporate and Investment Bank successfully concluded the refocusing and development plan put into place in 2008 and succeeded in demonstrating its ability to produce recurrent earnings with a balanced risk profi le.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 11 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

 HISTORY

1863 ...... Creation of Crédit Lyonnais

1875 ...... Creation of Banque d’Indochine

1894 ...... Creation of the ﬁ rst « Sociétés de Crédit Agricole », later termed « Caisses Locales » (« Local Banks »)

1920 ...... Creation of Ofﬁ ce National de Crédit Agricole, which became Caisse Nationale de Crédit Agricole (CNCA) in 1926

1945 ...... Nationalisation of Crédit Lyonnais

1959 ...... Creation of Banque de Suez

1975 ...... Merger of Banque de Suez and Union des Mines with Banque d’Indochine to form Banque Indosuez

1988 ...... CNCA becomes a public limited company owned by Regional Banks and employees (« mutualisation »)

1996 ...... Acquisition of Banque Indosuez by Crédit Agricole one of the world’s top 5 banking groups, to create an international investment banking arm

1997 ...... Caisse Nationale de Crédit Agricole consolidates within Crédit Agricole Indosuez its existing international, capital markets and corporate banking activities

1999 ...... Privatisation of Crédit Lyonnais

2001 ...... CNCA changes its name to Crédit Agricole S.A. and goes public on 14 December 2001

2003 ...... Successful takeover bid for Crédit Lyonnais by Crédit Agricole

2004 ...... Creation of Calyon, the new brand and corporate name of the Crédit Agricole Group’s ﬁ nancing and investment banking business, through a partial transfer of assets from Crédit Lyonnais to Crédit Agricole Indosuez

th 6 February 2010 ...... Calyon changes its name and becomes Crédit Agricole Corporate and Investment Bank

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 SIMPLIFIED ORGANISATIONAL CHART OF THE CRÉDIT AGRICOLE CIB GROUP’S MAIN SUBSIDIARIES AND INVESTMENTS

At 31 December 2010

This diagram groups units according to their main business area, and shows Crédit Agricole CIB Group’s ownership in each company.

INTERNATIONAL CORPORATE AND INVESTMENT BANKING PRIVATE BANKING (SUBSIDIARIES)

EUROPE: ASIA: AMERICA: Crédit Agricole Suisse and Subsidiaries (100%) Germany, Belgium, China, South Korea, United-States Spain, Finland, Hungary, Hong-Kong, India, Crédit Agricole Luxembourg and Italy, Luxembourg, Japan, Malaysia, Subsidiaries (100%) AFRICA, MIDDLE Poland, United- Philippines, Singapore, Crédit Foncier Monaco EAST: Kingdom, Slovakia, Taïwan, Thaïland, «C.F.M. »(69%) Sweden, Tchekia Vietnam South Africa and the Gulf BRANCHES Aguadana (Spain) (100%) countries Crédit Agricole Brasil DTVM (100%)

OTHER SUBSIDIARIES CORPORATE BROKERAGE CORPORATE AND BANKING INVESTMENT BANKING

Crédit Agricole CIB Air Crédit Agricole Crédit Agricole Securities Finance (100%) Cheuvreux (100%) (USA) Inc. (100%) Crédit Agricole Asia CLSA (groupe) (99%) Crédit Agricole Securities Shipﬁ nance Ltd (100%) Asia BV (100%) Newedge (50%) Financière Immobilière Calyon Algérie (100%) Crédit Agricole CIB Crédit Agricole CIB (100%) Australia Ltd (100%) UBAF - Union de Crédit Agricole CIB Banques Arabes et China Ltd (100%) Françaises (47%) Crédit Agricole Yatirim B.S.F. - Banque Saudi Bankasi Turk AS (100%) Fransi (31%) SUBSIDIARIES PJSC CIB Crédit Agricole Bank Ukraine (100%) Crédit Agricole CIB ZAO Russia (100%) Banco Crédit Agricole Brasil (100%)

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 13 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

 BUSINESS LINES

Business lines of Crédit Agricole CIB are mainly Financing, Capital Markets and Investment Banking, International Private Banking and discontinuing operations.

 FINANCING

The ﬁ nancing business combines structured ﬁ nancing and commercial banking in France and abroad. Banking syndication is involved in both of these activities.

Global loan syndication

This business line originates, structures, distributes and trades Syndicated loans are an integral part of capital raising processes Crédit Agricole CIB’s transactions on main global fi nancial mar- for large corporates and fi nancial institutions. Crédit Agricole CIB kets. offers to its clients a full range of syndicated products such as project fi nancing and leveraged fi nancing.

Structured Financing

The structured fi nancing business consists of originating, structuring and fi nancing major export and investment operations in Acquisition Financing France and abroad, often backed with assets as collateral (air- The acquisition fi nancing team is the result of collaboration craft, boats, business property, commodities etc.), along with between Crédit Agricole CIB’s commercial banking and invest- complex and structured loans. ment banking businesses. It offers private equity funds various tailored services covering all steps of their development (fund-raising, acquisition of target companies, buying and selling advice, Transaction commodity fi nance IPOs, interest-rate and foreign-exchange products). The team operates in Europe (Paris, London, Frankfurt, Milan and Commodity trade fi nancing activities provide fi nancing and secure Madrid) and in Asia (Tokyo, Hong Kong and Sydney). short-term payment services for goods fl ows in commodities and semi-fi nished products. Our clients are major international producers and traders opera- Natural resources, infrastructure ting in the commodity markets, particularly energy (oil, derivatives, coal and biofuel), metals, soft and certain agricultural commodi- and power ties. Crédit Agricole CIB provides fi nancial advice and arranges non- recourse credit for new projects or privatisations. The bank and bond fi nancing that Crédit Agricole CIB arranges involves com- Export and Trade Finance mercial banks as well as export credit agencies and/or multilateral organisations. Crédit Agricole provides fi nancing and secure tailored solutions for the international trade transactions for import/export customers. The project fi nance business operates in natural resources (oil, gas, petrochemicals, mines and metalbashing), electricity gene- This business is supported by a commercial dedicated network ration and distribution, environmental services (water, waste pro- spanning almost 40 countries and by expert teams covering a cessing) and infrastructure (transport, hospitals, prisons, schools full range of products: letters of credit, international guarantees, and public services). buybacks/discount of trade notes, credit for buyers or suppliers with hedges granted by public-sector credit insurance companies The business operates worldwide, with regional excellence of exporting countries ( Europe, Asia, North America, South centres in Paris, London, Madrid, Milan, New York, Houston, Africa), co-fi nancing alongside multilateral fi nancial institutions. Singapore, Hong Kong, Tokyo, Sydney, Moscow, Sao Paulo and Mumbai.

14 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

Real Estate and Hotels Aircraft and rail fi nancing Crédit Agricole CIB’s real estate and hotels department operates Crédit Agricole CIB has been operating in the aircraft fi nancing in 11 countries. sector for more than 35 years, and has an excellent reputation in the market. We have always taken a long-term view, seeking to Crédit Agricole CIB provides advice to real estate professionals establish sustained relationships with major airlines, airports and and to companies and institutional investors that want to optimize the value of their properties. companies providing air transport services (maintenance, ground services etc.) in order to understand their business priorities and fi nancing requirements. Shipping Financing Crédit Agricole CIB has been operating for several years in the New York and Paris rail sectors, and is continuing to extend its Crédit Agricole CIB has been fi nancing ships for 30 years for services in Europe. French and foreign ship-owners and has built up a strong world –renowned expertise in this fi eld. This business fi nances a recent and diversifi ed fl eet of more than 1,100 ships for an international ship-owner client base.

Commercial Banking in France and abroad

Commercial Banking in France Banque Saudi Fransi (BSF) In France, Crédit Agricole CIB’s commercial banking products and 69.9% of Banque Saudi Fransi is owned by Saudi shareholders services are supported by the expertise of Crédit Agricole CIB’s and 31.1% by Crédit Agricole CIB. This universal banking mainly specialist business lines, the Crédit Agricole Group’s networks operates in Arabia and has a network of 81 agencies distribu- (regional banks and LCL) and specialised fi nancial subsidiaries. ted throughout the territory with a staff of 2,473 at 31 December The commercial banking activity provides services including do- 2010. Historically, this bank is very well positionned in the Cor- mestic and international cash management, short-and medium- porate customer segment. It is one of the most active local bank term commercial loans, syndicated loans, leasing, factoring, inter- in trade fi nance, structured fi nance and capital markets. Retail national trade services (letters of credit, cash collection, export banking and asset management activities have experienced a prefi nancing, buyer credit, forfaiting etc.), domestic and interna- substantial development. BSF holds a market share of more than tional guarantees, market guarantees, and currency risk and inte- 11% in distributed loans and of almost 10% in equity brokerage. rest-rate risk management.

International Commercial Banking Outside France, Crédit Agricole CIB’s network covers more than about ﬁ fty countries worldwide. It provides Crédit Agricole’s corporate customers with a better knowledge of the local environment and easier access to the banking services they need outside France. As regards Islamic ﬁ nance, Crédit Agricole CIB offers Sharia-compliant solutions in various areas.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 15 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

 CAPITAL MARKETS AND INVESTMENT BANKING

This business include capital markets, brokerage and equity derivatives activities, as well as investment banking.

Fixed Income Markets

With its network of 32 trading rooms, Crédit Agricole CIB has strong positions in Europe and Asia, a targeted presence in the Interest - rate derivatives USA and the Middle East, and additional entry points into local This business line deals with all interest-rate derivatives including markets. standard products like interest-rate and currency swaps and liquid bonds. It also provides with property derivatives, including Investment Property Databank (IPD). Treasury The Treasury business line provides liquidity in convertible currencies up to two years. Debt and Credit Markets It acts through fi ve main liquidity centres located in Paris, Lon- This business focuses on credit and debt instruments for issuers don, New York, Tokyo and Hong Kong, and is active in 20 other (governments, statutory bodies, fi nancial institutions and corpo- countries. rates) and investors worldwide. Liquidity centres control and help to manage the liquidity of It covers all the process from credit origination, sales and trading, branches and subsidiaries in each region. This structure gives securitisation, risks and transactions, to managing securitisations Crédit Agricole CIB consolidated control and oversight over its for third parties. cash position by providing constant access to the world’s money It is located in all major fi nancial centers and has dedicated tra- markets. ding hubs in London, New York, Hong Kong and Tokyo. Crédit Agricole CIB manages local, multi-currency issuance programs, which broaden its investor base. Sharia-compliant products have also been developed. Commodities Crédit Agricole CIB’s commodities business has a presence in six major fi nancial centres: Paris, London, Geneva, New York, Hous- Foreign exchange ton and Hong Kong. Crédit Agricole CIB operates in energy (oil Crédit Agricole CIB has a strong presence in the currencies of and refi ned products), core and precious metals, and also in soft Eastern Europe, Asia, Latin America, North Africa and the Middle and agricultural assets. East, as well as the main international currencies (euro, sterling, In 2009, the activity of the business line has been widened on the yen, Swiss franc, US dollar, Australian dollar and the Nordic cur- energy with the partnership with EDF Trading. This partnership rencies). allows Crédit Agricole CIB to act in Europe on the physical mar- It offers a wide product range from spot foreign exchange to more kets of electricity, gas and coal. complex products such as investment structured forex products, forex risk hedging products and cash liability optimisation tools. Each product can be designed to specifi c requirements.

Brokerage and Equity Derivatives Equity brokerage  CA Cheuvreux CA Cheuvreux, Crédit Agricole Group’s equity broker, offers to  CLSA its institutional investors research, sale and execution services. CLSA is a market-leader in Asian markets, providing equity bro- CA Chevreux is made up of 90 analysts and economists and it kerage, capital markets, M&A and asset management services to covers 700 stocks in Western Europe and in emerging markets large corporations and institutional investors worldwide. It ope- (Central and Eastern Europe, Middle East, Turkey and Russia). CA rates from about 15 locations in Asia, but also Dubai, London Chevreux, which is a major reference in execution services, offers and New York. an access to 100 markets. It provides institutional brokerage services in the main European stock exchanges, along with execution of program trades, electronic brokerage in international markets and intermediation. Its client base includes companies, European private equity funds and Crédit Agricole Group retail customers.

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 Newedge  Primary equity capital markets Newedge was created on 2 January 2008 through the merger of The Equity Capital Markets business line is responsible for the acti- Calyon Financial and Fimat (Société Générale group). Its core bu- vities related to the issuance of stock and securities giving access siness consists of brokerage services for listed derivatives. Newe- to equity such as primary issues, initial public offerings and privati- dge offers institutional clients a full range of clearing and execution sations (or opening of capital to private investors), increases, secon- services covering futures and options on fi nancial products and dary offerings as well as convertible bonds, exchangeable bonds commodities, as well as money market instruments, bonds, foreign and other hybrid products issues for the large and mid-cap primary exchange, equities, and commodities on OTC markets. markets. Newedge also provides interbank brokerage, along with a range of more specialized services, including prime brokerage, asset fi nan-  cing, an electronic platform for trading and order routing, cross Corporate Equity Derivates margining, and the processing and centralized reporting of client The Corporate Equity Derivatives business is in charge of structuring portfolios. and selling transactions involving equity derivatives, in order to help corporate clients to manage their equity and long term fi nancing. Newedge operates across 85 equity and derivatives markets worldwide, with 25 locations in 17 countries. Along with the Brokerage and Equity Derivatives business line, this activity covers leveraged employee savings, stock repurchase programs, equity fi nancing and hedging of stock options or investment Equity derivatives securities. Crédit Agricole CIB’s equity derivatives and funds business combines trading, sales and arbitrage of equity derivatives, indexes and  Global Corporate Finance funds from standard products like certifi cates and convertible bonds This business line gathers all the activities dedicated to mergers and to more investment solutions like structured products. acquisitions, from strategic advisory services to transaction execu- Crédit Agricole CIB has 12 sites in Europe, Americas and Asia, and tion. covers around 40 countries. It assists clients in their development with, advisory mandates for both purchases and disposals, opening up capital to new investors and restructuring, strategic fi nancial advisory services and advisory Investment Banking services for privatisations. Crédit Agricole CIB’s investment banking business involves all equity and long-term fi nancing activities for corporate clients, and has three main segments:

 INTERNATIONAL PRIVATE BANKING

The international private banking business provides individual engineering, asset management, and order execution in all global investors with a worlwide comprehensive wealth management ﬁ nancial markets. service range. International Private Banking has a strong global presence This business requires the implementation and rigorous co-ordi- through its Crédit Agricole Suisse, Crédit Agricole Luxembourg, nation of numerous skills, specially adapted to the level of requi- Crédit Foncier de Monaco and Crédit Agricole Brasil DTVM subsi- rements of this customer segment, particularly as regards assets diaries, along with its two branches in Spain and Miami.

 DISCONTINUING OPERATIONS

The «discontinuing operations » perimeter has been set up during • Structured Credit and «Correlation » products, underlying risk Crédit Agricole CIB’s refocusing and development plan it adop- being a corporate credit portfolio represented by a CDS (Credit ted in the autumn of 2008. It encompasses the operations which Default Swaps). were the most impacted by the crisis. The aim is to stricly manage • Exotic equity derivatives products. the losses and to reduce the risk proﬁ le of the following portfolios: • Portfolios of the CDO (Collateralized Debt Obligations) and ABS (Asset-Backed Securities) mainly collateralized by American subprime mortgages, commercial real estate mortgages or leveraged loans exposure.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 17 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

 INCOME STATEMENT HIGHLIGHTS FOR CRÉDIT AGRICOLE CIB GROUP’S MAIN SUBSIDIARIES AS OF 31 DECEMBER 2010

in contribution to Group consolidated net income Crédit Lyonnais CA CA CA Banque € million Newedge(1) Securities Asia Suisse Cheuvreux Luxembourg Saudi Fransi

Net banking income 482 467 434 190 143

Gross operating 63 78 175 -27 74 income

Net income 42 50 110 -18 52 138(2)

(1) 50% share. (2) Group share accounting under the equity method.

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 EMPLOYEE, SOCIAL AND ENVIRONMENTAL INFORMATION

 WORKFORCE INDICATORS

Methodology

Each company of the Crédit Agricole S.A. Group has its own em- • the population in question is that of «active » employees. «Being ployee relations policy, under the responsibility of a Human Re- active » implies: sources Director. Overall consistency is managed by the human - a legal link in the form of a «standard » permanent or temporary resources Department of Crédit Agricole S.A. Group. contract of employment (or similar for foreign entities), Entities concerned are those with employees that are consolida- - to be on the payroll and at work the last day of the period ted either fully or proportionally (fi gures are reported according to concerned, the percentage of the Group’s interest in their capital). In many cases, - working time of at least 50% • data are stated from the employer’s side and not from the The scope of employees covered (as a percentage of full-time benefi ciary one. The difference relates to employees seconded equivalent employees at the end of the year) is presented below to one entity by another (with no changes in the employment for each item or table of this section. contract), who report to their host entity from a benefi ciary’s point of view and to their legal belonging entity from the employer’s point of view.

Key ﬁ gures

 Headcount by business line (FTE: Full-Time Equivalent)

14,703 14,333

Corporate and 12,445 12,137 Investment Banking Private Banking

2,258 2,196

2010 2009

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 Headcount by region

America 12% Eastern Europe Asia 21% 3%

Africa & Middle East 3%

Western Europe 28%

France 33%

Almost 2/3 of the Crédit Agricole CIB Group’s employees are based in Europe. Outside France (33% of employees), the main contributors are: - Switzerland (9% of employees) - United Kingdom (7% of employees) - USA (7% of employees) - Hong Kong (6% of employees)

 Breakdown by type of contract (FTE: Full-Time Equivalent)

2010 2009

France International Total France International Total

Active permanent staff 4,812 9,592 14,404 4,639 9,383 14,022

Contract staff 64 235 299 48 263 311

Total active staff 4,876 9,827 14,703 4,687 9,646 14,333

Permanent staff on extended leave of 79 NA 79 109 NA 109 absence

Total Staff 4,955 9,827 14,782 4,796 9,646 14,442

NA: Not available

20 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

Recruitment policies Recruiting talents is one of the main challenges facing Crédit Agricole CIB in relation with its development plan and the growth of its businesses.

 Becoming a more attractive employer and pre-recruiting new staff Crédit Agricole CIB has pursued a pre-recruitment policy as part In 2010, Crédit Agricole CIB recruited almost 1,300 trainees, of its commitment to integrate young people since 2006. Expan- including more than 700 in France, along with 380 people on ding work-study programmes in France and a procedure for work-study programmes and around 100 on voluntary work pla- identifying talents among trainees, work-study and international cements in its foreign subsidiaries. voluntary work placements are also part of the policy to form a group of talents.

Pre-recruitment Internships and work-based training in France (average monthly Full- 2010 2009 Time Equivalent) Work-based training 232 198 Interns 318 353 % of business scope in France 93% 96%

Relations with schools and universities Crédit Agricole CIB was awarded the 2010 Company Trophy given Crédit Agricole CIB maintains a strong presence in schools, in parti- by the Sorbonne University for the workplace integration of its class of 2009. cular through the «School Captains » programme supported by Cré- dit Agricole Group entities. Work-study programme Many managers and employees are mobilised to support the HR Crédit Agricole CIB has a signifi cant work-study programme and teams at School Forums in France and abroad in order to share their received two awards at the AMEF Victoires ceremony in June 2010: experiences with students. the Jury’s Grand Prix and the Master 2 prize. Other actions in the form of educational partnerships (case studies, Specifi c training rounds out a practical guide to assist apprenticeship masters in supporting and developing their work-study programme courses, trading games) and participation in admissions panels also participants. A welcome pack is given to each new member. take place. Conferences and visits of the company are organised for students as well. In July 2010, Crédit Agricole CIB’s annual work-study event brought together apprenticeship masters, the programme’s members, HR In 2010, the school relations team continued its activities with the staff and the managers of the Apprentice Training Centre to review fi nance associations of engineering and business schools in France the programme and discuss its future role within the company. (for example the Club Finance Paris), and in Asia through its partnership with the ShARE organisation.

 Recruitment Support for managers and in London. Their content will be used to develop an e-learning A Manager-Recruiter Guide has been designed with the goal program that will be deployed around the world in 2011. of helping managers keep an eye out for the behavioural and Information systems recruitment plan managerial skills needed for Crédit Agricole CIB’s performance, The development of information systems has resulted in the and of harmonising the recruitment process. The guide has implementation of a vast recruitment programme for strategic been distributed to managers in March 2010 both in France and information system functions. Launched in early March 2010, the abroad. programme has made it possible to recruit 130 new employees, In 2010, recruitment training sessions were also held in France mainly in Paris but also in Singapore, New York and London.

Number of staff recruited 2010 Number 2009(*) CIB Private Banking Total France 439 439 265 Western Europe 362 155 517 342 Central and Eastern Europe 40 40 26 Africa 11 11 9 Middle-East 23 23 11 Asia-Paciﬁ c 583 45 628 262 Americas 111 18 129 187 Total 1,569 218 1,787 1,102 % of business scope 91% 93%

(*) In 2009 the number of staff recruited was 948 in CIB and 154 in Private Banking.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 21 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

 Integration and loyalty Each new recruit is invited to a breakfast meeting with HR staff Six months after arriving at Crédit Agricole CIB, all new staff within three months of arriving at Crédit Agricole CIB. The aim of must complete a feedback report and meet their HR manager to these meetings is to present the Group, explain the integration discuss their experiences and impressions of the company. process and answer any questions new recruits may have.

Employee development and support policies

The aim of the Group’s human resources policy is to ensure that staff between different functions, were strengthened within Cré- all positions are held by motivated employees whose skills and dit Agricole CIB in order to increase mobility between business performance correspond to the requirements and requirements lines. The committees meet on a monthly basis to contribute to of their role. reinforce collaboration and cross-selling in line with the Group’s strategy. The career committees were pursued in 2010, aiming to iden-  Career management and mobility policy tify key resources and potential, with the aim of defi ning action plans (development, training and mobility) and preparing succes- Crédit Agricole CIB is involved in supporting and developing its sion plans for all members of business-line and support-function talents. The Group’s career management policy aims to allow all committees. employees – regardless of their level within the organisation – to develop their professional experience in a constructive matter. The Group has worked hard to give staff new internal roles as Enhancing employees’ sense of belonging and deve- far as possible. Vacancies are published in the Group’s internal loping the Group culture: Peoplec@re job list. In the last few years, the Credit Agricole S.A. Group has under- In addition to the usual meetings between staff, managers and gone major changes and expanded in France and abroad. Hu- HR teams, Crédit Agricole CIB has introduced harmonised, in- man resource management and the development of a Group teractive career management into all its worldwide operations, culture are crucial to the success of this strategy. taking into account the international character of its activities and its corporate culture. As a result, the Crédit Agricole S.A. Group has adopted PeopleC@ re, a shared career management tool that is being gradually rolled It has adopted initiatives in several areas: out across all entities. PeopleC@re was launched within Crédit Agricole CIB in Septem- Staff appraisals ber 2009 and is now used around the world for annual apprai- sal and target-setting meetings, which are attended by all Crédit Annual appraisals are an important part of the dialogue between Agricole CIB staff. New functionalities were implemented in 2010, managers and staff. This process is central to Crédit Agricole mainly the integration of the career committees’ monitoring. CIB’s approach to career management and staff mobility. Since 2009, Crédit Agricole CIB has taken steps to give managers a greater role in HR management. Managers are provided Mobility fi gures* for 2010: with training and tools to help them appraise their staff. This trai- • Around 302 international transfers on an annual basis ning programme has continued in 2010, covering all of Crédit Agricole CIB’s managers. • Around 371 transfers between business lines Moreover, an e-learning program dedicated to assessment trai- • 136 international transfers over 25 countries ning was rolled out in the last quarter of 2010 across all geo- • 50 transfers within the Crédit Agricole S.A. Group graphic regions. It is intended for use by all Group staff, both employees and managers. * Scope: Crédit Agricole CIB Group Crédit Agricole CIB has also consolidated the approach begun in 2009 for setting objectives: qualitative and quantitative objectives are formally set based on precise criteria making it possible to evaluate their achievement. The weight of these criteria in overall  Training policy assessments depends on each business line. They are defi ned so as to be consistent with the orientations given by the head of In line with 2009, the 2010 training plan sought to support the the business lines who apply Executive Management’s strategy to Crédit Agricole CIB development plan by making certain that the their particular business lines. bank had the collective and individual skills necessary to meet the challenges set by its business lines. Lastly, in 2010 all employees were evaluated with respect to a new skill – «knowledge of and compliance with regulations and Crédit Agricole CIB thus proposed training made up of nearly 300 internal procedures » – jointly defi ned with the compliance depart- programmes relating to technical and managerial skills in order to ment. cover its employees’ collective and individual needs. Training in regulations as well as in the fundamentals for performance assessment are provided as e-learning programs in order Mobility and career committees to provide access to the greatest number of employees. Mobility and career committees, which manage movements of

22 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

The main objectives for training in 2010 were: In 2010, the percentage of personnel costs at Crédit Agricole CIB devoted to training was once again higher than the legal require- • Continued implementation of the measures for the development ment and bears witness to the company’s efforts to develop and of a managerial culture; strengthen its staff’s skills. • Strengthening of business line technical skills by creating trai- In France, training expenditure in 2010 amounted to €7.2 million. ning programmes in particular with «risks » as a priority; Nearly 79% of employees with permanent contracts present at • Preventing psycho-social risks through the implementation of the end of the year received training. On average, employees trai- awareness-raising actions and paying heed to managers and ned in 2010 received 25 hours of training, roughly the same as employees’ stress; they had in 2009 (in France). • Supporting senior employees in the second part of their careers; • Rolling out e-learning-based training in regulations.

2010 (11 months)* 2009 (11 months)* Number of Number of Number of Number of employees employees hours training hours training trained trained France 3,522 89,183 3,775 73,519 International 7,162 108,008 4,713 117,437 Total 10,684 197,191 8,488 190,956 % of business scope 84% 78% 75% 75% * Note that December ﬁ gures are not representative.

The main areas of training in France were as follows: • Languages remained in second place, with 26%; • Banking and ﬁ nance were in ﬁ rst place, accounting for 26% of • Behavioural training was in third place, accounting for 14% of total training hours; total training hours.

Knowledge area Number of hours 2010 (11 months)* 2009 (11 months)*

Themes Total % France International Total % Knowledge of the Crédit Agricole S.A. Group 6,677 3.4% 2,371 4,306 4,818 2.5% Personnel and business management 13,049 6.6% 6,917 6,132 10,055 5.3% Banking, law, economics 27,108 13.7% 9,700 17,408 33,346 17.5% Insurance 311 0.2% 0 311 Financial management (Accounting, Fiscal policy, …) 15,960 8.1% 7,788 8,172 14,069 7.4% Risks 10,466 5.3% 7,885 2,581 5,679 3.0% Compliance 8,229 4.2% 1,383 6,846 18,203 9.5% Method, organisation, quality 10,492 5.3% 6,074 4,418 7,398 3.9% Purchasing, Marketing, Distribution 3,674 1.9% 3,002 672 3,625 1.9% IT, Networks, Telecommunications 7,445 3.8% 2,865 4,580 9,933 5.2% Foreign languages 55,431 28.1% 23,286 32,146 54,254 28.4% Offi ce systems, business-specifi c software, new tech- 14,012 7.1% 4,670 9,342 8,993 4.7% nology Personal development and communication 17,414 8.8% 10,872 6,543 13,575 7.1% Health and safety 3,966 2.0% 1,531 2,435 3,531 1.8% Human rights and Environment 646 0.3% 208 438 522 0.3% Human resources 2,310 1.2% 632 1,678 2,955 1.5% Total 197,191 100% 89,183 108,008 190,956 100% % of business scope 78% 93% 71% 75% * Note that December fi gures are not representative.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 23 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

Compensation Policy

The Group strives to offer competitive compensation packages The quantitative and qualitative information for the staff referred to and incentives to motivate its staff, while taking into account the by regulation 97-02 will be detailed in a dedicated report in accor- specifi c characteristics of its business lines, legal entities and local dance with article 43.2 of this regulation, and published before the laws. 2011 Shareholders’ Meeting called to approve the 2010 fi nancial statements. The compensation policy is designed to reward both individual and team performance, in keeping with the values of fairness, humanism and merit on which the Group has built its success. Skills and responsibility level are rewarded by basic salary in line with each business’s specifi c conditions and local market, with a  Compensation policy governance view to offering competitive and attractive compensation in each Crédit Agricole CIB’s Compensation Committee ensures the of the markets in which the Group operates. application within its activities of the principles defi ned by Crédit Within Crédit Agricole CIB, variable compensation plans tied to Agricole S.A.’s Compensation Committee: individual and collective performance are applied on the basis of Like the compensation policy governance structure established performance targets and the entity’s results. at the level of Crédit Agricole S.A., Crédit Agricole CIB’s Compen- Bases for variable compensation are set taking into account acti- sation Committee is therefore responsible for the following tasks: vities’ risk profi le and all costs including the costs of risk, liquidity and cost of capital. Variable compensation is thus based on the • It establishes the proposals submitted to the decision of the determination of budgets by activity and its individual distribution Board of Directors relative to compensation policy within the to employees is decided by the managerial line depending on an framework of the principles laid down by Crédit Agricole S.A. overall assessment of individual and collective performances that More specifi cally in determining variable compensation pac- is consistent with the fi nancial and non-fi nancial objectives that kages (amounts, allocation) it makes certain that the impact of have been defi ned individually and collectively. risks and capital requirements inherent in the activities concerned is taken into account.  Incorporation of the European Capital • It ensures compliance with regulatory rules and professional standards and in particular those concerning employees sub- Requirements Directive III (CRD III) ject to regulation 97.02. The mechanisms for the attribution and acquisition of variable compensation by risk-taking employees, control functions and • In addition to the compensation of corporate offi cers, it exa- members of executive bodies comply with the provisions of mines individual situations with respect to employees’ variable CRBF regulation 97-02 as amended by the decree of 13 Decem- compensation for the highest amounts (€1 million or more). ber 2010 which transposes into French law the European Capital Requirements Directive III (CRD III). This directive refl ects the recommendations of the Financial Sta-  Compensation of senior executives bility Council adopted by the G20 member governments at the Following a review in 2009, at its meeting of 9 December 2009, Pittsburgh summit meeting in September 2009 and the com- the Board of Directors of CA S.A. adopted a new compensation mitments made by the banking profession during the 25 August policy for the Group’s senior executives. 2009 meeting with the French president, which included the active participation of Crédit Agricole S.A. representatives. The policy aims to reconcile the demands of an increasingly competitive market with the expectations of shareholders, employees The variable compensation of these employees is partly deferred and customers, and to be consistent with the Group’s stature for several years and is not fully vested until performance condi- as a leading operator in the banking sector both nationally and tions have been met. At least 50% of this variable compensation internationally. is paid in Crédit Agricole S.A. shares or equivalent instruments. Direct compensation of Group executives consists of a fi xed sa- Crédit Agricole CIB has extended this deferral mechanism to em- lary and variable compensation in the form of an annual bonus, ployees not covered by the above-mentioned provisions of CRBF half of which is based on fi nancial targets, and the other half on regulation 97-02 in order to ensure cohesiveness and alignment non-fi nancial criteria (managerial, customer satisfaction and social with the company’s overall performance. value creation targets). Note that the terms of the conditional deferred variable compensation programme put into place in 2010 in compliance with the professional standards of 5 November 2009 remain unchanged. Crédit Agricole Corporate and Investment Bank’s Loyalty programme has not been renewed since 2010. The balance of the bonuses granted in 2008 and 2009 and whose initial payment was planned for 2011 and 2012 will be paid in full to benefi ciaries in 2011.

24 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

 Individual salaries in France

Average base monthly salaries for active permanent employees at end of December in France

2010 2009 in € Men Women Total Men Women Total Managerial 6,274 4,660 5,618 6,071 4,509 5,429 Non-managerial 2,729 2,708 2,714 2,662 2,610 2,625 Total 5,923 4,115 5,088 5,706 3,936 4,872 % of business scope in France 93% 96%

Annual ﬁ xed remuneration at end-December 2010 for employees in France

over

Men, managerial Men, non-managerial Women, managerial Women, non-managerial

inferior to

% of business scope in France: 93% The wages presented here are the result of weighted averages ta- 32% of employees in France received a collective pay rise. king into account staff structures in 2009 and 2010. They include Note that in France in 2010 1,916 employees beneﬁ ted from indi- both joiners and leavers and annual salary reviews. vidual pay rises.

 Collective variable compensation policies: incentive plan and proﬁ t-sharing

• Amendments to the Crédit Agricole CIB profi t-sharing agree- of decree no. 2009-350 of 30 March 2009 relative to methods ment updating the provisions of the profi t-sharing agreement of informing benefi ciaries of 30 June 2004 pursuant to the entry into effect of law no. • Incentive plan agreement for 2010, 2011 and 2012. 2008-1258 of 3 December 2008 in favour of work income and

Collective variable compensation paid in France in respect of the previous year’s results

2010 2009 Gross Number Average Gross Number Average amount paid of amount amount paid of amount (in ‘000 €) benefi ciaries (in €) (in ‘000 €) benefi ciaries (in €) Profi t-sharing Incentive plan 2,443 4,720 518 Employee savings plan top-up 4,151 2,867 1,448 4,822 3,897 1,237 Total 4,151 7,265 % of business scope in France 93% 96%

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 25 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

 Promotions

2010 2009 Number Women Men Total Women Men Total Promotion within non-managerial 38 66 104 36 84 120 category Promotion from non-managerial to 12 35 47 10 36 46 managerial Promotion within managerial 266 148 414 183 168 351 category Total 316 249 565 229 288 517 % 56% 44% 100% 44% 56% 100% % of business scope in France: 93% 96%

Development of company-wide agreements

The Crédit Agricole S.A. Group’s social policy aims to encourage • The development and performance of the Group and its em- constructive dialogue and relations with employees within the fra- ployees ; mework of: • A CSR approach (Company Social Responsibility).

Company-wide agreements at Crédit Agricole Group level These agreements are governed by three bodies: the European both employee representatives and representatives of subsidiaries Works Council, the Group Works Council and the Consultation of the Crédit Agricole S.A. Group and the Regional Banks. Committee. Lastly, the Consultative Committee, set up at the level of the Crédit The Crédit Agricole Group’s European Works Council, formed Agricole S.A. Group, aims to develop discussions with employee on the basis of an agreement signed in January 2008 does not representatives, particularly about strategic plans shared by a replace national bodies for dialogue with employees. It is a forum number of Group entities, cross-functional aspects of the Group’s for information and discussion about economic, ﬁ nancial and operation and the development strategies of each business line. social issues, which in view of their strategic importance deserve These three Crédit Agricole S.A. Group bodies may have to be tackled on a pan-European level. jurisdiction for matters concerning the Crédit Agricole CIB Group, The Crédit Agricole S.A. Group Works Council, which does not but do not replace Crédit Agricole CIB’s own bodies. replace existing works council within Group entities, is made up of

Dialogue between management and labour within Crédit Agricole CIB entities in France Within Crédit Agricole CIB, dialogue between management and Crédit Agricole CIB has two staff delegations, one in Courbevoie labour takes place in several ways, involving the Works Council, and another in Saint Quentin en Yvelines. The Courbevoie dele- the Health, Safety and Working Conditions Committee (CHSCT) gation has 25 primary members and 25 alternate members, while and staff representatives. the Saint Quentin en Yvelines delegation has 8 primary members and 8 alternate members. The role of staff representatives is to Crédit Agricole CIB’s Works Council consists of 12 primary mem- present to management any individual or collective complaints bers and 12 alternate members. relating to pay, the application of employment legislation or statu- The Works Council is informed about and consulted on general tory provisions relating to social protection, health and safety, and issues affecting working conditions, resulting from the organisa- agreements applicable to the company. tion of work, technology, working conditions, working time orga- Dialogue between management and labour also takes place nisation, qualiﬁ cations and compensation methods. It receives through talks between unions and the Crédit Agricole CIB Group’s input from the Health, Safety and Working Conditions Committee management. (CHSCT). In 2010, these talks yielded seven agreements. The CHSCT consists of 12 members, and its brief is to help protect the health and safety of workers, and to improve working conditions.

26 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

Number of company-wide agreements signed in France by theme 2010 2009 Salary and related 64 Training Staff representation bodies 2 Employment Working time 1 Diversity and professional equality Other 12 Total 79 % of business scope in France 93% 96%

Exercising social and societal responsibility

For several years, in keeping with its historical values, Crédit Agri- embark upon two areas of refl ection: the fi rst oriented towards cole S.A. has paid particular attention to its social and societal the collective actions of all employees in France and the second responsibility. aimed at specifi c actions for certain targeted business lines. In line with actions launched in 2009, Crédit Agricole CIB focused These efforts are conducted by Crédit Agricole CIB through its in 2010 principally on the problems linked to psycho-social risks. Consultative Committee bringing together representatives of staffl The analysis of a diagnostic on this subject made it possible to and management.

Non-discrimination policies and integration of minorities

A Manager-Recruiter Guide, published in March 2010, sent to - Creation of a Consultative Committee on the equality of managers and available to all Group employees online on the men and women in the workplace bringing together elected intranet, has a chapter on avoiding discrimination in the manage- members of the Works Council and Human Resources ment of the recruitment process. department representatives. Work began on the subject of salaries. It will continue in 2011 on other subjects: professional development, training, etc.  Equality between men and women in - Within the framework of 2010 annual negotiations, the Human Resources department will devote a speciﬁ c overall budget the workplace to the reduction of pay differences between men and women The Group is also continuing with its efforts to develop equality with regard to conventional professional categories. The gross between men and women in the workplace. These efforts include: amount has been doubled relative to 2010, and will come to €600,000 for 2011. • Gender breakdown of governing bodies: Moreover, the Crédit Agricole CIB women’s network, - Crédit Agricole CIB’s Executive Committee contains one wo- «PotentiELLES », was created in October 2010 on the initiative man. of women employees of Crédit Agricole CIB, sponsored by - 5 women sit on the Management Committee. Executive Management and the HR department. At the end of 2010, 230 women executives were members of PotentiELLES • Efforts to ensure equality between men and women in the work- and regularly participated in the network’s events (conferences, place: Mix’n Match lunches).

Breakdown of employees in France by gender and category

49% 5% 33% 13% 2010 Men, managerial Men, non managerial Women, managerial 2009 Women, non managerial 48% 6% 33% 14%

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 27 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

Breakdown of international employees by gender and category

26% 33% 10% 31% 2010 Men, managerial Men, non managerial Women, managerial 2009 Women, non managerial 21% 37% 9% 33%

Proportion of women 2010 2009 % Of workforce Of workforce % % covered covered Total employees 46.3% 91% 42.8% 93% Permanent employees 35.8% 91% 38.3% 93% Group Executive Committee 1 out of 12 100% 1 out of 12 100% Management circles 1 and 2(*) 12% 100% 14.9% 93% Top 10% of highest earning employees in each subsidiary 15.7% 80% 18.0% 76%

(*) Management circles comprise members of executive committees and members of management committees of each entity.

 Employment of disabled workers These initiatives resulted in the recruitment of several disabled vacation replacements and work-study programme participants. Several initiatives were undertaken in 2010 to promote the integration of disabled persons in France. In addition, in 2010, Crédit Agricole CIB signed a contract with an adapted company for the recycling of IT waste. With regard • Implementation of individual support measures: to purchases, 50% of printing work was given to sheltered - Funding for workstation adjustments (hearing aids, larger workshops. The Purchasing Directive was modifi ed to include an screens, implementation of the Tadéo telephony tool and adapted company (EA) or a non-profi t organisation that assists of the Themis fi re alarm system for all hearing-impaired em- disabled people through work (ESAT) in its calls for proposals ployees). whenever possible. - Additional facilities to improve accessibility of work premises to disabled persons. - Travel assistance between the home and workplace, imple-  mentation of distance-working tools. Age management and developing the - Funding for training and personalised coaching. employability of older staff A plan of action was implemented about fair conditions for older - Online accessibility of the activity report for the seeing-impai- employees in terms of compensation, promotion, training and red. mobility. Main initiatives are: - Increased use of sign language (conferences, training). • Advanced career meetings were initiated in 2010 with the goal • Awareness-raising: of covering in three years all employees aged over 45. HR - Events during the Disabled Employees Week: exhibition of managers followed a specifi c training module to prepare these paintings and sculpture, photography exhibitions featuring meetings. In 2010, meetings were proposed to 38% of the disability-friendly organisations that are partners of Crédit people concerned. Agricole CIB, sales of children’s books on the subject of diffe- • Commitment to supporting older employees’ professional deve- rences, blind modelling, quizzes, etc. lopment in terms of pay and training - Awareness-raising meetings by the business line Executive • The implementation of skills reviews for all staff aged over 45. In Committees led by the HR department. 2010, skill reviews were offered to 23 employees. - Communication via the company’s various media (intranet, • Funding of a pension review for employees over 58. An agree- welcoming leafl ets for interns and work-study programme ment for this service was signed with Mondial Assistance. participants).

28 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

Age structure (at 31.12.10)

60 years and + 55-59 years 50-54 years 45-49 years Men/France Men/International 40-44 years Women/France 35-39 years Women/International 30-34 years 25-29 years < 25 years

1,500 1,000 500 0 500 1,000 1,500

Breakdown of permanent staff by age bracket Average age Total 40.4 years

of which France 41.6 years

of which Western Europe (excl. France) 40.6 years

of which Central and Eastern Europe 36.8 years

of which Africa 41.7 years

of which Americas 40.6 years

of which RH@ /@BHjB 38.4 years

of which Middle East 41.2 years

0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%

under 30 years 30-50 years over 50 ans

Breakdown of permanent staff by length of service bracket and region in the Crédit Agricole CIB

Average length of service Total 9.8 years of which France 14.2 years of which Western Europe (excl. France) 8.5 years of which Central and Eastern Europe 6.6 years of which Africa 8.2 years of which Americas 5.8 years of which Asia-Pacific 6,2 years of which Middle East 12.0 years 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100%

Less than 1 year 1-4 ans 5-14 ans 15 years and more

• The joint committee for stress prevention at Crédit Agricole CIB, Health and safety in the workplace made up of CHSCT representatives, occupational health, the  social assistance team and the Human Resources department Prevention and management of psycho- meets regularly to defi ne general measures. social risks • Human Resources managers are working with a consulting fi rm In 2010, together with the University of Liège, Crédit Agricole CIB to defi ne specifi c steps to be taken with regard to populations conducted a survey of 4,300 employees in France. 46% of these identifi ed as the most sensitive. employees responded to the questionnaire, highlighting several The programme of active listening and providing advice to people areas of stress and mapping sensitive populations. Based on this in need for help (freephone) was maintained and new efforts to diagnosis two types of initiatives will be undertaken in 2011: publicise this unit’s existence were undertaken.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 29 1 PRESENTATION OF CRÉDIT AGRICOLE CIB

 Work-life balance and part-time work

2010 2009 Non- Non- Managerial Total Managerial Total managerial managerial Part-time staff 259 173 432 255 189 444 Part-time staff as % of total 6.9% 21.0% 9.4% 7.0% 21.0% 9.8% % of business scope in France 93% 96%

Other indicators

 Permanent staff departures

Permanent staff departures by 2010 2009 reason France International Total % France International Total % Resignation 119 919 1 038 74% 56 518 574 42% Retirement and early retirement 59 25 84 6% 34 59 93 7% Redundancy(*) 38 173 211 15% 213 380 593 44% Death 5 2 7 1% 5 5 10 1% Other reasons 7 50 57 4% 24 60 84 6% Total 228 1 169 1 397 100% 332 1 022 1 354 100% % of business scope 93% 90% 91% 100% 90% 93%

(*) High rate at end 2009 due to redundancy plan completion.

 Retirements

2010 2009 France International Total France International Total Retirements 59 25 84 34 59 93 Managerial 39 26 Non-managerial 20 8 % of business scope 93% 90% 91% 93%

 Absenteeism

2010 2009 Managerial Non-managerial Total Average Total Average number of number of absence Number Number absence days Women Men Women Men % days per % of days of days per employee employee Illness 13,532 5,995 9,994 2,440 31,961 44% 7 32,857 32% 7.2 Accident in the workplace and during 595 205 688 250 1,738 2% 0.4 1,329 1% 0.3 travel Maternity/paternity 21,728 1,672 3,659 155 27,214 37% 6 30,483 30% 6.7 Authorised leave 5,344 1,660 1,126 216 8,346 12% 1.8 7,624 8% 1.7 Other reasons 988 1,815 717 106 3,626 5% 0.8 30,227 29% 6.6 Total 42,187 11,347 16,184 3,167 72,885 100% 16 102,520 100% 22.4 % of business scope in France 93% 96%

30 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

 ENVIRONMENTAL INFORMATION Environmental performance

Crédit Agricole CIB continued its efforts to minimise the ecological footprint of its activities. As in 2009, this resulted in a reduction in Waste its contribution to greenhouse gas emissions and in the develop- At the Paris and London offi ces, spent electronic equipment, bat- ment of recycling facilities. teries, light bulbs and print cartridges are collected and sorted for recycling. Most of Crédit Agricole CIB Paris’ PCs are dismantled, then either recycled or sold cheaply to charities by Ateliers du Energy Bocage (a subsidiary of Emmaüs). After Paris, a selective paper collection process was generalized In Paris, energy consumption in 2010 was unchanged from 2009 in 2010 for London building. for the buildings managed by Crédit Agricole CIB following reductions of 2.4% and 2.6% respectively in 2008 and 2009. This level was the result of several negative factors: the increase in the number of occupants and technical damage requiring an additional Transportation back-up system for fi ve months. Like for like, energy consumption A Corporate Transport Plan was developed in 2009 for the Grea- would have been down by 1.5% in 2010. Presence detectors for ter Paris Area. The goal is to reduce transport emissions by 15% the lighting system were installed in lavatories. over three years from the average over the period 2005-2007. 25% of the head offi ce’s electricity (and 17% for the Paris region) The attendant measures defi ned to reach this goal began to be was provided from renewable sources. implemented in 2010, including the extension of the travel policy (for example taking the train for business journeys lasting less Although more diffi cult to achieve, efforts to minimise energy than three hours and curtailing the use of taxis) and promoting consumption also concerned premises which Crédit Agricole CIB the car-pool exchange (with 617 members). rents. Thus, in London a 5% reduction in energy consumption was achieved over the last two years in the premises occupied In London, Crédit Agricole CIB launched a «Cycle to Work » pro- by Crédit Agricole CIB despite an increase in the number of em- gramme, which mirrors the UK government’s plan to encourage ployees. people to use their bicycles to commute to work.

Direct impact associated with Paper name change Virtually all of the printing paper used by Crédit Agricole CIB in Pa- ris, London and New York is certiﬁ ed by the Forest Stewardship The reduction of direct impacts related to the name change in Council (FSC) or the Sustainable Forest Initiative attesting to the 2009 was pursued in 2010 with the recycling of communication fact that it comes from sustainably managed forests. A similar tools. For instance, an advertising banner was transformed into process has been under development in Hong Kong since 2009. bags and fashion accessories by a fashion designer. Then, the residual emissions were gradually offset by buying carbon credits Paper consumption at the Paris head ofﬁ ce was reduced by 3% related to a hydroelectric power plant in Melina in India. These co- in 2010 following reductions of 17% and 9% respectively in 2009 herent actions to raised awareness among managers, to reduce and 2008, for a total reduction of 29% over three years. The use emissions and to offset remaining emissions were carried out with of recycled paper is gradually spreading in Paris, New York and a consultant. Tokyo.

Managing environmental and social impacts Consideration of sustainable development issues

Environmental and social sensitivity has been measured since At the same time, employee awareness-raising on these issues 2009. As a result, an Ethics Committee for transactions presen- continued with training sessions on the fundamentals of sustai- ting an environmental or social risk (or CERES committee, chai- nable development, the Equator Principles and the Climate Prin- red by the Head of Compliance) issues recommendations prior to ciples. This training is accessible to all head offi ce-based staff. Credit Committee meetings for all projects where it is deemed necessary to closely monitor their environmental or social aspects. Wider consideration was given to the challenges of sustainable development in 2010 with the launch of refl ections on the specifi c challenges of climate change and work preparatory to a more extensive implementation of the Equator Principles.

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These projects have been analysed based on their rating with The Equator Principles particular attention paid to A-rated projects which are monitored These principles constitute a methodological support for facto- specifi cally by the CERES Committee. ring social and environmental impacts into the project fi nance The breakdown of ranked project by sector and region is shown process. They allow for the assessment of the risks relating to the below: environmental and social impacts of projects of more than $10 million. Crédit Agricole CIB is one of the banks that launched the Equator Principles in June 2003 and has worked actively to make  Ranked projects at at 31 December 2010 a success of these principles which, in just a few years, have Breakdown by region become a standard in the project fi nance market. 9% 18%

 Project assessment 12% North America Project classifi cation is based on International Finance Corpora- Central and South America 7% tion (IFC) classifi cation, which comprises three levels: A, B and C. France • A corresponds to a project presenting potentially signifi cant Western Europe negative social or environmental impacts that are uniform, irre- Eastern Europe 6% Africa and Middle East versible or unprecedented; 20% Asia • B corresponds to a project presenting limited negative social or Australia environmental impacts, generally relating to one site, that are largely reversible and easy to resolve; 2% 26% • lastly, C corresponds to projects presenting minimal or no negative social or environmental impacts. Crédit Agricole CIB classifi es projects by using a tool to assess their social and environmental impact according to the IFC rating  Ranked projects at at 31 December 2010 system developed by the bank in 2008. The relevance of this tool Breakdown by sector is constantly revised on the basis of the past experience. It was decided in 2010 to improve some aspects of the tool. 18%

32%

2%  Implementation of the Equator Electric power plants 3% Renewable energy * Principles Infrastructure The implementation of the EP was developed on the initiative of Industry Crédit Agricole CIB’s Project Finance business line. The assess- Mining ment and management of environmental and social risks is car- Oil and gas ried out initially by business managers, assisted by a network of local EP correspondents within each Project Finance regional structuring centre in permanent collaboration with a Coordination 32% 13% Unit. In addition, Crédit Agricole S.A.’s Industry and Sector Research unit provides help and additional insight, adding its skills in envi-  Ranked projects at at 31 December 2010 ronmental and technical issues and helping to refi ne the analysis Breakdown by sector and identifi cation of risks depending on the business sector. The 17% co-ordination unit, consisting of operational staff from the project 23% fi nancing business, co-ordinates the practical aspects of implementing the Equator Principles. It manages the network of local correspondents and provides special training for staff concerned. Electric power plants The CERES Committee, which has replaced the Equator Prin- Renewable energy * ciples Committee, meets in offi cial sessions at least four times 3% 17% Infrastructure per year and validates the classifi cation of projects into categories 3% Industry A, B or C. Mining Oil and gas  Statistics Globally, 366 projects have been rated at 31 December 2010 of which 70 during 2010: 37% • 25 projects were placed in category A of which 5 during 2010, * Renewable energy: Wind, solar, biomass and hydraulic. • 288 were placed in category B of which 53 during 2010, • and 53 were placed in category C of which 12 during 2010.

32 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PRESENTATION OF CRÉDIT AGRICOLE CIB 1

Efforts to extend the Equator Sustainable Banking unit Principles Set up at the end of 2009 to help clients with their transactions linked to social or environmental challenges, the Sustainable Crédit Agricole CIB has been an active participant since the Banking unit is organised each year with Crédit Agricole CIB’s beginning in several task forces set up by the group of banks business lines and various Group entities. In 2010, there was sus- that have adopted the Equator Principles. In particular, Crédit tained activity thanks to the 40% growth of transactions linked Agricole CIB has contributed to the development of the codes to Green Technologies, carbon markets and responsible invest- of best practices that are intended to promote the use of these ments. Several emblematic contracts were signed in areas as va- principles for types of fi nancing other than Project Finance within ried as the fi nancing of renewable energy infrastructure, the sale the meaning of the Basel Committee on banking control. of carbon credits for several sovereign and supranational entities and the creation of socially or environmentally oriented funds. The Based on these efforts, in 2010 Crédit Agricole CIB evaluated the unit was also involved in initiatives aimed at making less deve- possibility of deploying an Equator Principles-type approach as loped countries benefi t from the potential provided by the fi nancial long as a direct link could be established between the fi nancing markets for commodities. and construction of an industrial asset. This approach is intended to allow the gradual extension of the assessment and management of environmental and social risks to all fi nancing for which signifi cant environmental challenges have been identifi ed.

Climate issues and human rights

• energy (measurement and market hedging of energy risks – in Efforts to combat global warning particular electricity – and interaction with the problems of non- renewable resources) The Climate Principles launched on 2 December 2008 by the Crédit Agricole Group and four other leading fi nancial institutions • climate (economic instruments linked to efforts to combat global recognise the role that the fi nancial sector can play in combating warming). global warming. Crédit Agricole CIB has made a commitment to a progressive approach to better understand the climate challenges linked to its  CA Cheuvreux: pioneering the inte- loan portfolio. Work began in 2010 with the help of the Quantita- gration of climate issues into fi nancial tive Finance and Sustainable Development chair on the principle of quantifying the resulting emissions. Not all of the many metho- research dological diffi culties encountered have been resolved at this stage and the goal appears to be especially ambitious for a corporate Further to the 2008 signing of the Responsible Investment Prin- and investment bank. Nonetheless efforts will continue in 2011. ciples established under the aegis of the United Nations, Crédit Agricole Cheuvreux has incorporated Environmental, Social and Governance (ESG) considerations into its fi nancial research. Its stock market research publications systematically include ESG  Crédit Agricole CIB, partner of analyses. Université Paris Dauphine and Ecole Thanks to its special expertise in the climate area and its research Polytechnique Chair of Quantitative into the carbon market, in 2010 Crédit Agricole Cheuvreux was chosen as it had been in 2009 for the analysis of the Carbon Dis- Finance and Sustainable Development closure Project on the top 300 European stocks.

The specifi c feature of this project, which has been supported from the outset by Crédit Agricole CIB, is that it brings together quantitative fi nance specialists, mathematicians and sustainable  Financing of renewable energies development specialists. The work is carried out by a team of some 20 experienced researchers in France and North America Crédit Agricole CIB is one of the leaders in the fi nancing of re- and is supervised by a high-quality Scientifi c Committee made up newable energies. The bank been involved in this fi eld for about of two professors from the Collège de France, Pierre-Louis Lions a decade. It fi nanced its fi rst wind farms in 1997, and fi nanced and Roger Guesnerie. a solar energy project in Spain in 2008. Financing of renewable energy forms an integral part of the strategy in Project Finance, The goal of the chair is to promote the development of 220 wind farms for a total of 9,200 MW and 16 solar power plants methodologies by fi nancial players for taking into account the for a total active capacity of 700 MW were fi nanced. new challenges linked to sustainable development in accordance with four lines of research: 24% of project fi nancing provided for power generation projects now relates to renewable energies, and the fi gure is 32% in terms • the long term (introduction of an intergenerational perspective of the number of transactions, due to their lower average value. into the traditional problems of fi nance and economics) • external factors (mechanisms for measuring and valuing external factors such as CO2 and biodiversity)

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Promoting human rights Crédit Agricole CIB works within the Crédit Agricole Group’s framework of values and particularly of the Human Right Charter adopted by the Group on December 2009.

 Policy on fi nancing military and defence equipment In 2010 Crédit Agricole CIB defi ned a sector policy covering the arms industry. This policy in particular provides for gradually pha- sing out loans to companies manufacturing or marketing anti-personnel mines and cluster bombs. With regard to the fi nancing of military and defence equipment, numerous conditions are imposed concerning the type of transaction, the identity of stakeholders and approval by offi cial organisations.

34 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CORPORATE GOVERNANCE

CHAIRMAN OF THE BOARD OF DIRECTORS’ REPORT ...... 36  BOARD OF DIRECTORS - EXECUTIVE MANAGEMENT - ...... ATTENDANCE TO THE SHAREHOLDERS’ MEETINGS ...... 36

 INTERNAL CONTROL AND RISK MANAGEMENT PROCEDURES ...... 46

AUDITORS’ REPORT YEAR ENDED 31 DECEMBER 2010 ...... 56

CORPORATE OFFICERS’ COMPENSATION ...... 57

OFFICES HELD BY CORPORATE OFFICERS ...... 64

EXECUTIVE COMMITTEE ...... 76

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 CHAIRMAN OF THE BOARD OF DIRECTORS’ REPORT

To the Shareholders: • of internal control documentation prepared within the Company; In accordance with article L. 225-37 of the Code de Commerce • and of work done by the Corporate Secretary and the Finance and the principles and standards in force within Credit Agricole Department. S.A. Group and the Credit Agricole Group as a whole as regards This report was presented to the Audit Committee on 21 February corporate governance, internal control and risk management, this 2011 and was approved by the Board of Directors at its meeting report is presented alongside the management report drawn up of 9 March 2011. by the Board of Directors, in order to provide you with information on the way in which the work done by the Board of Directors is prepared and organised, and on the internal control and risk management procedures implemented by Crédit Agricole Corpo- rate and Investment Bank. Use of a corporate governance This report has been prepared on the basis: code • of work done by the various staff responsible for periodic controls, permanent controls and compliance, their discussions The Company uses the AFEP/MEDEF corporate governance with the Executive Management and within the Audit Commit- code. It is displayed on http://www.code-afep-medef.com. tee and the Board of Directors, particularly through the presentation of the internal control report;

 BOARD OF DIRECTORS - EXECUTIVE MANAGEMENT - ATTENDANCE TO THE SHAREHOLDERS’ MEETINGS

Additional information concerning the composition of the corpo- The preparation and organisation of work done by the Board of rate bodies, the terms of ofﬁ ce and compensation of corporate Directors comply with laws and regulations currently in force, the ofﬁ cers is provided in pages 57 to 76 and is incorporated into this Company’s Articles of Association, the Rules of Procedure ap- section by reference. plying to the Board of Directors and internal directives.

Separation of the functions of Chairman of the Board of Directors and Chief Executive Ofﬁ cer

The function of the Chairman of the Board of Directors is separa- cer, disposes of the powers needed to: ted from the function of Chief Executive Offi cer. • participate in the effective determination of the orientation of the Mr. Jean-Paul Chifflet, Chairman of the Board of Directors, and Company’s activity; Mr. Jean-Yves Hocher, Chief Executive Offi cer, have been desi- • ensure compliance with articles L.571-4 to L.571-9 of the Mo- gnated the Responsible Executives within the meaning of banking netary and Financial Code relative to fi nancial and accounting regulations. information; Mr. Chifflet was appointed to his function on 23 February 2010 to • monitor the correct functioning of internal control; replace Mr. Georges Pauget. • participate in the determination of shareholders’ equity. As a Responsible Executive, Mr. Chifflet, in compliance with the orientations, decisions and powers attributed to the Company’s The Board of Directors decided to split the functions of Chairman corporate bodies and in cooperation with the Chief Executive Offi - of the Board and Chief Executive Offi cer in May 2002, in accor-

36 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CORPORATE GOVERNANCE 2

dance with article 13 -paragraph 5- of the Company’s articles The decision to separate the functions of Chairman and Chief of association and France’s New Economic Regulations Act no. Executive Offi cer proved entirely justifi ed in the last three years of 2001-420 of 15 May 2001. The decision followed the sharehol- fi nancial and economic crisis. In 2008, the Chairman and mem- ders’ decision in the May 2002 Shareholders’ meeting to change bers of the Board of Directors redefi ned the Company’s strategy the Company from a société anonyme (public limited company) in the light of the new challenges, and the Executive Management governed by a Supervisory Board and Management Board to a set up a new arrangement based on the following principles: société anonyme governed by a Board of Directors. • business lines and support functions had to be organised more The separation of the two functions fully distinguishes between simply, to provide better service to customers; the roles of the CEO and the Chairman of the Board of Directors. • new corporate governance methods were needed to increase The Chairman’s role includes organizing and directing the work collaboration between business lines and support functions. done by the Board of Directors, and ensuring that the Compa- ny’s governing bodies are operating properly. The separation of During 2010, the Executive Management periodically reported to functions also clarifi es the roles of the supervisory body and the the Board of Directors on matters relating to the progress of the executive body, and makes them easier to fulfi l. These roles are Company’s refocusing and development plan, and accordingly on defi ned by laws and regulations applicable to the Company, par- matters relating to activities and business lines and development ticularly as regards internal control, including CRBF (Comité de la projects. Réglementation Bancaire et Financière) regulation 97-02.

General presentation and composition of the Board of Directors

Number of directors The appointments and resignations which occurred during 2010 The Company’s Articles of Association state that the Board of are as follows: Directors shall be made up of between six and twenty Directors. • Resignation of Pierre Bru, Jean-Dominique Comolli, Jean-Fré- At least six of these directors shall be appointed by shareholders déric de Leusse, Bernard Lolliot and Georges Pauget as direc- in the General Shareholders’ meeting, and two elected by em- tors and Mr. Moulard as non-voting Director; ployees. • End of Jean-Marie Sander’s term of offi ce as director, with no Number of Directors at 31 December 2010: the Board of Direc- renewal; tors is made up of sixteen Directors (fourteen Directors are ap- • appointment of: pointed by shareholders in the Shareholders’ meeting, and two Directors are elected by employees). Directors since Philippe Brassac 23 February 2010 Terms of offi ce of Directors Jean-Yves Hocher 23 February 2010 In accordance with article 9 of the Articles of Association, a Direc- François Thibault 11 May 2010 tor’s term of offi ce is three years. The age limit for directors is Jean-Louis Roveyaz 11 May 2010 sixty-fi ve, although as an exceptional measure the term of offi ce Marc Deschamps 9 November 2010 of a Director who has reached the age limit may be renewed for a maximum of fi ve subsequent one-year periods, provided the total Jean-Yves Hocher, who was appointed as Chief Executive Offi cer number of Directors aged sixty fi ve or over does not exceed one- by the Board of Directors in its meeting of 1 December 2010, third of the number of directors in offi ce (article 10 of the Articles resigned in his function of Director at the same date. of Association).  Composition of the Board at 31 December 2010: • At 31 December 2010, the expiry dates of Directors’ terms of offi ce are staggered as follows: MM. Jean-Paul Chiffl et (Chairman) Edmond Alphandéry Shareholders’ meeting in: 2011 2012 2013 Philippe Brassac Frank Dangeard Number of Directors MarcDeschamps (*) - Directors appointed by share- 8(1) 3(2) 7(2) Jean-Frédéric Dreyfus holders in the Shareholders’ Philippe Geslin meeting François Imbault - Directors elected by employees 2 - - Marc Kyriacou(*) Jean Le Vourch (1) One term of offi ce could be renewed for a period of one year in accordance with François Macé article 10 of the Articles of Association, as mentioned above. Didier Martin (2) Two terms of offi ce could be renewed for a period of one year in accordance with article 10 of the Articles of Association, as mentioned above. Jean Philippe Jean-Louis Roveyaz François Thibault Composition of the Board of Directors François Veverka  Changes in the composition of the Board during 2010: (*) Jean-Paul Chiffl et was appointed Chairman of the Board on 23 Director representing employees February 2010 to replace Georges Pauget. In 2010, the average age of directors was 58.

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 Independent Directors within the Board with respect to by one shareholder. The Company is more than 97%-owned by AFEP/MEDEF recommendations Crédit Agricole S.A. and slightly under one-third of its directors are independent directors during 2010. This divergence from At the beginning of 2010, based on the criteria set out in the the AFEP/MEDEF recommendations reﬂ ects the Crédit Agricole AFEP/MEDEF report, the Board of Directors determined ﬁ ve inde- Group’s desire that the Chairmen or CEOs of Crédit Agricole’s pendent Directors. Because of the resignation of Jean-Dominique Regional Banks be represented on the Board of Directors of some Comolli on 24 August 2010, there were four independent Direc- Crédit Agricole S.A. subsidiaries. tors at 31 December 2010: Mr. Alphandéry, Mr. Dangeard, Mr. Martin and Mr. Veverka. The recommended proportion of independent Directors on the Board of Directors is one-third for companies majority-owned

31 December 2010 Criterion(1) Criterion(2) Criterion(3) Criterion(4) Criterion(5) Criterion(6) (7) (a) b) Mr. Alphandéry X X X X X X Not applicable Mr. Dangeard X X X X X X Not applicable Mr. Martin X X X X X X Not applicable (a) – Mr. Veverka is also an Independent Director Mr. Veverka - (a) XXXXX on the Board of Crédit Agricole S.A.

(1) Is not, and has not been in the last fi ve years, an employee or corporate offi cer of the company, an employee or corporate offi cer of the parent company or of a company that consolidates the company. (2) Is not a corporate offi cer of a company in which the company, directly or indirectly, acts as a director or in which an employee designated as such or a corporate offi cer of the company (currently or in the last fi ve years) is a director. (3) Is not a signifi cant client, supplier, corporate banker or investment banker: - for the company or its group, - or whose activities consist signifi cantly of business with the company or its group. (4) Has no close family relationship with a corporate offi cer. (5) Has not been an auditor of the company in the last fi ve years. (6) Has not been a director of the company for more than 12 years. (7) a/ Directors representing major shareholders of the company or of the parent company may be considered independent if they do not take part in the control of the company. If the shareholder owns more than 10% of the capital or voting rights, the Board of Directors, based on a report by the appointments committee, shall systematically investigate the director’s independence taking into account the company’s ownership structure and the existence of a potential confl ict of interest. b/ The Board of Directors may take the view that a director who fulfi ls the criteria below should not be deemed independent because of his/her particular situation or that of the company, given the company’s ownership structure or for any other reason. Conversely, the Board may take the view that a director who does not fulfi l the criteria below is nevertheless independent.

Recent change in the composition of the Board  Shares held by directors During 2011, the Board of Directors will review its composition on Directors must own at least one share each in the company, in the basis of the changes of recommendations and regulations. accordance with the provisions of the articles of association.

Operation of the Board of Directors Calling Board meetings and frequency of Board Board of Directors defi nes the Company’s strategies and general meetings policies, and approves – on the basis of proposals by the Chief Executive Offi cer and/or the Deputy Chief Executive Offi cers, as The Articles of Association state that the Board shall meet whe- applicable - the means, structures and plans designed to imple- never the interests of the Company so require and that meetings ment the strategies and general policies it has defi ned. The Board shall be called by the Chairman or by any person authorised to do makes decisions on all matters concerning the governance of the so by the Board of Directors. If the Board has not met for more Company referred to it by the Chairman and the Chief Executive than two months, the Chairman may be asked by at least one Offi cer as well as on issues concerning fi xed and variable com- third of the Board members to call a meeting in order to consider pensation submitted by the Compensation Committee. a predetermined agenda. In 2010, the Board of Directors met six times, including fi ve times in accordance with the scheduled In addition to the aforementioned powers and those conferred agenda and once on 1 December 2010. upon it by law, the Board of Directors takes decisions, on the basis of proposals by the Chief Executive Offi cer and/or any of the Deputy Chief Executive Offi cers: Powers of the Board of Directors • on any transaction involving: The powers of the Board, as defi ned in article L.225-35 of the - the creation, acquisition or sale of any subsidiaries or hol- French Commercial Code, are set out in the Board’s Rules of dings; Procedure. Under the duties given to it by law and taking into account the powers granted to the Executive Management, the - the opening or closure of any branches abroad;

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- the acquisition, disposal, exchange or transfer of business Activities of the Board of Directors during 2010 assets The Board of Directors met fi ve times during 2010: on 14 January, liable to result in an investment or divestment in excess of €50 23 February, 11 May, 24 August and 9 November 2010, in million; accordance with the agreed timetable, as well as on 1 December • or the provision of security to guarantee the Company’s 2010. commitments (including those not relating to transactions on Prior to each meeting, documentation was sent to Directors as the fi nancial markets), when the security concerns Company early as possible to ensure that they were properly informed. For assets with a value of more than €50 million. almost all items on the agenda of Board Meetings, supporting The Board also approves proposals by the Chief Executive Offi cer documentation is distributed, if possible, several days before the or Deputy Chief Executive Offi cers relating to the purchase or sale meeting. of real estate made in the name or on behalf of the Company, Meetings dealt mainly with the following subjects: when the amount involved exceeds €30 million. • annual, half-yearly and quarterly fi nancial statements; • the annual budget – the half-year fi nancial report – the parent- Board referral, information and intervention company balance sheet - fi nancial report/management report procedures included in the shelf-registration document – the Chairman’s report to the Shareholders’ meeting; In order to enable the Board Secretary to prepare the Board of • reports on work done by the Audit Committee; Directors meetings, a Company internal directive describes the Board’s conditions and methods of intervention. This directive thus • opinions from the Statutory Auditors; provides for the conditions under which head offi ce departments • main risk and exposure limits - risk situation at 30 June and 31 and branches must communicate with the Secretary within the December - 2009 annual report on internal control and 2009 framework of the calendar of Board meetings, the points that report by the person in charge of compliance for investment may be added to the draft agendas of the meetings and the services - status reports on compliance and internal compliance information documents required. This directive also specifi es, control - information on the appointment of the Head of Risk depending on the type of information or decision, the process for Division according to CRBF regulation ; recommendations on implementing the decisions of a predominantly legal nature and periodic Control; the elements of their content (in particular summary descriptions • regular status reports on the refocusing and development plan of transactions; the amounts at stake for the Company and and, in this respect, follow-up on activities and business lines the Group; advantages and prospects within the framework of as well as on development projects and discontinuing activities; the Company’s and the Group’s strategy, and the text of the • presentation of the correspondence with the regulatory autho- proposed resolution). The draft agenda is then sent for approval rities; to the Chairman of the Board of Directors. • composition of the Board of Directors and of its committees The Board of Directors’ rules of procedure were updated in 2010 – composition of Executive Management (departures and ap- with respect to the role of the Compensation Committee pursuant pointments in 2010); to the amendments to CRBF regulation no. 97-07 having to do • minutes of the meetings of the Compensation Committee; with referrals to the Board of Directors and the Compensation • variable compensation principles and budgets for the Com- Committee (presentation of these amendments on page 33). pany’s employees; the report required by the French Pruden- The Rules of Procedure were completed on this occasion by tial Supervisory Authority presenting the information relative to a reminder of the corporate governance principles and best compensation policy and practices within the Company; practices that enhance the quality of the work of the Board of • compensation of members of Executive Management; Directors, and in particular in obtaining the information needed for a useful intervention of the Directors on the subjects included • delegations of powers, particularly as regards bond issues; on the agenda, the confi dentiality obligation and obligations and • approval of regulated agreements - the list of « unregulated » recommendations relative to privileged information. material agreements; « Regulated » related-party agreements: In accordance with • amendments to the Board Rules of Procedure in the light of the articles L. 225-38 and seq. of the Code de Commerce, the Board new provisions of CRBF regulation 97-02 (specifying the role of of Directors: the Compensation Committee).

• authorises « regulated » related-party agreements prior to their Assessment of the Board of Directors’ performance signature; the Directors and Managers concerned by the agreement do not take part in the voting; these agreements are the Within the framework of the assessment of the Board’s perfor- subject of a special report drawn up by the independent Audi- mance, the meetings of the Board in November 2009 and No- tors and provided to shareholders in the annual Shareholders’ vember 2010 were provided with a document summarising the meeting; main subjects dealt with at the Board meetings held respectively in 2009 and 2010, as well as certain aspects of the Board’s orga- • takes note of the nature and purpose of other « unregulated » nisation. In 2010, the principles and recommendations relative to agreements – material agreements concerning « day to day the proper functioning of the Board were incorporated into the business operations entered into under normal conditions » – provisions of its Rules of Procedure. which are also sent to the statutory auditors and made available Since the company’s share capital is more than 97%-owned by a to shareholders in the Shareholders’ meeting. majority shareholder, there was no additional formal assessment such as that recommended by the AFEP/MEDEF code which re- Information relating to these agreements and to those entered commends performing an assessment at least every three years. into before 2010 that continued to have an effect in 2010, was The Board of Directors follows the corporate governance recom- sent to the Statutory Auditors, who will present their special report mendations adopted within the Crédit Agricole Group. to the shareholders at the Shareholders’ meeting. This report is provided in page 258.

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The meeting attendance rate of the members of the Board of (« Business Line monographs ») so that they can learn more about Directors was around 94% in 2010. these activities and how they are organised and meet key people in the business lines. The ﬁ rst such meetings involved presentations by the business line management teams of ﬁ nancing activi- Presentations of the Company’s business lines and ties and capital markets and investment banking activities. It was sectors to Directors completed by presentations of support functions. Starting in the second half of 2009, the Executive Management These presentations offer a way for the Directors to learn more proposed that members of the Board of Directors be invited to about the Company, its special attributes, its business lines and attend special presentations of the Company’s business lines business sectors.

Speciﬁ c Committees and compensation principles and rules

The Board of Directors, when preparing its Rules of Procedure - proceed with the examination of the application of the budget in 2002, set up an Audit Committee and a Compensation Com- at individual level for the signifi cant amounts; mittee, and outlined their composition, operating procedures and - report to the Board of Directors its annual review of compen- duties in those Rules of Procedure. sation policy, as well as the verifi cation of its compliance with The members of these committees are appointed by the Board the CRBF regulation no. 97-02 and its consistency with the of Directors in accordance with its Rules of Procedure. Appoint- applicable professional standards. ment proposals are examined directly by the Board of Directors as part of corporate governance discussions within Crédit Agri- cole Group entities. Composition of the Compensation Committee The Rules of Procedure state in particular that at least half of the Compensation Committee shall be made up of independent members, competent to analyse policies and practices in terms Compensation Committee of compensation. The Chairman of the Committee is appointed by the Board of  General presentation and composition Directors. of the Compensation Committee  Changes in the composition during 2010 The Compensation Committee meets as and when required, and Georges Pauget, Chairman of the Compensation Committee until at the request of the Chairman of the Board of Directors. 23 February 2010, was replaced by Jean-Paul Chiffl et, Chairman The Committee met four times in 2010. of the Board of Directors, in his functions as CEO of the majority shareholder. During 2010, Pierre Bru resigned from his offi ce within the Board of Directors, Frank Dangeard and Jean-Louis Responsibilities of the Compensation Committee Roveyaz were appointed members of the Committee on 14 The Compensation Committee is principally responsible for January 2010 and 11 May 2010 respectively. issuing recommendations prior to decisions submitted for the approval of the Board of Directors.  Composition of the Compensation Committee at Its recommendations concern the ordinary and special compen- 31 December 2010 sation as provided for in the Articles of Association that is paid At 31 December 2010, the Compensation Committee is made up to the members of the Board of Directors and its Chairman, as of four Directors from the Board of Directors: well as the compensation, benefi ts in kind and pecuniary rights - Jean-Paul Chiffl et, Chairman, appointed on 23 February 2010; granted to the Chief Executive Offi cer and the Deputy Chief Exe- cutive Offi cers. Elements relative to the compensation of the cor- - Frank Dangeard, independent Director, appointed on 14 Janua- porate offi cers mentioned in the management report are part of ry 2010. its responsibility. - Didier Martin, independent Director, appointed on 4 September The Committee’s responsibilities were extended in 2009 and 2002, 2010 further to the amendments to CRBF regulation no. 97-02; - Jean-Louis Roveyaz, appointed on 24 August 2010. these amendments were taken into account in the Rules of Pro- This committee is chaired by the Chairman of the Board of cedure of the Board of Directors which decided that: Directors and comprises four members, two have the status of • the Committee’s recommendations also bear on the principles independent Directors. governing the variable compensation of Company employees Within the framework of the harmonisation of the compensation (composition, base, form and date of payment) as well as on policies of the Crédit Agricole S.A. Group, the head of Group the amount of the budget attributed within the framework of Human Resources is invited to attend the Compensation this compensation, Committee meetings. In fact, the overall monitoring of the • the Committee: compensation policy applicable to all Crédit Agricole S.A. Group entities has been carried out since 2010 within Crédit Agricole S.A.

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This monitoring notably includes proposals for the determination Implementation of the European Capital Require- of variable compensation budgets, the examination of the impact ments Directive III (CDR III) of the risks and capital requirements on the activities concerned, The mechanisms for allocating and vesting compensation for and an annual review of compliance with rules and professional risk-taking employees and control functions and members of standards for compensation. executive bodies comply with the provisions of CRBF regulation 97-02 as amended by the decree of 13 December 2010 which transposes into French law the European Capital Requirements  Compensation Committee actions in Directive III (CRD III). 2010 This directive refl ects the recommendations of the Financial Sta- bility Council adopted by the G20 member governments at the The Compensation Committee met on 12 January, 19 February, 8 Pittsburgh summit meeting in September 2009 and the com- April and 20 August 2010. mitments made by the banking profession during the 25 August These meetings were primarily devoted to the following points: 2009 meeting with the French president, which included the ac- • principles for setting the variable compensation with respect to tive participation of Crédit Agricole S.A. representatives. 2009 of the Company’s employees and members of Executive Management, including the overall amount of the budget and  Transparency principle the systems for deferred payment; In compliance with the ministerial decree of 13 December 2010, • compensation of corporate offi cers including the setting of Crédit Agricole CIB has committed to: 2010 objectives – updates on compensation packages sub- • supply on an annual basis to the French Prudential Supervisory sequent to the change of Deputy Chief Executive Offi cer; exa- Authority a report on the compensation policy for staff as speci- mination of regulated agreements in this respect; fi ed in article 43.1 of CRBF regulation 97-02 relative to the com- • part of the management report relative to the compensation of pensation of staff whose activities have a signifi cant impact on corporate offi cers for 2009; the risk profi les of credit institutions and investment companies; • review of the compensation of market operators and of the • publish on an annual basis the qualitative and quantitative report required by the French Prudential Supervisory Autho- information requested on the compensation of this staff in rity presenting information relative to compensation policy compliance with article 43.2 of this regulation. The requested and practices within the company; examination of the budget information is detailed in a dedicated report, published before applied at the individual level for the largest amounts; the 2011 Shareholders’ meeting called to approve the 2010 fi nancial statements. • presentation of the proposal for the appointment of a new member of the Compensation Committee, Mr. Jean-Louis Ro- veyaz, and of the draft amendments to the Rules of Procedure;  Deferred variable compensation for regulated employees • principles for setting the variable compensation with respect to As from the 2009 compensation year, in accordance with the 5 2010 of the Company’s employees and members of Executive November 2009 professional standards, Crédit Agricole CIB im- Management, including the overall amount of the budget and plemented a programme for the deferment of conditional variable the systems for deferred payment; compensation. • compensation of corporate offi cers – updates on compensa- The application of this principle was renewed and adapted for tion packages subsequent to change of Chief Executive Offi cer the 2010 compensation year in compliance with the decree of 13 and Deputy Chief Executive Offi cer; examination of regulated December 2010 transposing the CRD III directive into French law. agreements in this respect. Employees’ variable compensation is partially deferred over several years and is not defi nitively vested except under certain performance conditions. At least 50% of this variable compensation  Presentation of compensation principles is paid in Crédit Agricole S.A. shares or equivalent instruments. and rules Crédit Agricole CIB has extended the mechanism of employees’ deferred variable compensation that is not subject to the above- Employees’ variable compensation mentioned provisions of CRBF regulation 97-02 in order to be consistent and in line with the company’s overall performance. Within Crédit Agricole CIB, variable compensation plans tied to individual and collective performance are put in place depending on the achievement of predefi ned objectives and the entity’s results. Compensation of members of Executive The bases for variable compensation are set taking into account Management the risk profi le of activities and all costs including the costs of risk, Since 2009 the Board of Directors of Crédit Agricole S.A. has liquidity and cost of capital. Variable compensation is thus based refl ected on a new policy for the compensation of the Group’s on the determination of budgets by activity and whose individual Executive Managers which has been proposed to all Group allocation to employees is decided by the managerial line as a companies. function of an overall assessment of individual and collective per- Its objective is to reconcile the demands of an increasingly formance, consistent with the fi nancial and non-fi nancial objec- competitive market with the expectations of shareholders, tives defi ned individually and collectively. employees and customers so that the Group is able to achieve Crédit Agricole Corporate and Investment Bank’s Loyalty pro- its ambition to be a leader in the banking market both nationally gramme was not renewed in 2010. The balance of the bonuses and internationally. This policy complies with the corporate granted in 2009 and whose initial payment was planned for 2011 governance recommendations of the AFEP MEDEF (see page 63) and 2012 will be paid in full to benefi ciaries in 2011. and with the decree of 13 December 2010 transposing the CRD III directive into French law.

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Group’s Executive Managers has an annual fi xed component and • do not benefi t from special pension and provident plans. Mr. a variable component based for half on economic and for the Jean-Paul Chifflet, the Chairman of the Board of Directors of other half on non-economic objectives (managerial, customer Crédit Agricole CIB, Mr. Jean-Yves Hocher, Chief Executive Offi - satisfaction and corporate value creation objectives). cer, and Mr. Pierre Cambefort and Mr. Francis Canterini, Deputy Chief Executive Offi cers, nonetheless retain the benefi t of the defi ned-benefi t pension plan of the executive managers of the  Compensation of Jean-Yves Hocher, Chief Executive Crédit Agricole Group that is complementary to mandatory col- Offi cer lective pension and provident plans. Jean-Yves Hocher was appointed Crédit Agricole CIB Chief Exe- At 31 December 2010 the corporate offi cers were not benefi cia- cutive Offi cer on 1 December 2010, he supervises Fixed Income ries of the Crédit Agricole CIB Loyalty programme. Markets and Equity Brokerage & Derivatives business lines as well as the following support functions: Global Internal Audit, Global Jean-Paul Chiffl et, with respect to his offi ce as Crédit Agricole Compliance and Communication. S.A. CEO, benefi ts from a commitment to a severance payment by Crédit Agricole S.A., under the conditions approved by the • The fi xed component of Mr. Hocher’s compensation is set with Shareholders’ meeting. reference to market practice for CEO compensation. If the term of offi ce of Jean-Yves Hocher as Crédit Agricole S.A. • In 2010, the variable component was based on two sets of Deputy CEO was terminated, his employment contract will be criteria: reactivated under the conditions approved by the Shareholders’ - quantitative criteria: assigned a weight of 50% meeting. - qualitative criteria: assigned a weight of 50%.

 Compensation of Pierre Cambefort, Deputy CEO Stock options ( grant or exercise) – Performance shares His scope has evolved due to changes within the Executive Management team. Until 30 November 2010, he supervised the During 2010, no stock options and no performance shares were Transaction & Commercial Banking and Distressed Assets de- granted to corporate offi cers with respect to their terms of offi ce partments and the following support functions: Risk Management in Crédit Agricole CIB. and Permanent Controls, Finance, Credit Portfolio Management, Corporate Secretary, Legal and Global IT & Operations. Since 1 December 2010, he has supervised Structured Finance, Tran- Distribution of attendance fees paid to directors in saction & Commercial Banking, Distressed Assets, Coverage & 2010 Investment Bank and the international network. The Crédit Agricole Corporate and Investment Bank Ordinary • The fi xed portion of Mr. Cambefort’s compensation is set with Shareholders’ meeting set the attendance fees allocated annually reference to market practice for Deputy CEO compensation. to a maximum amount of 600,000 euros. • In 2010, the variable component was based on two sets of Attendance fees are distributed among Directors on the criteria: basis of their attendance at Board meetings and at Audit and - quantitative criteria: assigned a weight of 50% Compensation Committee meetings, and a fi xed sum is paid to - qualitative criteria: assigned a weight of 50%. the Chairman of the Board. Attendance fees are set according to the following rules:  Compensation of Francis Canterini, Deputy CEO • the amount of attendance fees paid by the Company to Appointed Crédit Agricole CIB Deputy Chief Executive Offi cer on Members of the Board of Directors is calculated according to 1 December 2010, he supervises the following support functions: their attendance at Board meetings (€3,000 per meeting); Risk Management and Permanent Controls, Finance, Credit • members of the Compensation Committee and the Audit Portfolio Management, Human Resources, Corporate Secretary, Committee receive an annual fee for their participation in these Legal and Global IT & Operations. Committees (€4,000 and €15,000 respectively); • The fi xed portion of Mr. Canterini’s compensation is set with • members of the Audit Committee receive an additional fee of reference to market practice for Deputy CEO compensation. €3,000 per person per meeting attended, with an annual limit of • In 2010, the variable component was based on two sets of €15,000 per member; criteria: an annual fee of €20,000 is paid to the Chairman of the Board of - quantitative criteria: assigned a weight of 50% Directors in consideration for holding this offi ce. - qualitative criteria: assigned a weight of 50%.

 Other information Retirement bonuses for Crédit Agricole S.A.’s Deputy Chief Executive Offi cers Under the terms of the offi ces that they hold at Crédit Agricole CIB, Mr. Jean Yves Hocher, Mr. Francis Canterini and Mr. Pierre Mr. Jean-Yves Hocher benefi ts from the retirement bonus plan Cambefort: provided for all employees in accordance with the Crédit Agricole S.A. collective bargaining agreement, whose amount may equal • do not benefi t from any severance pay that is due or may be due six months of fi xed salary plus variable compensation limited to in the event of the cessation or change of functions; 4.5% of the fi xed salary.

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 Additional information In 2010: Details on all components of compensation paid to corporate • resignation of Jean-Frédéric de Leusse and Bernard Lolliot, offi cers are provided in this « Governance and Internal Control » • appointment of Jean-Yves Hocher on 24 August 2010 and chapter, on pages 57 to 76. François Macé on 9 November 2010, • resignation of Jean-Yves Hocher from his offi ce as Director and member of the Audit Committee during the Board of Directors’ meeting of 1 December 2010. The function of member of the Audit Committee Audit Committee is not compatible with his new offi ce as Chief Executive Offi cer.  General presentation and composition  Composition of the Audit Committee at 31 December of the Audit Committee 2010 Pursuant to the Rules of Procedure, the Committee meets The Committee is made up of 5 members: as often as it is necessary and at least once every six months. Meetings shall be called by the Committee Chairman or by the • François Veverka, appointed independent director on 13 May Chairman of the Board of Directors. In 2010 the Committee met 2009 and Chairman of the Committee on 11 May 2010; 5 times. • Edmond Alphandéry, independent director, and Philippe Geslin were appointed on September 2002; Assignment of the Audit Committee • Jean Philippe appointed on 14 May 2008; • François Macé appointed on 9 November 2010. The role of the Audit Committee as defi ned in the Rules of Pro- cedure was clarifi ed in 2009 in the light of changes in the relevant provisions of CRBF Regulation 97-02, inter alia. The Audit Committee has the task of examining and monitoring  the internal control and risk management system, to monitor any Activities and functioning of the Audit event of fraud, or any other event whether or not detected by Committee in 2010 internal control procedures in accordance with the criteria and The Audit Committee met on 18 February, 20 April, 10 May, 23 signifi cance thresholds defi ned by the Board, to monitor the work August and 8 November 2010. The attendance rate for the Audit done by the statutory auditors and internal control teams, to mo- Committee was more than 90% in 2010. nitor the process for preparing fi nancial information, to assess the relevance of accounting information, to examine drafts of annual The Committee examined the annual, half-yearly and quarterly and half-year parent-company and consolidated fi nancial state- consolidated fi nancial statements before presenting them to the ments, to advise on the renewal or appointment of the statutory Board. auditors and to examine any questions of a fi nancial or accoun- The following items were also included on the Committee’s ting nature referred to it by the Chairman or the CEO. It can make agenda: recommendations on these matters and can also instruct the • 2010 budget; Chief Executive Offi cer to organise internal or independent audits, • presentation of business activities and discontinuing activities after informing the Chairman of the Board of Directors. The Chair- under the refocusing and development plan; man of the Audit Committee has the task of presenting summaries of the Committee’s work to the Board of Directors. • the report of the Chairman of the Board of Directors to the annual general meeting of May 2010;  Changes • presentation of the audit plan; During the meeting of 22 February 2011, the Rules of Procedure • follow-up on periodic control recommendations; have been amended by the Board of Directors in accordance with • half-yearly information on internal control; CRBF regulation n°97-02. These details concern in particular the • liquidity situation; duties of the Committee to monitor the risk management policy, procedures and systems. It also concerns the name change of • and regular updates on internal control and risks relative to: the Audit Committee into Audit and Risks Committee. - periodic control assignments and their summaries, - the risk situation (in particular annual and half-yearly), Composition of the Audit Committee - compliance. The Board of Directors’ Rules of Procedure state that the Audit The Committee also examined reports relating to 2009: the Committee shall consist of at least four people, appointed by the report on internal control and the report on risk measurement Board of Directors from among the voting and non-voting direc- and supervision presented to the French Prudential Supervisory tors, for their full term of offi ce, and shall contain at least two Authority. members who have no other ties to the Credit Agricole Group. The Statutory Auditors presented to the Audit Committee the All the members of the Audit Committee have accounting, fi nan- results of their work when examining the fi nancial statements. cial and banking knowledge. They met with Executive Management, the Chief Financial Offi cer and the Deputy CFO, along with various persons in charge  Changes in the composition of the Committee in 2010 of internal control (periodic control, Risk Management and Permanent Controls and compliance). Mr. Moulard, non-voting Director and Chairman of the Audit Com- mittee since 1 April 2004, resigned on 11 May 2010. François Between meetings the Chairman of the Audit Committee met with Veverka was appointed by the Board of Directors to replace him members of Executive Management, the main heads of fi nancial as Chairman of the Audit Committee. management, risks, compliance and internal audit as well as with the Statutory Auditors. He thus took note of some 30 Internal

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Audit reports and had 12 meetings or other contacts outside 2010 Board meeting, a summary of the Committee Chairman’s Committee meetings: three with Executive Management; two supervisory work was presented in the absence of a Committee with the Finance function; one with Risks; two with Internal Audit; meeting early in the year. one with Compliance and three with the Statutory Auditors. The Audit Committee may at any time make proposals to the A presentation of the Audit Committee’s work was made by the Board of Directors relative to the Audit Committee’s organisation Committee Chairman to the Board of Directors. At the January and composition.

Composition of the Executive Management

Limits placed by the Board of Directors on the powers of the Chief Executive Ofﬁ cer

Mr. Jean-Yves Hocher was appointed Chief Executive Offi cer The Board rules stipulate that in the performance of his duties at the 1 December 2010 meeting of the Board of Directors, to the Chief Executive Offi cer is required to comply with the internal replace Mr. Patrick Valroff, the company’s Chief Executive Offi ce control rules that apply within the Crédit Agricole Group, the since the 14 May 2008 meeting of the Board of Directors. At strategies defi ned and the decisions taken, as well as the powers 31 December 2010, the functions of Deputy Chief Executive conferred by law or Board rules to the Board of Directors or Offi cers were exercised by Mr. Pierre Cambefort and Mr. Francis the annual general meeting. They also stipulate that the Chief Canterini. Further to the Chief Executive Offi cer’s proposal they Executive Offi cer is required to refer all signifi cant projects were appointed by the 1 December 2010 Board meeting. concerning the Company’s strategic decisions or that may affect or alter its fi nancial structure or scope of activity, to the Board Mr. Pierre Cambefort had previously been designated Deputy of Directors, requesting instructions. In addition, as mentioned in Chief Executive Offi cer effective as of 1 September 2010 to the « Powers of the Board of Directors » section on page 38 as a replace Mr. Jérôme Grivet whose term of offi ce expired on 31 purely internal limitation that is not binding on third parties, the August 2010 in order to exercise other functions within the Group. Chief Executive Offi cer is required to obtain prior authorisation Mr. Francis Canterini was designated Deputy Chief Executive from the Board of Directors or its Chairman before entering into Offi cer effective 1 December 2010 to replace Mr. Alain Massiera certain types of transactions. whose term of offi ce expired on 1 December 2010 in order to exercise other functions within the Group. The limits placed on the powers of the Chief Executive Offi cer are specifi ed hereinafter as well as in the presentation of the powers of the Board of Directors on page 38.

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Attendance at the Shareholders’ meeting

The arrangements for attending Shareholders’ meetings are set person convening the meeting or by shareholders. out in section V of the Company’s articles of association. The Each member of the ordinary or Extraordinary Shareholders’ composition, operating procedures and main powers of the Sha- meeting shall have a number of votes proportional to the por- reholders’ meeting, the description of shareholders’ rights and tion of the share capital corresponding to the shares that he/she the arrangements for exercising these rights are set out in « Article owns or represents, provided that those shares are not deprived 19 - Composition and Nature of Meetings », « Article 20 - Mee- of voting rights. tings », « Article 21 - Ordinary Shareholders’ meeting » and « Article 22 - Extraordinary Shareholders’ meeting ». The Board of Directors may decide to treat as present, for the purpose of calculating the quorum and majority, shareholders taking part in the meeting by videoconferencing or a medium that SECTION V – Shareholders’ meetings enables them to be identifi ed, the type and terms of use of which Article 19 – Composition and nature of meetings are compliant with regulations in force. Shareholders’ meetings may be attended by all shareholders, regardless of the number of shares they own. Article 21 – Ordinary Shareholders’ meeting Duly constituted Shareholders’ meetings represent all sharehol- The Ordinary Shareholders’ meeting takes decisions according ders. to the quorum and majority conditions determined by laws and Decisions taken in Shareholders’ meetings in accordance with regulations in force. laws and regulations in force are binding on all shareholders. Shareholders are invited to attend an ordinary Shareholders’ A Shareholders’ meeting is deemed extraordinary if any decisions meeting every year. relate to a change in the articles of association. All other meetings The ordinary Shareholders’ meeting takes note of the reports by are deemed ordinary. the Board of Directors and the Statutory Auditors. Special Shareholders’ meetings convene holders of a particular It discusses, approves or adjusts the parent-company fi nancial category of shares, if any such category exists, to make decisions statements and, if applicable, the consolidated fi nancial state- about any changes in the rights of such shares. ments, and determines the appropriation of income for the year. These special Shareholders’ meetings are convened and take It appoints the Statutory Auditors. decisions according to the same conditions as Extraordinary Sha- reholders’ meetings. It discusses all other proposals on the agenda that do not fall under the remit of the Extraordinary Shareholders’ meeting. Article 20 – Meetings Other ordinary Shareholders’ meetings may be held in addition to the annual meeting. Meetings are convened in accordance with laws and regulations in force. Article 22 – Extraordinary Shareholders’ meeting Meetings take place at the head offi ce or in any other location specifi ed in the notice of meeting. The Extraordinary Shareholders’ meeting takes decisions according to the quorum and majority conditions determined by laws The Shareholders’ meeting is chaired by the Chairman of the and regulations in force. Board of Directors or, in his absence, by a Vice-Chairman of the Board of Directors or by a Director designated by the Chairman The Extraordinary Shareholders’ meeting may make any changes of the Board of Directors for this purpose. If no such person is to the articles of association. available, the persons present shall themselves elect a chairman for that meeting. The agenda shall be determined by the person convening the meeting. The agenda shall only contain proposals made by the

Capital structure

At 31 December 2010, the Company’s share capital consisted The Company’s shares have not been offered to the public and are of 224,277,957 ordinary shares with a par value of €27 each, gi- not listed for trading on a regulated market. ving share capital of €6,055,504,839. The shares are more than 97%-owned by Crédit Agricole S.A. and more than 99%-owned by the Crédit Agricole Group.

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 INTERNAL CONTROL AND RISK MANAGEMENT PROCEDURES

• access to exhaustive, accurate and timely information for deci- Defi nition of the internal control sion-making and risk management purposes, system • a compliance objective, in respect of internal and external rules, Within the Credit Agricole Group, the internal control system is • prevention and detection of fraud and errors, defi ned as all procedures aimed at controlling activities and risks • an objective to compile accurate and exhaustive accounting of all kinds and enabling transactions to be carried out properly, records and prepare reliable and timely accounts and fi nancial securely, and effi ciently, in accordance with texts referred to be- statements. low. Crédit Agricole CIB, which is a wholly owned subsidiary of the Credit Agricole Group, complies with the rules laid down in However, this system and these procedures have limits, relating in French and international regulations and with the rules and regu- particular to technical problems and staff shortcomings. lations set by its parent company. The internal control system and procedures can therefore be clas- Under the systems implemented within this standardised fra- sifi ed by their purpose: mework, certain resources, tools and reporting documents are • application of instructions and guidance given by the Executive made available to the Board, to Executive Management and to Management, other managers so that they can assess the quality of the internal control systems and their adequacy. • a fi nancial performance objective, to ensure effective and proper use of Group assets and resources and protection against the risk of loss,

Reference documents relating to internal control

Laws and regulations Main internal reference The internal control procedures implemented by Crédit Agricole documents CIB comply with the laws and regulations governing French credit institutions and investment companies, and namely with: The main internal reference documents are: • the French Monetary and Financial Code, • Procedural Memo 2006-11 on « the organisation of internal control within the Crédit Agricole S.A. Group », • amended 97-02 regulation, relating to the internal control of credit institutions and investment companies, • Procedural Memos dealing with the Crédit Agricole S.A. Group’s Risk Management and Permanent Controls, • all texts relating to the conduct of banking and fi nancial activities (collated by the Banque de France and the CRBF), • documents circulated by Crédit Agricole S.A., relating to subjects including accounting (Crédit Agricole chart of accounts), • the Autorité des Marchés Financiers’ General Regulation. fi nancial management, and risk management and permanent The Company’s internal control system also takes into account controls, the following international reference documents: • the Crédit Agricole Group’s Code of Conduct, • the Basel Committee’s recommendations on banking control, • Directive 3.3.1 on the organisation of internal control in the Cré- • local applicable laws and regulations in the countries in which dit Agricole CIB Group, the Group operates. • Directive 2.4.3.2 on the organisation of permanent control, • Directive 3.6.2.2 on the organisation of accounting and fi nancial permanent control in Crédit Agricole CIB, • the Crédit Agricole CIB compliance manuals, • a set of procedures (intranet database of governance texts, maintained by the Company’s offi ce of the Corporate Secretary) relating in particular to compliance and risk management and permanent controls, • procedures implemented by the various departments of Crédit Agricole CIB, its subsidiaries and its branches, • the procedures of the different divisions of Crédit Agricole CIB, of its subsidiaries and branches.

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Organisation of the internal control system

• examining the main risks to which Crédit Agricole CIB is ex- Basic principles posed and any changes in risk measurement systems; The organisational principles and components of Crédit Agricole CIB’s internal control systems, which are common to all Crédit • deciding on remedial measures to be taken to address Agricole Group entities, are as follows: weaknesses identifi ed during audits, either in internal control reports or as a result of problems that have occurred; • reporting to the decision-making body (risk strategies, limits defi ned and their use, internal control activities and results); • monitoring the fulfi lment of commitments made following internal and external audits; • the direct involvement of the executive body in the organisation and operation of the internal control system; • taking any decisions necessary to make up for weaknesses in • complete coverage of activities and risks; internal control. • responsibility of all persons involved; Its members are the Heads of Group Internal Audit, Internal Audit, Corporate Secretary, Finance, Risk Management and Permanent • clear defi nition of tasks; Controls, Compliance and Fraud Prevention, Legal and, depen- • separation of commitment and control functions; ding on the matters under discussion, the heads of other Bank • formal and up-to-date delegations of powers; units. • formal and up-to-date standards and procedures, especially for The Committee met four times in 2010. accounting and information processing. Local internal control committees have also been set up in several These principles are supplemented by: subsidiaries and branches, both in France and abroad. • measurement, supervision and control mechanisms for credit, market, liquidity, fi nancial and operational risks (transaction processing, information systems processes), accounting risk (including quality of fi nancial and accounting information), non- compliance risks and legal risks; Role of the supervisory body: • a control system, forming part of a dynamic and corrective pro- Board of Directors cess, that includes permanent controls performed by operating The Board of Directors is kept informed of the organisation, acti- units or dedicated staff, and periodic controls (Group Financial vities and results of internal control and of the main risks faced by Control, Audit). the Bank. It approves the general organisation of the bank and of The internal control system is also designed to ensure that the its internal control system. compensation policy is consistent with risk management and control objectives, particularly with regard to market operators. Within the Board of Directors, the Audit Committee has the task of examining and monitoring the internal control and risk manage- At the beginning of 2009, the Bank initiated a project to review the ment system and taking note of the work of the heads of internal conditions of the existing system, concurrently with cross-indus- control (the description of the Audit Committee’s responsibilities try work. In keeping with the recommendations of the Fédération is detailed on page 43 – Responsibilities of the Audit Committee) Bancaire Française (FBF) and the Rules of Procedure of the Board and to monitor any event of fraud, or any other event whether or of Directors , the Bank created the Global Compensation Review not detected by internal control procedures in accordance with Governance Committee, which is chaired by the Chief Executive the criteria and signifi cance thresholds defi ned by the Board. Offi cer. Its members include the Deputy Chief Executive Offi cers and the Heads of the Risk Management and Permanent Controls, In addition to regular information given to the Board of Directors Human Resources and Global Compliance Departments. Its role mostly on global risk limits and exposures, the following annual is to insure that proposals submitted to the Compensation Com- reports are systematically submitted to the Audit Committee: mittee are consistent with the principles of the compensation policy (circular sent out in September). • a report on the conditions under which internal control is carried out, The internal control system is also designed to ensure that the corrective measures adopted are applied within a reasonable • a report on risk measurement and monitoring, time. • a report by the person in charge of compliance for investment services on the organisation of this function, its duties and responsibilities, any observations and the measures adopted. Monitoring of the system These annual reports relative to 2010 will be presented to the In order to ensure that the internal control system is consistent Audit Committee meeting in April 2011 and to the Board of and effi cient and that the above-mentioned principles are applied Directors’ meeting in May 2011. The half-yearly report on internal by all entities within the scope of Crédit Agricole CIB’s internal control at 30 June 2010 was examined by the 8 November 2010 control system, three separate persons responsible for Periodic Audit Committee meeting. Control (Audit-Inspection), Permanent Risk Control and Com- In 2010, quarterly reports on risk management and the main pliance Control have been appointed. exposures were presented to the Board meetings of 11 May, The Internal Control Committee, chaired by the Chief Executive 24 August and 9 November 2010. The summaries of the risk Offi cer, is responsible for: situation at 31 December 2009 and 30 June 2010, and then at • reviewing internal control procedures and the control system 31 December 2010 were examined respectively at the Board implemented; meetings of 23 February 2010, 24 August 2010 and 22 February

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2011 (see page 39– Activity of the Board of Directors in 2010 tem is continuously monitored, to verify its suitability and effec- and page 43 - Activity and Functioning of the Audit Committee tiveness. in 2010). The Executive Management is informed of the main problems In addition the Board is informed of any signifi cant event of fraud identifi ed by internal control procedures and the remedial mea- or any other event detected by internal control procedures in sures proposed by the Internal Control Committee, inter alia. accordance with the criteria and thresholds that have been set. The system for reporting this information to corporate bodies is described in the company’s internal documentation (directive 3.1.12.1 and circular memo no. 3.1.12.3). Scope and global organisation of Crédit Agricole CIB’s internal Role of the executive body: control systems In accordance with the principles applied within the Group, Cré- Executive Management dit Agricole CIB’s internal control system applies to its branches and subsidiaries in France and other countries, irrespective of The executive body is directly involved in the organisation and whether they are under its sole control or joint control. The system operation of the internal control system. is intended to govern and control activities, and to measure and It ensures that risk strategies and limits are compatible with the monitor risks on a consolidated basis. Company’s fi nancial situation (level of shareholders’ equity, re- Each entity within the Crédit Agricole CIB Group applies this prin- sults) and the strategies defi ned by the governing body. ciple to its own subsidiaries, thus creating a pyramidal internal The executive body defi nes the Company’s general organisa- control structure and reinforcing consistency between different tion and ensures that it is implemented in an effi cient way and Group entities. by competent individuals. It clearly assigns roles and responsibi- In this way, Crédit Agricole CIB ensures that it has an adequate lities in the area of internal control and allocates the appropriate system within each of its risk-bearing subsidiaries, and those acti- resources to the system. It verifi es that risk identifi cation and mea- vities, risks and controls are identifi ed and monitored on a conso- surement procedures appropriate to the Company’s activities and lidated basis within these subsidiaries, particularly as regards organisation are adopted. accounting and fi nancial information. It also verifi es that it regularly receives the key information produced by these systems. It ensures that the internal control sys-

Brief description of internal control and risk management procedures implemented within the Company

Detailed information on credit, market, operational and liquidity risk management is provided in the Management Report and the First-degree controls documents appended to the fi nancial statements. First-degree controls are carried out by each employee on the The internal control system is based on three levels of controls, transactions he/she handles, by referring to the applicable pro- which distinguish permanent control from periodic control. cedures. They apply to front-offi ce units operating within following business lines: Coverage & Investment Banking, Structured Permanent control is carried out as follows: Finance, Equity Brokerage and Derivatives, Fixed Income Mar- • fi rst-degree permanent controls are carried out when a transac- kets, Transaction & Commercial Banking, Distressed Assets and tion is initiated and while the transaction is being validated. They International Private Banking. The controls essentially consist of are carried out by the operators themselves, by the hierarchy operational checks by operators or account executives on their within the unit or by automated transaction processing systems; positions and limits. • second-degree, fi rst-level permanent controls are carried out by They also apply within support functions staff who are separate from those that initiated the transactions At the local level, the head of the entity is responsible for fi rst-de- and who may perform operational activities; gree controls, while the head of the business line is responsible • second-degree, second-level permanent controls are carried at central level. out by staff working exclusively at the fi nal level of specialist Operating staff are therefore expected to remain vigilant at all permanent control with no authorisation to make commitments times with regard to the transactions they handle. This should involving the taking of risk (credit or market risk control, accoun- take the form of compliance with all procedures introduced to ting control, compliance control etc.); ensure the procedural compliance, security, validity and comple- • periodic (third-degree) controls cover occasional onsite audits of teness of transactions. Each line manager must check, for the accounting records relating to all of the company’s activities and activities for which he/she has responsibility, that his/her staff are functions by Group Internal Audit. aware of and comply with the rules and internal procedures for processing transactions.

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Second-degree, fi rst-level controls and specifi c monographs when needed. Risk management is structured around the two following bodies: As well as having responsibility for the administrative processing of all transactions, back offi ces perform checks on the activities • a Strategic Risk Management Committee (CSR), which en- of the front offi ces during the recording and execution of transac- hances risk supervision and supplements the governance sys- tions, namely by comparing data in front-offi ce databases with tem, back-offi ce data and information provided by the counterparties. • a Strategy and Portfolio Committee (CSP), which oversees each These controls are coordinated locally by the entity’s head, via the location/country, each signifi cant subsidiary within a specifi c Chief Operating Offi cer or the offi cer responsible for administra- strategy tion or fi nance. Decision-making process is based on selected cases by dedicated committees: Second-degree, second-level • Business and geographical Committees are in charge of retail fi nancing within the limit granted to each manager; controls • the most signifi cant fi les are reviewed by the Counterparty Risk These controls are carried out centrally by specialised units: Committee (CRC) • the Market Risk Committee (CRM) monitors market exposures twice a month.  Role and responsibilities relating to the In addition to the Committees in charge of risks (CSR, CSP, CRC, risk management CRM), risk management is also presented to the following Execu- tive Management bodies: Role and responsibilities relating to the risk management • Crédit Agricole CIB Executive Committee (Comex) • Internal Control Committee The Risk Management and Permanent Controls Division (RPC) is responsible for supervising risks within Crédit Agricole CIB. • Faîtier Central Permanent Control Committee which validates The purpose of this division is to control credit risks, country risks, the work assigned to permanent controls and reviews the per- market risks, and operational and accounting risks. However, manent control systems of the business lines, subsidiaries or structural fi nancial risks are managed by the fi nance department. branches and cross-functional issues. To control these risks, it oversees the Group’s commercial deve- Crédit Agricole CIB is part of the Crédit Agricole S.A. risk mange- lopment in order to minimise risk-related costs relating to the acti- ment process which is structured by the following bodies: vities of the different business lines, entities or units. • The Group Risk Management Committee (CRG). Crédit Agricole The RPC is also in charge of monitoring the risk management and CIB mainly presents to the committee its approvals, its main permanent control system, defi ned above, for the whole of Crédit limit risk strategies, its budgets by country, the corporate signi- Agricole CIB. fi cant outstanding, the sensitive cases as well as the market The risk management and permanent controls organisation wit- risk situation; hin Crédit Agricole CIB forms part of the risk management and • The Supervisory Risk Management Committee which reviews permanent controls function set up within the Crédit Agricole S.A. Group. counterparties which present signs of deterioration or a need of arbitrage between entities of the Group; Crédit Agricole CIB holds certain powers in managing its risks. Any cases outside the scope of its powers, as well as certain • The Standards and Methodology Committee (CNM) to which signifi cant risk strategies, are validated by the « Group Risk Mana- Crédit Agricole CIB submits for decision any proposal of metho- gement Committee ». dology as regards to qualifi cation under the Basel Committee Crédit Agricole CIB Head of Risk management and permanent before implementation in Crédit Agricole CIB; controlss reports hierarchically to the Crédit Agricole S.A. Head • The CIB Business Line Monitoring Committee which reviews of Group Risk Management and Permanent Controlss and func- Crédit Agricole CIB risk situation as well as the progress of tionally to Crédit Agricole CIB Executive Management. It is part some of these processes. of the bank’s executive committee (Comex). The Head of Risk Management and Permanent Controlss is responsible for the risks sector and permanent controls within the meaning of CRBF Risk master plan regulation 97-02 as amended. The risk master plan was launched in late 2007 to address the Within Crédit Agricole CIB, RPC is organised as an independent need to adopt a view of the medium- to long-term trends in global business line. It combines all head offi ce risk functions and risk management. The aim is to accelerate improvements and activities, as well as local and regional offi cers in the international to ensure consistency among the main areas for improvement, network. At 31 December 2010, RPC had a worldwide staff of 999 (full-time equivalents). enabling Crédit Agricole CIB to assess its risks more quickly and with greater precision while taking into account the strategic Crédit Agricole CIB has implemented a set of procedures that decisions of Crédit Agricole CIB’s Refocusing and Development determines risk monitoring, risk control and permanent control plan. arrangements. The set of procedures is updated regularly to improve risk measurement and supervision. It covers three broad areas: organisational aspects that need to be adjusted, processes that need to be streamlined and IT Governance systems that need to be speeded up or introduced. It deals with the major types of risks: counterparty risk (including on capital Crédit Agricole CIB governance bodies (Audit Committee and markets transactions), market risks and operational risks. It Board of Directors) receive a report on Risk Management and covers related projects whose risk-management aspects are main exposures quarterly, a report on Risk situation semi-annually dependent on the plan.

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The master plan is managed by Risk Management and Permanent This approach also involves stress tests, aimed at assessing Controls in project mode. It encompasses some twenty projects the impact of unfavourable macroeconomic assumptions and and programmes covering about one hundred projects. quantifying the risks to which the bank may be exposed in an Governance is provided by a steering committee that meets unfavourable climate. monthly and is chaired by a member of Executive Management.

Achievements have made it possible to reach the objectives set Country risks at the beginning: more cross-divisional orientation of the risk department, better ability to understand and manage counterparty Country risks are subject to an assessment and monitoring risks on capital markets transactions, strengthening of the system based on a specifi c rating methodology. Country ratings management and monitoring of market risks and streamlining of that are updated at least quarterly have a direct consequence on the loan approval process across the corporate scope with the the limits applied to each country for the validation of their risk implementation of new loan approval workfl ow software (Phidias). strategy. Objectives currently being pursued have primarily to do with: the BMA project whose objective is to improve authorisation controls, Market risk regulatory requirements with respect to market risks (CAP 2010 project) and the fi nalisation of the Basel II Pillar 1 system, Upstream market risk management takes place through several the implementation of a regulatory EPE, the introduction of an committees that assess risks associated with activities, products advanced approach to liquidity ratios, actions to prevent fraud and strategies before they are introduced or implemented: and enhanced permanent control capabilities (deployment of • the New Activity and New Product Committees, organised by Scope and Europ@ applications). the business lines’ permanent control function, pre-approve business developments for the Market Risk teams; Counterparty risks • the Market Risk committee co-ordinates the whole market risk management system and approves market risk limitations; Any counterparty or group of counterparties is subject to limitations within the framework of specifi c procedures. • the Pricer Validation Committee approves the new models used for capital market products before they come into use. The decision-making process requires two authorised front-offi ce signatures (one relating to analysis of commitments, the other Risk management is carried out using a variety of risk being that of the Chairman of the relevant Committee), as well as measurements: the independent opinion of the RPC. • global measurements using Value at Risk (VaR) or stress If the RPC’s opinion is negative, the decision-making power is scenarios; VaR measurements are drawn up with a 1% passed on to the Chairman of the Committee immediately above. probability of occurring in any one day; stress scenario measurements include global stress (historical, hypothetical and Credit decisions are subject to risk strategies that set the main adverse) and specifi c stress for each activity; guidelines (target customer base, types of approved products, total budgets and expected unit values etc.), which each • specifi c measurements using sensitivity indicators, geographical unit or business line must apply to its activities. measurements of notional amounts and stop-loss limits. When a case is considered to be outside the framework of the risk Lastly, the Valuations and Pricing Committees defi ne and monitor strategy in force, intermediary authorisations do not apply and a the application of portfolio valuation rules for each product range. decision can only be made by the Executive Management-level committee (CRC). Operational risk The RPC also identifi es, as soon as possible, assets that may deteriorate and initiates the most suitable measures to protect Operational risk management relies mainly on a network of the Bank’s interests. Permanent Control correspondents co-coordinated by the RPC. The process for monitoring receivables is enhanced by a system Operational risks are monitored for each business line and each of portfolio and sub-portfolio analyses on group-wide business region, which ensures the reporting of losses and incidents, as line, geographical or sector basis. Analysing concentrations and, well as their analysis by Internal Control Committees. if applicable, recommendations for the reorganisation of the Each quarter, the RPC produces an operational risk scorecard portfolio are an integral part of this exercise. showing movements in operational risk-related costs and In addition, portfolio reviews are organised periodically for each associated key events. profi t centre in order to verify that the portfolio complies with the Remedial action following signifi cant incidents is monitored risk strategy in force. The rating of certain counterparties under closely, in conjunction with business lines and support functions. review may be adjusted at this time. The operational risk map covering all business lines at head offi ce, Sensitive cases and major risks are monitored every quarter. the international network and subsidiaries is revised every year. Other risks are reviewed on an annual basis. Together with the compliance and legal functions, the RPC takes The adequacy of the level of reserves in relation to risk is into account non-compliance risks and legal risks. assessed every quarter by the Executive Management, on the recommendation of the RPC.

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Outsourced Essential Services permanent control system adopted at Group level and within the entities. The outsourcing policy is governed by a directive published in January 2008, which was supplemented in 2009 by an Imple- Procedures for the preparation and processing of mentation Note on the formal documentation of the Outsourced fi nancial information Essential Services control system. The system that provides The organisation of IT procedures and systems used for the pre- for reporting on the quality of services and the compliance of paration and processing of accounting and fi nancial information contracts, inter alia was implemented in 2010. is provided in procedure manual and in a mapping of accounting risks. Regulatory capital requirements Most fi nancial information published by Crédit Agricole CIB is based on accounting data and on management data. Within the framework of Basel II regulations, Crédit Agricole CIB uses an approach based on internal models approved by the French Prudential Supervisory Authority for calculating capital Accounting data requirements with respect to credit risk and also with respect to Crédit Agricole CIB prepares parent-company and consolidated operational risk. These models are an integral part of Crédit Agri- fi nancial statements using the Crédit Agricole Group’s accounting cole CIB’s risk management system and are regularly monitored standards, which are circulated by Crédit Agricole S.A.’s Accoun- to ensure both their performance and their effective use. They are ting and Consolidation department. The accounting treatment of revised as needed. complex instruments and transactions undergoes prior analysis With regard to credit risk, certain credit models were reviewed in by the Accounting Standards unit of Crédit Agricole CIB’s Finance 2010 in order to achieve a more precise management of our risks. Department. Each Crédit Agricole CIB Group entity produces a The proper application of the Basel II system is monitored regu- consolidation package, which feeds into the common system larly within the framework of a Basel II data quality committee. of Crédit Agricole Group which is owned by Crédit Agricole S.A. Moreover the CAP 2010 project initiated in 2009 in response to Its instructions are disseminated by Group Financial Control to developments in the standards applicable to the calculation of entities’ fi nance divisions, specifying the type of information to be equity with respect to market risks was continued in 2010 and is collected, particularly with a view to preparing the notes to the expected to be fi nalised in 2011. Its application will be submitted consolidated fi nancial statements. to the approval of the French Prudential Supervisory Authority. In 2010, the Financial Control function of Crédit Agricole CIB continued its efforts to organise and develop its information systems, and in particular the automation of a certain number of pro-  Finance Division: internal control of cesses and the implementation of the new regulatory reporting system, SURFI. Projects to overhaul the Crédit Agricole CIB Paris accounting and fi nancial information, accounting platform and to change the regulatory ratio consolida- global interest-rate risk and liquidity risk. tion and production software within the framework of the Crédit Agricole Group project continued throughout 2010. Roles and responsibilities relating to the preparation and processing of accounting and fi nancial Management data information Each entity reconciles the main items of its management results Within the Finance Division, Group Financial Control is res- with the intermediate income statement balances produced from ponsible for preparing Crédit Agricole CIB’s parent-company and accounting data. Group Financial Control checks that the sum of consolidated fi nancial statements and for sending to Crédit Agri- business-line results equals the sum of entity results, which must cole S.A. the information needed to prepare the Crédit Agricole in turn be equal to the Crédit Agricole CIB Group’s consolidated Group’s consolidated fi nancial statements. The Finance Divisions results. This check is made easier by the fact that the analyti- of consolidated entities are also responsible for preparing their cal unit (profi t centre) is integrated within the entities’ accounting fi nancial statements and sending their data received for consoli- information system. Management data are prepared using cal- dation to Group Financial Control. culation methods that ensure they are comparable over time. When published data are not extracted directly from accounting In accordance with Group recommendations regarding perma- information, the sources and defi nition of calculation methods are nent controls, Crédit Agricole CIB puts in place the resources to generally mentioned to facilitate understanding. ensure that accounting and management information transmitted to the Group for consolidation purposes is reliable. More specifi - The management data published by Crédit Agricole CIB are sub- cally, it must ensure that data conform to accounting standards ject to permanent controls (primarily those arising from the appli- and are consistent with the individual accounts approved by its cation of IFRS 7) that ensure the quality of their reconciliation with decision-making body, and is responsible for reconciling accoun- accounting data, their compliance with management standards ting and management data. set by the executive body and the reliability of management information calculations. Final-level permanent controls on accounting and fi nancial information (Second-degree, second-level controls) is carried out by a dedicated team that reports functionally to Crédit Agricole CIB’s Description of the permanent accounting control Head of Permanent Controls and up the line to the Chief Financial system Offi cer. Permanent accounting controls are intended to provide adequate A directive relating to the organisation of permanent accounting protection against the major accounting risks that may damage and fi nancial controls, adopted in August 2008, defi nes the the quality of accounting and fi nancial information, presented scope of permanent accounting and fi nancial controls and the below:

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• compliance of data with laws, regulations and Crédit Agricole modelling of the interest-rate position on the Banking Book scope Group standards; of the Distressed Assets business line at Crédit Agricole CIB, the review of the fl ow models of International Private Banking entities • reliability and accuracy of data, allowing a true and fair view and the improvement in the production conditions for interest-rate of the results and fi nancial position of Crédit Agricole CIB and gaps in Paris. entities within its scope of consolidation; • security of data preparation and processing methods, limiting operational risks with respect to Crédit Agricole CIB’s commit- Liquidity risk ments regarding published information; The management of liquidity risk within the Crédit Agricole CIB • prevention of fraud and accounting irregularities. Group has been placed under the responsibility of the Finance Department’s Asset-Liability Management (ALM) department, To meet these objectives, Crédit Agricole CIB applied the general which reports to the ALM Committee. recommendations for the deployment of permanent controls in the area of the control of accounting and fi nancial information. Liquidity risk is managed by using the following management indi- Among the main actions carried out in 2010 were the updating of cators: the operational risk map covering the risks of fraud, the comple- • forecast stressed liquidity gaps three months out, whose results tion of the accounting control plan within the Finance department, are circulated daily, and the Short-term Limit which attempts the deployment of a monitoring system (indicators, question- to manage the amount of short-term market fi nancing used by naires) covering the international network and the development Crédit Agricole CIB, of management reports on accounting and fi nancial information. • the 20-year long-term market funding plan and the long-term Final-level accounting control is based on the assessment of risks fi nancing plan, and controls relating to accounting processes managed by operational departments: • the overall medium-/long-term liquidity transformation gap and the ratios of medium-/long-term transformation in non-liquid • fi rst-degree accounting controls performed by decentralised currencies, accounting centres, reporting to divisions/business lines, • the Contingency Funding Plan (CFP). • second-degree, fi rst-level controls performed by the Accounting and Finance Division. In 2010, the monitoring system notably relied on several controls of key existing processes carried out at different levels. Local ALM This assessment is designed to enable Crédit Agricole CIB’s Head Committee meetings were also more closely monitored by the of Permanent Control to defi ne a control plan and any remedial head offi ce in terms of their frequency and the issues addressed. measures needed to strengthen, as necessary, the system for preparing and processing accounting and fi nancial information. Within the framework of the 5 May 2009 decree, the Crédit Agri- cole Group decided to put into place an advanced method for Permanent control reporting documents cover the progress of the consolidated Group scope. As one of the entities making up work on permanent accounting controls and assessments on the the management scope of the Crédit Agricole Group, Crédit Agri- permanent accounting control system within the entity. cole CIB continued throughout 2010 to apply a project structure dedicated to the implementation of the advanced approach, in conjunction with the Group. Relations with the statutory auditors Crédit Agricole CIB’s normative Permanent Control system is In accordance with French professional standards, the Statutory similar to the Group system. The minimum control indicators are Auditors perform procedures they deem appropriate on published the same and are applied to the major processes in the same fi nancial and accounting information: manner. • audit of the individual accounts and consolidated accounts; At the time of writing this report, the liquidity risk control environ- • partial audit of half-year consolidated fi nancial statements; ment was in the process of being defi ned within the framework of the Internal Liquidity Model and the implementation of the ad- • review of all published fi nancial information vanced approach, and the strengthening of controls will be a key As part of their statutory assignment, the Statutory Auditors sub- issue for 2011. mit the conclusions of their work to Crédit Agricole CIB’s Board of Directors.  The Information Security and Continuity Global interest-rate risk division The Information Security and Continuity (ISEC) division handles IT To measure the global interest-rate risk, Crédit Agricole CIB uses security and business continuity issues. It reports to the Corpo- the statistical gap method, by calculating an interest-rate gap, rate Secretary of Crédit Agricole CIB. and draws up stress scenarios. The interest-rate gaps and the results of the stress tests are presented to the ALM Committee In carrying out its permanent control functions, ISEC relies on a which decides on the management/hedging measures to be network of correspondents in France and internationally. taken. As regards information security, ISEC defi nes rules and coor- The main signifi cant points in 2010 notably had to do with the dinates efforts to maintain an adequate security level, primarily completion of certain methodological efforts, the improvement through a secondary review of information risk analyses. Internet in the quality of the data reported by entities to the international systems and critical internal servers are covered by large-scale division, and the consolidation of a new subsidiary in the global specifi c checks. ISEC also supervises the workfl ow for granting interest-rate risk measurement scope of Crédit Agricole CIB (fi na- access authorisations to the Bank’s IT applications and coordi- lisation planned in 2011). In addition, controls were put into place nates periodic reviews of employee authorisations to access sen- on all key operational processes. sitive applications. In 2011, the main actions planned concern the fi nalisation of the

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The major achievement in 2010 was the determination of the list • offi cer of the central team, in charge of Corporate Secretary, of essential applications (critical and/or sensitive) at Crédit Agri- compliance controls (a centralised team of permanent cole CIB Paris and London, in liaison with the support functions. controllers), as well as, compliance of Financing and Commercial The major objective for 2011 is the management and coordina- Banking activities tion of projects making it possible to follow the recommendations The Head of Global Compliance also has functional supervisory of the French Prudential Supervisory Authority that are linked to IT authority over the compliance offi cers of: security within the framework of a single project. • the Crédit Agricole CIB head offi ce central support functions In terms of business continuity, substantial resources have been and business (compliance correspondents detached within the allocated with a view to ensuring the recovery of activities within business lines); the timeframe set by the business lines in the event of a disas- ter. Annual tests make it possible to verify Crédit Agricole CIB’s • Crédit Agricole CIB entities in the international network (LCO, recovery ability both in France and abroad. A specifi c Business Local Compliance Offi cers); Continuity Plan has been devised in order to deal with a pandemic risk. The plan’s objectives are to guarantee employees’ safety by • the subsidiaries belonging to Crédit Agricole CIB’s scope of putting into place specifi c protective measures and ensuring the internal control. continuity of the bank’s core activities. At the end of 2010, 313 employees (full-time equivalent) worked Among other things, 2010 provided the opportunity to put into in Global Compliance. place a shared Paris/London platform with the objective of impro- The Compliance function systematically attends all meetings of ving the resilience of both sites. the Internal Control Committees of Crédit Agricole CIB’s business The main objective for 2011 will be to monitor the Business Conti- lines and of the Permanent Control Committees. It is also involved nuity Plans of our critical suppliers. in the bodies responsible for sustainable development; in this res- An annual assessment makes it possible to verify the effec- pect its head chairs the ethics committee for transactions presen- tiveness of the system for information security and business ting an environmental or social risk. continuity. The division reports on Crédit Agricole CIB’s level of Its main governing body is the Compliance Management Com- security to a bi-monthly committee chaired by a member of the mittee, in which the Crédit Agricole CIB legal (LGL), permanent Executive Committee. control (RPC), and audit functions participate. Crédit Agricole S.A.’s Compliance Division is also a standing member of this Committee.  Global compliance department The permanent control function within Global Compliance is The Global Compliance division is organised as a separate reinforced by the existence of dedicated Compliance permanent business line within Crédit Agricole CIB. control units, in France, in the USA and in London. Compliance risks are assessed jointly by the compliance offi cers and business It helps: lines included in an annual risk map, which is used in the prepara- • to ensure that the Bank and its employees comply with tion of compliance control plans. professional obligations and with guidance given by the 2010 was marked by major formative projects resulting both supervisory and executive bodies from regulatory developments and Crédit Agricole CIB’s desire • to detect any risk of non-compliance with legal and regulatory to strengthen its compliance control system at the global level: obligations or with professional standards. Its actions mainly deployment of the third directive relative to the prevention of involve money laundering, fraud and terrorist fi nancing money-laundering and the fi ght against the fi nancing of terrorism prevention, protecting investors from insider trading, price (overhaul of documents and software relative to KYC, money- manipulation and the dissemination of false information, or any laundering risk map), professional certifi cation of traders, deploy- other breach that is liable to be harmful to investors or clients’ ment of measures to prevent fraud and the strengthening of mea- interests, and to ensure market integrity and effectiveness. sures to prevent confl icts of interest. The system’s management Specifi c measures for the management and monitoring of has been tightened in terms of the mapping of the compliance transactions have been put into place: staff training, the function and global training for fraud and money-laundering in adoption of written Rules of Procedure, obligatory declarations particular). to the responsible authorities, etc. In 2011, in addition to the continuation of these key projects, Crédit Agricole CIB’s Chief Compliance Offi cer reports up the line efforts will be continued with respect to fi nancial security with a to Crédit Agricole CIB’s Chief Executive Offi cer and functionally to view to completing the project for the global rollout of anti-mo- Crédit Agricole S.A.’s Chief Compliance Offi cer. ney-laundering software, in particular the review of KYC/KYB fi les. He is assisted by: Measures in the fi ght against corruption and the control of remu- • a Financial Security Offi cer; nerations will also be strengthened. • a compliance offi cer for Capital Market Activities (who has access to a global organisation as part of a Paris-London platform);  Legal Function • a head of fraud prevention; Its duties include managing legal risk within Crédit Agricole CIB in • a compliance offi cer for Coverage and Investment banking accordance with CRBF regulation 97-02 as amended, and pro- activities who is mainly in charge of detecting and preventing viding the necessary support to business lines to enable them to confl icts of interest; operate with minimal legal risk and cost.

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The legal function is organised in business lines. Nearly 220 people work in the Group’s internal audit units. Of these, approximately 80 are based at the head offi ce. Crédit Agricole CIB’s Head of Legal reports up the line to the De- puty Chief Executive Offi cer of Crédit Agricole CIB. To fulfi l these missions, Crédit Agricole CIB Internal Audit is organised into two divisions: 1) the Central Audit Team and 2) the The Head of Legal has hierarchical or functional authority, as the regional audit units and subsidiaries’ audit units. case may be, over head-offi ce legal offi cers and the legal offi cers of Crédit Agricole CIB Group entities, and over local legal offi cers. Crédit Agricole CIB’s system for the permanent control and ma-  Central team nagement of legal and compliance risks forms part of the fra- Group Internal Audit has a central team of 70 auditors (following mework defi ned by Crédit Agricole S.A. the merger of the France audit teams and the central team) and has the task of assessing the effectiveness of the internal control The Legal Function contributes to ensuring that the Bank’s bu- system within Crédit Agricole CIB and all its subsidiaries. To siness activities and operations comply with the applicable laws achieve this, it conducts assignments within entities. These assi- and regulations. It performs permanent controls on legal risks ari- gnments involve ensuring compliance with external and Rules of sing from Crédit Agricole CIB’s activities, products, services and Procedure, ensuring the adequacy of arrangements for measu- transactions, along with the operational risks generated by the ring and supervising risks of all types and checking the quality of legal function itself. accounting information. Assignments also cover the permanent control and compliance control systems. It also performs legal consultations to Business Lines, involvement in legal negotiations of transactions, legal watch operations, For this purpose, Group Internal Audit: staff training, standard contract modelling, legal policies and • performs global audits of Group entities; procedures issuing, the collaboration to decision-making bodies and procedures as required by the Bank’s governance rules. The • carries out thematic audits with the aim of evaluating the risk Legal function systematically takes part in the process of appro- control and monitoring system; ving new products and activities and in major lending decisions. • carries out specifi c checks on activities organised in the form of international product lines.; In 2010, the system of permanent controls and control of legal risks continued to be strengthened. In particular: • carries out audits on specifi c issues: frauds and incidents or themes that require the expertise of specialised audit teams. • the organisation of the legal function continued from the international and global management perspective: in particular within These audits form part of the annual audit plan, approved by the framework of the Paris/London platform project and through Crédit Agricole CIB’s Executive Management and Credit Agri- the publication of governance documents on its operational and cole S.A.’s Group Internal Audit. The conclusions, resulting from studies conducted by Group Internal Audit, are communicated organisational aspects; to Crédit Agricole CIB’s Executive Management, Credit Agricole • the legal function carried out a legal review of new products and S.A.’s Executive Management and Credit Agricole S.A.’s Group activities at international level; Internal Audit. • the effectiveness of capital markets legal documentation was enhanced thanks to the improved streamlining of their trading  Internal audit teams process in the Legal Data Base (LDB). The internal audit units of the Group, including Newedge, com- In 2011, the Legal department will implement the action plan defi - prise 138 people at the end of 2010. ned in the risk map developed in 2010. Regional or subsidiary audit managers are responsible for coor- dinating the audit teams in their area. Those managers are hierarchically supervised by a staff member reporting to the Head of Group Internal Audit who is responsible for the integration of local Third degree and regional audits into the whole Business Line system. The local audit units’ duties entail:  Periodic control • auditing the quality of internal control, the quality of processes Group Internal Audit has responsibility expediting inspections and the regulatory compliance of operations throughout the across all Crédit Agricole CIB Group units. It also has direct hie- entity, according to a three-year audit cycle ( it cannot exceed rarchical responsibility for all audit units, both local and regional, 5 years); belonging to both Crédit Agricole CIB and its subsidiaries. • carrying out occasional audits when requested by the head of Neither Group Internal Audit nor the audit units have any res- the entity and/or by Internal Audit; ponsibility or authority over the activities they control. • checking that their recommendations and those made by Group Crédit Agricole CIB’s Internal Audit unit is an integral part of the Internal Audit or external audit bodies, particularly supervisory Crédit Agricole S.A. Group’s Audit/Inspection business line. Cré- bodies, are implemented; dit Agricole CIB’s Head of Group Internal Audit, who is in charge of periodic control at Crédit Agricole CIB, reports up the line to • reporting to Internal Audit on their activities Credit Agricole S.A.’s Head of Group Internal Audit and functio- Each audit unit regularly identifi es risk areas, on the basis of which nally to Crédit Agricole CIB’s Chief Executive Offi cer, to whom it prepares an annual audit plan as part of a multi-year cycle, he submits his briefs on work and investigations carried out by which must be approved by Group Internal Audit. Internal Audit.

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Half-yearly formal follow-ups are carried out by internal audit speciﬁ cally, it reports on the completion of the recommendations teams on audits carried out by internal and external internal with the deadlines arising from internal and external audits. It also control bodies (supervisory authorities or audit ﬁ rms). For each submits Internal Audit’s annual audit plan. recommendation made as a result of an audit, this system ensures that the planned remedial action is taken in accordance _____ with a predetermined timetable, established according to priority. The results of recommendation follow-up are presented to the In accordance with organisational arrangements shared with Internal Control Committee of Crédit Agricole CIB. If needed, this Crédit Agricole Group entities, described above, and with process leads the Group Internal Auditor to exercise his alert duty arrangements and procedures within Crédit Agricole CIB, the vis-à-vis the Board of Directors as provided for in CRBF regulation Board of Directors, the Executive Management and Crédit 97-02 as amended. Agricole CIB’s relevant units are given detailed information about internal control and risk exposure, progress in these areas and In addition, representatives from Internal Audit regularly attend the implementation of remedial measures, as part of an ongoing local internal control committee meetings. These committees improvement approach. This information is contained in the deal with permanent controls, implementation of the enhanced annual report on internal control, risk measurement and risk compliance control program, completed audit assignments, and supervision, but also in regular reporting documents covering Audit’s monitoring of recommendations made by Group Internal business activities, risk and control. Audit and the supervisory authorities. Lastly, Crédit Agricole CIB Internal Audit reports to the Audit Committee on periodic control activities on a regular basis. More The Chairman of the Board of Directors,

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 AUDITORS’ REPORT YEAR ENDED 31 DECEMBER 2010

This is a free translation into English of the Statutory Auditors’ report issued in the French language and is provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and construed in accordance with French law and professional auditing standards applicable in France.

To the Shareholders, In our capacity as Statutory Auditors of Crédit Agricole CIB and in accordance with article L. 225-235 of the French Commercial Code (Code de commerce), we hereby report to you on the report of the Chairman of your Company in accordance with article L. 225-37 of the French Commercial Code (Code de commerce) for the year ended 31 December 2010. It is the Chairman’s role to prepare, and submit to the Board of Directors for approval, a report on the internal control and risk management procedures used within the company. The report must also contain other information required by articles L.225-37 of the Code de Com- merce, relating in particular to corporate governance. It is our responsibility: • to inform you of our observations based on the information contained in the Chairman’s report relating to internal control procedures and the preparation and treatment of accounting and ﬁ nancial information, and • to state that the report includes the other information required by article L.225-37 of the Code de Commerce, but not to verify the accuracy of those other information. We performed our assignment in accordance with the prevailing standards of the profession in France.

Information concerning internal control procedures and risk management relating to the preparation and treatment of accounting and fi nancial information The prevailing standards of the profession require us to assess the accuracy of information concerning internal control procedures and risk management relating to the preparation and treatment of accounting and fi nancial information in the Chairman’s report. This work included: • familiarising ourselves with internal control procedures and risk management relating to the preparation and processing of the fi nancial and accounting information used to produce the information presented in the Chairman’s report, and with existing documentation; • familiarising ourselves with work done to prepare this information and with existing documentation; • determining whether any major defi ciencies in internal control relating to the preparation and processing of accounting and fi nancial information that we found in our audit are reported appropriately in the Chairman’s report. On the basis of this work, we have no comment to make about the information concerning the company’s internal control procedures and risk management as they relate to the preparation and treatment of accounting and fi nancial information contained in the Chairman’s report prepared pursuant to the provisions of Article L.225-37 of the Commercial Code.

Further information We conﬁ rm that the report by the Chairman of the Board of Directors contains the other information required by article L.225-37 of the Code de Commerce.

Neuilly-sur-Seine, March 16, 2011 Statutory Auditors

PRICEWATERHOUSECOOPERS AUDIT ERNST & YOUNG ET AUTRES Catherine Pariset et Pierre Clavié Pierre Hurstel

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 CORPORATE OFFICERS’ COMPENSATION

 BOARD OF DIRECTORS

Directors’ attendance fees in 2010

The following attendance fees were paid to the members of the Board of Directors of the Company for serving as Directors of Crédit Agricole CIB in 2010: Attendance fees paid by Crédit Agricole S.A. and Crédit Foncier de Monaco to Directors with respect to their terms of ofﬁ ce in these companies are also stated.

 Members of the Board of Directors

Attendance fees Attendance Attendance fees paid by fees and other paid by in € Crédit Agricole compensation paid Total 2010 Total 2009 Crédit Agricole S.A. by Crédit Foncier CIB (5) de Monaco Jean-Paul CHIFFLET (Chairman 39,000 39,000 66,150 of the Board of Directors) Edmond ALPHANDERY 45,000 45,000 30,000

Philippe BRASSAC(1) 12,000 51,700 63,700

Frank E. DANGEARD 22,000 22,000 15,000

Marc DESCHAMPS(2) 00

Jean-Frédéric DREYFUS(3) 18,000 18,000 15,000

Philippe GESLIN 42,000 11,377 53,377 36,147

François IMBAULT 18,000 18,000 15,000

Marc KYRIACOU 18,000 18,000 12,000

Jean LE VOURCH 18,000 18,000 15,000

François MACE 18,000 18,000 15,000

Didier MARTIN 19,000 19,000 16,000

Jean PHILIPPE 48,000 48,000 27,000

Jean-Louis ROVEYAZ(4) 13,000 13,000

François THIBAULT(4) 9,000 9,000

François VEVERKA 48,000 66,400 114,400 78,700

(1) Director since 23 February 2010 (2) Director since 9 November 2010 (3) Elected by employees. (4) Director since 11 May 2010 (5) Meetings of the Crédit Agricole S.A. Board of Directors give rise to the payment of a fee of €3,300 per meeting for each Director and €2,750 per meeting for the non-voting director, allocated according to their actual attendance at meetings. Additional fees were paid to members of the Committees according to their attendance at meetings of these Committees and to the Chairmen of these Committees.

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The Crédit Agricole Corporate and Investment Bank Shareholders’ • members of the Compensation Committee and the Audit meeting set the maximum amount of attendance fees allocated Committee receive an annual fee for their participation in these annually at €600,000. Committees (€4,000 and €15,000 respectively); Attendance fees are distributed among Directors on the • members of the Audit Committee receive an additional fee of basis of their attendance at Board meetings and at Audit and €3,000 per person per meeting attended, with an annual limit of Compensation Committee meetings and a ﬁ xed sum is paid to €15,000 per member; the Chairman of the Board. An annual fee of €20,000 is paid to the Chairman of the Board Attendance fees are set according to the following rules: of Directors. • the amount of attendance fees paid by Crédit Agricole CIB to Members of the Board of Directors is calculated according to their attendance at Board meetings (€3,000 per meeting);

 Attendance fees paid by the Company in 2010 to Directors whose term of ofﬁ ce expired during the year Attendance fees paid by Crédit Agricole S.A. to Directors with respect to their terms of ofﬁ ce in this company are also stated.

Attendance fees paid End of the term Attendance fees paid Total Total in € by Crédit Agricole of ofﬁ ce by Crédit Agricole CIB 2010 2009 S.A. (2) Georges PAUGET, Chairman 23 February 2010 6,000 6,000 39,000 of the Board of Directors Pierre BRU 11 May 2010 7,000 21,450 28,450 63,550 Jean-Dominique COMOLLI 24 August 2010 12,000 12,000 15,000 Jean-Frédéric DE LEUSSE 23 February 2010 21,000 21,000 23,500 Jean-Yves HOCHER(1) 1 December 2010 15,000 15,000 Bernard LOLLIOT 24 August 2010 39,000 39,000 30,000 Jean-Marie SANDER 11 May 2010 6,000 45,100 51,100 79,350 Henri MOULARD, non-voting 11 May 2010 33,000 20,350 53,350 75,400 Director

(1) Mr. Hocher, director from 23 February 2010 to 1 December 2010, has served as Chief Executive Ofﬁ cer from 1 December 2010. (2) Meetings of the Crédit Agricole S.A. Board of Directors give rise to the payment of a fee of €3,300 per meeting for each Director and €2,750 per meeting for the non-voting director, allocated according to their actual attendance at meetings. Additional fees were paid to members of the Committees according to their attendance at meetings of these Committees and to the Chairmen of these Committees.

Executive Management

Compensation principles Jean-Yves Hocher’s compensation, Chief Executive Offi cer The compensation paid to Management Board members with respect to 2010 includes a fi xed component and a variable com- Jean-Yves Hocher was appointed Crédit Agricole CIB Chief Exe- ponent. cutive Offi cer on 1 December 2010, he supervises Fixed Income • The fi xed component is determined with reference to market Markets and Equity Brokerage & Derivatives business lines and practices; the following support functions: Global Internal Audit, Global Compliance and Communication. He keeps his term of offi ce • The variable component is based on quantitative and/or quali- as Crédit Agricole S.A. Deputy CEO and dedicates 85% of his tative criteria: activity to Crédit Agricole CIB. - The quantitative criteria are linked to the achievement of ear- • The fi xed component of Mr. Hocher’s compensation is set with nings objectives of Crédit agricole CIB and Crédit Agricole reference to market practice for CEO compensation. S.A. • In 2010, the variable component was based on two sets of - The qualitative criteria are linked to corporate governance, criteria: procedure and compliance, cross-selling culture and quality - quantitative criteria: assigned a weight of 50% of management and team building. - qualitative criteria: assigned a weight of 50%. - The weighting of these criteria for 2010 variable compensation was changed relative to variable compensation for 2009, in accordance with Crédit Agricole S.A. policy, and was brought back to 50% for each type of component.

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 Summary of compensation paid to Jean-Yves Hocher, ments and the following support functions: Risk Management Chief Executive Offi cer since 1 December 2010 and Permanent Controls, Finance, Credit Portfolio Management, Corporate Secretary, Legal and Global IT & Operations. Since Beginning on 1 January 2011, the costs of the fi xed and variable 1 December 2010, he has supervised Structured Finance, Tran- compensation components, pension contributions and benefi ts saction & Commercial Banking, Distressed Assets, Coverage & in kind will be shared by the two companies, Crédit Agricole CIB Investment Bank and the international network. and Crédit Agricole S.A., in proportion to the activity devoted to each of the two entities. The appointment of Mr. Jean-Yves Ho- • The fi xed portion of Mr. Cambefort’s compensation is set with cher to the function of Chief Executive Offi cer of Crédit Agricole reference to market practice for Deputy CEO compensation. CIB results in no changes to the compensation components in • In 2010, the variable component was based on two sets of effect on that date at Crédit Agricole S.A. criteria: The fi xed and variable compensation with respect to his functions - quantitative criteria: assigned a weight of 50% in December 2010 are determined and borne fi nancially by Crédit - qualitative criteria: assigned a weight of 50%. Agricole S.A. Mr. Jean-Yves Hocher’s fi xed compensation was set at €500,000  Summary of compensation paid to Pierre Cambefort, by decision of the Board of Directors on 12 January 2011. Deputy Chief Executive Offi cer since 1 December 2010 On 23 February 2011 the Board of Directors of Crédit Agricole Mr. Pierre Cambefort’s fi xed compensation was set at €260,000 S.A., acting on the proposal from the Compensation Committee, by decision of the Board of Directors on 24 August 2010. granted Jean-Yves Hocher variable compensation of €554,000 In 2010 Pierre Cambefort did not receive options or performance with respect to 2010 of which €332,400 in deferred variable com- shares with respect to his functions. pensation in the form of Crédit Agricole S.A. shares to be vested over a period of three years depending on the achievement of Pierre Cambefort, Deputy 2009 2010 performance criteria and on the condition of presence within the CEO as of 1 September (2) (3) Crédit Agricole S.A. Group. 2010 (in €) Due Paid Due Paid Fixed compensation(1) 86,667 86,667 Francis Canterini’s compensation, Variable compensation(1) 219,000(4) 0 Deputy Chief Executive Offi cer Deferred additional variable compensation subject to 146,000(4) 0 Francis Canterini was appointed Crédit Agricole CIB Deputy CEO attendance on 1 December 2010, he supervises the following support func- Compensation related to the tions: Risk & Permanent Control, Finance, Credit Portfolio Mana- 00 loyalty plan gement, Corporate Secretary, Legal and Global IT & Operations. Exceptional compensation(1) 00 His employment contract as corporate offi cer within Crédit Agri- cole S.A. is suspended as long as he exercises his term of offi ce Attendance fees 0 0 as Crédit Agricole CIB Deputy CEO. Benefi ts in kind(5) 10,573 10,573 • The fi xed portion of Mr. Canterini’s compensation is set with TOTAL 462,240 97,240 reference to market practice for Deputy CEO compensation. (1) Gross, before tax. (2) Compensation paid (from 1 September 2010) with respect to work done during the • In 2010, the variable component was based on two sets of year, regardless of the payment date. criteria: (3) All compensation paid during the year with respect to work done (from 1 September - quantitative criteria: assigned a weight of 50% 2010). (4) On 9 March 2011 the Board of Directors of Crédit Agricole CIB attributed to Pierre - qualitative criteria: assigned a weight of 50%. Cambefort total variable compensation with respect to his function as Deputy Chief Executive Offi cer of €365,000 of which €146,000 of deferred variable compensation in the form of Crédit Agricole S.A. shares to be vested over a period of three years  Summary of compensation paid to Francis Canterini, depending on the achievement of performance criteria and on the condition of pre- Deputy Chief Executive Offi cer since 1 December 2010 sence within the Crédit Agricole S.A. Group. (5) Mainly related to company housing. Mr. Francis Canterini’s fi xed compensation was set at €450,000 by decision of the Board of Directors on 12 January 2011. The fi xed and variable compensation with respect to his functions Patrick Valroff’s compensation, in December 2010 are determined and borne fi nancially by Crédit Chief Executive Offi cer Agricole S.A. Until the end of his term of offi ce on 1 December 2010, Mr. Valroff On 23 February 2011 the Board of Directors of Crédit Agricole supervised the Coverage & Investment Banking business line and S.A., acting on the proposal from the Compensation Commit- the following support functions: Human Resources, Global Inter- tee, granted Francis Canterini variable compensation of €350,000 nal Audit, Global Compliance, Corporate Secretary and Commu- with respect to 2010 of which €140,000 in deferred variable com- nication. pensation in the form of Crédit Agricole S.A. shares to be vested • The fi xed component of Mr. Valroff’s compensation is set with over a period of three years depending on the achievement of reference to market practice for CEO compensation. performance criteria and on the condition of presence within the Crédit Agricole S.A. Group. • In 2010, the variable component was based on two sets of criteria: - quantitative criteria: assigned a weight of 50% Pierre Cambefort’s compensation, - qualitative criteria: assigned a weight of 50%. Deputy Chief Executive Offi cer Until 30 November 2010, Pierre Cambefort supervised the Tran- saction & Commercial Banking and Distressed Assets Depart-

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 Summary of compensation paid to Patrick Valroff, CEO  Summary of Jérôme Grivet’s compensation, Deputy CEO from 14 May 2008 to 1 December 2010 until 31 August 2010 Mr. Patrick Valroff’s fi xed compensation was set at €650,000 by Mr. Grivet’s fi xed compensation was set at €450,000 by decision decision of the Board of Directors on 14 May 2008 and remains of the Board of Directors on 2 March 2009, effective at 1 January unchanged in 2009 and 2010. His term of offi ce expired on 2009. His term of offi ce expired on 31 August 2010. 1 December 2010. 2009 2010 Jérôme Grivet, Deputy Patrick Valroff, CEO 2009 2010 CEO until 31 August 2010 Due Paid Due Paid of Crédit Agricole (in €) (2) (3) (2) (3) Corporate and Investment Bank Due Paid Due Paid Fixed compensation(1) 450,000 450,000 299,969 299,969 from 14 May 2008 (2) (3) (2) (3) Variable compensation(1) 189,450(5) 240,000(4) 163,333(7) 189,450(5) to 1 December 2010 (in €) Deferred additional variable (5) (7) (1) compensation subject to 218,550 0 163,333 0 Fixed compensation 650,000 650,000 595,833 595,833 attendance

Variable (5) (4) (6) (5) Compensation related to (1) 441,000 565,000 600,000 441,000 0 47,425(6) 0 49,308(8) compensation the loyalty plan Deferred additional Exceptional compensation(1) 150,000(5) 50,000 0 150,400(5) variable compensation 879,000(5) 0 900,000(6) (5) Attendance fees 0 0 0 0 subject to attendance Benefi ts in kind 6,777 6,777 4,595 4,595 Compensation related 000 0 to the loyalty plan TOTAL 1,014,777 794,202 631,230 693,722 (1) Gross, before tax. Exceptional (2) (1) 0 0 0 400 Compensation paid (until 31 August 2010) with respect to work done during the year, compensation regardless of the payment date. (3) Attendance fees 0 0 0 0 All compensation paid during the year with respect to work done (until 31 August 2010). Benefi ts in kind 5,862 5,862 5,373 5,373 (4) As proposed by the Compensation Committee on 2 March 2009, the Board of Direc- tors granted Jérôme Grivet a €240,000 variable compensation with respect to 2008 TOTAL 1,975,862 1,220,862 2,101,206 1,042,606 paid in 2009 and a deferred additional variable compensation subject to attendance that the benefi ciary has waived. (1) Gross, before tax. (5) As proposed by the Compensation Committee on 19 February 2010, the Board of (2) Compensation paid (until 1 December 2010) with respect to work done during the Directors granted Jérôme Grivet a total variable compensation of €408,000 out of year, regardless of the payment date. which €189,450 with respect to 2009 and a deferred additional variable compensa- (3) All compensation paid during the year with respect to work done (until 1 December tion of €218,550 expressed in Crédit Agricole S.A. shares whose vesting has been 2010). deferred to 2012 and 2013 subject to Crédit Agricole CIB’s performance and to the (4) As proposed by the Compensation Committee on 2 March 2009, the Board of Direc- condition of presence within the Crédit Agricole Group. tors granted Patrick Valroff a €565,000 variable compensation with respect to 2008 The Compensation Committee also granted Jérôme Grivet an exceptional compen- and a deferred additional variable compensation subject to attendance that the bene- sation of €150,000. fi ciary has waived. (6) Consists of fees paid in 2009: (5) Acting on the proposal of the Crédit Agricole CIB Compensation Committee on 19 - €16,255 deferred variable compensation with respect to 2007 and with the 2nd February 2010, the Board of Directors awarded Patrick Valroff total variable com- third due in 2009 pensation of €1,320,000 comprising €441,000 to be paid with respect to 2009 and - €31,170 deferred variable compensation with respect to 2008 and with the 1st third additional conditional variable compensation of €879,000 in the form of Crédit Agri- due in 2009. cole S.A. shares whose vesting has been deferred to 2012 and 2013 subject to (7) On 9 March 2011 the Board of Directors of Crédit Agricole CIB granted Jérôme Grivet Crédit Agricole CIB’s performance and to the condition of presence within the Crédit total variable compensation of €326,666 with respect to his eight months as Crédit Agricole Group. Agricole CIB Deputy CEO of which €163,333 in deferred variable compensation in (6) On 9 March 2011 the Board of Directors of Crédit Agricole CIB granted Patrick the form of Crédit Agricole S.A. shares whose vesting has been deferred to 2012 and Valroff total variable compensation of €1,500,000 of which €900,000 in deferred 2013 subject to Crédit Agricole CIB’s performance and to the condition of presence variable compensation to be vested over a period of three years depending on the within the Crédit Agricole S.A. Group. achievement of performance criteria and on the condition of presence within the (8) Consists of fees paid in 2010: Crédit Agricole S.A. Group. - €16,922 deferred variable compensation with respect to 2007 and with the last third due in 2009 - €32,386 deferred variable compensation with respect to 2008 and with the 2nd third due in 2010. Jérôme Grivet’s compensation, Deputy Chief Executive Offi cer Alain Massiera’s compensation, Until the end of his term of offi ce on 31 August 2010, Mr. Gri- Deputy Chief Executive Offi cer vet supervised the Transaction & Commercial Banking and Dis- Until the end of his term of offi ce on 1 December 2010, Mr. Mas- tressed Assets Departments and the following support functions: siera supervised the Structured Finance, Equity Brokerage & Risk Management and Permanent Controls, Finance, Global IT & Derivatives and Fixed Income Markets business lines, along with Operations, Legal, Credit Portfolio Management and Corporate some international operations. Secretary. • The fi xed portion of Mr. Massiera’s compensation is set with • The fi xed portion of Mr. Grivet’s compensation is set with refe- reference to market practice for Deputy CEO compensation. rence to market practice for Deputy CEO compensation. • In 2010, the variable component was based on two sets of • In 2010, the variable component was based on two sets of criteria: criteria: - quantitative criteria: assigned a weight of 50% - quantitative criteria: assigned a weight of 50% - qualitative criteria: assigned a weight of 50%. - qualitative criteria: assigned a weight of 50%.

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 Summary of Alain Massiera’s compensation, Deputy CEO until 1 December 2010 Compensation due or potentially Mr. Alain Massiera’s fi xed compensation was set at €600,000 by due as a result of termination or decision of the Board of Directors on 3 March 2008, effective at 1 Janurary 2008 and it remains unchanged in 2009 and 2010. His change of offi ce term of offi ce expired on 1 December 2010. With respect to their duties within Crédit Agricole CIB, Jean-Yves Hocher, Francis Canterini and Pierre Cambefort do not benefi t Alain Massiera, Deputy 2009 2010 from a severance pay due or potentially due in the event of termi- CEO until 1 December Due Paid Due Paid nation or change of offi ce. 2010 (in €) (2) (3) (2) (3) Fixed compensation(1) 600,000 600,000 550,000 550,000 Variable compensation(1)(4) 423,000(7) 568,000(6) 576,550(9) 423,000(7), Deferred additional variable compensation 837,000(7) 0 798,450(9) 0 Crédit Agricole Corporate subject to attendance and Investment Bank loyalty Compensation related to 0 114,290(8) 0 118,747(8) the loyalty plan programme Exceptional 0 0 0 400 compensation(1) At 31 December 2010, corporate offi cers are not benefi ciaries of this plan. Attendance fees 0 0 0 0 Benefi ts in kind(5) 92,226 92,226 85,024 85,024 TOTAL 1,952,226 1,374,516 2,010,024 1,177,171 (1) Gross, before tax. (2) Compensation paid (until 1 December 2010) with respect to work done during the year, regardless of the payment date. (3) All compensation paid during the year with respect to work done (until 1 December 2010). (4) Variable compensation includes additional compensation relating to time spent outside France. (5) Benefi ts in kind are mainly related to company housing. (6) As proposed by the Compensation Committee on 2 March 2009, the Board of Direc- tors granted Alain Massiera a €568,000 variable compensation with respect to 2008, paid in 2009 and a deferred additional variable compensation subject to attendance that the benefi ciary has waived. (7) As proposed by the Compensation Committee of Crédit Agricole CIB on 19 February 2010, the Board of Directors granted Alain Massiera a total variable compensation of €1,260,000 out of which €423,000 with respect to 2009 and a deferred additional variable compensation of €837,000 expressed in Crédit Agricole A S.A. shares and vested until 2012 and 2013, subject, on the one hand to Crédit Agricole CIB’s future performance, and on the other hand to the grantee’s continued employment on these vesting dates within Crédit Agricole Group. (8) Deferred variable compensation paid with respect to 2007: - €114,290 with the 1st third due in 2009, - €118,747 with the 2nd third due in 2010. (9) On 9 March 2011 the Board of Directors of Crédit Agricole CIB granted Alain Mas- siera total variable compensation of €1,375,000 with respect to his offi ce as Crédit Agricole CIB Deputy CEO of which €798,450 in deferred variable compensation in the form of Crédit Agricole S.A. shares to be vested over a period of three years depending on the achievement of performance criteria and on the condition of presence within the Crédit Agricole S.A. Group.

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Other compensation paid by Crédit Agricole S.A. for duties performed within that company

Jean-Paul Chifﬂ et, Chairman of the Board of Georges Pauget, Chairman of the Board of Directors Directors of Crédit Agricole CIB of Crédit Agricole CIB until 23 February 2010

 Summary of compensation paid by Crédit Agricole S.A.  Summary of compensation paid by Crédit Agricole S.A. with respect to Jean-Paul Chiffl et’s functions as CEO of with respect to Georges Pauget’s functions as CEO of Crédit Agricole S.A. – Attendance fees paid by Crédit Crédit Agricole S.A. whose term of offi ce expired on 1 Agricole CIB with respect to Jean-Paul Chiffl et’s functions March 2010 – Attendance fees paid by Crédit Agricole CIB as Chairman of Crédit Agricole CIB’s Board of directors with respect to Georges Pauget’s functions as Chairman of Crédit Agricole CIB’s Board of Directors Jean-Paul Chiffl et has been a Crédit Agricole S.A. corporate offi - cer since 1 March 2010 and received a fi xed compensation of Georges Pauget was a Crédit Agricole S.A. corporate offi cer until €750,000 paid by Crédit Agricole S.A. 28 February 2010 and received from 1 January to 28 February 2010 a fi xed compensation of €153,333, unchanged compared 2009 2010 with 2009. Due Paid Due Paid (2) (3) (2) (3) 2009 2010 Fixed compensation(1) 750,000 750,000 Due Paid Due Paid (2) (3) (2) (3) 366,000(7) 0 Variable compensation(1) (5) Fixed compensation(1) 920,000 920,000 153,333 153,333 550,000(7) 0 Variable compensation(1)(5) 520,950 0 0 520,950 Exceptional compensation(1) 00 Deferred additional variable Attendance fees(4) 39,000 39,000 compensation subject to 00 0 0 Benefi ts in kind(5) 88,731 88,731 attendance Compensation related to TOTAL 1,793,731 877,731 00 0 0 the loyalty plan (1) Gross, before tax. (1) (2) Compensation paid with respect to work done during the year, regardless of the Exceptional compensation 00 0 0 payment date. Attendance fees(4) 39,000 39,000 6,000 6,000 (3) All compensation paid during the year with respect to work done. (4) Attendance fees paid by Crédit Agricole CIB with respect to Jean-Paul Chiffl et’s offi ce Benefi ts in kind 18,040 18,040 0 0 as Chairman of Crédit Agricole CIB’s Board of Directors. (5) Jean-Paul Chiffl et did not receive any variable compensation in 2010. TOTAL 1,497,990 977,040 159,333 680,283 (6) Benefi ts in kind paid in 2010 are mainly related to company housing. (1) Gross, before tax. (7) On 23 February 2011 the Board of Directors of Crédit Agricole S.A., acting on the (2) Compensation paid with respect to work done during the year, regardless of the proposal from the Compensation Committee, granted Jean-Paul Chiffl et variable payment date. compensation of €916,000 with respect to 2010 of which €550,000 in deferred (3) All compensation paid during the year with respect to work done. variable compensation in the form of Crédit Agricole S.A. shares to be vested over a (4) Attendance fees paid by Crédit Agricole CIB with respect to Georges Pauget’s offi ce period of three years depending on the achievement of performance criteria and on as Chairman of Crédit Agricole CIB’s Board of Directors. the condition of presence within the Crédit Agricole S.A. Group. (5) On 20 January 2009, Georges Pauget proposed to the Board of Directors to waive his variable compensation with respect to 2008. No payment was done in 2009 accordingly. In 2010 Georges Pauget received €520,950 of variable compensation with respect to 2009 and approved by the Board of Directors on 21 May 2010.

Supplementary pension plans Crédit Agricole CIB’s corporate offi cers do not benefi t from spe- Beginning on 1 January 2011, these commitments are entirely cifi c pension and provident plans linked to the offi ces they hold at borne by Crédit Agricole CIB for Mr. Cambefort and Mr. Canterini Crédit Agricole CIB. and for 85% for Mr. Hocher, and this during their term of offi ce at Crédit Agricole CIB. Crédit Agricole CIB does not bear the costs Mr. Jean-Paul Chifflet, Chairman of the Board of Directors of Cré- for Mr. Chifflet. dit Agricole CIB, Mr. Jean-Yves Hocher, Chief Executive Offi cer, and Mr. Pierre Cambefort and Mr. Francis Canterini, Deputy Chief Executive Offi cers, retain the benefi t of the pension plan for the managing executives of the Crédit Agricole Group that is complementary to mandatory collective pension and provident plans.

62 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CORPORATE GOVERNANCE 2

Options to subscribe for or to purchase shares – Performance shares In 2010, no stock options and no performance shares were allotted to corporate ofﬁ cers of Crédit Agricole CIB.

Table of compliance with AFEP/MEDEF’s recommendations Complementary information regarding the Chairman of the Board of Directors, the Chief Executive Offi cer and the Deputy Chief Executive Offi cers in offi ce as of 31 December 2010. Compensation or benefi ts due Compensation Employment Complementary or potentially relating to a Term of offi ce Executive contract(*) pension plan due because of non-compete Corporate offi cers termination or a clause change in function Begins Ends Yes No Yes No Yes No Yes No

(1) (1) Jean-Paul Chiffl et   Term of offi ce: with with Chairman of the Board of 23.02.2010 (1) 2013  Crédit Crédit Directors Agricole Agricole S.A. S.A. (2) (2) with Crédit Term of offi ce: with Jean-Yves Hocher th (2) Agricole 01.12 2010 4 quarter of Crédit CEO S.A. 2013 Agricole (contract S.A. suspended) Term of offi ce: Pierre Cambefort th (3) 01.09.2010 4 quarter of (3) Deputy CEO   2013 (4) Term of offi ce: with Crédit Francis Canterini 01.12.2010 4th quarter of (4) Agricole Deputy CEO  2013 S.A. (contract suspended) (1) Mr. Chiffl et was appointed Chairman on 23 February 2010 for his term of offi ce as Director. End of term of offi ce: after the Shareholders’ meeting called to approve the fi nancial statements for the year ended 31 December 2012. Crédit Agricole CIB will not bear the following commitments: in the event that Mr. Chiffl et leaves his offi ce as Crédit Agricole S.A. Chief Executive Offi cer, a severance pay will be paid by Crédit Agricole S.A. A non-competition commitment at the termination of this term of offi ce, for whatever reason, may be asked by Crédit Agricole S.A. (2) Mr. Hocher was appointed CEO on 1 December 2010 for a period expiring at the end of the Board of Directors’ meeting held in in the fourth quarter of 2013 examining the fi nancial statements for the third quarter of 2013. He was Director of the Company from 23 February 2010 to 1 December 2010. Crédit Agricole CIB will not bear the following commitments: commitments related to the re-activation terms of his employment contract with Crédit Agricole S.A. This contract is suspended until the expiration of his term of offi ce as Deputy CEO in Crédit Agricole S.A. In the event of a re-activation of his employment contract, Mr. Hocher will be subject to a non-competition clause with Crédit Agricole S.A. for one year after the termination of his employment contract. (3) Mr. Cambefort was appointed on 1 September 2010 for a period expiring at the end of the Board of Directors held in the second quarter of 2011 examining the fi nancial statements for the fi rst quarter of 2011.When the new CEO was appointed, his term of offi ce was renewed for a period expiring at the end of the Board held in the fourth quarter of 2013 examining the fi nancial statements for the third quarter of 2013. The employment contract of Mr. Cambefort with Crédit Agricole S.A. is suspended during the period of his assignment with Crédit Agricole CIB. At the end of this period, he may rejoin Crédit Agricole S.A. or another Crédit Agricole Group entity. (4) Mr. Canterini was appointed on 1 December 2010 for a period expiring at the end of the Board of Directors held in the fourth quarter of 2013 examining the fi nancial statements for the third quarter of 2013. (5) His employment contract with Crédit Agricole S.A. is suspended during his term of offi ce in Crédit Agricole CIB.

(*) The Afep/Medef recommendation against a corporate ofﬁ cer also having an employment contract only relates to the roles of Chairman of the Board of Directors and CEO.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 63 2 CORPORATE GOVERNANCE

 OFFICES HELD BY CORPORATE OFFICERS At 31 December 2010

Executive Management Jean-Yves HOCHER

Function within the Company Chief Executive Offi cer since 1 December 2010 (director from 23 February 2010 to 1 December 2010) Date of fi rst appointment 2010 Term of offi ce 2013 Holds no share

9 Quai du Président Paul Doumer 92920 Paris La Défense cedex - France

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Crédit Agricole Assurances CA Consumer Finance (01.2011) FGA Capital S.p.A.

Chairman - Sofi nco Finaref Chairman of the Supervisory Board of: - Eurofactor - Unipierre Assurances CEO - Predica Deputy CEO Crédit Agricole S.A.  ASF Amundi Group Attica Agro Paris Tech (EPCSCP)  Banque de Gestion Privée Indosuez Banco Espirito Santo (Portugal)  Cedicam Bespar Camca CACEIS Fireca Director CACI - (Credit Agricole Creditor Insurance) Médicale de France Crédit Agricole Assurances Italia Holding S.p.A. (Italy) Crédit Agricole Leasing & Factoring Emporiki Bank (Greece)  Newedge Group Vice-Chairman Predica Pacifi ca Member of the Korian Supervisory Board Deposit guarantee funds  de Sofi nco: Permanent of Crédit Agricole S.A.: • Director of Creserfi and Gecina Representative • director of Pacifi ca of Predica: • Non-voting director of Siparex Non-Voting Director Crédit Agricole Assurances Chairman of Groupement français des bancassureurs – Executive committee member of the Fédération française des sociétés d’assurances

64 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CORPORATE GOVERNANCE 2

Pierre CAMBEFORT

Function within the Company Deputy Chief Executive Offi cer since 1 September 2010 Date of fi rst appointment 2010 Term of offi ce 2013 Holds no share

9 Quai du Président Paul Doumer 92920 Paris La Défense cedex - France

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Member of the Executive Crédit Agricole S.A. Committee  Crédit Agricole Création Chairman - Calixte Investissement Chairman and CEO Mescas Centre d’échanges de données et d’information du Crédit Agricole Amundi immobilier Mutuel - CEDICAM (GIE)

Director Crédit Agricole Cheuvreux CPR Online Newedge Group Deltager S.A. Union de Banques Arabes et Françaises (UBAF) CLSA B.V. Managing Director CLSA Stichting Foundation

Francis CANTERINI

Function within the Company Deputy Chief Executive Offi cer since 1 September 2010 Date of fi rst appointment 2010 Term of offi ce 2013 Holds no share

9 Quai du Président Paul Doumer 92920 Paris La Défense cedex - France

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Member of the Executive Crédit Agricole S.A. Committee  Crédit Lyonnais Europe (SAS) Chairman - Redcliffe Investments Ltd Deputy CEO - Cariparma e Piacenza SpA (Italie) Banca Popolare Friuladria SpA (Italie) Banque Themis BP FriulAdria (and member of the Execu- Director - tive Committee) Crédit Agricole Assicurazioni Crédit Agricole Cheuvreux Crédit Logement Manager - CL Verwaltungs (GMBH) (Allemagne) Head of Group Risk Management and Permanent Controls

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 65 2 CORPORATE GOVERNANCE

Board of Directors

Jean-Paul CHIFFLET

Function within the Company Chairman of the Board of Directors and Chairman of the Compensation Committee Date of ﬁ rst appointment as Director 2004 Term of ofﬁ ce 2013 Holds one share

91-93 boulevard Pasteur - 75710 Paris Cedex 15

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market

Crédit Agricole S.A. CRCAM Centre-Est CEO  Sacam International (SAS) Crédit Lyonnais (LCL) Carvest Chairman Paciﬁ ca SAS Sacam Développement Crédit Agricole S.A.

Vice-Chairman - Rue La Boétie (SAS) Comité des banques de la région Rhône Alpes Apis CA Banque de Gestion Privée Indosuez Crédit Agricole Capital Investissement et Finance (CACIF) Deltager Crédit Agricole Financements (Suisse) SA Director - GIE Attica Predica Sacam (SAS) Sacam Participations SAS Siparex associés (SA) Société Civile Immobilière du Crédit Agricole Mutuel (SCICAM)

Fédération bancaire française (FBF) Fédération Rhône-Alpes du Crédit Member of the (Association)  Agricole Executive Committee - SAS Sacam Santefﬁ

Member of the ADICAM (SARL) Management - GECAM (GIE) Committee of CRCAM Centre-Est: • Director, AMT (GIE) of SAS Sacam Permanent - Développement: Representative • Director,Crédit Lyonnais (LCL) • Director, Lyon Place ﬁ nancière et tertiaire (Association) • Corporate Secretary, Fédération Nationale du Crédit Agricole (FNCA) • Member of the Conseil économique et Member of the Advisory Council, Paris Europlace social de Paris • Founding Chairman in the Rhône Alpes of IMS, Entreprendre pour la cité

66 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CORPORATE GOVERNANCE 2

Edmond ALPHANDERY

Function within the Company Director - Member of the Audit Committee Date of ﬁ rst appointment 2002 Term of ofﬁ ce 2011 Holds one share 4, place Raoul Dautry - 75015 Paris

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Chairman CNP Assurances  Caixa Seguros (Brésil)  CNP Unicredit Vita (Italie) Director  GDF Suez  Icade  Member of the European Advisory Board of Lehman Brothers and then of « the Euro- pean Advisory Panel » of Nomura Securi- ties.

Philippe BRASSAC

Function within the Company Director Date of ﬁ rst appointment 2010 Term of ofﬁ ce 2013 Holds one share 111 avenue Emile Dechame 06708 Saint Laurent du Var Cedex

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Chairman and CEO Deltager SA. AMT (Association de Moyens SAS Sacam Développement Technologiques) (GIE) Chairman SOFIPACA SOFIPACA GESTION (SAS) Crédit Agricole S.A. (MEMBER OF THE STRATEGIC COMMITTEE AND OF THE  Vice-Chairman APPOINTMENT AND GOVERNING COMMITTEE) SAS Rue la Boétie SACAM Participations (SAS) Cariparma (Italie) Director Société Civile Immobilière du Crédit Agricole Mutuel (SCICAM) (SCI) Crédit Foncier de Monaco Permanent de la SAS SACAM DEVELOPPEMENT : Representative • Director, Crédit Lyonnais (LCL) CRCAM Provence Côte d’Azur CEO SACAM INTERNATIONAL Member of the Management Committee ADICAM (SARL) Member of the Executive Committee - SACAM Square Habitat (SAS) Fédération Nationale du Crédit Corporate Secretary Agricole (FNCA) Corporate Secretary of the Management GIE GECAM Committee

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 67 2 CORPORATE GOVERNANCE

Frank DANGEARD Function within the Company Director – Chairman of the Compensation Committee Date of ﬁ rst appointment 2005 Term of ofﬁ ce 2011 Holds one share 22, rue Simon Dereure - 75018 Paris

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Chairman of the Board of Directors Atari  Chairman and CEO Thomson Chairman of the Strategic Council PricewaterhouseCoopers (France)  Managing Partner Harcourt  Bruegel (Association - Belgique)  EDF Enerqos France (SAS)  Equant (Pays-Bas) Moser Baer India Limited (MBIL)(Inde) Orange Director Moser Baer Private Projects (MBPP) (Inde)  Sonaecom (Portugal)  Symantec (USA)  Member of the Harvard Business School Consultancy Council HEC

Marc DESCHAMPS Function within the Company Director Date of ﬁ rst appointment 2010 Term of ofﬁ ce 2013 Holds one share 3 Avenue de la Libération - 63000 Clermont-Ferrand

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Caisse régionale de Crédit Agricole Caisse régionale de Crédit Agricole Mutuel CEO Mutuel de Centre-France de Normandie (01.2011) Chairman and CEO -Soﬁ normandie (SAS) CA Immo Normandie (SAS) (01.2011) Chairman - CA Normandie Immobilier (SAS) (01.2011) Soﬁ manche (01.2011) Centre d’échanges de données et Banque Chalus d’information du Crédit Agricole Mutuel - CEDICAM (GIE) (01.2011) CA Consumer Finance Crédit Lyonnais (LCL) Director Fonds d’Investissement et de Recherche Crédit Agricole Leasing & Factoring du Crédit Agricole - FIRECA Crédit Agricole Services (GIE) Pleinchamp (SAS) Crédit Agricole Technologies (GIE) Sacam Participations (SAS) of CRCAM de Normandie: • Chairman, Britline (SAS) (01.2011) Permanent Représentative • Director, Uni Expansion Ouest (01.2011) • Manager, SEP Normandie (01.2011)

68 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CORPORATE GOVERNANCE 2

Jean-Frédéric DREYFUS Function within the Company Director (Director representing employees – In charged of mission for the Corporate Secretary – sustainable development) Date of ﬁ rst appointement 1999 Term of ofﬁ ce 2011 Holds one share 9, quai du Président Paul Doumer - 92920 Paris la Défense cedex

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Agence nationale pour la participation des Université Paris Dauphine  employeurs à l’effort de construction Observatoire de la responsabilité sociétale des entreprises (ORSE - Astria Director Association)(Trésorier)  - Foncière logement Union d’économie sociale pour le - logement Comité consultatif de l’Autorité des normes comptables  Conseil consultatif du secteur ﬁ nancier Member Conseil national du développement - durable Confédération française de Treasurer l’encadrement – CGC - Trésorier confédéral 

Philippe GESLIN

Function within the Company Director – Member of the Audit Committee Date of ﬁ rst appointment 2002 Term of ofﬁ ce 2011 Holds one share

FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Chairman of the Supervisory Board - Etam Développement Crédit Foncier de Monaco Gecina Director  Union Financière de France Banque  Euro Disney SCA Member of the  Supervisory Board Euro Disney Associés SCA  of Invelios Capital: • Director, Société sucrière de   Permanent Pithiviers le Vieil Representative • Director, Société Vermandoise- Industries • Member of the Supervisory Board, Société vermandoise de sucreries   Manager Gestion Financière Conseil (SARL)  Non-voting Director Invelios Capital 

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 69 2 CORPORATE GOVERNANCE

François IMBAULT

Function within the Company Director Date of ﬁ rst appointment 2004 Term of ofﬁ ce 2013 Holds one share 26, quai de la Râpée - 75012 Paris FUNCTIONS AT 31 DECEMBER 2010

of CRCAM de Paris et d’Ile de France: • Director, Socadif Permanent • Manager, Société Civile Immobilière Representative Agricole de l’Ile de France • Manager, Société Civile Immobilière Bercy- Villiot

Director CADIF Actions (Association)

Marc KYRIACOU

Function within the Company Director (Director representing employees) Date of ﬁ rst appointment 2007 Term of ofﬁ ce 2011 Holds one share 9, quai du Président Paul Doumer - 92920 Paris la Défense cedex FUNCTIONS WITHIN NO OTHER OFFICE AT 31 DECEMBER 2010 THE PAST FIVE YEARS - -

70 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CORPORATE GOVERNANCE 2

Jean LE VOURCH Function within the Company Director Date of ﬁ rst appointment 2007 Term of ofﬁ ce 2011 Holds one share 7, rue du Loch - 29555 Quimper cedex FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Caisse régionale de Crédit Agricole Mutuel du Finistère Coopérative laitière de Ploudanel Breiz Europe (Association – Belgique) Sica Ouest Elevage Chairman  Société ﬁ nancière du groupe Even Régilait (Chairman of the Supervisory Board) Vice-Chairman - Uclab Crédit Agricole Assurances Director Prévoyance Dialogue du Crédit Agricole - Predica Member of the Supervisory Board Crédit Agricole Titres (SNC)

of CRCAM du Finistère: • Chairman, Fédération bretonne du Crédit Agricole • Vice-Chairman, Investir en Finistère (Association)  • Member of the Supervisory Board, Crédit Agricole Bretagne Habitat Permanent Representative Holding • Director, Coﬁ lmo 

of Fédération bretonne du Crédit Agricole: • Director, Valorial (Association) • Member of the Conseil économique  et social de Bretagne  - Manager GFA de Kerveguen - Partner GAEC Le Vourch 

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François MACÉ

Function within the Company Director - Member of the Audit Committee Date of ﬁ rst appointment 2008 Term of ofﬁ ce 2011 Holds one share 18, rue Davout BP 29085 - 21085 DIJON CEDEX 9 FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Caisse régionale de Crédit Agricole Caisse régionale de Crédit Agricole CEO Mutuel de Champagne-Bourgogne Mutuel de Charente-Périgord Chairman John-Deere Credit (SAS)  Fonds d’investissement et de recherche CA Consumer Finance du Crédit Agricole FIRECA (SAS) CAMCA Pleinchamp (SAS) CAMCA Réassurance Director Crédit Agricole Capital Investissement & Finance (CACIF) Crédit Agricole Risk Insurance CARI (Luxembourg) Meridian Bank (Serbie) Member of the Managing Board Uni Editions (SAS) of CRCAM de Champagne- of CRCAM de Charente-Périgord: Permanent Bourgogne: • Chairman, GIE Comète Representative • Partner, SNC AMT • Director, GIE Greencam, Grand Sud • Partner, SNC Greencam Ouest Capital SA and Radian

Didier MARTIN

Function within the Company Director – Member of the Compensation Committee Date of ﬁ rst appointment 2002 Term of ofﬁ ce 2011 Holds one share 130, rue du Faubourg Saint Honoré - 75008 Paris FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Partner Cabinet Bredin Prat  Chairman of the Supervisory Board - Mondialum (SAS) Member of the Supervisory Board Soparexo (S.C.A.)  of Front Line (SAS): Permanent Representative - • Member of the Supervisory Board of Europacorp

72 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CORPORATE GOVERNANCE 2

Jean PHILIPPE

Function within the Company Director - Member of the Audit Committee Date of ﬁ rst appointment 2007 Term of ofﬁ ce 2011 Holds one share 64060 PAU CEDEX 9 FUNCTIONS AT 31 DECEMBER 2010

Chairman Radian

Crédit Agricole Covered Bonds Crédit Agricole Cheuvreux

Crédit Agricole Solidarité et Eurofactor Développement (Association) FIA-NET  Foncaris Director Fonds d’investissement et de GSCO Capital recherche du Crédit Agricole – Fireca

SACAM Participations (SAS)

Société Civile Immobilière du Crédit Agricole Mutuel (SCICAM)

Synergie (GIE)

of Caisse régionale de Crédit Agricole Mutuel Pyrénées Gascogne : • Chairman of the Board of Directors, Permanent BANKOA SA (Espagne) Representative • Director of: - Grand Sud Ouest Capital SA - Mercagentes S.A. (Espagne) - Mercagestión S.A. (Espagne)

Member of the Management GIE Gecam Committee

• Chairman of the Board of Association Nationale des Cadres de Direction de la FNCA • Chairman of the Committee of Pilotage Nouvelles Relations Clients en multicanal • Member of the Comité des partenariats and member of the Commission du Développement FNCA

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Jean-Louis ROVEYAZ

Function within the Company Director – Member of the Compensation Committee Date of ﬁ rst appointment 2010 Term of ofﬁ ce 2011 Holds one share 52, boulevard Pierre Coubertin – 49004 Angers Cedex 01 FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Caisse régionale de Crédit Agricole Pleinchamp (SAS) (Président du Comité Chairman of the Mutuel de l’Anjou et du Maine exécutif) Board of Directors Pleinchamp (SAS) Chairman of the Société d’épargne foncière agricole Supervisory Board (SEFA) Cariparma (S.p.A) (Italie) Director Crédit Agricole Covered Bonds Chairman of the Comité du ﬁ nancement de l’agriculture de la FNCA Member of the Comité d’orientation agro-alimentaire Crédit Agricole S.A.

François THIBAULT

Function within the Company Director Date of ﬁ rst appointment 2010 Term of ofﬁ ce 2013 Holds one share 26 rue de la Godde - 45800 Saint Jean de Braye FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Caisse Régionale de Crédit Agricole Mutuel Centre Loire (et de la Caisse locale de Cosne sur Loire) Carcentre (GIE) Chairman Centre Loire Expansion (SAS) CAMCA et ﬁ liales luxembourgeoises Pleinchamp (SAS) Association pour le développement local du Crédit Agricole ADELCA Foncaris Crédit Agricole Titres Director CA Consumer Finance CNMCCA (Confédération) Member of the Lukas Bank (Pologne) Supervisory Board Member of the Executive Sacam Pleinchamp (SAS) Committee Chairman of the Comité d’orientation et de la promotion (COP), the Comité de la ﬁ lière vins and the Commission satisfactions clients et compétitivité Member of the committee , Fonds d’investissement et de recherche du Crédit Agricole /Fireca (SAS) - d’Energie et environnement Member of the following Commissions: Commission nationale de Rémunération des Cadres de Direction, Commission Mutualiste et Commission Passerelle, Commission des Cadres dirigeants du Groupe Crédit Agricole Partner of GAEC Thibault, GFA de Montour and GFA de Villargeau d’En Haut

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François VEVERKA

Function within the Company Director – Chairman of the Audit Committee Date of ﬁ rst appointment 2009 Term of ofﬁ ce 2012 Holds one share 84 avenue des Pages - 78110 Le Vésinet FUNCTIONS AT 31 DECEMBER 2010

Entity Company outside whose FUNCTIONS WITHIN shares are THE PAST FIVE YEARS FUNCTION COMPANY Crédit listed on a Agricole regulated Group market Consultant Banqueﬁ nance associés Crédit Agricole S.A. And Chairman of the Audit and Risks Committee– Member of the Strategic Committee and the Compensation Director Committee Crédit Lyonnais (LCL) And Chairman of the Finance and Risk Committee Member of the Supervisory Board Octoﬁ nances

Standard & Poor’s – Institutional relations Executive Managing - Director for all the European businesses.

Compagnie de Financement Foncier CEO - (CEO and then member of the Executive Committee) Member of the Comité ﬁ nancier de la Fondation pour la recherche médicale

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 75 2 CORPORATE GOVERNANCE

Potential conﬂ icts of interest among members of the Board of Directors and Management Board between their private interrests or other duties and their duties towards Crédit Agricole CIB

To Crédit Agricole CIB’s knowledge, there is no potential confl ict The Rules of Procedure of the Board of Directors remind the of interest between the duties of members of the Board of Direc- members of the Board of their obligation to inform the Board tors and Management Board with respect to Crédit Agricole CIB about each confl ict of interest, including the potential ones, in and their private interests. which they could be involved directly or indirectly and to avoid participating in votes on such matters. Crédit Agricole CIB’s Board of Directors and Management Board include corporate offi cers of companies (including Crédit Agricole Group companies) with which Crédit Agricole CIB has commercial relationships. This may be a source of potential confl icts of interest.

Article L. 621-18-2 of the Code Monétaire et Financier and article 223-26 of the Autorité des Marchés Financiers’ General Regulations

The Company shares were not listed on a regulated market, provisions of article L. 621-18-2 of the Code Monétaire et Financier are not applicable to the Company accordingly. Information on the ownership structure at 31 December 2010 is provided in note 6.14 to the consolidated ﬁ nancial statements page 191.

 EXECUTIVE COMMITTEE

The composition of Crédit Agricole CIB’s Executive Committee at 31 December 2010 is as follows:

Jean-Yves HOCHER Chief Executive Offi cer Pierre CAMBEFORT Deputy Chief Executive Offi cer Francis CANTERINI Deputy Chief Executive Offi cer

Jean-François MARCHAL Structured Finance Jonathan SLONE Equity Brokerage & Derivatives Jean-Claude BASSIEN Equity Brokerage & Derivatives Guy LAFFINEUR Fixed Income Markets

Daniel PUYO Rik Management and Permanent Controls Thomas GADENNE Finance Eric BAUDSON Global IT & Operations Ivana BONNET Human Resources Jean-Pierre TREMENBERT Corporate Secretary

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CRÉDIT AGRICOLE CIB GROUP BUSINESS REVIEW AND FINANCIAL INFORMATION ...... 78  PRESENTATION OF THE CREDIT AGRICOLE CIB GROUP’S FINANCIAL STATEMENTS ...... 78  ECONOMIC AND FINANCIAL ENVIRONMENT...... 79  BUSINESS REVIEW AND CONSOLIDATED INCOME STATEMENT ...... 80  BUSINESS REVIEW AND CONSOLIDATED INCOME STATEMENT BUSINESS LINE ...... 81  CONSOLIDATED BALANCE SHEET ...... 85  RECENT TRENDS AND OUTLOOK ...... 87

CRÉDIT AGRICOLE CIB (SA) FINANCIAL STATEMENTS ...... 88  CRÉDIT AGRICOLE CIB (SA) CONDENSED BALANCE SHEET ...... 88  CRÉDIT AGRICOLE CIB (SA) CONDENSED INCOME STATEMENT ...... 90  FIVE-YEAR FINANCIAL SUMMARY ...... 91  RECENT CHANGES IN SHARE CAPITAL ...... 92  INFORMATIONS ON CORPORATE OFFICERS ...... 93

RISK MANAGEMENT ...... 94  ORGANISATION OF THE RISK FUNCTION ...... 94  CREDIT RISKS ...... 95  MARKET RISKS ...... 104  SENSITIVE EXPOSURES BASED ON THE FINANCIAL STABILITY BOARD RECOMMENDATIONS ...... 108  ASSET AND LIABILITY MANAGEMENT – STRUCTURAL FINANCIAL RISKS ...... 114  OPERATIONAL RISKS ...... 119  LEGAL RISKS ...... 120  NON-COMPLIANCE RISKS ...... 121

PILLAR 3 OF THE BASEL II REFORM ...... 122  REGULATORY BACKGROUND ...... 122  RISK MANAGEMENT ...... 122  REGULATORY RATIOS ...... 122  CAPITAL, CAPITAL REQUIREMENTS AND CAPITAL ADEQUACY ...... 124  CREDIT RISK ...... 127  MARKET RISKS ...... 137  OPERATIONAL RISKS ...... 138

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 CRÉDIT AGRICOLE CIB GROUP BUSINESS REVIEW AND FINANCIAL INFORMATION

 PRESENTATION OF THE CRÉDIT AGRICOLE CIB GROUP’S FINANCIAL STATEMENTS

• the methods of recognising a business combination achieved in Changes to accounting principles stages or partial disposals resulting in loss of control and policies • the allocation of price adjustment clauses, when they are fi nan- Pursuant to EC regulation 1606/2002, the annual consolidated cial instruments, in accordance with the provisions of IAS 39. fi nancial statements were prepared in accordance with IAS/IFRS During the year 2010, Crédit Agricole CIB did not carry out any standards and IFRIC interpretations as adopted by the European signifi cant transactions that are liable to be concerned by this Union (the « carve-out » version) and uses certain dispensations of change of accounting method. IAS 39 as regards macro-hedge accounting. The standards and interpretations are identical to those used and described in the Group fi nancial statements at 31 Decem- ber 2009, except for the change in option for the recognition of actuarial gains and losses on the post-employment-benefi ts of Changes in the scope of the defi ned-benefi t plans. According to IAS 19, actuarial gains consolidation and losses on defi ned-benefi t plans can be recognised: Changes in the scope of consolidation during the year are des- • Either in profi t and loss in their entirety; cribed below: • Or in profi t and loss for a portion determined according to the « corridor » approach;  Entries in 2010 • Or in other comprehensive income (shareholders’ equity) in their entirety. The following new created companies were added to the scope of consolidation: Until 31 December 2009, all the actuarial gains and losses were • Crédit Agricole CIB Services Private Ltd, accounted for by Crédit Agricole CIB in the profi t and loss of the period. • Cheuvreux/CLSA Global Portfolio Trading Pte Ltd. To provide information more comparable with the principles applied by the other companies, Crédit Agricole CIB has decided to record the actuarial gains and losses in « unrealized gains and  Disposals in 2010 losses recorded directly in shareholders’ equity ». This approach is The following company, whose business activities were no longer applied permanently and homogeneously to all the pension plans material, is deconsolidated: as of 1 January 2010. • Chauray Contrôle SAS. This change in accounting option is in accordance with the ac- The following companies are removed out of the scope of consoli- counting standard IAS 8, with a retrospective application. dation because they were liquidated in the fourth quarter of 2010: These standards and interpretations have been supplemented by • Calyon Bank Polska SA, the provisions of those IFRS as endorsed by the European Union • EDELAAR EESV. at 31 December 2010 and that must be applied in 2010 for the fi rst time. The following three companies merged and are removed out of the scope of consolidation: The application of these new provisions did not produce any ma- • CAAM Distribution AV, terial impact over the accounting period, except for the revisions • CAAM Espana Holding, of standards IAS 27 and IFRS 3. • Doumer Philemon SAS. The prospective application of revised IAS 27 and IFRS 3 to acquisitions effective as of 1 January 2010 has resulted in a change Crédit Agricole CIB Saudi Fransi Limited which is held for sale is of accounting method for the Group. The main issues are: deconsolidated at 31 December 2010. • the initial recognition of non-controlling interests Finally, because the Caisse Régionale du Crédit Agricole de Franche Comté acquired shares of Crédit Agricole Financement • the acquisition-related costs Suisse, our voting interest declined below the consolidation re- • certain transactions must be recognised separately from the quirements to be accounted for under the equity method, this business combination subsidiary is removed of the scope of consolidation accordingly.

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 Corporate name change

The corporate name of the Company changed on 6 February The names of the subsidiaries that changed during 2010 are pro- 2010. As of this date, its corporate name « Calyon » has became vided in note 2.1 on the changes in the scope of consolidation. « Crédit Agricole Corporate and Investment Bank ».

 ECONOMIC AND FINANCIAL ENVIRONMENT

During the fi rst half of 2010, the news was dominated by the its meeting on 2-3 November 2010 and in line with expectations, sovereign debt crisis in Europe, which began in Greece before the Fed announced its intention to acquire an additional €600 spreading to all heavily indebted countries in the eurozone (Ire- billion of long-term US treasury bills up until June 2011, whilst land, Portugal and, to a lesser extent, Spain). This rise in tensions leaving open the possibility of adjusting the scale of this pro- resulted in an explosion in risk premiums for bonds from states gramme either upwards or downward to pursue its objectives of judged at risk and in fl ight-to-safe-haven purchases of best-ra- full employment and stability of prices. The markets responded ted sovereign debt (the yield on German Bunds, for example, fell favourably to the news and to the better than expected cyclical below 2.6% in mid-year). The concerns also gradually shifted to indicators, revising their growth forecasts for the United States European banks that carry this sovereign risk. The euro was signi- upwards. These were further strengthened by the new 2011 fi scal fi cantly penalised and lost over 15% of its value against the US stimulus plan announced by President Obama at the beginning dollar in six months to touch a low point of 1.19 at the beginning of December. With fears of the recession returning dissipating, of June. long-term US rates naturally adjusted, gaining more than 1% in the space of a month and then fl uctuating at around 3.4% until In response, European leaders created a stabilisation fund total- the end of year. ling €750 billion: €440 billion in a fund guaranteed by the member states (the European Financial Stability Facility (EFSF)) to which The US dollar also picked up, even while the markets began to the European Union added €60 billion and the International speculate that Ireland might make use of the EFSF. Following the Monetary Fund around €250 billion. In addition Greece is bene- same pattern as Greece, Ireland was eventually obliged to call fi tting from a dedicated emergency aid programme worth €110 on European aid at the end of November, after the withdrawal billion which should cover its fi nancing requirements until the end of investors and the liquidity crisis. This bailout package totalled of 2012. The European Central Bank for its part has reactiva- €85 billion and the Irish government has undertaken to make €15 ted a certain number of liquidity support measures and has also billion in savings over four years to bring its budget defi cit back announced a programme to buy back public and private securi- below the 3% mark. At the same time, Europe has laid down ties on secondary markets. This aid programme, which comes the foundations for a permanent crisis resolution mechanism to with stringent conditions (recipient countries must implement a follow the current emergency plan from July 2013.This mecha- programme for budget streamlining and structural reforms), ena- nism provides for the involvement of private bondholders, on a bling governments to take the necessary budget measures to put case-by-case basis, after an in-depth debt sustainability analysis public debt back on a sustainable path without being under pres- of countries in diffi culty. As there are no details about how this me- sure from the markets. This response has brought relative calm chanism would work, markets have appeared cautious about it. to the markets: whilst the stabilisation plan wards off any liquidity These fi nancial jolts have not arrested the recovery. In Europe, crisis in the short term, concerns about the longer term solvency survey data at the end of the year confi rmed that the recovery of certain eurozone member states have not disappeared. was still in full swing albeit at a slow, but solid, rate, because it During the summer a series of poor US fi gures rekindled doubts was being driven by domestic demand. In the United States, bu- as to the sustainable nature of the recovery in the United States, siness indicators were also positive and growth accelerated at the with the spectre of the recession returning. Markets were quick to end of 2010 to attain 3.2% on an annualised basis (on early fore- question the Fed’s decision to increase the scale of its securities casts). This good news sustained the upward trend in risk-free purchases (quantitative easing programme –QE) to stimulate acti- rates with, by implication, portfolio reallocations towards riskier vity in a context of high unemployment and very low infl ation. This and therefore higher yielding assets. The euro, benefi tting both put the US dollar under pressure (which fell as low as 1.42 against from this renewed appetite for risk and the lull observed on the the euro at the beginning of November) and kept long-term rates European sovereign debt front, ended the year at close to $1.34. down (low point of 2.38% at the beginning of October). Following

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 BUSINESS REVIEW AND CONSOLIDATED INCOME STATEMENT Condensed consolidated statement of income

2010 2009 Change 2010 Ongoing 2009 Ongoing 2010/2009(1) € million Activities Activities Net banking income 5,698 6,072 4,428 5,775 5%

Operating expenses (3,835) (3,727) (3,471) (3,347) 11%

Gross operating income 1,863 2,345 957 2,428 (3%)

Cost of risk (638) (298) (1,769) (1,032) (71%)

Income from equity afﬁ liates 139 139 117 117 19%

Gains/(losses) on other assets (13) (13) 22 22 ns

Pre-tax income 1,351 2,173 (673) 1,535 42%

Corporate income tax (309) (574) 381 (338) 70%

Net income/(loss) 1,042 1,599 (292) 1,197 34%

Minority interests 37 37 39 39 (5%)

Net income, Group share 1,005 1,562 (331) 1,158 35%

Net income, Group share restated(2) 1,594 1,764 (10%)

(1) Ongoing activities. (2) Restated for revaluation of debt issues and loan hedges.

2010 marked the likely end of the refocusing and development Restated for the impact of revaluation of debt issues and loan plan launched in 2008. Based on the results, Crédit Agricole hedges, net banking income of ongoing activities has decreased CIB complied with its commitments both in discontinuing ope- by 9%, after an exceptional year 2009 in the markets. ration management (signifi cant reduction of its risk profi le) and in The ongoing activity cost to income ratio remained close to 60% ongoing activities (a recurrent profi t base of €1 billion has been in 2010. maintained). The results posted by Banque Saudi Fransi (accounted for under In 2010, the EUR 1 billion target for recurrent earnings was sur- the equity method) showed a sharp increase compared with last passed in the fi rst nine months of the year. year. If global targets are achieved, the results of the fi nancing activi- In an environment characterised by a highly reduced cost of risk ties and those of the capital markets activities were nevertheless and losses from discontinuing operations that continued to shrink, contrasting in 2010 with a record performance for the fi rst one Crédit Agricole Corporate and Investment Bank experienced a and a decreasing contribution for the second one. return to profi ts with a net income (Group share) of €1,005 million.

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 BUSINESS REVIEW AND INCOME STATEMENT BY BUSINESS LINE Financing

Change Change at constant 2010 2009 2010/2009 exchange € million rates Net banking income 2,657 1,928 38% 32%

Operating expenses (832) (775) 7% 4%

Gross operating income 1,825 1,153 58% 51%

Cost of risk (164) (931) (82%)

Income from equity afﬁ liates 138 117 18%

Gains/(losses) on other assets (6) 5 ns

Pre-tax income 1,793 344 x 5.2

Corporate income tax (456) (61) x 7.5

Net income/(loss) 1,337 283 x 4.7

Minority interests 23 26 (12%)

Net income, Group share 1,314 257 x 5.1

Net income, Group share restated (1) 1,324 533 x 2.5

(1) Restated for revaluation of debt issues and loan hedges.

In 2010, the active management of loan hedges led to reduce House of the Year » (Jane’s Transport Finance, 2010) for the signifi cantly their volatility and reduce the impact on results to fi fth consecutive year. The bank also benefi ted from good non-material levels (a net loss of €10 million in 2010 compared performances regarding asset backed transactions especially in with a loss of €276 million in 2009). the real estate and hotel and shipping sectors. Restated for loan hedges, the net banking income of these On the syndication market, Crédit Agricole CIB, that is recognized activities increased by 14% compared to 2009. for its expertise in syndicated loans and specialised fi nancing, has maintained its leading position in France and its number three Although all the business lines have experienced an increase, ranking in the EMEA area (Thomson Financial and Dealogic, this rise is mainly due to the excellent performance of structured 2010). fi nance activities. 2010 is a record year for the fi nancing activities as a whole in Crédit Agricole CIB pursued its growth by benefi ting from its terms of revenues with a low cost of risk that decreased by 82% developing activities (infrastructure and power, natural resources, compared to 2009. aircraft and rail fi nancing, Trade Finance…). As a result of all these elements, the net income, (Group share) Crédit Agricole CIB ranked bookrunner number one regarding the amounted to €1.3 billion at the end of 2010. number of deals in project fi nancing (Project Finance International and Deologic, 2010) and received the award of « Aircraft Finance

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Capital Markets and Investment Banking

Change 2010 2009 2010/2009 € million Net banking income 2,880 3,219 (11%)

Operating expenses (2,501) (2,204) 13%

Gross operating income 379 1,015 (63%)

Cost of risk (118) (96) 23%

Income from equity afﬁ liates 1 ns

Gains/(losses) on other assets 7ns

Pre-tax income 262 926 (72%)

Corporate income tax (84) (209) (60%)

Net income/(loss) 178 717 (75%)

Minority interests 6 7 (14%)

Net income, Group share 172 710 (76%)

Net income, (Group share) restated(1) 193 1,040 (81%)

(1) Restated for revaluation of debt issues.

After exceptional market conditions in 2009, Capital Markets and In 2010, discussions on the principles of a future partnership Investment Banking activities recorded decreasing revenues in a between Crédit Agricole CIB and the CITICS Chinese broker have 2010 environment that remains uncertain. been launched. These discussions aim at the creation of a leading global brokerage platform and an investment bank in the In the Fixed Income activities, the performances recorded in debt Asia-Pacifi c region. In the structure considered, transactions shall and credit markets businesses as well as for treasury remain result in both Crédit Agricole CIB and CITICS owning an equal satisfactory. The results of forex and commodity businesses are stake in a holding company comprising CLSA, CA Chevreux, almost stable whereas fi xed-income businesses suffered signifi - Crédit Agricole Securities (USA) Inc., the institutional brokerage cantly just the same as most of the other operators in the market. and investment banking activities of CITIC Securities Internatio- Crédit Agricole is ranked fi fth global book runner for euro corpo- nal which is based in Hong-Kong (CITICS’s subsidiary), as well rate bonds (Thomson Financial, 2010). as Equity Capital Market businesses and M&A activities of Crédit Despite the high market volatility, investment banking supported Agricole CIB in Asia. numerous clients in capital increase transactions, convertible The cost of risk remains at low levels. bond issues, spin-offs and employee savings on a global scale. After-tax, net income (Group share), restated for revaluation of Crédit Agricole CIB is ranked second in 2010 and fi rst in 2009 for debt issues, was €193 million. the Equity Capital Markets Activity in France (Thomson Financial). The VaR of ongoing activities remains signifi cantly below its limit Brokerage revenues, in spite of decreasing volumes and a slug- of €35 million, as indicating a cautious market risk management. gish European market, have slightly increased, mainly driven by CLSA that still benefi ts from the dynamism of Asian markets.

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Discontinuing operations

Change 2010 2009 2010/2009 € million Net banking income (374) (1,347) (72%)

Operating expenses (108) (124) (13%)

Gross operating income (482) (1,471) (67%)

Cost of risk (340) (737) (54%)

Pre-tax income (822) (2,208) (63%)

Corporate income tax 265 719 (63%)

Net income, Group share (557) (1,489) (63%)

The continued active portfolio management of discontinuing ope- Additional impairment losses on the CDOs, CLOs and ABS was of rations led to reduce signifi cantly the losses from these operations €608 million in 2010 (in NBI and cost of risk) following the slightly that became less and less material in the Bank’s results. The net tightening of our recovery assumptions in the fi rst semester of income of discontinuing operations registered a loss of €557 mil- 2010, compared to a loss of €1.8 billion in 2009. These fi gures lion at 31 December 2010 compared with a loss of €1,489 million include counterparty risk on monoline insurers and Credit Deri- at the end of 2009, that is to say 63% lower. vative Products Companies, whose exposures are still reducing. Exposure to exotic derivatives declined steadily over the year. It For example, residual exposure to monocline insurers amounted registered a profi t of €35 million compared with a loss of €72 to €159 million at 31 December 2010. million in 2009. Additional information concerning the nature of the main expo- The stabilization plan implemented in June 2009 on the correlation sures is provided in the section of the management report entit- portfolio has led to reduce volatility signifi cantly. The narrowing of led « Sensitive Exposures based on the Financial Stability Board spreads, which had begun in the second quarter of 2009, coup- recommendations » page 108. led with an active implied risk management has resulted in limiting the loss in net banking income to - €141 million in 2010.

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International Private Banking

Change 2010 2009 2010/2009 € million Net banking income 541 487 11%

Operating expenses (385) (356) 8%

Gross operating income 156 131 19%

Cost of risk (16) (5) x 3.2

Pre-tax income 133 126 6%

Corporate income tax (25) (22) 14%

Net income/(loss) 108 104 4%

Minority interests 8 6 33%

Net income, Group share 100 98 2%

Despite the scepticism of clients in a remaining volatile environ- Inﬂ ows were positive in 2010 and increased by + €5.5 billion ment and a proportion of cash assets still very important, 2010 compared with 2009, including 63% on institutional investors. delivers a good commercial and ﬁ nancial performance with a net Wealth under management amounted to €71 billion at banking income which increased by 11%, driven by the revenues 31 December 2010, compared with €62 billion at the end of of the treasury activity despite an unfavourable exchange rate $/ December 2009. CHF.

Proprietary Asset Management and other activities

Change 2010 2009 2010/2009 € million Net banking income (6) 141 ns

Operating expenses (9) (12) (25%)

Gross operating income (15) 129 ns

Gains/(losses) on other assets 0 10 ns

Pre-tax income (15) 139 ns

Corporate income tax (9) (46) (80%)

Net income, Group share (24) 93 ns

2009 mainly registered the cancellation of the expense for deeply subordinated notes in the fourth quarter of 2009 (counterparty Crédit Agricole S.A.).

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 CONSOLIDATED BALANCE SHEET OF CRÉDIT AGRICOLE CIB

Assets

€ billion 31.12.2010 31.12.2009

Cash, due from central banks and other banks (excluding repos) 49.2 51.1

Financial assets at fair value (excluding repos) 334.0 346.8

Derivative ﬁ nancial instruments held for hedging 1.2 1.3

Available-for-sale ﬁ nancial assets 19.1 23.2

Loans and advances to customers (excluding repos) 122.5 116.4

Repos 131.5 109.2

Accruals, prepayments and sundry assets 54.8 60.7

Investments in equity afﬁ liates 1.1 0.9

Non-current assets 0.9 0.9

Goodwill 1.9 1.9

Total 716.2 712.4

Liabilities and shareholders’ equity

€ billion 31.12.2010 31.12.2009

Due to central banks and other banks (excluding repos) 56.8 50.0

Financial liabilities at fair value (excluding repos) 304.9 324.5

Derivative ﬁ nancial instruments held for hedging 1.3 0.8

Customer accounts (excluding repos) 103.3 87.2

Repos 115.8 111.8

Debt securities in issue 61.9 64.0

Accruals, deferred income and sundry liabilities 47.3 50.5

Reserves 0.9 1.2

Subordinated debt 8.7 8.0

Minority interests 0.7 0.9

Shareholders’ equity, Group share (excluding net income for the year) 13.6 13.8

Net income, group share 1 (0.3)

Total 716.2 712.4

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At 31 December 2010, Crédit Agricole CIB had total assets of  Amounts due to customers (excluding €716 billion, a rise of €4 billion compared to 31 December 2009. USD variation dragged total assets up by €16 billion and JPY repos) volatility increased assets by €8 million. The main changes were The rise resulted principally from deposits of ﬁ nancial customers in the following items: and currency effects.

 Financial assets and liabilities at fair  Accruals, prepayments, sundry assets value through profi t and loss and liabilities Financial assets at fair value through profi t and loss (excluding re- Accruals, prepayments and sundry assets and liabilities mainly pos) fell by €13 billion, while fi nancial liabilities at fair value through include securities’ sales and purchases transactions awaiting profi t and loss (excluding repos) fell by €20 billion. Financial assets settlement and cash collateral paid or received on fi nancial consist mainly of the positive fair value of derivative fi nancial ins- markets operations. truments and the portfolio of securities held for trading. Financial liabilities consist mainly of the negative fair value of derivatives, negotiable debt instruments held for trading and securities sold short.  Debt securities in issue The reduction in these items arose mainly from the lower mark-to- Apart from traditional refi nancing via interbank borrowings, Crédit market value of derivatives, which dragged assets down by €16 Agricole CIB raises liquidity via issuing paper in the main fi nancial billion and liabilities by €19 billion, mostly on interest-rate deriva- markets (particularly in the USA via its US branch and its CACIB tives and credit derivatives. Global Partners Inc. subsidiary, the UK via its London branch, and France).

 Securities purchased or sold under  Shareholders’ equity (Group share) repurchase agreements Shareholders’ equity (Group share) excluding net income for the Repo activities are mainly in Paris, which accounted for 59% period was €13.6 billion at year-end, nearly stable compared with of securities purchased and 61% of securities sold under repo 31 December 2009. agreements. The rise in securities on the asset side in 2010 mostly resulted from the increase in treasury trading activities of Treasury.

 Customer loans and receivables (excluding repos) Loans and receivables to customers amounted to €122.5 billion at 31 December 2010. These receivables mainly arose from ﬁ - nancing activities and are mostly related to corporate customers (88%).

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 RECENT TRENDS AND OUTLOOK

- Align its capital market and investment banking activities with 2011 outlook the priorities of its corporate banking activities The United States has made the choice of growth to alleviate the * fi xed income activities serving target customers and burden of debt, public and private, by once again turning on the opening up access to a global investor base. monetary and budgetary levers to stimulate activity (no Federal * equity activities capitalising on the bank’s sector ex- Reserve rate increases expected before mid-2012). With this pertise. strategy, growth of 3% in 2011 seems possible, provided that there are also more signs of self-sustained growth increases. The - Adapt its geographical presence according to priority custo- rise in US long-term rates, which have stabilised since mid-De- mers, key sectors and access to liquidity. cember at around 3.4% (the 10-year rate), refl ects the success of • An optimised structure: rigorous management of resources and this gamble. Europe, having chosen the route of austerity to bring redeploying them to serve its expansion. public debt back to sustainable trajectories, is just ticking over - Operating effi ciency plan. (with growth of 1.5% in 2011) with major divergences according to governments, depending on the size of their debt problems. - Optimising of the international operations. The gamble is that of an ordered correction of public fi nances • Controlled resources: active management of risk-weighted coupled with basic reforms to return to a path of healthy growth. assets. The gamble is risky with markets ready to penalize the slightest - Ongoing CIB risk-weighted assets excluding regulatory impact defi ciency. The high levels of risk premiums on sovereign debt of of CRD 3 & 4 more or less stable in 2011-14. the peripheral countries are evidence of this feverishness. A surprise came in early 2011 when the ECB adopted a decide- dly more aggressive posture toward infl ationary risk. The ECB, 2014 fi nancial targets: whose sole mandate is price stability in the medium term, had • NBI: ≈ €7 billiion. no other choice than to raise its tone at a time when infl ation is above its target (of 2.4% in January). But the fi rst sign of monetary • Cost/income ratio < 60%, down more than 6 points compared tightening is still unlikely at this stage: price pressures originating to 2010. upstream (higher energy and food prices) over which the ECB • Net income, Group share (marginal impact on earnings of dis- has no control at all. The lack of growth in the euro zone, the continuing operations in 2014): ≈ €1.8 billion. high level of the unemployment rate, the latent overcapacities and a situation that is still fragile and uncertain on the sovereign • RoE (CRD 3 & 4, calculated at 7% of risk-weighted assets at the debt front in peripheral countries should in addition dissuade the end of the period)(1): 13-15%. ECB from raising its rates in 2011. Nevertheless, this change in tone precipitated market corrections with a sharp rise in rates on (1) With a cost of risk of 50 bp of risk-weighted assets of global fi nance short term maturities and a rise in the Euro that reached EUR1 = activities. USD1.37 in January. The rebound of the European currency, against a background of forecast interest rate hikes by the ECB, should therefore be short- lived. The foreign exchange market should give greater weight to growth differentials and to the benefi t of the dollar (a target exchange rate of EUR 1 = USD 1.25 by end-2011). Disclaimer On the other hand, long-term risk-free rates will continue to rise This presentation includes prospective information on the Group, which to begin to be in accordance with the recovery plan underway is supplied as information on trends and, in many cases, is referred to as (3.75% for the Germany Bund and 4% for the US 10-year rate by a « target ». This data does not represent forecasts within the meaning of the end of 2011). Even though Europe is providing a suffi ciently European Regulation 809/2004 of 29 April 2004 (chapter 1, article 2, § 10). convincing and credible response to the sovereign debt crisis, in This information was developed from scenarios based on a number of eco- particular after the meeting of the European Council on 24 and nomic assumptions for a given competitive and regulatory environment. 25 March 2011, spreads in peripheral countries should end up by Therefore, these assumptions are by nature subject to random factors that reducing signifi cantly. could cause actual results to differ from projections. Crédit Agricole S.A. makes no undertakings and declines all liability vis-à- vis investors or any other stakeholder for updating or revising any of the

statements, prospective information, trends or targets contained herein, particularly as a result of new information or future events. Crédit Agricole Corporate and The presentation includes 2010 fi gures extracted from the consolidated fi nancial statements of Crédit Agricole S.A. which are based on estimates, Investment Bank outlook particularly in calculating market value and asset impairment. On 17 March 2011, Crédit Agricole Group disclosed its medium Readers must take all these risk factors and uncertainties into considera- term plan of Crédit Agricole S.A. Group, 2014 Commitments. tion before making their own judgement. Crédit Agricole Corporate and Investment Bank has set for its Neither the Crédit Agricole Group nor Crédit Agricole S.A. and their repre- corporate and investment banking activities, three strategic tar- sentatives shall not be held liable for any damages arising in connection gets for 2014: with the information appearing in this presentation. The fi gures in respect of the year ended 31 December 2010 and of fi nancial • Selective expansion: targets have been prepared in accordance with the IFRS standards adop- - Consolidate its model as a local corporate bank, with confi r- ted by the European Union. med sector expertise on a global scale.

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 INFORMATION ON CRÉDIT AGRICOLE CIB (SA) FINANCIAL STATEMENTS

 CRÉDIT AGRICOLE CIB (SA) CONDENSED BALANCE SHEET Assets Liabilities and

31.12.2010 31.12.2009 shareholders’ 31.12.2010 31.12.2009 equity € billion € billion Interbank and similar items 153.7 150.1 Interbank and similar items 113.3 116.7 Customer items 121.8 111.4 Customer accounts 131.7 109.9 Securities portfolio 63.0 59.7 Debt securities in issue 78.3 79.0 Accruals, prepayments and Accruals, deferred income and 309.3 317.2 311.7 322.0 sundry assets sundry liabilities Impairment and subordinated Non-current assets 8.4 8.7 12.1 11.8 debt Fund for general banking risks 0.1 0.1 Shareholders’ equity (excl. FRBG) 9.0 7.6 Total liabilities and Total assets 656.2 647.1 656.2 647.1 shareholders’ equity

At 31 December 2010, Crédit Agricole CIB’s total assets were  Customer transactions €656 billion, an increase of €9 billion relative to the 31 December 2009 ﬁ gure. Assets rose by €10.4 billion ( + 9.3%), and liabilities increased by €21.8 billion (+19.8%). Repos to customers rise by €3.3 billion on the asset side and by  Interbank transactions €7.1 million on the liability side. Assets relating to interbank transactions increased by €3.6 billion Excluding repo activities, the changes amounted to +€7.1 billion (+2.4%). with a decrease of - €4 billion in demand deposits with on the asset side and to + €14.7 billion on the liability side. central banks, of - €9.7 billion on treasury bills and a rise of €17.3 • The rise in lending to customers is mainly due to Crédit billion on due from banks (including an increase of €16.0 billion on Agricole CIB France and more particularly to structured ﬁ nance securities sold under repurchase agreements from the treasury outstandings which increased by +€3.6 billion. activity). • The increase of liabilities relating to customer transactions was On the contrary, interbank liabilities decreased by €3.4 billion, mainly due to Crédit Agricole CIB USA and Crédit Agricole CIB including - €6.2 billion on repos and + €3.4 billion on borrowings. UK (+ €11.0 billion) with a high growth of deposits from different These changes mainly result from several factors: investment funds. • a lower part of assets invested in European Sovereign Debts; • an interest-rate from central banks less attractive, leading to more buoyant investments; • a reallocation of resources in 2010 to cash and a surge in repos (+€22.0 billion in net assets/liabilities).

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 Securities transactions and debt Crédit Agricole CIB S.A. supplier securities in issue payment times Securities transactions increased by €3.3 billion or 5.4% and debt Crédit Agricole CIB pays its suppliers within 25-40 days. securities in issue slightly decreased by €0.7 billion. Crédit Agricole CIB had outstanding payables of €13.9 million at The increase on the asset side is mainly due to the purchase of 31 December 2010. bonds issued by Crédit Agricole S.A. for an amount of €5.4 billion.

 Accruals, prepayments, sundry assets and liabilities Accruals mainly registered derivatives fi nancial instruments at fair value. These amounts are reported in fi nancial assets and liabilities measured at fair value in the consolidated fi nancial statements. «Other assets » and «other liabilities » mostly include premiums on conditional derivative fi nancial instruments, miscellaneous debtors and creditors and trading securities’ sales and purchases transactions awaiting settlement.

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 CRÉDIT AGRICOLE CIB (SA) CONDENSED INCOME STATEMENT

2010 2009 € million Net banking income 3,339 4,368

Operating expenses (2,201) (1,995)

Gross operating income 1,138 2,373

Cost of risk (594) (1,691)

Net operating income 544 682

Net gain/loss on disposal of non-current assets (335) (19)

Pre-tax income on ordinary activities 209 663

Net extraordinary items (2) 0

Corporate income tax 1,176 45

Net allocation to the FGBR and regulated reserves 5 12

Net income/(loss) 1,388 720

Crédit Agricole CIB’s net banking income in 2010 was €3.3 billion. nuing activities. The decrease in the cost of risk refl ects a global In the diffi cult market climate, revenues from the fi xed- income improvement in business conditions and in the specifi c risk on activities have clearly declined compared with the exceptional Crédit Agricole CIB counterparties. This reduction is also due to market conditions in 2009 for treasury activities and debt and the signifi cantly reduced losses from discontinuing activities. credit markets businesses in particular. Nevertheless, in 2010 The item «corporate income tax » is positive in 2010 (+€1.2 billion) fi nancing activities delivered a record performance, particularly due to the purchase by Crédit Agricole S.A. of previous carry- in structured fi nance. Losses from discontinuing activities signi- forward tax defi cits according to the tax consolidation group fi cantly decreased compared with previous years and have now (impact of +€1.4 billion versus €135 million in 2009). a moderate impact on revenues (a - €374 million in net banking income). Crédit Agricole CIB is part of the Crédit Agricole S.A. tax consolidation group. The tax consolidation agreement between Crédit General operating expenses increased by €206 million (+11%). Agricole S.A. and Crédit Agricole CIB enables Crédit Agricole CIB This increase resulted from a historically low level of costs in 2009 to sell its tax defi cits. (due to measures to reduce costs) and an unfavourable currency effect. Crédit Agricole CIB (SA) generated a net income of €1,388 million in 2010 as opposed to a €720 million gain in 2009. Crédit Agricole Crédit Agricole CIB generated a gross operating income of €1.1 CIB France accounted for +€828 million of this profi t, while its billion in 2010. branches accounted for +€560 million. The cost of risk amounted to -€0.6 billion in 2010 (versus a loss of €1.7 billion in 2009), half of the provisions concerns disconti-

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 FIVE-YEAR FINANCIAL SUMMARY

ITEMS 2006 2007 2008 2009 2010

Share capital at year-end (€) 3,435,953,121 3,714,724,584 3,714,724,584 6,055,504,839 6,055,504,839

Number of shares issued 127,257,523 137,582,392 137,582,392 224,277,957 224,277,957

Total result of realized transactions (€)

Gross revenue (excl. tax) 382,645,157,674 367,761,333,633 488,353,038,936 447,272,516,791 292,137,398,707

Proﬁ t before tax, depreciation, 1,789,896,247 (2,237,246,750) (2,936,075,816) 1,519,217,173 110,543,984 amortisation and reserves

Corporate income tax 317,676,006 (12,205,109) 135,098,156 (27,584,540) (1,178,684,864)

Proﬁ t after tax, depreciation, amortisation 1,530,910,827 (2,855,358,688) (4,153,939,642) 719,761,962 1,388,131,633 and reserves

Amount of dividends paid 2,048,450,000 0 0 0 955,424,097

Earnings per share (€)

Proﬁ t after tax but before depreciation, (2)11.57 (3)(16.17) (4)(22.32) (5)6.90 (6)5.75 amortisation and reserves

Proﬁ t after tax, depreciation, amortisation (2)12.03 (3)(20.75) (4)(30.19) (5)3.21 (6)6.19 and reserves

Dividend per share 16.10 0.00 0.00 0.00 4.26

Personnel

Number of employees (7)7,735 (7)8,363 (7)7,695 (7)7,415 (7)7,455

Wages and salaries paid during the 961,599,074 1,011,387,894 855,077,555 826,742,162 888,153,068 ﬁ nancial year

Employee beneﬁ ts and social 336,915,857 323,470,829 339,015,389 294,878,902 304,213,017 contributions

Payroll taxes 53,599,575 29,752,164 33,903,795 33,192,628 32,772,179

(1) Calculation based on number of shares issue excluding treasury stock at end-2005, i.e. 115,547,092. (2) Calculation based on number of shares issue excluding treasury stock at end-2006, i.e. 127,257,523. (3) Calculation based on number of shares issue excluding treasury stock at end-2007, i.e. 137,582,392. (4) Calculation based on number of shares issue excluding treasury stock at end-2008, i.e. 137,582,392. (5) Calculation based on number of shares issue excluding treasury stock at end-2009, i.e. 224,277,957. (6) Calculation based on number of shares issue excluding treasury stock at end-2010, i.e. 224,277,957. (7) Average headcount.

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 RECENT CHANGES IN SHARE CAPITAL

he table below shows changes in Crédit Agricole CIB’s share capital over the last ﬁ ve years.

Amount Number Date and type of transaction of share capital of shares (€)

Share capital at 31 December 2005 3,119,771,484 115,547,092

Scrip dividend payment 316,181,637 11,710,431

Share capital at 31 December 2006 3,435,953,121 127,257,523

Scrip dividend payment 278,771,463 10,324,869

Share capital at 31 December 2007 3,714,724,584 137,582,392

Share capital at 31 December 2008 3,714,724,584 137,582,392

28.01.2009 2,340,780,255 86,695,565 Capital increase (share issuance)

26.08.2009

Capital increase (issuance premiums and increase in the par value of existing shares) 2,357,161,328

Capital decrease (appropriation of 2008 retained earnings and decrease of the par value (2,357,161,328) of existing shares)

Share capital at 31 December 2009 6,055,504,839 224,277,957

Share capital at 31 December 2010 6,055,504,839 224,277,957

Authorisations to effect capital increases Information required by article L.225-100 of the Code de commerce: Crédit Agricole CIB has no authorization validated, granted by the Shareholders’ meeting to the Board of Directors, to proceed to capital increases.

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 INFORMATIONS ON CORPORATE OFFICERS

Information relating to the compensation, terms of offi ce and func- Trading in the Company’s shares by corporate offi cers: information tions of corporate offi cers as required by article L.225-102-1 of the that could be required by article L.621-18-2 of the Code Monétaire Code de Commerce is provided in the « Corporate Governance » et Financier and article 223-26 of the Autorité des Marchés Finan- chapter on pages 57 to 76. ciers’ general regulations is provided in page 76 of this document.

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 RISK MANAGEMENT

 ORGANISATION OF THE RISK FUNCTION

The Risk Management and Permanent Controls (RPC) division is who is in charge of developing, mostly thanks to actions of in charge of the supervision and permanent control of risks across communication and training, a set of collective knowledge based the whole of the Crédit Agricole CIB Group’s scope of internal on methodologies, the « best practices », the Risk strategies and control. It carries out second-level supervision and permanent procedures of the Bank. control of credit, market and operational risks. It also supervises units in charge of fi nancial internal control, along with those in charge of information continuity and security. Governance Crédit Agricole CIB ‘s Risk Management and Permanent Controls organisation is integrated into the Crédit Agricole S.A. Group’s  Information of Crédit Agricole CIB Risk Management and Permanent Controls business line. Risk management is delegated to Crédit Agricole CIB under formally governance bodies adopted subsidiarity and delegation principles. Within this fra- The Crédit Agricole CIB Audit Committee and Board of Directors mework, the RPC regularly reports its major risks to Crédit Agri- receive a report on Risk Management and main exposures quar- cole SA’s Group Risk Management Division, and has Crédit Agri- terly, a report on Risk situation semi-annually and specifi c mono- cole S.A.’s Group Risk Management Committee (CRG) approve graphs when needed that are realised periodically or on request. those cases which exceed its authorised limits as well as substantial risk strategies at the Crédit Agricole S.A. Group level. The global management of the activities is structured around the two following committees: • a Strategic Risk Management Committee (CSR), whose aim A worldwide organisation is to ensure that the bank global strategy is consistent with its capacity of taking risks. It also reviews main issues and decides The RPC is a worldwide organisation with the following attributes: on the measures to take. This Committee includes Executive • all risk management tasks and business lines, whatever their Management, the commercial unit managers, the Chief Finan- nature or location, are grouped together within the division. The cial Offi cer, the Crédit Agricole CIB Risk Management Division RPC has seven departments: and the Crédit Agricole S.A. Head of Risk Management; - « Corporate » Individual Counterparty Risks, • a Strategy and Portfolio Committee (CSP), which oversees - « Financial Institutions » Individual Counterparty Risks, each location/country, each signifi cant subsidiary within a specifi c strategy - Organisation, projects and operational management of Counterparty Risks giving the main development guidelines for each business. It also - Counterparty risks on market transactions, decides on the main risk budgets in the global portfolio and reviews their utilisation periodically. - Country and Portfolio Risks, Decision-making process is based on selected cases by dedica- - Market Risks, ted committees: - Permanent Controls and Operational Risks, and Corporate Secretariat of RPC; • Business and geographical Committees are in charge of retail fi nancing within the limit granted to each manager; and specialised units (Risk culture, supervision, central management and specifi c cases); • the most signifi cant fi les are reviewed by the Counterparty Risk Committee (CRC) which is chaired by a member of Executive • all of Crédit Agricole CIB’s local and regional RPC managers Management. The Crédit Agricole S.A. Group Risk Manage- within the international network report directly to the RPC’s ment Division (DRG) is systematically a member of this commit- managers at Head Offi ce; tee and receives all the fi les. The cases with an amount higher • internal fi nancial control offi cers and information continuity than the limits granted to Crédit Agricole CIB are presented for and security offi cers report functionally to the head of the decision to the Crédit Agricole S.A. Executive Management, Permanent Controls and Operational Risks department; after approval by the Group Risk Management Division; • Crédit Agricole CIB’s head of Risk Management and Perma- • the Market Risk Committee (CRM), which is also chaired by nent Controls reports hierarchically to Crédit Agricole S.A.’s a member of Executive Management, monitors market ex- head of Group Risk Management; posures twice a month. The CRM sets the limits and does controls on compliance accordingly. • Crédit Agricole CIB’s head of Risk Management and Perma- nent Control reports functionally to Crédit Agricole CIB’s Mana- gement Board and is a member of Crédit Agricole CIB’s Exe- cutive Committee. In 2010 the organisation changed with the creation in Paris of a unit called « Risk Culture » that reports to the Head of RPC

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Operational management bodies • The Supervisory Risk Management Committee which belongs to the CRG. Chaired by the Crédit Agricole S.A. CEO, this OIn addition to the Committees in charge of risks (CSR, CRC, committee reviews counterparties which present signs of CRM), risk management reports are also regularly presented to deterioration or a need of arbitrage between entities of the the following bodies: Group; • Crédit Agricole CIB Executive Committee, with debates and • The Standards and Methodology Committee (CNM) is chaired discussions dedicated to risk management; by the Crédit Agricole S.A. Head of Risk Management and • Internal Control Committee which is responsible for monitoring Permanent Controls to which Crédit Agricole CIB submits market and counterparty limits as well as the recommenda- for decision any proposal of new or existing methodology tions of internal and external audit bodies; as regards to measurement or qualiﬁ cation under the Basel Committee before implementation in Crédit Agricole CIB; • Faîtier Central Permanent Control Committee which validates the work assigned to Permanent Control and reviews the per- • The CIB Business Line Monitoring Committee is chaired by the manent control systems of the Business Lines or branches and Crédit Agricole S.A. Head of Risk Management and Permanent cross-functional issues. Controls in the presence of the Crédit Agricole CIB Deputy CEO in charge of the support functions and of the Crédit Agricole CIB Risk Management Division. This committee reviews Crédit Crédit Agricole S.A. risk management process Agricole CIB risk situation as well as the progress of some of these processes . Crédit Agricole CIB is part of the Crédit Agricole S.A. Risk process which is structured by the following bodies: • The Group Risk Management Committee is chaired by the Crédit Agricole S.A. CEO. Crédit Agricole CIB mainly presents to the committee its approvals, its main limit risk strategies, its budgets by country, the corporate signiﬁ cant outstanding, the sensitive cases as well as the market risk situation

 CREDIT RISK

A credit risk occurs when a counterparty is unable to fulﬁ ll its The exposure may be a loan, debt security, deed of property, obligations and when the book value of these obligations in the performance exchange contract, guarantee or unused conﬁ rmed bank’s records is positive. The counterparty may be a bank, an commitment. The risk also includes the settlement risk inherent in industrial or commercial corporate, a government or government any transaction entailing an exchange of cash or physical goods entity, an investment fund or a natural person. outside a secure settlement system.

Objectives and policy

Risk-taking in Crédit Agricole CIB must be done through the risk Concentration risks are managed by using specifi c indicators that strategy defi nition approved by the Strategy and Portfolio Com- are taken into account for granting loans. Then concentrations mittee (CSP), chaired by Executive Management. The risk strate- are monitored a posteriori for the entire portfolio by identifying gies are set for each entity or business line carrying a risk within the most signifi cant exposures and by using specifi c quantitative the scope of control of Crédit Agricole CIB. The strategies defi ne indicators. the boundaries within which each business line or geographical Finally, an active portfolio management is done within Crédit Agri- entity must conduct its activities: industrial sectors included (or cole CIB to reduce main concentration risks and also to optimize excluded), type of counterparty, nature and duration of transac- its uses of shareholders’ equity. The CPM uses market instru- tions and products authorised, category or intensity of risks incur- ments such as credit derivatives or securitisation mechanisms to red, existence and value of guarantees, overall portfolio volume, reduce and diversify counterparty risks. The credit syndication defi nition of individual and overall risk level, diversifi cation criteria. from external banks as well as a hedging policy (credit-insurance, The defi nition of a risk strategy on each scope, sector, business derivatives, etc) are other ways to limit possible concentrations. line or geographic entity allows Crédit Agricole CIB to require quality criteria on the commitments that are taken. It also prevents from excessive concentrations not expected by Crédit Agricole CIB and it leads to a risk diversifi cation of the portfolio profi le.

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Credit risk management

General principles of risk-taking Credit decisions depend on the upstream risk strategies that are Where the risk is substantiated, a collective and specifi c defi ned above. impairment policy is put into effect. Limits are set for all counterparties and groups of counterparties, New transactions are approved according to a decision- in order to control the amount of commitments, whatever the type making process based on two front-offi ce signatures, one by a of counterparty (corporate, sovereign, banks, fi nancial institutions, commitment analysis unit, the other by a front-offi ce manager as local authorities, SPEs, etc.). Authorisations vary according signing offi cer. to the quality of the risk, assessed by an internal rating of the The decision is supported by an independent opinion by the counterparty. The credit decision must form part of the formally RPC and must take Basel II parameters into account, including approved risk strategies. the internal rating of the counterparty and the predictive Loss Second-level controls on compliance with limits are performed Given Default (LGD) attributed to the proposed transactions; a by the RPC, supplemented by a process for monitoring calculation of ex-ante profi tability (RAROC) must also be included individual risks and portfolio risks, in order to detect any possible in the credit fi le. In the event that the risk management team’s deterioration in the quality of the counterparty and Crédit Agricole opinion is negative, the decision-making power is passed up to CIB’s commitments as far ahead as possible. the chairman of the higher committee.

Risk measurement methods and systems  Internal rating system They are devised using the expertise of the various ﬁ nancing activities within Crédit Agricole CIB, or within the Crédit Agricole The internal rating system covers all methods, procedures and Group if they cover customers shared by the whole Group. The controls used to calculate credit risk, borrower ratings and loss rating scale has 15 notches. It has been established on the basis given default ﬁ gures for all of our exposures. of a segmentation of risk so as to provide a uniform view of default In 2007, Crédit Agricole CIB received authorisation from the risk over a full business cycle. The scale comprises thirteen ratings Autorité de Contrôle Prudentiel (ex-Commission Bancaire)to use (A+ to E-) for counterparties that are not in default (including two its internal credit risk rating system to calculate regulatory capital ratings for counterparties that have been placed under watch) requirements. and two ratings (F and Z) for counterparties that are in default. The methods used cover all types of counterparty and combine quantitative and qualitative criteria.

 Comparison between the internal Group ratings and the rating agencies

Crédit Agricole A+ A B+ B C+ C C- D+ D D- E+ E E- Group Indicative Moody's Aa1/ Caa/ Aaa Aa3/A1 A2/A3 Baa1 Baa2 Baa3 Ba1 Ba2 Ba3 B1/B2 B3 rating Aa2 Ca/C equivalent Indicative Standard's CCC/ & Poor's AAA AA+/AA AA-/A+ A/A- BBB+ BBB BBB- BB+ BB BB- B+/B B- rating CC/C equivalent

All the methods are presented and validated by Crédit Agricole Data used for granting loans and determining ratings are S.A.’s Standards and Methodology Committee, which ensures monitored every month by a data quality committee. This that they are consistent with the Group’s other methods. committee is coordinated by the Risk Management Department, and representatives of all business lines take part in it. The The internal ratings of corporate customers are monitored using a committee monitors a set of indicators concerning the quality system deployed across the whole Crédit Agricole Group, known of data used for rating purposes, as well as the calculation of as « FRANE » (corporate rating regulatory support functions), other Basel II parameters when granting loans, such as loss given which ensures that uniform ratings are applied throughout the default (LGD), credit conversion factor (CCF) and risk reduction group and organises back-testing work on shared customers. factor (RRF). The committee helps business lines apply Basel Crédit Agricole CIB has ensured that the risk parameters required II requirements and, if necessary, to take remedial action when by Basel II, allowing the calculation of capital requirements, discrepancies arise. It provides important help in checking that are used as part of the Bank’s internal management. They are the Basel II system is used properly by the business lines. used by all people involved in the process of granting loans and measuring and monitoring credit risks.

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 Credit risk measurement its business. Average loss and volatility fi gures enable Crédit Agri- cole CIB to anticipate the average risk-related cost in its portfolio, and changes therein. Economic capital is an additional measu- The measurement of credit risk exposures includes both drawn rement of Basel II regulatory capital, to the extent that it allows facilities and confi rmed unutilized facilities. To measure counter- a more detailed view of the portfolio using a correlation model party risk on capital markets transactions, Crédit Agricole CIB and parameters calibrated using internal databases. For example, uses an internal method for estimating the underlying risk of deri- economic capital is estimated by taking into account Crédit Agri- vative fi nancial instruments such as swaps and structured pro- cole CIB’s internal rating target rather than the 99.9% confi dence ducts. interval required by Basel II. The counterparty risk on markets transactions is subject to the The internal portfolio model also takes into account the positive recognition of potential risk arising from the change in market va- impact of protection (Credit Default Swaps, securitisations) pur- lue of derivatives instruments during their residual lifespan. When chased by Crédit Agricole CIB’s Credit Portfolio Management the netting and collateralization agreements with the counterparty unit. Finally, it measures the effects of excessive concentration or allow, counterparty risk is measured for the portfolio net of eli- diversifi cation within our portfolio. gible collateral. The corporate and investment business uses this method for the internal management of counterparty risk, and it Stress scenarios are the fi nal type of counterparty risk assess- differs from the regulatory approach used to meet the measu- ment tool. They are regularly produced to estimate the impact of rement requirements of European, and international capital ade- extreme shocks on some or all of the portfolio. quacy ratios or for reporting majors risks. To reduce exposure to counterparty risks, the corporate and in- Sector risks vestment business enters into netting and collateralization agreements with its counterparties (cf. paragraph 4. below: « Credit risk Crédit Agricole CIB’s portfolio is analysed by major industrial sec- mitigation mechanism). tor at regular intervals, at least once a quarter. Risks within each sector in terms of commitments, level of risk (expected loss, eco- Information on credit risks are provided in page 100 of the mana- nomic capital) and concentration are examined. gement report as well as in note 3 of the notes to the consolidated fi nancial statements. Concentration is assessed on two levels: the sector’s weighting within Crédit Agricole CIB’s overall portfolio and the level of diversifi cation within each sector. Portfolio and concentration risks At the same time, the economic and fi nancial risks of each signi- Decision-making and individual risk monitoring within Crédit Agri- fi cant sector are analysed and leading indicators of deterioration cole CIB are backed up by a portfolio risk monitoring system that are monitored. These analysis are prepared with Crédit Agricole enables the group to assess S.A’s specialists teams. counterparty risks for its overall portfolio and for each of the Stress scenarios are also prepared where necessary. constituent sub-portfolios, according to a breakdown by business In the light of these various analyses, measures to diversify or line, sector, geographic zone, or any delineation that brings out protect sectors at risk of deterioration are recommended. specifi c risk characteristics in the overall portfolio. Portfolio reviews are conducted periodically at each profi t centre Country risks in order to check that the portfolio is consistent with the risk strategy in force, to assess the various segments of the portfolio Country risk is the risk that economic, fi nancial, political or social against one another and against any aspects of the operating conditions in a foreign country will affect the bank’s fi nancial environment or external impacts that may be infl uencing them, interests. It does not differ in nature from « elementary » risks and fi nally to reassess the internal rating of the counterparties (credit, market and operational risks). It constitutes a set of under review. risks resulting from the bank’s vulnerability to a specifi c political, Different tools were implemented to detect any concentration macroeconomic and fi nancial environment. deemed to be excessive for the entire portfolio, sub-portfolios or The system for assessing and monitoring country risk within at a unit level: Crédit Agricole CIB is based on an internal rating model. Internal • Unit concentration scales were implemented to give reference country ratings are based on criteria relating to the economy’s points according to the nature, the size, the rating and the geo- structural solidity, ability to pay, governance and political stability. graphic area of the counterparty. They are used in the loan- Annually reviewed limits and risk strategies are applied to granting process and are periodically implemented to the entire each country whose rating is lower than the threshold set by portfolio to detect concentrations that seem to be excessive a procedures. posteriori. In addition, the Bank performs scenario analyses to test adverse • The concentrations by sector or by geographic area are regu- macroeconomic and fi nancial assumptions, which give an larly the subject of supervision, ad hoc analysis and when nee- integrated overview of the risks to which it may be exposed in ded, of recommendations for action. In all cases, concentration situations of extreme tension. risks are taken into account in the risk strategy analysis of each The Group manages and controls its country risks according to business line or geographic entity. the following principles: Crédit Agricole CIB employs credit risk modelling tools and in • Activities exposed to country risk are defi ned and identifi ed particular uses an internal portfolio model that calculates ave- through the development and monitoring of analytical country rage expected loss, average loss volatility and unexpected loss, risk management tools. allowing it to estimate the economic capital required to conduct

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• Acceptable country risk exposure limits are determined through by the transaction counterparties. Crédit Agricole CIB uses inter- annual reviews of country strategies, depending on the portfo- nal methods to estimate the current and potential risk inherent in lio’s vulnerability to country risk. This degree of vulnerability is derivative fi nancial instruments, taking a net portfolio approach determined by the type and structure of transactions, the quality for each client: of counterparties and the term of commitments. These expo- • the current risk is the amount that would be due by the counter- sure limits may be reviewed more frequently if developments in party in the event of immediate default; a particular country make this necessary. These strategies and limits are validated by Crédit Agricole CIB’s Strategy and Port- • the risk of variation is the estimated maximum amount of our exposure over the residual life of the transaction, at a given folio Committee (CSP) or Country Risk Committee (CRP) and confi dence interval. by Crédit Agricole S.A.’s Risk Management Committee (CRG). The methods used are based on Monte Carlo simulations to mea- • Country risk is evaluated on a regular basis through the produc- sure the risk of change in the market value of a portfolio tion and quarterly updating of ratings on each country to which the Group is exposed. These ratings are produced using an of derivatives over the residual life of the portfolio, based on a internal country rating model based on various criteria (struc- statistical observation of movements in the underlying variables. tural solidity, governance, political stability and ability/desire to The model also takes into account various risk mitigation factors, pay). Specifi c events may cause ratings to be adjusted before linked to set-off and collateralisation contracts negotiated with the next quarterly review. counterparties during the pre-transaction documentation phase. • Crédit Agricole CIB’s Country and Portfolio Risk Department The risk of variation calculated using the internal model is used to validates transactions whose size, maturity and country risk manage limits assigned to counterparties and to calculate econo- intensity may potentially affect the quality of the portfolio. mic capital under Pillar 2 of Basel II, by calculating the « Expected Positive Exposure », which corresponds to an average risk profi le • Country-risk exposure is monitored and controlled in both quan- in a global portfolio approach. titative (amount and term of exposure) and qualitative (portfolio vulnerability) terms through specifi c and regular reports on all For regulatory purposes, Crédit Agricole CIB uses the standard country risk exposures. approach to calculate the benchmark Exposure At Default (mark- to-market+ regulatory add-on [potential credit risk] after factoring in portfolio effects). See note 3.1 to the consolidated fi nancial sta- Counterparty risks on capital market activities tements: « Derivative fi nancial instruments – Counterparty Risk » on page 170. Derivatives and repo transactions carried out by Crédit Agricole CIB as part of its capital market activities generate a risk of default

Commitments Monitoring system

• Control Committees which meet monthly to examine deviations Monitoring system and exceptions (arrears, excess drawings and breaches of limits, ongoing syndications, ﬂ awed legal documentation, review First-degree controls on compliance with the conditions that frequency etc.). These committees lead to readjustment deci- accompany a credit decision are carried out by the front ofﬁ ce. sions that are taken by the business lines or by the individual The Risk Management and Permanent Controls division is in risk departments. charge of second-level controls. Commitments are supervises for this purpose, and portfolio business is monitored constantly in order to identify at an early  A permanent monitoring of portfolio stage any assets that could deteriorate. The aim is to adopt Several bodies ensure a permanent monitoring of portfolio busi- practical initiatives as early as possible so as to protect the Bank’s nesses to detect any possible deterioration or any problem of interests. concentration as early as possible: • Early Warning Committees, which meet monthly and endea- vour, by various means, to identify early signs of potential de-  Commitments monitoring methods terioration in loans which are healthy but deemed sensitive, in The main methods used in this monitoring are: order to reduce or cover the risk exposure; • enhanced day-to-day controls on capital markets transactions • quarterly reviews of major risks regardless of the quality of bor- and implementation of committes on market transactions that rowers concerned; meet twice a month. Possible excesses are monitored on dif- • a regular search for excessive concentrations with respect to ferent risk parameters ( in particular risk of variation and settle- the amount of economic capital employed and the amount of ment risk), and lead to corrective actions and dedicated follow- existing commitments, carried out on a quarterly basis; ups with the business lines. A monthly summary of control is given to the Management Board. • mappings are carried out monthly for counterparty risks on market transactions (risk of variation), issuer risks, risks relating to

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repurchase agreements and lending-borrowing assets, guarantor risks. These mappings are presented and analysed in the Stress scenarios committes dedicated to such matters. Credit stress scenarios are devised to assess Crédit Agricole These steps lead to: CIB’s risk of loss in the event of a serious deterioration in the economic and fi nancial environment. • changes in internal ratings of counterparties which are, when needed, classifi ed as sensitive; There are two types of stress scenario: • practical decisions to reduce or cover commitments at risk; • the fi rst aims to refl ect the impact of a macroeconomic deterioration affecting the whole portfolio in terms of Basel II regulatory • possible transfers of assets to the specialised recovery unit. capital and revenues; • the second focuses on a sector or geographical zone that constitutes a homogeneous set of risks. Monitoring of sensitive items and These scenarios have different uses: impairment • stress scenarios on targeted portfolios are used as part of the risk strategies to support the decisions taken in CSP. They Sensitive items, whether performing debts on the watch list or quantify the loss in the event of a sudden deterioration of the doubtful or bad debts, are managed on a daily basis within the environment on a given portfolio either for an economic sector entities, and enhanced surveillance is carried out on a quarterly or for a country risk; basis: • stress scenarios covering the entire portfolio and all the risk • sensitive items review committees are held locally every quarter, categories are used for granting requests about reinforced pru- to provide an update of the scope and changes in impairment dential supervision, and for the implementation of prudential for each entity. requests under Pillar 2 of Basel II. In 2010, CACIB has contributed on its scope to calculate stress scenarios in accordance • Central committees are also convened under the chairmanship with French Prudential Supervisory Authority. Results were pu- of the Risk Management and Permanent Controls division, in blished at the Crédit Agricole S.A Group level; order to proceed with a joint examination of these loans’ classifi cation as Doubtful or Sensitive Items. • these latter scenarios, at a global level, are used for fi nancial management, and particulary for the budget process and for These committees propose specifi c impairment decisions which capital funds oversight. are then validated by the Management Board. The defi nition of default complies with the required Basel II defi - nition; rigorous default identifi cation procedures have been introduced on this basis.

Credit risk mitigation mechanism

sures. Crédit Agricole CIB also uses collateralisation techniques Guarantees and collaterals (deposits of cash or securities). received A policy of netting and collateral regulates the internal rules that Crédit Agricole CIB requires guarantees and collateral from a si- take into account such agreements, in accordance with the pru- gnifi cant number of its counterparties to reduce its risks, either for dential requirements. It relies on a detailed analysis of the applica- fi nancial transactions or market transactions. tion or non-application of the agreements of netting and collateral by type of contract and by country. Decisions for its implemen- The principles for accepting under Basel II, taking into account tation are taken into a Committee « Netting and collateral policy ». and managing guarantees and collateral are defi ned by the Crédit Agricole Group’s Standards and Methodology Committee. A « Netting and collateral coordination » unit was created within RPC in 2010 to facilitate the implementation of the policy and to This common framework ensures a consistent approach across reinforce the supervision of its proper implementation. the Group’s various entities. The Committee documents aspects including the conditions for prudential use, valuation and revaluation methods and all credit risk mitigation techniques used within the Crédit Agricole CIB Group. Use of credit derivatives Crédit Agricole CIB then devises its own operational procedures and arrangements for the detailed management of these gua- The Bank uses credit derivatives and a range of risk transfer ins- rantees and collateral. truments, including securitisation, in managing its banking book (cf. Pillar 3 page 104 to 106). Commitments given and received are presented in note 8 to the consolidated fi nancial statements. Outstanding nominal amounts of protection purchased in the form of credit derivatives came to €13.1 billion at end-2010. The notional amount of sell positions totalled €907 million. Use of netting contracts If a « framework » contract has been signed with the counterparty, Crédit Agricole CIB applies netting to the counterparty’s expo-

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Exposures

Maximum exposure to credit risk

Crédit Agricole CIB’s maximum exposure to credit risk is the net book value of loans and advances, debt instruments and derivative instruments before the effect of unrecognised netting agreements and collateral.

Notes 2010 2009 € million Financial assets at fair value through proﬁ t and loss (excluding 6.2 371 651 372 515 variable-income securities and assets backing unit-linked contracts) Derivative ﬁ nancial instruments held for hedging 3.4 1 184 1 371

Available-for-sale assets (excluding variable-income securities) 6.4 17 728 22 093

Due from banks ( excluding internal transactions) 6.5 71 581 65 874

Loans and advances to customers 6.5 157 667 149 033 Exposure to on-balance-sheet commitments (net of 619 811 610 886 impairment) Financing commitments given 8 115 736 111 157

Financial guarantee commitments given 8 43 900 47 945

Reserves - Financing commitments 6.13 (13) (313)

Exposure to off-balance sheet commitments (net of reserves) 159 623 158 789

Total net exposure 779 434 769 675

Concentrations  Breakdown of counterparty risks by geographical zone (including bank counterparties)

At 31 December 2010, loans granted by Crédit Agricole CIB (€300 billion versus €279 billion at 31 December 2009) broken down by geographical zone as follows:

in % 31.12.2010 31.12.2009 Rest of Western European countries 28.5% 29.6% France 22.3% 23.1% North America 17.4% 19.0% Asia (excluding Japan) 12.6% 10.4% Africa and Middle-East 8.0% 7.9% Rest of Europe 4.4% 3.9% Japan 3.3% 3.0% Latin America 3.4% 2.9% Other 0.1% 0.1%

Source: Risk data (on- and off-balance sheet of customer and central banks commercial commitments).

Due from banks, loans and receivables to customers as well as the consolidated ﬁ nancial statements. commitments to customers and banks is provided in note 3.1 to

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The sensitive increase of Asia (excluding Japan) results from com- rate and bank customers. The decrease in North America mostly mercial developments mainly in China and India with the corpo- comes from the reduction of bank deposits to the FED.

 Breakdown of risks by economic sector (including bank counterparties)

At 31 December 2010, loans granted by Crédit Agricole CIB (€300 billion versus €279 billion at 31 December 2009) broken down by economic sector as follows:

in % 31.12.2010 31.12.2009 Central banks 17.9% 17.3% Energy 16.6% 14.7% Miscellaneous 11.5% 11.3% Shipping 6.2% 5.8% Aerospace 5.1% 5.2% Real estate 4.7% 5.0% Construction 4.2% 3.7% Other ﬁ nancial (non-banks) 4.0% 6.4% Heavy industry 3.9% 4.4% Production and distribution of consumer goods 3.0% 3.5% Telecoms 3.0% 3.1% Automobile 2.8% 3.4% Non-commercial services/Public sector/local authorities 2.8% 2.5% Insurance 2.5% 2.4% Other transport 2.1% 1.7% Other industries 1.9% 2.1% Food 1.7% 1.8% Healthcare and pharmaceuticals 1.5% 1.2% Tourism, hotels and restaurants 1.4% 1.4% Media and publishing 1.0% 1.1% IT and technology 0.9% 0.9% Wood, paper and packaging 0.9% 0.6% Utilities 0.4% 0.5% Source: Risk data (on- and off-balance sheet of customer and central banks commercial commitments).

Loans to customers and central banks amounted to €300 billion The proportion of transportation sectors (aerospace, shipping, at 31 December 2010, an increase of €22 billion compared to automotive) is rather stable , with a pro-active policy of limiting 2009. It illustrates the cautious and selective rise in our commit- risk in this very troubled sectors. ments after the 2009 economic crisis. The shipping sector contribution results from the expertise and Global balance of the portfolio between the different businesses the position of Crédit Agricole CIB in the asset fi nancing to ship- remains steady in 2010, despite some changes described below: owners. Shipping transportation has been facing a reversal in the market since end-2008, however our portfolio is relatively protec- Banks outstandings have been relatively stable since December ted by the quality of the fi nancing structures. Exposure in shipping 2009. Energy remains the fi rst non-fi nancial sector representing sector are in most cases secured by fi nanced assets which are 16.6% of the portfolio but consistent with the overall contribution young and well diversifi ed. of the Energy sector in the global economy. This sector is moreover well diversifi ed across types of underlyings, borrowers and Aerospace exposures concern either high quality assets or large fi nancing facilities, most of them are secured by assets. car manufacturers among the worlwide leaders or airports generally with a leading position. Automotive portfolio is volontarily The sector « miscellaneous », the third one is securitisation (mainly concentrated on large manufacturers, mainly European ones with liquidity lines granted to securitisation programs funded via Crédit a restricted development in the USA and on equipment manu- Agricole CIB’s conduits), as well as commitments for well diversi- facturers. fi ed customers (wealth or fi nancial holdings principally).

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Real estate exposure, after a signiﬁ cant drop in 2008 and Gross loans and receivables (€233 billion at 31 December 2010 more slightly in 2009, has increased slightly in 2010 due the versus €218 billion at 31 December 2009) increased by 7% in strong policy of limiting and mitigating our risks. The quality of 2010. It includes corporate clients, credit institutions and non- our commitments on real estate improves noticeably and is still bank institutions (47%, 26% and 16% respectively at 31 Decem- supervised very closely. ber 2010 versus 59%, 29% and 7% respectively at 31 December 2009). Heavy industry sector mostly includes global steel companies, Financing commitments given to customers mostly concern large metal and chemistry sectors. Some of these global groups have companies (79%) and non-bank institutions (16%) compared with suffered from the decrease of demand since the beginning of 87 % and 10% respectively at 31 December 2009. 2010. The change in our risks on this sector was favorable in 2010. The production and distribution of consumer goods mostly  Exposure to the top ten counterparties concerns large French distributors based worldwide. Despite the (corporates) competitive environment, they still have a good-quality rating. The top ten made up 12.9% of total client exposure at 31 Decem- ber 2010.  Exposure to loans and receivables by type of borrower Exposure by type of borrower to loans and receivables and commitments to credit institutions and customers is provided in note 3.1 to the consolidated ﬁ nancial statements.

Quality of exposure  Quality of the portfolio exposed to credit risk At 31 December 2010, loans granted to performing clients amount to €295 billion. Credit rating breakdown is as follows: 45% 31.12.2009 31.12.2010 40%

35%

30%

25%

20%

15%

10%

0% A B AA BB AAA BBB On watch On

The quality of the portfolio improved in 2010, investment grade  Impairment and risk policy ratings representing 82% at the end of December 2010, versus 80% in 2009. This improvement is signiﬁ cant after the economic The policy covering loan loss risks is based on two kinds of im- crisis since the last 2008 quarter and proved the resilience of our pairment allowances: portfolio. • Individual impairment allowances intended to cover probable losses on impaired receivables;

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• Collective impairment allowances under IAS 39, recognized In this context of uncertainty, Crédit Agricole CIB pursued a very when objective indications of impairment are identifi ed on one selective development policy in emerging countries. The tran- or more homogeneous subgroups within the credit risk portfo- sactions in favour of targeted customers, situated mainly in the lio. These allowances are intended to cover deterioration in the countries of status « investment grade » were privileged while risk profi le of exposures to certain countries, business sectors maintaining a qualitative risk profi le. This business recovery came or counterparties, not because they are in default but because along with regular reviews of the country and portfolios ratings their rating has been lowered. Impairment allowances on a port- and of a monthly control of exposures and limits over all the emer- folio basis are also made in retail banking. ging countries.

Impaired fi nancial assets Changes in emerging country risk exposure The breakdown of impaired loans and receivables due from credit Crédit Agricole CIB’s risk exposures at 31 December 2010, institutions and customers by type of borrower and geographic amounted to €41.9 billion (including stake in UBAF), +19% com- area is presented in note 3.1 to the fi nancial statements. The pared to 2009. It is mostly due to the currency effect Euro/Dollar statements provide details of impairment allowances on fi nancial over the period. The fi gure covers commercial client exposures assets on bad and doubtful debts. (on- and off-balance sheet), net of collateral. Emerging-market exposures ( excluding UBAF) remains signifi - Collective reserves cant: 33 countries made up 94% of Crédit Agricole CIB’s emerging-market portfolio, of which 12 countries accounted for 71%. In accordance with IAS 39, collective reserves are set aside when objective indications of impairment are identifi ed: In 2010, the risk profi le of the portfolio improved slightly. Invest- ment-grade exposure in emerging-market countries amounted to • assets that already show increased risk: impairment is based 72% of the total, and exposure to sensitive countries remained on statistics relating to expected losses until mturity of the the low at 6%. transactions; Most of Emerging-market exposure was in three geographical • sectors and countries under supervision: impairment is intended areas: Asia, Middle East and Eastern Europe. to cover estimated sector or geographical risks for which there is statistical or historical risk of partial non-recovery. The effects of the global economic and fi nancial crisis of 2008, which still had an impact in 2009, were softened in 2010, in parti- At the end of 2010, sub-portfolios where sector reserves existed cular with the growth that remained strong in emerging countries. are selected LBO, real-estate (in certain geographical areas), Crédit Agricole assets in these countries slightly increased in some segment of shipping automotive, tourism and to a lesser 2010. extent in aircraft.

Risky countries on which collective impairment exists are those Asia whose ratings are below a certain threshold in our internal rating scale, giving them the status of countries under supervision. Asia becomes the ﬁ rst area of emerging-market commercial exposure (33%, €13.7 billion). Activity is mainly concentrated in two Collective impairment totalled €1,446 million at 31 December countries: India and China. 2010 for Crédit Agricole CIB’s ongoing activities.

Middle East and North Africa Middle East and North Africa accounts for the second portion of Country risk policy emerging-market exposure (30%, €12.4 billion). The main exposures are in the United Arab Emirates and Saudi Encouraging fi gures of the global growth recovery (5% in 2010) Arabia. that should continue in 2011 refl ect however a two-speed world. On the one hand emerging countries experiencing sustained growth (7% in 2010 and more than 6% for the next two years) Eastern Europe and on the other hand, developed countries where average growth should not exceed 2%. These fi gures mask the fact that, Eastern Europe is ranked third: exposure to this region makes up in several countries, growth is insuffi cient to contain a very volatile 18% of the emerging-market total (€7.5 billion). It is concentrated social situation associated, notably, to youth unemployment and in four countries (Russia, Poland, Czech Republic and Hungary). inequalities fuelled by corruption. In addition, a large part of Europe is paralyzed because of the Latin America debt and budget defi cit issues and have no choice but to take This region makes up 12% of Crédit Agricole CIB’s emerging- belt-tightening measures. These issues raise concerns for some market exposure (€5.2 billion), mainly in three countries: Brazil, developed countries. For emerging countries, the concerns are Mexico and Chile. mainly related to the risk of overheating of the economy and the underlying factors: infl ation, the rise in the price of commodities and its signifi cant social consequences as well as currency volati- Sub-Saharan Africa lity of the carry trade. Because the environment is still worrying as At the end of 2010, exposure to this region was 7% of Crédit Agri- a whole, politics and social concerns are more and more deter- cole CIB’s emerging-market exposure (€2.8 billion), more than mining for risk matters and still impose to be very cautious in our 50% of which related to South Africa. business development.

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 MARKET RISKS

Market risk is the risk of a negative impact on the income state- cial instrument resulting from a change in the price of commodi- ment or balance sheet caused by adverse fl uctuations in the value ties or equities, or other associated products, such as baskets of fi nancial instruments following changes in market parameters: of equities or equity indices; • interest rates: interest-rate risk is the risk of a change in the fair • credit risks: credit risk is the risk of a change in the fair value of value of a fi nancial instrument or the future cash fl ows from a a fi nancial instrument due to a change in the credit spreads of fi nancial instrument due to a change in the interest rate; indexes or issuers; • exchange rates: currency risk is the risk of a change in the fair • other market variables: volatility and correlation risks are the risk value of a fi nancial instrument due to a change in an exchange of a change in the fair value of fi nancial instruments resulting rate; from a change in the volatility of these variables or a change in their correlation. • price: price risk is the risk of a change in the fair value of a fi nan-

Objectives and policy

Crédit Agricole CIB has a well-developed process to manage Work undertaken to consolidate the process has led, on most of market risks, comprising an independent Risk Management orga- Crédit Agricole CIB’s activites, to the internal model being valida- nisation, robust and consistent control and reporting procedures ted by the regulatory authorities. The internal model applies main- and a reliable and exhaustive assessment system. ly to the trading book portfolios which are fair valued (including discountinued activities) and to Treasury operations.

Market risk monitoring organisation

Decision-making and risk • Quantitative analysis, which duties are: monitoring committees - validating valuation and risk-measurement models; - identifying and quantifying modeling risks; The entire system falls under the authority of the Market Risk - making recommendations of reserves arising from model-re- Committee. The Committee is chaired by a member of Crédit lated uncertainty. Agricole CIB’s Management Board and meets twice a month. It monitors and analyses market risks and their evolution. It ensures • The Activity Monitoring Team is in charge of producing mana- compliance with supervision indicators, specifi c management gement results data and risk indicators for all activities subject rules and defi ned limits. It sets limits for the operational units wit- to market risk limits. Activity Monitoring is also in charge of hin the overall limit fi xed by the Strategy and Portfolio Committee checking and validating market parameters used to produce and overall limits determined by the Group Risk Management earnings and risk indicators. Lastly, it works with the Finance Committee (Crédit Agricole S.A.). Department in reconciling income for management purposes with income for accounting purposes. The Market Risk Committee includes members of Crédit Agricole CIB’s Executive Committee, a representative of Crédit Agricole SA • At the global level, Risk Management monitors, controls and Group Risk Management Division, heads of Market Risk Manage- reports on market risks for all product lines. Its duties include: ment, offi cers in charge of capital markets activities and a repre- - proposing sets of limits (approval by the Market Risk Com- sentative of the Crédit Agricole CIB Finance Division. mittee) and monitoring compliance with these limits; limit Minutes from committee meetings are sent to Crédit Agricole breaches and signifi cant variations in results are reported to CIB’s CEO, who is also informed about the situation in terms of the Market Risk Committee; risks, strategies and outlook as part of Strategy & Portfolio Com- - analysing market portfolio risks; mittee meetings. - validating risks and results; Finally, Internal Audit carries out regular audits to ensure compliance with the internal control standards. Cross-company teams supplement this system and their tasks include international consolidation, ensuring the consistency of market parameters and monitoring the quality of the internal Risk control model. Market risk control forms an independent global function within the Risk Management and Permanent Controls division, which is based on three teams.

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Internal model-base for measuring and managing market risks

Market risk monitoring indicators

Market risk management involves various indicators at different Netting is defi ned as the difference between total VaR and the levels of aggregation. By defi ning limits, Crédit Agricole CIB aims sum of VaR fi gures for each type of risk. It represents the netting to cover all risk factors. effect on the various risk factors caused by simultaneously held positions.  Crédit Agricole CIB’s internal model is based on an historic VaR Value at Risk (VaR) model, except for a part of commodities. Precious Metal and Gas VaR is the central plank of the risk measurement system. The & Power are based on an historic VaR in end of 2010 whereas a regulatory authorities’ validation of the internal model supports Monte Carlo model is applied for Energy and Core Metal. A stan- the use of VaR in the operational monitoring of market risks. dardised approach is used for certain exotic products in accor- VaR is a measure of the potential loss that Crédit Agricole CIB’s dance with regulations. portfolio could suffer in the event of adverse movements in market The VaR method undergoes constant improvement and adjust- parameters over a one-day period and with a confi dence inter- ment to take account the relevance of methods to new market val of 99%, based on one year of historical data. This allows the conditions For example, efforts are made to integrate new risk day-to-day monitoring of market risks incurred by the Group in factors and to achieve greater detail on existing. its trading activities. The method quantifi es the loss regarded as Evolution of the regulatory VaR in 2010: the maximum in 99 cases out of 100, after calculating various risk factors (interest rates, exchange rates, asset prices etc.). The correlation between risk factors infl uences the maximum loss fi gure.

 Crédit Agricole CIB regulatory VaR in 2010 (€ million)

0 0 /201 /02/2010 /03/2010/03/2010 /05/2010 04/01/201018/01/201001 15/02/201001/03/201015 29 12/04/201026/04/201010 24/05/201007/06/201021/06/201005/07/201019/07/201002/08/201016/08/201030/08/201013/09/201027/09/201011/10/201025/10 08/11/201022/11/201006/12/201020/12/2010

The VaR profi le in 2010 refl ects a rather clear midyear decrease • the efforts to reduce the book risk profi le; mainly due to the correlation book (discontinuing operations). It • the decrease in credit spreads results from several factors: • the shift away from the annual historical data of some penalizing scenarii

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VaR ﬁ gures for each business line in 2010 are set out in the table below:

Crédit Agricole Commodities Forex Interest rate Credit Equities Netting CIB Max 2010 3 9 32 35 4 (41) 45 Min 2010 1 1 9 11 2 (11) 16 Average 2010 2 3 18 21 3 (22) 27

Regulatory VaR was to €19 million at 31 December 2010 compa- • hypothetical scenarios anticipating plausible shocks, which are red with €29 million at 31 December 2009. developed in conjunction with economists. Hypothetical scenarios are those of an economic recovery (rally in equity and These fi gures show that the decline in VaR was driven by: commodity markets, increase of short term rates, stronger USD • the credit business: average VaR was €21 million in 2010 com- and tighter credit spreads) and a tightening in liquidity (increase pared with €44million in 2009. The elements presented above of short term rates, widening credit spreads, falling equity mar- explain this evolution; kets); • fi xed-income business with average VaR of €18 million compa- • an « adverse » approach, assessing the impact of large adverse red with €22 million in 2009; VaR is €21 million at end-2010; the market movements on all business lines. Losses measured by shocks on European sovereign issuers contributed to maintain this scenario are managed using a limit; the level of VaR; • an « extrem » approach was added in early 2010 to measure • activities on equities, foreign exchange products and commodi- the impact of market shocks even more important, that does ties: the contribution from these businesses was less signifi cant not take into account the possible effects of offsetting between with average levels inferior to €4 million each. the different risk factors. A limit is also set for this indicator in agreement with Crédit Agricole S.A. Crédit Agricole CIB also carries out specifi c monitoring of VaR in Global stresses are calculated on a weekly basis, and are pre- strategic activities. At 31 December 2010, VaR was €24 million, sented to Crédit Agricole CIB’s Market Risk Committee twice a within the €35 million limit set under the Refocusing and Develop- month. ment Plan. This limit was respected all along 2010. At the same time, specifi c stress scenarios are developed for Lastly, following the regulatory standard evolution, Crédit Agricole each business line, and are produced with a frequency ranging CIB implemented a stressed VaR measurement. The objective of mostly once per week. the measurement is to increase the historical depth of VaR measurement, to reduce their pro-cyclic form and to keep the most These specifi c scenarios add precision to the analysis of risks unfavourable one-year period of the past years. This measure- relating to the various business lines. ment was implemented in June 2010. At the end of 2010, the At the end of 2010, the risk levels assessed using the seven glo- selected period goes from February 2008 to February 2009, it bal stress scenarios are as follows ( for strategic activities): including the end of 2008 (Lehman crisis).  Estimated losses associated with stress scenarios (€ million)

200 Backtesting 0 Under the internal model, a daily loss should not exceed VaR 1234567 more than two or three times per year. -200

Backtesting allows permanent comparisons between VaR and -400 the daily results of product lines, calculated both on the basis of real positions and assuming unchanged positions.. During 2010, -600

there was only one exception; it was the same frequency in 2009. -800 This is mostly due to the Crédit Agricole chosen risk proﬁ le. 31/12/2010 31/12/2009 -1000

Stress scenarios To complement VaR measurements, Crédit Agricole CIB applies Other indicators stress scenarios to its market activities in order to assess the im- VaR measurement is associated with a set of complementary and pact of extreme market turbulence on its book values. explanatory indicators, most of which are subject to limits: These scenarios are based on four complementary approaches: • the set of limits provides for precise risk management. Applied • historical approaches, which replicate the impact of past crises by business activity and by desk, tighter risk management is on the current portfolio. The historical scenarios relate to 1994 achieved by adopting sets of limits on a range of indicators. (bond crisis), 1998 (credit market crisis, falling equity markets, These indicators are calculated for each activity and specify the products authorized and the maximum time to maturity. They sharp rise in interest rates and declining emerging-market cur- also include a system of loss alerts and stop losses; rencies) and 1987 (stockmarket crash;

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• analytical indicators are used by Risk Management for explana- These activities are managed through a system of market-risk in- tory purposes. They primarily mainly include notional indicators dicators accompanied by limits designed to cover all risk factors. that are designed to reveal atypical transactions. These indicators are: • VaR (historical, 99%, daily, including credit spread and correlation risk); Use of credit derivatives • credit sensitivity; Within the capital markets business, Crédit Agricole CIB runs a • sensitivity to correlation; credit products business (trading, structuring and selling pro- • sensitivity to interest rates. ducts) in which credit derivatives are used. Actively traded products are simple products (credit default swaps) in which credit Independent teams belonging to the Risk Management and Per- spreads are the main risk factor. The structured and complex pro- manent Controls division are responsible for valuing positions, duct business is being wound down. calculating risk indicators, setting limits and validating models. All the positions are measured at fair value with deductions for model and data uncertainties.

Equity risks

Crédit Agricole CIB’s equity risk results mainly from trading and Average, minimum and maximum VaR fi gures and the VaR fi gure arbitrage transactions involving equities, carried out as part of are analysed by risk factor – and equity risk in particular – in the capital markets activities involving equity derivatives and funds. « Market risks » section of the management report (see above). It also results, to a lesser extent, from CA Cheuvreux and CLSA’s Equities in the banking book totaled €1,370 million (see note 6.4 equity brokerage activities. to the consolidated fi nancial statements). Equity risk arising from trading and arbitrage activities is monitored Market risk management involves various indicators at different using a 99% « Value at Risk » (VaR) method. This measures the levels of aggregation. By defi ning limits, Crédit Agricole CIB aims greatest risk, based on a number of parameters and scenarios, to cover all risk factors. once the most adverse 1% of occurrences have been eliminated.

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 SENSITIVE EXPOSURES BASED ON THE FINANCIAL STABILITY BOARD RECOMMENDATIONS

The following disclosures are made in accordance with the rements for the period ended 31 December 2010 and are covered commendations of the Financial Stability Forum. They form an by the Statutory Auditors’ report on 2010 ﬁ nancial information. integral part of Crédit Agricole CIB ‘s consolidated ﬁ nancial state-

Summary table of exposures

Assets recognised in loans and receivables Assets measured at fair value Accounting Accounting € million Gross Collective Net Gross Net Other Discount category Discount category exposure reserves exposure exposure exposure RMBS 1,508 (399) (31) 1,078 504 (352) 152 (1) CMBS 195 17 Unhedged super senior CDOs 3,382 (1,343) (643) 1,396 6,112 (4,866) 1,246 (4) Unhedged mezzanine CDOs (2) 1,164 (1,164) 0 Unhedged CLOs 247 (27) (9) 211 99 (12) 87 Protections purchased from monolines 511 (352) 159 (5) Protections purchased from CDPC 780 (108) 672 LBO - fi nal shares 4,990 (384) 4,606 (3) LBO - units to be sold 263 (6) Cash facilities sponsored by CACIB 15,182 and provided to ABCP conduits Cash facilities sponsored by CACIB 1,121 and provided to other ad'hoc entities (7) Cash facilities sponsored by a third party and provided to other special- 542 purpose entities (1) Due from banks and loans and advances to customers- securities not traded in an active market ( cf. note 6.5 to the consolidated fi nancial statements) (2) Due from banks and loans and advances to customers - securities not traded in an active market ( cf, note 6.5 to the consolidated fi nancial statements) (3) Due from banks and loans and advances to customers - Other loans/ Financing commitments given to customers (cf. notes 6.5 and 8 to the consolidated fi nancial statements) (4) Financial assets at fair value through profi t and loss- bonds and other fi xed-income securities and derivative fi nancial instruments (cf. note 6.2 to the consolidated fi nancial statements) (5) Financial assets at fair value through profi t and loss - derivative fi nancial instruments (cf. note 6.2 to the consolidated fi nancial statements) (6) Financial assets at fair value through profi t and loss - Loans and advances to customers (cf. note 6.2 to the consolidated fi nancial statements) (7) Financing commitments given to customers (cf. note 8 to the consolidated fi nancial statements)

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Mortage ABS € million USA UK Spain RMBS 31.12.2009 31.12.2010 31.12.2009 31.12.2010 31.12.2009 31.12.2010 Recognised under loans and receivables Gross exposure 1,106 1,009 432 301 220 198 Discount (382) (344) (87) (60) (30) (26) Net exposure in millions of euros 724 665 345 241 190 172

Recognised under assets measured at fair value Gross exposure 506 389 110 80 30 35 Discount (460) (344) (30) (5) (3) (3) Net exposure in millions of euros 46 45 80 75 27 32

Breakdown by rating on total gross exposure AAA 9% 5% 51% 48% 95% 65% AA 6% 4% 26% 35% 2% 9% A 4% 1% 7% 6% 1% 26% BBB 6% 3% 10% 1% 1% BB 1% 4% 3% 10% 1% B9%4%2%0% CCC 21% 1% CC 12% 14% C 29% 36% Not rated 3% 6%

€ million USA UK Spain CMBS 31.12.2009 31.12.2010 31.12.2009 31.12.2010 31.12.2009 31.12.2010 Recognised under loans and receivables Net exposure* 13 155 73 188 122 Recognised under assets measured at fair value

Net exposure 22 10 12 9 5

* Including €31 million of collective reserves at 31 December 2010 compa- Rate of losses red with €106 million at 31 December 2009. for subprimes produced in Purchases of RMBS and CMBS credit protections measured at fair value: Closing date 2005 2006 2007 • 31 December 2009: gross exposure = €627 million, fair value 31.12.2009 26% 42% 50% = €210 million; 31.12.2010 32% 42% 50% • 31 December 2010: gross exposure = €589 million, fair value = €175 million. Information on the sensitivity to variables used in the models is Real-estate ABS measured at fair value are valued on the basis of provided in note 10.2 to the consolidated ﬁ nancial statements at data from external contributors. 31 December 2010.

Super senior CDOs measured at amortised cost Method used to measure super These are impaired if there is an identiﬁ ed credit risk. senior CDOs with US residential mortgages underlyings Unhedged super senior CDOs Super senior CDOs measured at fair value with US residential mortgages Discounts were calculated by applying a credit scenario to the underlying underlying (mainly residential mortgages) of the ABSs making up At 31 December 2010, Crédit Agricole CIB net exposure on each CDO. unhedged super senior CDOs with US residential mortgages Final loss rates on continuing loans are adjusted based on: underlying was €2.6 billion after a collective reserve of €643 billion. • the quality and origination date of each loan • past performance (early redemptions, repayments, actual losses).

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Breakdown of super senior CDOs

Assets measured Assets recognised € million at fair value in loans and liabilities Gross exposure 6,112 3,382

Discount (4,866) (1,343)

Collective reserves (643)

Net value 1,246 1,396

Net value (31.12.2009) 743 1,566

Discount rate(1) 80% 69%

Underlying

% of underlying subprime assets produced before 2006 51% 32%

% of underlying subprime assets produced in 2006 and 2007 21% 14%

% of Alt-A underlying assets 9% 22%

% of Jumbo underlying assets 3% 8%

(1) After inclusion of fully discounted tranches.

The net banking income caused by the revaluation of CDOs measured at fair value is -€138 million in 2010.

 Other exposure at 31 December 2010

General € million Nominal Discount Net Reserves CLOs measured at fair value 99 (12) 87 Unhedged CLOs recognised as loans and receivables 247 (27) (9) 211 Unhedged mezzanine CDOs 1,164 (1164) 0

Protections on monolines at 31 December 2010

Monolines to hedge Total of US protections € million Corporate Other residential CLOs purchased CDOs underlyings CDOs from monolines Gross notional amount of purchased 159 5,684 2,768 390 9,002 protections

Gross notional amount of hedged CDOs 159 5,684 2,768 390 9,002

Fair value of hedged CDOs 109 5,611 2,466 305 8,491

Fair value of protection before value 51 73 303 85 511 adjustments and hedges

Value adjustments recognised on protection (14) (37) (249) (52) (352)

Residual exposure to the counterparty 37 35 54 33 159 risk on monolines

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Breakdown of net exposure to monolines at 31 December 2010

N/R 16%

CC 4%

B 5% AA 55%

AA : Assured Guaranted BB : Radian BB B : MBIA 20% CC : Ambac et Syncora (ex-XL) N/R : FGIC et CIFG

* Lowest rating issued by Standards & Poor’s or Moody’s at 31 December 2010.

Protections purchased from Leverage Buy Out CDPC (Credit Derivative Product  LBO – units to be sold Companies) They are measured at fair value. At 31 December 2010, net exposure to CDPC was €672 million The net exposure at 31 December 2010 is €0.3 billion on one loan (compared to €858 million at 31 December 2009) mainly on (same as at 31 December 2009). corporate CDOs after a discount of €108 million (compared with €324 million at 31 December 2009).  LBO – ﬁ nal shares They are booked on loans and receivables category. The net exposure at 31 December 2010 is €5 billion on 149 loans (€5.8 billion on 160 loans at 31 December 2009). Collective reserves are registered for €384 million at 31 December 2010.

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Breakdown by economic sector at 31 December 2010

16%

14% 14%

12% 12% 12%

10% 10% 10%

8% 7% 7%

4% 4% 4% 4% 3% 3%

2% 2% 2% 2% 2% 1% 1%

0% Banks Energy Telecom Agri-food Other <1% Real estate Automotive Aeronautics Restaurants Construction Miscellaneous IT / Technology Other transport Heavy Industrie Other industries goods industries Tourism / Hotels Tourism Media / Publishing Retailing / Consumer Health / Pharmaceuticals

Breakdown by geographic zone at 31 December 2010

Other European Countries US Spain 4% 6% 6% Asia-Australia 15% Italy 8%

South Africa Germany 2% 11%

United Kingdom 10%

France 38%

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Securisation

 ABCP conduits sponsored by Crédit Agricole CIB on behalf of third parties

at 31 December 2010 Atlantic LMA Hexagon Total Ratings (S&P/Moody’s/Fitch) A1/P1/F1 A1/P1 A1+ France and Country of issue USA France USA Cash lines provided by Crédit Agricole CIB (€m) 7,070 7,459 653 15,182 Amount of assets ﬁ nanced (€m) 3,907 5,770 484 10,161 Maturity of assets (weighted average) 0-6 months 53% 95% 100% 6-12 months 12% Over 12 months 35% 5% Analysis of assets by geographic region United States 100% 5% United Kingdom 4% Italy 33% 70% Germany 9% 27% Dubai 6% Spain 8% France 26% 3% Other(1) 9% Analysis by asset class (as % of assets held) Car loans 12% 13% 27% Commercial claims 49% 80% 73% Commercial mortgage loans Residential mortgage loans 2% Consumer loans 5% Equipment loans 3% CLOs and CBOs(2) 2% Others(3) 32% 2%

(1) Mainly Belgium, Ireland and the Netherlands. (2) Collateralized Loan Securitisation and Collateralized Bonds Securitisation. (3) Atlantic: Commitments on investors in « Capital Calls » funds (18,63%), commercial loans (5,48%), SWIFT payment securitisation (5,67%), aircraft receivable securitisation (1,9%). (3) LMA: Commitments on investors in « Capital Calls » funds (1,72%).

These conduits are not consolidated. At 31 December 2010, they  Conduits sponsored by a third party have issued commercial papers for €10 billion, including €0.5 billion held by Crédit Agricole CIB. Cash facilities granted by Crédit Agricole CIB amount to €0.5 billion. Letters of credit given to Crédit Agricole CIB as part of the ABCP ﬁ nancings amount to €0.6 billion. Crédit Agricole CIB does not carry out any securitisation on its own account, and does not co-sponsor securitisations for third parties.  Other conduits sponsored by Crédit Agricole CIB for third parties Crédit Agricole CIB has granted €1.1 billion of cash facilities to other special-purpose entities.

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 ASSET AND LIABILITY MANAGEMENT - STRUCTURAL FINANCIAL RISKS

Financial Management policies of Crédit Agricole CIB are defi ned body for the Group asset and liability management policy. It by the asset and liability management Committee in close intervenes either in direct management or in supervision and in coordination with Crédit Agricole S.A. general coordination for the areas of Asset-Liability Management that are formally delegated to foreign branches and subsidiaries. This Committee is chaired by the Deputy Chief Executive Offi cer in charge of Finance. The Committee includes the members of Finance Division (via Asset and Liability Management) is the Executive Committee, the Heads of Finance, of Treasury, a responsible for implementing the decisions taken by the Asset representative of the Crédit Agricole S.A. Finance Division and and Liability Management Committee. representatives of the Crédit Agricole S.A. and Crédit Agricole CIB Financial Risk Management includes the monitoring and the Market Risk Management. supervision of interest-rate risks (excluding trading activities), This Committee is led by the Crédit Agricole CIB Head of Asset structural and operational exchange-rate risks and liquidity risks and Liability Management and Credit Portfolio Management. of Crédit Agricole CIB in France and abroad. It particularly includes direct management of equity and long-term fi nancing positions. This Committee meets quarterly and it is the decision-making

Global interest-rate risk

Objectives and policy Method

Global interest-rate risk management aims to protect commercial Crédit Agricole CIB uses the gap method to measure its global margins against rate variations and to ensure a better stability interest-rate risk. This consists of determining maturity schedules over time of the equity and long-term fi nancing components’ and interest rates for all assets, liabilities and hedging derivatives intrinsic value. at fi xed, adjustable and infl ation-linked interest rates: until the adjustment date for adjustable-rate items, until the contractual date The intrinsic value and the interest margin are linked to the sen- for fi xed-rate items and using model-based conventions for items sitivity in the interest-rate variation of the net present value and in without a contractual maturity. cash fl ow variation of the fi nancial instruments in the on- and off- balance sheet. This sensitivity arises when assets and liabilities The gap measurement includes the rate hedging effect on fair have different maturities and dates for interest-rate refi xing. value and cash fl ow hedges. Crédit Agricole CIB exposure to interest-rate risk in its customer transactions is limited through interest-rate matching on customer assets by its market teams, and through the low level of non- Exposure interest bearing deposits. The Group is mainly exposed to changes in interest rates in the The remaining measured exposure includes interest-rate risk ari- euro currency zone, and to a lesser extent to changes in US dollar sing from equity capital and equity investments. interest rates. Crédit Agricole CIB manages its interest-rate risk exposure through an exposure limit set by Crédit Agricole S.A. at €2.5 Risk management billion, amortizable linearly over 10 years with a limit of €900 million. Each operating entity manages its exposure under the control of its own Asset-Liability Management Committtee in charge of Interest-rate gaps measure the surplus or defi cit of fi xed-rate re- ensuring compliance with the Group limits and standards. sources. Conventionally, a positive gap represents an exposure to a risk of falling interest rates during the period. The Asset-Liability Management of the head offi ce -within the framework of its mission of coordination and supervision-and the The results of these measurements at 31 December 2010 refl ect Market Risk Management which attends the Local Committees that Crédit Agricole CIB is exposed to a fall in interest rates: ensure the harmonization of the methods and the practices within 5-10 the Group as well as the monitoring of the limits assigned to each € billion 0-1 year 1-5 years entity. years Average gap The Group global interest-rate exposure is disclosed to the Crédit -0,1 0,0 +0,1 Agricole CIB Asset-Liability Management Committee which: Dollar US • Examines consolidated exposures determined at the end of Average gap each quarter; Euro and other +0,2 +0,2 +0,7 • Ensures compliance with Crédit Agricole CIB limits which are currencies set during the Crédit Agricole S.A. Group Risk Management Committee; In terms of net banking income sensitivity for the fi rst year (2011) Crédit Agricole CIB could lose €9 million of revenues in case of • Decides on management measures on the basis of the propo- a long-lasting 200-basis-point decrease in the interest rates, that sals made by the Asset-Liability Management. is to say a 0.2% sensitivity for a reference net banking income of €5,698 million in 2010.

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Based on these same sensitivity calculations, the net present other on a liquidity crisis following the Central Bank decision to value of the loss incurred in the next ten years in the event of an increase its key rates adverse 200-basis-point movement in the yield curve equals less Simulations are made using the sensitivity of Crédit Agricole than 0.6% of the Group’s prudential capital. CIB’s interest-rate mismatch. Sensitivity is deﬁ ned as the gain or In addition, the income impacts of ﬁ ve stress scenarios (three his- loss arising from a 1% change in interest rates. This sensitivity is torical and two hypothetical) regarding the interest rate gap are calculated in EUR and USD. The calculation is based on average measured on a quarterly basis and reported to the ALM Com- outstandings over a rolling 1-year period. mittee. The shocks contained in these scenarios are calculated on a The scenarios are those used by Crédit Agricole CIB’s Treasury 10-day basis, according to Crédit Agricole CIB’s stress scenario department: methodology. Sensitivity is « shocked » in various ways. The result of a stress test corresponds to the net present value of changes • The historical scenarios are: a major equity market crash (Black in the scenario’s characteristics. Monday in 1987); a surge in interest rates (bond crash in 1994); a sharp increase in issuer spreads (rise in credit spreads in These stress scenarios show relatively limited impacts, since 1998). the net present value of the maximum potential loss equalled 0.1% of prudential capital and 0.3% of net banking income at 31 • Hypothetical scenarios: one is based on the assumption of an December 2010. economic recovery (rise of the equity market, of rates in general, of the USD spot, of oil and decrease of issuer spreads and the

Liquidity risk

Liquidity and fi nancing risk is the risk of loss if a company is currencies and on a specifi c basis for certain local currencies. It unable to meet its fi nancial commitments in a timely fashion and determines medium-and long-term fi nancing needs, as well as at reasonable prices when they become due. needs arising from fi nancial transactions concerning equity and These commitments include obligations to depositors and sup- long-term fi nancing. pliers, as well as commitments in respect of loans and investments.  Short-term management Crédit Agricole CIB, as a credit institution, complies with the liquidity requirements set out in the following texts: Short-term liquidity management is handled by the Bank’s Trea- sury Department. It renews fi nancing and manages portfolios of • CRBF regulation 88-01 of 22 February 1988 relating to liquidity liquid assets. (abrogated at 30 June 2010); It sets rules and limits for the Bank’s various global liquidity • Commission Bancaire instruction 88-03 of 22 April 1988 on centres. It ensures compliance with the applicable regulatory liquidity (abrogated at 30 June 2010), liquidity coeffi cient. • Commission Bancaire instruction 89-03 of 20 April 1989 on how to take account of refi nancing agreements in calculating liquidity (abrogated at 30 June 2010); Methodology • Commission Bancaire instruction 2009-05 of 20 June 2009, application with effect from 30 June 2010.  Liquidity risk measurement: short term Policy and objectives (from intraday to one year) In accordance with the order of 5 May 2009, the French Pruden- Crédit Agricole CIB’s policy for managing its short-term and me- tial Supervisory Authority General Secretariat allows institutions to dium-term liquidity risk is set by its Asset-Liability Management Committee as part of the Crédit Agricole Group’s policy. replace, from June 2010, the calculation of the regulatory liquidity ratio with an advanced approach based on internal methods. These methods are based on stress scenarios that must cover time horizons from intraday to 1-year and at least three types of Liquidity management crisis: systemic liquidity crisis, bank credit crisis and a combina- The Financing Committee shared by the Treasury Department tion of the two. and the Finance Department’s Asset-Liability Management unit The Crédit Agricole SA Group is developing a plan to ensure that meets monthly to analyse developments in long-term resource all its subsidiaries comply with this order, and Crédit Agricole CIB requirements and in market conditions. It sets the fi nancial terms of new transactions. is an integral part of the plan. The bank capitalizes on a number of existing tools that are already being used for the operational management of liquidity risk.  Medium- and long-term management • every day, the Treasury department calculates liquidity gaps on Crédit Agricole CIB’s medium-to long-term liquidity management time horizons from intraday to 1-year, assuming a total lack of a is performed centrally by the Asset-Liability Management Depart- market access in the fi rst two weeks. Potential sources of addi- ment of the Finance Division. It defi nes internal transformation tional liquidity are assets from central banks, followed by gaps policies, rules and procedures, both on an overall basis for major with longer time horizons of up to 1 year, with variable assump-

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tions regarding the renewal of maturing assets and liabilities This method is consistent with the calculation of the 1-year-plus corresponding to a liquidity crisis scenario. The calculation of transformation mismatch. It analyses more accurately the pres- these liquidity gaps is based on the bank’s fi ve liquidity centres, sure created by cash requirements in the short-term markets. which make up most of the consolidated balance sheet. Crédit Checks that the short-term fi nancing limit is being complied with Agricole CIB’s other entities are taken into account via intra- may be carried out daily. These checks use the same IT resources group items. as those used to calculate liquidity gaps. • Crédit Agricole CIB also has a Contingency Funding Plan (CFP), Lastly, medium- to long-term liquidity risk assessment has been which simulates the impact of a severe rating crisis for Crédit fi ned-tuned by validating and applying new run-off assumptions Agricole CIB over a three-month period, with short-term ratings specifi c to certain business lines (particularity commodities and falling to A2/P2 at the end of the second month. The CFP export fi nance). calculation is based on the fi ve liquidity centers: Paris, Tokyo, New York, London and Hong Kong. The rest of the scope of consolidation is taken into account via intra-group items. The Contingency Funding Plan is produced monthly. The calculation Exposures of the Treasury department’s liquidity gaps has been based on the same scope as the Contingency Funding Plan, resulting in a  Liquidity ratio daily proforma CFP calculation. In accordance with the ministerial decree of 5 May 2009, the • Crédit Agricole CIB also takes into account the fact that not all calculation of the liquidity ratio has changed in its defi nition of of the currencies in which it operates can be considered totally a standardised method. Crédit Agricole CIB must comply with fungible. National regulators will seek to limit international out- this approach from 30 June 2010 up to the approval of the Cré- fl ows of cash in order to preserve the liquidity situation of their dit Agricole Group liquidity management and monitoring system national fi nancial systems. As a result, specifi c simulations are which will lead to an advanced method. carried out for the US dollar, the balance-sheet impact of which The liquidity ratio equals to short-term cash available divided by is signifi cant. The Treasury department calculates liquidity gaps short-term cash out. It is calculated monthly, 100% is the mini- for 1-15 days in USD, and Crédit Agricole CIB USA implements mum requirement. It includes prudential capital and it is calcula- a specifi c USD stress scenario as part of a 1-month simulation ted on a stand alone basis. of a complete closure of the USD market. At 31 December 2010, the Crédit Agricole CIB liquidity ratio amounted to 125%.  Liquidity risk measurement: medium- and long-term risk  Issues Medium- and long-term risk is measured by calculating the Bank’s 1- and 5-year transformation mismatches. Short-term fi nancing These mismatches are the difference between long-term uses of In addition to traditional sources of short-term liquidity, Crédit funds (comprising bank lending, securities and non-current as- Agricole CIB also has a policy of actively diversifying its fi nancing sets) and available long-term fi nancial resources. The transforma- sources. This resulted in a program of structured issues specifi c tion mismatch is calculated by applying various run-off assump- to the US market, a domestic commercial paper issuance pro- tions to assets and liabilities with no contractual maturity, and by gram in Japan and a CD program based in London and intended taking into account the contingent fi nancing commitments made for sale in Asia. by the Bank. Exceptionally, run-off assumptions are also applied to sight and term deposits in the private banking business. Medium-and long-term risk The 1-year transformation mismatch must remain below a set Crédit Agricole CIB’s long-term liquidity sources consist of custo- limit, taking into account the pressure placed on short-term mar- mer deposits, interbank borrowings and issues of various types of kets by treasury operations. Specifi c sets of limits are applied to debt securities (e.g. certifi cates of deposit, BMTNs and EMTNs). the most sensitive areas of Crédit Agricole CIB’s activities. Because of the duration of the crisis that began in August 2007, Crédit Agricole CIB has stepped up issuance of products with This approach is now complemented by a limit on the amount of liquidity options (EMTNs that can be called or put at the investor’s short-term fi nancing that Crédit Agricole CIB can use to fi nance discretion). its balance sheet, as part of the common approach of the Crédit Agricole SA Group. Crédit Agricole CIB makes extensive use of its Euro Medium Term Notes (EMTN) programs: there is a program governed by English This method aims to ensure surplus liquidity over a 1-year time law for a maximum amount of €50 billion, and a program gover- horizon in a market stress scenario, and results from the following ned by French law for a maximum amount of €15 billion. principles: Unless stated otherwise, issues carried out under these programs • the Treasury department will always maintain a minimum for Crédit Agricole CIB ‘s international and domestic customers amount of short-term fi nancing from its usual sources; are « structured », meaning that the coupon paid and/or the amount redeemed on maturity comprises a component which is • the surplus must be covered by net cash infl ows in the following linked to one or more market indexes (equity, interest rate, cur- 12-month period, based on maturing assets and liabilities, to rency or commodity indexes).Similarly, certain issues are termed which a set of renewal assumptions is applied; « Credit Linked Notes », meaning that the amount redeemed is • asset and liability renewal assumptions, along with the stable reduced in the event of default on the part of a third party that is portion of short-term resources, may vary between Crédit Agri- contractually defi ned at the time of issue. Crédit Agricole CIB and cole SA Group entities. Crédit Agricole CIB Hong Kong regularly issue long-term certifi -

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cates of deposit Calyon Australia and Calyon South Africa have • The subordinated borrowings may be distinguished from ordina- their own local long-term issuance programs. ry loans and bonds due to the ranking of the debt contractually defi ned in the subordination clause. In the event of liquidation, borrowings obtained by Crédit Agricole CIB will be reimbursed  Recent developments after secured and ordinary-ranking creditors have been paid, but before reimbursement of Crédit Agricole CIB’s participating Crédit Agricole CIB has implemented a systematic booking policy securities and loans. for distributed loans, in order to maximize its ability to raise fi - nance from the Banque de France, taking advantage of the looser • Deeply subordinated notes: the deeply subordinated notes eligibility criteria for loans tendered. It was one of the fi rst French issued by Crédit Agricole CIB are fi xed-rate or adjustable-rate banks to set up European cross-border customer loan refi nan- perpetual borrowings, senior to ordinary shares but subordina- cing programmes with the Bank of France. Like other Crédit Agri- ted to all subordinated debt. The coupons are non-cumulative cole Group entities, Crédit Agricole CIB benefi ts from fi nancing and subordinated to Crédit Agricole CIB’s annual net income arranged as part of the government plan to support the banking which must be suffi cient to remain positive after payment of the sector via Société de Financement de l’Economie Française. coupon due for the fi nancial year in question. Notes issued by Crédit Agricole CIB provide for the possibility of early redemp- Equity and long-term fi nancing transactions are also used to fi - tion by the issuer after the tenth anniversary of their issue, nance the Bank, although this is not their primary purpose. subject to the prior agreement of the Secretary-General of the • Redeemable subordinated notes: considering the current ope- Autorité de Contrôle Prudentiel. Depending on the issue, the rating structure of the Crédit Agricole SA Group, Crédit Agricole interest rate may be increased after the fi rst possible date for CIB no longer issues redeemable subordinated notes, but uses early redemption by the issuer. There were no issues of deeply subordinated borrowings entered into with Crédit Agricole SA. subordinated notes in 2010. These borrowings are generally at an adjustable rate.

Exchange-rate risk Currency risk is assessed mainly by measuring net residual expo- • second, to protect prudential ratios by neutralizing the Group’s sure, taking into account gross foreign exchange positions and solvency ratio from currency fl uctuations; unhedged structural hedging. currency positions will be scaled so as to equal the proportion of risk-weighted assets denominated in the currencies concerned and unhedged by other types of equity in the same currency. Structural exchange-rate risk Hedging of structural currency risk is managed centrally and arranged following decisions by the Bank’s Asset and Liability The Group’s structural exchange-rate risk results from its other- Management Committee. than-temporary investments in assets denominated in foreign currencies, mainly the equity of its foreign operating entities, whether Crédit Agricole CIB’s structural currency positions are also in- they result from acquisitions, transfers of funds from Head Offi ce cluded with those of Crédit Agricole S.A., which are presented or the capitalisation of local earnings. fi ve times a year to its Asset and Liability Management Commit- tee, chaired by its CEO. In most cases, the Group’s policy is to borrow the currency in which the investment is made in order to immunise that investment from currency risk. These borrowings are documented as investment hedging instruments. In some cases, particularly for Operational exchange-rate risk illiquid currencies, the investment gives rise to purchases of the The Bank is further exposed to operational exchange-rate local currency. Currency risk is then hedged, if possible, through positions on its foreign-currency income and expenses, both at forward transactions. Head Offi ce and in its foreign operations. The Group’s main gross structural foreign exchange positions are The Group’s general policy is to limit net operational exchange- denominated in US dollar, in US dollar-linked currencies (mainly rate positions as far as possible by periodically hedging them, Middle Eastern and some Asian currencies), in sterling and in usually without prior hedging of earnings not yet generated except Swiss franc. if they have a high probability and a high risk of impairment. The Group’s policy for managing structural foreign exchange po- Rules and authorisations applicable to the management of sitions aims to achieve two main goals: operational positions are put in place by decision of the Crédit • fi rst, to protect assets by reducing the risk of a fall in value in the Agricole CIB Asset-Liability Management Committee. assets under consideration;

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Rate and change risks hedging

In managing its ﬁ nancial risks, Crédit Agricole CIB uses interest- According to IFRS 7, future interests related to balance sheet rate swaps and forex transactions, as hedging operations as items under cash ﬂ ow hedge strategy are detailed, by maturity, regards the intention for which they are undertaken. in the table below:

The note 3.4 to the Group consolidated fi nancial statements pre- 31.12.2010 sents the market values and notional amounts of derivative fi nan- 0 to 1 1 to Over cial instruments held for hedging. € million Total year 5 years 5 ans Hedged cash fl ows 72 552 366 990 to receive Hedged cash fl ows Fair value hedges (3) (14) 0 (17) to pay The aim is to protect the intrinsic value of fi xed-rate fi nancial assets and liabilities that are sensitive to changes in interest rates, by  Documentation under IFRS of fair value and cash fl ows hedging them with instruments that are also at fi xed rate. When hedges hedging takes place through derivatives (swaps), the derivatives are termed fair value hedging derivatives. As regards macro-hedges managed by Asset- Liability Management, hedge relationships are documented from Hedging carried out in this respect by Asset-Liability Management inception and checked quarterly through forward-and backward- relates to non-interest-bearing private-banking customer depo- looking tests. sits, which are analyzed as fi xed-rate fi nancial liabilities. For this purpose, hedged items are classifi ed by maturity, using the characterictics of contracts or, for items without contractual maturities (such as demand deposits), runoff models based on each product’s behaviour.The comparison between this maturity Cash fl ow hedges schedule and that of the derivative instrument allows effi ciency of The second aim is to protect interest margin so that interest fl ows hedging to be assessed. generated by variable-rate assets fi nanced by fi xed-rate liabilities (working capital in particular) are not affected by the future fi xing of interest rates on these items. Hedging of net investments in When the required neutralisation takes place through derivatives (swaps), these derivatives are termed cash fl ow hedging deriva- foreign currencies tives. The instruments used to manage structural exchange-rate risk are classifi ed as hedges of net investments in foreign currencies. The effectiveness of these hedges is documented every quarter.

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 OPERATIONAL RISK Operational risk is the risk of loss resulting from shortcomings in internal procedures or information systems, human error or external events that are not linked to a credit, market or liquidity risk.

Management of operational risks  Operational loss detection and signifi - The Risk Management and Permanent Controls division is cant incident reporting responsible for supervising the system, and it is overseen by the A unifi ed procedure for loss detection and for reporting signifi cant Management Board through the operational risk section of Crédit incidents has been set up across the whole scope of Crédit Agri- Agricole CIB’s Internal Control committee. cole CIB. The data required by the internal model for calculating the economic capital allocation, in accordance with the Basel II advanced method, are consolidated into a single database that  Governance provides fi ve years of historical data. Operational risk management specifi cally relies on a network of permanent controllers, who also perform the functions of opera-  Calculation and allocation of economic tional risk managers, covering all Group subsidiaries and business lines, and who are supervised by the Risk Management and Per- capital with respect to operational risks manent Controls division (this system is described in the Report Capital requirements are calculated annually at the Crédit Agricole by the Chairman of the Board to the shareholders’ meeting on CIB level, based on historical loss data together with risk scena- page 50). rios. They are then allocated by Crédit Agricole CIB Paris business The system is monitored by internal control committees under the line and entity. authority of each entity’s management. Head offi ce control func- Capital requirement is calculated using the internal AMA metho- tions are invited to the meetings of these committees. dology (Advanced Measurement Approach) of Crédit Agricole Group applied on Crédit Agricole CIB’s perimeter. This model has been validated at the end of 2007 by the Autorité de Contrôle  Risk identifi cation and qualitative Prudentiel (French Banking Authority). assessments In accordance with principles in force within the Credit Agricole  Production of operational scorecards S.A. Group, Crédit Agricole CIB’s Risk and Permanent Control The Risk Management and Permanent Controls division produces Department implemented a qualitative and quantitative system a quarterly operational risk scorecard, highlighting key events and designed to identify, assess, prevent and monitor operational risk, movements in costs related to these risks. These scorecards as required by the Basel II reform. provide global confi rmation of the main sources of risks: litigation The operational risk mapping process is applied to all Group enti- with customers and management of processes (including those ties. These risk maps allow Crédit Agricole CIB to supervise the relating to market transactions) which determine the priorities of most sensitive processes and to draw up control plans. They are preventative or remedial action plans. updated every year.

Exposures Breakdown of operational losses by nature on the basis of impact on the ﬁ nancial results over the 2008-2010 period.

practices in terms of job and security 6% clients, products and commercial policies Other 5% incidents due to the activity or systems execution, delivery and process management 75%

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Crédit Agricole CIB is covered by all Group policies taken out by Main initiatives taken in 2010 Crédit Agricole SA from major insurers for major risks including Actions initiated in keeping with the recommendations of the La- fraud, all-risk securities (or theft), operating loss, professional liabi- garde report were continued: lity, operational liability, directors and ofﬁ cers liability and property damage (furniture and IT, third party claims for risky buldings). • Reinforcing IT system security; • Cash ﬂ ow management; In addition, Crédit Agricole CIB, like all the Crédit Agricole S.A. • Risk monitoring and anticipation. Group’s business-line subsidiaries, manages smaller risks itself A team responsible for internal and external fraud prevention that cannot be insured in an economically satisfactory manner coordination also continue to grow. It reports to the Compliance are kept in the form of deductibles or spread within the Crédit Function. It carries out its actions with the support of the control Agricole SA Group by the one of the Crédit Agricole Group’s insu- functions and, more generally, all units responsible for internal rance companies. control of the bank’s operations.

This general framework may vary according to local regulations and the speciﬁ c requirements of countries in which the Crédit Insurance and risk coverage Agricole CIB Group operates. It is generally complemented by local insurance. Crédit Agricole CIB has broad insurance coverage of its operating risks in accordance with guidelines set by its parent company, Crédit Agricole S.A., with the aim of protecting its balance sheet and its income statement.

 LEGAL RISKS

The legal risk management system is described in the Report by  New York Attorney General (NYAG) the Chairman of the Board to the shareholders’ meeting on page 53. In May 2010, the New York branch of Crédit Agricole Corporate and Investment Bank (« Crédit Agricole CIB ») received a subpoena As of this date, to Crédit Agricole CIB’s knowledge, there are no from the New York Attorney General’s offi ce requesting information other governmental, legal or arbitration proceedings that are liable relating to Crédit Agricole CIB dealings with credit rating agencies. to produce, or that have recently produced, a material impact on the fi nancial condition or profi tability of the Company and the Crédit Agricole CIB Group.  Offi ce of Foreign Assets Control (OFAC) At 31 December 2010, any legal risks that could have a negative United States laws and regulations require adherence to impact on Group assets were covered by adequate provisions economic sanctions put in place by the Offi ce of Foreign Assets based on the information available to general management. Control (OFAC) on certain foreign countries, individuals and entities. The offi ce of the District Attorney of New York County and other American governmental authorities would like to know  Exceptional events and claims how certain fi nancial institutions made payments denominated in US dollars involving countries, individuals or entities that had been  Loreley/IKB sanctioned. In October, the Loreley companies Nº 7, 25, 31 and 32 (« Loreley »), Crédit Agricole S.A. and Crédit Agricole CIB are currently controlled by IKB, fi led a complaint in New York for fraud against conducting an internal review of payments denominated in US Crédit Agricole Corporate and Investment Bank (Crédit Agricole dollars involving countries individuals or entities that could have CIB) and Crédit Agricole Securities (USA) Inc., concerning been subject to such sanctions and are cooperating with the the creation and sale of the Orion I, Pyxis and Millstone IV American authorities as part of such requests. Collateralised Debt Obligations (CDO). This complaint also It is currently not possible to know the outcome of these internal involves the companies Putnam and NIBC that were acting as reviews and requests, nor the date when they will be concluded. collateral managers of the Orion I and Pyxis CDOs. The plaintiffs seek a return of the purchase value of the notes (US$70.5 million) and US$70.5 million in damages, punitive damages and miscellaneous fees. As a reminder, in July 2009, Crédit Agricole CIB fi led a complaint in the High Court of London against IKB for US$1.675 billion.

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 NON-COMPLIANCE RISKS

Non-compliance risk is the risk associated with failure to comply • translating laws and regulations into procedures and compliance with banking or fi nancial regulations, internal policies and manuals; procedures or rules of conduct which may lead to criminal penalties, • training staff in compliance matters; penalties assessed by the regulatory authorities, legal disputes with customers and, more broadly, reputational damage. • provide opinions on transactions referred to it; • checking that the compliance system operates correctly. The Compliance business line’s governance is set out in the report Management of non-compliance by the Chairman of the Board of Directors to the shareholders’ mee- risks ting on page 53. Compliance business line oversees compliance with laws and regulations applicable to Crédit Agricole CIB’s activities. Its work enables stakeholders (customers, staff, investors, regulators and suppliers) Risk indicators to be confi dent that these laws and regulations are being complied Non-compliance analysis and risk monitoring involves structured with and enforced. Compliance has two main missions: systems in place as follows: • To protect Crédit Agricole CIB from potentially damaging or illegal • governance texts and rules implemented and concerning external activities. It has to deal in particular with two missions: compliance; fraud prevention and fi nancial security which involves the preven- • risk mapping, which allows the assessment of risks including the tion of money laundering and terrorist fi nancing, and the manage- risks of non-compliance and fraud within the Group; ment of asset freezes and embargos. Financial security relies on ongoing in-depth knowledge of customers. • reporting, which allows the assessment of the global compliance system; • To protect the interests of customers and its reputation in the markets by combating internal ethical breaches (insider trading, inter- • fi nancial security tools designed to generate and report alerts nal fraud, confl icts of interest, unsuitable advice etc.). and handle them; Compliance also ensures that the systems in place for preventing • tools for monitoring sensitive or complex transactions and these risks are effi cient by: specifi c market transactions

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 PILLAR 3 OF THE BASEL II REFORM

 REGULATORY ENVIRONMENT

capital requirements of 80% of these requirements until 31 Application of capital requirements December 2011. with respect to prudential The method for calculating the solvency ratio is set out in the Capital Requirements Directive. The ratio is based on the supervision measurement of assets weighted by credit risk, market risk and Credit institutions and investment companies must comply with operational risk. The resulting capital requirements for each risk minimum solvency ratios and ratios concerning major risks on an are stated below. individual basis or, if applicable, sub-consolidated basis. However, In accordance with the order of 20 February 2007, credit risk they may be exempted subject to conditions set out in article 4 of exposures are measured using two approaches: regulation 2000-03 of 6 September 2000. • the standardised method, based on external measurements The order dated 20 February 2007 allowed exemptions from these and standard weightings for each category of exposure; ratios under certain conditions. Accordingly, Crédit Agricole CIB • the IRB (Internal Rating Based) method, which relies on sent a request to the French Prudential Supervisory Authority that the institution’s internal rating system. There is a distinction certain group subsidiaries under its sole control be exempted on between: an individual basis. The subsidiaries concerned were exempted. - the IRB foundation method, for which institutions may only use their estimated probabilities of default; - and the advanced IRB method, for which institutions use Solvency ratio reform internal estimates for all risk components, i.e. probability of default, loss given default, exposure at default and maturity. The order of 20 February 2007, which transposes the European CRD (Capital Requirements Directive) into French law, deﬁ ned In late 2007, the Autorité de Contrôle Prudentiel authorised the the « capital requirements applicable to credit institutions and Crédit Agricole CIB Group to use its advanced internal rating investment companies ». In accordance with those requirements, systems to calculate regulatory capital requirements with respect the Crédit Agricole CIB Group has incorporated the impact of this to credit risk. new directive into its capital and risk management procedures. The CRD ratio has had legal force since 1st January 2008. However, banks are continuing to calculate the CAD ratio during a parallel phase, as the regulatory authority has deﬁ ned a minimum

 RISK MANAGEMENT The policies, objectives and systems put in place to manage and the management report, on page 94 to 121. mitigate risks are described in the « Risk management » chapter of

 PRUDENTIAL RATIOS lidation. Crédit Agricole CIB owns only one insurance company: Differences between the scope CAIRS Assurance SA, which does not show any capital shortage. of statutory and regulatory consolidation

Insurance companies are excluded from the scope of prudential supervision, but are included in the accounting scope of conso-

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Ratios at 31 December 2010 The table below sets out the CRD solvency ratio and details the risks faced by the Crédit Agricole CIB Group measured on a credit-risk- equivalent basis (after counterparty weighting), along with the level of regulatory capital, calculated in accordance with the regulation.

€ billion 31.12.2010 31.12.2009 Tier I capital [A] 17.3 15.9 Capital and reserves, Group share 14.2 13.0 Minority interests 0.1 0.2 Capital included in core capital with the agreement of French Prudential Supervisory Authority Hybrid securities 5.1 4.7 Deductions of intangible assets (2.1) (2.0) Tier II capital [B] 3.9 3.9 Tier III capital Deductions from Tier I capital and Tier II capital (4.1) (4.0) Deductions from Tier I capital [C] (2.1) (2.0) Deductions from Tier II capital [D] (2.1) (2.0) Including stakes in credit and banking institutions amounting to more than 10% of their (1.5) (1.3) capital or which provide signifi cant infl uence over these institutions Including securitisation exposures weighted at 1,250% (2.6) (2.7) Including, for institutions using IRB approaches, the negative difference between the sum of value adjustments and collective impairment losses and the relevant exposures and the expected loss Total available capital 17.1 15.8 Tier 1 [A - C] 15.3 13.9 Tier 2 [B - D] 1.8 1.9 Tier 3 Credit risk 108.2 114.6 Market risk 6.7 7.0 Operational risk 13.2 13.3 Total risk-weighted asset pre-fl oor 128.1 134.9 Total risk post fl oor 142.6 134.9 Tier I solvency ratio 10.7% 10.3% Overall solvency ratio 11.6% 11.7% Tier I solvency ratio pre-fl oor 11.9% 10.3%

At 31 December 2010, the Credit Agricole CIB Group’s Basel II • in 2010, market risk declined by €0.3 billion in risk-weighted overall solvency ratio is 11.6%, and the Basel II Tier I solvency asset equivalents, primarily owing to improvement in market ratio is 10.7%. conditions, which produced a favourable effect on VaR; The ratio is calculated based on the amount of Basel II risk- • operational risk amounted to €13.2 billion, a decrease of €0.1 weighted assets after applying the fl at 80% fl oor to Basel I risk- billion compared with 31 December 2009; weighted assets; which represents €14.5 billion of additional risk- • the overall decline in risk-weighted assets is cancelled by the weighted assets at 31 December 2010. implementation of the fl oor requirement of 80% of Basel I risk- At 31 December 2009, global Group’s solvency ratio amounted to weighted assets. This resulted in a €14.5 billion increase in Ba- 11.7% and Tier I solvency ratio was 10.3% with no fl oor adjust- sel II risk-weighted assets by comparison with the requirement ment. at end-2009. Basel II risk-weighted assets totalled €142.6 billion at 31 Decem- Tier I capital totalled €15.3 billion at 31 December 2010. The €1.4 ber 2010, an increase of 6% relative to the €134.9 billion fi gure billion increase in 2010 was due to several factors: at end-2009. • A favourable currency effect of €0.5 billion The €7.7 billion increase broke down as follows: • 2010 net income (+ €1 billion); • credit risks declined by €6.4 billion over the period (a decrease • deduction from Tier 1 producing a €0.1 billion negative impact of €10.7 billion excluding the currency effect): although fi nancing activities remains steady, market counterparty risks refl ect Total shareholders’ equity also increased by €1.3 billion due to the a sharp drop, which was reinforced by the marked improve- near stability of Tier II components. ments in counterparty ratings in 2010 and by the implementation of a proprietary securitisation;

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 CAPITAL, CAPITAL REQUIREMENTS AND ADEQUACY OF CAPITAL Composition of capital and ratios - own shares, measured at book value; Capital is split into three categories: Tier I capital, Tier II capital - intangible assets, including start-up costs and goodwill. and Tier III capital, according to the following criteria: • solidity and stability;  • maturity; Other Tier I capital • Minority interests include minorities’ shares in entities owned by • subordination. Crédit Agricole CIB; • Hybrid securities similar to minority interests.  Tier I capital Tier I capital includes:  Hybrid securities Core capital and deductions These include equity instruments, either innovative or non-inno- • Capital; vative. Innovative equity instruments feature progressive remuneration. • Reserves, including revaluation adjustments and unrealised or deferred capital gains/losses; Hybrid instruments in accordance with the eligibility criteria defi - ned in the press release of the Basel Committee dated 27 October • Unrealised gains or losses on available-for-sale fi nancial assets 1998, are included in Tier I capital, subject to the prior agreement are recognised directly in shareholders’ equity and adjusted as of the Secretary-General of the French Prudential Supervisory Au- follows: thority. They are composed of deeply subordinated notes issued - for equity instruments, net unrealised capital gains are deduc- in accordance with the requirements of Article L.228-97 of the ted from Tier I capital, currency by currency, net of any tax Code de Commerce, as amended by the fi nancial security act of already deducted in the accounts, and 45% of the amount 1 August 2003. They also include preferred securities governed is released, currency by currency, before tax to Tier II capital. by the Anglo-Saxon law. Unrealised net capital losses are not adjusted ; Hybrid instruments have to comply with certain limits relative to - unrealised gains or losses recognised directly in equity capital, Tier I capital calculated before the deductions set out below in the as a result of a cash fl ow hedging transaction, are neutralised; third bullet point: - for other fi nancial instruments, including debt instruments, • innovative hybrid instruments, instruments with a strong incen- loans and advances, unrealised capital gains and losses are tive for repayment mostly via a step-up, are limited to 15% of neutralised; the Tier I Capital, subject to the prior agreement of the Secreta- ry-General of the French Prudential Supervisory Authority if they - impairment losses on all available-for-sale assets taken to met the eligibility criteria of Tier I capital. profi t and loss are not adjusted; • all the hybrid instruments, the innovative and non-innovative • Share premiums; ones, are limited to 35% of Tier I capital. • Retained earnings. Furthermore, the total of hybrid instruments, minority interests • Net income from the current year, i.e. net income; Group share and aforementioned preferred shares cannot stand for more than minus projected dividend payments; 50% of Tier I capital. • Funds that the Autorité de Contrôle Prudentiel has deemed to Preferred securities governed by the Anglo-Saxon meet the conditions for inclusion in Tier I capital; law • Deductions are as follows: A description of those securities is provided in note 6.14 of the consolidated fi nancial statements at 31 December 2010.

Deeply subordinated notes issued in accordance with the requirements of Article L.228-97 of the Code de Commerce, as amended by the ﬁ nancial security act of 1 August 2003

Amount of Dates Innovative issue Prudential amount Date of issue of (I) / Issuer Currency Compensation at 31.12.2010 issue (in local buy-back non-innovative (€ million) currency units) option issue (NI) Crédit Agricole CIB 19.03.2004 500 USD 19.03.2014 5.81% NI 377 Crédit Agricole CIB 04.05.2004 1,260 USD 04.05.2014 4.92%+104bps I 950 Crédit Agricole CIB 04.05.2004 470 USD 04.05.2014 6.48% NI 354 Crédit Agricole CIB 21.12.2005 85 USD 01.01.2016 Libor12M+150bps NI 64 Crédit Agricole CIB 21.12.2005 220 USD 01.01.2016 Libor12M+90bps I 166 Crédit Agricole CIB 28.09.2007 1,000 USD 28.09.2017 Libor12M+252bps NI 754 Crédit Agricole CIB 28.09.2007 590 EUR 28.09.2019 Euribor12M+190bps I 590 Newedge 23.12.2008 103 USD 23.03.2014 8.60% NI 77 Crédit Agricole CIB 24.12.2008 1,700 USD 24.12.2013 Libor3M+710bps NI 1,281

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 Tier II capital • for equity instruments, unrealised net capital gains released, currency by currency and before tax, to Tier II capital at a rate Tier II capital includes: of 45%; • funds from the issuing of subordinated securities or loans that • since Crédit Agricole CIB uses internal rating-based approaches meet the conditions of article 4c of regulation 90-02 (perpetual for measuring credit risk, the positive difference between the subordinated notes); sum of value adjustments and collective impairment relating to • funds that meet the conditions of article 4d of regulation 90-02 the exposures concerned and expected losses. (redeemable subordinated notes);

Subordinated securities or loans in accordance with article 4c/ of regulation 90-02 (perpetual subordinated notes)

Amount of Dates Innovative issue issue Prudential amount Date of of (I) / Issuer (in local Currency Compensation at 31.12.2010 issue buy-back non-innovative currency (€ million) option issue (NI) units) Crédit Agricole CIB 12.08.1998 30 EUR 12.08.2003 Pibor3M+55bps NI 30

Redeemable subordinated notes in accordance with  Tier III capital the conditions of article 4d/ of regulation 90-02 Subordinated debt with an initial maturity of at least two years, within the limits of regulatory requirements. Furthermore, subordinated debts of Crédit Agricole CIB at 31 December 2010 also include TSR (cf. « perpetual subordinated The sum of the aforementioned capital ﬁ gures makes up the debt » in note 6.9 to the consolidated ﬁ nancial statements. institution’s total shareholders’ equity.

 Deductions Capital requirements by type of Deductions are covered by articles 6, 6 bis and 6 quater of re- risk gulation 90-02 and include investments representing more than 10% of the capital of a credit institution or investment company, The overall solvency ratio, presented in the table of prudential subordinated debt and any other element of shareholders’ equity ratios, equals total capital divided by total exposures weighted by as well as securitised assets with an external rating lower than credit risk, market risk and operational risk. BB- . Deductions are split 50/50 between Tier I and Tier II capital. The capital requirements by type of risk, method and exposure category (for credit risk) set out below correspond to 8% (the regulatory minimum) of risk-weighted exposures (average risk equivalent) presented in the prudential ratio table.

 Credit risk: capital requirements using the standardised method

31.12.2010 31.12.2009 Risk € million Capital Risk weighted Capital weighted requirements asset requirements asset Central governments and central banks 289 23 317 25 Institutions 2 682 215 2 889 231 Corporates 6 085 487 6 970 558 Retail customers Equities 157 13 138 11 Other non credit obligation assets 7 264 581 7 308 585 Total 16 477 1 318 17 622 1 410

The capital requirement calculated using the standardised approach to credit risk equalled 13% of total capital requirements at 31 December 2010 (13% at 31 December 2009).

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 Credit risk: capital requirements using the IRB method

31.12.2010 31.12.2009 Risk € million Capital Risk weighted Capital weighted requirements asset requirements asset Central governments and central banks 879 70 865 69 Institutions 9,418 753 11,354 908 Corporates 69,577 5,566 72,741 5,819 Retail customers 321 26 351 28 Equities 2,787 223 2,697 216 Securitisations 8,751 700 8,992 719 Total 91,734 7,339 97,000 7,760

The capital requirement calculated using the internal rating-based method equalled 72% of total capital requirements at 31 December 2010 (72% at 31 December 2008).

 Capital requirements with respect to market risk and settlement risk

31.12.2010 31.12.2009 Risk € million Capital Risk weighted Capital weighted requirements asset requirements asset Market risk using standardised approach 2,705 216 2,482 199 Interest-rate risks 1,455 116 1,307 105 Securities valuation risks 62 5 51 4 Exchange-rate risks 1,019 82 794 64 Commodity risks 168 13 330 26 Market risk measured using an internal model 3,985 319 4,469 358 of which additional capital requirements resulting from major risk limits being exceeded Settlement risk 14 1 5 Total 6,704 536 6,957 557

The capital requirement for market risk and settlement risk equalled 5% of total capital requirements at 31 December 2010 (5% at 31 December 2009).

 Capital requirements relating to operational risks

31.12.2010 31.12.2009 Risk € million Capital Risk weighted Capital weighted requirements asset requirements asset Standardised approach to measuring operational risk 1,223 98 1,173 94 Advanced approach to measuring operational risk 11,960 957 12,154 972 Total 13,183 1,055 13,327 1,066

The capital requirement for operational risk equalled 10% of total capital requirements at 31 December 2010 (10% at 31 December 2009).

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Assessment of adequacy of internal capital

The Group has begun to develop an internal capital procedure The quantitative approach used to calculate internal capital is within the Crédit Agricole CIB Group and the Group’s main incremental, and can be adjusted relative to fi rst-pillar require- French and foreign entities. The approach aims to comply with ments. The approach consists: the requirements of the second pillar of Basel II, particularly as • of adjusting capital requirements calculated with respect to the regards the ICAAP (Internal Capital Adequacy Assessment fi rst pillar, so that internal capital refl ects economic risks in each Process), which institutions are responsible for implementing. business; The main objective of this procedure is to ensure that group • of supplementing requirements corresponding to fi rst-pillar shareholders’ equity and the shareholders’ equity of Group risks, taking into account the second pillar; entities are appropriate given the risks incurred. • of taking into account, in a prudent manner, the effects of diversifi cation resulting from carrying out diversifi ed activities within Risks quantifi ed for internal capital purposes include: the same group. • risks covered by the fi rst pillar of Basel II (credit and counterparty Within Crédit Agricole CIB, exposure to counterparty and credit risks, operational risks, market risks); risk is calculated using an internal model, and internal capital is • risks covered by the second pillar of Basel II (interest-rate risk in calculated using an economic capital model with a threshold of the banking book, concentration risk in the loan book). 99.97%. As regards market risk, fi rst-pillar capital requirements are calcu- Liquidity risk is excluded from this procedure, since the Group lated using internal value-at-risk models, and internal capital for prefers to take a qualitative approach to managing this risk. This market risk takes into account the liquidity of instruments in the involves ensuring the quality of its management and supervision trading book. As for credit risk, the percentile used to calculate system, together with the liquidity continuity plan. internal capital for market risk is 99.97%. In addition to these risks, the internal capital procedure requires As regards internal capital for interest-rate risk in the banking the Group to check that the capital requirements calculated book, the Group applies the interest-rate shocks specifi ed in the under the fi rst pillar adequately cover any residual risks relating to second pillar of Basel II, which correspond to instant and parallel techniques used to mitigate credit and securitisation risks. If risks upward and downward shocks of 200 basis points. The calcula- are not adequately covered, an adjustment relative to fi rst-pillar ted internal capital fi gure includes the risk-offsetting effect of net requirements is made by the entities exposed to these risks. interest margin on customer deposits.

 CREDIT RISK Exposure to credit risk • Risk-weighted assets (RWA): Exposure at default (EAD) after application of a weighting ratios • Probability of default (PD) means the probability that a counter- • Value adjustments: decline in the value of a specifi c asset due party will default in a 1-year period. to credit risk, recognised either through a partial write-off or a deduction from the carrying amount of the asset. • Loss given default (LGD) means the relationship between the loss when a counterparty defaults and the amount of the expo- • External credit ratings: credit ratings provided by an external sure at the time of default; credit rating agency recognised by the French Prudential Super- visory Authority. • Gross exposure means the amount of exposure (on- and off- balance sheet) before the application of credit risk mitigation Credit exposures are classifi ed by type of counterparty and type techniques and before the application of the conversion factor of fi nancial product, in one of the exposure categories in the table (CCF). above and defi ned by article 40-1 of the order of 20 February 2007 relating to the capital requirements applicable to credit ins- • Exposure at default (EAD): means the amount of exposure titutions and investment companies: (on- and off-balance sheet) before the application of credit risk mitigation techniques and before the application of the credit • The « institutions » category corresponds to exposures to cre- conversion factor (CCF). dit institutions and investment companies. The category also includes some exposures to regional and local governments, • Conversion factor (CCF): ratio between the unused portion of a public-sector entities and multilateral development banks, commitment that will be drawn and at risk at the time of default, which are not treated as central governments. and the unused portion of the commitment calculated on the basis of the authorised limit or, where applicable, the unautho- • The « Corporates » exposure category includes large, medium- rised limit if higher. sized and small companies.

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• The « Retail customers » category corresponds to loans granted Institutions take into account counterparty risk in all of their expo- in private banking operations. sures, whether in the banking or trading books. For items in the trading book, counterparty risk is managed in accordance with • The equity investments category is defi ned on page 137. arrangements for the prudential supervision of market risk. • The « Securisation transactions » category is defi ned on page The prudential treatment of counterparty risk for operations invol- 134. ving derivative fi nancial instruments in the banking book is gover- • The « Other assets that do not correspond to a credit obligation » ned by regulations, i.e. by France’s transposition of the European category mainly includes non-current assets and accruals. directive (order of 20 February 2007). To measure exposure to counterparty risk on transactions involving forward fi nancial instruments, Crédit Agricole CIB uses the market price measure- Analysis of exposures ment method. Counterparty risk exposure totalled €96.9 billion at 31 December  Exposures by type of risk 2010, with €31.6 billion of repos and €65.3 of derivative fi nancial instruments. The tables below show Crédit Agricole CIB’s exposure to credit and counterparty risk by exposure class for the standardised and Additional information on counterparty risk exposure on derivative internal ratings based approaches. This exposure corresponds fi nancial instruments is provided in note 3.1 to the consolidated to gross exposure (on- and off-balance sheet) after netting and fi nancial statements. before risk mitigation techniques (guarantees and collateral).

Exposure to credit risk by method and category of exposure (total exposure) 31.12.2010 31.12.2009 IRB Standard Total Total € million including including including including Credit Credit Credit Credit counterparty counterparty counterparty counterparty risk risk risk risk risk risk risk risk Central governments and 46,206 3,538 24,639 20,042 70,845 23,581 53,936 2,891 central banks Institutions 75,974 43,675 13,656 572 89,630 44,247 115,369 51,339 Corporates 228,183 28,720 13,322 349 241,505 29,069 202,210 31,161 Retail customers 7,740 7,740 6,650 Equities 1,064 199 1,263 1,247(1) Securitisations 64,853 64,853 58,880 Other assets that do not correspond to a credit 31,828 31,828 21,988 obligation Total 424,020 75,934 83,644 20,963 507,665 96,896 460,281 85,392 (1) Corrected data.

Exposures at default by method and category of exposure (EAD) 31.12.2010 31.12.2009 IRB Standard Total Total € million including including including including Credit counter- Credit Credit counterparty counterparty Credit risk counterparty risk party risk risk risk risk risk risk Central governments and 45,273 3,538 24,490 20,042 69,763 23,581 53,221 2,891 central banks Institutions 73,184 43,709 13,298 572 86,482 44,281 111,360 52,570 Corporates 190,265 28,720 12,908 349 203,173 29,069 174,222 31,161 Retail customers 7,727 7,727 6,630 Equities 836 157 994 920(1) Securitisations 55,141 55,141 47,396 Other assets that do not correspond to a credit 31,798 31,798 21,947 obligation Total 372,427 75,968 82,651 20,963 455,078 96,931 415,696 86,623 (1) Corrected data.

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Risk weighted asset by method and category of exposure (RWA)

31.12.2010 31.12.2009 IRB Standard Total Total € million including including including including Credit Credit Credit Credit counterparty counterparty counterparty counterparty risk risk risk risk risk risk risk risk Central governments and 879 29 289 1 168 29 1 181 43 central banks Institutions 9 418 4 898 2 682 114 12 099 5 013 14 242 6 173 Corporates 69 577 12 505 6 085 407 75 661 12 912 79 711 16 183 Retail customers 321 321 351 Equities 2 787 157 2 945 2 836 Securitisations 8 751 8 751 8 992 Other assets that do not correspond to a credit 7 264 7 264 7 308 obligation Total 91 734 17 432 16 477 522 108 211 17 953 114 621 22 399

 Exposures by geographical area adjustments not directly affectable to a geographic area. (1) The analysis covers the total amount of exposures by geographi- At 31 December 2010, the ﬁ gure was €367 billion (€348 billion cal area within the Crédit Agricole CIB Group, excluding exposure at 31 December 2009). under standardised approach, securitisation transactions and

2010 2009(1)

Italy France Italy Japan 3% (including overseas Japan 4% France 4% departments and territories) 4% (including overseas Eastern Europe 22% Eastern Europe departments and territories) 22% 4% 4% Africa and Africa and Middle-East Middle-East 6% 6%

RH@@MC/@BHjB RH@@MC/@BHjB excluding Japan excluding Japan 12% 10%

North America Western Europe 15% North America excluding Italy 30% 15% Western Europe excluding Italy Western Europe Central and South America(1) 32% excluding Italy 4% 4%

(1) 2009 reviewed data due to a change in the scope.

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 Geographical analysis of portfolio by category of exposure

Central governments and Institutions Corporates en % central banks 2010 2009(1) 2010 2009(1) 2010 2009(1) France (including overseas 22% 14% 18% 18% 23% 26% departments and territories) Western Europe excluding 19% 19% 48% 51% 26% 27% Italy Central and South America 3% 3% 1% 0% 5% 5% Italy 3% 5% 2% 2% 4% 4% Asia and Paciﬁ c excluding 8% 6% 9% 8% 13% 11% Japan Africa and Middle-East 2% 3% 5% 6% 7% 7% North America 25% 29% 12% 11% 14% 14% Eastern Europe 2% 2% 2% 1% 5% 5% Japan 17% 17% 4% 2% 2% 2% other 1% 1% 0% 0% 0% 0% Total 100% 100% 100% 100% 100% 100% (1) 2009 reviewed data due to a change in the scope.  Exposures by industry adjustments not directly affectable to a geographic area. The analysis covers the total amount of exposures by economic At 31 December 2010, total exposures amounted to €367 billion sector within the Crédit Agricole CIB Group, excluding exposure euros compared with €348 billion(1) at 31 December 2009). under standardised approach, securitisation transactions and

Industry analysis of exposures – all category of exposures

26% 25% 31.12.2010 31.12.2009(1)

14%

12% 10% 9%

5% 5%5% 5% 5% 4% 4% 4% 4% 4% 4% 4% 3% 3%3% 3% 2%3%2%3% 3%3% 2%2% 2% 1%1% 1% 1%1% 1%1% 1% 1% 1%1% 1% 1% 0%0% NKNFX Banks Energy 4SHKHSHDR 3DKDBNL 2GHOOHMF QDS@HKHMF FQH ENNC (MRTQ@MBD 1D@K$RS@SD TSNLNSHUD @DQNM@TSHBR (non-banks) 1DRS@TQ@MSR "NMRSQTBSHNM ,HRBDKK@MDNTR .SGDQjM@MBH@K 'D@UXHMCTRSQX (33DBGM .SGDQSQ@MRONQS .SGDQHMCTRSQHDR 3NTQHRL'NSDKR ,DCH@/TAKHRGHMF 'D@KSG/G@QL@BDTSHB@KR BNMRTLDQFNNCRHMCTSQHDR 6NNC/@ODQ/@BJ@FHMF -NM BNLLDQBH@KRDQUHBDR /TAKHBRDBSNQKNB@K@TSGNQHSHDR (1) 2009 reviewed data due to a change in the scope.

The analysis of the loan book by industry shows a well diversifi ed Excluding other non-bank fi nancial activities, the Corporate port- risk. Banks and other non-bank fi nancial activities make up 34% folio shows a satisfactory diversifi cation level, with the main eco- of the total portfolio. nomic sector being Energy (14%).

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Industry analysis of exposures – Corporate

22%

19% 31.12.2010

31.12.2009(1)

10%

8% 8% 7% 7% 6% 7% 7% 6% 6% 5% 5% 5% 5% 5% 5% 4% 4% 4% 4% 4% 3% 2% 3% 3% 3% 2% 2% 2% 2% 2% 2% 1% 2% 1% 1% 1% 1% 1% 1% 0% 0% 0% 0% NKNFX !@MJR Energy 4SHKHSHDR 3DKDBNL 2GHOOHMF FQH ENNC (MRTQ@MBD 1D@KDRS@SD TSNLNSHUD DQNM@TSHBR MNM A@MJR "NMRSQTBSHNM 1DRS@TQ@MSR ,HRBDKK@MDNTR .SGDQjM@MBH@K 'D@UXHMCTRSQX FNNCHMCTRSQHDR (33DBGM .SGDQHMCTRSQHDR .SGDQSQ@MRONQSR 3NTQHRL'NSDKR ,DCH@/TAKHRGHMF 1DS@HKHMF"NMRTLDQ 'D@KSG/G@QL@BDTSHB@KR !NHR/@OHDQ$LA@KK@FD -NM BNLLDQBH@KRDQUHBDR /TAKHBRDBSNQ+NB@K@TSGNQHSHDR

(1) 2009 reviewed data due to a change in the scope.

Contractual maturity analysis of exposures The contractual maturity analysis of exposures and by fi nancial instruments is available, on an accounting basis, in note 3.3 to the consolidated fi nancial statements « Liquidity and fi nancing risk ».

Quality of exposure  Quality of exposure by type of customer

31.12.2010 Impaired exposure Individual Collective € million Gross Standardised IRB value value exposure Total approach approach adjustments adjustments Central governments and 70,845 10 25 35 23 central banks Institutions 89,630 562 562 549 Corporates 241,505 73 2,718 2,791 1,533 Retail customers 7,740 906 906 76 Total 409,721 83 4,210 4,293 2,182 0

31.12.2009(1) Impaired exposure Individual Collective € million Gross Standardised IRB value value exposure Total approach approach adjustments adjustments Central governments and 53,936 9 79 88 94 central banks Institutions 115,369 534 534 338 Corporates 202,210 72 3,457 3,529 1,375 Retail customers 6,650 699 699 3 Total 378,165 81 4,768 4,850 1,809 0 (1) Corrected data.

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 Quality exposure by geographical area

2010 2009(2)

€ million Standardised IRB IRB approach approach approach Past due exposure(1) Exposure at default Exposure at default Western Europe excluding Italy 83 1,023 1,549 Italy 760 913 Eastern Europe 251 259 North America 377 626 Central and South America 787 749 Asia and Paciﬁ c excluding Japan 241 157 Japan 40 7 Africa and Middle-East 732 508 Total 83 4,210 4,768 (1) More than 90 days past due. (2) Corrected data.

For the Central Governments/Central Banks and Corporates Quality of exposure categories, under the standardised approach, the Crédit Agricole CIB Group has chosen to use Moody’s evaluations to assess so-  Quality of exposure by type of customer vereign risk, along with French Prudential Supervisory Authority’s standardised approach table to cross-reference with credit quality steps. Credit valuation under the standardised approach As regards Corporates, the Group does not use external credit evaluation organisations. Corporates are weighted at 100% or When no external credit valuation is available, Crédit Agricole CIB 150% when exposures to government of the country in which uses the French Prudential Supervisory Authority weighting. the company is established is weighted at 150%, in accordance The Crédit Agricole CIB Group also cross-references external cre- with regulations. As a result, it is not possible to break down cor- dit evaluations with the various credit quality steps published by porate exposures by credit quality step using the standardised the French Prudential Supervisory Authority. approach.

 Credit quality step analysis of exposures and exposure at default (EAD)

Central government and central banks

€ million 31.12.2010 31.12.2009 Amount of Amount of Amount of Amount of Weightings exposures EAD exposures EAD 0% 24,350 24,201 7,922 7,907 20% 11 50% 100% 289 289 316 316 Total 24,639 24,490 8,239 8,224

Institutions

€ million 31.12.2010 31.12.2009 Amount of Amount of Amount of Amount of Weightings exposures EAD exposures EAD 20% 13,606 13,268 12,548 12,483 50% 5 5 536 285 100% 46 25 295 250 150% Total 13,656 13,298 13,379 13,018

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 Exposure under the IRB approach

Presentation of the internal rating system and procedure Internal rating systems and procedures are presented in the management report in the « Risk management - Counterparty risk - Risk measurement methods and system » section on pages 96 to 98.

Credit risk exposure by category of exposure and internal rating at 31 December 2010 (excluding defaulted exposure)

Internal EAD EAD Expected Gross (Off- Average Average € million obligor EAD (Balance- RWA Loss exposure balance LGD RW rating sheet) sheet ) (EL) 142,33143,12938,2804,848882%0%0 238142133982146%3%0 Central governments 3 2,608 1,405 1,001 404 252 18% 18% 1 and central banks 45841961554121041%107%1 51295955411761%199%2 614939271219886%511%7 Sub-total 46,182 45,249 39,858 5,391 878 10 141,70742,81719,52823,2901,51613%4%2 2 13,839 13,184 4,382 8,802 1,278 22% 10% 2 3 17,760 15,395 6,424 8,971 5,261 31% 34% 14 Institutions 4 1,423 1,109 601 508 942 50% 85% 5 54917894785%269%1 6 635 100 47 53 342 63% 342% 10 Sub-total 75,412 72,623 30,990 41,633 9,386 34 131,81243,52418,20825,3163,10421%7%3 2 41,091 30,498 11,393 19,106 5,236 38% 17% 7 3 103,917 79,063 44,222 34,842 29,976 35% 38% 74 Corporates 4 38,510 27,101 17,075 10,026 21,302 35% 79% 108 5 4,769 3,121 1,877 1,244 3,788 36% 121% 54 65,2584,2392,9271,3126,00630%142%179 Sub-total 225,357 187,547 95,702 91,845 69,412 424 15205165011636%1%0 2 2,539 2,538 2,532 6 18 4% 1% 0 Retail customers 33,7113,7043,6911318312%5%1 4 13131301163%81%0 6 50505007272%143%5 Sub-total 6,834 6,822 6,787 35 287 6 Total 353,785 312,240 173,337 138,903 79,963 474

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Credit risk mitigation techniques Defi nitions:  Credit derivatives used for hedging • Collateral: a security interest giving the bank the right to liqui- Credit derivatives used for hedging are described in the « Risk date, keep or obtain title to certain amounts or assets in the management – credit risk – use of credit derivatives » section of event of default or other specifi c credit events affecting counter- the management report. party, thereby reducing the credit risk on an exposure; • Guarantee: undertaking by a third party to pay the sum due in the event of the counterparty’s default or other specifi c credit events, therefore reducing the credit on an exposure. Securisations  Defi nition  Collateral management Securitisation is a transaction or a structure under which the cre- The main categories of collateral taken by the bank are described dit risk associated with an exposure or pool of exposures is sub- in the section of the management report entitled « Risk manage- divided into tranches with the following features: ment – Credit Risk – Guarantees and Collateral Received ». • cash fl ows from the underlying exposure or pool of exposures Collateral is analysed when granted to assess the value of the are used to make payments; asset, its volatility and the correlation between the value of the • subordination of the tranches determines how losses are alloca- collateral and the quality of the counterparty fi nanced. Regardless ted during the period of the transaction or structure. of collateral quality, the fi rst criteria in the lending decision is Within securitisation operations, the following distinctions can be always the borrower’s ability to repay sums due from cash fl ow made: generated by its operating activities, except for some commodities fi nancing. • Traditional securitisations: implies the economic transfer of the securitised exposures to a special purpose entity that issues For fi nancial collateral, a minimum exposure hedging rate is usual- notes. The transaction or structure implies the transfer of ly included in the loan contract, with readjustment clauses. Finan- ownership in the securitised exposures by the originating bank cial collateral is revalued according to remargining and marking-to or via a sub-participation. The notes issued do not represent market frequency and at least quarterly. payment obligations for the originating bank; The minimum exposure hedging rate (or the haircut applied to • Synthetic securitisations: the credit risk is transferred through the value of the collateral under Basel II) is determined by mea- the use of credit derivatives or guarantees and the pool of expo- suring the pseudo-maximum deviation of the value of the securi- sures is kept on the balance sheet of the originating bank. ties on the revaluation date. This measurement is calculated on a Crédit Agricole CIB’s securitisation exposures are dealt with using 99% confi dence interval over a time horizon covering the period the IRB securisation approaches: between each revaluation, the period between the date of default and the date on which asset liquidation starts, and the duration • The Rating Based Approach (RBA) for exposures that have an of the liquidation period. A haircut is also applied for currency external public rating (directly or through an inferred rating). The mismatch risk when the collateral and the collateralised exposure external rating agencies used are Standard & Poors, Moody’s, are denominated in different currencies. Additional haircuts are Fitch Ratings and Dominion Bond Rating Services DBRS; applied when the size of the securities position implies a block • The Internal Assessment Approach (IAA); sale or when the borrower and the issuer of the collateral securi- • The Supervisory Formula Approach (SFA) for exposures without ties belong to the same group. external public rating. Other types of asset may also be pledged as collateral. This is notably the case for certain activities such as aircraft, shipping or commodities fi nancing. These businesses are conducted by the  Aim and strategy middle offi ces, which have specifi c expertise in valuing the assets fi nanced. Securitisation for third parties Crédit Agricole Corporate and Investment Bank securitisations for  Protection providers third parties are structured around two strategic axes: Two major types of guarantee are used (other than intra-group  Financing via commercial conduits (sponsoring) guarantees): Crédit Agricole CIB is involved in the management of conduits • export credit insurance taken out by the bank; Asset-Backed Commercial Paper as liquidity provider. These • unconditional payment guarantees. conduits sponsored by Crédit Agricole CIB lead to fi nance diver- The main guarantee providers (excluding credit derivatives) sifi ed assets in order to offer alternative fi nancing sources to the are export credit agencies, most of which enjoy a good quality bank’s customers. sovereign rating. The largest are Coface (France), Sace SPA These conduits ABCP allow the transfer to external investors of (Italy), Eurler Hermès (Germany) and Korea Export Insur (Korea). the credit risk related to assets (in most cases commercial receivables), a part of the risk related to the fi rst losses is retained

134 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 2010 MANAGEMENT REPORT 3

by the transferor. These structures can be completed by transfer long term, and which in 2009 were segregated into a dedicated mechanisms of some or of the entire risk to third parties (credit prudential banking book. insurers, equity providers …). Crédit Agricole CIB has never sponsored SIV (Structured Invest- ment vehicle). 2010 business review  Intermediary activities In 2010, Crédit Agricole CIB securitisation operations were characterised by: Crédit Agricole CIB participates in pre-securitisation fi nancing, in structuring and in the investment of securities backed by sets of • the support of government ABS market development in the assets from customers and designed for investors. United-States and its reopening in Europe. Crédit Agricole CIB structured and organised the investment (as arranger and book In this business, the bank holds a risk relatively low via the pos- runner) of a signifi cant number of primary ABS issues on behalf sible « back-up lines »/lignes de support contribution to the securi- of its customers Financial Institutions and Consumer Financing. tisation vehicles or via a share of the notes issued. • Regarding ABCP conduits, Crédit Agricole CIB maintained its position among the leaders in Europe and in the American mar- Proprietary securisations ket through the renewal or the implementation of new securitisation transactions for commercial or fi nancial receivables mostly Crédit Agricole CIB has two types of exposure to own account on behalf of its Corporate customers to fi nance their ordinary securitisations: activity in line with the bank’s risk profi le. The Crédit Agricole CIB  Active Credit Portfolio Management strategy which aims at fi nancing the client is well known among investors and permitted attractive fi nancing conditions for the Crédit Agricole CIB uses securitisation techniques to manage its bank’s customers. corporate fi nancing portfolio. They are used in addition to a range of risk transfer instruments (see section of the management report Additional information concerning the nature and the geographic entitled « Risk management – Credit Risk - Credit Risk Mitigation breakdown of securitised assets is provided in page 113 of the Mechanisms – Use of Credit Derivatives »). management report. The aim is to reduce concentration of corporate credit exposures, to diversify the portfolio and to reduce loss levels. This business is managed by the Credit Portfolio Management (CPM) team. The  Prudential approach internal rating based approach is used to calculate risk weighted The prudential treatment of Crédit Agricole CIB securitisations is securitisation exposures on own account. In this business, the in accordance with the headline V of the European CRD trans- bank does not purchase or hold protection on all tranches. posed into French law via the order of 20 February 2007. Hence, the bank’s exposure is either from the portions of the securitisations held for own account or sales of protection on the Internal Rating-Based approach tranches for which the bank does not want to hold protection.  Securisations carried out on behalf of customers  Discontinuing operations The underlyings fi nanced are diversifi ed in terms of both asset It corresponds to equity investments which are either disconti- classes and countries of origin.The assets fi nanced are mainly nuing operations or exposures for which the risk is considered commercial loans and automobile loans. The countries of origin of to be low and that Crédit Agricole CIB is willing to carry for the the assets are mainly France, the United States and Italy.

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Traditional securisations

€ million 31.12.2010 31.12.2009 Exposures 19,315 19,540 Balance sheet 1,867 2,034 Off-balance sheet 17,448 17,507 Exposures at default (EAD) 18,652 18,896 Rating-Based Approach (RBA) 5,057 4,611 Weighting 6-10 % 2,876 2,263 Weighting 12-35 % 1,128 1,395 Weighting 50-75 % 258 405 Weighting 100-650 % 795 549 Internal Assessment Approach (IAA) 12,815 13,796 Weighting 6-10 % 10,878 9,470 Weighting 12-35 % 1,936 3,563 Weighting 50-75 % 1 344 Weighting 100-650 % 0 419 Supervisory Formula Approach (SFA) 781 489 Risk weighted assets (RWA) 2,874 3,511 Capital requirements 230 281

 Proprietary securisations Tranches of securitisation (after protection)

€ million 31.12.2010 31.12.2009 Traditional securisations 11,917 9,325 Synthetic securisations 33,621 30,015 Total 45,539 39,340

Securisation tranches deductible from shareholders’ equity (EAD) At 31 December 2010, the total amount of retained securisation tranches deductible from Basel II shareholders’ equity was €2,574 million.

Aggregate amount of securitized positions retained or acquired by weighting category (EAD)

€ million 31.12.2010 31.12.2009 Rating-Based Approach (RBA) 5,756 3,713 Weighting 6-10 % 4,272 1,743 Weighting 12-35 % 597 581 Weighting 50-75 % 102 237 Weighting 100-650 % 785 1,135 Weighting = 1250 % 46 17 Supervisory Formula Approach (SFA) 30,686 24,787 Total 36,488 28,500

Impaired assets, exposure to delinquent securitised loans and losses during the period After impairment of €186 million, the net exposure of impaired assets was 209 million at 31 December 2010.

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Exposure to equity investments They mainly consist of: • listed and unlisted equities and shares in investment funds; Equity investments owned by Crédit Agricole CIB outside the • implied options in convertible bonds and mandatory convertible trading book are made up of securities « that give residual and bonds; subordinated rights to the assets or income of the issue or that • equity bonds; are of a similar economic nature ». • deeply subordinated notes.

 Equity exposures by exposure category

31.12.2010 31.12.2009 € million Capital Capital Exposures EAD RWA Exposures EAD RWA requirements requirements

Internal rating-based approach 1 064 836 2 787 223 1 109 782 2 697 216

Private equity exposures held in sufﬁ ciently 37 33 63 5 68 45 86 7 diversiﬁ ed portfolios

Exposures to listed equities 314 309 897 72 148 142 411 33

Other equity exposures 713 494 1 827 146 893 595 2 201 176

Standardised approach 199 157 157 13 138 138 138 11

Total 1 263 994 2 945 236 1 247 920 2 836 227

The total amount of capital gains realized on sales in 2010 was Unrealized gains included in Tier I or Tier II capital totaled €267 €55 million. million at 31 December 2010. The total amount of unrealized gains and losses recorded directly in shareholders’ equity was €239 million at 31 December 2010 (before tax).

 MARKET RISK

Internal model-based method for Global interest-rate risk measuring and managing market The type of interest-rate risk, the main assumptions used and the frequency with which interest-rate risk is measured are presented risks in the « Risk management - Global interest-rate risk » section of the management report, on page 114. The internal model-based methods for measuring and managing market risks are described in the « Risk management – Market risks » section of the management report, on page 105.

Measurement policies and procedures used for the trading book Measurement rules used for trading book items are presented in note 1.3 to the ﬁ nancial statements, « Signiﬁ cant accounting policies ». Measurement models undergo periodic examination, as described in the « Risk management - Market risks » section of the management report, on page 104.

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 OPERATIONAL RISK

Method for calculating capital Insurance techniques for using the advanced approach mitigating operational risk The scope of application of the advanced and standardised Insurance techniques for mitigating operational risk are presented approaches, and the description of the advanced approach, are in the « Risk management - Insurance and hedging of operational presented in the « Risk management - Operational risks » section risks » section of the management report, on page 120. of the management report, on page 119.

138 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS Approved by the Board of Directors in its meeting of 22 February 2011 and put to shareholders for their approval in the 11 May 2011 Shareholder’s Meeting

GENERAL BACKGROUND ...... 140  LEGAL PRESENTATION OF CRÉDIT AGRICOLE CIB ...... 140  RELATED PARTIES ...... 141

CONSOLIDATED INCOME STATEMENTS ...... 142  INCOME STATEMENT ...... 142  NET INCOME AND GAINS/(LOSSES) RECOGNISED DIRECTLY IN EQUITY ...... 143  ASSETS ...... 144  LIABILITIES AND SHAREHOLDERS’ EQUITY ...... 145  CHANGE IN SHAREHOLDERS’ EQUITY ...... 146  CASH FLOW STATEMENT ...... 147

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS ...... 148  NOTE 1: ACCOUNTING PRINCIPLES AND POLICIES APPLICABLE, ASSESSMENTS AND ESTIMATED USED ...... 148  NOTE 2: SCOPE OF CONSOLIDATION ...... 163  NOTE 3: FINANCIAL MANAGEMENT, RISK EXPOSURE AND HEDGING POLICY ...... 166  NOTE 4: NOTES TO THE INCOME STATEMENT ...... 178  NOTE 5: SEGMENTAL REPORTING ...... 184  NOTE 6: NOTES TO THE BALANCE SHEET ...... 186  NOTE 7: EMPLOYEE BENEFITS AND OTHER COMPENSATION ...... 196  NOTE 8: FINANCING AND GUARANTEE COMMITMENTS ...... 201  NOTE 9: RECLASSIFICATIONS ...... 202  NOTE 10: FAIR VALUE OF FINANCIAL INSTRUMENTS ...... 203  NOTE 11: POST- STATEMENT OF FINANCIAL POSITION EVENTS...... 208  NOTE 12: SCOPE OF CONSOLIDATION AT 31 DECEMBER 2010 ...... 209

STATUTORY AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS ...... 212

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 139 4 CONSOLIDATED FINANCIAL STATEMENTS

The fi nancial statements consist of the general background, consolidated fi nancial statements and the notes to the fi nancial statements.

 GENERAL BACKGROUND

 LEGAL PRESENTATION OF CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK

Corporate’s name: Crédit Agricole Corporate and Investment Bank.

Trading names are: Crédit Agricole Corporate and Investment Bank – Crédit Agricole CIB - CACIB

Address and registered ofﬁ ce: 9, quai du Président Paul Doumer 92920 Paris La Défense Cedex - France.

Registration number: 304 187 701, Nanterre Trade and Companies Registry

Code NAF: 6419 Z (APE)

Corporate form: Crédit Agricole Corporate and Investment Bank is a French societé anonyme (joint stock corporation) with a Board of Directors, governed by the laws and regulations applicable to credit institutions and joint stock corporations and by its Articles of Association.

140 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

 RELATED PARTIES

The Crédit Agricole CIB’s related parties comprise group companies that are fully integrated or consolidated under Relations between consolidated proportional or equity method as well as main senior executives companies within the Crédit of the Group. The information provided in this report is supplemented by the Agricole CIB Group information given in the Statutory Auditors’ special report on A list of the Crédit Agricole CIB Group’s consolidated companies regulated agreements on page 258. can be found in note 12. Transactions between two fully consolidated entities are eliminated in full. Relations with the Crédit Agricole Period-end outstandings between fully consolidated and proportionally consolidated companies are only eliminated to the extent S.A. Group of the interests held by group shareholders. The remaining ba- On-and off-balance sheet amounts representing transactions lances are included in Crédit Agricole CIB’s consolidated fi nancial between the Crédit Agricole CIB Group and the rest of the Crédit statements. At 31 December 2010, non-eliminated outstandings Agricole S.A. Group are summarized in the following table: with UBAF and Newedge on the balance sheet were as follows: - due from banks: € million 31.12.2010 €708 million ASSETS - due to banks: Loans and advances 10,772 €1,369 million Derivative fi nancial instruments held for trading 21,441 - securities sold under repurchase agreements: LIABILITIES €160 million Loans and advances 16,827 Derivative fi nancial instruments held for trading 20,864 Relations with executive offi cers Subordinated debt 8,306 Preferred shares 411 and senior management FINANCING COMMITMENTS Detailed information on senior management compensation is provided in note 7.7 «Executive offi cers’ compensation ». Other guarantees given 385 Guarantees received 5,056

Figures for loans and advances represent cash relations between Crédit Agricole CIB and Crédit Agricole S.A. Figures for trading derivatives mainly represent Crédit Agricole Group interest-rate hedging transactions arranged by Crédit Agri- cole CIB in the market. Information concerning preferred shares appears in note 6.14.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 141 4 CONSOLIDATED FINANCIAL STATEMENTS

 CONSOLIDATED INCOME STATEMENTS

 INCOME STATEMENT

€ million Notes 31.12.2010 31.12.2009

Interest receivable and similar income 4.1 5,132 7,119

Interest payable and similar expense 4.1 (2,962) (4,865)

Fee and commission income 4.2 3,815 3,660

Fee and commission expense 4.2 (1,352) (1,461)

Net gains/ (losses) on ﬁ nancial instruments at fair value through proﬁ t 4.3 1,036 (62) and loss

Net gains/ (losses) on available-for-sale ﬁ nancial assets 4.4 65 58

Income related to other activities 4.5 71 60

Expenses related to other activities 4.5 (107) (81)

NET BANKING INCOME 5,698 4,428

Operating expenses 4.6, 7.1 (3,682) (3,312)

Depreciation, amortisation and impairment of property, plant and 4.7 (153) (159) equipment and intangible assets

GROSS OPERATING INCOME 1,863 957

Cost of risk 4.8 (638) (1,769)

NET OPERATING INCOME 1,225 (812)

Share of net income of afﬁ liates 2.3 139 117

Net income on other assets 4.9 (13) 22

Goodwill

PRE-TAX INCOME 1,351 (673)

Income tax 4.10 (309) 381

NET INCOME 1,042 (292)

Minority interests 37 39

NET INCOME - GROUP SHARE 1,005 (331)

Earnings per share (in €) 6.14 4.48 (1.83)

Diluted earnings per share (in €) 6.14 4.48 (1.83)

142 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

 NET INCOME AND GAINS/ (LOSSES) RECOGNISED DIRECTLY IN EQUITY

€ million Notes 31.12.2010 31.12.2009

Net Income- Group share 1,005 (331)

Gains/ (losses) on currency translation adjustment 129 (41)

(Gains)/ losses on available for-sale-assets (58) 137

(Gains)/ losses on derivative hedging instruments (54) 53

Actuarial (gains)/ losses on post-employment beneﬁ ts (22)

(Gains)/ losses recognised directly in equity, Group share without (5) 149 afﬁ liates

Share of net gains/ (losses) recognised directly in equity of afﬁ liates entités 94 (33) mises en équivalence(1)

Total gains/ (losses) recognised directly in equity, Group share 4.11 89 116

Net income and gains/ (losses) recognised directly in equity, 1,094 (215) Group share

Net income and gains/ (losses) recognised directly in equity, minorities 72 35 interests

Net income and gains/ (losses) recognised directly in equity 1,166 (180)

(1) The « share of other comprehensive income on investments accounted for under the equity method » is included in Crédit Agricole CIB consolidated reserves.

Amounts are disclosed after tax.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 143 4 CONSOLIDATED FINANCIAL STATEMENTS

 ASSETS

€ million Notes 31.12.2010 31.12.2009

Cash, due from central banks 6.1 19,400 23,826

Financial assets at fair value through proﬁ t or loss 6.2 388,531 384,760

Derivative hedging instruments 3.2, 3.4 1,184 1,371

Available-for-sale ﬁ nancial assets 6.4, 6.6 19,098 23,218

Due from banks 3.1, 3.3, 6.5, 6.6 71,581 65,874

Loans and advances to customers 3.1, 3.3, 6.5, 6.6 157,667 149,033

Valuation adjustment on portfolios of hedged items 3

Held-to-maturity ﬁ nancial assets 6.8

Current and deferred tax assets 6.10 4,311 3,955

Accruals, prepayments and sundry assets 6.11 50,523 56,744

Non-current assets held for sale

Investments in afﬁ liates 2.3 1,103 913

Investment property

Property, plant and equipment 6.12 728 714

Intangible assets 6.12 170 168

Goodwill 2.5 1,893 1,856

TOTAL ASSETS 716,192 712,432

144 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

 LIABILITIES AND SHAREHOLDERS’ EQUITY

€ million Notes 31.12.2010 31.12.2009

Due to central banks 6.1 757 1,536

Financial liabilities at fair value through proﬁ t and loss 6.2 361,185 379,669

Derivative hedging instruments 3.2, 3.4 1,273 798

Due to banks 3.3, 6.7 75,339 69,474

Customer accounts 3.1, 3.3, 6.7 143,489 122,836

Debt securities in issue 3.1, 3.3, 6.9 61,925 64,005

Valuation adjustment on portfolios of hedged items 20 16

Current and deferred tax liabilities 6.10 612 537

Accruals, deferred income and sundry liabilities 6.11 46,688 49,941

Liabilities associated with non-current assets held for sale

Insurance companies' technical reserves 6 7

Reserves 6.13 916 1,175

Subordinated debt 3.2, 3.3, 6.9 8,672 8,029

Total debt 700,882 698,023

Shareholders' equity 6.14

Shareholders’ equity, Group share 14,606 13,499

Share capital and reserves 6,557 6,557

Consolidated reserves 6,634 6,841

Gains/ (losses) recognised directly in equity 410 432

Net income for the year 1,005 (331)

Minority interests 704 910

Total shareholders’ equity 15,310 14,409

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY 716,192 712,432

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 145 4 CONSOLIDATED FINANCIAL STATEMENTS

 CHANGE IN SHAREHOLDERS’ EQUITY

Share capital and reserves Total Retained Total gains/ Net Total Minority share-hol- Share Elimination earnings, (losses) reco- income Equity, interests ders’ equity € million Share premiums of Group gnised directly Group Group Share Share pre- capital and treasury share in equity share share capital miums and reserves shares reserves Shareholders’ equity at 1 3,715 4,455 8,170 283 8,453 830 9,283 January 2009 Capital increase(1) 2,341 2,859 5,200 5,200 15 5,215 Dividends paid in 2009 (45) (45) Impact of acquisitions/ disposals 42 42 42 42 on minority interests Movements related to share- 12 12 12 12 based payments Movements related to share- 2,341 2,913 5,254 5,254 (30) 5,224 holders’ items Change in gains/(losses) 149 149 (4) 145 recognised directly in equity Share of change in equity of associates accounted for under (33) (33) (33) (33) the equity method 2009 net income (331) (331) 39 (292) Other changes 7 7 7 75 82 Shareholders’ equity at 31 6,056 7,342 13,398 432 (331) 13,499 910 14,409 December 2009 Appropriation of 2009 earnings (331) (331) 331 Shareholders’ equity at 1 6,056 7,011 13,067 432 13,499 910 14,409 January 2010 Capital increase Dividends paid in 2010 (38) (38) Impact of acquisitions/ disposals (240) (240) on minority interests Movements related to share- 99 99 based payments Movements related to share- 9 9 9 (278) (269) holders’ items Change in gains/(losses) (5) (5) 35 30 recognised directly in equity Share of change in equity of associates accounted for under 94 94 94 94 the equity method 2010 net income 1,005 1,005 37 1,042 Other changes 21 21 (17) 4 4 Shareholders’ equity at 31 6,056 7,135 13,191 410 1,005 14,606 704 15,310 December 2010 (1) In the ﬁ rst quarter of 2009, Crédit Agricole CIB made a €2,341 million capital increase with a share premium of €2,859 million. The proceeds were used in 2009 to repay the €4,950 million of shareholders’ advances made by Crédit Agricole S.A. in 2007 and 2008.

Consolidated reserves mainly include undistributed profi ts from Amounts deducted from shareholders’ equity and transferred to prior years, amounts arising from the fi rst-time application of the income statement and that relate to cash fl ow hedges are IFRS, and consolidation adjustments. included under net banking income.

146 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

 CASH FLOW STATEMENT

The cash fl ow statement is presented using the indirect method. and equipment and intangible assets. This section includes strategic investments classifi ed as available for sale. Operating activities are Crédit Agricole CIB’s revenue generating activities. Financing activities show the impact of cash infl ows and outfl ows associated with shareholders’ equity and long-term fi nan- Tax infl ows and outfl ows are included in full within operating acti- cing. vities. Net cash and cash equivalents include cash, debit and credit Investing activities show the impact of cash infl ows and out- balances with central banks, and debit and credit sight balances fl ows associated with purchases and sales of investments in with banks. consolidated and non-consolidated companies, property, plant

€ million 2010 2009 Pre-tax income 1,351 (673) Depreciation, amortisation and impairment of property, plant and equipment and intangible 153 159 assets Impairment of goodwill and other non-current assets Net charge to impairment (26) 1,749 Share of net income of affi liates (139) (117) Net loss/(gain) on investing activities 12 27 Net loss/(gain) on fi nancing activities 297 194 Other movements 41 (577) Total non-cash items included in pre-tax income and other adjustments 338 1,435 Change in interbank items 3,675 (12,230) Change in customer items 10,298 (10,030) Change in fi nancial assets and liabilities (21,099) 5,375 Change in non-fi nancial assets and liabilities 2,883 4,090 Dividends received from affi liates 28 17 Taxes paid (464) (259) Net decrease/(increase) in assets and liabilities used in operating activities (4,679) (13,037) TOTAL net cash provided/(used) by OPERATING activities [A] (2,990) (12,275) Change in equity investments 65 27 Change in property, plant and equipment and intangible assets (118) (96) TOTAL net cash provided/(used) by INVESTING activities [B] (53) (69) Cash received from/(paid to) shareholders (305) 137 Other cash provided/(used) by fi nancing activities (326) (1,145) TOTAL net cash provided/(used) by FINANCING activities [C] (631) (1,008) Effect of exchange rate changes on cash and cash equivalents [D] 1,460 (476) Net increase/(decrease) in cash and cash equivalents [A + B + C + D] (2,214) (13,828) Opening cash and cash equivalents 22,222 36,050 Net gain/ (losses) on cash and central banks (assets and liabilities)(1) 22,286 37,226 Net gain/ (losses) on interbank sight balances (assets and liabilities)(2) (64) (1,176) Closing cash and cash equivalents 20,008 22,222 Net gains/ (losses) on cash and central banks (assets and liabilities)(1) 18,638 22,286 Net gains/ (losses) on interbank sight balances (assets and liabilities)(2) 1,370 (64) CHANGE IN NET CASH AND CASH EQUIVALENTS (2,214) (13,828) (1) Consisting of the net balance of « cash, due from central banks », as disclosed in note 6.1. (2) Comprises the balance of «performing current accounts in debit and performing overnight accounts and advances » (see note 6.5) and « current accounts in credit » and « daylight overdrafts and accounts » (excluding accrued interest) - See note 6.7.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 147 4 CONSOLIDATED FINANCIAL STATEMENTS

 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

 NOTE 1: ACCOUNTING PRINCIPLES AND POLICIES APPLICABLE, ASSESSMENTS AND ESTIMATED USED

1.1 Applicable standards and comparability

Pursuant to EC regulation 1606/2002, the parent-company fi nan- Until 31 December 2009, all the actuarial gains and losses were cial statements were prepared in accordance with IAS/IFRS stan- accounted for by Crédit Agricole CIB in the profi t and loss of the dards and IFRIC interpretations applicable at 31 December 2010 period. as adopted by the European Union (the « carve-out » version) and To provide information more comparable with the principles ap- uses certain dispensations of IAS 39 as regards macro-hedge plied by the other companies, Crédit Agricole CIB has decided accounting. to record the actuarial gains and losses in « unrealized gains and The applicable standards are available on the European Commis- losses recorded directly in shareholders’ equity ». This approach is sion website, at the following address: applied permanently and homogeneously to all the pension plans as of 1 January 2010. http://ec.europa.eu/internal_market/accounting/ias/index_ en.htm. This change in accounting option is in accordance with the accounting standard IAS 8, with a retrospective application. The The standards and interpretations are identical to those used main effects of this change are provided in note 1.5. and described in the Group fi nancial statements at 31 Decem- ber 2009, except for the change in option for the recognition of actuarial gains and losses on the post-employment-benefi ts of the defi ned-benefi t plans. According to IAS 19, actuarial gains and losses on defi ned-benefi t plans can be recognised: • either in profi t and loss in their entirety • or in profi t and loss for a portion determined according to the « corridor » approach • or in other comprehensive income (shareholders’ equity) in their entirety.

148 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

These standards and interpretations used in the ﬁ nancial state- 31 December 2010 and that must be applied in 2010 for the ﬁ rst ments at 31 December 2009 have been supplemented by the time. They cover the following: provisions of those IFRS as endorsed by the European Union at

Date of publication by the Date of the fi rst-time application: Standards, amendments or interpretations European Union fi nancial years commencing on Annual Improvement amending IFRS 5 which deals with entities 23 January 2009 committed to a sale plan involving loss of control of a subsidiary, 1 January 2010 (EC 70/2009) and related amendment to IFRS 1 Revised IAS 27- Consolidated and Separate Financial State- 3 June 2009 1 January 2010 ments (EC 494/2009) 3 June 2009 Revised IFRS 3 – Business Combinations 1 January 2010 (EC 494/2009) Amendment to IAS 39 which deals with eligible hedged items 15 September 2009 and clarifi es the application of hedge accounting to the infl ation 1 January 2010 (EC 839/2009) component of fi nancial instruments 25 November 2009 (EC 1136/2009) Revised IFRS 1- First Time Adoption of IFRS and 1 January 2010 23 June 2010 (EC 550/2010) « Annual Improvements », amending and clarifying 9 standards 23 March 2010 1 January 2010 and 2 interpretations (UE 243/2010) Amendment to IFRS 2- Share Based Payment, which incorpo- 23 March 2010 1 January 2010 rates the previous requirements set out in IFRIC 8 and IFRIC 11 (UE 244/2010) IFRIC 12- Service Concession Arrangements, which does not 25 March 2009 1 January 2010 concern the Group’s businesses (EC 254/2009) 4 June 2009 IFRIC 16- Hedges of Net Investment in a Foreign Operation 1 January 2010 (EC 460/2009) IFRIC 15- Agreements for the Construction of Real Estate, interpretation related to real estate construction agreements 22 July 2009 1 January 2010 dealt with in standards IAS 11- Construction Contracts and IAS (EC 636/2009) 18-Revenue 26 November 2009 IFRIC 17- Distributions of Non-cash Assets to Owners 1 January 2010 (EC 1142/2009) IFRIC 18- Transfers of Assets from Customers, which does not 27 November 2009 1 January 2010 concern the Group’s businesses (EC 1164/2009)

The application of these new provisions did not produce any material impact over the accounting period, except for the revisions of standards IAS 27 and IFRS 3. The prospective application of revised IAS 27 and IFRS 3 to acquisitions effective as of 1 January 2010 has resulted in a change of accounting method for the Group. The main issues are: • the initial recognition of non-controlling interests • the acquisition-related costs • certain transactions must be recognised separately from the business combination • the methods of recognising a business combination achieved in stages or partial disposals resulting in loss of control • the allocation of price adjustment clauses, when they are ﬁ nancial instruments, in accordance with the provisions of IAS 39. During the year 2010, Crédit Agricole CIB did not carry out any signiﬁ cant transactions that are liable to be concerned by this change of accounting method.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 149 4 CONSOLIDATED FINANCIAL STATEMENTS

Furthermore, it is noted that when the application of standards and adopted by the Group, unless otherwise indicated. These relate pri- interpretations during the period is optional, these have not been marily to:

Date of the fi rst-time compulsory Date of publication by the Standards, amendments or interpretations application: fi nancial years European Union commencing on 23 December 2009 Amendment to IAS 32- Classifi cation of rights issues 1 January 2011 (UE 1293/2009) Amendment to IFRS 1 and IFRS 7- Limited exemptions from 30 June 2010 1 January 2011 comparative IFRS disclosures for fi rst-time adopters. ( UE 574/2010) Amendment to IAS 24- Related parties represented by a State 19 July 2010 1 January 2011 body (UE 632/2010) Amendment to IFRIC 14- Recognition of Defi ned Benefi t Plans’ 19 July 2010 1 January 2011 Assets (UE 633/2010) IFRIC 19- Extinguishing fi nancial liabilities with equity instruments. 23 July 2010 1 January 2011 This amendment will be applied for the fi rst time as of 1 January ( UE 662/2010) 2011.

The amendments are not expected to have signiﬁ cant impacts for by the IASB but not yet been adopted by the European Union will Crédit Agricole CIB, both on Proﬁ t and Loss and on shareholder’s become mandatory only as from the date of such adoption; the equity. Group has not applied them as of 31 December 2010. Lastly, as standards and interpretations that have been published

1.2 Presentation of ﬁ nancial statements In the absence of a model required under IFRS, the balance equity and cash ﬂ ow statement are presented in the format set sheet, income statement, statement of changes in shareholders’ out in CNC Recommendation 2009-R.04 of 2 July 2009.

1.3 Accounting principles and policies Use of assessments and • deferred tax assets. estimated when preparing the The use of assessments and estimates is discussed below. fi nancial statements Estimates have been made by management to prepare the fi nan- Financial instruments cial statements. These estimates are based on certain assump- (IAS 32 and 39) tions and involve risks and uncertainties as to their actual achievement in the future. In the fi nancial statements, fi nancial assets and liabilities are treated in accordance with IAS 39 as adopted by the European Actual results may be infl uenced by many factors, including: Commission. • activity in domestic and international markets, At initial recognition, fi nancial assets and liabilities are measured • fl uctuations in interest and exchange rates, at fair value including transaction costs (except for fi nancial • the economic and political climate in certain industries or instruments recognized at fair value through profi t and loss). After countries; initial recognition, fi nancial assets and liabilities are measured, • changes in regulations or legislation. depending on their classifi cation, either at fair value or amortized cost using the effective interest rate method. This list is not exhaustive. Fair value is the amount for which an asset could be exchanged, Accounting estimates based on assumptions are principally used or a liability settled, between knowledgeable, willing parties in an to value the following assets and liabilities: arm’s length transaction. • fi nancial instruments measured at fair value, The effective interest rate is the rate that exactly discounts esti- • investments in non-consolidated companies, mated future cash payments or receipts through the expected life of the fi nancial instrument or, when appropriate, a shorter period • pension plans and other future employee benefi ts, to the net carrying amount of the fi nancial asset or fi nancial lia- • stock option plans, bility. • impairment of available-for-sale and held-to-maturity securities, • impairment of unrecoverable loans, • reserves, • goodwill impairment,

150 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

 Securities cost, including transaction costs that are directly attributable to the acquisition and including accrued interest. Classifi cation of fi nancial assets They are subsequently measured at amortised cost using the Under IAS 39, fi nancial assets are divided into four categories: effective interest rate method, including any premiums or discounts, and adjusted for any impairment provisions. • Financial assets at fair value through profi t and loss classifi ed as held for trading and fi nancial assets designated as at fair value Impairment rules for this fi nancial asset category are disclosed in through profi t and loss, the specifi c chapter dedicated to « impairment of securities » when securities are measured at amortised cost. • held-to-maturity investments, • loans and receivables,  Loans and receivables • available-for-sale fi nancial assets. Loans and receivables comprise fi nancial assets that are not listed « on an active market » and that generate fi xed or determi-  Financial assets at fair value through profi t and loss clas- nable payments. sifi ed as held for trading and fi nancial assets designated as at fair value through profi t and loss Securities are initially recognised at purchase price, including directly attributable transaction costs and accrued interest, According to IAS 39, this portfolio comprises securities that are and subsequently at amortised cost using the effective interest classifi ed under fi nancial assets at fair value through profi t and method, adjusted for any impairment. loss either as a result of a genuine intention to trade them or designated as at fair value by Crédit Agricole CIB. They are subsequently measured at amortised cost using the effective interest rate method adjusted for any impairment pro- Financial assets at fair value through profi t and loss classifi ed as visions. held for trading are assets acquired or generated by the enterprise primarily for purposes of making a profi t from short-term Impairment rules for this fi nancial asset category are disclosed price fl uctuations or an arbitrage margin. in the specifi c chapter dedicated to « impairment of securities ». Financial assets may be designated as at fair value through profi t and loss if they meet the conditions set out in the standard, in  Available-for-sale fi nancial assets the three following cases: for hybrid instruments including one or IAS 39 defi nes available-for-sale fi nancial assets as the default more embedded derivatives, to reduce accounting mismatch or if category. there is a group of managed fi nancial assets whose performance is measured at fair value. Hybrid instruments are generally desi- Available-for-sale securities are initially recognised at fair value, gnated as at fair value through profi t and loss to avoid separate including transaction costs that are directly attributable to the recognition and measurement of derivatives embedded in them. acquisition and including accrued interest. Crédit Agricole CIB generally uses this approach for certain mino- Changes in fair value are recorded in gains/ (losses) through sha- rity interests in venture capital companies measured at fair value. reholders’ equity. Securities that are classifi ed under fi nancial assets at fair value If the securities are sold, these changes are reversed out and through profi t and loss are recognised at fair value at inception, recognized in profi t and loss. excluding transaction costs attributable directly to their acquisi- Amortisation of any premiums or discounts on fi xed income secu- tion (which are accounted for directly in profi t and loss) and inclu- rities is taken to profi t and loss using the effective interest rate ding accrued interest. method. They are carried at fair value and changes in fair value are taken Accrued interests are accounted for in the relevant balance sheet to profi t and loss. account, accrued interest against the corresponding profi t and No impairment is recorded for this category of securities. loss account. Securities held for sale pending syndication are included in the This fi nancial asset category is subject to impairment (see dedica- « fi nancial assets at fair value through profi t and loss » category ted section « impairment of securities »). and are marked to market. Impairment of securities  Held-to-maturity fi nancial assets Impairment shall be accounted for when there is objective evi- This category includes securities with fi xed or determinable pay- dence of impairment as a result of one or more events that occur- ments and fi xed maturities that Crédit Agricole CIB has the inten- red after the initial recognition of the securities, other than those tion and ability to hold until maturity other than: measured as at fair value through profi t and loss. • securities that are initially classifi ed as fi nancial assets at fair Objective evidence of impairment corresponds to a prolonged or value through profi t and loss at the time of initial recognition by signifi cant decline in the value of the security for equity securities Crédit Agricole CIB; or the appearance of signifi cant deterioration in credit risk evi- denced by a risk of non recovery for debt securities. • securities that fall into the « loans and receivables » category. Hence, debt securities that are not traded in an active market For equity securities, the Crédit Agricole CIB uses quantitative cannot be included in the « Held-to-maturity investments » cate- criteria as indicators of potential impairment. These quantitative gory. criteria are mainly based on a loss of 30% or more of the value of the equity instrument over a period of 6 consecutive months. There are sale restrictions for instruments classifi ed in this cate- Crédit Agricole CIB also takes into account other factors such as gory, except for sales under specifi c circumstances as described fi nancial diffi culties of the issuer, short term prospects. in IAS 39. Notwithstanding the above-mentioned criteria, the Crédit Agricole Hedging of interest-rate risk in this category of securities is not CIB recognises an impairment loss when there is a decline in the eligible for hedge accounting as defi ned by IAS 39. value of the equity instrument, higher than 50% or prolonged over Held-to-maturity securities are initially recognised at acquisition 3 years.

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For debt securities, impairment criteria are the same as for loans  Lending operations and receivables. Loans are principally allocated to the « Loans and receivables » Such impairment is recognised: category. In accordance with IAS 39, they are initially valued at • for securities measured at amortised cost, through the use of an fair value and subsequently valued at amortised cost using the impairment account; the amount of the loss is recognised in the effective interest rate method. The effective interest rate is the income statement, and may be reversed in case of subsequent rate that exactly discounts estimated future cash payments to the improvements; original net loan amount, including any discounts and any transaction income or costs that are an integral part of the effective • for available-for-sale securities, the amount of the aggregate interest rate. loss is transferred from other comprehensive income to the income statement; in the event of subsequent recoveries in Loans and securities held for sale in the near future pending syn- the price of the securities, the loss previously transferred to the dication are included in the « fi nancial assets at fair value through income statement may be reversed via the income statement profi t and loss » category and are marked to market. when warranted by circumstances for debt instruments. Subordinated loans and repurchase agreements (represented by certifi cates or securities) are included under the various categories of loans according to counterparty type. Recognition date Revenue calculated using the effective interest rate on loans is Crédit Agricole S.A. records securities classifi ed as « Held- accounted for in accrued interest account,against the correspon- to-maturity fi nancial assets » and « Loans and receivables » on ding profi t and loss account. the settlement date. Other securities, regardless of type or classifi cation, are recognised on the trade date. Impaired loans and receivables In accordance with IAS 39, loans recorded under « loans and  Reclassifi cation of fi nancial instruments receivables » are impaired when one or more loss events occurs In accordance with the amendment to IAS 39, published and after collection of such loans. Once these loans and receivables adopted by the European Union in October 2008, it is now autho- have been identifi ed, they may be individually or collectively rized to reclassify fi nancial assets as follows: assessed for impairment. In this way, expected losses are recognised through impairment equal to the difference between the • from « held-for-trading fi nancial assets » and « available-for-sale book value of loans (amortised cost) and the sum of expected fi nancial assets » to « loans and receivables » if the entity intends future cash fl ows, discounted using the original effective interest and is able to hold the fi nancial asset concerned for the fore- rate, or in the form of discounts on loans restructured due to client seeable future or until maturity, subject to compliance with eli- default. gibility criteria as per reclassifi cation date (and in particular the criterion of no listing on an active market); The following distinctions are made: • in rare and documented circumstances, from the « held-for-tra- • loans individually assessed for impairment: these are impaired ding fi nancial assets » to the « available-for-sale fi nancial assets » loans and loans restructured due to customer default that have or « held-to-maturity fi nancial assets » categories, subject to been discounted; compliance with eligibility criteria as per reclassifi cation date. • loans collectively assessed for impairment: these are loans that Crédit Agicole CIB has not used the latter option allowing assets are not individually assessed for impairment, for which impair- to be reclassifi ed in rare circumstances. ment is determined for each uniform class of loans displaying similar credit risk characteristics. It concerns in particular loans Fair value on the reclassifi cation date becomes the reclassifi ed that are past due. asset’s new cost or new amortized cost, as the case may be. Loans that are past due consist of loans that are overdue but not Information on reclassifi cations carried out by Crédit Agicole individually impaired (part of the watch-list category). CIB in accordance with the amendment to IAS 39 is provided in note 9. Impairment based on the discounted method is estimated with reference to several factors, notably business or sector-related. It is possible that future credit risk measurements will differ signi-  fi cantly from current measurements, and this could require an Temporary purchases and sales of increase or decrease in the impairment amount. securities Probable losses in respect of off-balance sheet commitments Temporary sales of securities (securities lending/ borrowing, re- are covered by provisions recognized as liabilities on the balance purchase agreements) do not fulfi l the derecognition conditions of sheet. IAS 39 and are regarded as collateralised fi nancing. Assets lent Additions to and releases from impairment for non-recovery risk or sold under repurchase agreements are kept on the balance are included in cost of risk agregate. The increase in the book sheet. If applicable, cash received, representing the liability to value of receivables resulting from the accretion of impairment the transferee, is recognised on the liabilities side of the balance and the amortisation of the discount on restructured loans and sheet. Items borrowed or bought under repurchase agreements receivables is recognised in net interest income. are not recognised on the transferee’s balance sheet. Instead, if the items are subsequently sold, the transferee recognises the amount paid out representing its receivable from the transferor.  Loans individually assessed for impairment Revenue and expenses relating to such transactions are taken to profi t and loss on a prorata temporis basis, except in the case These are loans of all kinds, even those which are guaranteed, of assets and liabilities accounted for at fair value through profi t exposed to identifi ed credit risk arising from one of the following and loss. events: • the loan is at least three months in arrears (six months for mortgage loans and property leases and six months for loans to

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local authorities to take into account the specifi c characteristics loans, such as sector or country impairment. This impairment of these loans); is intended to cover estimated risks based on a sector or geographical analysis for which there is statistical or historical risk of • the borrower’s fi nancial position is such that an identifi ed risk partial non-recovery. exists regardless of whether the loan is in arrears or not; • the bank and borrower are in legal proceedings. When a loan is classifi ed as impaired, all other loans and commit-  Financial liabilities ments relating to that borrower are also classifi ed in their entirety IAS 39 as adopted by the European Union recognises three cate- as impaired, whether or not they are collateralised. gories of fi nancial liabilities: If a restructured loan is still kept in the impaired loan category, • fi nancial liabilities at fair value through profi t and loss classifi ed the discount is not recognized separately but through impairment. as held for trading. Fair value changes on this portfolio are reco- Crédit Agricole CIB records impairment corresponding to all fore- gnised in profi t and loss; seeable losses, discounted at the initial effective interest rate. • fi nancial liabilities designated at fair value through profi t and loss. Financial liabilities may be designated as at fair value through For small loans with similar characteristics, the analysis of indivi- profi t and loss if they meet the conditions set out in the stan- dual counterparties may be replaced with a statistical estimate of dard, in the three following cases: for hybrid instruments contai- projected losses. ning one or more embedded derivative, to reduce accounting In the case of restructured loans whose initial fi nancial terms (inte- mismatch, or for a group of fi nancial liabilities that is managed rest rate, maturity) have been adjusted by the entity concerned and whose performance is measured at fair value. The election because of counterparty risk, whereby the loan is moved to the of this category is generally used for in hybrid instruments in performing category, the reduction in future cash fl ows from the order to avoid separate accounting and measurement of em- counterparty as a result of restructuring gives rise to a discount. bedded derivatives; The discount recognised when a loan is restructured is recorded • other fi nancial liabilities: this category includes all other fi nan- in the cost of risk agregate. cial liabilities. These liabilities are initially measured at fair value (including transaction income and costs) and subsequently at The discount corresponds to the reduction in future cash fl ows amortized cost using the effective interest rate method. discounted at the original effective interest rate. Crédit Agricole CIB structured issuance transactions are classi- It is equal to the difference between: fi ed as fi nancial liabilities at fair value as held for trading. Fair value • the par value of the loan, changes are recognised in profi t and loss. • the sum of the restructured loan’s theoretical future cash fl ows In accordance with IAS 39, the Group evaluates its structured discounted at the original effective interest rate (defi ned on the issuance accounted for as held for trading liabilities, by taking date the fi nancing commitment was made). as reference the spread that specialised participants accept to receive for acquiring new Group’s issuance.

 Loans collectively assessed for impairment Statistical and historical customer default experience shows that  Securities classifi ed as fi nancial liabilities there is an identifi ed risk that loans non impaired individually will or equity be partially uncollectible. To cover these risks, which cannot by nature be allocated to individual loans, Crédit Agricole CIB has re- Distinction between liabilities and shareholders’ corded, based on these statistical data, various collective impair- equity ment provisions on the asset side of its balance sheet, such as: A debt instrument or fi nancial liability is a contractual obligation to: • deliver cash or another fi nancial asset; Impairment on sensitive exposure: • exchange fi nancial instruments under conditions that are poten- Such impairment losses are calculated on the basis of Basel II tially unfavourable for the entity. models. An equity instrument is a contract evidencing a residual interest As part of the implementation of Basel II, Crédit Agricole CIB cal- in an enterprise after deduction of all of its liabilities (net assets). culates the amount of losses anticipated within one year, using Revised IAS 32 as adopted by EU on the 21 January 2009 statistical tools and databases, based on multiple observation enables, under conditions, to qualify as equity instruments some criteria meeting the defi nition of a loss event within the meaning fi nancial instruments that were previously qualifi ed as debt instru- of IAS 39. ments. Such fi nancial instruments are: Impairment is measured with reference to the likelihood of non- • some puttable instruments on the issuer side; payment in each borrower rating class, but also based on the experienced judgment of management. • some instruments that impose on the issuer an obligation to deliver to the holder a prorata share of the net assets of the Impairment is calculated by applying a correction factor to the issuer only on liquidation. anticipated loss, this factor being based on management experienced judgement and taking into account a number of variables Therefore, provided that conditions are satisfi ed, OPCVM secu- that are not included in the Basel II models, such as the extension rities shall now be classifi ed as equity instruments on the issuer of the anticipated losses horizon beyond one year as well as other side. factors related to economics, business and other conditions. Symmetrically, Crédit Agricole CIB Group has changed the qualifi cation for such OPCVM securities on the holder side. Therefore, Other impairments determined on a collective basis OPCVM securities with bond and money market underlying shall still be considered as debt instruments; other OPCVM securities Crédit Agricole CIB also records collective impairment to cover (with Equity, hybrid, alternative underlying…) are considered as customer risks that are not individually allocated to individual equity instruments.

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Purchase of Treasury shares sequently removed and included in profi t and loss when the hedged cash fl ows occur, Treasury shares (or equivalent derivatives, such as options to buy shares) purchased by Crédit Agricole CIB, including shares held • hedge of a net investment in a foreign operation: changes in to hedge stock option plans, do not meet the defi nition of a fi nan- value of the derivative that is determined to be an effective he- cial asset and are deducted from shareholders’ equity. They do dge are recognized in a special reversible shareholders’ equity not generate any impact on the income statement. account and any ineffective portion of the hedge is recognized in profi t and loss. When conditions for hedge accounting are no longer met, then  Derivatives the following accounting treatment is applied: Derivative instruments are fi nancial assets or liabilities and are ini- • fair-value hedge: only the hedging instrument remains reeva- tially recognised on balance sheet at their fair value at inception luated through profi t and loss. The hedged item ceases to be of the transaction. At each balance sheet date, derivatives are adjusted for changes in its fair value attributable to the risk being measured at fair value, whether they are held for trading purposes hedged and continues to be accounted for in a manner that was or used for hedging accounting. applicable prior to it being hedged. instrument is fully registered in accordance with its classifi cation. Regarding AFS securities, Changes in the fair value of derivatives is recorded in profi t and fair value changes after discontinuance of hedge accounting are loss (except in the special case of a cash fl ow hedge relationship). recorded in shareholders’ equity. For hedged items measured at amortised cost, revaluation adjustment stock is amortised on the hedged items’ residual life. Hedge accounting • cash fl ow hedge: the hedging instrument is valued at fair value Fair-value hedgeI is intended to protect against exposures to through profi t and loss. The cumulative amounts deferred in changes in fair value of a recognized asset or liability or an unre- shareholders’ equity in respect of the hedge remain recognised cognized fi rm undertaking. in shareholders’ equity and is reclassifi ed to profi t and loss when Cash fl ow hedge is intended to protect against exposure to varia- profi t and loss is impacted by the hedged item. For fi nancial bility in future cash fl ows that is attributable to a particulat risk instruments hedged for interest rate risk, profi t and loss is im- associated with a recognized asset or liability (such as all or some pacted upon interest payments. In other words, the revaluation future interest payments on variable-rate debt) or a highly pro- adjustment stock is amortised through profi t and loss over the bable forecast transaction. remaining life of the hedged item Hedge of a net investment in a foreign operation is intended to • hedge of a net investment in a foreign operation: the cumula- reduce the risk of a fall in fair value arising from the exchange tive amounts deferred in shareholders’ equity in respect of the rate risk on a foreign investment made in a currency other than hedge remain recognised in shareholders’ equity as long as the the euro. net investment is held. They are entirely recycled in profi t and loss upon deconsolidation. The following criteria must be met in order for hedge accounting to be applicable: • the hedging instrument and the hedged instrument must be Embedded derivatives eligible, An embedded derivative is the component of a hybrid contract • there must be formal documentation from inception, inclu- that meets the defi nition of a derivative product. Embedded deri- ding primarily individual identifi cation and characteristics of the vatives must be accounted for separately from the host contract hedged item, the hedging instrument, the nature of the hedge if the following three conditions are met: relationship and the nature of risk being hedged, • the hybrid contract is not measured at fair value through profi t • the hedge effectiveness must be demonstrated, at inception and loss; and retrospectively, through tests performed at each closing • a separate instrument with the same terms as the embedded date. derivative would meet the defi nition of a derivative; When hedging the interest-rate risk exposure of a portfolio of • the characteristics of the derivative are not closely related to fi nancial assets or liabilities, Crédit Agricole CIB favors fair-value those of the host contract. hedge documentation, as permitted by IAS 39 as adopted by European Union (« carve out » version).  In addition, the Group documents these hedge relationships on Determination of the fair value of fi nan- the basis of gross position of derivatives and hedged items. cial instruments Effectiveness of these hedge relationships is measured by matu- The fair value of fi nancial instruments is measured in accordance rity schedules. with IAS 39 and are disclosed following the hierarchy defi ned by Changes in value of the derivative is accounted for as follows: IFRS 7. • fair-value hedge: changes in value of the derivative and of the The Group also applies the 15 October 2008 recommendation hedged item, to the extent of the hedged risk, are taken sym- from AMF, CNC and ACAM regarding fair value measurement of metrically to profi t and loss. There is no net impact on profi t and some fi nancial instruments loss unless the hedge has an ineffective portion, For fi nancial instruments measured at fair value, IAS 39 considers • cash fl ow hedge: changes in value of the derivative are reco- that the existence of published price quotations in an active mar- gnised initially in other comprehensive income for the effective ket is the best evidence of fair value. portion, and any ineffi cient portion of the hedge is recognised When such quoted prices are not available, IAS 39 requires fair in the income statement. The cumulative gain or loss on the value to be determined using a valuation technique based on derivative deferred in other comprehensive income are sub- observable data or unobservable inputs.

154 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

Level 1: fair value that is quoted prices (unadjusted) truments is generally recognised in profi t and loss on a systematic in active markets basis over the period during which inputs are deemed unobservable. When all market data become observable, the unreco- Level 1 is composed of fi nancial instruments for which fair value gnised amount of day one gain or loss is immediatly recognised is the quoted price (unadjusted) in an active market. It concerns in profi t and loss. stocks and bonds listed in active markets (such as the Paris Stock Exchange, the London Stock Exchange, the New York Valuation methodologies and models used for fi nancial instru- Stock Exchange…); it also concerns Funds securities quoted in ments that are disclosed within Levels 2 and 3 incorporate all an active market and listed derivatives such as Futures. factors that market participants would consider in making pricing decisions. They shall be beforehand validated by an independent A fi nancial instrument is regarded as quoted in an active mar- control department. Fair value measurement of these instruments ket if quoted prices are readily and regularly available from an takes into account both liquidity risk and counterparty risk. exchange, broker, dealer, pricing service or regulatory agency, and those prices represent actual and regularly occurring market Absence of accepted valuation method to determine equity ins- transactions on an arm’s length basis. When current prices of trument’s fair value. fi nancial instruments are unavailable at the reporting date, Crédit According to IAS 39 principles, if there is no satisfactory method, Agricole CIB refers to the price of the most recent transaction. or if the estimates obtained using the various methods differ For assets and liabilities with offsetting market risks, Crédit Agri- excessively, the instrument is measured at cost and remains cole CIB uses mid-market prices as a basis for establishing fair recorded under «Available-for-sale fi nancial assets » because its values for the offsetting risk positions. Crédit Agricole CIB uses fair value cannot be reliably measured. In this case, the Group the current bid price for fi nancial asset held or liability to be issued does not report a fair value, in accordance with the applicable (open long position) and the current ask (offer) price for fi nancial recommendations of IFRS 7. These primarily include investments asset to be acquired or liability held (open short position). in non-consolidated subsidiaries that are not listed on an active market which fair value is diffi cult to measure reliably. These investments, which are listed in specifi c Note 2.4, are intended to Level 2: fair value that is measured using observable be held for the long term. inputs, either directly or indirectly, other than quoted prices included within Level 1 These inputs are either directly (i.e. as prices) observable, or indi-  rectly (i.e. derived from prices) observable, and generally meet the Net gains/ (losses) on fi nancial following characteristics: they are not entity-specifi c data but are instruments available and regularly obtainable public data accordingly used by market participants. Net gains/ (losses) on fi nancial instruments at fair Level 2 is composed of: value through profi t and loss • Stocks and Bonds that are quoted in an inactive market or, that For fi nancial instruments designated as at fair value through profi t are not quoted in an active market but which fair value is esta- and loss and fi nancial assets and liabilities held for trading, this blished using a valuation methodology currently used by market caption includes the following income items: participants (such as discounted cashfl ows technique, Black & • dividends and other revenues from equities and other variable- Scholes model) and that is based on observable market data. income securities classifi ed in fi nancial assets at fair value • Instruments that are traded over the counter, which fair value is through profi t and loss; measured thanks to models using observable market data, ie • changes in the fair value of fi nancial assets and liabilities at fair derived from various and regularly available external sources. value through profi t and loss; For example, fair value of interest rate swaps is generally derived from interest rates yield curves as observed at the reporting • disposal gains and losses realised on fi nancial assets at fair date. value through profi t and loss; When the Group uses valuation models that are consistent with • changes in fair value and disposal or termination gains/ (losses) standard models based on observable market data (such as inte- on derivative instruments not involved in a fair-value or cash- rest rate yield curves or implied volatility surfaces), the day one fl ow hedge relationship. gain or loss resulting from the initial fair value measurement of the This caption also includes the ineffi cient portion of fair-value he- related instruments is recognised in profi t and loss at inception. dge, cash-fl ow hedge and net investment hedge operations.

Level 3: fair value that is measured using signifi cant Net gains/ (losses) on available-for-sale fi nancial unobservable inputs assets For some complex instruments that are not traded in an active market, fair value measurement is based on valuation techniques For available-for-sale fi nancial assets, this caption includes the using unobservable inputs i.e. that cannot be observed on the following income items: market for an identical instrument. These instruments are dis- • dividends and other revenues from equities and other variable- closed within Level 3. income securities classifi ed as available-for-sale fi nancial assets; Are mainly concerned, complex interest rate instruments, equity • disposal gains and losses realised on fi xed- and variable-in- derivatives, structured credit instruments which fair value measu- come securities classifi ed as available-for-sale fi nancial assets; rement includes for instance correlation or volatility inputs that are • impairment losses on variable-income securities; not directly benchmarkable. • gains/ (losses) on the disposal or termination of fair-value hed- The transaction price is deemed to refl ect the fair value on initial ging instrument on available-for-sale fi nancial assets when the recognition, any day one gain or loss is differed. hedged item is sold; The day one gain or loss relating to these structured fi nancial ins-

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• gains/ (losses) on the disposal of termination of loans, recei- • guarantee commitments execution risks, vables and held-to-maturity securities in cases set out by IAS • claims and liability guarantees, 39. • tax risks. Measurement of the following provisions can be made through  Offsetting fi nancial assets and liabilities estimates: In accordance with IAS 32, Crédit Agricole CIB offsets fi nancial • Provisions for operational risks for which the judgement of the assets and liabilities and presents a net balance only if it has management is required as regards the estimate of outcome a legally enforceable right at any time to offset the recognized and fi nancial effect of the incident, and even if an inventory of amounts and intends to either settle the net amount or to realize identifi ed risks is made. the asset and liability simultaneously. • Provisions for legal risks which result from the best estimate of the management given the information available at reporting  Financial guarantees given date. Detailed information is provided in paragraph 6.13. A fi nancial guarantee contract is a contract that requires the issuer to make specifi ed payments to reimburse the holder for a loss it incurs due to the failure of a specifi ed debtor to make a due payment in accordance with the initial or amended terms of Employee benefi ts (IAS 19) a debt instrument. In accordance with IAS 19, employee benefi ts are recorded in Financial guarantee contracts are initially measured at fair value, four categories: and subsequently at the higher of: • short-term employee benefi ts, such as wages, salaries, social • the value calculated in accordance with IAS 37 « Provisions, security contributions and bonuses payable within 12 months contingent liabilities and contingent assets », and after the end of the period; • the amount initially recognized, less any amortisation recogni- • long-term employee benefi ts, such as long-service awards, zed in accordance with IAS 18 « Revenue ». bonuses and compensation payable 12 months or more after the end of the period, Financing commitments not designated as assets at fair value through profi t and loss or not deemed to be derivative instruments • termination benefi ts, under IAS 39 are not accounted for on balance sheet. However, • post-employment benefi ts, which are recorded in the two fol- provisions are recognised in relation to them in accordance with lowing categories: defi ned-benefi t plans and defi ned-contribu- IAS 37. tion plans.

 Long-term employee benefi ts  Derecognition of fi nancial instruments Long-term employee benefi ts are employee benefi ts, other than A fi nancial asset (or group of fi nancial assets) is fully or partially post-employment benefi ts and termination benefi ts that are not derecognised if: due to be settled within 12 months or more after the end of the period in which the employees render the related services. • the contractual rights to the cash fl ows from the fi nancial asset expire or are transferred or are deemed to have expired or been It concerns in particular bonuses and other deferred compensa- transferred because they belong de facto to one or more bene- tion paid 12 months or more after the end of the period in which fi ciaries; they are earned. • substantially all the risks and rewards of ownership in the fi nan- The measurement method is similar to the one used by Crédit cial asset are transferred. Agricole CIB for post-employment benefi ts with defi ned benefi t plans. In this case, any rights and obligations created or retained at the time of transfer are recognised separately as assets and liabilities. If the contractual rights to the cash fl ows are transferred but some  Post-employment benefi ts of the risks and rewards of ownership, as well as control, are retained, the fi nancial assets are recognised to the extent of the enti- Retirement and early retirement benefi ts – defi ned ty’s continuing involvement in the asset. benefi t plans At each closing date, Crédit Agricole CIB determines its liabilities A fi nancial liability is fully or partially derecognised only when this for retirement and similar benefi ts and all other employee benefi ts liability is settled. pertaining to the category of defi ned-benefi t plans. In accordance with IAS 19, these obligations are measured based on a set of actuarial, fi nancial and demographic assumptions, and Provisions (IAS 37, 19) following the Projected Unit Credit method. This method consists Crédit Agricole CIB identifi es all obligations (legal or constructive) in booking a charge for each period of service, for an amount resulting from a past event for which it is probable that an outfl ow corresponding to employee’s vested benefi ts for the period. This of resources will be required to settle the obligation, and for which charge is calculated based on the discounted future benefi ts. the due date or amount of the settlement is uncertain but can be Liabilities for retirement and other employee benefi ts are based on reliably estimated. These estimates are updated as required if the assumptions made by management with respect to the discount effect is signifi cant. rate, staff turnover rate and probable increases in salary and so- As regards obligations other than those related to credit risk, Cré- cial security costs. If the actual fi gures differ from the assumptions dit Agricole CIB has set recognised provisions covering: made, the liability may increase or decrease in future periods (see note 7.4). • operational risks, • employee benefi ts,

156 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

Discount rates are determined based on the average duration of into account service and/or performance conditions. The fair the obligation, that is, the arithmetic mean of the durations calcu- value of the related liability is remeasured until its settlement lated between the valuation date and the payment date weighted taking into account the possible non-realisation of those condi- by employee turnover assumptions. tions and the change in value of Crédit Agricole S.A. security. The return on plan assets is also estimated by management. One of the deferred bonus plan granted by Crédit Agricole CIB Returns are estimated on the basis of expected returns on debt entails for payment based on Crédit Agricole S.A. shares. This securities, and notably bonds. plan is accounted for in accordance with IFRS 2 dealing with share-based payment transactions among group entities. This Crédit Agricole CIB does not apply the optional « corridor » ap- plan is recognised as a « cash settled » transaction in the accounts proach and has directly recognised all actuarial gains and losses of Crédit Agricole CIB and as an « equity settled » transaction in in shareholders’ equity since 1 January 2010, instead of in profi t those of Crédit Agricole S.A. and loss previously. The main impacts of this change in accounting policy on the fi nancial statements as at 31 December 2009 A description of the plans granted and the measurement methods are provided in note 1.5. are provided in note 7.6 « Share-based payments ». The amount of the provision is equal to: Issuance of Crédit Agricole S.A. shares proposed to employees as part of the group Employee Share Ownership Plan is also • the present value of the obligation to provide the defi ned bene- governed by IFRS 2. Crédit Agricole CIB Group applies the treat- fi ts at closing date, calculated in accordance with the actuarial ment set out in the release issued by the CNC on 21 December method recommended by IAS 19, 2004, supplemented by the release issued by the CNC on 7 Fe- • minus, if any, the fair value at the closing date of plan assets bruary 2007. Shares may be offered to employees with a discount (if any) out of which the obligations are to be settled directly. of no more than 20%. These plans have no vesting period but the Where plan assets include qualifying insurance policies that shares are subject to a lock-up period of fi ve years.The benefi t exactly match the amount and timing of some or all of the bene- granted to employees is measured as the difference between the fi ts payable under the plan, the fair value of those insurance fair value of acquired share taking into account the lock-up period policies is deemed to be the present value of the related obli- and the purchase price paid by the employee at the issue date gations. multiplied by the number of shares issued.

Pension plans – defi ned contribution plans French employers contribute to a variety of compulsory pension Current and deferred tax plans. Crédit Agricole CIB has been 99.9%-owned by the Crédit Agri- Plan assets are managed by independent organisations and the cole Group since 27 December 1996 and some of its subsidiaries contributing companies have no legal or constructive obligation to form part of the tax consolidation Group of Crédit Agricole S.A.. pay further contributions if the funds do not hold suffi cient assets In accordance with IAS 12, income tax comprises all taxes based to pay all employee benefi ts relating to employee service in the on income, both current and deferred. current and prior periods. Consequently, Crédit Agricole CIB has no liabilities in this respect other than its contributions due for the IAS 12 defi nes current tax as « the amount of income taxes past period. payable (recoverable) in respect of the taxable profi t (tax loss) for a period ». The taxable profi t is the profi t (or loss) for a period, determined in accordance with rules established by the tax authorities. The rates and rules used to determine the current tax charge are Share-based payments (IFRS 2) those in force in each country in which Group companies are IFRS 2 (Share-based Payment) requires share-based payment located. transactions to be measured and recognised in the income sta- Current tax includes all income tax, payable or receivable. The tement and balance sheet. The standard applies to share-based payment of which is not contingent on future operations, even if plans granted after 7 November 2002, in accordance with IFRS settlement is spread over several periods. 2, and which had not yet vested on 1 January 2005. It covers two Until it is paid, current tax must be recognised as a liability. If the possible cases: amount is already paid in respect of current and prior periods • share-based payment transactions settled in equity instruments, exceeds the amount due for those periods, the excess should be • share-based payment transactions settled in cash. recognised as an asset. Share-based transactions initiated by Crédit Agricole CIB Group Certain transactions carried out by the entity may have fi scal that are eligible for IFRS 2 cover these two types of plans. consequences that are not taken into account in determining current tax. The differences between the book value of an asset The principles of determination and payment of bonuses applied or liability and its tax base are qualifi ed by IAS 12 as temporary by Crédit Agricole CIB are in accordance with the regulations fra- differences. ming the compensations of employees whose activities are likely to have a signifi cant impact on risk exposure of credit institutions IAS 12 requires that deferred taxes be recognised in the following (the ministerial decree of 3 November 2009 and the FBF profesio- cases: nal standards for practical implementation). • A deferred tax liability shall be recognised for any taxable tem- The expenses related to share-based plans settled in Crédit Agri- porary differences between the carrying amount of an asset or cole S.A. equity instruments, and expenses related to share subs- liability on the balance sheet and its tax base, unless the defer- criptions, are recognised as follows: red tax liability arises from: • for « equity settled » plans, as expenses under wages and sa- - initial recognition of goodwill, laries costs, with a corresponding increase in « consolidated - initial recognition of an asset or liability in a transaction that equity ». Such expenses are linearly spread over vesting period. is not a business combination and that affects neither the • for « cash settled » plans, as expenses under wages and sala- accounting nor the taxable profi t (tax loss) as of the time of ries, with a corresponding liability. Those expenses are linearly the transaction. spread over the vesting period ( between 3 and 4 years) taking

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• A deferred tax asset shall be also recognised on all deductible property, plant and equipment. temporary differences between the carrying amount of an asset Land is measured at cost less any accumulated impairment or liability on the balance sheet and its tax basis, insofar as it losses. is probable that a future taxable profi t will be available against which such deductible temporary differences can be allocated. Property used in operations, investment property and equipment are measured at cost less accumulated depreciation and accu- • A deferred tax asset shall also be recognised for carrying forward mulated impairment losses. unused tax losses and tax credits insofar as it is probable that a future taxable profi t will be available against which the unused Purchased software is measured at purchase price less accumu- tax losses and tax credits can be allocated. lated depreciation and accumulated impairment losses. The tax rates applicable in each country are used. In France, cur- Proprietary software is measured at cost less accumulated depre- rent and deferred tax is calculated using the tax rates of 34.43%. ciation and accumulated impairment losses. Deferred taxes are not discounted. Other than software, intangible assets principally comprise purchased goodwill, which is measured on the basis of the corres- Taxable unrealised gains on securities do not generate taxable ponding future economic benefi ts or expected service potential. temporary differences between the carrying amount of the asset and the tax base. Deferred tax is not recognised on these gains. Non-current assets are depreciated over their estimated useful When the relevant securities are classifi ed as available-for-sale life. securities, unrealised gains and losses are recognised directly The following components and depreciation periods have been through shareholders’ equity. The tax charge or the benefi t rela- adopted by the Crédit Agricole CIB Group following the appli- ting to a tax loss by the entity and arising from the unrealised cation of component accounting for non-current assets. These gains or losses is classifi ed as a deduction from those gains or depreciation periods are adjusted according to the type of asset losses. and its location: In France, long-term capital gains on the sale of investments in participating interests are exempt from tax as from the tax year Component Depreciation period commencing on 1 January 2007, as defi ned by the General Tax Land Not depreciable Code. The tax is calculated using the standard tax rate on 5% of such gains. Accordingly, unrealised gains at the end of the fi nan- Structural works 30 to 80 years cial year generate temporary differences requiring the recognition Non-structural works 8 to 40 years of deferred tax on this 5%. Plant and equipment 5 to 25 years Current and deferred tax is recognised in net income for the year, Fixtures and fi ttings 5 to 15 years unless the tax arises from: Computer equipment 3 to 7 years • either a transaction or event that is recognised directly through shareholders’ equity, during the same year or during another Specialist equipment 4 to 5 years year, in which case it is recorded directly trough shareholders’ equity; Exceptional depreciation charges corresponding to tax-related depreciation and not to any real impairment in the value of the • or a business combination. asset are eliminated in the consolidated fi nancial statements. Deferred tax assets and liabilities are offset against each other if, and only if: • the entity has a legally enforceable right to offset current tax assets against current tax liabilities; and Currency transactions (IAS 21) • the deferred tax assets and liabilities relate to income taxes levied by the same taxation authority: In accordance with IAS 21, a distinction is made between monetary and non-monetary items. - either on the same taxable entity, At the balance sheet date, foreign currency monetary assets and - or on different taxable entities that intend either to settle current liabilities shall be translated into the functional currency of Crédit tax assets and liabilities on a net basis, or to settle their tax Agricole CIB Group at the closing exchange rate. assets and liabilities at the same time in each future fi nancial year in which signifi cant amounts of deferred tax liabilities or Foreign exchange differences arising from translation are recorded assets are expected to be settled or recovered. in the income statement. Tax income from receivables and securities portfolios, where they There are two exceptions to this rule: are effectively used to pay tax expense due with respect to the • for available-for-sale fi nancial assets, only the exchange diffe- period, are recognised in the same item as the income to which rence calculated on amortised cost is taken to the income sta- they relate. The corresponding tax charge is kept in the « Income tement; the balance is recorded in shareholders’ equity; tax » caption on the income statement. • foreign exchange differences on items classifi ed as cash fl ow hedge or that are part of a net investment in a foreign entity are recorded in shareholders’ equity. Non-monetary items are treated differently depending on the type Non-current assets (IAS 16, 36, of item: • items at historical cost are valued at the exchange rate on the 38, 40) transaction date; Crédit Agricole CIB Group applies component accounting for all • items at fair value are measured at the exchange rate on the of its non-current tangible assets. In accordance with IAS 16, the closing date. accumulated depreciation takes account of the residual value of

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Exchange differences on non-monetary items are recognised: In the lessee’s accounts, fi nance leases are restated such that they are recognised in the same way as if the asset had been • in the income statement if the gain or loss on the non-monetary purchased on credit, by recognising a debt, recording the asset item is recorded in the income statement; purchased on the asset side of the balance sheet and deprecia- • in shareholders’ equity if the gain or loss on the non-monetary ting the asset. item is recorded in shareholders’ equity. In the income statement, the theoretical depreciation (the charge that would have been recognised if the asset had been purchased) and the fi nance charges (incurred in connection with the Service fees (IAS 18) fi nancing) are recorded in the place of the lease payments. Fees are taken to profi t and loss according to the nature of service In operating leases, the lessee recognises the payments and the to which they relate: lessor records the revenues corresponding to the lease payments, as well as the assets leased on the asset side of its balance sheet. • fees that are an integral part of the return on a fi nancial instrument are recognized as an adjustment to the return on that instrument and included in its effective interest rate, • when the fees is compensation for the rendering of services can be estimated reliably, the fees associated with the transaction Non-current assets held for sale are recognized by reference to the transaction’s stage of completion at the balance sheet date: and discontinued operations - Fees paid or received as consideration for non-recurring ser- (IFRS 5) vices are fully recognized in the income statement. - Fees payable or receivable subject to the fulfi llment of a perfor- A non-current asset (or a disposal group) is classifi ed as held for mance objective are only recognized if all the following condi- sale if its carrying amount will be recovered principally through a tions are met: sale transaction rather than through continuing use. i) the amount of fees can be measured reliably, For this to be the case, the asset (or disposal group) must be ii) it is probable that the economic benefi ts associated with available for immediate sale in its present condition and its sale the transaction will fl ow to the entity, must be highly probable. iii) the stage of completion of the transaction can be measu- The relevant assets and liabilities are shown separately on the red reliably, balance sheet under « Non-current assets held for sale » and « Lia- iv) and the costs incurred for the transaction and and to com- bilities associated with non-current assets held for sale ». plete the transaction or rendering the service can be mea- A non-current asset (or disposal group) classifi ed as held for sale sured reliably. is measured at the lower of its carrying amount and fair value - Fees compensating for services which execution is continuous less costs to sell. In the event of unrealised losses, an impair- (on payment instruments for example) are spread out over the ment charge is made in the income statement, and such impaired period of the service provided. assets are no longer depreciated. A discontinued operation is a component of the entity that has either been disposed of, or is classifi ed as held for sale and: • represents a separate major line of business or geographical Leases (IAS 17) zone of operations; As required by IAS 17, leases are analysed in accordance with • is part of a single coordinated plan to dispose of a separate their substance and fi nancial reality. They are classifi ed as opera- major line of business or geographical zone of operations; ting leases or fi nance leases. • is a subsidiary acquired exclusively with a view to resale. Operating leases are treated as an acquisition of a fi xed asset by The following are disclosed on a separate line of the income sta- the lessee fi nanced by a loan from the lessor. tement: In the lessor’s accounts, analysis of the economic substance of • the post-tax profi t and loss of discontinued operations until the the transactions results in the following: date of disposal; • a fi nancial receivable from the customer is recognised, which is • the post-tax gain or loss recognised on the disposal or on mea- depreciated by the lease payments received; surement at fair value less costs to sell of the assets and liabili- • lease payments are broken down into interest and principal, ties constituting the discontinued operations. known as fi nancial amortisation.

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1.4 Consolidation principles and methods (IAS 27, 28, 31)

the residual or ownership risks related to the SPE or its assets Scope of consolidation in order to obtain benefi ts from its activities. The consolidated fi nancial statements include the accounts of Crédit Agricole CIB and of all companies over which Crédit Agri- cole CIB exercises control, in accordance with IAS 27, IAS 28  Exclusions from the scope of and IAS 31. Control is presumed to exist when Crédit Agricole CIB owns, directly or indirectly, 20% or more of the voting power. consolidation In accordance with IAS 28.1 and IAS 31.1, investments in associates and venturers’ interests in jointly controlled entities held by  Defi nition of control venture capital entities are excluded from the scope of consolidation. Such investments shall be measured at fair value in accor- In accordance with international standards, all entities falling un- dance with IAS 39, with changes in fair value recognised in profi t der Crédit Agricole CIB’s exclusive control, joint control or signifi - and loss in the period of the change. cant infl uence are consolidated, providing that their contribution is deemed to be material and that they are not covered under the exclusions described below. Materiality is assessed in the light of three main criteria representing Consolidation methods a percentage of the consolidated balance sheet, the consolidated The consolidation methods are respectively defi ned by IAS 27, 28 shareholder’s equity and the consolidated income statement. and 31, based on the type of control exercised by Crédit Agricole Exclusive control is presumed to exist if Crédit Agricole CIB owns CIB over the entities that can be consolidated, regardless of their over half of the existing or potential voting rights in an entity, business or of whether or not they have legal entity status: whether directly or indirectly through subsidiaries, except if, in • entities under exclusive control are fully consolidated, including exceptional circumstances, it can be clearly demonstrated that entities with different account structures, even if their business such ownership does not give it control. Exclusive control also is not an extension of that of Crédit Agricole CIB; exists if Crédit Agricole CIB, as the owner of half or less than half of the voting rights (including potential voting rights) in an entity, • entities under joint control are proportionally consolidated, in- holds majority power within management bodies. cluding entities with different account structures, even if their business is not an extension of that of Crédit Agricole CIB; Joint control is exercised in joint ventures in which each of the two or more co-owners are bound by a contractual contribution that • entities over which Crédit Agricole CIB exercises signifi cant provides for joint control. infl uence are accounted for under the equity method. Signifi cant infl uence is defi ned as the power to participate in the Full consolidation consists of eliminating the carrying amount of fi nancial and operating policy decisions of the investee but is the investment held in the consolidating company’s fi nancial sta- not control. Crédit Agricole CIB is presumed to have signifi cant tements and aggregating all assets and liabilities carried by the infl uence if it owns 20% or more of the voting rights in an entity, consolidated companies, and determining and separately iden- whether directly or indirectly through subsidiaries. tifying the value of the minority interests in their net assets and earnings. Minority interests correspond to investments that don’t give  Consolidation of special-purpose control as it is defi ned by IAS 27. They include instruments that are portions of interests and that give the right of the net assets entities in the event of a liquidation. They also are identifi ed separately The consolidation of special-purpose entities (structures created from the parent’s ownership interests in net assets and the profi t to manage a transaction or group of similar transactions and and loss. more particularly funds under sole control) is specifi ed by SIC 12. Proportional consolidation consists of eliminating the carrying A special-purpose entity (SPE) is consolidated if it is in substance amount of the investment held in the Group’s fi nancial statements controlled by the Crédit Agricole CIB Group, even in the absence and aggregating a portion of the assets, liabilities and results of of a capital link. It concerns more particularly dedicated OPCVM. the company concerned representing the parent’s ownership interest. Whether or not a special-purpose entity is controlled in substance is determined by considering the following criteria: The equity method consists of eliminating the amount of the investment held in the Group’s fi nancial statements and accounting • in substance, the activities of the SPE are being conducted on for its interest in the underlying equity and profi t and loss of the behalf of a Crédit Agricole CIB Group according to its speci- parent’s ownership concerned. fi c business needs so that the entity obtains benefi ts from the SPE’s operation, The change in the book value of those securities now takes into account the goodwill evolution. • in substance, Crédit Agricole CIB Group has the decision-making powers to obtain a majority of the benefi ts of the activities of the SPE or, by setting up an « autopilot » mechanism, the entity has delegated these decision-making powers, Consolidation adjustments and • in substance, Crédit Agricole CIB Group has rights to obtain eliminations the majority of the benefi ts of the SPE and therefore may be exposed to risks incident to the activities of the SPE; or The Group makes all adjustments required to ensure the application of consistent accounting policies in the consolidated fi nancial • in substance, Crédit Agricole CIB Group retains the majority of statements, unless they are deemed not to be material.

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Intragroup transactions affecting the consolidated balance sheet tely from the business combination. It concerns particularly: and income statement are eliminated in full. • effective settlement of a pre-existing relationship between the Profi ts and loss resulting from intragroup asset transactions are acquirer and acquiree; eliminated in full. Impairment measured at the time of an intra- • arrangements for contingent payments to employees or selling group transfer are recorded. shareholders for future services; • transactions that aim to make the acquiree or its former share- Translation of foreign subsidiaries’ holders pay back costs payable by the acquirer. Those separated transactions are generaly accounted for in profi t fi nancial statements (IAS 21) and loss at the acquisition date. Financial statements of subsidiaries expressed in foreign curren- The consideration transferred for the acquiree ( the purchase cost) cies are translated into Euros in two stages: is measured as the total of fair values transferred by the acquirer at the acquisiton date in exchange for control of the acquiree ( for • translation, if applicable, from the foreign currency transactions example: treasury, equity instruments…) into the functional currency (currency used in the main economic environment in which the entity operates); For transactions until 31 December 2009, the purchase cost also included costs directly attributable to the business combination. • translation from the functional currency into Euros, i.e. the presentation currency of the Group consolidated fi nancial state- For the transactions carried out from 1 January 2010, the acqui- ments. Assets and liabilities are translated at the closing ex- sition-related costs are now accounted for as expenses, sepa- change rate. Income and expenses on the income statement rately from the combination. When the probabilities of transac- are translated at the average exchange rate for the period. tion are high, costs are recorded in « Net gains/ (losses) on other Translation differences resulting from the translation of assets, assets », otherwise it is recorded in « Operating expenses ». liabilities and the income statement are recognized as a sepa- The excess of the aggregate of the price and the amount of rate component of shareholders’ equity. any non-controlling interest over the net of the acquisitio-date amounts of the identifi able assets acquired and the liabilities assumes, is recognised in the balance sheet as goodwill if the Business combinations - Goodwill acquiree is fully or proportionately consolidated. If the acquiree is accounted for using the equity method, the excess is included (IFRS 3) under the aggregate « investments in affi liates ». Any negative goodwill is immediately recognised in profi t and loss. Business combinations are accounted for using the acquisition method in accordance with IFRS 3. Goodwill is carried in the balance sheet at its initial amount in the currency of the acquiree and translated at the year-end exchange On the date of acquisition, the acquiree’s identifi able assets, liabi- rate. lities and contingent liabilities that satisfy the conditions for recognition set out in IFRS 3 are recognised at their fair value. For business combinaison achieved in stages, the previously held equity interest in the acquiree is remeasured at its acquisition date Restructuring liabilities are only recognised as a liability if the ac- fair value and recogniase the resulting gain or loss in profi t and quiree is under an obligation to complete the restructuring at the loss. The goodwill is measured in one step from the fair value of acquisition date. the assets acquired and the liabilities assumed on the acquisition For transactions carried out after 1 January 2010, contingent date. future payments the acquirer will make are conditional on future It is tested for impairment whenever there is objective indication events are recognised at their acquisition-date fair values if they that it may be impaired and at least once a year. can be measured reliably, even though their realisation is not probable. Subsequent fair value changes in the clauses that are clas- The assumptions to measure the non-controlling interest at the sifi ed as fi nancial debts are accounted for in profi t and loss. acquisition date may infl uence the measurement of goowill and of any, its impairment. For transactions carried out until 31 December 2009, contingent future payments were included in the acquisition cost of the ac- For the purpose of impairment testing, goodwill is allocated to quiree only when their realisation became probable even after the the Cash Generating Units (CGUs) that are expected to benefi t appropriation period of 12 months. from the business combination. The Group defi nes a CGU as the smallest identifi able group of assets and liabilities within its core Since 1 January 2010, non-controlling interest that are present businesses that can operate on the basis of a specifi c business ownership interests and entitle their holders to a proportionate model. Impairment testing consists of comparing the carrying share of the entity’s net assets in the event of liquidation, can be amount of each CGU, including any goodwill allocated to it, with measured according to the choice of the acquirer, in two ways: its recoverable amount. • at the fair value at the acquisition date, Recoverable amount is defi ned as the higher of fair value less • as the present ownership instruments’ non-controlling interest’s costs to sell and value in use, which is the present value of the proportionate share in the recognised amounts of the acquiree’s future cash fl ows expected to be derived from continuing use of net identifi able assets the CGU, as set out in medium-term business plans prepared by the Group for management purposes. This option can be exercised acquisition by acquisition. When the recoverable amount is lower than the carrying amount, The non-controlling interests that are not present ownership inte- an irreversible impairment loss is recognised through profi t and rests shall be measured at their acquisition-date fair values. loss and deducted from the goodwill allocated to the CGU. The initial fair value of assets, liabilities and contingent liabilities When Crédit Agricole CIB increases its ownership percentage in may be adjusted within a maximum period of twelve months after an entity over which it already has exclusive control, the difference the acquisition date. between the purchase cost and the portion of assets arising Certain transactions related to the acquiree are registered separa- from this increase is now recognised as a deduction from the

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« consolidated reserves, Group share » item. When Crédit Agricole • when a put option is granted to the minority shareholders of an CIB decreases its ownership percentage in an entity that remains already-fully consolidated subsidiary, a liability is recognised in under its exclusive control, the difference between the selling price the balance sheet in the amount of the estimated present value and the book value of minority interests sold is also recognised of the strike price of the options granted to these shareholders. directly in « consolidated reserves, Group share ». As the balancing entry for this debt, the portion of net assets attributable to the minority interests concerned is reduced to Those transaction costs are accounted for shareholders’ equity. zero and the balance is recorded as a deduction from share- For change in parent ownership interest in a subsidiary, goodwill holders’ equity; remains the same. Tha carrying amounts of the controlling and • subsequent changes in the estimated strike price affect the non-controlling interest are be adjusted to reﬂ ect these changes. amount of debt recorded under liabilities, with a balancing The Crédit Agricole CIB Group has granted shareholders of cer- adjustment to shareholders’ equity. Symmetrically, subsequent tain fully consolidated subsidiaries an undertaking to acquire their changes in the portion of the net assets attributable to minority holdings in these subsidiaries, at a price to be determined accor- shareholders is cancelled through shareholders’ equity. ding to a predeﬁ ned formula which takes account of future deve- If the parent losses control of a subsidiary, the gain or loss is mea- lopments in their business. These undertakings are in substance sured as the sold entity in full and the possible remaining invest- put options granted to the minority shareholders, which in accor- ment part is accounted for in the balance sheet for its fair value at dance with the provisions of IAS 32, means that the minority inte- the date of the loss of control. rests are treated as a liability rather than as shareholders’ equity. As a result, the accounting treatment of put options granted to minority shareholders is now as follows:

1.5 Impact of this change in accounting method relating to actuarial gains and losses (IAS 19)

Since 1 January 2010, Crédit Agricole CIB has directly recorded in proﬁ t and loss. If this method had been applied in 2009, the actuarial gains and losses in shareholders’ equity and no longer impact on the net income would have amounted to +€17 million.

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 NOTE 2: SCOPE OF CONSOLIDATION

The detailed scope of consolidation at 31 December 2010 is given in note 12.

2.1 Change in the scope of consolidation

Changes in the scope of consolidation during the year:  Corporate name change

The corporate name of the Company changed on 6 February  Entries in 2010 2010. As of this date, its corporate name « Calyon » has became « Crédit Agricole Corporate and Investment Bank ». The following new created companies were added to the scope The names of the subsidiaries that changed during 2010 are the of consolidation: followings: • Crédit Agricole CIB Services Private Ltd, • Banco Calyon Brasil becomes Banco Crédit Agricole Brasil SA, • Cheuvreux/CLSA Global Portfolio Trading Pte Ltd. • Calyon Yatirim Bankasi Turk AS becomes Crédit Agricole Yatirim Bankasi Turk AS, • Calyon Australia Ltd becomes Crédit Agricole CIB Australia  Disposals in 2010 Limited, The following company, whose business activities were no longer • Calyon China Ltd becomes Credit Agricole CIB China Limited, material, is deconsolidated: • Calyon Merchant Bank Asia Ltd becomes Crédit Agricole CIB • Chauray Contrôle SAS. Merchant Bank Asia Ltd, • Calyon Saudi Fransi Ltd becomes Crédit Agricole CIB Saudi The following companies are removed out of the scope of consoli- Fransi Limited, dation because they were liquidated in the fourth quarter of 2010: • Calyon Rusbank SA becomes Crédit Agricole CIB ZAO Russia, • Calyon Bank Polska SA, • Calyon Bank Ukraine becomes PJSC CIB Crédit Agricole • EDELAAR EESV. Ukraine, The following three companies merged and are removed out of • Calyon Securities USA Inc. becomes Crédit Agricole Securities the scope of consolidation: (USA) Inc., • CAAM Distribution AV, • Calyon Air Finance SA becomes Crédit Agricole CIB Air Finance • CAAM Espana Holding, SA, • Doumer Philemon SAS. • Calyon Capital Market Asia BV becomes Crédit Agricole CIB Crédit Agricole CIB Saudi Fransi Limited which is held for sale is Capital Market Asia BV, deconsolidated at 31 December 2010. • Calyon Holdings becomes Crédit Agricole CIB Holdings Limited, Finally, because the Caisse Régionale du Crédit Agricole de • Calyon Investments becomes Crédit Agricole CIB UK IH, Franche Comté acquired shares of Crédit Agricole Financement • Calyon Global Partners inc. Group becomes Crédit Agricole CIB Suisse, our voting interest declined below the consolidation re- Global Partners inc. (Group), quirements to be accounted for under the equity method, this • Calyon Securities Japan becomes Crédit Agricole Securities subsidiary is removed of the scope of consolidation accordingly. Asia BV (Tokyo), • Financière Immobilière Calyon becomes Financière Immobilière Crédit Agricole CIB, • Calyon Asia Shipﬁ nance Ltd becomes Crédit Agricole Asia Shipﬁ nance Ltd., • Calyon Global Banking becomes Crédit Agricole CIB Global Banking, • Calyon Financial Solutions becomes Crédit Agricole CIB Financial Solutions, • Calyon CLP becomes Crédit Agricole CIB LP, • Calyon Preferred Funding LLC becomes Crédit Agricole CIB Preferred Funding LLC, • Calyon Preferred Funding II LLC becomes Crédit Agricole CIB Preferred Funding II LLC.

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2.2 Main acquisitions during the year 2010

No signiﬁ cant event since the 1st January 2010.

2.3 Investments in equity afﬁ liates

31.12.2010 Equity Net Share of € million Market Total Net accounted banking net value assets income value income income Financial companies: 1,070 2,007 24,589 887 566 138

Banque Saudi Fransi 1,070 2,007 24,589 887 566 138

Non-ﬁ nancial companies: 33 22 8 1 1

AMUNDI Iberica SGIIC SA 6 22 8 1

CLSA BV afﬁ liates 24

Newedge afﬁ liates 3 1 Net book value of investments in 1,103 2,007 24,611 895 567 139 afﬁ liates

The market value shown in the above table is the quoted price of This value may not be representative of the value of the securities the shares on their trading market at 31 December. It may not be accounted under the equity method in accordance with IAS 28. representative of the realisable value because the value-in-use of equity afﬁ liates may be different from the equity accounted value.

31.12.2009 Equity Net Share of € million Market Total Net accounted banking net value assets income value income income

Financial companies: 888 1,703 25,162 846 475 118

Banque Saudi Fransi 863 1,703 22,314 820 471 117

Crédit Agricole Financement Suisse 25 2,848 26 4 1

Non-ﬁ nancial companies: 25 214 52 2 (1)

AMUNDI (ex CAAM) 164 38 (1) 1

AMUNDI Iberica SGIIC SA 5 33 6 (1)

Amundi (USA) afﬁ liates 17 8 3 2

CLSA BV afﬁ liates 17 (3)

Newedge afﬁ liates 3

Net book value of investments in 913 1,703 25,376 898 477 117 afﬁ liates

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2.4 Investments in non-consolidated companies

These securities, recorded in the « Available-for-sale assets » port- At 31 December 2010, the main investments in non-consolidated folio, are variable-income securities that represent a signiﬁ cant companies for which the voting interest is greater than or equal to portion of the capital of the companies that issued them, and are 20% and the book value is considered signiﬁ cant (cf. Note 1.3 on intended to be held on an other-than-temporary basis. accounting principles and policies) are as follows:

31.12.2010 31.12.2009 Net Net Reason for non inclusion in the € million % % book book consolidation scope interest interest value value Net book value of non-consolidated 809 665 investment securities(1): of which: - BFO: 44 98.95 44 98.95 no more activity - CA PREFERRED FUNDING LLC 48 33.00 46 33.00 this structure, in which CACIB holds 33% of ordinary shares, is not consolidated because the issue of preferred shares is for Crédit Agricole S.A.

(1) Taking into account a €8 million long-term impairment charge in 2010.

2.5 Goodwill

Impairment 31.12.2009 31.12.2009 Increase Decreases losses Translation Other 31.12.2010 31.12.2010 € million GROSS NET (acquisitions) (Disposals) during the adjustments movements GROSS NET period Corporate and Investment Banking 644 589 644 589 (excluding brokers) Equity brokers(1) 172 172 172 172 Brokers, other 663 663 (8) 6 661 661 International Private 432 432 39 471 471 Banking TOTAL 1,911 1,856 (8) 45 1,948 1,893 (1) Equity Brokers CGU corresponds to the project to create a brokerage platform and a Pan-Asiatic investment bank. This CGU was created in 2010, in line with operational entities, which led to partial reallocation of goodwill (share of goodwill of CLSA previously in CIB for an amount of €38 million and transferred to Equity Brokers CGU).

Goodwill is the subject of impairment tests at least once per year, - discount rate: rates ranging between 10% and 15% depending based on the assessment of the fair value or value in use of the on the CGU. Cash-Generating Units (CGUs) to which they are attached. Crédit Agricole CIB favors the methods based on the most repre- • Fair value corresponds to the amount that could be obtained sentative value-in-use according to business lines, which are as from the sale of a cash-generating unit in a transaction in nor- follows: mal market conditions. It is based on observed prices in recent • CIB: on the basis of the medium-term plan projections for CIB transactions for comparable entities, or on standard valuation ongoing activities (excluding brokers) multiples in the market in which the unit operates (e.g. a certain percentage of assets under management). • Equity brokers: on the basis of present valuations as shown in the structuration process. • Value in use was determined by discounting the CGU’s estimated future cash ﬂ ows calculated from medium term plans. The • Other brokers: on the basis of multicriteria analyses (earning following assumptions were used: projections, PER, external sources valuations). - estimated future cash ﬂ ows: projections between 3 and 6 • Private banking: on the basis of multicriteria analyses (earning years; projections, percentage of assets under management, other management indicators). - perpetual growth rate: rates ranging between 1% and 4% depending on the CGU; These tests did not lead to any impairment charge in 2010.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 165 4 CONSOLIDATED FINANCIAL STATEMENTS

 NOTE 3: FINANCIAL MANAGEMENT, RISK EXPOSURE AND HEDGING POLICY

A description of different risks exposures of Crédit Agricole CIB and the policies put in place to manage and mitigate those risks are described in the Management Report in the section entitled « Risk factors », as allowed by IFRS 7.

3.1 Credit risk Concentrations by type of customer

 Loans and advances to customers: analysis by customer type

31.12.2010 Financial assets € million Individual Collective Gross individually Total impairments impairments impaired (gross amount) Central governments 6,427 82 (80) (28) 6,319 Banks 59,861 541 (481) 59,380 Central banks 12,109 12,109 Non-bank institutions 37,601 765 (491) (905) 36,205 Corporates 110,310 2,263 (952) (1,204) 108,154 Retail customers 6,668 901 (60) 6,608 Total(1) 232,976 4,552 (2,064) (2,137) 228,775 Accrued interest, net 473 Net book value 229,248 (1) Including €770 million of restructured performing customer loans; €410 million of loans less than 90 days past-due and €358 million of guarantees received.

31.12.2009 Financial assets € million Individual Collective Gross individually Total impairments impairments impaired (gross amount) Central governments 3,270 74 (73) (21) 3,176 Banks 63,386 541 (382) 63,004 Central banks 2,789 32 (32) 2,757 Non-bank institutions 15,125 389 (127) (656) 14,342 Corporates 128,591 2,778 (1,050) (1,486) 126,055 Retail customers 5,201 1,005 (70) 5,131 Total(1) 218,362 4,819 (1,734) (2,163) 214,465 Accrued interest, net 442 Net book value 214,907 (1) Including €558 million of restructured performing customer loans; €307 million of loans less than 90 days past-due and €579 million of guarantees received.

166 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

 Commitments given to customers by customer type

€ million 31.12.2010 31.12.2009 Financing commitments given to customers Central governments 2,794 2,124 Non-bank institutions 16,699 9,424 Corporates 80,133 84,744 Retail customers 2,178 1,195 Total 101,804 97,487 Guarantee commitments given to customers Central governments 201 545 Non-banks institutions 2,146 4,857 Corporates 34,452 27,909 Retail customers 965 1,225 Total 37,764 34,536

 Customer accounts by customer type

€ million 31.12.2010 31.12.2009

Central governments 2,288 6,580

Non-banks institutions 72,214 20,762

Corporates 49,400 74,873

Retail customers 19,416 20,455

TOTAL 143,318 122,670

Accrued interest 171 166

Book value 143,489 122,836

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 167 4 CONSOLIDATED FINANCIAL STATEMENTS

Credit activity’s concentration by geographical zone

 Due from banks and loans and advances to customers by geographical zone

31.12.2010 Financial assets € million Individual Collective Gross individually Total impairments impairments impaired (gross amount) France (including overseas departments and 44,618 373 (230) (369) 44,019 territories) Other EU countries 68,264 1,554 (273) (561) 67,430 Other European countries 14,599 271 (124) (103) 14,372 North America 43,965 408 (301) (787) 42,877 Central and South America 17,885 851 (549) (33) 17,303 Africa and Middle-East 11,230 791 (436) (138) 10,656 Asia and Paciﬁ c (excluding Japan) 21,565 261 (136) (99) 21,330 Japan 10,850 43 (15) (47) 10,788 Total(1) 232,976 4,552 (2,064) (2,137) 228,775 Accrued interest, net 473 Net book value 229,248 (1) Including €770million of restructured performing customer loans; €410 million of loans less than 90 days past-due and €358 million of guarantees received.

31.12.2009 Financial assets € million Individual Collective Gross individually Total impairments impairments impaired (gross amount) France (including overseas departments and 43,892 297 (175) (2,132) 41,585 territories) Other EU countries 69,080 2,191 (416) 68,664 Other European countries 14,046 262 (112) (1) 13,933 North America 39,590 633 (304) (18) 39,268 Central and South America 14,193 757 (367) (12) 13,814 Africa and Middle-East 10,534 513 (283) 10,251 Asia and Paciﬁ c (excluding Japan) 17,225 159 (75) 17,150 Japan 9,802 7 (2) 9,800 Total(1) 218,362 4,819 (1,734) (2,163) 214,465 Accrued interest, net 442 Net book value 214,907 (1) including €558 million of restructured performing customer loans; €307 million of loans less than 90 days past-due and €579 million of guarantees received.

168 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

 Commitments given to customers by geographical zone

€ million 31.12.2010 31.12.2009

Financing commitments given to customers

France (including overseas departments and territories) 30,532 37,587

Other EU countries 25,752 21,004

Other European countries 6,712 5,433

North America 19,658 19,550

Central and South America 5,563 4,540

Africa and Middle-East 3,163 3,126

Asia and Paciﬁ c (excluding Japan) 9,391 5,558

Japan 1,033 689

Total 101,804 97,487

Guarantee commitments given to customers

France (including overseas departments and territories) 12,637 12,495

Other EU countries 8,965 7,775

Other European countries 2,125 2,208

North America 6,474 4,454

Central and South America 1,191 1,195

Africa and Middle-East 1,739 1,939

Asia and Paciﬁ c (excluding Japan) 3,845 3,922

Japan 788 548

Total 37,764 34,536

 Customer accounts by geographical zone

€ million 31.12.2010 31.12.2009

France (including overseas departments and territories) 19,692 19,481

Other EU countries 35,038 35,838

Other European countries 5,039 5,089

North America 57,725 36,992

Central and South America 5,771 5,621

Africa and Middle-East 7,301 7,456

Asia and Paciﬁ c (excluding Japan) 9,172 9,499

Japan 3,580 2,694

Total 143,318 122,670

Accrued interest 171 166

Book value 143,489 122,836

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 169 4 CONSOLIDATED FINANCIAL STATEMENTS

 Derivative ﬁ nancial instruments – Counterparty risk

The counterparty risk on derivative instruments comprises the market value and the potential credit risk calculated and weighted in accordance with prudential standards. The impacts of netting contracts and collaterals, which reduce this risk, are also presented for information.

31.12.2010 31.12.2009 Potential Total Potential Total € million Market Market credit counterparty credit counterparty value value risk risk risk risk Risk on: - Interest rates, exchange rates 147,247 71,817 219,064 155,855 74,260 230,115 and commodities - Equity and index derivatives 9,410 6,046 15,456 12,062 7,538 19,600 - Credit derivatives 13,859 18,210 32,069 23,492 21,781 45,273 Total 170,516 96,073 266,589 191,409 103,579 294,988 Impact of netting agreements 141,428 54,591 196,019 159,487 56,634 216,121 Impact of netting collaterisations 5,265 5,265 6,216 6,216

Total after impact of netting 23,823 41,482 65,305 25,706 46,945 72,651 agreements

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3.2 Market risk

Derivative instruments: analysis by remaining maturity

The market values of derivative ﬁ nancial instruments are split by contractual maturity.

 Hedging instruments – Fair value of assets 31.12.2010 31.12.2009 Exchange-traded Over-the-counter € million Total Total Under 1-5 Over Under 1-5 Over market market 1 year years 5 years 1 year years 5 years value value Interest rate instruments 910 34 40 984 989 Futures Forward rate agreements Interest rate swaps 910 33 36 979 989 Interest rate swaps Caps-ﬂ oors-collars 14 5 Other options Currency and gold 9 1 10 24 Currency futures 91 10 24 Currency options Other Equity and index derivatives Precious metal derivatives Commodity derivatives Credit derivatives and other Sub-total 919 35 40 994 1,013 Forward currency transactions 190 190 358 Net book value 1,109 35 40 1,184 1,371

 Hedging instruments – Fair value of liabilities 31.12.2010 31.12.2009 Exchange-traded Over-the-counter € million Total Total Under 1-5 Over Under 1-5 Over market market 1 year years 5 years 1 year years 5 years value value Interest rate instruments 447 204 47 698 645 Futures Forward rate agreements Interest rate swaps 446 204 39 689 643 Interest rate swaps Caps-ﬂ oors-collars 4 4 Other options 1452 Currency and gold 24 1 25 3 Currency futures 24 1 25 3 Currency options Other 48 48 Equity and index derivatives 48 48 Precious metal derivatives Commodity derivatives Credit derivatives and other Sub-total 519 204 48 771 648 Forward currency transactions 502 502 150 Net book value 1,021 204 48 1,273 798

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 171 4 CONSOLIDATED FINANCIAL STATEMENTS

 Derivative ﬁ nancial instruments held for trading – Fair value of assets 31.12.2010 31.12.2009 Exchange-traded Over-the-counter € million Total Total Under 1-5 Over Under 1-5 Over market market 1 year years 5 years 1 year years 5 years value value Interest rate instruments 1 16,901 64,524 112,377 193,803 198,478 Futures 1 1 Forward rate agreements 245 77 322 475 Interest rate swaps 14,854 51,788 89,507 156,149 154,881 Interest rate swaps 24 3,653 20,091 23,768 26,712 Caps-ﬂ oors-collars 1,778 9,006 2,779 13,563 16,391 Other options 19 Currency and gold 5,166 2,573 2,287 10,026 10,731 Currency futures 2,845 55 217 3,117 2,968 Currency options 2,321 2,518 2,070 6,909 7,763 Other 2,300 2,824 341 5,853 17,039 6,600 34,957 48,754 Equity and index derivatives 2,248 2,824 341 2,422 5,838 773 14,446 18,484 Precious metal derivatives Commodity derivatives 52 2,868 1,195 71 4,186 4,327 Credit derivatives and other 563 10,006 5,756 16,325 25,943 Sub-total 2,301 2,824 341 27,920 84,136 121,264 238,786 257,963 Forward currency transactions 10,223 1,925 266 12,414 8,942 Net book value 2,301 2,824 341 38,143 86,061 121,530 251,200 266,905

 Derivative ﬁ nancial instruments held for trading – Fair value of liabilities 31.12.2010 31.12.2009 Exchange-traded Over-the-counter € million Total Total Under 1-5 Over Under 1-5 Over market market 1 year years 5 years 1 year years 5 years value value Interest rate instruments 4 1 18,945 59,519 116,261 194,730 204,986 Futures 4 1 5 Forward rate agreements 234 62 296 515 Interest rate swaps 16,615 45,283 89,740 151,638 157,136 Interest rate swaps 32 3,904 21,430 25,366 28,234 Caps-ﬂ oors-collars 2,057 10,269 5,090 17,416 19,086 Other options 711915 Currency and gold 5,483 2,874 2,118 10,475 11,028 Currency futures 2,779 114 137 3,030 3,172 Currency options 2,704 2,760 1,981 7,445 7,856 Other 1,665 3,615 304 7,057 14,900 5,207 32,748 41,718 Equity and index derivatives 1,623 3,615 304 2,462 4,080 626 12,710 16,309 Precious metal derivatives Commodity derivatives 42 3,055 1,164 55 4,316 3,646 Credit derivatives and other 1,540 9,656 4,526 15,722 21,763 Sub-total 1,669 3,616 304 31,485 77,293 123,586 237,953 257,732 Forward currency transactions 7,660 1,694 243 9,597 8,352 Net book value 1,669 3,616 304 39,145 78,987 123,829 247,550 266,084

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Derivative instruments: commitments

31.12.2010 31.12.2009 € million Total notional amount outstanding Total notional amount outstanding Interest rate instruments 14,063,591 12,788,045 Futures 413,872 305,542 Forward rate agreements 1,042,903 1,190,805 Interest rate swaps 9,331,333 7,968,153 Interest rate options 1,899,390 2,026,318 Caps-ﬂ oors-collars 1,373,093 1,285,027 Other options 3,000 12,200 Currency and gold 2,341,398 1,929,230 Currency futures 1,620,576 1,267,311 Currency options 720,822 661,919 Other 1,083,581 1,348,941 Equity and index derivatives 198,604 281,197 Precious metal derivatives 205 155 Commodity derivatives 59,857 52,159 Credit derivatives 824,915 1,015,430 Sub-total 17,488,570 16,066,216 Forward currency transactions 903,690 663,951 TOTAL 18,392,260 16,730,167

Breakdown on debt securities in issue and subordinated debt by currency

31.12.2010 31.12.2009

€ million Fixed-term Perpetual Fixed-term Perpetual Bonds subordinated subordinated Bonds subordinated subordinated debt debt debt debt EUR 17 1,648 620 89 1,648 620 USD 2,069 4,177 1,915 3,840 JPY Other currencies 97 Total 17 3,717 4,797 186 3,563 4,460 (Total outsanding excluding accrued interest not directly affectable)

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 173 4 CONSOLIDATED FINANCIAL STATEMENTS

Currency risk

 Analysis of the consolidated balance sheet by currency

31.12.2010 31.12.2009 € million Asset Liability Asset Liability EUR 382,205 359,565 404,929 403,090 Other EU currencies 17,249 22,521 19,969 20,621 USD 217,044 244,007 201,261 217,286 JPY 42,990 41,517 37,420 32,623 Other currencies 56,704 48,582 48,853 38,812 Total balance sheet 716,192 716,192 712,432 712,432

3.3 Liquidity and ﬁ nancing risk Due from banks and loans and advances to customers: analysis by residual maturity

31.12.2010 € million Under 3 months Over 1-5 years Total 3 months to 1 year 5 years Loans and advances to banks 63,359 2,554 3,525 2,532 71,970 Loans and advances to customers (including lease 69,907 15,868 45,732 29,499 161,006 ﬁ nance) Total 133,266 18,422 49,257 32,031 232,976 Accrued interest 684 Impairment (4,412) Net book value 229,248

31.12.2010 € million Under 3 months Over 1-5 years Total 3 months to 1 year 5 years Loans and advances to banks 54,627 3,330 5,933 2,285 66,175 Loans and advances to customers (including lease 58,786 19,983 45,299 28,119 152,187 ﬁ nance) Total 113,413 23,313 51,232 30,404 218,362 Accrued interest 635 Impairment (4,090) Net book value 214,907

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Due to banks and customer accounts: analysis by residual maturity

31.12.2010 € million Under 3 months Over 1-5 years Total 3 months to 1 year 5 years Due to banks 61,443 2,871 10,011 947 75,272 Customer accounts 124,284 12,607 4,023 2,404 143,318 Total 185,727 15,478 14,034 3,351 218,590 Accrued interest 238 Book value 218,828

31.12.2009 € million Under 3 months Over 1-5 years Total 3 months to 1 year 5 years Due to banks 56,086 6,099 6,611 611 69,407 Customer accounts 101,303 13,500 5,105 2,762 122,670 Total 157,389 19,599 11,716 3,373 192,077 Accrued interest 233 Book value 192,310

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 175 4 CONSOLIDATED FINANCIAL STATEMENTS

Debt securities in issue and subordinated debt

31.12.2010 € million Under 3 months Over 1-5 years Total 3 months to 1 year 5 years Debt securities in issue Interest-bearing notes 18 21 39 Negotiable debt securities 48,355 12,409 786 270 61,820 Bonds 17 17 Other debt securities in issue 1 1 Total 48,356 12,409 821 291 61,877 Accrued interest 48 Book value 61,925 Subordinated debt Fixed-term subordinated debt 1,163 2,554 3,717 Perpetual subordinated debt 4,797 4,797 Total 1,163 7,351 8,514 Accrued interest 158 Book value 8,672

31.12.2009 € million Under 3 months Over 1-5 years Total 3 months to 1 year 5 years Debt securities in issue Interest-bearing notes 32 32 Negotiable debt securities: 46,372 16,718 441 195 63,726 Bonds 97 89 186 Other debt securities in issue Total 46,372 16,815 441 316 63,944 Accrued interest 61 Book value 64,005 Subordinated debt Fixed-term subordinated debt 522 3,041 3,563 Perpetual subordinated debt 4,460 4,460 Total 522 7,501 8,023 Accrued interest 6 Book value 8,029

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Financial guarantees at risk by maturity

Amounts presented below correspond to ﬁ nancial guarantees at risk, that is to say impaired or under watch.

31.12.2010 € million Under 3 months Over 1-5 years Total 3 months to 1 year 5 years

Given ﬁ nancial guarantee 11 38 49

31.12.2009 € million Under 3 months Over 1-5 years Total 3 months to 1 year 5 years

Given ﬁ nancial guarantee 23 56 79

The remaining contractual maturities are disclosed in the note 3.2 « Market Risk ».

3.4 Derivative hedging instruments (See Management Report, « Risk management- Asset and liability management –Structural ﬁ nancial risks »)

Derivative hedging instruments by type of risk 31.12.2010 31.12.2009 Positive Negative Positive Negative € million Notional Notional market market market market Amount Amount value value value value

FAIR VALUE HEDGES 681 1,058 59,965 737 742 44,202

Interest rate 482 646 25,081 376 639 22,955

Shareholders' equity 21 4

Foreign Exchange 199 412 34,863 361 103 21,243

Credit

Commodities

Other

CASH FLOW HEDGES 501 100 7,369 630 21 7,649

Interest rate 501 52 7,203 613 6 7,613

Shareholders' equity 48 166

Foreign Exchange 17 15 36

Credit

Commodities

Other

HEDGING OF NET INVESTMENT IN A FOREIGN 2 115 4,825 4 35 2,493 ACTIVITY

TOTAL 1,184 1,273 72,159 1,371 798 54,344

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 177 4 CONSOLIDATED FINANCIAL STATEMENTS

 NOTE 4: NOTES TO THE INCOME STATEMENT

4.1 Interest income and expense

€ million 31.12.2010 31.12.2009

Loans and advances to banks 905 1,792

Loans and advances to customers 3,469 4,204

Accrued interest receivable on available-for-sale ﬁ nancial assets 517 551

Accrued interest receivable on hedging instruments 187 518

Lease ﬁ nance 54 54

Interest income(1) 5,132 7,119

Deposits by banks (823) (1,819)

Customer accounts (747) (1,070)

Debt securities in issue (819) (1,147)

Subordinated debt (288) (186)

Accrued interest payable on hedging instruments (246) (605)

Lease ﬁ nance (39) (38)

Interest expense (2,962) (4,865)

(1) Of which €162 million on individually impaired receivables at 31.12.2010 compared to €186 million at 31.12.2009.

4.2 Net fee and commission income

31.12.2010 31.12.2009 € million Income Expense Net Income Expense Net

Interbank transactions 82 (36) 46 74 (88) (14)

Customer transactions 363 (64) 299 379 (41) 338

Securities transactions (including brokerage) 1,176 (526) 650 1,007 (405) 602

Foreign exchange transactions 10 (13) (3) 12 (11) 1 Transactions on derivative instruments and other off- 1,676 (610) 1,066 1,723 (797) 926 balance sheet transactions (including brokerage) Payment instruments and other banking and ﬁ nancial 425 (90) 335 395 (108) 287 services Trust and similar activities 83 (13) 70 70 (11) 59

Net fee and commission income 3,815 (1,352) 2,463 3,660 (1,461) 2,199

178 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

4.3 Net gains /(losses) on ﬁ nancial instruments at fair value through proﬁ t and loss

€ million 31.12.2010 31.12.2009 Dividends received 177 52 Unrealised or realised gains or losses on fi nancial assets/liabilities at fair value through 150 (247) profi t and loss Unrealised or realised gains or losses on fi nancial assets/liabilities designated as at fair 925 value through profi t and loss Gain/(loss) on currency transactions and similar fi nancial instruments (excluding gain/ 700 109 (loss) on hedges on net investments in foreign activities) Hedge accounting gain/(loss) (1) Net gains/(losses) on fi nancial instruments at fair value through profi t and 1,036 (62) loss

Changes in issuer spreads resulted in a charge of - €33 million on 31 December 2010 (taken to net banking income) on structured issues measured at fair value, compared with a charge of -€504 million at 31 December 2009.

Net gain/(loss) resulting from hedge accounting

31.12.2010 € million Gains Losses Net Fair value hedges Changes in the fair value of hedged items attributable to hedged risks 199 (167) 32 Changes in the fair value of hedging derivatives (including termination of 167 (199) (32) coverage) Cash fl ow hedges Changes in the fair value of hedging derivatives – ineffective portion Hedging of net investments in a foreign activity Changes in the fair value of hedging derivatives – ineffective portion Fair-value hedging of the interest-rate risk exposure of a portfolio of fi nancial instruments Changes in the fair value of hedged items 44 (47) (3) Changes in the fair value of hedging derivatives 47 (44) 3 Cash-fl ow hedging of the interest-rate risk exposure of a portfolio of fi nancial instruments Changes in the fair value of the hedging instrument – ineffective portion Total hedge accounting gain/(loss) 457 (457)

31.12.2009 € million Gains Losses Net Fair value hedges Changes in the fair value of hedged items attributable to hedged risks 390 (379) 11 Changes in the fair value of hedging derivatives (including termination of 379 (391) (12) coverage) Cash fl ow hedges Changes in the fair value of hedging derivatives – ineffective portion Hedging of net investments in a foreign activity Changes in the fair value of hedging derivatives – ineffective portion Fair-value hedging of the interest-rate risk exposure of a portfolio of fi nancial instruments Changes in the fair value of hedged items 40 (28) 12 Changes in the fair value of hedging derivatives 28 (40) (12) Cash-fl ow hedging of the interest-rate risk exposure of a portfolio of fi nancial instruments Changes in the fair value of the hedging instrument – ineffective portion Total hedge accounting gain/(loss) 837 (838) (1)

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 179 4 CONSOLIDATED FINANCIAL STATEMENTS

4.4 Net gains/(losses) on available-for-sale ﬁ nancial assets

€ million 31.12.2010 31.12.2009 Dividends received 52 55

Realised gains or losses on available-for-sale ﬁ nancial assets(1) 45 46

Impairment losses on variable-income securities (12) (23)

Disposal (gains)/losses on loans and advances (20) (20)

Net gains/(losses) on available-for-sale ﬁ nancial assets 65 58

(1) Excluding realised gains or losses on long-term impaired ﬁ xed-income securities recognised as available-for-sale ﬁ nancial assets given in note 4.8.

4.5 Net income and expenses related to other activities

€ million 31.12.2010 31.12.2009 Other net income from insurance activities 6 4 Change in insurance technical reserves 1 3 Net income from investment properties 1 Other net income (expense) (43) (29) Net income (expense) related to other activities (36) (21)

4.6 General operating expenses

€ million 31.12.2010 31.12.2009 Staff costs (2,481) (2,201) Taxes other than income or payroll-related (35) (49) External services and other expenses (1,166) (1,062) Operating expenses (3,682) (3,312)

These amounts include fees paid to Crédit Agricole CIB statutory auditors. A breakdown of fees paid to statutory auditors by ﬁ rm and type of engagement by fully and proportionately consolidated Crédit Agricole CIB companies in 2010 is provided below:

2010 2009 in ‘000€ Ernst & PriceWater- (excluding VAT) Deloitte KPMG Others Total Total Young house-Coopers Independent audit, certiﬁ cation, overview of parent company and consolidated 6,558 6,866 70 281 295 14,070 15,520 ﬁ nancial statements Ancillary assignments 3,430 1,103 2 4,535 484 Total 9,988 7,969 72 281 295 18,605 16,004

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4.7 Depreciation, amortisation and impairment of property, plant and equipment and intangible assets

€ million 31.12.2010 31.12.2009 Depreciation and amortisation (154) (161) - Property, plant and equipment (104) (111) - Intangible assets (50) (50) Impairment 12 - Property, plant and equipment 1 2 - Intangible assets Total (153) (159)

4.8 Cost of risk

€ million 31.12.2010 31.12.2009

Charge to reserves and impairment (639) (1,922)

Available-for-sale ﬁ nancial assets (29) (46)

Loans and advances (509) (1,694)

Other assets (2) (6)

Financing commitments (4) (157)

Risks and expenses (95) (19)

Write-backs of reserves and impairment 242 165

Available-for-sale ﬁ nancial assets 20

Loans and advances 133 56

Other assets 3

Financing commitments 12 6

Risks and expenses 74 103

Charges to reserves and impairment net of write-backs (397) (1,757)

Gains or losses on disposal of available-for-sale ﬁ nancial assets (19)

Bad debts written off-not impaired (151) (46)

Recoveries on bad debts written off 20 44

Losses on ﬁ nancing commitments (42)

Other losses (49) (10)

Cost of risk (638) (1,769)

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4.9 Net gains/(losses) on other assets

€ million 31.12.2010 31.12.2009 Property, plant and equipment and intangible assets 1 2 Gains 14 Losses (2) Consolidated equity investments (14) 20 Gains 521 Losses (19) (1) Net gains/(losses) on other assets (13) 22

4.10 Income tax

Tax charge

€ million 31.12.2010 31.12.2009 Current tax income (charge) 861 (149) Deferred tax income (charge) (1,170) 530 Tax income (charge) for the period (309) 381

Reconciliation of theoretical tax rate and effective tax rate  At 31 December 2010

€ million Basis Tax rate Tax amount Income before tax, goodwill impairment and share of net income of 1,212 34.43% (417) equity afﬁ liates Impact of permanent timing differences 1.98% (24) Impact of different rates on foreign subsidiaries -7.01% 85 Impact of losses for the year, utilisation of tax loss carry forwards and timing -5.61% 68 differences Impact of reduced rate tax -0.08% 1 Impact of other items 1.82% (22) Effective tax rate and tax charge 25.53% (309)

The theoretical tax rate is the tax rate applicable under ordinary law (including the additional social contribution) to taxable proﬁ ts in France for the year ended 31 December 2010.

 At 31 December 2009

€ million Basis Tax rate Tax amount Income before tax. goodwill impairment and share of net income of (790) 34.43% 272 equity afﬁ liates Impact of permanent timing differences 0.13% 1 Impact of different rates on foreign subsidiaries 17.97% 142 Impact of losses for the year. utilisation of tax loss carry forwards and timing -6.84% (54) differences Impact of reduced rate tax 0.63% 5 Impact of other items 1.90% 15 Effective tax rate and tax charge 48.22% 381

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4.11 Change in gains/ (losses) recognised directly in equity

Gains and losses for the period are disclosed below, after tax.

Gains/(losses) recognised directly in equity Total gains/ Share of losses reco- Change in Actuarial gains/(losses) gnised directly fair value of gains / on equity € million Change in fair in equity ex- Total On foreign available- (losses) on affi liates reco- value of hedging cluding share exchange for-sale post-em- gnised driectly instruments of equity fi nancial ployment in equity assets benefi ts affi liates

Change in fair value (41) (54) (95) (95)

Reclassiﬁ ed to income statement (17) (17) (17)

Change in currency translation adjustment 129 129 129

Change in actuarial gains /(losses) on post-em- (22) (22) (22) ployment beneﬁ ts

Share of gains/(losses) on equity afﬁ liates reco- 94 94 gnised directly in equity

Gains / (losses) recognised directly in 2010 129 (58) (54) (22) (5) 94 89 equity (Group share)

Gains / (losses) recognised directly in 2010 35 (1) 1 35 35 equity (minority shareholders' share)

Total gains/(losses) recognised directly in 164 (59) (54) (21) 30 94 124 2010 equity (1)

Change in fair value 132 53 185 185

Reclassiﬁ ed to income statement 555

Change in currency translation adjustment (41) (41) (41)

Change in actuarial gains /(losses) on post-employment beneﬁ ts

Share of gains/(losses) on equity afﬁ liates reco- (33) (33) gnised directly in equity

Gains / (losses) recognised directly in 2009 (41) 137 53 149 (33) 116 equity (Group share)

Gains / (losses) recognised directly in 2009 (4) (1) 1 (4) (4) equity (minority shareholders' share)

Total gains/(losses) recognised directly in (45) 136 54 145 (33) 112 2009 equity (1) (1) Gains and losses recognised in other comprehensive income for available-for-sale ﬁ nancial assets are disclosed below:

€ million 31.12.2010 31.12.2009 Gross amount (60) 213 Tax charge 1 (77) Total – Net (59) 136

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 NOTE 5: SEGMENTAL REPORTING

interest-rate derivatives, debt markets, and equity derivatives), Defi nition of business investment banking activities (mergers and acquisitions and equi- The naming of Crédit Agricole CIB’s business lines corresponds ty capital markets), as well as equity brokerage activities carried to the defi nitions applied within the Crédit Agricole S.A. Group. out by CA Cheuvreux and CLSA and futures brokerage activities carried out by Newedge. Since the refocusing plan was implemented in September 2008, discontinuing operations have been segregated into a separate business line, which includes exotic equity derivatives, correlation Presentation of business lines activities and the CDO, CLO and ABS portfolios. Operations are broken down into fi ve business lines. These three business lines make up nearly 100% of the Corporate Financing activities includes French and international commercial and investment banking business line of Crédit Agricole S.A. banking and structured fi nance: project fi nance, aircraft fi nance, Crédit Agricole CIB is also present in international private banking ship fi nance, acquisition fi nance, property fi nance, and interna- through its establishments in Switzerland, Luxembourg, Monaco, tional trade. Spain and Brazil. Capital markets and investment banking encompasses capi- Proprietary asset management and other activities encompass tal markets activities (treasury, foreign exchange, commodities, the non-operational activities of the above business lines.

. 5.1 Analysis by business line

31.12.2010

Proprietary Total Capital markets International asset € million Discontinuing Corporate Financing and investment private management Total operations and investment banking banking and other banking activities

Net banking income 2,657 2,880 (374) 5,163 541 (6) 5,698

Operating expenses (832) (2,501) (108) (3,441) (385) (9) (3,835)

Gross operating income 1,825 379 (482) 1,722 156 (15) 1,863

Cost of risk (164) (118) (340) (622) (16) (638)

Operating income 1,661 261 (822) 1,100 140 (15) 1,225

Share of net income of afﬁ liates 138 1 139 139

Net (gains)/ losses on other assets (6) (6) (7) (13)

Pre-tax income 1,793 262 (822) 1,233 133 (15) 1,351

Income tax (456) (84) 265 (275) (25) (9) (309)

Net income 1,337 178 (557) 958 108 (24) 1,042

Minority interests (23) (6) (29) (8) (37)

Net income, Group share 1,314 172 (557) 929 100 (24) 1,005

Business line assets:

- of which investments in afﬁ liates 1,097 6 1,103

- of which goodwill arising during the (2) 39 37 period

Total assets 703,355 12,837 716,192

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31.12.2009

Proprietary Capital Total International asset € million markets and Discontinuing Corporate Financing private management Total investment operations and investment banking and other banking banking activities

Net banking income 1,928 3,219 (1,347) 3,800 487 141 4,428

Operating expenses (775) (2,204) (124) (3,103) (356) (12) (3,471)

Gross operating income 1,153 1,015 (1,471) 697 131 129 957

Cost of risk (931) (96) (737) (1,764) (5) (1,769)

Operating income 222 919 (2,208) (1,067) 126 129 (812)

Share of net income of afﬁ liates 117 117 117

Net gains (losses) on other assets 5 7 12 10 22

Pre-tax income 344 926 (2,208) (938) 126 139 (673)

Income tax (61) (209) 719 449 (22) (46) 381

Net income 283 717 (1,489) (489) 104 93 (292)

Minority interests (26) (7) (33) (6) (39)

Net income, Group share 257 710 (1,489) (522) 98 93 (331)

Business line assets:

- of which investments in afﬁ liates 883 30 913

- of which goodwill arising during the (7) (4) (11) period

Total assets 704,964 7,468 712,432

5.2 Analysis by geographical zone

The geographical analysis of business-line assets and results is based on the countries where operations are booked for accounting purposes.

31.12.2010 31.12.2009

€ million Net Net income, Business-line Net income, Net banking Business- banking Group share assets Group share income line assets income France (including overseas departments 129 2,233 532,342 (1,004) 1,375 540,971 and territories) Other European Union countries 81 918 46,295 159 1,094 49,853 Rest of Europe 127 508 14,472 167 540 15,607 North America 242 735 62,885 (27) 305 53,313 Central and South America 12 48 765 5 29 461 Africa and Middle-East 121 126 4,575 142 137 4,451 Asia and Paciﬁ c (excluding Japan) 288 987 34,553 254 893 28,535 Japan 5 143 20,305 (27) 55 19,241 Total 1,005 5,698 716,192 (331) 4,428 712,432

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 NOTE 6: NOTES TO THE BALANCE SHEET

6.1 Cash, due from central banks

31.12.2010 31.12.2009

€ million Liabilities and Liabilities and Assets shareholders’ Assets shareholders’ equity equity Cash 26 33 Due to central banks(1) 19,374 757 23,793 1,536 Book Value 19,400 757 23,826 1,536

(1) Accrued interests are no longer shown separately; the amounts published on 31 December 2009 were reclassiﬁ ed accordingly.

6.2 Financial assets and liabilities at fair value through proﬁ t and loss

Financial assets at fair value through proﬁ t and loss

€ million 31.12.2010 31.12.2009 Financial assets held for trading 388,407 384,660 Financial assets designated as at fair value 124 100 Book Value 388,531 384,760 Of which lent securities 2,999 674

Financial assets held for trading

€ million 31.12.2010 31.12.2009 Loans and advances to customers(1) 435 318 Securities bought under repurchase agreements 54,560 37,976 Securities held for trading 82,212 79,461 - Treasury bills and similar items 33,601 37,878 - Bond and other ﬁ xed-income securities(2) 31,839 29,424 - Equities and other variable-income securities(3) 16,772 12,159 Derivative instruments 251,200 266,905 Book Value 388,407 384,660

(1) Including loans being syndicated. (2) Including monetary mutual funds. (3) Including equity mutual funds.

Financial assets designated at fair value € million 31.12.2010 31.12.2009 Securities held for trading 124 100 - Bonds and other ﬁ xed-income securities (1) 16 14 - Equities and other variable-income securities (2) 108 86 Book Value 124 100

(1) Including monetary mutual funds. (2) Including equity mutual funds.

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Financial liabilities at fair value through proﬁ t and loss

€ million 31.12.2010 31.12.2009 Financial liabilities held for trading 361,185 379,669 Financial liabilities designated as at fair value Book Value 361,185 379,669

Financial liabilities held for trading

€ million 31.12.2010 31.12.2009 Securities sold short 25,486 28,694 Securities sold under repurchase agreements 56,321 55,160 Debt securities in issue 31,828 29,731 Derivative instruments 247,550 266,084 Fair value 361,185 379,669

Detailed information on trading derivatives and more particularly on interest rate hedges is provided in note 3.2 on Market Risk.

6.3 Derivative ﬁ nancial instruments held for trading Detailed information is provided in note 3.2 on cash ﬂ ow and fair value hedges, particularly for interest and exchange rates.

6.4 Available-for-sale ﬁ nancial assets

31.12.2010 31.12.2009(1) € million Fair Gains directly in Losses directly Fair Gains directly Losses directly value equity in equity value in equity in equity Treasury bills and similar items 8,486 5 66 11,024 18 5 Bonds and other fi xed-income securities 9,242 85 93 11,069 75 82 Equity and other variable-income securities 561 120 17 460 67 17 Investment securities in non-consolidated 809 147 11 665 190 15 companies Book value of available-for-sale fi nancial 19,098(2) 357 187 23,218 350 119 assets Tax (73) (53) (53) (31) Gains and losses directly in equity on available-for-sale fi nancial assets (net of 19,098 284 134 23,218 297 88 tax)

(1) Accrued interests are no longer showed separately; the amounts published on 31 December 2009 were reclassifi ed accordingly. (2) of which €173 million relating to impaired available-for-sale fi xed-income securities; €506 million relating to impaired available-for-sale variable-income securities; No guarantees received on impaired outstandings; No signifi cant item less than 90 days past due; €517 million in impairment of available-for-sale securities and receivables at 31 December 2010.

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6.5 Due from banks and loans and advances to customers

Due from banks

€ million 31.12.2010 31.12.2009 Banks Loans and advances 29,813 26,584 Performing current accounts in debit and receivables 5,431 9,251 Performing overnight time accounts and loans 5,902 1,763 Pledged securities 144 Securities bought under repurchase agreements 41,751 38,470 Subordinated loans 27 30 Securities not traded in an active market 376 944 Other loans and advances 33 Total 71,970 66,175 Accrued interest 148 164 Impairment (537) (465) Net book value 71,581 65,874

Loans and advances to customers

€ million 31.12.2010 31.12.2009 Customer items Bills discounted 9,934 9,234 Other loans 101,103 94,794 Securities bought under repurchase agreements 35,187 32,593 Subordinated loans 450 459 Securities not traded in an active market 7,950 8,872 Short-term advances 53 3 Current accounts in debit 5,980 5,876 Total 160,657 151,831 Accrued interest 534 468 Impairment (3,875) (3,625) Net value 157,316 148,674 Lease ﬁ nance Property leasing 349 356 Total 349 356 Accrued interest 23 Net value 351 359 Net book value 157,667 149,033

During 2010, Crédit Agricole CIB brought a €5,719 million asset Furthermore, during 2010, Crédit Agricole CIB brought a €3,410 to support Crédit Agricole Group involvement in the fi nancing million asset to the Banque de France for refi nancing. granted by SFEF (Société de Financement de l’Economie Fran- At 31 December 2010, Crédit Agricole CIB has not used any çaise) to the French economy, compared with €5,383 million in fi nancing granted by the Banque de France. 2009. Substantially the risks and rewards of the fi nancial asset still belong to Crédit Agricole CIB.

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6.6 Impairment deducted from ﬁ nancial assets

Write-backs Change Translation Other € million 31.12.2009 Charges and 31.12.2010 in scope adjustments movements utilisations Interbank loans 465 89 (34) 25 (8) 537 Customer loans 3,625 (7) 498 (489) 169 79 3,875 of which collective reserves 2,163 (120) 94 2,137 Available-for-sale assets 565 41 (117) 21 7 517 Other ﬁ nancial assets 41 4 (16) 1 (2) 28 Total impairment of ﬁ nancial 4,696 (7) 632 (656) 216 76 4,957 assets

Write-backs Change Translation Other € million 31.12.2008 Charges and 31.12.2009 in scope adjustments movements utilisations Interbank loans 310 159 (5) 1 465 Customer loans 2,664 1,647 (653) (32) (1) 3,625 of which collective reserves 1,397 789 (23) 2,163 Available-for-sale assets 533 11 70 (64) 6 9 565 Other ﬁ nancial assets 17 26 (2) 41 Total impairment of ﬁ nancial 3,524 11 1,902 (724) (25) 8 4,696 assets

6.7 Due to banks and customer accounts Due to banks

€ million 31.12.2010 31.12.2009 Deposits 55,960 48,394 of which current accounts in credit 4,229 4,211 of which overnight accounts and borrowings 5,734 6,867 Securities sold under repurchase agreements 19,312 21,013 Total 75,272 69,407 Accrued interest 67 67 Book value 75,339 69,474

Customer accounts

€ million 31.12.2010 31.12.2009 Current accounts in credit 29,829 24,965 Other accounts 73,317 62,092 Securities sold under repurchase agreements 40,172 35,613 Total 143,318 122,670 Accrued interest 171 166 Book value 143,489 122,836

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6.8 Held-to-maturity ﬁ nancial assets

Crédit Agricole CIB does not have any portfolio of held-to-maturity ﬁ nancial assets.

6.9 Debt securities in issue and subordinated debt

€ million 31.12.2010 31.12.2009 Debt securities in issue Interest-bearing notes 39 32 Negotiable debt securities 61,820 63,726 Bonds 17 186 Other debt securities in issue 1 Total 61,877 63,944 Accrued interest 48 61 Book value 61,925 64,005 Subordinated debt Fixed-term subordinated debt 3,717 3,563 Perpetual subordinated debt 4,797 4,460 Total 8,514 8,023 Accrued interest 158 6 Book value 8,672 8,029

6.10 Current and deferred tax assets and liabilities

€ million 31.12.2010 31.12.2009 Current taxes 1,667 256 Deferred taxes 2,644 3,699 Total assets of current and differed taxes 4,311 3,955 Current taxes 352 314 Deferred taxes 260 223 Total liabilities of current and differed taxes 612 537

Deferred tax assets and liabilities break down as follows: 31.12.2010 € million Deferred tax Deferred tax Assets Liabilities Temporary gap between accounting and fi scal policy 2,802 66 Non-deductible accrued expenses 136 Non-deductible provisions for risks and expenses 1,028 Other temporary differences(1) 1,638 66 Deferred taxes / Unrealised reserves (8) 134 Available-for-sale assets 19 Cash fl ow hedges (17) 123 Gains and losses/ Actuarial differences 9 (8) Deferred taxes/ Result 37 247 Impact of netting (187) (187) Total deferred taxes 2,644 260 (1) The part of deferred taxes attributable to carry-forward defi cits amounted to €1,414 million in 2010.

Deferred tax assets are netted on the balance sheet by taxable entity.

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6.11 Accruals, prepayments and sundry assets and liabilities

Accruals, prepayments and sundry assets

€ million 31.12.2010 31.12.2009 Sundry assets 46,255 52,710 Inventory accounts and miscellaneous 370 443 Miscellaneous debtors 34,109 37,544 Settlement accounts 11,776 14,723 Prepayments and accrued income 4,268 4,034 Items in course of transmission to other banks 2,486 1,986 Adjustment and suspense accounts 136 846 Accrued income 377 446 Prepayments 87 67 Other 1,182 689 Net book value 50,523 56,744

Accruals, deferred income and sundry liabilities

€ million 31.12.2010 31.12.2009 Sundry liabilities (1) 39,361 44,925 Settlement accounts 13,909 20,885 Miscellaneous creditors 25,451 24,039 Liabilities related to trading securities 1 1 Accrued expenses and deferred income 7,327 5,016 Items in course of transmission to other banks (2) 1,792 1,757 Adjustment and suspense accounts 2,500 1,082 Deferred income 589 406 Accrued expenses 1,424 1,476 Other 1,022 295 Book value 46,688 49,941

(1) Amounts include accrued interest. (2) Amounts are shown net.

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6.12 Property, plant and equipment and intangible assets (excluding goodwill)

Increases Decreases Changes (acquisitions, (disposals Translation Other € million 31.12.2009 in 31.12.2010 business and adjustments movements scope combination) redemptions) Property, plant and equipment Gross value 1,509 72 (27) 77 4 1,635 Depreciation and impairment(1) (795) (104) 28 (34) (2) (907) Net book value 714 (32) 1 43 2 728 Intangible assets Gross value 477 51 (12) 15 (1) 530 Amortisation and impairment (309) (51) 9 (9) (360) Net book value 168 (3) 6 (1) 170 (1) Including impairments on assets let to third parties.

Increases Decreases Changes (acquisitions, (disposals Translation Other € million 31.12.2008 in 31.12.2009 business and adjustments movements scope combination) redemptions) Property, plant and equipment Gross value 1,478 65 (30) (5) 1 1,509 Depreciation and impairment(1) (716) (111) 25 5 2 (795) Net book value 762 (46) (5) 3 714 Intangible assets Gross value 453 (8) 44 (9) (3) 477 Amortisation and impairment (272) 8 (50) 5 (309) Net book value 181 (6) (4) (3) 168 (1) Including impairments on assets let to third parties.

6.13 Reserves

Write- Write- backs, backs, Translation Other € million 31.12.2009 Changes Charges 31.12.2010 amounts amounts adjustments movements used released Financing commitment 313 4 (244) (11) 1 (50) 13 execution risks Employee retirement and similar 432 31 (102) (9) 20 31 403 benefi ts(1) Litigation(2) 358 137 (34) (69) 17 41 450 Other risks 72 45 (3) (9) 3 (58) 50 Reserves 1,175 217 (383) (98) 41 (36) 916 (1) Including €271 million with respect to post-employment benefi ts on defi ned-benefi t pension plans as detailed in note 7.4, as well as €6 million with respect to long-service awards. (2) At 31 December 2010, the €450 million of litigation reserves break down as follows: - tax disputes: €126 million; - legal disputes: €324 million

Write- Write- backs, backs, Translation Other € million 31.12.2008 Changes Charges 31.12.2009 amounts amounts adjustments movements used released Financing commitment 162 157 (6) 313 execution risks Employee retirement and similar 446 95 (66) (41) (1) (1) 432 beneﬁ ts Litigation 463 33 (26) (118) 7 (1) 358 Other risks 85 7 (4) (12) (1) (3) 72 Reserves 1,156 292 (96) (177) 5 (5) 1,175

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6.14 Shareholders’ equity

Ownership structure at 31 December 2010 At 31 December 2010, ownership of the Crédit Agricole CIB parent-company’s capital and voting rights was as follows:

Number of shares % of % of Crédit Agricole CIB shareholders au 31.12.2010 share capital voting rights Crédit Agricole S.A. 218,290,365 97.33% 97.33% SACAM développement(2) 5,002,014 2.23% 2.23% Delﬁ nances(1) 985,562 0.44% 0.44% Individuals 16 ns ns Total 224,277,957 100.00% 100.00% (1) Owned by Crédit Agricole S.A. (2) Owned by Crédit Agricole Group.

The par value of shares is €27. All the shares are fully paid up.

Preferred shares

Amount Date 31.12.2010 31.12.2009 Issuing entity of issue of issue € million € million $ million Crédit Agricole CIB Preferred Funding LLC December-98 230 172 160 Crédit Agricole CIB Preferred Funding II LLC June-02 320 239 222 550 411 382

Earnings per share

31.12.2010 31.12.2009 Net income (Group share) for the period (in million of euros) 1,005 (331) Average number of ordinary shares in issue during the period 224,277,957 180,930,175 Weighted average number of ordinary shares used to calculate diluted earnings per 224,277,957 180,930,175 share Basic earnings per share (in euros) 4.48 -1.83 Diluted earnings per share (in euros) 4.48 -1.83

Dividends Appropriation of net income and

Dividend paid in respect of Net amount proposed dividend year € million The appropriation of net income is proposed in a draft resolution 2005 1,551 presented by the Board of Directors to the Crédit Agricole CIB 2006 2,049 Shareholders’ Meeting of 11 May 2011. The proposed resolution is as follows: 2007 The Shareholders’ Meeting approved the 2010 €1,388,131,632.64 2008 proﬁ t. 2009 The Shareholders’ Meeting decide to appropriate €69,406,581.63 With respect to 2010, the Crédit Agricole CIB’s Board of Directors to general reserve which thus amounts to €387,437,188.90 has proposed to submit for approval to the Shareholders’ Meeting in accordance with article L. 232-10 alinea 1 of The Code du a €955,424,096.82 distribution. commerce.

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Noting that the company was free from all other obligations to constitute reserves and that distributable net income amounted Capital management to €2,002,840,398.06 including earnings carried forward in Crédit Agricole CIB’s capital management policy is defi ned in two the amount of €684,115,347.05, the Shareholders’ Meeting stages, in close liaison with its majority shareholder: decided to distribute €955,424,096.82 and to appropriate • Compliance with the total ratio objectives set by the Crédit Agri- the balance to earnings carried forward which thus amount to cole S.A. Group (percentage capital allocation per Crédit Agri- €1,047,416,301.24. cole Group business line) and those set in discussion with the The Shareholders’ Meeting thus set the dividend for the year Autorité de Contrôle Prudentiel; ended 31 December 2010 at €4.26 for each of the shares with • Allocation between Crédit Agricole CIB’s business lines based dividend rights, i.e. 224,277,957 shares. on their risk profi le, their profi tability and the development tar- This dividend is eligible for the 40% deduction provided for in the geted. second paragraph of the third section of article 158 of the General In accordance with regulation, the Crédit Agricole S.A. Group has Tax Code reserved for shareholders that are physical persons. to maintain, steadily, a capital requirement ratio of at least 4% and The Shareholders’ Meeting set 21 June 2011 as the dividend a solvency ratio of 8%. In 2010 and 2009 the Crédit Agricole S.A. payment date. Group strictly follows those capital requirements (see Manage- In compliance with the law, the annual general meeting formally ment report, chapter « Pillar 3 of the Basel II Reforms »). noted the distributions made with respect to the three previous years:

Number of shares Year Dividend receiving dividends 2007 - 2008 - 2009 -

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6.15 Financial assets and liabilities by contractual maturity date

Financial assets and liabilities are split by contractual maturity dates. Maturity of derivative ﬁ nancial instruments held for trading and hedging instruments correspond to their contractual maturity date.

Equities and other variable-income securities have no contractual maturity date; they are registered in « Undefi ned ». 31.12.2010 € million Under 3 months Over Undefi ned 3 months to 1 year 1-5 years 5 years Total Cash, due from central banks 19,400 19,400 Financial assets at fair value 16,880 102,957 40,324 100,828 127,542 388,531 through profi t and loss 994 115 35 40 1,184 Derivative hedging instruments 1,370 3,948 5,181 7,305 1,294 19,098 Available-for-sale fi nancial assets 62,975 2,546 3,533 2,527 71,581 Due from Banks 66,803 15,817 45,615 29,432 157,667 Loans and advances to customers 3 3 Valuation adjustment on portfolios of hedged items Total fi nancial assets by maturity date 18,250 257,080 63,983 157,316 160,835 657,464 Due to central banks 757 757 Financial liabilities at fair value through profi t and loss 83,843 33,134 105,053 139,155 361,185 Derivative hedging instruments 806 215 204 48 1,273 Due to banks 61,510 2,871 10,011 947 75,339 Customer accounts 124,363 12,613 4,078 2,435 143,489 Debt securities in issue 48,404 12,409 821 291 61,925 Subordinated debt 158 1,163 7,351 8,672 Valuation adjustment on portfolios of hedged items 20 20 Total fi nancial liabilities by maturity date 319,861 61,242 121,330 150,227 652,660

31.12.2009 € million Under 3 months Over Undefi ned 3 months to 1 year 1-5 years 5 years Total Cash, due from central banks 23,826 23,826 Financial assets at fair value 12,245 65,540 48,741 125,793 132,441 384,760 through profi t and loss 1,147 145 32 47 1,371 Derivative hedging instruments 1,125 3,991 7,380 8,197 2,525 23,218 Available-for-sale fi nancial assets 54,364 3,330 5,916 2,264 65,874 Due from Banks 56,288 19,919 44,920 27,906 149,033 Loans and advances to customers Valuation adjustment on portfolios of hedged items Total fi nancial assets by maturity date 13,370 205,156 79,515 184,858 165,183 648,082 Due to central banks 1,536 1,536 Financial liabilities at fair value through profi t and loss 73,440 30,721 134,366 141,142 379,669 Derivative hedging instruments 473 194 109 22 798 Due to banks 56,153 6,099 6,611 611 69,474 Customer accounts 101,377 13,516 5,151 2,792 122,836 Debt securities in issue 46,434 16,815 441 315 64,005 Subordinated debt 524 7,505 8,029 Valuation adjustment on portfolios of hedged items 16 16 Total fi nancial liabilities by maturity date 279,429 67,345 147,202 152,387 646,363

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 NOTE 7: EMPLOYEE BENEFITS AND OTHER COMPENSATION

7.1 Analysis of staff costs

€ million 31.12.2010 31.12.2009 Salaries(1) (1,943) (1,700) Other social security expenses (465) (427) Incentive plans and proﬁ t-sharing (33) (1) Payroll-related tax (40) (73) Total staff costs (2,481) (2,201)

(1) Including €90.3 million of charges related to share-based payments at 31.12.2010 compared to € 12.4 million at 31.12.2009.

Staff costs include charges relating to share-based payments for the - with respect to deferred variable compensation paid to market pro- following amounts: fessionals, Crédit Agricole CIB registered a €80.8 million charge at 31 December 2010. - with respect to stock option plans, Crédit Agricole CIB registered a €9.5 million charge at 31 December 2010 compared to €12.4 million at 31 December 2009;

7.2 Headcount end of December 2010

(full-time equivalent) 31.12.2010 31.12.2009 France 4,876 4,687 Outside France 9,827 9,646 Total 14,703 14,333

7.3 Post-employments beneﬁ ts, deﬁ ned contribution plans

French employers contribute to a variety of compulsory pension Within Crédit Agricole CIB, there are several compulsory defi ned plans. Plan assets are managed by independent organisations contribution plans, the main ones being Agirc/Arrco, which are and the contributing companies have no legal or implicit obli- French supplementary retirement plans, supplemented by an gation to pay additional contributions if the funds do not have « Article 83 »-type plan. suffi cient assets to cover all benefi ts corresponding to services rendered by employees during the year and during prior years. Consequently, Crédit Agricole CIB has no liability in this respect other than the contributions payable.

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7.4 Post-employment obligations, deﬁ ned beneﬁ t plans

Change in actuarial liability

€ million 31.12.2010 31.12.2009 Actuarial liability at 31.12. N-1 936 833 Foreign exchange difference 85 19 Current service cost during the period 36 30 Interest cost 45 40 Employee contributions 11 8 Revision, curtailment and settlement of plan 1 3 Change in scope of consolidation Beneﬁ ts paid (obligatory) (42) (45) Actuarial (gains)/losses 23 48 Actuarial liability at 31.12.N 1,095 936

Breakdown of net charge recognised in the income statement

€ million 31.12.2010 31.12.2009 Current service cost 36 30 Interest cost 45 40 Expected return on assets (36) (32) Amortisation of past service cost 5 Actuarial net (gains)/losses 38 Amortisation of (gains)/ losses resulted from revision, curtailment and settlement of 1 (3) plan (Gains)/losses due to the change in asset ceiling Net charge recognised in the income statement 46 78

Fair value of plan assets and reimbursement rights

€ million 31.12.2010 31.12.2009 Fair value of assets/reimbursement rights at 31.12.N-1 704 638 Foreign exchange difference 72 20 Expected return on assets 36 32 Actuarial gains/(losses) 611 Contributions paid by the employer 38 35 Contributions paid by the employee 11 8 Revision, curtailment and settlement of plan Change in scope of consolidation Beneﬁ ts paid by the fund (36) (40) Fair value of assets/reimbursement rights at 31.12.N 831 704

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Net position

€ million 31.12.2010 31.12.2009 Closing actuarial liability Unrecognised past service cost (plan revision) Impact of asset ceiling Net closing actuarial liability 1,095 936 Closing fair value of assets 831 704 Net closing position (liability) / asset at year end (264) (232)

Items recognised immediately in SoRIE and registered in total result (in € 31.12.2010 million ) Actuarial gains and losses generated by post-employment beneﬁ t plans 31 Ajustements of asset ceiling (including the effects of IFRIC 14) Total of items recognised immediately in SoRIE during the year 31 Amount of the aggregated actuarial differences in SoRIE at year end 54

Information about plan assets(1) 31.12.2010 31.12.2009 Breakdown of assets -% bonds 46% 79% -% equities 21% 12% -% other 33% 9%

Deﬁ ned beneﬁ t plans: key actuarial assumptions 2010 2009 Discount rate(2) 4.13% 5.16% Expected return on plan assets and reimbursement rights 4.78% 4.50% Expected salary increases(3) 3.56% 4.00% Increase in healthcare costs 2.58% 4.50%

(1) Calculated on the assets of Crédit Agricole CIB (parent-company) in France in 2009 and on total assets in 2010. (2) Discount rates are determined based on the average duration of the obligation, that is, the arithmetic mean of the durations calculated between the valuation date and the payment date weighted by employee turnover assumptions. (3) Depending on the populations concerned (executive or non-executive).

7.5 Other employee beneﬁ ts

Crédit Agricole CIB gives its employees an interest in its develop- As regards incentive plans, a new agreement has been signed for ment and in its results via a number of mechanisms. 2010, 2011 and 2012. This agreement retains the principles of the previous agreement for 2007-2009. It rewards employees for Under the profi t-sharing agreement, the special reserve has been improvements in the cost/income ratio and overall performance, calculated since 2005 according to the statutory formula pursuant before the impact of exceptional factors. to articles D 3324-1 and D 3324-9 of the Employment Code. It is shared among benefi ciaries in proportion to their gross salary and limited within a defi ned range.

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The amounts distributed in the last ﬁ ve years have been as follows:

Financial year Employee Year of payment Incentive plans € million Proﬁ t-sharing

2009 2010

2008 2009 2.4(1)

2007 2008

2006 2007 41.5

2005 2006 37.1

(1) Exceptional proﬁ t sharing compensation of €500 per employee (gross before tax).

An incentive plan distribution should be carried out in 2011 with year (under the agreement of 25 March 2010, which is valid until respect to 2010. 31 December 2010). The same top-up rate has been renewed for 2011 (under the agreement of 20 January 2011, which is valid Crédit Agricole CIB also has an employee savings plan which sup- until 31 December 2011). plements the above plans. It offers a diverse selection of mutual funds. Crédit Agricole CIB tops up employees’ voluntary contribu- Crédit Agricole CIB also grants long-service awards. tions. The top-up rate was 150% for 2010, limited to €1,000 per

7.6 Share-based payments

Using the authorities granted by extraordinary resolution of the Crédit Agricole S.A. shareholders on 22 May 2002, 21 May 2003 2006 stock option plans and 17 May 2006, Crédit Agricole S.A.’s Board of Directors have On 18 July 2006, using the authorisation granted by extraordinary implemented three stock option plans for the benefi t of Crédit resolution of Crédit Agricole S.A. shareholders in their meeting of Agricole CIB staff. 17 May 2006, the Board of Directors of Crédit Agricole S.A. set the terms and conditions for granting a stock option plan and granted the necessary powers to its Chairman to carry out this 2004 stock option plans plan. On 23 June 2004, Crédit Agricole S.A.’s Board of Directors created a stock option plan for executive offi cers and certain se- On 6 October 2006, the Board of Directors created a stock option nior managers of Crédit Agricole S.A. and its subsidiaries (inclu- plan for executive offi cers and certain senior managers of Crédit ding Crédit Agricole CIB), using the authority granted by extraor- Agricole S.A. and its subsidiaries, comprising 5,416,500 options dinary resolution of the shareholders at the AGM held on 21 May for Crédit Agricole CIB staff at a strike price of €33.61. 2003. The total number of shares that may potentially be issued under this plan for Crédit Agricole CIB is 5,168,000 at a price of Since the options granted under the April and December 2003 €20.48, which is equal to the average price quoted during the plans can now be exercised, and in accordance with the Board’s twenty trading sessions preceding the date of the Crédit Agricole decisions, the number of options and strike prices in these two S.A. board meeting, with no discount. plans have been adjusted to take into account transactions affecting the capital in November 2003 and January 2007 and June 2008. 2005 stock option plans On 19 June 2005, Crédit Agricole S.A.’s Board of Directors The characteristics and general conditions for all the existing granted 5,000 stock options to a new Crédit Agricole CIB em- plans at 31 December 2010 are provided in the following table: ployee with a strike price of €20.99, equal to the average price quoted during the twenty trading sessions preceding the date of the Crédit Agricole S.A. board meeting, with no discount.

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 Description of the aforementioned three Crédit Agricole S.A. stock option plans:

Crédit Agricole S.A. stock option plans 2004 2005 2006 Total Date of Crédit Agricole S.A. AGM authorising the plan 21.05.2003 21.05.2003 17.05.2006 Date of Crédit Agricole S.A. Board Meeting 23.06.2004 19.07.2005 18.07.2006 Option grant date 05.07.2004 19.07.2005 06.10.2006 Term of plan 7 years 7 years 7 years Vesting period 4 years 4 years 4 years First exercise date 05.07.2008 19.07.2009 06.10.2010 Expiry date 05.07.2011 19.07.2012 07.10.2013 Number of Crédit Agricole CIB grantees 588 1 745 Number of options granted to Crédit Agricole CIB staff(1) 5,635,253 5,452 5,905,952 Strike price(1) €18.78 €19.25 €30.83 11,546,657 Performance conditions no no no Conditions in case of departure from Resignation Forfeit Forfeit Forfeit Dismissal Forfeit Forfeit Forfeit Retirement Retain Retain Retain Death Retain(2) Retain(2) Retain(2) Number of options granted to the ten largest grantees(3) 436,122 5,000 425,189 granted to Crédit Agricole CIB executive offi cers(1) 185,351 196,240 Valuation method used Black - Scholes Black - Scholes Black - Scholes (1) Corporate offi cers at vesting dates. (2) If heirs and successors exercise within six months of death. (3) Excluding Crédit Agricole CIB corporate offi cers.

 Key assumptions used to value the stock option plans

Crédit Agricole S.A. values the options granted and invoices Crédit Agricole CIB on the grant date based on the market value of the options on that date. The only assumptions that may be revised during the vesting period, resulting in an adjustment to this expense, are those relating to the beneﬁ ciaries (options forfeited on resignation or dismissal).

Date of grant Plans 05.07.2004 19.07.2005 06.10.2006 Estimated length of plan 5 years 5 years 7 years Rate of forfeiture 5 % 5 % 1.25 % Estimated dividend rate 3.34 % 3.22 % 3.03 % Volatility on the date of grant 25 % 25 % 28 %

The Black-Scholes model has been used for all Crédit Agricole S.A. stock option plans.

7.7 Executive ofﬁ cers’ compensation The term « executive ofﬁ cers » here refers to members of Crédit Agricole CIB’s Executive Committee and Board of Directors.

The membership of the Executive Committee is set out in the • other long-term benefi ts: the amount granted under long-service Governance and Internal Control chapter of this shelf registration bonuses is insignifi cant; document. • employment contract termination indemnities: no payment in Compensation and benefi ts paid to the members of the Executive 2010 with respect to termination benefi ts Committee in 2010 were as follows: Directors’ fees paid to members of Crédit Agricole CIB’s Board • short-term benefi ts: €14.2 million including fi xed and variable of Directors with respect to work done in 2010 amounted to €0.5 compensation (of which social security contribution) and benefi ts million. in kind; • post-employment benefi ts at 31 December 2010: €5 million in end-of-career and pension rights under the supplementary plan in place for the Group’s senior executives;

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 NOTE 8: FINANCING AND GUARANTEE COMMITMENTS

Commitments given and received

€ million 31.12.2010 31.12.2009 COMMITMENTS GIVEN 159,636 159,102 Financing Commitments 115,736 111,157 • Banks 13,932 13,670 • Customers 101,804 97,487 Confi rmed credit lines 101,268 95,628 - Confi rmed documentary credits 11,824 9,020 - Other confi rmed credit lines 89,444 86,608 Other 536 1,859 Guarantee commitments 43,900(1) 47,945 • Banks 6,136 13,409 Confi rmed credit lines 2,598 2,609 Other 3,538 10,800 • Customers 37,764 34,536 Property guarantees 2,336 2,030 Loan repayment guarantees 6,923 6,207 Other guarantees 28,505 26,299 COMMITMENTS RECEIVED 147,906 130,721 Financing commitments 27,214 24,697 • Banks 20,491 24,173 • Customers 6,723 524 Guarantee commitments 120,692 106,024 • Banks 10,580 11,093 • Customers 110,112 94,931 Guarantees received from government bodies or similar 22,648 17,135 Other 87,464 77,796

(1) Including €1,264 million of ﬁ nancial guarantees given on off balance sheet exposures for which counterparties are doubtful or on watch list and for which the capital call is estimated to €49 million (see note 3.3 « Financial guarantees at risk by maturity »). Assets given as guarantees

€ million 31.12.2010 31.12.2009 Loaned securities 3,243 2,511 Collateral for market transactions 18,202 19,865 Securities sold under repo agreements 115,805 111,786 Total 137,250 134,162

Amounts relate to loaned securities, securities and shares sold under repurchase agreements and guarantee deposits on market transactions. Assets accepted The majority of guarantees and enhancements held correspond They relate mainly to repos and securities providing collateral for to mortgages, collateral and guarantee deposits received, re- brokerage transactions. gardless of the quality of the assets guaranteed. Crédit Agricole CIB’s policy is to sell seized collateral as soon as Assets accepted as collateral by the Crédit Agricole CIB Group possible. Crédit Agricole CIB did not hold any seized collateral that it is authorized to sell or repledge amounted to €134 billion either at 31 December 2010 or 31 December 2009. at 31 December 2010 versus €113 billion at 31 December 2009.

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 NOTE 9: RECLASSIFICATIONS

Crédit Agricole CIB approach

Reclassifi cations from « fi nancial assets held for trading » were decided then carried out in accordance with the conditions set out by the amendment to IAS 39 adopted by the European Union on 15 October 2008. They were recorded in their new accounting category at their fair value on the reclassifi cation date.

Reclassiﬁ cation done by Crédit Agricole CIB

Pursuant to the amendment to IAS 39 published and adopted by the European Union in October 2008, in 2010 Crédit Agricole CIB made reclassiﬁ cations as allowed by the amendment to IAS 39, as it did during the previous years. Information on these reclassiﬁ cations is provided below.

 Reclassiﬁ cations: type, reason and amount

In 2010, Crédit Agricole CIB reclassifi ed certain fi nancial assets for which its management’s intention changed from « Financial assets at fair value through profi t and loss held for trading » to the « Loans and receivables » category. It now intends to hold these fi nancial assets for the foreseeable future and not to sell them in the period. These reclassifi cations, which were made during 2010, relate to syndication transactions. For the assets reclassifi ed in 2010, the table below shows the value at the reclassifi cation date and the value at closing date. It also details the value as at 31 December 2010 for the assets that have been reclassifi ed before 2010 and that are still on the CACIB balance sheet at the end of 2010:

Total Reclassifi ed Assets Reclassifi ed Assets Reclassifi ed Assets reclassifi ed Assets in 2010 previously previously Estimated Estimated Estimated Estimated € million Net book Reclas- Net book Net book Net book market market market market value at sifi cation value at value at value at value at value at value at value at 31.12.10 value 31.12.10 31.12.10 31.12.09 31.12.10 31.12.10 31.12.10 31.12.09 Financial assets at fair value through profi t and loss reclassifi ed 7,647 7,061 76 76 76 7,571 6,985 8,904 8,097 into loans and receivables

 Change in fair value relating to reclassiﬁ ed assets, taken to proﬁ t and loss

The change in fair value recognised in proﬁ t and loss on assets reclassiﬁ ed in 2010 is shown in the table below.

Change in recognised fair value

In 2010, In 2009 until the reclassiﬁ cation date

Financial assets at fair value through proﬁ t and loss reclassiﬁ ed into loans - (3) and receivables

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 Income contribution of transferred assets since reclassiﬁ cation

The income contribution of transferred assets since the reclassiﬁ cation date includes all gains, losses, income and expenses taken to proﬁ t and loss.

Pre-tax earnings impact since reclassifi cation Assets reclassifi ed Assets reclassifi ed prior to 2010 Cumulative impact Cumulative impact Impact 2010 Impact 2010 31.12.2009 31.12.2010 If the asset If the asset If the asset € million If the asset Reco- had been Reco- had been Reco- Reco- had been had been gnised kept in its gnised kept in its gnised gnised kept in its kept in its income original income original income income original original cate- and category and category and and category gory (change expenses (change in expenses (change in expenses expenses (change in in fair value) fair value) fair value) fair value) Financial assets at fair value through profi t and loss (19) (836) 47 238 28 (598) reclassifi ed into loans and receivables

 Additional information

At the reclassifi cation date, the reclassifi ed fi nancial assets paid in 2010 effective interest rates of between 1.7% and 2.2%, with non-discounted future cash fl ows of €80 million.

 NOTE 10: FAIR VALUE OF FINANCIAL INSTRUMENTS

Fair value is the amount for which an asset could be exchanged, To the extent that these models contain uncertainties, the fair va- or a liability settled, between knowledgeable, willing parties in an lues shown may not be achieved upon actual sale or immediate arm’s length transaction. settlement of the ﬁ nancial instruments concerned. The fair values shown below are estimates made on the repor- In practice, and in line with the going-concern principle, not all ting date. They are likely to change in subsequent periods due to these ﬁ nancial instruments would necessarily be settled immedia- developments in market conditions or other factors. tely at the values estimated below. These values represent the best estimate that can be made and are based on a certain number of assumptions.

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10.1 Fair value of assets and liabilities valued on the basis of amortised cost method

31.12.2010 31.12.2009 € million Book Estimated Book Estimated value Market value value Market value Assets Due from banks 71,581 71,581 65,874 65,829 Loans and advances to customers 157,667 156,962 149,033 147,878 Held-to-maturity ﬁ nancial assets Liabilities Due to banks 75,339 75,339 69,474 69,474 Customer accounts 143,489 143,489 122,836 122,836 Debt securities in issue 61,925 61,907 64,005 64,027 Subordinated debt 8,672 8,672 8,029 8,029

In some cases, market values are close to book values. This is • fl oating-rate assets or liabilities where changes in interest rates particularly the case for: have no signifi cant infl uence on fair value, as the rates on these instruments are frequently adjusted to market rates; • fl oating-rate assets or liabilities where changes in interest rates have no signifi cant infl uence on fair value, as the rates on these • sight liabilities; instruments are frequently adjusted to market rates; • transactions for which there are no reliable observable data.

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10.2 Information on ﬁ nancial instruments measured at fair value

Analysis of ﬁ nancial instruments at fair value by valuation model

 Financial assets measured at fair value

The amounts shown include accrued interest and are net of impairment.

Price quoted Price quoted Measurement Measurement Measurement for identical for identical Measurement based on based on non based on Total instruments Total instruments based on non € million observable observable observable 31.12.2010 in an active 31.12.2009 in an active observable data: data: data: data: market: market: Level 3 Level 2 Level 3 Level 2 Level 1 Level 1 Financial liabilities held 388,407 84,938 295,067 8,402 384,660 80,977 292,725 10,958 for trading Advances to customers 435 435 318 318 Securities bought under 54,560 54,560 37,976 37,976 repurchase agreement Securities held for trading 82,212 79,472 1,529 1,211 79,461 73,621 5,068 772 Treasury bills and 33,601 33,601 37,878 37,878 similar items Bonds and other fi xed- 31,839 29,135 1,493 1,211 29,424 25,054 3,598 772 income securities Equities and other variable-income 16,772 16,736 36 12,159 10,689 1,470 securities Derivative fi nancial 251,200 5,466 238,543 7,191 266,905 7,356 249,363 10,186 instruments Financial assets designated as at fair value 124 16 108 100 14 86 through profi t and loss upon initial recognition Securities designated as at fair value through 124 16 108 100 14 86 profi t and loss upon initial recognition Bonds and other 16 16 14 14 fi xed-income securities Equities and other variable-income 108 108 86 86 securities Available-for-sale 19,098 16,860 2,238 23,218 20,272 2,946 fi nancial assets Treasury bills and similar 8,486 8,486 11,024 11,024 items Bonds and other fi xed- 9,242 7,976 1,266 11,069 8,887 2,182 income securities Equities and other va- 1,370 398 972 1,125 361 764 riable-income securities Derivatives hedging 1,184 1,184 1,371 1,371 instruments Total fi nancial assets at 408,813 101,814 298,597 8,402 409,349 101,263 297,128 10,958 fair value

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 Financial liabilities measured at fair value

The amounts shown include accrued interest.

Changes in valuation mode Valuation method used There were no material transfers between Level 1 and Level 2 • The method used to measure super-senior CDOs with US mor- over the period. tgage underlying is described in the section risk management of the management report. • Corporate CDOs are valued with the help of a pricing model, Financial instruments valued on Level 3 model which distributes losses expected by the market according to At 31 December 2010, fi nancial instruments whose measurement the level of subordination of each transaction. The model uses is based on non-observable data (Level 3) mainly included: both observable data (margins on credit default swaps) and data that became much less observable (correlation data rela- • CDO units with US mortgage underlying; ting to CDOs based on a standard basket of corporate bonds). • hedges on certain of the above-mentioned CDOs with US mor- Crédit Agricole CIB adjusted its model to take this factor into tgage underlying; account and update it regularly. More specifi cally, on the least liquid senior tranches, Crédit Agricole CIB introduced measure- • CDO-type products indexed to corporate credit risk (correlation ment variables adjusted to its assessment of the intrinsic risk of businesses); its exposures. • to a lesser extent, the fair value of shares in SCI property companies and SCPI property investment funds and other fi xed-income, equity and credit derivatives.

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 Net change in ﬁ nancial instruments measured at fair value on a level 3 valuation model

Financial assets measured at fair value on a level 3

Financial assets held for trading Bonds Equities Treasury Securities and other and other Derivative € million Total bills and held for variable fi xed- fi nancial similar trading income income instruments items securities securities Opening balance (01.01.2010) 10,958 772 772 10,186 Total gains or losses (1,945) (93) (93) (1,852) Accounted in profi t and loss (1,945) (93) (93) (1,852) Accounted in other comprehensive income Purchases 940 532 532 408 Sales (1,073) (1,073) Issues Settlements (355) (355) Transfers (123) (123) Transfers to Level 3 Transfers out of Level 3 (123) (123) Closing balance (31.12.2010)(1) 8,402 1,211 1,211 7,191

(1) At 31 December 2010, the closing balance of fi nancial assets measured at fair value on a level 3 include €44 million of fair value of fi nancial instruments previously registered in liabilities for an amount of €1,428 million at 31 December 2009. Gains and losses from fi nancial assets on the statement of fi nancial position at the closing date amounted to -€1,618 million. Gains and losses on fi nancial instruments held for trading are recorded in the income statement under « Net gains (losses) on fi nancial instruments at fair value through profi t and loss ».

Financial liabilities measured at fair value on a level 3

Financial liabilities held for trading Securities Debt Derivative € million Total sold under Due to Due to Securities securities ﬁ nancial repurchase customers banks sold short in issue instruments agreements Opening balance (01.01.2010)(1) 7,266 7,266 Total gains or losses (1,466) (1,466) Accounted in proﬁ t and loss (1,466) (1,466) Accounted in equity Purchases 414 414 Sales (1,939) (1,939) Issues Settlements (129) (129) Transfers (206) (206) Transfers to Level 3 Transfers out of Level 3 (206) (206) Closing balance (31.12.2010) 3,940 3,940

(1) The opening balance at 1 January 2010 comprises €1,428 million of fair value of fi nancial instruments which have been reclassifi ed to assets in 2010 and thus included in the closing balance of December 2010 for a net amount of €44 million. Gains and losses from fi nancial liabilities on the statement of fi nancial position at the closing date amounted to €1,147 million. Gains and losses on fi nancial instruments held for trading are recorded in the income statement under « Net gains/ (losses) on fi nancial instruments at fair value through profi t and loss ».

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Gains and losses for the period from assets and liabilities on the At 31 December 2010, at Crédit Agricole CIB, the sensitivity to balance sheet at year-end (-€0.5 billion approximately) mainly variables used in the models based on reasonable alternative include: assumptions amounted to approximately €209 million (most of it for discontinuing operations, including €108 million on CDOs • the impact of changes in value recognised on CDO units with with US mortgage underlying and €89 million for corporate CDO US mortgage underlying and their hedges, in the amount of business). approximately + €1.8 billion; Sensitivity is calibrated independently of the front offi ce, based • the change in value of other interest rate, credit and equity deri- primarily on consensus data: vatives, and notably corporate CDOs valued on the basis of data that became non-observable, in the amount of approxi- • Corporate CDOs: the extent of uncertainty over the default mately -€2.3 billion. correlation (a non-observable variable) is determined based on the standard deviation between the consensus data relative to However, the fair value (and the change in fair value) of these the standard indices; products by itself is not representative. These products are extensively hedged by other, less complex products, which are • super-senior ABS CDO tranches: the extent of uncertainty is individually valued based on data deemed to be observable. The estimated based on a set rate (10% change in loss scenarios); valuation of these hedging products (and the change in their va- • equity derivatives: the method is the same as tat used for lue), which to a large extent is symmetrical to the valuation of corporate CDOs (standard deviation relative to consensus esti- products measured on the basis of data deemed to be non-ob- mates) but applied to dividend volatility and standard correlation servable, does not appear in the table above. variables; During the period, the fair value of fi nancial instruments transfer- • Fixed-income derivatives: a 2% shock is applied to the main red out of Level 3 was approximately €329 million. These trans- correlations (Interest rate/ Exchange rate and Interest rate/Inte- fers are mainly due to the restored observability horizon over the maturity of certain measurement variables over time. rest rate). Sensitivity analysis of fi nancial instruments measured at fair value on a Level 3 valuation model

10.3 Measurement of the impact of taking into account gains

€ million 31.12.2010 31.12.2009 Deferred gains at 1 January 297 361 Deferred gains generated by new transactions during the period 51 93 Recognised in income during the period Amortisation and cancelled/redeemed/expired transactions (107) (157) Effect of parameters or products that became observable during the year Deferred gains at the end of the period 241 297

 NOTE 11: POST- STATEMENT OF FINANCIAL POSITION EVENTS

No signiﬁ cant event after the closing.

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 NOTE 12: SCOPE OF CONSOLIDATION AT 31 DECEMBER 2010

% control % interest Subsidiaries. joint-ventures and associates (a) Country Method 31.12. 31.12. 31.12. 31.12. 2010 2009 2010 2009

Parent company Crédit Agricole CIB (SA) France parent 100.00 100.00 100.00 100.00

Banks and ﬁ nancial institutions Banco Crédit Agricole Brasil SA N Brazil full 100.00 100.00 100.00 100.00 Banque Saudi Fransi - BSF Saudi Arabia equity 31.11 31.11 31.11 31.11 Calyon Algeria Algeria full 100.00 99.99 100.00 99.99 Calyon Bank Polska SA L Poland full 100.00 100.00 Crédit Agricole Yatirim Bankasi Turk AS N Turquie full 100.00 100.00 100.00 100.00 Crédit Agricole CIB Australia Limited N Australia full 100.00 100.00 100.00 100.00 Crédit Agricole CIB China Limited N China full 100.00 100.00 100.00 100.00 Crédit Agricole CIB Merchant Bank Asia Ltd N Singapore full 100.00 100.00 100.00 100.00 Crédit Agricole CIB Saudi Fransi Limited N/C Saudi Arabia proportional 55.00 55.00 Crédit Agricole CIB Services Private Limited E India full 100.00 100.00 Crédit Agricole CIB ZAO Russia N Russie full 100.00 100.00 100.00 100.00 Crédit Agricole Financement (Switzerland) CC Switzerland equity 20.00 20.00 Crédit Agricole Luxembourg Luxembourg full 100.00 100.00 100.00 100.00 Crédit Agricole Switzerland Switzerland full 100.00 100.00 100.00 100.00 Crédit Agricole Switzerland (Bahamas) Bahamas full 100.00 100.00 100.00 100.00 Crédit Foncier de Monaco Monaco full 70.13 70.13 68.95 68.95 Finanziaria Indosuez International Ltd Switzerland full 100.00 100.00 100.00 100.00 LF Investments LP United States full 99.00 99.00 99.00 99.00 Newedge (group) France proportional 50.00 50.00 50.00 50.00 PJSC CIB Crédit Agricole Ukraine N Ukraine full 100.00 100.00 100.00 100.00 UBAF France proportional 47.01 47.01 47.01 47.01

Brokerage companies Crédit Agricole Securities (USA) Inc N United States full 100.00 100.00 100.00 100.00 Crédit Agricole Cheuvreux North America. Inc United States full 100.00 100.00 100.00 100.00 Crédit Agricole Cheuvreux Espana S.A. Spain full 100.00 100.00 100.00 100.00 Crédit Agricole Cheuvreux International Ltd United Kingdom full 100.00 100.00 100.00 100.00 Crédit Agricole Cheuvreux Nordic AB SB Sweden full 100.00 100.00 100.00 100.00 Crédit Agricole Cheuvreux S.A. France full 100.00 100.00 100.00 100.00 Crédit Lyonnais Securites Asia BV (group) Hong Kong full 100.00 100.00 98.88 98.88 Cheuvreux/CLSA/Global Portfolio Trading Pte Ltd. E Singapore full 100.00 100.00

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% control % interest Subsidiaries. joint-ventures and associates (a) Country Method 31.12. 31.12. 31.12. 31.12. 2010 2009 2010 2009

Investment companies Amundi Ibérica SGIIC SA Spain equity 45.00 45.00 45.00 45.00 CAAM Distribution AV SO Spain equity 45.00 45.00 CAAM Espana Holding SO Spain equity 45.00 45.00 CAFI Kedros France full 100.00 100.00 100.00 100.00 CAI BP Holding France full 100.00 100.00 100.00 100.00 Crédit Agricole CIB Air Finance SA N France full 100.00 100.00 100.00 100.00 Crédit Agricole CIB Capital Market Asia BV N Netherlands full 100.00 100.00 100.00 100.00 Calyon Capital Market International France full 100.00 100.00 100.00 100.00 Compagnie Française de l’Asie (CFA) France full 100.00 100.00 100.00 100.00 Crédit Agricole CIB Holdings Limited N United Kingdom full 100.00 100.00 100.00 100.00 Crédit Agricole CIB UK IH N United Kingdom full 100.00 100.00 100.00 100.00 Crédit Agricole CIB Global Partners Inc. (group) N United States full 100.00 100.00 100.00 100.00 Crédit Agricole Securities Asia BV (Tokyo) N Japan full 100.00 100.00 100.00 100.00 Doumer Finance SAS France full 100.00 100.00 100.00 100.00 Doumer Philemon SO France full 100.00 100.00 Fininvest France full 98.27 98.27 98.27 98.27 Fletirec (group) France full 100.00 100.00 100.00 100.00 IPFO France full 100.00 100.00 100.00 100.00 Mescas France full 100.00 100.00 100.00 100.00 SAFEC Switzerland full 100.00 100.00 100.00 100.00

Leasing companies Cardinalimmo France full 49.61 49.61 49.61 49.61 Financière Immobilière Crédit Agricole CIB N France full 100.00 100.00 100.00 100.00

Insurance CAIRS Assurance SA France full 100.00 100.00 100.00 100.00

Other Aguadana SL Spain full 100.00 100.00 100.00 100.00 Aylesbury BV United Kingdom full 100.00 100.00 100.00 100.00 Bletchley Investments Ltd United Kingdom full 82.22 82.22 100.00 100.00 CA Brasil DTVM Brazil full 100.00 100.00 100.00 100.00 CA Conseil SA Luxembourg full 99.99 99.99 99.99 99.99 Calixis Finance France full 100.00 89.80 100.00 89.80 Calliope srl Italy full 100.00 90.00 67.00 60.30 Calyce PLC United Kingdom full 100.00 100.00 100.00 100.00 Crédit Agricole Asia Shipﬁ nance Ltd N Hong Kong full 99.99 99.99 99.99 99.99 Crédit Agricole CIB Global Banking N France full 100.00 100.00 100.00 100.00 Chauray Contrôle SAS nm France proportional 34.00 34.00 CLIFAP France full 100.00 100.00 100.00 100.00 CLINFIM France full 100.00 100.00 100.00 100.00

210 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

Subsidiaries. joint-ventures and % control % interest associates (a) Country Method 31.12. 31.12. 31.12. 31.12. 2010 2009 2010 2009 Crédit Agricole CIB Financial Products Guernesey United Kingdom full 99.90 99.90 99.90 99.90 Ltd Crédit Agricole CIB Financial Solutions N France full 99.72 99.72 99.72 99.72 Crédit Agricole CIB LP N France full 100.00 100.00 100.00 100.00 Crédit Agricole CIB Preferred Funding II LLC N United States full 100.00 100.00 100.00 100.00 Crédit Agricole CIB Preferred Funding LLC N United States full 100.00 100.00 100.00 100.00 Crédit Agricole Private Banking Levante Spain full 100.00 100.00 100.00 100.00 Crédit Agricole Private Banking Norte Spain full 100.00 100.00 100.00 100.00 DGAD International SARL Luxembourg full 100.00 100.00 100.00 100.00 EDELAAR EESV L Netherlands full 90.00 80.00 Ester Finance Titrisation France full 100.00 99.99 100.00 99.99 European NPL S.A. Luxembourg full 60.00 60.00 67.00 67.00 Fonds Alcor Hong Kong full 98.76 98.76 98.76 98.76 Himalia PLC United Kingdom full 100.00 100.00 100.00 100.00 Immobilière Sirius SA Luxembourg full 100.00 100.00 100.00 100.00 INCA Sarl Luxembourg full 65.00 65.00 65.00 65.00 Indosuez Finance Ltd United Kingdom full 100.00 100.00 100.00 100.00 Indosuez Holding SCA II Luxembourg full 100.00 100.00 100.00 100.00 Indosuez Management Luxembourg II Luxembourg full 100.00 100.00 100.00 100.00 Island Reﬁ nancing Srl Italy full 100.00 100.00 67.00 67.00 Korea 21st Century Trust South Korea full 100.00 100.00 100.00 100.00 LDF 65 (SPV) Luxembourg full 64.94 65.00 64.94 65.00 LSF Italian Finance Company SRL Italy full 100.00 100.00 67.00 67.00 Lyane BV Netherlands full 65.00 65.00 65.00 65.00 MERISMA France full 100.00 100.00 100.00 100.00 Sagrantino BV Netherlands full 100.00 100.00 67.00 67.00 Sagrantino Italy srl Italy full 100.00 100.00 67.00 67.00 SNC Doumer France full 99.94 99.94 99.94 99.94 SNC Shaun France full 100.00 100.00 100.00 100.00

(a) « E » means that the company has entered the scope of consolidation. Companies removed from the scope of consolidation are ﬂ agged with « nm » (not meaningful), « SO » (spun off), « L » liquidated, « S » (sold or transferred out), « CBL » (consolidation by level), « CC » (companies that no longer fulﬁ l the consolidation criteria), « M » (change in the consolidation method), « N » (denomination change).

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 211 4 CONSOLIDATED FINANCIAL STATEMENTS

 STATUTORY AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS

Year ended 31 December 2010

This is a free translation into English of the Statutory Auditors’ report issued in the French language and is provided solely for the convenience of English speaking readers. The Statutory Auditors’ report includes information specifi cally required by French law in all audit reports, whether qualifi ed or not, and this is presented below the opinion on the consolidated fi nancial statements. This information includes an explanatory paragraph dis- cussing the auditors’ assessments of certain signifi cant accounting and auditing matters. These assessments were considered for the purpose of issuing an audit opinion on the consolidated fi nancial statements taken as a whole and not to provide separate assurance on individual account captions or on information taken outside of the consolidated fi nancial statements. This report should be read in conjunction with, and construed in accordance with French law and professional auditing standards applicable in France.

To the Shareholders,

In compliance with the assignment entrusted to us by your Shareholders’ Meeting, we hereby submit our report for the year ended 31 December 2010 on: • our audit of Crédit Agricole Corporate and Investment Bank’s consolidated fi nancial statements as attached to this report, • the substantiation of our opinion, • the specifi c procedures and disclosures required by law. The consolidated fi nancial statements are the responsibility of the Board of Directors. Our role is to express an opinion on these fi nancial statements based on our audit.

OPINION ON THE CONSOLIDATED FINANCIAL STATEMENTS We have conducted our audit in accordance with professional standards applicable in France. Those standards require that we plan and perform our audit to obtain reasonable assurance that the consolidated fi nancial statements are free of material misstatement. An audit consists of examining, on the basis of tests and other selection methods, evidence supporting the amounts and disclosures in the consolidated fi nancial statements. An audit also includes assessing the accounting principles used and signifi cant estimates made in the preparation of the fi nancial statements and evaluating their overall presentation. We believe that the evidence we have collected is relevant and suffi cient for the formation of our opinion. In our opinion, the consolidated fi nancial statements give a true and fair view of the assets, liabilities, fi nancial position and results of the companies and entities included in the consolidated Group in accordance with the IFRS standards as adopted in the European Union. Without prejudice to the opinion expressed above, we draw your attention to the note 1.1 to the fi nancial statements, which describes the change in accounting method relating to actuarial gains and losses on the post-employment-benefi ts of the defi ned-benefi t plans as well as the new standards and interpretations applied, inter alia revised IAS 27 « Consolidated and parent-company fi nancial statements » and IFRS 3 «Business combinations ».

SUBSTANTIATION OF OUR OPINION Pursuant to the provisions of Article L.823-9 of the Code de Commerce [French Commercial Code] concerning the substantiation of our opinion, we bring to your attention the following items:

212 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 CONSOLIDATED FINANCIAL STATEMENTS 4

Accounting estimates • The Group books impairment reserves to cover credit risks which are inherent to its business activities. We have reviewed the arrangements put in place by management to identify and evaluate these risks and to determine the amount of impairment it considers necessary, and we have verifi ed that these accounting estimates were based on documented methods that complied with the principles described in note 1.3 to the consolidated fi nancial statements. • As stated in note 1.3 and 10.2 to the fi nancial statements, your Group uses internal models to assess the fair value of certain fi nancial instruments not listed in an active market. Our work entailed reviewing the control system applied to the models used, the underlying assumptions and the methods for taking into account the risks associated with such instruments. • As stated in note 1.3 to the fi nancial statements, your Group has made estimates in order to take into account changes in its own credit risk into the measurement of debt issues recognised at fair value through profi t and loss. We have verifi ed that the parameters used for this purpose were appropriate. • As stated in note 1.3 and 2.5 to the fi nancial statements, your Group carried out impairment tests on goodwill. We have reviewed the condition of implementation of these tests as well as the main parameters and assumptions used and we have satisfi ed ourselves that the presentation in the notes to the fi nancial statements is appropriate. • The Group has made a number of other accounting estimates as explained in note 1.3 to the consolidated fi nancial statements, notably regarding the valuation and impairment of non-consolidated equity securities, the pension provision and future employee benefi ts, reserves for operational risks, reserves for legal risks and deferred tax assets. Our work consisted of examining the methods and assumptions used and verifying that the resulting accounting estimates are based on documented methods in accordance with the principles described in note 1.3. to the fi nancial statements.

Our assessments were made, taken as a whole, and therefore assisted us in reaching our unqualiﬁ ed opinion as expressed in the ﬁ rst part of this report.

SPECIFIC VERIFICATION We also carried out, in accordance with professional standards applicable in France, the specifi c verifi cation, required by law, of information relating to the Group in the management report. We are satisfi ed that the information is fairly stated and agrees with the consolidated fi nancial statements.

Neuilly-sur-Seine, March 16, 2011 Statutory Auditors

PRICEWATERHOUSECOOPERS AUDIT ERNST & YOUNG ET AUTRES Catherine Pariset et Pierre Clavié Pierre Hurstel

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 213 214 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PARENT-COMPANY STATEMENTS (French GAAP) approved by the Board of Directors in its meeting of 22 February 2011 and put to shareholders for their approval in the 11 May 2011 shareholder’s meeting

CRÉDIT AGRICOLE CIB (SA) FINANCIAL STATEMENTS ...... 216

NOTES TO THE PARENT-COMPANY FINANCIAL STATEMENTS ...... 220

AUDITORS’ GENERAL REPORT ON THE PARENT-COMPANY FINANCIAL STATEMENTS ...... 250

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 215 5 PARENT-COMPANY STATEMENTS

 CRÉDIT AGRICOLE CORPORATE AND INVESTMENT BANK (SA) FINANCIAL STATEMENTS

 ASSETS

€ million Notes 31.12.2010 31.12.2009

Interbank and similar items 153,720 150,151

Cash due from central banks and French postal system 18,882 22,924

Treasury bills and similar items 4, 4.2, 4.3 and 4.4 33,563 43,294

Due from banks 2 101,275 83,933

Customer items 3, 3.1, 3.2, 3.3. and 3.4 121,829 111,423

Securities portfolios 62,933 59,650

Bonds and other ﬁ xed-income securities 4, 4.2, 4.3 and 4.4 47,944 45,880

Equities and other variable-income securities 4 and 4.2 14,989 13,770

Non-current assets 8,439 8,664

Participating interests and other long-term investments 5, 5.1 and 6 735 627

Investments in non-consolidated companies 5, 5.1 and 6 7,338 7,748

Intangible assets 6 91 97

Property, plant and equipment 6 275 192

Treasury shares

Accruals, prepayments and sundry assets 309,237 317,175

Other assets 7 78,014 86,024

Accruals and prepayments 7 231,223 231,151

Total assets 656,158 647,063

216 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PARENT-COMPANY STATEMENTS 5

 LIABILITIES AND SHAREHOLDERS’ EQUITY

€ million Notes 31.12.2010 31.12.2009

Interbank and similar items 113,268 116,666 Due to central banks and current accounts with French 757 1,536 postal systems Due to banks 9 112,511 115,130

Customer accounts 131,694 109,897

Government-regulated savings plans

Other liabilities 10.1, 10.2 and 10.3 131,694 109,897

Debt securities in issue 11.1 and 11.2 78,275 78,958

Accruals, deferred income and sundry liabilities 311,757 322,026

Other liabilities 12 86,850 95,922

Accruals and deferred income 12 224,907 226,104

Reserves and subordinated debt 12,065 11,801

Impairment for risks and expenses 13 2,932 3,327

Subordinated debt 14 9,133 8,474

Fund for general banking risks 105 105

Shareholders' equity (excl. FGBR) 15 8,993 7,610

Share capital 6,056 6,056

Share premiums 502 502

Reserves 350 314

Excess of restated assets over historical cost

Regulated reserves and investment grants 13 18

Retained earnings 684

Net income for the year 1,388 720

Total liabilities and shareholders' equity 656,158 647,063

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 217 5 PARENT-COMPANY STATEMENTS

 OFF-BALANCE SHEET ITEMS

€ million 31.12.2010 31.12.2009

Commitments given 224,515 231,934

Financing commitments 105,319 105,426

Guarantee commitments 78,858 90,256

Securities commitments 1,893 2,893

Other commitments given(1) 38,445 33,359

Commitments received 147,520 43,298

Financing commitments(2) 33,029 26,332

Guarantee commitments(2)(3) 110,272 12,002

Securities commitments 1,751 2,787

Other commitments received 2,467 2,177

(1) Including a €5,719 million asset to support Crédit Agricole S.A. involvement in the ﬁ nancing granted by SFEF (Société de Financement de l’Economie Fran- çaise) to the French economy. At 31.12.09, these assets had an impact of €5,823 million on guarantee commitments. (2) At 31.12.10, ﬁ nancing and guarantee commitments received include those received from customers (not taken into account until 31.12.2009). (3) Including €4,671 million of guarantee commitments received from Crédit Agricole S.A.

Off-balance sheet items: other information

Foreign exchange transactions and amounts payable in foreign currency: note 17 Transactions involving forward ﬁ nancial instruments: notes 18, 18.1, 18.2 and 18.3

218 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PARENT-COMPANY STATEMENTS 5

 INCOME STATEMENT

€ million Notes 2010 2009

Net interest and similar income 1,371 1,667

Interest and similar income 19 and 20 4,311 6,335

Interest and similar expenses 19 (2,940) (4,668)

Income from variable-income securities 20 319 410

Net commission and fee income 21 and 21.1 902 955

Net income from ﬁ nancial transactions 520 1,116

Net gain/(loss) from trading portfolios 22 341 909

Net gain/(loss) from investment portfolios and similar 23 179 207

Other net banking income 227 220

Net banking income 3,339 4,368

Operating expenses 24 (2,123) (1,912)

Personnel costs 24.1 and 24.2 (1,313) (1,151)

Other operating expenses 24.3 (810) (761)

Depreciation and amortisation (78) (83)

Gross operating income 1,138 2,373

Cost of risk 25 (594) (1,691)

Net operating income 544 682

Net gain/(loss) on disposal of non-current assets 26 (335) (19)

Pre-tax income on ordinary activities 209 663

Net extraordinary items (2) 0

Corporate income tax 27 1,176 45

Net allocation to the FGBR and regulated reserves 5 12

Net income 1,388 720

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 219 5 PARENT-COMPANY STATEMENTS

 NOTES TO THE PARENT-COMPANY FINANCIAL STATEMENTS

 NOTE 1: ACCOUNTING PRINCIPLES AND POLICIES

Crédit Agricole CIB (SA) prepares its fi nancial statements in ac- governed by the CRBF (Comité de la Réglementation Bancaire et cordance with French accounting standards applicable to banks Financière) amended mostly in 2010 by regulation ANC N° 2010- in France. 08 dated 7 October 2010 relative to the disclosure of credit institutions’ parent-company fi nancial statements. The presentation of Crédit Agricole CIB’s fi nancial statements complies with CRB (Comité de la Réglementation Bancaire) regu- The following changes have been made to accounting methods lation 91-01, as amended by CRC (Comité de la Réglementation and to the presentation of the fi nancial statements relative to Comptable) regulation 2000-03 relating to the preparation and 2009: publication of parent-company fi nancial statements of companies

Date of publication by the Date of the ﬁ rst-time application: Regulations French State ﬁ nancial years commencing on CRC Regulation on the recognition of commissions and fees incomes received by a credit institution and incremental 3 December 2009 1 January 2010 transaction costs related to the granting or the acquisition of N° 2009-03 a loan.

ANC’s regulation for credit institutions relative to transactions 7 October 2010 1 January 2010 between related parties and off-balance-sheet arrangements. N° 2010-04

The application of these new regulations did not have a signiﬁ cant impact on Crédit Agricole CIB’s net income or shareholders’ equity in 2010. As regards transactions between related parties, Crédit Agricole CIB doesn’t carry out transactions that not correspond to the usual market conditions.

Receivables Receivables on credit institutions, Crédit Agricole Group entities concerned. and customers are governed by Regulation 2002-03 of 12 The application of CRC Regulation 2002-03, as amended, December 2002, as amended, issued by the French Accounting concerning the accounting treatment of credit risk resulted in Regulations Committee (Comité de la Réglementation Comptable Crédit Agricole CIB recognising receivables with a risk of non- – CRC). payment in accordance with the following rules: They are analysed based on their initial term or the type of receivable: - current and term receivables, for credit institutions, Restructured loans - current accounts, term accounts and term advances, for internal Restructured loans are loans to counterparties experiencing Crédit Agricole transactions, fi nancial diffi culties such that the credit institutions decides to alter - commercial and other receivables and sight accounts, for the initial characteristics of the contract (term, interest rate etc.) customers. in order to enable the counterparties to honour their repayment schedules. In accordance with regulatory requirements, the «customers » category also includes transactions with fi nancial customers. As a result, the following are excluded from restructured loans: Receivables are recognised initially at nominal value. Interest • loans whose characteristics have been renegotiated on a accrued on receivables is recognised in a receivables-related commercial basis and whose counterparties do not show any account and in the income statement. solvency problems; In application of CRC Regulation 2009-03, fees and commissions • loans whose repayment schedule has been altered due to the received, as well as marginal transaction costs borne, are now application of an option or contractual clause initially included amortised over the effective term of the credit. Accordingly, in the contract (e.g.: payment holiday and extension of the loan they are shown as part of the outstanding amount of the credit term).

220 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PARENT-COMPANY STATEMENTS 5

the counterparty’s fi nancial position, economic outlook and any Bad and doubtful debts collateral minus realisation costs. Loans and advances of all kinds, even those that are guaranteed, For outstandings comprising minor receivables presenting similar are classifi ed as doubtful if they carry an identifi ed credit risk on an characteristics, the counterparty-by-counterparty review may be individual basis arising from one of the following events: replaced by a statistical estimate of projected losses. • the loan or advance is at least: Probable losses in respect of off-balance sheet items are covered * six months in arrears for mortgage loans taken out by personal by reserves on the liabilities side of the balance sheet. customers in France and the EU (three months for personal customers outside France and the EU); * six months in arrears for property leases taken out by personal Treatment of discounts and customers in France and the EU (three months for personal customers outside France and the EU); impairment * six months in arrears for loans to local authorities in France Discounts in respect of restructured loans and impairment and the EU (three months for local authorities outside France charges against doubtful debts are recognised in profi t and loss and the EU); under cost of risk. For restructured loans classifi ed as performing, * three months in arrears for loans to central governments, regio- the discount is amortised to profi t and loss in net interest income nal governments and public-sector entities (all territories); over the remaining life of the loan. For doubtful debts, whether * three months in arrears for all other loans (all territories); restructured or not, impairment charges and write-backs are re- • the borrower’s fi nancial position is such that an identifi ed risk corded under cost of risk. The rise in the book value related to the exists regardless of whether the loan or advance is in arrears; impairment write-backs and the amortisation of discounts arising from the passage of time are recorded under net interest income. • the bank and borrower are in legal proceedings. For overdrafts, the length of arrears is beginning when the debtor has exceeded an authorised limit and has been made aware of Impairment for credit risk not indi- this by the institution or when the debtor has been warned that its borrowings exceed a internal control limit set by the institu- vidually impaired tion, or when the debtor has drawn amounts without an overdraft Crédit Agricole CIB also books reserves on the liabilities side of authorisation. the balance sheet to cover customer risks that are not individually Instead of using these criteria, the length of arrears may be begin allocated to loans. when the credit institution has requested that the debtor repay some or all of the overdraft. Collective reserves are booked for sets of counterparties and countries under surveillance and sectors showing identifi ed risk. Crédit Agricole CIB makes the following distinction between These reserves are designed to cover specifi c risks on loans clas- doubtful and bad debts: sifi ed as performing or not individually impaired, for which there is a statistical or historical probability of partial non-recovery.  Doubtful debts All doubtful debts and advances which do not fall into the bad  Country Risk debt category are classifi ed as doubtful debts. Country risk (or international commitment risk) comprises «the total amount of non-compromised commitments, both on- and off- balance sheet, carried by an institution either directly or through  Bad debts so-called defeasance structures on private or public debtors resi- Bad debts are those for which the prospects of recovery are hi- dent in the countries listed by the French Prudential Supervisory ghly impaired and which are likely to be written off in time. Authority (Autorité de Contrôle Prudentiel), or for which the successful settlement depends on the situation of private or public Contractual interest is no longer recognized after the loan has debtors resident in such countries ». (French Banking Commission been transferred to bad debts. (Commission Bancaire) memorandum of 24 December 1998). When these receivables are not doubtful they remain in their ori- Impairment resulting from ginal accounts. individually assessed credit risk Once a loan is classifi ed as doubtful, an impairment charge is deducted from the asset in an amount equal to the probable loss. This impairment corresponds to the difference between the book value of the receivable and the present value of estimated future cash fl ows at the contractual interest rate, taking into account

Securities transactions

The rules on recognising securities transactions are defi ned by Securities are presented in the fi nancial statements by type: Trea- CRBF regulation 90-01 as amended by CRC regulations 2005- sury bills and similar, bonds and other fi xed-income securities 01, 2008-07 and 2008-17 and the CRC amended regulation (negotiable debt instruments and interbank market securities), 2002-03, as regards identifi cation and impairment relating to cre- equities and other variable-income securities. dit risk on fi xed-income securities.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 221 5 PARENT-COMPANY STATEMENTS

They are classifi ed in the portfolios specifi ed by regulations (tra-  Equities and other variable-income ding, available-for-sale, held-to-maturity, portfolio, other securities held over the long term, investments in non-consolidated sub- securities sidiaries) depending on the initial ownership intention relating to Equities are recorded on the balance sheet at purchase price the securities identifi ed in the accounting IT system on purchase. excluding incidental acquisition costs. Dividend revenues from equities are taken to the income statement under «Income from variable-income securities ». Trading securities At the end of the period, available-for-sale securities are measured at the lower of purchase cost and market value. If the current Trading securities are securities that were originally: value of an item or a homogeneous set of securities (calculated • bought with the intention of selling them in the near future, or from the trading sessions on the reporting date, for example) is sold with the intention of repurchasing them in the near future; lower than its carrying value, an impairment loss is recorded in the • or held by the bank as a result of its market-making activity. The amount of the unrealized capital losses, with no netting of gains classifi cation of these securities as trading securities depends recognized on other categories of securities. on the effective turnover of the securities and signifi cant trading Gains from hedging, within the meaning of article 4 of CRB regu- volume taking into account market opportunities. lation 88-02, in the form of purchases or sales of forward fi nancial These securities must be tradable on an active market and mar- instruments, are taken into account when calculating impairment. ket prices must represent real transactions taking place regularly Possible gains are not recognized. in the market in normal competitive conditions. Trading securities also include: In addition, for fi xed-income securities identifi ed as doubtful, impairment intended to take into account counterparty risk and • securities bought or sold as part of specialist management of recognised under cost of risk is booked as follows: the trading portfolio, including forward fi nancial instruments, securities or other fi nancial instruments that are managed together • in the case of listed securities, impairment is based on market and on which there is an indication of recent short-term profi t value, which intrinsically refl ects credit risk. However if particu- taking; lar information available to Credit Agricole CIB on the fi nancial situation of the issuer is not refl ected in the market value, a spe- • securities on which there is a commitment to sell as part of cifi c impairment is booked. an arbitrage transaction on an organised market for fi nancial instruments or similar. • in the case of unlisted securities, impairment is carried out in the same way as on loans and advances to customers based on Except where provided for by CRC regulation 2008-17 (see identifi ed probable losses (cf. previous subdivision of «loans to «Reclassifi cation of securities » section below), securities held customers »; «Credit risk reserves »). for trading cannot be reclassifi ed into another category, and are presented and measured as securities held for trading until they Sales of securities are deemed to take place on a fi rst-in fi rst-out leave the balance sheet through being sold, fully redeemed or basis. written off. Impairment charges and write-backs and disposal gains or losses Securities held for trading are recognized on the date they are on available-for-sale securities are recorded under «Net gain/(loss) purchased in the amount of their purchase price, excluding inci- from investment portfolios and similar ». Income from equities dental purchase costs and including accrued interest. and other variable-income securities is recorded on the income statement under «Income from variable-income securities ». Liabilities relating to securities sold short are recognized on the liabilities side of the seller’s balance sheet in the amount of the selling price excluding incidental purchase costs. Held-to-maturity securities At each period-end, securities are measured at the most recent market price. The overall balance of differences resulting from Held-to-maturity securities are fi xed-income securities with a price variations is taken to profi t and loss and recorded in the fi xed maturity date that have been acquired or transferred to this «Net gain/ (loss) from trading portfolios » item. category with the manifest intention of holding them until maturity. This category only includes securities for which Crédit Agricole CIB has the necessary fi nancial capacity to continue holding Available-for-sale securities them until maturity and that are not subject to any legal or other This category consists of securities that do not fall into any other constraint that could threaten its plan to hold them until maturity. category. Held-to-maturity securities are recognised at acquisition price, The securities are recorded at their purchase price, excluding inci- excluding incidental purchase costs, and including coupons. dental purchase costs. The difference between the purchase price and the redemption price is spread over the security’s remaining life.  Bonds and other fi xed-income Impairment is not booked for held-to-maturity securities if their market value falls below cost. However, if impairment is related securities to a risk specifi c to the security’s issuer, impairment is booked in These securities are recorded at their purchase price including accordance with CRC regulation 2002-03 relating to credit risk; it accrued interest. The difference between the purchase price and is recorded in the «cost of risk » item. the redemption value is spread over the security’s remaining life according to an actuarial method. Revenue is recorded in the income statement under: «Interest and similar income from bonds and other fi xed-income securities ».

222 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PARENT-COMPANY STATEMENTS 5

In the event that held-to-maturity securities are sold or transfer- These securities are recognized at their purchase price including red to another category of securities, in a signifi cant amount rela- incidental purchase costs in accordance with CRC regulation tive to the total amount of held-to-maturity securities held by the 2008-07. entity, the entity is no longer authorised to classify securities pre- At period-end, the securities are measured individually on the viously acquired and to be acquired as held-to-maturity securities basis of their fair value, and are stated on the balance sheet at the during that year and for two subsequent years, in accordance lower of cost or fair value. with CRC regulation 2005-01, excluding the exceptions specifi ed by this regulation and by CRC regulation 2008-17. The fair value of these securities is the sum the bank would agree to pay to acquire them, taking into account its ownership objectives. Portfolio securities Fair value can be estimated on the basis of various factors such as the profi tability and earnings outlook of the issuing company, In accordance with CRC regulation 2000-02 and with the 2000- its shareholders’ equity, the economic situation, the average listed 12 Autorité de Contrôle Prudentiel instructions, securities in this price in the last few months and the security’s mathematical value. category comprise investments made on a regular basis with the Where the fair value of a security is lower than acquisition cost, sole aim of securing a capital gain in the medium term, with no the unrealised loss is recognised through impairment, with no off- intention of investing in the longer term in the development of the set against unrealised gains. investee company’s business or of becoming actively involved in its operational management. Additions and releases from impairment, together with disposal gains and losses, relating to these securities are recorded under In addition, securities can only be transferred to this portfolio if «Net gain/(loss) on disposal of non-current assets ». the signifi cant and permanent activity is carried out within a structured framework and generates regular income, mainly coming from disposal gains. Crédit Agricole CIB meets these conditions and can classify some Market price of these securities in this category. The market price at which the various categories of securities are Portfolio securities are recorded at acquisition price, excluding measured is determined as follows: incidental purchase costs. • securities traded on an active market are measured at the latest On the accounts closing date, these securities are measured at price, the lower of cost or value in use, which is determined by taking • if the market on which the security is traded is not or no longer into account the issuer’s general prospects and the estimated considered active or if the security is unlisted, Crédit Agricole remaining term of ownership. CIB determines the likely value at which the security concer- For listed companies, value in use is usually the average market ned would be traded using valuation techniques. In the fi rst ins- price assessed over a suffi ciently long period (taking into account tance, these techniques take into account recent transactions the planned term of ownership) to offset the effect of temporary carried out in normal competition conditions. If required, Cré- sharp variations in the share price. dit Agricole CIB uses valuation techniques commonly used by market participants to price these securities, when it has been Any unrealised capital losses are calculated for each security, and demonstrated that these techniques provide reliable estimates are subject to impairment without netting of unrealised capital of prices obtained in actual market transactions. gains. Unrealised gains are not recognised. They are recorded in the «Net gain/(loss) from investment portfolios and similar » item. Unrealised gains are not recognised. Recording dates Crédit Agricole CIB records securities classifi ed as held-to-maturity securities on the settlement date. Other securities, regardless Investments in affi liates, non- of type or classifi cation, are recorded on the trade date. consolidated subsidiaries and other long-term securities Reclassifi cation of securities • Investments in affi liates are shares in companies over which Crédit Agricole CIB (SA) has sole control and that are or may be In accordance with CRC regulation 2008-17 of 10 December fully consolidated in the same consolidated whole. 2008, the following reclassifi cations of securities are now authorized: • Investments in non-consolidated subsidiaries are securities (other than shares in a related company) of which the other- • from the «held-for-trading » portfolio to the «held-to-maturity » than-temporary ownership is deemed useful for the business or « available-for-sale » portfolios in an exceptional market situa- of a credit institution, including because it allows it to exert in- tion or in the case of fi xed-income securities that are no longer fl uence or control over the issuer. tradable on an active market, and if the institution intends and is able to hold them for the foreseeable future or until maturity; • Other long-term securities consist of securities held with the intention of promoting long-term business relations by creating • from the «available-for-sale » to the «held-to-maturity » portfolio a special relationship with the issuer, but with no infl uence on in an exceptional market situation or in the case of fi xed-income the issuer’s management due to the small percentage of voting securities that are no longer tradable on an active market. rights held.

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Securities bought or sold under repurchase agreements, loaned and borrowed Securities bought or sold under Securities loaned and borrowed repurchase agreements In the accounts of the lender, a receivable is recorded in the balance sheet representing the market price of the loaned securities Assets sold under repurchase agreements continue to be re- on the date of the loan, in place of the loaned securities. At each corded on the balance sheet. The amount received is recorded period end, the receivable is valued using the rules applicable to as a liability. In the other party’s books, assets bought under loaned securities, including the recognition of accrued interest on repurchase agreements are not recorded on the balance sheet, available-for-sale securities and held-to-maturity securities. although the amount paid is recorded as an amount due. In the accounts of the borrower, the security is recorded as an The corresponding income and expenses are taken to proﬁ t and asset under trading securities at the market price prevailing on loss on a prorate basis. the date the security was borrowed. A liability to the lender is Securities sold under repurchase agreements continue to be recorded on the balance sheet under «Liabilities relating to stock- subject to the accounting principles applicable to the securities lending transactions ». At each period-end, securities are measu- category from which they originate. red at the most recent market price.

Non-current assets

Crédit Agricole CIB applies CRC regulation 2002-10 relating to The following components and depreciation periods have been the depreciation, amortisation and impairment of assets. adopted by Crédit Agricole CIB following the application of component accounting for non-current assets. These depreciation As a result, Crédit Agricole CIB applies component accounting for periods are adjusted according to the type of asset and its loca- all of its property, plant and equipment. In accordance with this tion: regulation, the depreciable amount takes account of the potential residual value of assets. Component Depreciation period In accordance with CRC regulation 2004-06, the cost of ﬁ xed Land Not depreciable assets comprises, in addition to the purchase price, associated expenses, i.e. costs related directly or indirectly to the acquisition Structural works 30 to 80 years to bring use of the asset up to standard. Non-structural works 8 to 40 years Land is recorded at cost. Plant and equipment 5 to 25 years Buildings and equipment are measured at cost less accumulated Fixtures and ﬁ ttings 5 to 15 years depreciation and impairment charges. 3 to 7 years (accelerated or straight- Computer equipment Purchased software is measured at cost less accumulated depre- line) ciation and impairment charges. 4 to 5 years (accelerated or straight- Specialist equipment Proprietary software is measured at production cost less accu- line) mulated depreciation and impairment charges. Based on available information on the value of its non-current as- With the exception of software, intangible assets are not amor- sets, Crédit Agricole CIB has concluded that impairment testing tized. Intangible assets may be subject to impairment if required. would not lead to any change in the depreciable amount. Non-current assets are depreciated over their estimated useful lives.

Due to banks and customer accounts

Amounts due to banks and customer accounts are presented in Repurchase transactions in the form of stocks or securities are the ﬁ nancial statements according to the initial term and nature included in these various categories depending on the type of of the liabilities: counterparty. • Demand or forward debts for credit institutions; Accrued interest on these debts is recognized under accrued interest payable in the income statement. • Ordinary accounts, forward accounts and advances for Crédit Agricole internal transactions; • Special savings accounts and other debts for clients (including ﬁ nancial clients in particular).

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Debt securities in issue

Debt securities in issue are presented according to their type: «interest and similar charges on bonds and other fi xed-income short-term notes, interbank market securities and negotiable debt securities ». securities and bonds, except subordinated debt securities which Crédit Agricole CIB also defers and amortizes borrowing expenses are included in liabilities under «subordinated debt ». in its parent-company fi nancial statements. Interest accrued but not yet due is recognised under accrued Commissions and fees on fi nancial services paid to Regional interest and taken to profi t and loss. Banks are registered in «Fee and commission expense ». Bond issue share and redemption premiums are depreciated over the life of the bond; the corresponding expense is entered under

Reserves

Crédit Agricole CIB applies the Comité de Réglement Comptable Reserves items include any reserves relating to ﬁ nancing commit- regulation N°2000-06 relating to liabilities as regards the recogni- ments, retirement and end-of-career employee beneﬁ ts commit- tion and measurement of reserves. ments, disputes and other risks.

Reserve for general banking risks (F.R.B.G.)

In accordance with the fourth European directive and the CRBF of its management, to meet any charges or risks relating to ban- regulation 90-02 of 23 February 1990 relating to shareholders’ king operations but whose incidence is not certain. equity and to the 90-01 instruction of the Commission Bancaire, Reserves are written back to cover any incidence of these risks this reserve is maintained by Crédit Agricole CIB at the discretion during a given period.

Transactions on forward ﬁ nancial instruments and options

Hedging and market transactions involving forward interest-rate, 3. to hedge and manage the group’s overall interest rate risk, exchange-rate or equity instruments are recorded in accordance except for transactions described in [2] and [4]; with CRB modifi ed regulations 88-02 and 90-15 and with 2003- 4. to carry out specialist management of a trading portfolio 03 instruction of the Commission Bancaire. consisting of interest-rate or currency swaps, other forward Commitments relating to these transactions are recorded off- interest-rate instruments, debt instruments or similar fi nancial balance sheet, the amount recorded being the nominal value of transactions. the contracts: this amount represents the volume of transactions Income and expenses related to transactions mentioned in the outstanding. above section are recognized in the income statement as follows: Gains and losses from these transactions are recorded by type of 1. income and expenses are taken to profi t and loss on a prorate instrument and strategy. basis, and reserves are booked for unrealised losses, Where instruments are measured at market value, that value is 2. income and expenses are taken to profi t and loss symmetrically determined: to the recognition of income and expenses on the hedged item • on the basis of available prices, if an active market exists; or set of items, 3. income and expenses are taken to profi t and loss on a prorate • with the help of valuation methods and models basis, and unrealised gains and losses are not recognised, 4. income and expenses are taken to profi t and loss at market value, adjusted through a reserve to take into account counter- Interest rate and foreign exchange party risks and future administrative expenses related to these transactions (swaps, FRAs, caps, contracts. Market value is determined by discounting future cash fl ows using fl oors, collars and swaptions) the zero coupon method. Crédit Agricole CIB uses interest-rate and currency swaps mainly As a rule, instruments cannot be reclassifi ed between categories, for the following purposes: except for transfers from category [2] to category [1] or [4] in the 1. to maintain individual open positions in order, when possible, to event of an interrupted hedge. Transfers are valued at the net take advantage of interest rate movements; book value of the instrument, which is then subject to the rules of the portfolio to which it is transferred. 2. to hedge interest rate risks affecting one item or a set of homogeneous items;

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Up-front and termination fees regarding interest rate or foreign exchange contracts are spread over the remaining maturity of Credit derivatives the transaction or hedged item, except in the case of marked-to- Crédit Agricole CIB uses credit derivatives mainly for hedging market contracts, for which they are taken directly to the income purposes, in for of Credit Default Swaps (CDS). CDSs are reco- statement. gnised as forward fi nancial instruments, and premiums paid are recorded on a prorate basis in the income statement. Contracts concluded for trading purposes are stated at market value, and the corresponding gains or losses are taken to the income sta- Other interest-rate or equity tement. transactions Crédit Agricole CIB uses various instruments such as interest- Complex transactions rate futures and equity derivatives for trading or specifi c hedging A complex transaction is a synthetic combination of instruments purposes. of identical or different types and valuation methods. These tran- Contracts concluded for trading purposes are stated at market sactions are recognised as a single batch or as a transaction value, and the corresponding gains or losses are taken to the whose recognition is not governed by any explicit regulations, income statement. with the result that it is up to Crédit Agricole CIB to choose an accounting policy. The purpose of this choice is to refl ect the eco- Gains or losses, realised or unrealised, resulting from the mark- nomic reality of the transaction in accordance with the principles to-market valuation of specifi c hedging contracts are spread over of fair presentation and substance over form. the maturity of the hedged instrument.

Foreign exchange transactions

Foreign currency-denominated assets and liabilities are transla- net gains or losses are entered in the income statement under ted at year-end exchange rates. The resulting gains and losses, «Net gain/(loss) from trading portfolios – foreign exchange and together with gains and losses arising from exchange rate diffe- similar fi nancial instruments ». rences on transactions during the period, are taken to the income Net gains and losses on forward foreign exchange transactions statement. that are categorised as spot exchange transactions in connec- Monetary receivables and payables, along with forward foreign- tion with loans and borrowings, are recognised on a prorate basis exchange contracts that appear as foreign-currency off-balance over the period of the contracts. sheet commitments, are translated at the market rate in force at the balance-sheet date or at the market rate on the nearest previous date. Currency futures and options Currency futures and options are used for trading purposes as Spot and forward foreign ex- well as to hedge specifi c transactions. Contracts concluded for trading purposes are stated at market change contracts value, and the corresponding gains or losses are taken to the At each period end, spot foreign exchange contracts are valued income statement. at the spot exchange rate of the currency concerned. Gains or losses, realised or unrealised, resulting from the mark- Forward foreign exchange transactions categorised as trading to-market valuation of specifi c hedging contracts are recognised transactions are recognised at market value using the forward symmetrically to the hedged transaction. rate applicable to the remaining period of the contract. Recorded

Integration of branches outside France Branches keep their own accounts in accordance with accoun- The balance sheets and income statements of foreign branches ting rules in force in the countries in which they are located. are translated into euros at year-end exchange rates. At accounts closing, the balance sheets and income statements The gains or losses that may result from this translation are re- of branches are adjusted according to French accounting rules, corded on the balance sheet under «Accruals, prepayments and translated into euros and included in the head-ofﬁ ce accounts sundry assets and liabilities ». after eliminating reciprocal transactions.

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Financing commitments

Off-balance sheet items include any undrawn portion of fi nancing also do not include commitments received concerning treasury commitments as well as guarantees given and received. bills, similar securities and other securities given as guarantees. If a commitment given appears likely to be used, leading to a loss However, details of these items are provided in Note 17 (Outstan- for Crédit Agricole CIB, a reserve is recorded under liabilities. ding foreign exchange transactions) and Note 18 (Transactions in fi nancial futures). Publishable off-balance sheet items do not mention commitments relating to fi nancial futures or foreign exchange transactions. They

Employee proﬁ t-sharing and incentive plans

Employee proﬁ t-sharing and incentive plans are recognised in the the employees’ rights are earned. income statement under «personnel costs » in the year in which

Post-employment beneﬁ ts

Retirement and early retirement Pension plans – defi ned- benefi ts – defi ned benefi t plans contribution plans Crédit Agricole CIB applies CNC recommendation 2003-R.01 of There are various mandatory pension plans to which « employer » 1 April 2003 relating to the recognition and measurement of com- companies contribute. The funds are managed by independent mitments relating to pensions and similar benefi ts. organisations and the contributing companies have no legal or implied obligation to pay additional contributions if the funds do As a result, Crédit Agricole CIB sets aside reserves to cover its lia- not have suffi cient assets to provide all the benefi ts correspon- bilities for retirement and similar benefi ts falling within the category ding to the services rendered by staff during the current and pre- of defi ned-benefi t plans. vious years. Since actuarial gains and losses are taken immediately to profi t As a consequence, Crédit Agricole CIB has no liability in this res- and loss, the amount of the reserve is equal to: pect other that the contributions to be paid for the year ended. • the present value of the obligation to provide the defi ned bene- The amount of the contributions with respect to these pension fi ts as of the balance sheet date, calculated in accordance with plans is recognised under «personnel costs ». the recommended actuarial method; • less the fair value of any plan assets. These assets may be in the form of an eligible insurance policy. In the event that 100% of the obligation is fully covered by such a policy, the fair value of the policy is deemed to be the value of the corresponding obligation (i.e. the amount of the corresponding actuarial liability).

Extraordinary income and expenses

These comprise income and expenses that are extraordinary in Agricole CIB’s ordinary activities. nature and relate to transactions that do not form part of Crédit

Corporate income tax

In general, only tax due is recorded in the parent-company ﬁ nancial The tax consolidation gain/loss is the difference between the tax due statements. by the Crédit Agricole CIB tax sub-group to Crédit Agricole S.A. and the sum of individual tax amounts of subsidiaries forming an integral The tax charge stated on the income statement corresponds to cor- part of the Crédit Agricole CIB sub-group. This gain/loss is recorded porate income tax due by Crédit Agricole CIB (SA) with respect to as an income or expense under «Corporate income tax ». that period. It also includes the 3.3% social-security contribution. Crédit Agricole CIB is 100%-owned by Crédit Agricole S.A. and is an integral part of the Crédit Agricole S.A. tax consolidation group.

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 NOTE 2: DUE FROM BANKS

Analysis by residual maturity

31.12.2010 31.12.2009 € million Under 3 3 months 1-5 Over Total Accrued Total Total months to 1 year years 5 years principal interest Loans and advances - Sight 5,442 5,442 5,442 4,421 - Time 10,384 2,444 3,221 2,150 18,199 60 18,259 17,964 Pledged securities Securities bought under 67,069 8,430 1,352 76,851 612 77,463 61,456 repurchases agreements Subordinated debt 341 290 631 2 633 551 Total 82,895 10,874 4,914 2,441 101,123 674 101,797 84,392 Impairment (467) (55) (522) (459) Net book value 100,656 619 101,275 83,933

Among related parties, the main counterparty is Crédit Agricole S.A. (€16,468 million at 31.12.2010 and €11,635 million at 31.12.2009).

 NOTE 3: CUSTOMER ITEMS

3.1 Analysis by residual maturity

31.12.2010 31.12.2009 € million Under 3 3 months 1-5 Over Total Accrued Total Total months to 1 year years 5 years principal interest Bills discounted 1,087 280 198 12 1,577 1,577 1,987 Other loans 20,091 10,926 42,501 22,068 95,586 337 95,923 88,101 Securities bought under 20,927 3,084 24,011 13 24,024 20,698 repurchases agreements Current accounts in debit 1,452 1,452 4 1,456 1,614 Impairment (1,025) (126) (1,151) (977) Net book value 121,601 228 121,829 111,423

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3.2 Analysis by geographical zone of beneﬁ ciary

€ million 31.12.2010 31.12.2009

France (including overseas departments and territories) 24,148 23,345 Other EU countries 42,341 40,137 Other European countries 4,550 4,636 North America 14,903 13,509 Central and South America 12,501 10,233 Africa and Middle-East 8,607 7,970 Asia and Paciﬁ c (excluding Japan) 12,159 9,618 Japan 3,417 2,621 Total principal 122,626 112,069 Accrued interest 354 331 Impairment (1,151) (977) Net book value 121,829 111,423

3.3 Bad and doubtful debts and impairment by geographical zone

31.12.2010 Of which Impairment Impairment € million Gross Of which Coverage doubtful on doubtful on bad outstandings bad debts % debts debts debts France (including overseas depart- 24,148 187 188 (53) (182) 62.62% ments and territories) Other EU countries 42,341 489 152 (75) (98) 26.98% Other European countries 4,550 57 10 (26) (6) 46.93% North America 14,903 31 237 (13) (170) 68.26% Central and South America 12,501 124 167 (52) (150) 69.37% Africa and Middle-East 8,607 362 93 (76) (84) 35.25% Asia and Paciﬁ c (excluding Japan) 12,159 49 25 (8) (17) 34.62% Japan 3,417 43 (15) 34.88% Accrued interest 354 36 90 (36) (90) 100.00% Book value 122,980 1,378 963 (354) (797) 49.18%

31.12.2009 Of which Impairment Impairment € million Gross Of which Coverage doubtful on doubtful on bad outstandings bad debts % debts debts debts France (including overseas 23,345 170 113 (56) (106) 57.24% departments and territories) Other EU countries 40,137 1,036 119 (49) (94) 12.38% Other European countries 4,636 94 7 (20) (17) 36.63% North America 13,509 310 216 (103) (97) 38.02% Central and South America 10,233 344 60 (148) (54) 50.00% Africa and Middle-East 7,970 111 35 (50) (32) 56.16% Asia and Paciﬁ c (excluding Japan) 9,618 26 44 (4) (29) 47.14% Japan 2,621 7 (2) 28.57% Accrued interest 331 38 78 (38) (78) 100.00% Book value 112,400 2,136 672 (470) (507) 34.79%

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3.4 Analysis by type of customer

31.12.2010 € million Gross Of which Of which Impairment on Impairment on outstandings doubtful debts bad debts doubtful debts bad debts Individuals 839 16 4 (8) (3) Farmers 202 Other small businesses 53 55 17 (28) (14) Financial institutions 36,125 672 303 (87) (242) Corporates 79,895 599 527 (196) (424) Local authorities 3,765 24 (23) Other 1,747 Accrued interest 354 36 90 (36) (90)

Book value 122,980 1,378 963 (354) (797)

31.12.2009 € million Gross Of which Of which Impairment on Impairment on outstandings doubtful debts bad debts doubtful debts bad debts Individuals 795 152 (54) Farmers 152 2 (1) Other small businesses 100 1 Financial institutions 34,512 1,319 113 (180) (94) Corporates 73,000 778 305 (252) (258) Local authorities 2,466 22 (22) Other 1,044 Accrued interest 331 38 78 (38) (78)

Book value 112,400 2,136 672 (470) (507)

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 NOTE 4: SECURITIES – ANALYSIS BY TYPE

31.12.2010 31.12.2009 Available Held-to- € million Trading Portfolio for-sale maturity Total Total securities securities securities securities Treasury bills and similar items 26,066 7,452 33,518 43,242

- of which premiums to be amortised (10) (10) (12)

- of which discounts to be amortised 1 1 1

Accrued interest 45 45 52

Impairment

Net book value 26,066 7,497 0 0 33,563 43,294

Bonds and other ﬁ xed-income securities

Issued by public-sector entities 252 811 20 1,083 2,362

Other issuers 31,180 8,416 7,665 47,261 43,941

- of which premiums to be amortised (262) (2,501) (2,764) (2,957)

- of which discounts to be amortised 19 5 24 16

Accrued interest 74 12 86 110

Impairment (271) (215) (486) (533)

Net book value 31,432 9,030 0 7,482 47,944 45,880

Equities and other variable-income 14,665 261 132 15,058 13,857 securities

Accrued interest 3

Impairment (17) (52) (69) (90)

Net book value 14,665 244 80 14,989 13,770

Total 72,163 16,771 80 7,482 96,496 102,944

Estimated value 72,163 17,100 109 5,935 95,307 102,427

4.1 Reclassiﬁ cation

Crédit Agricole CIB carried out reclassifi cations of securities were no additional reclassifi cations of securities in 2009 and 2010. to 1 October 2008 as permitted by CRC regulation 2008-17. Information about these reclassifi cations is provided below. There

 Reclassiﬁ cations: type, reason and amount

Total reclassiﬁ ed assets € million Book Value Estimated market 31.12.2010 value at 31.12.2010

From «held-for-trading » to «held-to-maturity » 6,362 5,805

Trading book securities transferred to investment securities maturity. The inactive nature of the market is assessed primarily correspond to those securities that, at the date of the transfer, on the basis of a signifi cant reduction in the trading volume and can no longer be traded on an active market and for which Crédit level of activity, and/or signifi cant disparity in available prices over Agricole CIB has changed its investment intention, which is now time and between various market operators. to hold the fi nancial assets for the foreseeable future or until

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 Income contribution of transferred assets since reclassiﬁ cation

The contribution from assets transferred to net income for the income and expenses recognised in the income statement and year since the date of reclassiﬁ cation comprises all proﬁ ts, losses, other comprehensive income or expenses.

Pre-tax impact on 2009 earnings since reclassiﬁ cation (Assets reclassiﬁ ed before 2009) Cumulative impact at Cumulative impact Cumulative impact Impact 2009 Impact 2010 31/12/2008 at 31.12.2009 at 31.12.2010

€ million If the asset If the asset If the asset If the asset If the asset had been kept had been kept had been kept had been kept had been kept Recognized Recognized Recognized Recognized Recognized in its original in its original in its original in its original in its original income and income and income and income and income and category category category category category expenses expenses expenses expenses expenses (change in fair (change in fair (change in fair (change in fair (change in fair value) value) value) value) value)

From «held-for-trading » 122 (622) (161) (181) (39) (803) 29 236 (10) (567) to «held-to-maturity »

4.2 Breakdown of listed and unlisted securities between ﬁ xed-income and variable-income securities

31.12.2010 31.12.2009 Equities Equities Bonds and Treasury Bonds and and other Treasury and other € million other ﬁ xed- bills and other ﬁ xed- variable- Total bills and variable- Total income similar income income similar items income securities items securities securities securities Listed securities 35,451 33,518 14,857 83,826 33,950 43,242 13,638 90,830

Unlisted securities 12,893 201 13,094 12,353 219 12,572

Accrued interest 86 45 131 110 52 3 165

Impairment (486) (69) (555) (533) (90) (623)

Net book value 47,944 33,563 14,989 96,496 45,880 43,294 13,770 102,944

4.3 Treasury bills, bonds and other ﬁ xed-income securities – Analysis by residual maturity 31.12.2010 31.12.2009 € million Under 3 months 1-5 Over Total Accrued Total Total 3 months to 1 year years 5 years principal interest Bonds and other ﬁ xed-in- 24,102 6,178 6,930 11,134 48,344 86 48,430 46,413 come securities Treasury bills and similar 9,464 8,598 10,835 4,621 33,518 45 33,563 43,294 items Impairment (486) (533)

Net book value 81,507 89,174

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4.4 Treasury bills, bonds and other ﬁ xed-income securities – Analysis by geographical zone

€ million 31.12.2010 31.12.2009

France (including overseas departments and territories) 26,465 21,540 Other EU countries 20,366 38,025 Other European countries 1,807 1,239 North America 5,170 3,413 Central and South America 5,984 6,858 Africa and Middle-East 178 230 Asia and Paciﬁ c (excluding Japan) 11,715 8,255 Japan 10,177 9,985 Total principal 81,862 89,545 Accrued interest 131 162 Impairment (486) (533) Net book value 81,507 89,174

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 NOTE 5: INVESTMENTS IN SUBSIDIARIES AND AFFILIATES

Premiums, Guarantees Revenus for Loans and reserves and Book and other the Net income advances Dividends retained Owner- value commit- year ended for Share outstanding received COMPANY Currency earnings ship of ments given 31/12/10 the year Capital granted by during the before invest- by Crédit excl. VAT ended Crédit Agricole year appropriation ments Agricole (from audited 31/12/10 CIB of earnings CIB accounts)

In millions In millions In millions In millions In millions In millions of local In million of local In million of local % of local currency of local currency of local cur- currency of EUR currency of EUR currency units units units rency units units units I. - DETAILED INFORMATION ON INVESTMENTS WHOSE BOOK VALUE EXCEEDED 1 % OF CACIB’S SHARE CAPITAL* A - BANKINS SUBSIDIARIES (more than 50% owned ) EUR 6 CALYON ALGÉRIE DZD 10 74 99.99 97 DZD 1,050 671 171 USD 29 CFA (CIE FRANÇAISE DE L’ASIE) EUR 183 18 100.00 252 0 23 22

CHF 26 EUR 233 CRÉDIT AGRICOLE CHEUVREUX EUR 39 260 100.00 308 SEK 93 145 16 16 TRY 11 USD 37

MESCAS EUR 31 6 100.00 83 0 2 DGAD INTERNATIONAL EUR 6 246 100.00 253 0 11 EUR 1,503 CRÉDIT AGRICOLE LUXEMBOURG EUR 465 41 93.70 650 JPY 650 86 37 30 USD 1 CHF 6 EUR 36 CRÉDIT AGRICOLE SUISSE CHF 579 880 71.24 704 EUR 1,349 687 145 66 USD 287 USD 500 CAI BP HOLDING EUR 93 11 100.00 93 CHF 623 0 31 29 JPY 14,000 CALYON CAPITAL MARKETS INTL EUR 231 25 100.00 312 061 USD 267 CALYON GLOBAL BANKING EUR 145 136 100.00 311 USD 6, 0 29 29 SAS MERISMA EUR 1,150 83 100.00 1,150 EUR 45 0 (1) CLIFAP EUR 110 4 100.00 113 EUR 615 0 1 CACIB UK IH GBP 1 578 99.80 582 22 25 BANCO CA BRASIL SA BRL 684 41 75.49 192 USD 10 USD 7 47 21 6 CACIB CHINA LTD CNY 3,000 81 100.00 327 EUR 3 156 82 Sub-total (1) 5,426 B - BANKINGS AFFILIATES (10 and 50% owned ) CACIB PREFERRED FUNDING LLC USD 392 (72) 50.00 173 4 4 1 CACIB PREFERRED FUNDING USD 654 (207) 50.00 241 2 2 2 2 LLC BANQUE SAUDI FRANSI SAR 7,232 7,243 31.11 115 USD 100 4,295 2,468 28 INMOBILIARIA COLONIAL EUR 2,711 34 19.68 156 272 (474) 0 U.B.A.F. EUR 251 15 47.01 121 EUR 25 62 17 7 EGP 73 CRÉDIT AGRICOLE EGYPT S.A.E EGP 1,148 539 13.06 75 JPY 350 EUR 4 888 378 6 USD 1 EUR 214 NEWEDGE GROUP SA EUR 395 1,442 50.00 1,092 EUR 50 JPY 1,850, 440 61 8 USD 1,484 Sub-total (2) 1,973 II. - GENERAL INFORMATION RELATING TO OTHER SUBSIDIARIES AND AFFILIATES A - Subsidiaries not covered in I. above (3) 536 a) French subsidiaries (aggregate) 182 b) Foreign subsidiaries (aggregate) 354 B - Afﬁ liates not covered in I. above (4) 139 a) French afﬁ liates (aggregate) 39 b) Foreign subsidiaries (aggregate) 100 Total associates (1) + (2) + (3) + (4) 8,073

234 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PARENT-COMPANY STATEMENTS 5

5.1 Estimated value of participating interests

31.12.2010 € million Book Value Estimated value Investments in non-consolidated companies Unlisted securities 8,275 9,804 Listed securities Advances available for consolidation Accrued interest Impairment (937) 0 Net book value 7,338 9,804 Investments in non-consolidated companies and other long-term securities Participating interests Unlisted securities 505 788 Listed securities 193 1,218 Advances available for consolidation 3 3 Accrued interest Impairment (6) Sub-total of investments 695 2,009 Other long-term securities Unlisted securities 46 45 Listed securities 00 Advances available for consolidation 0 Accrued interest 0 Impairment (6) Sub-total of other long-term securities 40 45 Net book value 735 2,055 TOTAL OF INVESTMENTS 8,073 11,858

The market value shown in the above table is the quoted price of the shares on their trading market at 31 December. It may not be representative of the realisable value of the securities.

31.12.2010 € million Book value Total gross values Unlisted securities 8,826 Listed securities 193 TOTAL 9,019

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 NOTE 6: CHANGE IN NON-CURRENT ASSETS

Decrease Changes Increase Translation Other € million 31.12.2009 Merger (Disposals) 31.12.2010 in scope (Acquisitions) Difference movements (Maturity) Participating interests and investments in non- consolidated companies Gross value 8,990 391 (607) 200 8,973 Impairment (655) (385) 93 5 (943) Other long-term securities Gross value 42 3 1 46 Impairment (5) (2) (6) Advances available for consolidation Gross value 3 3 Impairment Accrued interest Net book value 8,375 7 (514) 206 8,073 Intangible assets 97 (9) 3 91 Gross value 313 23 (2) 6 340 Amortisation (216) (32) 2 (3) (249) Property, plant and 192 78 5 275 equipment Gross value 646 126 (4) 17 785 Depreciation (454) (48) 4 (12) (510) Net book value 289 69 3 5 366

 NOTE 7: OTHER ASSETS, ACCRUALS AND PREPAYMENTS

€ million 31.12.2010 31.12.2009

Sundry assets(1) 78,014 86,024 Financial options bought 35,197 39,698 CODEVI bonds Miscellaneous debtors 38,487 39,956 Settlement accounts 4,331 6,370 Due from shareholders – unpaid capital Prepaid expenses 231,223 231,151 Items in course of transmission to other banks 2,480 1,971 Adjustment accounts 224,662 226,712 Accrued income 477 374 Prepaid expenses 484 48 Unrealised gains and deferred losses on ﬁ nancial instruments Bond issue premiums and discounts 71 104 Other 3,049 1,942 Net book value 309,237 317,175

(1) Amounts shown are net of impairment and include accrued interest

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 NOTE 8: IMPAIRMENT DEDUCTED FROM ASSETS

Write-back or Translation Other € million 31.12.2009 Additions 31.12.2010 utilisation differences movements

Interbank loans 459 81 (35) 9 8 522 Customer loans 977 420 (358) 38 74 1,151 Securities (AFS, portfolio and 623 174 (281) 32 7 555 HTM) Participating interests and 660 387 (93) (5) 949 other long-term investments Other 33 6 (4) 0 (12) 23 Total 2,752 1,068 (771) 74 77 3,200

 NOTE 9: DUE TO BANKS – ANALYSIS BY RESIDUAL MATURITY

31.12.2010 31.12.2009 € million Under 3 3 months 1-5 Over Total Accrued Total Total months to 1 year years 5 years principal interest Deposits

- sight 9,064 0 0 0 9,064 2 9,066 11,158

- time 34,944 4,501 15,694 3,750 58,889 97 58,986 53,354

Pledged securities 0 0 0 0 0 0 0 1 Securities sold under 36,951 6,317 117 0 43,385 1,074 44,459 50,617 repurchase agreements Net book value(1) 112,511 115,130

(1) Of which €16,297 million at 31 December 2010.

 NOTE 10: CUSTOMER ACCOUNTS

10.1 Analysis by residual maturity

31.12.2010 31.12.2009 € million Under 3 3 months 1-5 Over Total Accrued Total Total months to 1 year years 5 years principal interest

Current accounts in credit 20,601 20,601 22 20,623 18,685

Other accounts 46,675 3,129 8,442 2,683 60,929 90 61,019 48,172

Securities sold under 47,212 2,306 463 54 50,035 17 50,052 43,040 repurchase agreements

Net book value 131,694 109,897

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 237 5 PARENT-COMPANY STATEMENTS

10.2 Analysis by geographical zone

€ million 31.12.2010 31.12.2009

France (including overseas departments and territories) 26,226 23,982 Other countries of the European Economic Area 47,623 43,342 Other European countries 1,111 1,712 North America 41,913 25,969 Central and South America 3,337 3,685 Africa and Middle-East 3,195 2,976 Asia and Paciﬁ c (excluding Japan) 4,900 5,596 Japan 3,259 2,515 International organisations and others Total principal 131,565 109,777 Accrued interest 129 120 Net book value 131,694 109,897

10.3 Analysis by type of customer

€ million 31.12.2010 31.12.2009

Individuals 5,112 1,267 Farmers 213 Other small businesses 21 44 Financial institutions 84,709 69,304 Corporates 35,318 28,657 Local authorities 4,001 6,300 Other 2,402 4,192 Accrued interest 129 120 Net book value 131,694 109,897

 NOTE 11: DEBT SECURITIES IN ISSUE

11.1 Analysis by residual maturity

31.12.2010 31.12.2009 € million Under 3 3 months 1-5 Over Total Accrued Total Total months to 1 year years 5 years principal interest Interest-bearing notes 8 8 85 Money market instruments Negotiable debt securities: 44,800 13,832 11,066 8,373 78,071 195 78,266 78,852 - Issued in France 10,317 5,846 10,421 8,358 34,942 167 35,109 34,572 - Issued abroad 34,483 7,986 645 15 43,129 28 43,157 44,280 Bonds (note 11.2) 1 1 1 101 Other liabilities Net book value 78,080 195 78,275 78,958

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11.2 Bonds (in currency of issue)

Maturity schedule of the bonds at 31.12.2010 Bonds at Bonds at € million Up to 1 year 1-5 years Over 5 years 31.12.2010 31.12.2009 Euro 1 1 1 Fixed-rate 1 1 1 Floating-rate Other currencies 97 Fixed-rate 97 Floating-rate Total principal 1 1 98 Fixed-rate 98 Floating-rate Accrued interest 3 Net book value 1 101

 NOTE 12: OTHER LIABILITIES, ACCRUALS AND DEFERRED INCOME

€ million 31.12.2010 31.12.2009

Sundry liabilities(1) 86,850 95,922 Liabilities relating to trading securities 20,495 26,939 Liabilities relating to borrowed securities 6,643 4,415 Financial options sold 39,793 42,634 Miscellaneous creditors 15,228 11,272 Settlement accounts 4,691 10,661 Payments yet to be made 01 Other 00 Accruals and deferred income 224,907 226,104 Items in course of transmission to other banks 1,863 1,598 Adjustment accounts 218,384 221,761 Deferred income 908 501 Accrued expenses 1,080 940 Unrealised losses and deferred gains on ﬁ nancial instruments 0 0 Other 2,672 1,304 Net book value 311,757 322,026

(1) Amounts include accrued interest.

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 NOTE 13: RESERVES FOR RISKS AND EXPENSES

Write- Changes Translation Other € million 31.12.2009 Charges backs and 31.12.2010 in scope differences movements utilisations Country risks 912 (240) 43 715 Financing commitment execution risks 443 22 (453) 1 12 Retirement and similar beneﬁ ts 180 52 (27) 5 (21) 188 Financial instruments 91 13 (10) 1 (4) 91 Litigation(1) 315 110 (132) 15 309 Other risks and expenses(2) 1,385 1,094 (935) 52 19 1,616 Net book value 3,327 0 1,291 (1,797) 117 (6) 2,932

(1) including €309 million: - tax cases: €69 million; - customer cases: €216 million; - employee cases: €24 million.

(2) including, in relation to CACIB Paris: - sector risks: €1,404 million; - other risks and expenses: € 191 million

 NOTE 14: SUBORDINATED DEBT – ANALYSIS BY RESIDUAL MATURITY (in currency of issue)

31.12.2010 31.12.2009 € million Under 3 3 months to 1-5 Over Total Total months 1 year years 5 years Fixed-term subordinated debt 0 0 1,141 3,210 4,351 4,145 * Euro 500 1,100 1,600 1,600 * Other EU currencies * Dollar 641 2,110 2,751 2,545 * Yen * Other currencies Perpetual subordinated debt 4,625 4,625 4,325 * Euro 620 620 620 * Other EU currencies 000 * Dollar 4,005 4,005 3,705 * Yen * Other currencies Participating securities and loans 0 0 0 Total principal 1,141 7,835 8,976 8,470 Accrued interest 157 4 Book value 9,133 8,474

240 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PARENT-COMPANY STATEMENTS 5

 NOTE 15: CHANGES IN CAPITAL

Capitaux propres Reserves and € million Share Premiums excess of Retained Regulated Net capital and restated assets earnings impairment income Total reserves over historical cost 31 December 2008 3,715 2,110 31 (4,154) 1,702 Dividends paid in 2009 Increase/decrease 2,341 502 2,358 5,201 2009 net income 720 720 Appropriation of 2008 earnings (1,796) (2,358) 4,154 Net charges/ write-backs (13) (13) 31 December 2009 6,056 816 18 720 7,610 Dividends paid in 2010 Increase/decrease 2010 net income 1,388 1,388 Appropriation of 2009 earnings 36 684 (720) Net charges/ write-backs (5) (5) 31 December 2010 6,056 852 684 13 1,388 8,993 At 31 December 2010, share capital comprised 224,277,957 shares with a par value of €27.

 NOTE 16: ANALYSIS OF THE BALANCE SHEET BY CURRENCY

31.12.2010 31.12.2009

€ million Liabilities and Liabilities and Assets shareholders’ Assets shareholders’ equity equity Euro 383,250 347,175 404,711 394,050 Other EU currencies 17,847 22,566 38,232 39,416 Dollar 154,332 186,778 134,120 148,330 Yen 38,940 39,159 40,354 40,504 Other currencies 61,789 60,480 29,646 24,763 Total 656,158 656,158 647,063 647,063

 NOTE 17: FOREIGN EXCHANGE TRANSACTIONS AND AMOUNTS PAYABLE IN FOREIGN CURRENCIES

31.12.2010 31.12.2009 € million To be To be To be To be received delivered received delivered Spot foreign-exchange transactions 25,967 25,930 19,898 19,877 Foreign currencies 19,432 22,422 14,459 16,341 Euro 6,535 3,508 5,439 3,536 Forward currency transactions 365,463 342,707 336,528 336,366 Foreign currencies 242,296 239,049 206,194 205,629 Euro 123,167 103,658 130,334 130,737 Lending and borrowing in foreign currencies 1,612 240 2,290 541 Total 393,042 368,877 358,716 356,784

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 NOTE 18: TRANSACTIONS INVOLVING FORWARD FINANCIAL INSTRUMENTS

31.12.2010 31.12.2009 € million Hedging Other Hedging Other Total(2) Total transactions transactions transactions transactions Futures and forwards 7,687 10,998,527 11,006,214 10,131 11,520,329 11,530,460 Exchange-traded(1) 0 394,940 394,940 0 317,992 317,992 Interest-rate futures 365,631 365,631 300,253 300,253 Currency futures Forward equity and index instruments 6,170 6,170 5,488 5,488 Other 23,139 23,139 12,251 12,251 Over-the-counter(1) 7,687 10,603,587 10,611,274 10,131 11,202,337 11,212,468 Interest-rate swaps 2,847 7,235,040 7,237,887 6,391 7,971,805 7,978,196 Forward rate agreements 986,102 986,102 1,190,402 1,190,402 Forward equity and index instruments 62,001 62,001 68,229 68,229 Other 4,840 2,320,444 2,325,284 3,740 1,971,901 1,975,641 Options 18,668 4,801,534 4,820,202 44,643 5,190,084 5,234,727 Exchange-traded 0 98,852 98,852 0 138,909 138,909 Forward interest-rate instruments 2,000 2,000 12,200 12,200 Bought Sold 1,000 1,000 Equity and index instruments 46,360 46,360 61,804 61,804 Bought Sold 48,095 48,095 63,849 63,849 Forward currency instruments Bought Sold Other forward instruments 738 738 545 545 Bought Sold 659 659 511 511 Over-the-counter 18,668 4,702,682 4,721,350 44,643 5,051,175 5,095,818 Interest-rate swaptions Bought 921,396 921,396 305 1,028,230 1,028,535 Sold 880,078 880,078 997,803 997,803 Forward interest-rate instruments 100 588,540 588,640 1 584,416 584,417 Bought Sold 100 724,482 724,582 1 701,822 701,823 Equity and index instruments 21,977 21,977 33,182 33,182 Bought Sold 22,248 22,248 34,237 34,237 Forward currency instruments 294,217 294,217 26 295,748 295,774 Bought Sold 396,162 396,162 27 356,061 356,088 Other forward instruments Bought 3 15,253 15,256 6,748 6,748 Sold 13,373 13,373 7,315 7,315 Credit derivatives Bought 16,673 388,119 404,792 42,538 466,318 508,856 Sold 1,792 436,837 438,629 1,745 539,295 541,040 Total 26,355 15,800,061 15,826,416 54,774 16,710,413 16,765,187

(1) The amounts stated under futures and forwards correspond to cumulative lending and borrowing positions (interest-rate swaps and swaptions) or to cumulative purchases and sales of contracts (other contracts). (2) Including € 1,113,971 million with Crédit Agricole S.A. at 31 December 2010.

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18.1 Forward ﬁ nancial instruments – Fair value

31.12.2010 € million Total fair value Total Notional Assets Liabilities Futures 1 365,631 Currency options 9,854 (9,764) 690,379 Exchange-traded currency options Interest-rate options 23,756 (25,355) 1,804,474 Forward rate agreements 359 (333) 986,102 Interest rate swaps 156,307 (152,045) 7,237,887 Currency swaps 2,672 (2,373) 1,597,744 Interest-rate forwards Caps, ﬂ oors and collars 13,573 (17,425) 1,313,222 Equity, index and commodity derivatives 15,359 (13,529) 206,851 Other 21,301 (21,398) 915,956 Sub-total 243,182 (242,222) 15,118,246 Forward currency transactions 10,961 (8,918) 708,170 Total 254,143 (251,140) 15,826,416

18.2 Forward ﬁ nancial instruments – Analysis by residual maturity

€ million Over-the-counter Exchange-traded 31.12.2010 31.12.2009 Up to 1-5 Over Up to 1-5 Over Total Total Notional outstandings 1 year years 5 years 1 year years 5 years Interest-rate instruments 3,305,398 3,662,735 4,370,552 306,878 61,753 11,707,316 12,812,420

Futures 303,878 61,753 365,631 324,511

Forward rate agreements 767,871 218,231 986,102 1,190,270

Interest-rate-swaps 2,307,099 2,499,184 2,431,604 7,237,887 7,971,805

Interest-rate options 41 366,472 1,434,961 3,000 1,804,474 2,038,538

Caps, ﬂ oors and collars 230,387 578,848 503,987 1,313,222 1,287,296

Foreign currency and gold 1,330,010 715,714 242,399 2,288,123 1,892,808

Currency futures 962,622 471,100 164,022 1,597,744 1,241,012

Currency options 367,388 244,614 78,377 690,379 651,796

Other Instruments 149,502 731,807 113,005 66,306 58,603 3,584 1,122,807 1,387,065

Equity and index derivatives 35,349 59,454 11,423 48,160 48,938 3,527 206,851 266,789

Precious metal derivatives

Commodity derivatives 30,115 16,880 1,006 18,146 6,331 57 72,535 40,176

Credit derivatives 84,038 655,473 100,576 3,334 843,421 1,080,100

Sub-total 4,784,910 5,110,256 4,725,956 373,184 120,356 3,584 15,118,246 16,092,293 Forward currency transactions (trading 648,526 51,678 6,516 706,720 670,893 book) Forward currency transactions (banking 1,450 1,450 2,001 book) Sub-total 649,976 51,678 6,516 708,170 672,894

Total 5,434,886 5,161,934 4,732,472 373,184 120,356 3,584 15,826,416 16,765,187

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18.3 Forward ﬁ nancial instruments – Counterparty risk

31.12.2010 31.12.2009 € million Market Potential Market Potential value credit risk value credit risk OECD governments, central banks and similar institu- 1,915 1,209 1,758 1,126 tions OECD ﬁ nancial institutions and similar 150,302 89,525 150,108 76,422 Other counterparties 23,030 15,076 25,711 15,926 Total by counterparty type 175,247 105,810 177,577 93,474 By instrument - Interest rates, exchange rates and commodities 164,089 92,238 157,351 74,681 - Equity and index derivatives 11,158 13,572 20,226 18,793 Impact of netting agreements 148,099 58,985 148,605 47,939 Total after impact of netting agreements 27,148 46,825 28,972 45,535

Contracts between members of the network are not included, bescause they carry no risk.

 NOTE 19: NET INTEREST AND SIMILAR INCOME

€ million 31.12.2010 31.12.2009 Interbank transactions 920 1,508 Customer items 2,642 3,516 Bonds and other ﬁ xed-income securities (see note 20) 709 1,090 Other interest and similar income 40 221 Interest and similar income(1) 4,311 6,335 Interbank transactions (1,359) (2,239) Customer items (720) (1,331) Bonds and other ﬁ xed-income securities (784) (991) Other interest and similar expenses (77) (107) Interest and similar expense(2) (2,940) (4,668) Net interest and similar income 1,371 1,667

(1) Including €95 million with Crédit Agricole S.A. at 31 December 2010. (2) Including €476 million with Crédit Agricole S.A. at 31 December 2010.

 NOTE 20: INCOME FROM SECURITIES

Fixed-income securities Variable-income securities € million 31.12.2010 31.12.2009 31.12.2010 31.12.2009 Investments in non-consolidated subsidiaries and afﬁ liates, 302 391 other long-term securities Available-for-sale and portfolio securities 464 514 17 19 Held-to-maturity securities 245 576 Other securities 0 0 Income from securities 709 1,090 319 410

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 NOTE 21: NET COMMISSION AND FEE INCOME

31.12.2010 31.12.2009 € million Income Expense Net Income Expense Net Interbank transactions 458 (453) 5 417 (227) 190 Customer transactions 398 (31) 367 361 (18) 343 Securities transactions 60 (112) (52) 334 (225) 109 Foreign exchange transactions 0 (6) (6) 0 (3) (3) Transactions involving forward ﬁ nancial instruments and other off-balance sheet 528 (183) 345 443 (165) 278 transactions Financial services (see note 21.1) 326 (83) 243 324 (286) 38 Net commission and fee income(1) 1,770 (868) 902 1,879 (924) 955

(1) Including - €78 million of commissions with Crédit Agricole S.A. at 31 December 2010.

21.1 Banking and ﬁ nancial services

€ million 31.12.2010 31.12.2009 Net income from managing mutual funds and securities on behalf of customers 121 117 Net income from payment instruments 12 10 Other net ﬁ nancial services income (expense) 110 (89) Financial services 243 38

 NOTE 22: TRADING GAINS/(LOSSES)

€ million 31.12.2010 31.12.2009 Trading securities (1,283) 2,690 Forward ﬁ nancial instruments 2,873 (1,252) Foreign exchange and similar ﬁ nancial instruments (1,249) (529) Net trading gains/(losses) 341 909

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 NOTE 23: GAINS/LOSSES ON INVESTMENT PORTFOLIOS AND SIMILAR

€ million 31.12.2010 31.12.2009 Available-for-sale securities Impairment charges (44) (306) Impairment write-backs 228 507 Net impairment (charge)/write-back 184 201 Disposal gains 750 Disposal losses (30) (46) Net disposal gain/(loss) (23) 4 Net gain/(loss) from available-for-sale securities 161 205 Investment portfolios Impairment charges (6) (5) Impairment write-back 30 23 Net impairment (charge)/write-back 24 18 Disposal gains 06 Disposal losses (6) (22) Net disposal gain/(loss) (6) (16) Net gain/(loss) from investment portfolios 18 2 Net gain/(loss) from investment portfolios and similar 179 207

 NOTE 24: OPERATING EXPENSES

24.1 Average staff costs of the year

€ million 31.12.2010 31.12.2009 Salaries (947) (826) Social security expenses (301) (292) Incentive plans (32) 0 Employee proﬁ t-sharing 00 Payroll-related tax (33) (33) Personnel costs(1) (1,313) (1,151)

(1) Including €67 million of pension expenses at 31 December 2010 and 31 December 2009.

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24.2 Headcount

FTE: Full-Time Equivalent 31.12.2010 31.12.2009 Managerial 3,346 3,267 Non-managerial 690 719 Managerial and non-managerial staff at foreign branches 3,419 3,406 Total 7,455 7,392 Of which: - France 4,036 3,986 - Abroad 3,419 3,406

24.3 Other administrative expenses

€ million 31.12.2010 31.12.2009 Taxes other than on income or payroll-related (15) (36) External services (667) (601) Other administrative expenses (128) (124) Total (810) (761)

 NOTE 25: COST OF RISK

€ million 31.12.2010 31.12.2009 Charges to reserves and impairment (1,255) (1,970) Impairment on doubtful debts (564) (914) Other charges to reserves and impairment (691) (1,056) Write-backs from reserves and impairment 1,553 738 Write-backs from doubtful debt impairment 370 488 Other write-backs of reserves and impairment 1,183 250 Changes in reserves and impairment 298 (1,232) Bad debts written off - not provided for (301) (151) Bad debts written off - provided for (607) (438) Recoveries on bad debts written off 16 130 Cost of risk (594) (1,691)

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 NOTE 26: NET GAIN/(LOSS) ON NON-CURRENT ASSET DISPOSALS

€ million 31.12.2010 31.12.2009 Long-term investments Impairment charges Held-to-maturity securities Investments in affi liates, non-consolidated subsidiaries and other long-term (406) (48) securities Impairment write-backs Held-to-maturity securities Investments in affi liates, non-consolidated subsidiaries and other long-term 93 51 securities Net impairment (charge)/write-back (313) 3 Held-to-maturity securities Investments in affi liates, non-consolidated subsidiaries and other long-term (313) 3 securities Disposal gains Held-to-maturity securities 38 Investments in affi liates, non-consolidated subsidiaries and other long-term 23 30 securities Disposal losses Held-to-maturity securities (12) Investments in affi liates, non-consolidated subsidiaries and other long-term (49) (49) securities Net disposal gain/(loss) (23) (23) Held-to-maturity securities 3 (4) Investments in affi liates, non-consolidated subsidiaries and other long-term (26) (19) securities

Gains/(losses) (336) (20)

Property, plant and equipment and intangible assets Disposal gains 13 Disposal losses (2) Gains/(losses) 11 Net gain/(loss) on disposal of non-current assets (335) (19)

 NOTE 27: CORPORATE INCOME TAX

€ million 31.12.2010 31.12.2009 Current tax(1) 1,165 17 Other tax 11 28 Total 1,176 45

(1) Buyback by Crédit Agricole S.A. of carry-forward of previous tax deﬁ cits in accordance with the tax integration (€1,4 billion in 2010 compared with €135 million in 2009). Crédit Agricole CIB is part of the Crédit Agricole S.A tax consolidation group. Crédit Agricole CIB can sell its tax deﬁ cits in accordance with the tax agreement between Crédit Agricole CIB and Crédit Agricole S.A.

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 NOTE 28: OPERATIONS IN NON-COOPERATIVE COUNTRIES OR TERRITORIES (Operations in non-cooperative countries or territories within the meaning of Article 238-0 A of the French General Tax Code).

Investment process Projects to carry out acquisitions and disposals by all entities directly or indirectly controlled by Crédit Agricole S.A. must meet the strategic guidelines deﬁ ned by the Board of Directors of Crédit Agricole S.A. and applied by the Group’s general management. A Group procedural memo sets out the framework for intervention for the business lines and central functions of Crédit Agricole S.A. As such, the Group Finance Division and Strategy and Development Division are consulted to ensure that the business and ﬁ nancial results expected from the project are met. They also determine whether the proposed transaction is a viable opportunity and whether it is consistent with the Group’s strategic guidelines. The Risk Management and Permanent Controls function and of the Compliance and Legal Affairs Departments are brought in to issue recommendations that fall within the scope of their respective responsibilities. This principle is applied across the subsidiaries, in respect of new products and new business activities, via special Committees.

Risk monitoring procedures The following entities are included in the internal control scope of the Crédit Agricole S.A. Group and, as such, are covered by the Group’s non-compliance risk prevention and control procedures (which more speciﬁ cally include rules on prevention of money-laundering and terrorism ﬁ nancing). These are described in the Chairman’s Report to the Board of Directors in the Crédit Agricole S.A. shelf-registration document (where applicable).

% of Country Company name Event Activity Legal form holding by the group

Purpura Investments Corporation Liquidation* Shipping ﬁ nancing Limited liability company 100%

Netherton Holding Corp. Liquidation* Shipping fi nancing Limited liability company 100% Liberia Dell Shipping S.A. Liquidation* Shipping fi nancing Limited liability company 100% Pedestal Investments Corporation Liquidation* Shipping fi nancing Limited liability company 100% Solanum Shipping Corporation Liquidation* Shipping fi nancing Limited liability company 100% Panama Parklight International S.A. Liquidation** Shipping fi nancing Limited company 100% CLSA (Philippines) Inc Brokerage Limited company 100% CLSA Exchange Capital Inc Investment company Limited company 60% Crédit Agricole CIB - Succursale Branch 100% de Manille Filipinas Philippine Distressed Assets Asia Distresses Assets Limited company 100% Pacifi c (SPV-AMC) 1, Inc management Philippine Distressed Assets Asia Distresses Assets Limited company 64% Pacifi c (SPV-AMC) 2, Inc management

* Effective liquidation of these entities on 24 January 2011 following the 15 December 2010 shareholders’ meetings. ** Effective liquidation on 13 January 2011 the 15 December 2010 shareholders’ meeting. The above list was drawn up in accordance with the decree of 12 February 2010 published by the Ministry of the Economy, Industry and Employment.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 249 5 PARENT-COMPANY STATEMENTS

 AUDITORS’ GENERAL REPORT ON THE PARENT-COMPANY FINANCIAL STATEMENTS

Year ended 31 December 2010

To the Shareholders,

In accordance with the terms of our appointment at your Annual Meeting, we hereby submit our report for the year ended 31 December 2010 on: • our audit of Crédit agricole CIB’s parent-company fi nancial statements as attached to this report, • the substantiation of our opinion, • the specifi c procedures and disclosures required by law. The parent-company fi nancial statements have been approved by the Board of Directors. Our role is to express an opinion on these fi nancial statements based on our audit.

I. OPINION ON THE PARENT-COMPANY FINANCIAL STATEMENTS

We have conducted our audit in accordance with professional standards applicable in France. Those standards require that we plan and perform our audit to obtain reasonable assurance that the parent-company fi nancial statements are free of material misstatement. An audit consists of examining, on the basis of tests and other selection methods, evidence supporting the amounts and disclosures in the parent- company fi nancial statements. An audit also includes assessing the accounting principles used and signifi cant estimates made in the preparation of the fi nancial statements and evaluating their overall presentation. We believe that the evidence we have collected is relevant and suffi cient for the formation of our opinion. In our opinion, the parent-company fi nancial statements give a true and fair view, according to French accounting principles, of the results of operations for the year ended 31 December 2010 and of the company’s fi nancial situation and assets at that date. Without prejudice to the opinion expressed above, we draw your attention to note 1 to the fi nancial statements, which describes the change in accounting methods and presentation relating to new texts and regulations applicable from 2010.

II. SUBSTANTIATION OF OUR OPINION

Pursuant to the provisions of Article L.823-9 of the Code de Commerce [French Commercial Code] concerning the substantiation of our opinion, we bring to your attention the following items: Accounting estimates • As indicated in note 1 to the fi nancial statements, the company books impairment reserves to cover credit risks relating which are inherent to its business activities. Given the specifi c circumstances arising from the fi nancial crisis, we have reviewed the arrangements put in place by management to identify and evaluate these risks and to determine the amount of impairment it considers necessary, and we have verifi ed that these accounting estimates were based on documented methods that complied with the principles described in note 1 to the fi nancial statements.

250 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 PARENT-COMPANY STATEMENTS 5

• Your company uses internal models to assess the fair value of certain fi nancial instruments not listed in an active market. Our work entailed reviewing the control system applied to the models used, the underlying assumptions and the methods for taking into account the risks associated with such instruments. • As a usual part of the process of preparing fi nancial statements, the company’s management has made a number of other accounting estimates relating in particular to the valuation of investments in participating interests and other long-term investments , the measurement of recognised pension liabilities and provisions for legal disputes. We reviewed the assumptions made and verifi ed that these accounting estimates were based on documented methods that complied with the principles described in note 1 to the fi nancial statements. Our assessments were made in the context of our audit of the parent-company fi nancial statements, taken as a whole, and therefore assisted us in reaching our unqualifi ed opinion as expressed in the fi rst part of this report.

III. SPECIFIC PROCEDURES AND DISCLOSURES

We also carried out the specifi c verifi cations required by law, in accordance with professional standards applicable in France We have non comments regarding the fair presentation and consistency with the parent company fi nancial statements of the information provided in the Board of Director’s Management Report, and in the documents addressed to the shareholders with respect to the Compa- ny’s fi nancial position and the fi nancial statements. We verifi ed the consistency of the information provided pursuant to article L. 225-102-1 of the Code de Commerce pertaining to compensation and benefi ts in kind paid to corporate offi cers and to commitments made to corporate offi cers, with the information contained in the accounts or with the data used to draw up these accounts and, where applicable, with the information collected by your Company from companies that control your Company or are controlled by it. On the basis of our work, we attest to the fairness and accuracy of this information.

Neuilly-sur-Seine, March 16, 2011 Statutory Auditors

PRICEWATERHOUSECOOPERS AUDIT ERNST & YOUNG ET AUTRES Catherine Pariset et Pierre Clavié Pierre Hurstel

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 251 252 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 GENERAL INFORMATION

INFORMATION ABOUT THE COMPANY ...... 254

ADDITIONAL INFORMATION ...... 257

STATUTORY AUDITORS’ SPECIAL REPORT ON RELATED PARTY AGREEMENTS AND COMMITMENTS ...... 258

PERSON RESPONSIBLE FOR THE SHELF-REGISTRATION DOCUMENT AND FOR AUDITING THE ACCOUNTS ...... 263

CROSS-REFERENCE TABLE ...... 265

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 253 6 GENERAL INFORMATION

 INFORMATION ABOUT THE COMPANY

Corporate’s name Crédit Agricole Corporate and Investment Bank

Registered ofﬁ ce 9 quai du Président Paul Doumer 92920 Paris La Défense cedex - France Tel.: 33 1 41 89 00 00 Website: www.ca-cib.com

Financial year The company’s ﬁ nancial year begins on 1 January and ends on 31 December each year.

Date of incorporation and duration The Company was incorporated on 23 November 1973. Its term ends on 25 November 2064, unless the term is extended or the company is wound up before that date.

Legal status Crédit Agricole Corporate and Investment Bank is a French societé anonyme (joint stock corporation) with a Board of Directors governed by ordinary company law, in particular the Second Book of the Code de Commerce.

Crédit Agricole Corporate and Investment Bank is a credit institution approved in France and authorised to conduct all banking operations and provide all investment and related services referred to in the Code Monétaire et Financier. In this respect, Crédit Agricole CIB is subject to oversight by French supervisory authorities, particularly the Autorité de contrôle prudentiel. In its capacity as a credit institution authorised to provide investment services, the Company is subject to the Code Monétaire et Financier, particularly the provisions relating to the activity and control of credit institutions and investment service providers.

Material contracts Crédit Agricole CIB has not entered into any material contracts conferring a signiﬁ cant obligation or commitment on the Crédit Agricole CIB Group, apart from those concluded within the normal conduct of its business.

Recent trends Crédit Agricole CIB’s prospects have not suffered any signiﬁ cant deterioration since 31 December 2010, the date of its latest audited and published ﬁ nancial statements (see Management report, «Recent trends and outlook » section).

Signifi cant changes Since the 22 February 2011 Board meeting that approved the 31 December 2010 fi nancial statements, there has been no exceptional event or dispute likely to have a signifi cant effect on the fi nancial position, activity, results or assets of the Crédit Agricole CIB Company and Group.

254 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 GENERAL INFORMATION 6

Documents on display Crédit Agricole CIB publications All reports, letters and other documents and all historical fi nancial The annual information report below lists the information pu- information, assessments and statements made by an expert at blished or made public by the Crédit Agricole CIB Group in the the issuer’s request, part of which has been included or men- last twelve months to meet legal or regulatory obligations applying tioned in this document, and all fi nancial information for each of to fi nancial instruments, issuers of fi nancial instruments and fi nan- the two years preceding the publication of this document may be cial instrument markets as required by article 222.7 of the AMF’s consulted at Crédit Agricole CIB’s website: www.ca-cib.com or general regulations. at its registered offi ce: 9 quai du Président Paul Doumer 92920 Paris La Défense. A copy of the articles of association may be consulted at the registered offi ce.

 Shelf-registration document

Available on the Crédit Agricole CIB website (www.ca-cib.com) and on the Autorité des Marchés Financiers website (www.amf-france.org) Publication dates Type of document 23.03.2010 2009 shelf-registration document – AMF registration n°D.10-0142 31.08.2010 Update of the 2009 shelf-registration document – AMF D.10-0142-A01

 Issue programs and prospectus as issuer or guarantor

Available on the Bourse de Luxembourg website (www.bourse.lu) and approved by CSSF Publication dates Type of document 21.07.2010 Prospectus relating to the warrant and certiﬁ cate issue programs of Crédit Agricole Corporate and Invest- ment Bank (France), Crédit Agricole CIB Financial Products (Guernsey) Limited and Crédit Agricole CIB Finance (Guernsey) Limited 27.07.2010 Prospectus relating to the €15 billion EMTN (Euro Medium Term Note) issue program of Crédit Agricole Corporate and Investment Bank (France), Crédit Agricole CIB Financial Products (Guernsey) Limited, Crédit Agricole CIB Finance (Guernsey) Limited and Crédit Agricole CIB Financial Solutions (France) 27.07.2010 Prospectus relating to the €50 billion Structured Euro Medium Term Note issue program of Crédit Agricole Corporate and Investment Bank (France), Crédit Agricole CIB Financial Products (Guernsey) Limited, Crédit Agricole CIB Finance (Guernsey) Limited and Crédit Agricole Financial Solutions (France) 06.10.2010 1 rst supplement to the 21.07.2010 and 27.07.2010 prospectus

 Press releases

Published on the Crédit Agricole CIB website (www.ca-cib.com)

Publication dates Type of document 03.05.2010 CITIC Securities and Crédit Agricole Corporate & Investment Bank to explore the combination of their equity businesses around the world 07.05.2010 Details of Crédit Agricole’s global exposure to Greece 17.05.2010 Jean-Claude Bassien appointed Chairman and CEO of Crédit Agricole Cheuvreux 05.07.2010 World Bank Completes Sale of CERs with Credit Agricole CIB for the Adaptation Fund 08.07.2010 Newedge Board of Directors Appoints New Chairman, Two Vice Chairmen and CEO 23.07.2010 Results of the EU-wide stress test - «French banks among the strongest in Europe » 04.11.2010 Crédit Agricole CIB establishes a commodities desk for the Japanese market 01.12.2010 Appointments at the Crédit Agricole S.A. Group 20.12.2010 CITIC Securities and Crédit Agricole Corporate & Investment Bank to create leading global brokerage platform and Asia Paciﬁ c investment bank 17.03.2011 Appointments Crédit Agricole CIB 17.03.2011 Crédit Agricole S.A. - Commitment 2014: Strong and clear ambition, proﬁ table organic growth

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 255 6 GENERAL INFORMATION

 Documents ﬁ led with the Registrar of the Nanterre commercial court

Available at the: www.infogreffe.fr (Crédit Agricole CIB number: 304 187 701) Filing notice published in la Gazette du palais: 3 Boulevard du Palais 75004 Paris Filing date Filing number Type of document 19.03.2010 8651 Minutes of the Board of Directors meeting- Resignation of Chairman of the Board of Directors, Appointment of Chairman of the Board of Directors 07.06.2010 9931 2009 parent-company ﬁ nancial statements 07.06.2010 9932 2009 consolidated ﬁ nancial statements 15.06.2010 16747 Extract of minutes - Change of directors (Board of Directors) 15.06.2010 16747 Extract of minutes – Change of director(s) (Ordinary General Meeting) 20.09.2010 27564 Minutes of the Board of Directors meeting- Change of a deputy CEO 20.09.2010 27564 Minutes of the Board of Directors meeting- Change of director(s) 02.12.2010 35758 Minutes of the Board of Directors meeting- Appointment of directors 14.12.2010 37268 Extract of minutes – Resignation of directors 14.12.2010 37268 Extract of minutes – Change of CEO and deputy CEO

 Publications in the Bulletin des Annonces Légales Obligatoires (BALO)

Published on the www.journal-offi ciel.gouv.fr/balo Publication dates Type of document Article number 11.06.2010 2009 annual fi nancial statements 1003271 23.06.2010 Quarterly fi nancial statements at 31 March 2010 1003838 20.09.2010 Quarterly fi nancial statements at 30 June 2010 1005326 17.12.2010 Quarterly fi nancial statements at 30 September 2010 1006386

256 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 GENERAL INFORMATION 6

 ADDITIONAL INFORMATION

 FEES PAID TO STATUTORY AUDITORS(1)

Crédit Agricole CIB’s college of auditors(2)

ERNST & YOUNG PRICEWATERHOUSECOOPERS

Amount Amount In ‘000 € % % (excluding VAT) (excluding VAT) 2010 2009 2010 2009 2010 2009 2010 2009 Audit Independent audit, certiﬁ cation, review of parent company and consolidated ﬁ nancial statements Issuer 3,658 4,507 39.02% 69.52% 3,286 3,447 43.86% 44.10% Fully-consolidated subsidiaries 2,081 1,838 22.20% 28.35% 2,955 3,859 39.44% 49.37% Ancillary assignments Issuer 3,339 59 35.62% 0.91% 274 243 3.65% 3.11% Fully-consolidated subsidiaries 91 13 0.97% 0.20% 829 170 11.07% 2.18% Sub-total 9,170 6,417 97.81% 99% 7,344 7,719 98.02% 98.76% Other services Legal, tax, personnel-related 0 47 0.00% 0.72% 141 86 1.88% 1.10% Others to be disclosed 205 19 2.19% 0.29% 7 11 0.10% 0.14% (if >10% of audit fees) Sub-total 205 66 2.19% 1.02% 148 97 1.98% 1.24% Total 9,375 6,483 100% 100% 7,492 7,816 100% 100%

Other statutory auditors engaged in the audit of fully consolidated Crédit Agricole CIB Group subsidiaries

Mazars & Guerard Deloitte KPMG Others Amount Amount In ‘000 € % % Amount % Amount % (excl.VAT) (excl.VAT) 2010 2009 2010 2009 2010 2009 2010 2009 2010 2009 2010 2009 2010 2009 2010 2009 Audit Independent audit, certifi cation, review of parent-company and consolidated fi nancial statements 0 0 7 60 100% 100% 281 88 100% 100% 295 403 100% 100% Ancillary assignments 0 0 0% 0% 0 0 0% 0% 0 0 0% 11% 0 0 0% 0% Total 0 0 7 60 100% 100% 281 88 100% 111% 295 403 100% 100% (1) These fi gures indicate the annual cost of Statutory Auditors’ fees. (2) Including fully consolidated Crédit Agricole CIB subsidiaries audited by the College of Auditors.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 257 6 GENERAL INFORMATION

 STATUTORY AUDITORS’ SPECIAL REPORT

on related party agreements and commitments Shareholders’ Meeting to approve the ﬁ nancial statements for the year ended 31 December 2010

This is a free translation into English of the Statutory Auditors’ report issued in the French language and is provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and construed in accordance with French law and professional auditing standards applicable in France.

To the shareholders,

In our capacity as the Company’s statutory auditors, we hereby submit our report on regulated agreements and commitments. We are required to inform you, on the basis of the information provided to us, of the terms and conditions of the contractual agreements or commitments indicated to us or that we may have identifi ed in the performance of our engagement. It is not our role to comment as to whether they are benefi cial or to ascertain the existence of any such agreements and commitments. It is your responsibility, in accordance with Article R.225-31 of the French Commercial Code, to assess the benefi ts resulting from these agreements and commitments prior to their approval. In addition, we are required to inform you in accordance with Article R.225-31 of the Code de commerce concerning the implementation of the agreements and commitments already approved by the shareholders’ meeting. We have taken the steps we consider necessary to comply with professional code of the Compagnie Nationale des Commissaires aux Comptes (France’s national association of statutory auditors) relating to this assignment. These steps consisted of verifying that the information provided to us is consistent with the underlying documents from which it was taken.

Agreements and commitments submitted for approval by the shareholders’ meeting

Agreements and commitments authorised during the past ﬁ nancial year In accordance with article L.225-40 of the French Commercial Code, we have been informed of the agreements and commitments that have obtained prior approval from your Board of Directors.

1. WITH NEWEDGE GROUP

NATURE AND PURPOSE Mr. Patrick Valroff, Chief Executive Ofﬁ cer until 1 December 2010 and Mr. Pierre Cambefort, Deputy Chief Executive Ofﬁ cer.

NATURE AND PURPOSE On 9 November 2010 your Board of Directors authorised your company to sign an agreement which deals with the subcontracting to Newe- dge Group of the back-offi ce services for derivative fi nancial instruments traded on regulated markets in France and abroad. The agreement covers the transactions carried out by your company and those carried out by Crédit Agricole S.A. and Indosuez Finance UK Limited, a subsidiary of your company for which the back-offi ce process was entrusted to your company and the latter has recourse to Newedge Group for back-offi ce services.

258 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 GENERAL INFORMATION 6

TERMS AND CONDITIONS The subcontracting agreement comprises the following main services provided by Newedge Group: • the recording of transactions on fi nancial instruments, • reconciliation of these transactions with those recognised by clearing houses, • fi nancial fl ow processing, input and interface of your Company’s accounting system. The fee due to Newedge Group for the services provided is defi ned as follows: • for your Company and Indosuez Finance UK Limited, a minimum annual amount with a tracking index revised upwards on the basis of the volume of transactions entrusted to Newedge Group; • for Crédit Agricole S.A, a minimum monthly amount with a tracking index revised upwards on the basis of the volume of transactions entrusted. These two scales are subject to an annual tracking index covenant on the basis of a benchmark indice. It is possible to reduce the minimum amounts if there is a decrease in the scope of the service entrusted, provided that it complies with a fi ve month notice.

2. WITH MR PIERRE CAMBEFORT, DEPUTY CHIEF EXECUTIVE OFFICER

NATURE AND PURPOSE On 24 August 2010 your Board of Directors authorised the commitments made by Crédit Agricole S.A. to Mr Pierre Cambefort.

TERMS AND CONDITIONS Pension Mr Pierre Cambefort contributes to the pension, provident and mutual insurance plans in effect within your company. He benefi ts from a supplementary pension plan as part of his employment contract with Crédit Agricole S.A. and his assignment to your company, whose cost – for the employer’s share – is assumed by your company during the exercise of Mr Pierre Cambefort’s functions within it. The supplementary pension plans comprise a combination of a defi ned-contribution plan and a defi ned-benefi t plan of the top-up type. Rights to the top-up plan are determined after deduction of the annuity constituted within the framework of the defi ned-contribution plan. The contributions to the defi ned-contribution plan are equal to 8% of the gross salary capped at eight times the Social Security ceiling (of which 3% is at the benefi ciary’s charge). The top-up rights of the defi ned-benefi t plan are equal, on the condition of presence, for each year of service, and as a function of the reference end-of-career fi xed salary, to 0.90% or 1.20% of fi xed compensation plus variable compensation (capped at 40% or 60% of fi xed compensation). Upon liquidation, the total pension annuity resulting from these plans and mandatory pension plans will be capped at 23 times the annual Social Security ceiling as at this date. End of contract At the end of his assignment with your company, his contract provides that Mr Pierre Cambefort will rejoin Crédit Agricole S.A. or another Crédit Agricole Group entity.

Agreements and commitments since the ﬁ nancial year-end We have been informed of the following agreements and commitments authorised since the closing of the year ended, which were subject to the prior approval of your Board of Directors.

1. WITH NEWEDGE GROUP

DIRECTORS CONCERNED Mr Duncan Goldie-Morrison, former Chief Executive Ofﬁ cer of your company’s New York branch, Chairman of the Newedge Group Board of Directors.

NATURE AND PURPOSE On 26 July 2010, the Board of Directors of Newedge Group appointed Mr Duncan Goldie-Morrison as Chairman of the Board of Directors. For technical reasons and in agreement with Newedge Group, your company’s New York branch maintained Mr Duncan Goldie-Morrison’s employment contract and continued to ensure his compensation and the related beneﬁ ts until 23 December 2010, date of the end of his employment contract with your company’s New York branch.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 259 6 GENERAL INFORMATION

TERMS AND CONDITIONS Your company’s New York branch invoiced Newedge Group for repayment on 21 January 2011 in the amount of $368,080 for the period between 26 July and 23 December 2010.

2. WITH MR JEAN-YVES HOCHER, CHIEF EXECUTIVE OFFICER, AND MR FRANCIS CANTERINI, DEPUTY CHIEF EXECUTIVE OFFICER

NATURE AND PURPOSE On 12 January 2011 your Board of Directors authorised the commitments made by Crédit Agricole S.A. with respect to the pension plans of Mr Jean-Yves Hocher and Mr Francis Canterini.

TERMS AND CONDITIONS Mr Jean-Yves Hocher and Mr Francis Canterini benefi t from a supplementary pension plan with Crédit Agricole S.A. for which your company will participate in the payment of contributions – employer’s share – during the term of offi ce that they exercise within your company. The supplementary pension plans comprise a combination of a defi ned-contribution plan and a defi ned-benefi t plan of the top-up type. Rights to the top-up plan are determined after deduction of the annuity constituted within the framework of the defi ned-contribution plan. The contributions to the defi ned-contribution plan are equal to 8% of the gross salary capped at eight times the Social Security ceiling (of which 3% is at the benefi ciary’s charge). The top-up rights of the defi ned-benefi t plan are equal, on the condition of presence, for each year of service, and as a function of the reference end-of-career fi xed salary, to 0.90% or 1.20% of fi xed compensation plus variable compensation (capped at 40% or 60% of fi xed compensation). Upon liquidation, the total pension annuity resulting from these plans and mandatory pension plans will be capped at 23 times the annual Social Security ceiling at this date.

3. WITH MR JEAN-YVES HOCHER, CHIEF EXECUTIVE OFFICER AND DEPUTY CHIEF EXECUTIVE OFFICER OF CRÉDIT AGRICOLE S.A.

NATURE AND PURPOSE At its meeting on 12 January 2011 your Board of Directors confi rmed the commitments authorised on 18 May 2009 by the Board of Direc- tors of Crédit Agricole S.A. in favour of Mr Hocher in his capacity as Deputy Chief Executive Offi cer of Crédit Agricole S.A., in the event of the cessation of his corporate offi ce held at Crédit Agricole S.A.

TERMS AND CONDITIONS Function Crédit Agricole S.A. has committed to proposing an equivalent or comparable function to that which Mr Jean-Yves Hocher exercised prior to becoming a corporate offi cer, by virtue of his employment contract, in his capacity as a member of the Executive Committee of the Crédit Agricole S.A. Group. In this respect, he will benefi t from a proposal of at least two positions corresponding to the functions of members of the Executive Committee of the Crédit Agricole S.A. Group. Compensation Mr Jean-Yves Hocher’s gross annual compensation with respect to his employment contract will be established by reference to his last contractual compensation prior to the starting date of his term of offi ce. Updated, this compensation will not be less than the average compensation paid to the members of the Executive Committee, excluding corporate offi cers, during the twelve months prior to the end of his term of offi ce. Non-competition commitment Because of the nature of his functions as Deputy Chief Executive Offi cer of Crédit Agricole S.A., Mr Jean-Yves Hocher commits, subsequent to the notifi cation of the interruption of his employment contract, for whatever reason, not to exercise directly or indirectly an activity at a competing company whether on a voluntary basis or as an employee, corporate executive or independent professional. This commitment, valid for one year as from the notifi cation of the termination of his employment contract, is limited to the banking sector in France. As a counterpart to this commitment, Crédit Agricole S.A. will pay in accordance with the conditions specifi ed in the collective bargaining agreement an amount equal to 50% of his last annual gross compensation having been the object of a tax declaration after deducting benefi ts in kind. If Crédit Agricole S.A. decides to renounce this clause within the timeframe provided for in the collective bargaining agreement, it will not have to pay this indemnity. Retirement bonus plan The re-activation of Mr Jean-Yves Hocher’s employment contract will result in his benefi ting from the retirement bonus plan provided for all employees under the collective bargaining agreement of Crédit Agricole S.A. The total amount of this bonus cannot exceed six months of fi xed salary plus variable compensation limited to 4.5% of the fi xed salary.

260 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 GENERAL INFORMATION 6

Agreements and commitments already approved by the shareholders’ meeting

Agreements and commitments approved in prior years a) which remained in force during the year In accordance with article R. 225-30 of the Code de commerce and in addition to the agreement enforced in April 2010 as it was provided in the statutory auditors’ special report of 22 March 2010, we were informed that the execution of the following agreements and commitments, already approved by the shareholders’ meeting in prior years, was pursued in 2010.

1. WITH CRÉDIT AGRICOLE S.A.

Subscription for preference shares or deeply subordinated notes

NATURE AND PURPOSE Further to the link-up between the corporate and investment banking businesses of Crédit Agricole S.A. Group and Crédit Lyonnais, Crédit Lyonnais made a partial asset transfer to Crédit Agricole Indosuez (which became Crédit Agricole Corporate and Investment Bank). In view of the above transaction, it was deemed necessary to increase Calyon’s shareholders’ equity. Two issues of deeply subordinated notes, in US dollars, were carried out in 2004. Crédit Agricole bought USD1,730 million of these notes.

TERMS AND CONDITIONS Interest due by your company with respect to 2010 amounted to USD106.7 million.

2. WITH CRÉDIT LYONNAIS Sale of Banque Française Commerciale Antilles-Guyane (BFC-AG) by your company to Crédit Lyonnais

NATURE AND PURPOSE In order that BFC-AG be provided with adequate supervision for its retail banking activity, Calyon sold its stake in BFC-AG to Crédit Lyon- nais, which became its sole core shareholder, on 1 July 2005. The disposal agreement, which didn’t result in liability guarantees, contains a clawback clause that expired at the closing of the BFC-AG 2008 accounts.

TERMS AND CONDITIONS Discussions between your company and Crédit Lyonnais for the application of the clawback clause in 2009 are still in progress in 2010.

Acquisition by your company of Crédit Lyonnais’ stake in Union des Banques Arabes et Françaises (UBAF)

NATURE AND PURPOSE On 1 July 2005, your company signed an agreement with Crédit Lyonnais to acquire its holding in UBAF. Your company acquired the 43.93% shareholding in UBAF for €236 million. In addition, your company assumed Crédit Lyonnais’ commitments with regard to MACO in return for Crédit Lyonnais’ payment to your company of a sum covering any loss resulting from the possible liquidation of MACO, as estimated on the date the agreement was signed. Your company undertook to repay to Crédit Lyonnais 80% of the difference between the loss actually borne and the sum paid to your company in the event that the loss borne by your company upon liquidation of MACO should prove smaller than the amount of the payment.

TERMS AND CONDITIONS Following the early redemptions of the loan covered by the agreement, a ﬁ nal amount of €17,561,002 was paid by your company to Crédit Lyonnais with respect to 2010.

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 261 6 GENERAL INFORMATION

3. INDEMNITY AGREEMENT BY YOUR COMPANY FOR CRÉDIT LYONNAIS

NATURE AND PURPOSE Crédit Lyonnais’ corporate and investment banking division (BFI) was transferred to your company on 30 April 2004 with retroactive effect from 1 January 2004 for accounting and legal purposes, except for short-, medium- and long-term commercial loans, which were transferred later, with effect from 31 December 2004 at the latest. To comply with the principle of retroactive effect from 1 January 2004, your company undertook to indemnify Crédit Lyonnais for counterparty risks relating to those loans from 1 January 2004.

TERMS AND CONDITIONS The amount of the guarantee amounted to €18,721,000 at 31 December 2010 and remuneration for 2010 totalled €61,229.70.

4. WITH SNC DOUMER

Loan granted by your company to SNC Doumer

NATURE AND PURPOSE The building at 9, quai du Président Paul Doumer, the registered ofﬁ ce of your company, is owned by S.N.C Doumer. Your company has granted SNC Doumer a margin-free loan.

TERMS AND CONDITIONS The principal on the loan amounted to €6,594,785.66 at 31 December 2010 and interest paid with respect to 2010 totalled €51,089.83.

Neuilly-sur-Seine, March 16, 2011 Statutory Auditors

PRICEWATERHOUSECOOPERS AUDIT ERNST & YOUNG ET AUTRES Catherine Pariset et Pierre Clavié Pierre Hurstel

262 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 GENERAL INFORMATION 6

 PERSON RESPONSIBLE FOR THE SHELF- REGISTRATION DOCUMENT AND FOR AUDITING THE ACCOUNTS

 RESPONSABILITY STATEMENT

I hereby certify that, to my knowledge and after all due diligence, the information contained in this registration document is true and accurate and contains no omissions likely to affect the import thereof.

I certify that, to my knowledge, the fi nancial statements were prepared in accordance with applicable accounting principles and give a true and fair view of the assets, fi nancial position and results of the company and all consolidated companies, and that the management report on page 77 gives a true and fair view of the business activities, results and fi nancial position of the company and all consolidated companies, along with a description of the main risks and uncertainties they face.

I have obtained a letter from the statutory auditors upon completion of their work in which they state that they have verifi ed the information relating to the fi nancial situation and fi nancial statements provided in this document and read the document as a whole.

The historical fi nancial information presented in this document was covered by the statutory auditors in their reports which contain an observation. Those reports are provided: • respectively in pages 212 to 213 and 250 to 251 of this document for the consolidated fi nancial statements and annual fi nancial statements of the fi nancial year ended 31 December 2010. • in pages 202-203 of this document D10-0142 submitted to the AMF on 23 March 2010 for the consolidated fi nancial statements of the fi nancial year ended 31 December 2009.

Courbevoie, 23 March 2011

The Chief Executive Ofﬁ cer of Crédit Agricole CIB Jean-Yves HOCHER

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 263 6 GENERAL INFORMATION

 STATUTORY AUDITORS

PRIMARY STATUTORY AUDITORS Ernst & Young et Autres PricewaterhouseCoopers Audit Member of the Ernst & Young network Member of the PricewaterhouseCoopers network Member of the Versailles regional association Member of the Versailles regional association of statutory auditors represented by: of statutory auditors represented by: Pierre Hurstel Catherine Pariset et Pierre Clavié Head ofﬁ ce: Head ofﬁ ce: 41 Rue Ibry 63 Rue de Villiers 92576 Neuilly Sur Seine 92200 Neuilly Sur Seine

ALTERNATE STATUTORY AUDITORS Picarle et Associés M. Pierre Coll Member of the Versailles regional association Member of the Versailles regional association of statutory auditors of statutory auditors Company represented by: Denis Picarle Head ofﬁ ce: Faubourg de l’Arche – 11 allée de l’Arche 63 Rue de Villiers 92400 Courbevoie 92208 Neuilly Sur Seine Cedex

LENGTH OF STATUTORY AUDITORS’ MANDATES Ernst & Young et Autres (until 30 June 2006 known as Barbier Fri- PricewaterhouseCoopers Audit was appointed Statutory Auditor nault et Autres) was appointed Statutory Auditor for six fi nancial by the Shareholders’ Meeting of 30 April 2004, to replace Cabinet periods by the Shareholders’ Meeting of 10 May 2000. Alain Laine, which had been appointed at the Meeting of 10 May 2000 for six fi nancial periods and has since resigned. This mandate was renewed for a period of six fi nancial periods at the Shareholders’ Meeting of 16 May 2006. This mandate was renewed for a period of six fi nancial periods at the Shareholders’ Meeting of 16 May 2006. LENGTH OF ALTERNATE AUDITORS’ MANDATES The shareholders’ meeting of 16 May 2006 appointed Picarle et Pierre Coll was appointed Alternate Auditor to Pricewaterhouse- Associes as alternate auditors to Barbier Frinault et Autres (now Coopers Audit by the Shareholders’ Meeting of 30 April 2004 for known as Ernst & Young et Autres) for a period of six fi nancial pe- the duration of the mandate of his predecessor, Mr Olivier Peron- riods (replacing Mr Peuch Lestrade whose mandate expired at the net, who had been appointed by the Meeting of 10 May 2000 and end of the 16 May 2006 Shareholders’ Meeting). has since resigned. This mandate was renewed for a period of six fi nancial periods at the Shareholders’ Meeting of 16 May 2006.

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 CROSS-REFERENCE TABLE The following table indicates the page references corresponding to the main information headings required by regulation EC 809/2004 enacting the terms of the « Prospectus » Directive.

Headings required by regulation EC°809/2004 (annex XI) Page number

1. Person responsible 263 2. Statutory auditors 264 3. Risk management 94 to 121 166 to 177 192 4. Information about the issuer 4.1 History and development of the issuer 10 to 12 5. Business overview 5.1 Main activities 14 to 17 5.1.3 Main markets 14 to 17 6. Organisational chart 13 6.1 Brief description of the Group and the issuer’s position within the Group 2 to 3 6.2 Dependence relationships within the Group 141 7. Recent trends 87 8. Profi t forecasts or estimates N/A 9. Administrative, management and supervisory bodies 36 to 45 9.1 Information concerning members of the administrative and management bodies 57 to 75 9.2 Confl icts of interest in the administrative, management and supervisory bodies 76 10. Major shareholders 193 11. Financial information concerning the issuer’s assets and liabilities, fi nancial position and profi ts and losses 11.1 Historical fi nancial information(1) 139 to 251 11.2 Financial statements 139 to 211 215 to 249 11.3 Auditing of historical annual fi nancial statements 212 to 213 250 to 251 11.4 Dates of the most recent fi nancial disclosures 139 11.5 Interim fi nancial information N/A 11.6 Legal and arbitration proceedings 120 ; 254 11.7 Signifi cant change in the issuer’s fi nancial or commercial position 254 12. Signifi cant contracts 254 13. Third party information and statements by experts and declarations of any interest N/A 14. Documents on display 255

(1) In accordance with article 28 of EC regulation 809/2004 and article 212-11 of the AMF’s general regulations, the following are incorporated for reference purposes: the consolidated ﬁ nancial statements for the period ended 31 December 2010, the statutory auditors’ report on the consolidated ﬁ nancial statements for the period ended 31 December 2010 and the Group’s management report as presented on pages 75 to 136, 137 to 212 of Crédit Agricole CIB’s 2010 shelf-registration document registered by the AMF on 23 March 2011 under number D.11-0170 and available on the Crédit Agricole CIB website (www. ca-cib.com).

SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 265 6 GENERAL INFORMATION

Regulated information within the meaning of by Article 221-1 of the AMF General Regulation contained in this Page number registration document can be found on the pages shown in the correspondence table below

This registration document, which is published in the form of the 2010 annual report, includes all components of the 2010 annual ﬁ nancial report referred to in paragraph I of Article L. 451-1-2 of the Code Monétaire et Financier as well as in Article 222-3 of the AMF General Regulation:

Parent company ﬁ nancial statements and Statutory Auditors’ report 215

Consolidated ﬁ nancial statements and Statutory Auditors’ report 139

Management report 77

Statement by person responsible 263

Pursuant to Articles 212-13 and 221-1 of the AMF General Regulation, this document also contains the following regulatory information:

Chairman’s report on corporate governance and internal control and Statutory Auditors’ report thereon 36

Annual information document 255

Description of share buyback programmes N/A

266 SHELF-REGISTRATION DOCUMENT CRÉDIT AGRICOLE CIB 2010 This document is environment friendly: it was designed to optimize the amount of paper. It was printed frm sustainable managed forests (branded PEFC). The printer is green certiﬁ ed. It recycles the waste due to printing. This document is recyclable.

Design and production: Crédit Agricole Corporate and Investment Bank - Cover: Proﬁ l Design - Printing : Bergame Print This shelf-registration is available on the Crédit Agricole CIB website: www.ca-cib.com and on the Autorité des Marchés Financiers website: www.amf-france.org

CRÉDIT AGRICOLE CIB 9, QUAI DU PRÉSIDENT PAUL DOUMER 92920 PARIS LA DÉFENSE CEDEX TEL.: +33 (0)1 41 89 00 00 www.ca-cib.com