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no achievement without <strong>com</strong>mitment


ANNUAL<br />

REPORT<br />

<strong>2006</strong><br />

CONTENTS<br />

Management Report 2<br />

Consolidated Financial Statements 110<br />

<strong>Annual</strong> Financial Statements 214<br />

Additional Information 241<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 1


FINANCIAL HIGHLIGHTS 4<br />

MESSAGE FROM THE CHAIRMEN 6<br />

GROUP PRESENTATION 10<br />

CORPORATE GOVERNANCE 25<br />

THE DEXIA SHARE 52<br />

HUMAN RESOURCES 56<br />

SUSTAINABLE DEVELOPMENT 62<br />

RISK MANAGEMENT 63<br />

FINANCIAL RESULTS 70<br />

OPERATION AND RESULTS OF THE BUSINESS LINES 76<br />

GENERAL INFORMATION 98<br />

2 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


MANAGEMENT<br />

REPORT<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 3


FINANCIAL HIGHLIGHTS<br />

FINANCIAL HIGHLIGHTS<br />

GROUP – CONSOLIDATED FIGURES<br />

MANAGEMENT REPORT<br />

BALANCE SHEET TOTAL<br />

(in billions of EUR)<br />

1999<br />

2000<br />

2001<br />

2002<br />

2003<br />

2004<br />

01/01/2005<br />

31/12/2005<br />

<strong>2006</strong><br />

245<br />

258<br />

351<br />

351<br />

350<br />

389<br />

405<br />

509<br />

567<br />

NET INCOME – GROUP SHARE<br />

(in millions of EUR)<br />

1999<br />

2000<br />

2001<br />

2002<br />

2003<br />

2004<br />

761<br />

01/01/2005<br />

31/12/2005<br />

<strong>2006</strong><br />

1,001<br />

1,426<br />

1,299<br />

1,431<br />

1,772<br />

1,822<br />

2,038<br />

2,750<br />

<strong>Dexia</strong> Group accounting standards adopted<br />

until the publication on December 31, 2004.<br />

IFRS as adopted by the European Union for<br />

publications after January 1, 2005.<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

RETURN ON EQUITY (ROE)<br />

(in %)<br />

1999<br />

2000<br />

2001<br />

2002<br />

2003<br />

2004<br />

2004<br />

2005<br />

<strong>2006</strong><br />

15.7<br />

17.7<br />

16.2<br />

16.5<br />

18.7<br />

17.2<br />

19.8<br />

20.0<br />

23.1<br />

EARNINGS PER SHARE<br />

(in EUR)<br />

1999<br />

2000<br />

2001<br />

2002<br />

2003<br />

2004<br />

2004<br />

2005<br />

<strong>2006</strong><br />

0.98<br />

1.15<br />

1.25<br />

1.13<br />

1.24<br />

1.58<br />

1.63<br />

1.87<br />

2.49<br />

COST-INCOME RATIO<br />

(in %)<br />

1999<br />

2000<br />

2001<br />

2002<br />

2003<br />

2004<br />

2004<br />

2005<br />

<strong>2006</strong><br />

53.9<br />

54.8<br />

59.0<br />

58.9<br />

59.2<br />

55.9<br />

54.4<br />

54.0<br />

49.6<br />

D E F<br />

E<br />

C<br />

A<br />

D<br />

A<br />

B<br />

C<br />

B<br />

BUSINESS LINE CONTRIBUTION<br />

TO THE UNDERLYING NET INCOME –<br />

GROUP SHARE <strong>2006</strong>*<br />

A PUBLIC/PROJECT FINANCE AND<br />

CREDIT ENHANCEMENT 51%<br />

B PERSONAL FINANCIAL SERVICES 22%<br />

C TREASURY AND FINANCIAL MARKETS 14%<br />

D ASSET MANAGEMENT 5%<br />

E INVESTOR SERVICES 4%<br />

F INSURANCE SERVICES 4%<br />

* Excluding Central Assets and non-operating items.<br />

MEMBERS OF STAFF<br />

AS OF DECEMBER 31, <strong>2006</strong>*<br />

33,321 OF WHICH<br />

A BELGIUM 15,270<br />

B FRANCE 2,639<br />

C LUXEMBOURG 3,513<br />

D TURKEY 6,290<br />

E OTHER COUNTRIES 5,609<br />

* Including the self-employed networks and RBC <strong>Dexia</strong> Investor Services.<br />

4 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


FINANCIAL HIGHLIGHTS<br />

RESULTS <strong>Dexia</strong> GAAP IFRS as adopted by EU<br />

(in millions of EUR) 1999 2000 2001 2002 2003 2004 2004 (1) 2005 <strong>2006</strong><br />

In<strong>com</strong>e 3,143 3,740 5,631 5,157 5,160 5,392 5,623 5,976 7,012<br />

Costs (1,694) (2,050) (3,323) (3,037) (3,056) (3,012) (3,057) (3,229) (3,481)<br />

Gross operating in<strong>com</strong>e 1,449 1,690 2,308 2,120 2,104 2,380 2,566 2,747 3,531<br />

Net in<strong>com</strong>e – Group share 761 1,001 1,426 1,299 1,431 1,772 1,822 2,038 2,750<br />

(1) The reconciliation between <strong>Dexia</strong> GAAP and IFRS as adopted by EU, is explained in the <strong>Dexia</strong> <strong>Annual</strong> Report 2005 “Accounts & <strong>report</strong>s”.<br />

BALANCE SHEET <strong>Dexia</strong> GAAP IFRS as adopted by EU<br />

(in billions of EUR) Dec. 31, Dec. 31, Dec. 31, Dec. 31, Dec. 31, Dec. 31, Jan. 1, (1) Dec. 31, Dec. 31,<br />

1999 2000 2001 2002 2003 2004 2005 2005 <strong>2006</strong><br />

Total assets 245.1 257.8 351.4 350.9 349.9 389.2 404.6 508.8 566.7<br />

Loans and advances to customers 128.5 134.4 156.4 157.8 161.9 166.2 169.5 192.4 226.5<br />

Loans and securities 67.0 77.7 125.9 134.7 127.9 144.5 147.3 198.9 223.2<br />

Customer borrowings and deposits 46.9 52.4 84.0 85.3 92.3 97.6 87.1 97.7 109.5<br />

Debt securities 132.3 134.4 140.9 146.5 134.9 143.9 144.2 175.7 184.7<br />

Core shareholders’ equity (2) 6.9 8.1 10.3 10.9 11.6 12.3 10.5 11.5 14.4<br />

(1) The reconciliation between <strong>Dexia</strong> GAAP and IFRS as adopted by EU, and the impact of the first-time application of IFRS is explained in the <strong>Dexia</strong> <strong>Annual</strong> Report 2005<br />

“Accounts & <strong>report</strong>s”.<br />

(2) For the years 1999-2004: shareholders’ equity + general banking risks reserve.<br />

RATIOS <strong>Dexia</strong> GAAP IFRS as adopted by EU<br />

1999 2000 2001 2002 2003 2004 2004 2005 <strong>2006</strong><br />

Profit margin (1) 25.9% 28.4% 27.1% 26.9% 29.3% 34.2% 33.6% 35.0% 40.5%<br />

Cost-in<strong>com</strong>e ratio (2) 53.9% 54.8% 59.0% 58.9% 59.2% 55.9% 54.4% 54.0% 49.6%<br />

Return on equity (3) 15.7% 17.7% 18.7% 16.2% 16.5% 19.8% 17.2% 20.0% 23.1%<br />

Tier 1 ratio (5) 9.0% 9.3% 9.3% 9.3% 9.9% 10.7% 10.0% 10.3% 9.8%<br />

Capital adequacy ratio (5) 12.8% 9.8% 11.5% 10.7% 11.2% 11.7% 11.1% 10.9% 10.3%<br />

(1) The ratio between the net in<strong>com</strong>e and the in<strong>com</strong>e.<br />

(2) The ratio between the costs and the in<strong>com</strong>e.<br />

(3) The ratio between net in<strong>com</strong>e – Group share and the weighted average core shareholders’ equity (estimated dividend for the period deducted).<br />

(4) Including EUR 236 million result on <strong>Dexia</strong>’s net asset contribution to the joint venture RBC <strong>Dexia</strong> Investor Services and EUR 280 million result on the sale of Banque Artesia<br />

Nederland.<br />

(5) The profit for the financial year minus the proposed dividend is included in the shareholders’ equity.<br />

QUALITY OF RISKS <strong>Dexia</strong> GAAP IFRS as adopted by EU<br />

1999 2000 2001 2002 2003 2004 2004 2005 <strong>2006</strong><br />

(4)<br />

(4)<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Impaired loans (in millions of EUR) 672 905 1,897 1,942 1,708 1,722 1,722 1,473 1,359<br />

Assets quality ratio (1) 0.53% 0.68% 1.20% 1.23% 1.05% 1.04% 1.04% 0.78% 0.61%<br />

Coverage ratio (2) 79.3% 65.0% 66.7% 68.0% 72.8% 73.2% 73.2% 69.1% 69.3%<br />

(1) The ratio between the impaired loans and the gross outstandings loans.<br />

(2) The ratio between the portfolio impairments and the impaired loans.<br />

DATA PER SHARE <strong>Dexia</strong> GAAP IFRS as adopted by EU<br />

(in EUR) 1999 2000 2001 2002 2003 2004 2004 2005 <strong>2006</strong><br />

Earnings per share (1) 0.98 1.15 1.25 1.13 1.24 1.58 1.63 1.87 2.49 (2)<br />

Gross dividend 0.39 0.43 0.48 0.48 0.53 0.62 0.62 0.71 0.81 (2)<br />

Net assets (3) 8.54 8.02 8.39 8.79 9.25 9.95 8.87 9.86 11.60 (2)<br />

Pay-out ratio (4) 41.4% 41.9% 39.3% 43.0% 42.1% 38.7% 37.6% 37.9% 34.3%<br />

(1) The ratio between the net in<strong>com</strong>e – Group share and the average weighted number of shares (undiluted for the years under IFRS as adopted by EU).<br />

(2) Proposed dividend.<br />

(3) The ratio between the core shareholders’ equity (estimated dividend for the period deducted) and the number of shares (after deduction of treasury shares) at the end of<br />

the period. Under <strong>Dexia</strong> GAAP : including GBRR – Group share.<br />

(4) The ratio between the total dividend and the net in<strong>com</strong>e – Group share. For <strong>2006</strong>, based on proposed dividend.<br />

RATINGS (LONG TERM) (1) <strong>Dexia</strong> <strong>Dexia</strong> <strong>Dexia</strong> Financial Security <strong>Dexia</strong> Municipal<br />

Bank Crédit Local BIL Assurance Agency<br />

Moody’s Aaa Aaa Aaa Aaa Aaa<br />

Standard & Poor’s AA AA AA AAA AAA<br />

Fitch AA+ AA+ AA+ AAA AAA<br />

(1) Ratings as of February 24, 2007.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 5


MESSAGE FROM THE CHAIRMEN<br />

MESSAGE<br />

FROM PIERRE RICHARD<br />

CHAIRMAN OF<br />

THE BOARD OF DIRECTORS<br />

COMPTES CONSOLIDÉS<br />

MANAGEMENT REPORT<br />

COMPTES SOCIAUX<br />

<strong>2006</strong> was a year of contrasts. On the one hand, political crises<br />

and wars have escalated dangerously in the Middle East,<br />

on fronts wider today than ever before. Energy prices and<br />

supply, as well as global warming have be<strong>com</strong>e even more<br />

acute issues, not only for policy makers but for everyone in<br />

their day-to-day life. Economic imbalances have worsened<br />

rather than improved, and now require global solutions never<br />

previously conceived. On the other hand, the world economy<br />

continued to generate robust overall growth in <strong>2006</strong> in excess<br />

of 5% however and, along with the increasing supply of<br />

liquidities worldwide, this has fuelled intensive activity in the<br />

financial industry. The European Union has kept growing at a<br />

honorable pace of 2.9%, and on the strength today of<br />

500 million inhabitants in 27 countries, has a greater influence<br />

on the international scene. One satisfying feature is that the<br />

“economic engine” seems to have restarted in Germany,<br />

giving positive signals for the future.<br />

<strong>Dexia</strong> was able to share in this buoyancy, even though the<br />

market’s risk appetite kept growing, thus further increasing<br />

<strong>com</strong>petitive pressure.<br />

Beyond the vibrant business origination activity, a great deal<br />

more has happened during <strong>Dexia</strong>’s tenth year in existence,<br />

which the Board of Directors has dealt with actively, either<br />

directly or through its specialized <strong>com</strong>mittees. Among the<br />

most important decisions, the first related to the double<br />

transition at the two highest levels of governance of <strong>Dexia</strong>:<br />

the Board of Directors and the Management Board.<br />

Having been appointed Chairman of the Board of Directors,<br />

I passed the baton to Axel Miller, who was appointed<br />

Chairman of the Management Board. The Board of<br />

Directors first of all proceeded with the appointment of new<br />

management team members and approval of the proposed<br />

organizational structures. Secondly, following the in-depth<br />

strategic review which was carried out during the first<br />

months of the year, the Board expressed its full support for<br />

proceeding with the proposed strategic plan, which was<br />

presented to the market in autumn. On this basis, <strong>Dexia</strong> will<br />

be able to stand ever more firmly on its two pillars, universal<br />

banking and public/project finance, and keep developing<br />

a solid business portfolio. The Board has also examined<br />

a number of projects, among which the acquisition of<br />

DenizBank in Turkey, and several divestiture proposals aimed<br />

at refocusing on the essential. The Board has given its full<br />

support to those initiatives announced during the course of<br />

the year.<br />

The Board has also followed the situation of <strong>Dexia</strong> Bank<br />

Nederland with close attention. It is particularly rewarding<br />

to see that <strong>Dexia</strong>’s management efforts to achieve a just and<br />

appropriate solution to this difficult problem eventually came<br />

to fruition, with the Duisenberg agreement being granted<br />

binding force by the Amsterdam Court of Appeal in January<br />

2007.<br />

<strong>Dexia</strong> has continued to regard corporate governance as an<br />

absolute essential, where the Group aims at being seen to<br />

6 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


MESSAGE FROM THE CHAIRMEN<br />

MANAGEMENT REPORT<br />

conduct best practices. Transparency is at a maximum on all<br />

items such as the <strong>com</strong>pensation of Management and Board<br />

members, the tasks of the specialized <strong>com</strong>mittees and the<br />

Board’s agenda throughout the year. This year, the annual<br />

Board assessment was carried out with the aid of an external<br />

consultant, with a view to presenting useful references on<br />

how corporate governance is practiced elsewhere and to<br />

offering new future perspectives.<br />

Turning to the subject of sustainable development, <strong>Dexia</strong>’s<br />

<strong>com</strong>mitment on this front did not diminish at all. This is<br />

true in the field of collective infrastructures, where <strong>Dexia</strong> is<br />

<strong>com</strong>mitted to finance projects which respect environmental<br />

needs. It is also true in the field of Socially Responsible<br />

Investments (SRI), a domain where <strong>Dexia</strong> Asset Management<br />

excels. <strong>Dexia</strong> was recently nominated at the international<br />

forum in Davos among the “global 100” <strong>com</strong>panies<br />

awarded for their “best in class” socially responsible<br />

behavior, and is one of the ten financial institutions<br />

worldwide to be given the award.<br />

tribute to Francis Mayer, who passed away prematurely at<br />

the end of the year after intense suffering, when he was<br />

at the peak of his bright career. He made an immense and<br />

outstanding contribution to <strong>Dexia</strong>, for which he must be<br />

thanked. We shall miss him.<br />

This year again, the performance of <strong>Dexia</strong> was excellent,<br />

as shown by the greatly increasing volumes in most of our<br />

business lines, and by the growth of earnings per share<br />

(+33.2%), which <strong>com</strong>e to EUR 2.49, a new record in <strong>Dexia</strong>’s<br />

history. After this latest very good vintage in <strong>2006</strong>, the Board<br />

will be pleased to propose a dividend of EUR 0.81 per share,<br />

a rise of 14.1% on 2005, which reflects <strong>Dexia</strong>’s performance<br />

this year, and confirms our collective confidence in our ability<br />

to continue delivering value in the long term, on the strength<br />

of a robust capital base, superior ratings, and the quality of<br />

the franchise and of the teams.<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

All this good work was done with the greatest<br />

professionalism and dedication. In my role as Chairman<br />

of the Board of Directors, I convey my thanks to all Board<br />

members, to the Management and the members of staff of<br />

<strong>Dexia</strong> for their contribution. I also want to pay a particular<br />

Pierre Richard<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 7


MESSAGE FROM THE CHAIRMEN<br />

MESSAGE<br />

FROM AXEL MILLER<br />

CHAIRMAN OF THE MANAGEMENT BOARD,<br />

CHIEF EXECUTIVE OFFICER<br />

COMPTES CONSOLIDÉS<br />

MANAGEMENT REPORT<br />

COMPTES SOCIAUX<br />

<strong>2006</strong> has been a year of achievements and progress on<br />

three essential fronts.<br />

The strategic review carried out during the first half by all<br />

the entities has led us to the elaboration of a very promising<br />

development plan, including a detailed 3-year plan <strong>2006</strong>-<br />

2009 and a 10-year outlook. This exercise has reinforced our<br />

confidence in being able to deliver very healthy growth over<br />

the next decade. This ability of <strong>Dexia</strong> to set our ambitions<br />

over such a time span demonstrates that our <strong>com</strong>mitment<br />

is long lasting. It rests not only on the excellence and<br />

motivation of our people, but also on very good visibility<br />

stemming from the very nature of our franchises. This gives<br />

us a strategic advantage which has proved its worth year<br />

after year. Each member of the staff now “owns” the plan,<br />

shares its ambitions and is set to move forward with <strong>Dexia</strong><br />

into the next ten years. This means that all the talents in the<br />

Group are being deployed with energy and passion towards<br />

the achievement of our goals. <strong>Dexia</strong> is more than ever ready<br />

to progress and enrich its development on its two pillars: as<br />

a European banking group, world leader in Public/Project<br />

Finance.<br />

Another reason for great pride and excitement is that we<br />

have been able to shape a new organizational model which<br />

has already proved its power and efficiency. <strong>Dexia</strong> functions<br />

as one <strong>com</strong>pany, and our operation today in thirty different<br />

countries under business models that are not always similar,<br />

is entirely seamless. The <strong>com</strong>mon values are clear to all, and<br />

senior management has a perfect understanding that the<br />

priority is to work on <strong>Dexia</strong>’s success as a whole. Our key<br />

projects are led by the heads of the business lines and those<br />

of the strategic functions across the Board, all of whom<br />

are totally empowered. Similarly, the operating entities<br />

are clearly organized and focused towards the generation<br />

of business and the delivery of earnings on their local<br />

markets. Each executive is on a yearly management contract<br />

defining the objectives and means, and containing all the<br />

necessary provisions to reward achievements and sanction<br />

short<strong>com</strong>ings.<br />

A final reason for pride is that all these profound changes<br />

have not precluded us from developing our day-to-day<br />

business, from fighting efficiently against fierce <strong>com</strong>petition,<br />

and from continuing to deliver value and growth. Once<br />

again this year, activity has been excellent. <strong>Dexia</strong> succeeded<br />

in increasing its originations, in<strong>com</strong>e and earnings per share.<br />

Costs remained under good control overall, despite the fact<br />

that many developments, reorganizations and relocations<br />

were undertaken during the year, and that new closures<br />

and/or divestitures took place. In particular, activity in Public/<br />

Project Finance continued to be buoyant in <strong>2006</strong>, with longterm<br />

<strong>com</strong>mitments jumping 14.5%, and net par outstanding<br />

insured by FSA rising 7.1% in one year. Net underlying<br />

in<strong>com</strong>e rose 14.1%, and with a return on economic equity<br />

of 22.9% the business line continued to deliver very high<br />

profitability. Similarly, Personal Financial Services achieved<br />

a very good <strong>com</strong>mercial performance again this year, with<br />

customer assets growing by 5.3%, and loans by 11.8%.<br />

Net underlying in<strong>com</strong>e rose 13.1% in the business line, as<br />

8 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


MESSAGE FROM THE CHAIRMEN<br />

MANAGEMENT REPORT<br />

a result of robust revenue growth and well-contained cost<br />

progression. In the other business segments, results have<br />

been equally good: net underlying in<strong>com</strong>e was up 31.7%<br />

in Asset Management, 12.1% in Insurance Services, 51.4%<br />

in Investor Services and 11.2% in Treasury and Financial<br />

Markets. All these good underlying performances <strong>com</strong>bined<br />

with a number of one-offs during the year to create a very<br />

healthy bottom line in<strong>com</strong>e amounting to EUR 2,750 million,<br />

34.9% above the very good performance of the previous<br />

year.<br />

Of course, the major change which occurred during the<br />

year was the acquisition of DenizBank which is now 99.8%<br />

owned by <strong>Dexia</strong>. As discussed on many occasions during<br />

the year, this is a move which almost perfectly reflects the<br />

strategic path <strong>Dexia</strong> is taking, and one opportunity which<br />

we expect will bring a great deal to <strong>Dexia</strong> in terms of<br />

growth and strategic penetration in a very important new<br />

market. From the fourth quarter of <strong>2006</strong>, DenizBank is<br />

fully consolidated into <strong>Dexia</strong>, and the integration process is<br />

already well on its way. The acquisition was financed partly<br />

with the proceeds from divestitures, partly with excess capital<br />

available, and finally through the issuance of ordinary shares<br />

and hybrid Tier 1 instruments. This brings <strong>Dexia</strong>’s earnings<br />

per share in <strong>2006</strong> to EUR 2.49, up 33.2% on 2005.<br />

DenizBank, which has clearly triggered changes of portfolio<br />

allocations among certain types of shareholders. <strong>Dexia</strong>’s<br />

management is conscious of market attitudes in such<br />

circumstances, and, in this environment, assesses share<br />

performance in a long-term perspective.<br />

Turning to capital management, in <strong>2006</strong> <strong>Dexia</strong> has done<br />

what was announced on several occasions in previous years:<br />

at times when capital is in excess, shares are bought back,<br />

and when capital is needed for a project, we must turn<br />

to the market. After three years and a first quarter <strong>2006</strong><br />

marked by share buy-backs, <strong>Dexia</strong> raised share capital in<br />

the market in September <strong>2006</strong>, under good timing and<br />

cost conditions. We intend to continue with such discipline,<br />

constantly bearing in mind our policy of maintaining a high<br />

level of solvency and superior credit ratings.<br />

I would like to close by conveying my warmest thanks to my<br />

33,000 colleagues, women and men, who worked very hard,<br />

often making sacrifices in their personal and family lives,<br />

contributing to all <strong>Dexia</strong>’s achievements in <strong>2006</strong>. I know that<br />

2007 will be another year of excitement and pride for all of us.<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

The <strong>Dexia</strong> share performance continued to make progress<br />

in <strong>2006</strong>, with a rise of 6.5% over the year, but lower<br />

than the Eurostoxx Banks index (which rose +22.5%),<br />

the CAC 40 (+17.5%), or the BEL20 (+23.6%). The relative<br />

underperformance among industry peers results in part<br />

from intensive general M&A activity during the year, notably<br />

in Italy. As for <strong>Dexia</strong>, the share price was influenced by<br />

the announcement of the acquisition/financing scheme of<br />

Axel Miller<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 9


GROUP PRESENTATION<br />

GROUP<br />

PRESENTATION<br />

CORPORATE PROFILE<br />

A EUROPEAN BANK, WORLD LEADER<br />

IN PUBLIC FINANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> was born of the alliance in 1996, of two major institutions<br />

in local public finance in Europe: Crédit local de France<br />

and Crédit Communal de Belgique. Both institutions, together<br />

with Banque Internationale à Luxembourg (BIL) were united in<br />

1999 into one publicly-quoted <strong>com</strong>pany named <strong>Dexia</strong>. This<br />

was one of the very first cross-border mergers in the European<br />

banking sector. Today, <strong>Dexia</strong> ranks among the top 20 largest<br />

banks in Euroland, and builds its strategy on two pillars:<br />

Universal Banking in Europe (Belgium, Luxembourg, Slovakia,<br />

Turkey) and a worldwide leadership in Public/Project Finance.<br />

Two pillars: Universal Banking in Europe and<br />

Public/Project Finance worldwide<br />

<strong>Dexia</strong> is a leading retail bank, and serves 5.5 million customers<br />

in Belgium, Luxembourg, Slovakia and Turkey.<br />

Over the years, <strong>Dexia</strong> has developed an entire range of banking<br />

services catering for individual customers, small and<br />

medium-sized enterprises and institutional clients and it is an<br />

active player in asset management, insurance, investor services<br />

and capital markets.<br />

Since its merger in 1999 and the acquisition in 2000 of<br />

Financial Security Assurance (FSA) in the United States, <strong>Dexia</strong><br />

has be<strong>com</strong>e the world’s largest player in local public finance.<br />

<strong>Dexia</strong>’s high level of expertise, its long-term horizon and the<br />

very high solvency of its customers, grant a superior quality<br />

of franchise. <strong>Dexia</strong> develops its strategy in this area on a<br />

global scale.<br />

BUSINESS LINES<br />

Public/Project Finance and Credit Enhancement<br />

CORPORATE PROFILE 10<br />

STRATEGY 13<br />

ACTIVITIES OF THE BUSINESS LINES –<br />

CORPORATE MODEL 15<br />

GROUP ORGANIZATION 18<br />

MAIN ACTIVITIES AND EVOLUTION<br />

OF DEXIA IN <strong>2006</strong> AND THE BEGINNING OF 2007 22<br />

<strong>Dexia</strong> has a well-deserved reputation for global leadership<br />

in public finance. This business line is especially exercised by<br />

<strong>Dexia</strong> Crédit local and its branch offices, and by subsidiaries<br />

established in thirty countries worldwide. The main subsidiaries<br />

are located in France, Belgium, Italy, North America and<br />

Mexico, Germany, Spain, the UK, Scandinavia, Switzerland<br />

Austria, Slovakia, Poland, Romania, the Czech Republic, Australia,<br />

Israel, Bulgaria, Hungary and Japan. In this enormous<br />

market, characterized by high-quality borrowers seeking to<br />

finance vast and growing public infrastructure needs, <strong>Dexia</strong><br />

has a wealth of profitable business opportunities and strong<br />

prospects for international growth. Scale, innovation, expertise<br />

and a long-term view are the key ingredients of <strong>Dexia</strong>’s<br />

success in this business line, which generates more than half<br />

of <strong>Dexia</strong>’s earnings. <strong>Dexia</strong> participates in this market through<br />

a variety of activities which include basic lending, bond execution,<br />

highly-structured projects and credit enhancement.<br />

In addition, <strong>Dexia</strong> offers insurance, payment, asset management<br />

and other services to its clients.<br />

10 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GROUP PRESENTATION<br />

Personal Financial Services<br />

In Belgium, <strong>Dexia</strong> Bank is one of the country’s top players<br />

in retail banking. It offers a <strong>com</strong>plete range of banking and<br />

insurance services to a clientele of households and small and<br />

medium-sized enterprises. Similarly, <strong>Dexia</strong> BIL is a major retail<br />

bank in Luxembourg. <strong>Dexia</strong> banka Slovensko is a retail bank in<br />

Slovakia. In <strong>2006</strong>, <strong>Dexia</strong> acquired DenizBank, the sixth largest<br />

privately-owned bank in Turkey.<br />

An important private banking business has been developed<br />

over the years. <strong>Dexia</strong> has also acquired or developed units and<br />

joint ventures in a number of European countries including<br />

Belgium, Luxembourg, France, Spain and Switzerland.<br />

Treasury and Financial Markets<br />

<strong>Dexia</strong>’s principal businesses give the Group an intensive presence<br />

in the capital markets, both for funding and managing<br />

the Group’s balance sheet and for structuring sophisticated<br />

products and solutions for clients of the various business lines.<br />

This business segment not only provides key support to the<br />

entire Group, it also functions as an important profit center<br />

generating substantial earnings.<br />

Asset Management, Insurance and Investor<br />

Services<br />

<strong>Dexia</strong> Asset Management has built a strong reputation in<br />

Europe and today distributes more than a third of its products<br />

to institutions and through third-party channels. <strong>Dexia</strong> Insurance<br />

Services supplies all the life and nonlife insurance products<br />

sold in the retail networks of the Group in Belgium and<br />

Luxembourg and in France. In Investor Services, RBC <strong>Dexia</strong><br />

Investor Services was set up as a joint venture with Royal Bank<br />

of Canada in <strong>2006</strong>. Today it ranks among the ten largest custodian<br />

banks worldwide.<br />

EXPERTISE, PERFORMANCE AND RATING<br />

<strong>Dexia</strong>’s success lies not only in its well-established franchise<br />

and strong distribution skills, but also in its ability to conceive<br />

efficient products and develop innovative solutions to meet<br />

its clients’ financial needs. In all business lines, <strong>Dexia</strong> has<br />

been able to attract and deploy the best professional skills.<br />

It exercises the highest standards in terms of underwriting,<br />

risk monitoring, operational disciplines and product performance.<br />

<strong>Dexia</strong> has one of the highest credit ratings in the banking<br />

industry: its three main entities – <strong>Dexia</strong> Crédit Local, <strong>Dexia</strong><br />

Bank and <strong>Dexia</strong> BIL – are AA/Aaa/AA+ rated; two of its subsidiaries<br />

in Europe issue AAA rated secured bonds; finally FSA,<br />

one of the four largest bond insurers in the US is a triple A<br />

rated <strong>com</strong>pany.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

SIMPLIFIED GROUP STRUCTURE<br />

<strong>Dexia</strong> SA<br />

Headquarters Brussels and Paris<br />

COMPTES SOCIAUX<br />

Financial<br />

Security<br />

Assurance<br />

99.7 %<br />

<strong>Dexia</strong><br />

Crédit Local<br />

100%<br />

<strong>Dexia</strong> Banque<br />

Internationale<br />

à Luxembourg<br />

99.9%<br />

<strong>Dexia</strong><br />

Bank<br />

Belgium<br />

100%<br />

DenizBank<br />

99.8 %<br />

<strong>Dexia</strong><br />

Crediop<br />

70%<br />

<strong>Dexia</strong><br />

Sabadell<br />

Banco Local<br />

60%<br />

<strong>Dexia</strong><br />

Kommunalbank<br />

Deutschland<br />

100%<br />

<strong>Dexia</strong><br />

Kommunalkredit<br />

Bank<br />

74.9%<br />

<strong>Dexia</strong><br />

Municipal<br />

Agency<br />

100%<br />

<strong>Dexia</strong><br />

Sofaxis<br />

100%<br />

<strong>Dexia</strong><br />

Asset<br />

Management<br />

100%<br />

RBC<br />

<strong>Dexia</strong><br />

Investor<br />

Services<br />

50%<br />

<strong>Dexia</strong><br />

Insurance<br />

Belgium<br />

99.6%<br />

Percentages refer to direct and indirect holdings.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 11


GROUP PRESENTATION<br />

HISTORY OF THE GROUP<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

1860 Creation of Crédit Communal de Belgique.<br />

1987 Creation of Crédit local de France.<br />

1991 First listing of Crédit local de France on the Paris<br />

Stock Exchange.<br />

Crédit Communal de Belgique be<strong>com</strong>es majority<br />

shareholder of Banque Internationale à Luxembourg<br />

(BIL), the oldest established bank in Luxembourg<br />

(1856).<br />

1996 Creation of <strong>Dexia</strong>, through a business alliance<br />

between Crédit Communal de Belgique and Crédit<br />

local de France. The two partners begin operating<br />

as a Group under a structure organized around<br />

two holding <strong>com</strong>panies; <strong>Dexia</strong> Belgium, listed on<br />

the Brussels Stock Exchange (BEL20-index), and<br />

<strong>Dexia</strong> France listed on the Paris Stock Exchange<br />

(CAC 40-index).<br />

1997 Acquisition of a 40% stake in Crediop, a leading<br />

player in the Italian local public finance market.<br />

1999 April: buyout of BIL’s minority shareholders.<br />

June: <strong>Dexia</strong> be<strong>com</strong>es majority shareholder of<br />

Crediop (60%).<br />

June: acquisition in Belgium of Elvia Assurances,<br />

renamed <strong>Dexia</strong> Insurance.<br />

November: <strong>Dexia</strong> be<strong>com</strong>es shareholder of Otzar<br />

Hashilton Hamekomi (Israel).<br />

December: creation of a single holding <strong>com</strong>pany,<br />

<strong>Dexia</strong> SA, by means of a public offer by <strong>Dexia</strong> Belgium<br />

on <strong>Dexia</strong> France shares. <strong>Dexia</strong> is quoted in<br />

Brussels, Paris and Luxembourg. A unified management<br />

structure is established for the entire Group.<br />

2000 <strong>Dexia</strong> acquires FSA, a leading <strong>com</strong>pany in credit<br />

enhancement for municipal bond issuers in the US,<br />

and Bank Labouchere in the Netherlands.<br />

2001 July: <strong>Dexia</strong> acquires Artesia Banking Corporation<br />

in Belgium through a capital increase reserved to<br />

Arcofin, Artesia BC’s shareholder.<br />

July: <strong>Dexia</strong> acquires Kempen & Co through a public<br />

tender bid.<br />

December: increase of the equity interest in <strong>Dexia</strong><br />

Crediop from 60% to 70%.<br />

2002 January: <strong>Dexia</strong>m and Cordius Asset Management,<br />

Artesia BC’s subsidiary, merge to form <strong>Dexia</strong> Asset<br />

Management.<br />

April: <strong>Dexia</strong> Bank, Artesia Banking Corporation,<br />

BACOB and Artesia Services merge under the name<br />

<strong>Dexia</strong> Bank Belgium.<br />

May: increase of the equity interest in DVV Insurance,<br />

from 82% to 99%.<br />

2003 July: <strong>Dexia</strong> sells its monitory stake in Landbouwkrediet<br />

NV (Crédit agricole de Belgique).<br />

September: <strong>Dexia</strong> takes over the stake of the<br />

minority shareholders in its German subsidiary <strong>Dexia</strong><br />

HypothekenBank Berlin (now <strong>Dexia</strong> Kommunalbank<br />

Deutschland), active in local public finance.<br />

2004 November: <strong>Dexia</strong> sells its shares in Kempen & Co.<br />

November: acquisition of FMS Hoche, a specialist<br />

fund-administration <strong>com</strong>pany based in France.<br />

2005 June: <strong>Dexia</strong> and Royal Bank of Canada announce<br />

the <strong>com</strong>bination of their institutional investor services<br />

business in an equally-owned joint venture<br />

named RBC <strong>Dexia</strong> Investor Services (effective since<br />

January 1, <strong>2006</strong>).<br />

June: DVV Insurance and <strong>Dexia</strong> Insurance merge<br />

to form a new insurance <strong>com</strong>pany named <strong>Dexia</strong><br />

Insurance Belgium.<br />

October: <strong>Dexia</strong> sells its subsidiary Eural SA.<br />

December: <strong>Dexia</strong> has been granted a banking<br />

license in Canada and in Mexico.<br />

<strong>2006</strong> May: <strong>Dexia</strong> acquires a controlling interest (75%) in<br />

DenizBank, the sixth largest privately-owned bank<br />

in Turkey.<br />

September: <strong>Dexia</strong> announces the successful <strong>com</strong>pletion<br />

of a EUR 1.2 billion capital increase through<br />

an accelerated book build offering, with a view to<br />

financing part of the acquisition of DenizBank.<br />

October: <strong>Dexia</strong> opens <strong>Dexia</strong> Public Finance (Switzerland),<br />

a “foreign bank representation in Switzerland”<br />

specializing in public finance.<br />

November: <strong>Dexia</strong> has been granted a banking<br />

license in Japan.<br />

December: <strong>Dexia</strong> sells its subsidiary Banque Artesia<br />

Nederland.<br />

December: Following a successful mandatory tender<br />

offer, the shareholding of <strong>Dexia</strong> in DenizBank<br />

stands at 99.74%.<br />

12 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GROUP PRESENTATION<br />

STRATEGY<br />

A development strategy aligned to the Group’s two pillars:<br />

Universal Banking in Europe and Public/Project Finance<br />

worldwide.<br />

BUILDING ON TWO PILLARS<br />

That growth will be well sustained by demographic evolutions<br />

which will deeply influence the volumes and the nature of<br />

banking services to be provided to individual clients, both as a<br />

Retail Bank and as a Private Bank. Benefiting from its position<br />

as leader on these rich markets, in Belgium and in Luxembourg,<br />

and from a key position in Turkey, <strong>Dexia</strong> is uniquely<br />

positioned to continue its development by exploiting its<br />

know-how and its skills in this growing market.<br />

Since 1996, <strong>Dexia</strong> has developed a Universal Banking activity<br />

deeply anchored in Belgium, Luxembourg, Slovakia and Turkey,<br />

<strong>com</strong>bined with a world leadership in Public/Project Finance.<br />

A pioneer in European cross-border consolidation and working<br />

to the maxim “no achievement without <strong>com</strong>mitment”,<br />

during the first half year <strong>2006</strong> <strong>Dexia</strong> carried out a strategic<br />

review which allowed to elaborate a development plan for<br />

the next ten years. That plan was approved by the Board of<br />

Directors on September 5, <strong>2006</strong>, and the main themes of this<br />

strategy were published on September 26, <strong>2006</strong>.<br />

<strong>Dexia</strong>’s future will be built on the two pillars of its current<br />

activity:<br />

• the development of its Universal Banking activity beyond<br />

its traditional markets, so that it be<strong>com</strong>es a leading European<br />

operator. This strategic direction will not only enable the most<br />

to be made of the significant growth potential specific to this<br />

activity, but also greater advantage to be taken of the opportunities<br />

which exist in the field of Public/Project Finance;<br />

• the anchoring and constant strengthening of its world<br />

leadership in public/project finance, through continuing geographic<br />

expansion, based on an innovative and varied range<br />

of products.<br />

The Group’s ambition is therefore to give even greater power<br />

to its two principal growth drivers. The simultaneous strengthening<br />

of these two pillars gives the Group a balanced portfolio<br />

of activities, enlarges its sources of finance, enables optimum<br />

use to be made of capital, increases the client base and opens<br />

up even better development prospects.<br />

<strong>Dexia</strong> will continue to develop its business lines in an energetic<br />

but balanced manner, maintaining its founding values<br />

with regard to risk and financial soundness, and acting with<br />

the long term in view.<br />

<strong>Dexia</strong>’s strength will continue to rest in its ability to <strong>com</strong>bine<br />

long-term <strong>com</strong>mitment to its clients, financial stature, knowhow,<br />

reputation and historical local presence.<br />

A WIDE AND PROMISING HORIZON<br />

<strong>Dexia</strong>’s business lines give extremely good visibility of market<br />

growth and client needs. The strategic review carried out<br />

by <strong>Dexia</strong> demonstrates that its environment abounds with<br />

opportunities.<br />

Extending Universal Banking activities in Europe<br />

Continuing to develop services in Public/Project<br />

Finance<br />

The world market for local public debt is estimated at<br />

USD 5,000 billion at present, and this should grow by<br />

USD 1,500 billion (in constant currency) over the next ten<br />

years, a new business volume equal to or more than three<br />

times the current <strong>Dexia</strong> Group <strong>com</strong>mitments in this field.<br />

In the developed regions of the world, demographic evolutions<br />

will result in the need for major infrastructure projects<br />

(hospitals, education, energy etc.). In the developing regions<br />

there will be requirements to construct or to update essential<br />

infrastructures (water, waste treatment, transport, energy<br />

etc.).<br />

The volumes involved will be considerable, and the sophistication<br />

of financial solutions will increase constantly. A world<br />

leader in this market, <strong>Dexia</strong> is already strongly positioned and,<br />

by virtue of its size and its innovation skills, it will be able to<br />

grasp the many opportunities which are sure to arise.<br />

Furthermore, <strong>Dexia</strong> has a particularly good knowledge of its<br />

clients, especially of their solvency and their future needs.<br />

As a consequence it has an unmatched ability on this market<br />

to design and to distribute savings and long-term investment<br />

products, relying on underlying assets of extremely high<br />

quality, in relation to the local public sector and essential<br />

infrastructures.<br />

Expertise in the service of growth<br />

As for Treasury and Financial Markets, a huge opportunity for<br />

<strong>Dexia</strong> in <strong>com</strong>ing years will be grasped by <strong>com</strong>bining its financial<br />

market expertise with its know-how in providing financial<br />

services to the public sector. This new field of opportunities,<br />

as well as the development of the sales force and institutional<br />

client base, will enable the Group even further to improve on<br />

its current strengths and to sustain its growth.<br />

New growth opportunities in Asset Management will be<br />

aligned principally to new institutional client segments, new<br />

pension products for the private and institutional markets and<br />

widening distribution via third parties outside <strong>Dexia</strong>’s own distribution<br />

networks.<br />

For Investor Services, the acceleration of growth on existing<br />

and recently-penetrated markets, and the enlargement of its<br />

range of products are all part of the strategy <strong>Dexia</strong> will follow<br />

in order to strengthen this flourishing sector of activity.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

In the field of Universal Banking, the growth of European markets<br />

will be robust, as a result of the convergence of equipment<br />

rates, banking penetration rates, the effects of scale and<br />

synergies in the consolidation of the banking sector, hailed<br />

both by the European Commission and by consumers.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 13


GROUP PRESENTATION<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

THE AIM OF SOLID FINANCIAL<br />

PERFORMANCE ON A THREE-YEAR HORIZON<br />

The objectives defined within the context of the strategic<br />

review on a 2009-horizon and <strong>com</strong>municated to the market<br />

on September 26, <strong>2006</strong> illustrate the Group’s confidence in<br />

its ability to deliver autonomously extremely good operational<br />

and financial performances, principally:<br />

• target underlying cost-in<strong>com</strong>e ratio of less than 52% in<br />

2009;<br />

• target return on equity (Core ROE) of a minimum 15% at an<br />

underlying level and 16% at an overall level;<br />

• deliver an average 10% annual gowth, both of underlying<br />

net in<strong>com</strong>e and earnings per share;<br />

• target earnings per share of EUR 2.47 in 2009 (EUR 2.35<br />

underlying);<br />

• a dividend per share increasing by at least 10% per annum.<br />

AMBITIONS FOR THE NEXT FIVE YEARS<br />

The strategic review carried out in <strong>2006</strong> also included an examination<br />

of the <strong>com</strong>petitive environment on a longer horizon and<br />

led to the definition of Group ambitions at three levels.<br />

Geographic<br />

• Significantly improve <strong>Dexia</strong>’s position as a Universal Bank in<br />

Europe.<br />

• Acquire a very much larger international presence than<br />

at present in Public/Project Finance. The historical markets<br />

(France and Belgium), which these days represent about one<br />

half of the business line’s earnings, should forthwith only represent<br />

a third.<br />

Positions<br />

• Capitalize on a multi-channel distribution banking model,<br />

relying on high-performance production units, for the extension<br />

and deepening of goodwill in Retail and Private Banking.<br />

• Confirm <strong>Dexia</strong>’s world leadership in the field of Public<br />

Finance.<br />

• Maintain a place among the top ten world institutions for<br />

project infrastructure finance.<br />

• Be<strong>com</strong>e a benchmark operator for Asset Management in<br />

Europe, including a strategic presence at an international level<br />

(products and distribution).<br />

• Maintain a place among the top ten world institutions in the<br />

field of fund administration.<br />

Financial soundness<br />

• Maintain, or improve, the Group’s financial rating.<br />

PROSPECTS ON A TEN-YEAR HORIZON<br />

The strategic review carried out in <strong>2006</strong> also related to prospects<br />

on a ten-year horizon. Supported by its extremely good<br />

vision of future markets, <strong>Dexia</strong> is confident of its ability auton-<br />

omously to deliver an average annual in<strong>com</strong>e growth in the<br />

order of 10%, whilst by virtue in particular of the expected<br />

effect of the new Basel II regulations generating significant<br />

amounts of surplus capital <strong>com</strong>pared to its own self-financing<br />

requirements.<br />

A FUTURE DEVELOPMENT<br />

ON TWO FRONTS<br />

The development project will be implemented on two fronts.<br />

It will continue to be organic<br />

• In Universal Banking, <strong>Dexia</strong> will continue to develop on<br />

those markets, extending the range of its retail and private<br />

banking services to individual clients and further improving<br />

the efficiency of its multi-channel approach to distribution,<br />

whilst investing in order to accentuate its privileged position<br />

on those growth markets.<br />

• In Public/Project Finance, <strong>Dexia</strong> can efficiently deploy its<br />

various intervention models, in the most appropriate manner,<br />

depending upon the markets concerned: representative<br />

offices, own branches, subsidiaries or joint ventures with local<br />

partners.<br />

It can also take other forms<br />

• In Universal Banking, <strong>Dexia</strong> will also take opportunities<br />

which will enable it, by capitalizing on its know-how and its<br />

current positions, to continue its development on a European<br />

scale, whether by concluding partnerships or by carrying out<br />

external growth transactions.<br />

• In Public/Project Finance, although acquisition opportunities<br />

are rare, developments are nonetheless bound to occur in<br />

the medium to long term. In fact, public or private actors on<br />

this market will have to deal with the effects of “standard”<br />

products be<strong>com</strong>ing <strong>com</strong>monplace, if they cannot, as <strong>Dexia</strong><br />

has already been doing for a long time, develop the tools<br />

enabling them to offer clients specific and <strong>com</strong>plete solutions<br />

giving good added value. Major and long-term trends,<br />

observed at a world level, of disengaging public powers from<br />

the field of local authority finance will also offer significant<br />

opportunities.<br />

• In its capital market activities, <strong>Dexia</strong> will resolutely support<br />

Public/Project Finance and Universal Banking by developing<br />

its franchises on the capital markets, in particular with<br />

regard to origination, structuring and investment. By developing<br />

the access of institutional and individual clients to public<br />

and long-term infrastructure asset classes, <strong>Dexia</strong> will further<br />

strengthen its unique position as specialist intermediary in the<br />

field of public finance.<br />

• In the activities of Asset Management, Insurance and<br />

Investor Services, <strong>Dexia</strong> will continue its strong growth<br />

observed over recent years, and continue to position those<br />

activities in relation to market evolution, specific developments<br />

in each of those industries, and their specific investment<br />

requirements.<br />

14 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GROUP PRESENTATION<br />

All these projects will be examined in observance of strict<br />

internal rules taking account of the careful examination of<br />

risks, return of investment for projects, and the creation of<br />

strategic value for <strong>Dexia</strong>, its members of staff, its clients and<br />

its shareholders.<br />

ACTIVITIES OF THE BUSINESS LINES<br />

CORPORATE MODEL<br />

The alliance between Crédit local de France and Crédit Communal<br />

de Belgique in 1996 aimed at creating a universal bank<br />

on a European scale with, inter alia, the ambition to be<strong>com</strong>e<br />

the world leader in public finance. By pooling the respective<br />

domestic leaderships of the two founding institutions, <strong>Dexia</strong><br />

was able to develop such a strategy most successfully.<br />

Following the effective merger in 1999, <strong>Dexia</strong> has thus be<strong>com</strong>e<br />

one of the twenty largest banks in the euro zone (by market<br />

capitalization), and today it addresses two main markets:<br />

• on a European scale, individuals, small and medium-sized<br />

enterprises and institutional clients;<br />

• on a global scale, local public authorities, borrowers with a<br />

similar profile (hospitals, schools, social housing institutions<br />

and other institutions of the non-profit sector) and essential<br />

infrastructure project finance sponsors.<br />

The alliance has fulfilled and even exceeded its initial ambitions.<br />

<strong>Dexia</strong> was able to expand all its activities in several<br />

directions: the product offer is now wide-ranging in the two<br />

markets it serves; the client base has been strongly developed<br />

both in number and type; lastly, the geographic scope of the<br />

Group is now much broader, with a presence in 33 countries.<br />

Today, <strong>Dexia</strong> counts among the very few banking institutions<br />

which hold a global leadership position in one specific business<br />

(Public/Project Finance) whilst being a strong local retail<br />

player in some European countries: Belgium, Luxembourg,<br />

Slovakia and, since <strong>2006</strong>, Turkey.<br />

This presence gives <strong>Dexia</strong> a unique spread in terms of portfolio<br />

mix and geographic contributions to earnings. After a decade<br />

of existence, <strong>Dexia</strong> has not only increased its size – net in<strong>com</strong>e<br />

and market capitalization have quadrupled since inception<br />

– but it has also built a renowned worldwide franchise in the<br />

area of Public/Project Finance, a very strong regional presence<br />

in Personal Financial Services, and established its name very<br />

soundly on the financial markets.<br />

• In the Public/Project Finance arena, <strong>Dexia</strong> can today engineer<br />

and execute all forms of transactions: long and short-term<br />

credit facilities, ranging from traditional to more sophisticated<br />

schemes; debt management services; credit enhancement of<br />

municipal bonds and asset-backed securities; arrangement<br />

and underwriting of infrastructure projects. As an illustration<br />

of the latter capability, <strong>Dexia</strong> is regularly listed among the<br />

“Top Ten” worldwide league of project finance players.<br />

• In terms of international development, <strong>Dexia</strong>’s presence<br />

has been dramatically enlarged, to a large extent in the<br />

United States following the acquisition of FSA in 2000, and<br />

also through several moves in European countries, and more<br />

recently in Canada, Mexico and Japan. The Group has constructed<br />

its presence in various ways, either through branches,<br />

wholly-owned subsidiaries or joint ventures.<br />

• In Personal Financial Services, <strong>Dexia</strong> is today one of the three<br />

largest universal banks in Belgium and Luxembourg, and,<br />

through DenizBank, one of the six largest privately-owned<br />

banks in Turkey. In all the above markets, <strong>Dexia</strong>’s position is<br />

significant in asset-gathering and lending.<br />

• In the financial markets, the marriage of the two institutions<br />

has given <strong>Dexia</strong> a considerably greater visibility: the Group is<br />

one of the largest private issuers of long-term bonds and one<br />

of the very large counterparts in interest rate derivatives. The<br />

growing sophistication of the products offered to clients has<br />

developed a substantial business flow and revenue base for the<br />

Group.<br />

• Initially established to support the <strong>com</strong>mercial efforts of<br />

<strong>Dexia</strong> in its two main markets, some specialist subsidiaries<br />

have been successfully developed in the areas of Asset Management<br />

and Insurance Services. Their products show good<br />

performances and are sold both in the proprietary distribution<br />

networks of the Group and now more importantly through<br />

third party channels. In the area of Investor Services, <strong>Dexia</strong> has<br />

constructed a strong franchise in Europe which was brought<br />

into a joint venture with the Royal Bank of Canada a year and<br />

a half ago, to form RBC <strong>Dexia</strong> Investor Services. This young<br />

<strong>com</strong>pany already boasts a very high profile and global ranking<br />

among global institutions offering custodian and fund administration<br />

services.<br />

The <strong>Dexia</strong> business model is today <strong>com</strong>parable to that of its<br />

European peers, with a spread of contributions from retail<br />

networks, institutional clientele, and capital market and specialist<br />

activities. Like any other bank, <strong>Dexia</strong> generates value<br />

on the strengths of its multi-million client base in Belgium,<br />

Luxembourg, Slovakia and Turkey, where it enjoys good market<br />

shares and offers “state of the art” products and services.<br />

But <strong>Dexia</strong> is also a unique player in the financial services industry,<br />

as the world leader in Public/Project Finance. In this area,<br />

its business model is in fact a <strong>com</strong>bination of several business<br />

models: it can be a “retail” approach – as in Belgium and now<br />

Turkey – where the <strong>com</strong>plete range of services is offered to<br />

local authorities and/or project finance sponsors; it can also be<br />

a “wholesale/investment banking” approach – as adopted in<br />

France, Italy or the United States – where only some products<br />

or services, with high added value, are offered to selected segments<br />

of the market.<br />

This capacity to carry on the business in different ways gives<br />

<strong>Dexia</strong> a major <strong>com</strong>petitive advantage in the deployment of<br />

its international strategy. For instance, <strong>Dexia</strong> has established<br />

successfully in Spain and Austria by establishing a joint, highly<br />

specialized, public finance subsidiary with a local retail bank<br />

which operates on the local market. In other cases, following<br />

an acquisition, <strong>Dexia</strong> wholly or partly owns a <strong>com</strong>pany conducting<br />

specialist activities (e.g. <strong>Dexia</strong> Crediop in Italy; FSA,<br />

a US major in the credit enhancement of municipal bonds;<br />

or <strong>Dexia</strong> Kommunalbank Deutschland – formerly <strong>Dexia</strong><br />

HypothekenBank Berlin –, a holder and manager of German<br />

public authority funding instruments). Lastly, <strong>Dexia</strong> may own<br />

and directly operate a fully-fledged “bank of the municipalities”,<br />

such as <strong>Dexia</strong> Banka in Slovakia, which operates a similar<br />

business model to that of <strong>Dexia</strong> Bank in Belgium.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 15


GROUP PRESENTATION<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Not only has <strong>Dexia</strong> all the means to deploy its strategy by<br />

applying the right business model in the right place, but its<br />

established experience in public finance has also allowed it, in<br />

many countries, to transform a “demand-side” market – where<br />

the products are quasi-<strong>com</strong>modities and where winning a<br />

transaction is only a matter of price – into a “supply-side”<br />

market where public finance customers are willing to discuss<br />

all possible solutions to their overall financial and risk management<br />

needs.<br />

<strong>Dexia</strong> is organized in business lines, managed as profit<br />

centers for strategy, marketing, budgeting and <strong>report</strong>ing<br />

purposes.<br />

• Public/Project Finance and Credit Enhancement covers<br />

the activities of Municipal Finance, Project Finance, Credit<br />

Enhancement and Corporate Lending. Municipal Finance<br />

consists of financing the needs of local public authorities or<br />

other public service organizations, in the form of direct loans,<br />

signed <strong>com</strong>mitments, liquidity guarantees or the purchase of<br />

securities issued by customers. <strong>Dexia</strong> offers its clients an entire<br />

range of products – including structured loans as well as debt<br />

management – to optimize their debt portfolio profile and<br />

efficiency. As indicated above, <strong>Dexia</strong> is also one of the major<br />

players worldwide in Project Finance. Its approach is selective,<br />

in line with the Group’s risk policy: priority is given to essential<br />

infrastructures (transportation, environment etc.) and<br />

the renewable energy sector. As one of the largest banks in<br />

Belgium, <strong>Dexia</strong> also supplies finance to corporate borrowers.<br />

Through its New York based AAA-rated subsidiary, Financial<br />

Security Assurance (FSA), <strong>Dexia</strong> insures municipal bonds and<br />

infrastructure deals, as well as asset-backed securities (ABS)<br />

essentially in pooled corporate, consumer loans and mortgage<br />

sectors.<br />

• Personal Financial Services. The strategic focus of this<br />

segment is the distribution of its own products and services<br />

as well as those created in other business lines of the Group<br />

(primarily <strong>Dexia</strong> Asset Management, <strong>Dexia</strong> Insurance Services<br />

and Treasury and Financial Markets – TFM), to a clientele predominantly<br />

<strong>com</strong>posed of individuals (including affluent and<br />

high net worth individuals, professionals and self-employed),<br />

as well as small and medium-sized <strong>com</strong>panies. The largest<br />

part of this activity is conducted in Belgium and Luxembourg,<br />

and since <strong>2006</strong>, in Turkey, all countries where a broad and<br />

<strong>com</strong>prehensive distribution apparatus exists. The networks, as<br />

they now stand in Belgium, stem from the integration of the<br />

<strong>Dexia</strong> Bank network and the BACOB/Artesia network acquired<br />

in 2001. The scaling-down objective set at that time for 2005<br />

has been exceeded. The network now has 802 branches operated<br />

by independent agents, and 217 branches run by bank<br />

employees. The integration of Artesia Banking Corporation<br />

was aimed at releasing substantial cost synergies, and that target<br />

has been achieved and even exceeded. The business line<br />

also operates units outside Belgium and Luxembourg. These<br />

involve various types of approach and/or product focus.<br />

The main areas are:<br />

– Turkey where the Group owns a 99.8% participation in Deniz-<br />

Bank, the sixth largest privately-owned bank in the country;<br />

– France where the Group holds a 20% participation in<br />

Crédit du Nord, and <strong>Dexia</strong> Epargne Pension, a specialist life<br />

insurance business;<br />

– Switzerland through <strong>Dexia</strong> Private Bank Switzerland;<br />

– Slovakia through <strong>Dexia</strong> banka Slovensko a bank with<br />

52 branches, which caters both for local public clients and the<br />

personal sector;<br />

– Spain where <strong>Dexia</strong> holds a 40% participation in Popular<br />

Banca Privada, a private banking joint venture with Banco<br />

Popular.<br />

• Treasury and Financial Markets (TFM) is a segment where<br />

the aim is in part to give support to the other business lines of<br />

the Group, and which is also partly run as a profit center in its<br />

own right. TFM provides short-term money market products<br />

and long-term funding for the Group, supporting the growth<br />

of the Group’s balance sheet. Through permanent innovation,<br />

TFM teams also develop the offer of a large range of capital<br />

market products (fixed in<strong>com</strong>e, structured products based on<br />

interest rates and equity derivatives, foreign exchange, securitization)<br />

to customers of the <strong>com</strong>mercial business lines (local<br />

authorities, corporate customers, retail and private clients,<br />

institutional investors, central banks, fund managers etc.).TFM<br />

also runs a securitization business, both on the American and<br />

the European markets. Lastly, TFM manages a bond portfolio<br />

(Credit Spread Portfolio), which contributes to ensuring a high<br />

level of liquidity for the Group and brings in a sizeable proportion<br />

of the business line’s earnings.<br />

• Asset Management. In this area, <strong>Dexia</strong> has successfully<br />

developed its own production capacity. In the first place this<br />

has related to mutual funds, considering the retail networks’<br />

growing demand for this kind of product, with increasing levels<br />

of sophistication. This expertise has then been extended to<br />

institutional investors, among <strong>Dexia</strong>’s traditional clients – for<br />

instance public sector institutions – but also to other institutions<br />

such as pension funds, endowments and foundations,<br />

via a professional distribution sales force. Today, <strong>Dexia</strong> Asset<br />

Management is the organization where asset management<br />

skills are concentrated. It is a significant European player, with<br />

four production centers in Belgium, Luxembourg, France and<br />

Australia, and client coverage in these four countries plus Italy,<br />

Spain, Switzerland, Germany, Austria, the United Kingdom,<br />

the Scandinavian countries. <strong>Dexia</strong> Asset Management manages<br />

a <strong>com</strong>plete range of products including equity, fixed<br />

in<strong>com</strong>e, money market and diversified funds. The <strong>com</strong>pany<br />

holds strong positions in specific areas such as alternative<br />

investment management and socially responsible investment<br />

funds. Products or mandates are distributed either through<br />

the various distribution channels (Retail and Private Banking<br />

networks, Public Finance customer base), through third<br />

party networks, or via its own pan-European sales force. More<br />

than half of the business <strong>com</strong>es from institutional mandates.<br />

<strong>Dexia</strong> Asset Management’s main objective is to keep delivering<br />

outstanding performances in its product range (60% of<br />

<strong>Dexia</strong> Asset Management’s products have been in the first<br />

two quartiles of sector peer group classification by Standard &<br />

Poor’s over the last three years), whilst achieving superior productivity<br />

(one of the best in Europe), through a strict control<br />

16 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GROUP PRESENTATION<br />

of operating costs. <strong>Dexia</strong> Asset Management will continue to<br />

leverage on the Group’s distribution networks, retail and private<br />

clients, public finance institutions, and will continue successfully<br />

to develop its activity towards institutional clients.<br />

• Insurance activities occupy an important place in <strong>Dexia</strong>’s<br />

business portfolio, with approximately 7.3% contribution<br />

to total revenues (excluding the business of FSA and <strong>Dexia</strong><br />

Sofaxis, which are <strong>report</strong>ed separately, within the Public/<br />

Project Finance business line, due to their specific nature).<br />

Insurance business is originated throughout the entire <strong>com</strong>mercial<br />

organization, but mostly in Personal Financial Services<br />

(64% of the total premium amount collected), and the balance<br />

of premiums is collected among the institutional clients<br />

of the Public/Project Finance business line (16%), and from<br />

third party networks which distribute <strong>Dexia</strong> products among<br />

their own clients (20%); this latter part of the <strong>com</strong>mercial<br />

production is <strong>report</strong>ed in the Asset Management, Insurance<br />

and Investor Services segment; this is also the segment where<br />

the operational (administration, back office, IT), financial<br />

and statutory management of the insurance <strong>com</strong>pany units<br />

is conducted. Within <strong>Dexia</strong>, insurance activity is largely a life<br />

business (89% of the total premiums collected in <strong>2006</strong>). Geographically,<br />

the majority of premiums are collected in Belgium<br />

(66%), and the balance <strong>com</strong>es essentially from France (mainly<br />

under the brand of “<strong>Dexia</strong> Epargne Pension”), and Luxembourg<br />

(mainly via “<strong>Dexia</strong> Life & Pensions”).<br />

• Investor Services. This business en<strong>com</strong>passes the custody<br />

and other administrative tasks relating to securities and<br />

funds. Through its joint venture with Royal Bank of Canada,<br />

RBC <strong>Dexia</strong> Investor Services, <strong>Dexia</strong> offers three types of<br />

services: custody and related services, central administration<br />

(fund bookkeeping, legal work, providing periodic valuations<br />

etc.), and transfer agent services (keeping registers and managing<br />

subscriptions and redemptions of fund shares). <strong>Dexia</strong><br />

has long been a leading player in this industry in Europe owing<br />

to its premier position in the Luxembourg market, which is the<br />

second largest in Europe. Over the years, <strong>Dexia</strong> has developed<br />

a renowned expertise in the central administration and transfer<br />

agent businesses and is now a European leader in these<br />

two activities. <strong>Dexia</strong> has developed outside Luxembourg and<br />

now operates in many other European countries. In 2005, the<br />

joint venture with Royal Bank of Canada established one of<br />

the first global players in this area with over USD 2 trillion of<br />

funds under custody.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 17


GROUP PRESENTATION<br />

GROUP ORGANIZATION<br />

MANAGEMENT BOARD (1) –<br />

ORGANIZATIONAL STRUCTURE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

BOARD OF DIRECTORS (1)<br />

The Board of Directors of <strong>Dexia</strong> SA, chaired by Pierre Richard,<br />

defines, on behalf of all the shareholders and on the re<strong>com</strong>mendation<br />

from or on the advice of the Management Board,<br />

the strategy and the general policy of the <strong>Dexia</strong> Group. It controls<br />

and orients the management of the Group and monitors<br />

risks. The Board also ensures that its obligations to its shareholders<br />

are properly met and accounts to the shareholders for<br />

the exercise of its responsibilities.<br />

(1) The <strong>com</strong>position, <strong>com</strong>petences, responsibilities, operation and<br />

<strong>com</strong>pensation of the Board of Directors and its specialized <strong>com</strong>mittees as<br />

well as of the Management Board are described in detail in the chapter<br />

dealing with corporate governance in this <strong>Annual</strong> Report.<br />

At the beginning of <strong>2006</strong>, <strong>Dexia</strong> put a new organizational<br />

structure in place with the aim, ten years after its creation, of<br />

strengthening the integration of the Group. This had a twofold<br />

objective: to define the Group’s strategy for the next ten<br />

years and to adapt its modes of operation in order to rally all<br />

staff members to the Group’s mission, values and development<br />

plan.<br />

At the end of the year, those objectives having been broadly<br />

achieved and <strong>Dexia</strong> being set to move to the next stages, the<br />

organizational structure was adapted, on three axes:<br />

• a strong decision center at Group level, which ensures unity<br />

of <strong>com</strong>mand and speed in decision-taking without unnecessary<br />

intermediate management levels;<br />

• robust local entities, close to their clients, active in the field,<br />

and with a clear mandate to implement Group strategy on the<br />

territory assigned to them;<br />

• a framework which enables <strong>Dexia</strong> to make the best use<br />

of all the skills in the Group, wherever they are, without<br />

duplications.<br />

COMPTES SOCIAUX<br />

Group Management Board<br />

1 / Alain Delouis<br />

2 / Bruno Deletré<br />

3 / Hugo Lasat<br />

4 / Claude Piret<br />

5 / Marc Huybrechts<br />

6 / Jacques Guerber<br />

7 / Axel Miller<br />

8 / Xavier de Walque<br />

9 / Dirk Bruneel<br />

10 / Rembert von Lowis<br />

1 2 3<br />

4<br />

18 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GROUP PRESENTATION<br />

This evolution led, as from January 1, 2007, to the following<br />

organization.<br />

• Dirk Bruneel<br />

Supervision of DenizBank, RBC <strong>Dexia</strong> Investor Services<br />

and <strong>Dexia</strong> Bank Nederland<br />

Group Management Board<br />

• Axel Miller<br />

Chairman of the Management Board<br />

Chief Executive Officer<br />

• Jacques Guerber<br />

Vice Chairman<br />

General coordination, ALM Committee, Credit Committee<br />

and Sustainable Development<br />

• Xavier de Walque<br />

Chief Financial Officer<br />

Supervision of <strong>Dexia</strong> Insurance Services<br />

• Rembert von Lowis<br />

Strategy and Development<br />

Investor and Rating Agencies Relations<br />

• Bruno Deletré<br />

Public/Project Finance and Credit Enhancement<br />

• Hugo Lasat<br />

Personal Financial Services (Retail and Private Banking)<br />

Asset Management<br />

• Alain Delouis<br />

Treasury and Financial Markets<br />

• Claude Piret<br />

Risk Management<br />

• Marc Huybrechts<br />

Operations & IT<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

5 6 7<br />

8 9<br />

10<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 19


GROUP PRESENTATION<br />

Group Executive Committee<br />

The Management Board regularly meets in an enlarged formation,<br />

referred to as the Group Executive Committee, with<br />

the following executives.<br />

• Guy Roelandt<br />

Chairman of the Management Board – <strong>Dexia</strong> Insurance<br />

Services<br />

MANAGEMENT REPORT<br />

• Stefaan Decraene<br />

Chairman of the Management Board – <strong>Dexia</strong> Bank Belgium<br />

• Gérard Bayol<br />

Chairman of the Management Board – <strong>Dexia</strong> Crédit Local<br />

• Frank Wagener<br />

Chairman of the Management Board – <strong>Dexia</strong> Banque<br />

Internationale à Luxembourg<br />

• Naïm Abou-Jaoudé<br />

Chairman of the Executive Committee – <strong>Dexia</strong> Asset<br />

Management<br />

• Luc Auberger<br />

Head of the Finance Department, in charge of Accounting,<br />

Management Control and Mergers & Acquisitions<br />

COMPTES SOCIAUX<br />

COMPTES CONSOLIDÉS<br />

1 2 3 4 5 6<br />

7<br />

8<br />

20 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GROUP PRESENTATION<br />

Lastly, the executives in charge of the five following functions<br />

at Group level <strong>report</strong> directly to the Chairman of the<br />

Management Board:<br />

• Nicolas Meire<br />

Head of Human Resources<br />

• Robert Boublil<br />

Head of Corporate Communication<br />

• Véronique Thirion<br />

General Auditor<br />

• Marie Bourlond<br />

Chief Compliance Officer<br />

• Olivier van Herstraeten<br />

Secretary General, in charge of Legal & Tax functions<br />

Group Executive Committee<br />

1 / Guy Roelandt<br />

2 / Luc Auberger<br />

3 / Frank Wagener<br />

4 / Naïm Abou-Jaoudé<br />

5 / Stefaan Decraene<br />

6 / Gérard Bayol<br />

7 / Alain Delouis<br />

8 / Bruno Deletré<br />

9 / Hugo Lasat<br />

10 / Jacques Guerber<br />

11 / Axel Miller<br />

12 / Dirk Bruneel<br />

13 / Xavier de Walque<br />

14 / Rembert von Lowis<br />

15 / Marc Huybrechts<br />

16 / Claude Piret<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

9 10 11 12 13<br />

14<br />

15 16<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 21


GROUP PRESENTATION<br />

MAIN ACTIVITIES AND EVOLUTION<br />

OF DEXIA IN <strong>2006</strong> AND<br />

THE BEGINNING OF 2007<br />

<strong>Dexia</strong> is one of the two banks selected to arrange this finance<br />

and also acts as credit agent. This operation is one of the biggest<br />

PPP financing deals so far in Canada for a “green field”<br />

project.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>2006</strong><br />

January<br />

Finalization of the joint venture RBC <strong>Dexia</strong> Investor<br />

Services<br />

<strong>Dexia</strong> and Royal Bank of Canada announce the finalization<br />

of the joint venture aimed at <strong>com</strong>bining institutional investor<br />

services. RBC <strong>Dexia</strong> Investor Services offers an integrated<br />

range of products, including global custody, fund and pension<br />

administration, securities lending, transfer agent, analytics and<br />

other related services, to institutional investors worldwide.<br />

RBC <strong>Dexia</strong> Investor Services appears in the Top Ten of world<br />

custodian banks, and employs 4,400 people in 15 countries<br />

on 4 continents.<br />

Based in London, RBC <strong>Dexia</strong> Investor Services is the holding<br />

<strong>com</strong>pany which defines the strategic orientations and which<br />

supervises the two operating entities, RBC <strong>Dexia</strong> Investor<br />

Services Bank in Luxembourg and RBC <strong>Dexia</strong> Investor Services<br />

Trust in Canada.<br />

Sale of private banking activities in the United<br />

Kingdom<br />

As a part of its policy of concentrating its private banking<br />

activities in certain on-shore and off-shore markets where the<br />

Group already has a sound footing, <strong>Dexia</strong> transfers its UK private<br />

banking activities and signs an agreement with Rathbone<br />

Investment Management Limited (a fully-owned subsidiary<br />

of Rathbone Brothers Plc). The transaction was finalized in<br />

April <strong>2006</strong>.<br />

March<br />

Sale of the holding in Créatis<br />

<strong>Dexia</strong> announces the sale of its 25% holding in Créatis to<br />

Cofidis, subsidiary of 3 Suisses International Group. The activities<br />

of Créatis, a French specialist in structured loans to individuals<br />

operating through a network of business providers, no<br />

longer fall within the strategy followed by <strong>Dexia</strong>.<br />

Arrangement of a bond issue to refinance a PPP project<br />

in Hungary<br />

<strong>Dexia</strong> Capital Markets acts as lead arranger for a bond issue<br />

of EUR 212 million to refinance a PPP road project in Hungary,<br />

for the project <strong>com</strong>pany M6 Duna. The refinance has an<br />

unconditional and irrevocable payment guarantee granted by<br />

Financial Security Assurance (FSA), giving it a rating of Triple-<br />

A. It is the first enhanced bond issued ever put in place to<br />

finance a project in Central Europe.<br />

May<br />

Acquisition of DenizBank in Turkey<br />

<strong>Dexia</strong> acquires a majority holding in the Turkish bank Deniz-<br />

Bank by signing a purchase agreement with Zorlu Holding<br />

in relation to 75% of the capital of DenizBank, for a total<br />

amount of USD 2.4 billion.<br />

This acquisition is a remarkable opportunity for <strong>Dexia</strong> in a<br />

major banking market which is developing rapidly, given that<br />

DenizBank has both the size (tenth bank in Turkey, and sixth<br />

privately-owned bank) and the positioning (sustained universal<br />

and <strong>com</strong>mercial activities, existing activities in project<br />

finance) sought by <strong>Dexia</strong>. With approximately 1.9 million<br />

retail clients, important niches in the SME and large <strong>com</strong>pany<br />

segments (sectors of health, agriculture, tourism, energy and<br />

so on), the bank constitutes the best possible platform from<br />

which to develop <strong>Dexia</strong>’s strategy in Turkey.<br />

Structuring of the finance for the main hospital in the<br />

Madrid region<br />

For the first time in Spain, finance of EUR 222.6 million for the<br />

Puerta de Hierro hospital has been structured in the form of<br />

a Private Finance Initiative (PFI). <strong>Dexia</strong> Sabadell is one of the<br />

co-arrangers of this finance.<br />

After structuring the biggest PPP in the history of the Spanish<br />

banking system in 2005 (financing the Madrid Ring Road),<br />

<strong>Dexia</strong> Sabadell again plays a leading role in structuring the<br />

first PFI in Spain. <strong>Dexia</strong> Sabadell thus confirms its position as<br />

market leader in Public/Private Finance models.<br />

Financing the Golden Ears Bridge in Canada<br />

Three months after the opening of its branch in Canada,<br />

<strong>Dexia</strong> Crédit Local signs to finance the Golden Ears Bridge in<br />

British Columbia. This finance consists of an enhanced principal<br />

debt of CAD 963 million (EUR 687 million), as well as a<br />

bridging loan on the capital in an amount of CAD 52 million<br />

(EUR 37 million).<br />

June<br />

Transfer of the activity of Flexia<br />

<strong>Dexia</strong> transfers the activity of Flexia to Winterthur Group<br />

Belgium.<br />

The <strong>Dexia</strong> strategy for development of its insurance activity<br />

on the Belgian market relies on the distribution of insurance<br />

products via the banking network of <strong>Dexia</strong> Bank Belgium, the<br />

network of exclusive DVV Insurance advisors and the direct<br />

insurer Corona Direct. Flexia, which markets its insurance<br />

products through brokers, does not fall within that strategy<br />

anymore.<br />

22 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GROUP PRESENTATION<br />

July<br />

<strong>Dexia</strong> positioning in Romania<br />

<strong>Dexia</strong> decides not to lodge a bid for a holding in the capital of<br />

the Romanian bank CEC and informs the Romanian authorities<br />

of this.<br />

This market, which <strong>Dexia</strong> considers extremely promising in<br />

view of its growth prospects and its entry into the European<br />

Union (particularly in the field of financial services to the local<br />

public sector and project finance), will be developed directly<br />

from the <strong>Dexia</strong> establishment in Bucharest.<br />

The transfer of Banque Artesia Nederland, which is finalized<br />

in December <strong>2006</strong>, falls within the context of assessing the<br />

<strong>Dexia</strong> portfolio of activities and strategy.<br />

Opening of a new branch in Germany<br />

<strong>Dexia</strong> Asset Management opens a branch in Frankfurt. In<br />

Germany, fund manager attention is focused on sustainable<br />

portfolios, pension funds and funds managed according to<br />

quantitative models for institutional and individual investors.<br />

The opening of this branch also provides a platform for a new<br />

dynamic of growth towards Central and Eastern Europe.<br />

September<br />

<strong>Dexia</strong> Crédit Local obtains ISO 9001 certification<br />

<strong>Dexia</strong> Crédit Local obtains an ISO 9001 certificate, and thus<br />

be<strong>com</strong>es the first bank on French territory to be certified for<br />

all its activities in that country. This certification fits perfectly<br />

into the dynamics of <strong>Dexia</strong>, which considers client satisfaction<br />

and operational risk management to be the drivers of<br />

its strategy.<br />

Capital increase successfully concluded<br />

On September 6, <strong>Dexia</strong> launches a capital increase as part of<br />

its plan to finance the acquisition of DenizBank (see above),<br />

by the issue of new ordinary shares placed with institutional<br />

investors via an accelerated book build offering.<br />

This transaction is successfully closed the same day, as a consequence<br />

of significant demand from institutional investors.<br />

<strong>Dexia</strong> thus places 62,176,166 new shares with institutional<br />

investors at a price of EUR 19.30 per share; the offer enables<br />

<strong>Dexia</strong> to gather an amount of EUR 1.2 billion.<br />

Strategic review – Moving forward into the next<br />

10 years<br />

On September 26, <strong>Dexia</strong> presents its strategy and ambitions<br />

for the next ten years. Its future will be built on two pillars:<br />

<strong>Dexia</strong> intends, on a ten-year horizon and on an autonomous<br />

basis, to post an in<strong>com</strong>e growth in the order of 10% per<br />

annum.<br />

• the development of its universal banking activity beyond its<br />

traditional markets, in order to be<strong>com</strong>e a top-level European<br />

operator; and<br />

• further anchoring <strong>Dexia</strong>’s position as world leader in Public/Project<br />

Finance, through the continuation of its geographic<br />

expansion, based on a range of innovative and varied<br />

products.<br />

For more information on this strategic review, see the section<br />

of this annual <strong>report</strong> entitled “Strategy”.<br />

October<br />

Transfer of Banque Artesia Nederland<br />

<strong>Dexia</strong> signs an agreement with GE Commercial Finance with<br />

a view to transferring 100% of its subsidiary Banque Artesia<br />

Nederland. This institution has an international reputation,<br />

in particular in the field of loans to large and medium-sized<br />

<strong>com</strong>panies.<br />

Creation of <strong>Dexia</strong> Public Finance (Switzerland)<br />

Through its subsidiary <strong>Dexia</strong> Crédit Local, <strong>Dexia</strong> creates <strong>Dexia</strong><br />

Public Finance (Switzerland), a foreign bank representation in<br />

Switzerland specializing in local public sector finance.<br />

<strong>Dexia</strong> Public Finance (Switzerland) offers finance products from<br />

the <strong>Dexia</strong> Group to Swiss public corporations (<strong>com</strong>munes and<br />

cantons) as well as institutions of which they are shareholders<br />

or guarantors (municipal and cantonal enterprises, cantonal<br />

banks), or even <strong>com</strong>panies under Private Law involved in local<br />

public sector projects.<br />

EUR 500 million issue of Tier 1 hybrid capital<br />

<strong>Dexia</strong> successfully launches the issue of indefinite-term subordinate<br />

securities responding to the conditions for qualification<br />

as Tier 1 equity funding for an amount of EUR 500 million.<br />

The issue product is directly re-loaned in the form of Tier 1<br />

capital to the Group’s banking subsidiaries.<br />

This issue forms part of the <strong>Dexia</strong> finance plan for acquisition<br />

of DenizBank.<br />

November<br />

Financing the acquisition of the first British harbor<br />

<strong>com</strong>pany<br />

<strong>Dexia</strong> acts as one of the four lead arrangers for the financing<br />

to acquire the <strong>com</strong>pany Associated British Ports, a leading<br />

harbor <strong>com</strong>pany in the United Kingdom, by a consortium of<br />

financial investors.<br />

A senior debt of GBP 2.37 billion (approximately EUR 3.6 billion)<br />

was arranged on this occasion and subscribed by the<br />

four lead arrangers including <strong>Dexia</strong> Crédit Local. The transaction<br />

was successfully syndicated with a total of 31 banks.<br />

Obtaining a banking license in Japan<br />

The Japanese banking regulator FSA (Financial Services<br />

Agency) grants a banking license to the branch of <strong>Dexia</strong><br />

Crédit Local located in Tokyo. The decentralization currently<br />

taking place in Japan will give greater power and responsibility<br />

to Japanese local authorities in the management of their<br />

finances. <strong>Dexia</strong> intends constantly to develop its activity providing<br />

financial services and project finance to the public sector<br />

in Japan through its banking subsidiary.<br />

Structuring the biggest underground railway finance<br />

ever realized in Spain<br />

Jointly with three other banks, <strong>Dexia</strong> Sabadell structures the<br />

finance of 142 trains (for a total amount of EUR 1.2 billion) to<br />

serve the network in Madrid and its surrounding region.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 23


GROUP PRESENTATION<br />

December<br />

Opening of an information office in Bahrain<br />

<strong>Dexia</strong> Asset Management confirms its strategy of growth<br />

towards the Middle East by officially opening its information<br />

office in the Kingdom of Bahrain. This new office in the Middle<br />

East covers nine countries: Lebanon, Jordan, Egypt and the<br />

Gulf Cooperation Council consisting of Saudi Arabia, Bahrain,<br />

the United Arab Emirates, Kuwait, Oman and Qatar.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Evolution of the <strong>Dexia</strong> Group organizational structure<br />

In <strong>2006</strong>, <strong>Dexia</strong> put a new organizational structure in place,<br />

aimed ten years after its creation at strengthening the integration<br />

of the Group. One year later, <strong>Dexia</strong> is in a position<br />

to move on to the next phase in the evolution of its organizational<br />

structure (which will be implemented from January 1,<br />

2007), based on three axes:<br />

• a strong decision center at Group level;<br />

• sound local entities close to clients on the ground; and<br />

• a framework which enables it best to capitalize on all the<br />

skills present within the Group.<br />

For more information on the evolution of the organizational<br />

structure, see the section of this annual <strong>report</strong> entitled “Group<br />

organization”.<br />

Entry into exclusive discussions concerning<br />

<strong>Dexia</strong> Banque Privée France<br />

<strong>Dexia</strong> and BNP Paribas enter into exclusive discussions concerning<br />

a plan to transfer <strong>Dexia</strong> Banque Privée France, which<br />

is a 100% subsidiary of <strong>Dexia</strong> BIL, offering private banking<br />

services to private and associative clients.<br />

These discussions take place after the announcement by <strong>Dexia</strong><br />

of a study into the various strategic options open with regard<br />

to the future of <strong>Dexia</strong> Banque Privée France as a part of the<br />

ongoing assessment of its portfolio of activities and its policy<br />

of focusing on some of them.<br />

Success of the <strong>com</strong>pulsory bid for the shares<br />

of DenizBank<br />

Following the purchase of 75% of the shares of DenizBank<br />

from Zorlu Holding (see above), a <strong>com</strong>pulsory bid is launched<br />

for the remaining shares of DenizBank listed on the Istanbul<br />

Stock Market. The majority of shareholders having responded<br />

in favor of the bid, the <strong>Dexia</strong> holding rose to 99.74% when<br />

the bid closed.<br />

First public securitization transaction of enhanced<br />

infrastructure bonds<br />

<strong>Dexia</strong> successfully <strong>com</strong>pletes a synthetic securitization transaction<br />

of enhanced bonds. This is the first ever public securitization<br />

of enhanced infrastructure bonds. The securitized<br />

portfolio <strong>com</strong>prises 7 bonds issued in relation with PFI projects<br />

and 21 bonds issued by regulated utilities in the water, electricity<br />

or gas sectors. The total amount of the securitized portfolio<br />

is GBP 1.47 billion (approximately EUR 2.19 billion).<br />

24 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

CORPORATE<br />

GOVERNANCE<br />

INTRODUCTION<br />

THE CORPORATE GOVERNANCE<br />

CHARTER OF DEXIA SA<br />

INTRODUCTION 25<br />

SHAREHOLDERS RELATIONS 26<br />

MANAGEMENT OF THE<br />

DEXIA GROUP 28<br />

DEXIA GROUP CONTROL 48<br />

The Belgian code on corporate governance (hereinafter the<br />

“Lippens Code”), which replaces the re<strong>com</strong>mendations of the<br />

Banking, Finance and Insurance Commission, the Federation of<br />

Enterprises of Belgium and Euronext Brussels, became effective<br />

on January 1, 2005. The Lippens Code includes nine mandatory<br />

principles for listed <strong>com</strong>panies. <strong>Dexia</strong>, which has always placed<br />

an emphasis on corporate governance, intends to <strong>com</strong>ply with<br />

these nine principles.<br />

During its meeting on February 3, 2005, the Board of Directors<br />

of <strong>Dexia</strong> SA established a “corporate governance sub-<strong>com</strong>mittee”,<br />

<strong>com</strong>posed of directors of <strong>Dexia</strong> SA, who are responsible<br />

for assessing and formulating proposals pertaining to the<br />

various corporate governance topics addressed by the Lippens<br />

Code, and for considering appropriate modifications to the<br />

existing situation at <strong>Dexia</strong> SA.<br />

The work of this <strong>com</strong>mittee resulted in the development of a<br />

corporate governance charter, internal rules for the audit <strong>com</strong>mittee<br />

and a revision of the internal rules of the Board of Directors<br />

and the Management Board.<br />

During its meeting on March 1, 2007, the Board of Directors<br />

of <strong>Dexia</strong> SA altered its internal rules primarily in order to reflect<br />

the actual assessments and specific proposals arising from the<br />

Board’s self-assessment process in <strong>2006</strong>, which was conducted<br />

with the assistance of an external consultant. This part of the<br />

charter also describes the <strong>com</strong>petencies of the departments<br />

which were created on January 1, <strong>2006</strong> at Group level and are<br />

exercised by Management Board members since January 1,<br />

2007, and of central functions within <strong>Dexia</strong> SA.<br />

The Corporate Governance Charter of <strong>Dexia</strong> SA (hereinafter,<br />

the “Charter”) provides a detailed review of the principal<br />

aspects of the <strong>com</strong>pany’s governance. This document, which<br />

the Board of Directors wanted to be <strong>com</strong>plete and transparent,<br />

contains 5 sections. The first section deals with the structure<br />

and organizational chart for the <strong>Dexia</strong> Group. It also provides<br />

a brief review of the Group’s history since it was established<br />

in 1996. The second section describes <strong>Dexia</strong>’s corporate governance<br />

structure, and includes all necessary information concerning<br />

the <strong>com</strong>position, characteristics and operating modes<br />

of the decision-making entities, which consist of the Ordinary<br />

Shareholders’ Meeting, the Board of Directors and the Management<br />

Board. The internal rules of the Board of Directors and<br />

the Management Board are also provided in their entirety. The<br />

third section discusses the shareholders and the <strong>Dexia</strong> share.<br />

It describes <strong>Dexia</strong>’s relations with its shareholders and summarizes<br />

the features of <strong>Dexia</strong> capital and shares. The fourth<br />

section summarizes the control exercised over and within the<br />

<strong>Dexia</strong> Group. The “internal control” portion of this section<br />

contains information on the internal audit, ethics and <strong>com</strong>pliance,<br />

and the <strong>report</strong> of the Chairman of the Board of Directors<br />

concerning the operations of the Board of Directors and the<br />

internal control procedures implemented by the <strong>com</strong>pany. The<br />

“external control” section deals with the Board of the Statutory<br />

Auditors and the protocol concerning prudential management<br />

of the <strong>Dexia</strong> Group signed with the Banking, Finance and Insurance<br />

Commission. The final section of the Charter describes<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 25


CORPORATE GOVERNANCE<br />

<strong>Dexia</strong>’s <strong>com</strong>pensation policy for directors of the <strong>com</strong>pany and<br />

members of the Management Board. Several elements of the<br />

Corporate Governance Charter are restated, as re<strong>com</strong>mended<br />

by the Lippens Code, in this chapter of the annual <strong>report</strong> of<br />

<strong>Dexia</strong> SA.<br />

In accordance with the Lippens Code, the Charter has been<br />

posted on the <strong>com</strong>pany’s website (www.dexia.<strong>com</strong>) since<br />

December 31, 2005 and is updated on a regular basis.<br />

Relations with individual shareholders<br />

Over the years, <strong>Dexia</strong> has developed a rigorous, regular and<br />

interactive system for providing information to individual<br />

shareholders. This system is based on the European club for<br />

individual shareholders and the European advisory <strong>com</strong>mittee<br />

for individual shareholders, who can also take advantage of a<br />

call center and the dedicated tabs on the website, which are<br />

updated on a real time basis.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

SHAREHOLDERS<br />

RELATIONS<br />

SHAREHOLDERS’ BASE<br />

The major shareholders of <strong>Dexia</strong> SA as of December 31, <strong>2006</strong><br />

are as follows:<br />

Name of shareholder<br />

Percentage of existing<br />

shares of <strong>Dexia</strong> SA held<br />

as of December 31, <strong>2006</strong><br />

Arcofin 17.52%<br />

Holding Communal 16.44%<br />

Caisse des dépôts et consignations 11.82%<br />

Ethias Group 6.36%<br />

CNP Assurances 1.98%<br />

As of December 31, <strong>2006</strong>, <strong>Dexia</strong> SA held, directly and indirectly,<br />

0.04% of treasury shares. Employees of <strong>Dexia</strong> SA<br />

owned 4.27% of the <strong>com</strong>pany’s equity.<br />

As of the same date, and to the <strong>com</strong>pany’s knowledge, no<br />

individual shareholder, with the exception of Arcofin, Holding<br />

Communal, Caisse des dépôts et consignations and Ethias<br />

Group held more than 3% of <strong>Dexia</strong> SA.<br />

As of December 31, <strong>2006</strong>, the directors of <strong>Dexia</strong> SA held<br />

116,755 shares of the <strong>com</strong>pany.<br />

RELATIONS AMONG SHAREHOLDERS<br />

<strong>Dexia</strong> is not aware of any agreements linking its shareholders<br />

or of any concerted activities among them.<br />

RELATIONS WITH SHAREHOLDERS<br />

<strong>Dexia</strong> is attentive to the quality of its relations with both individual<br />

and institutional shareholders. These relations are a priority<br />

for the Group, which wants to strengthen dialogue and<br />

transparency in relations with shareholders.<br />

The European club for individual shareholders<br />

The European club for individual shareholders today has nearly<br />

16,000 members, primarily Belgian and French shareholders.<br />

The club is a center for the distribution of the financial information<br />

to shareholders who want to follow the evolutions in<br />

the Group through the publications and documents designed<br />

specifically for them. Registration for the European Club of<br />

<strong>Dexia</strong> shareholders can be made by telephone, e-mail or<br />

through the website www.dexia.<strong>com</strong>.<br />

Meetings with individual shareholders<br />

<strong>Dexia</strong> regularly meets with its shareholders to discuss the businesses,<br />

the Group’s strategy, its results and financial outlook.<br />

In <strong>2006</strong>, Pierre Richard and Axel Miller presided over a shareholders’<br />

meeting on May 11 in Paris. Axel Miller also met with<br />

shareholders in the Lille area, during a panel forum organized<br />

in partnership with a major investment publication.<br />

Together with other <strong>com</strong>panies, <strong>Dexia</strong> also participated in<br />

meetings organized by the Fédération française des clubs<br />

d’investissement and the Cercle de liaison des informateurs<br />

financiers en France, which allowed it to meet numerous<br />

shareholders in Lille, Clermont-Ferrand, La Rochelle and Nice.<br />

Together with other partners, primarily investment publications,<br />

and following the same approach, <strong>Dexia</strong> met with many<br />

shareholders in Rouen, Toulouse, Nantes, Bordeaux, Marseilles,<br />

Tours and Lyon. <strong>Dexia</strong> is also present at Actionaria in<br />

Paris every year. This important exposition, which is designed<br />

for savers and held in Paris, attracts over 35,000 visitors over<br />

a 2-day period and gives <strong>Dexia</strong> the opportuinty to engage in<br />

direct dialogue with its shareholders.<br />

Information media<br />

Three times a year, <strong>Dexia</strong> publishes a letter to shareholders in<br />

French and Dutch. Individual shareholders are thus regularly<br />

updated on developments within the Group and its current<br />

situation, and receive information on financial results in addition<br />

to the <strong>report</strong>s made to the Shareholders’ Meetings of<br />

<strong>Dexia</strong> SA.<br />

The letters to shareholders are sent to club members and to<br />

shareholders who request it. They are also available on the<br />

website.<br />

<strong>Dexia</strong>’s annual <strong>report</strong> is available in three languages: French,<br />

English and Dutch. <strong>Dexia</strong> also publishes a financial notice<br />

on its quarterly, half-year and annual results on its website<br />

(www.dexia.<strong>com</strong>).<br />

26 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

<strong>Dexia</strong> SA Shareholders’ Meeting<br />

The Ordinary Shareholders’ Meeting, a high point of the <strong>com</strong>pany<br />

year, benefits from a special information system: in official<br />

notices published in the Belgian Gazette in Belgium, and<br />

in the legal announcement bulletin, the BALO, in France; in<br />

notices published in the national press media in Belgium and<br />

France; with information provided by the toll-free number; in<br />

a notice of meeting available in English, French and Dutch<br />

that can also be downloaded from the internet.<br />

Shareholders’ meetings are broadcast live on the internet,<br />

allowing shareholders who cannot attend to follow the<br />

debates and resolutions at the meetings.<br />

As requested by the Belgian Company Code, the level of<br />

shareholding for the submission of proposals during a shareholders’<br />

meeting by a shareholder is 20%.<br />

The internet site (www.dexia.<strong>com</strong>)<br />

With 64,500 visitors per month, a 33% increase from 2005<br />

levels, www.dexia.<strong>com</strong> strengthened its role as a major source<br />

of information on the <strong>Dexia</strong> Group for individual shareholders,<br />

journalists and institutional investors. The site is practical<br />

in structure, giving quick access to all information on the life<br />

of the Group, its activities, its latest news, a list with prices and<br />

values of all the Group’s investment funds and ethical funds,<br />

and the <strong>Dexia</strong> share price.<br />

During <strong>2006</strong>, there were more than 46,000 visitors to the<br />

“You are a shareholder” section, with visits up approximately<br />

33% <strong>com</strong>pared to 2005.<br />

The site provides access to the Group’s main publications<br />

such as annual and quarterly <strong>report</strong>s, as well as press releases,<br />

information letters to shareholders, and daily and monthly<br />

<strong>report</strong>s on the <strong>Dexia</strong> share.<br />

In French, Dutch and English, the trilingual <strong>Dexia</strong> site is consulted<br />

for the most part by European surfers, principally Belgian<br />

and French.<br />

The European Advisory Committee of Individual<br />

Shareholders<br />

Created in June 2001, <strong>Dexia</strong>’s European Advisory Board of<br />

Individual Shareholders took over from the shareholders’ advisory<br />

board of <strong>Dexia</strong> France, formed in 1997. Its <strong>com</strong>position<br />

reflects the Group’s European identity: the <strong>com</strong>mittee is <strong>com</strong>posed<br />

of four shareholders from Belgium, five shareholders<br />

from France and three shareholders from Luxembourg.<br />

Its role is to advise the Group in its <strong>com</strong>munication policy with<br />

regard to individual shareholders.<br />

The Advisory Committee met two times in <strong>2006</strong> to review the<br />

Group’s results. The Committee was strongly urged to <strong>com</strong>ment<br />

on the new edition of the Individual Shareholder Guide<br />

that was issued during that year. Each year, one of the Committee’s<br />

members participates in the Ordinary Shareholders’<br />

Meeting and <strong>report</strong>s on the Committee’s activities over the<br />

past year.<br />

Telephone information service for shareholders<br />

The service is available in France free of charge at<br />

0800 35 50 00, Monday through Friday from 9:00 AM until<br />

7:00 PM. Shareholders regularly make use of it for questions<br />

relating to the share price, the tax status of <strong>Dexia</strong> shares, dividend<br />

amounts and method of taxation, VVPR strips and the<br />

Ordinary Shareholders’ Meeting of <strong>Dexia</strong> SA.<br />

As from 2007, a bilingual (French-Dutch) toll-free number<br />

for shareholders in Belgium and Luxembourg is available at<br />

00 800 33 942 942 (only from a fixed telephone line).<br />

Relations with institutional shareholders<br />

Relations with institutional shareholders, who hold about<br />

30% of the capital, are extremely important to <strong>Dexia</strong>. For this<br />

purpose, the Investor Relations department deploys a team<br />

based partly in Brussels and partly in Paris, which is specifically<br />

responsible for relations with investors and analysts.<br />

Regular information channels<br />

In <strong>2006</strong>, <strong>Dexia</strong> organized an important meeting in Paris for<br />

analysts and investors of all nationalities; the goal of this<br />

meeting, 10 years after the creation of <strong>Dexia</strong>, was not only<br />

to provide information on the last decade’s activities, but also<br />

to outline the Group’s outlook over 3, 5, and 10 year time<br />

horizons.<br />

During the year, <strong>Dexia</strong> regularly publishes information through<br />

quarterly and annual activity <strong>report</strong>s, theme presentations and<br />

press releases on the business, financial results and Group<br />

news. All this information is available as from publication on<br />

the website www.dexia.<strong>com</strong> on the page “You are an Investor”.<br />

It can also be obtained by e-mail.<br />

In <strong>2006</strong>, there was a wealth of financial news from <strong>Dexia</strong>,<br />

which resulted in the preparation of 69 publications, including<br />

4 activity <strong>report</strong>s, 34 ad hoc presentations and 31 press<br />

releases.<br />

Contact with institutional shareholders<br />

After each presentation of results or in other circumstances,<br />

information meetings are organized throughout the world<br />

with the major institutional investors, who can then ask questions<br />

about the Group’s results or strategy directly to the<br />

members of the Management Board or <strong>Dexia</strong>’s management.<br />

In <strong>2006</strong>, the Management of the Group, assisted by the Investor<br />

Relations team, met several hundred investors in 17 countries<br />

and 20 cities.<br />

CIRCULAR FMI/2003-02 FROM THE BANKING,<br />

FINANCE AND INSURANCE COMMISSION<br />

A Royal Decree of March 31, 2003 “concerning the obligations<br />

of issuers of financial instruments listed for trading on a<br />

Belgian regulated market” stipulates the obligations of issuers<br />

with regard to the information to be provided to the public<br />

and their obligations to holders of financial instruments. In<br />

July 2003, the Banking, Finance and Insurance Commission<br />

published a circular explaining and interpreting this Royal<br />

Decree.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 27


CORPORATE GOVERNANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

NAME<br />

The decree and the circular had a certain number of practical<br />

implications for <strong>Dexia</strong> SA, particularly <strong>Dexia</strong>’s choice to use its<br />

internet site to meet its obligations to publish the information<br />

stipulated by the decree and the circular.<br />

In making this choice, <strong>Dexia</strong> SA made a <strong>com</strong>mitment to meet<br />

several conditions, particularly the creation of a distinct section<br />

on the website reserved for the financial information<br />

stipulated in the circular.<br />

Maximum use of the website for the <strong>com</strong>munication of the mandatory<br />

financial information is one <strong>com</strong>ponent of <strong>Dexia</strong>’s policy<br />

to ensure transparency for its shareholders and institutional<br />

investors. Information required by Circular FMI/2003-02 of the<br />

Banking, Finance and Insurance Commission appears under the<br />

“Legal Information” tab on <strong>Dexia</strong>’s website. This same policy of<br />

transparency for shareholders and institutional investors is also<br />

found in the <strong>Dexia</strong> SA Corporate Governance Charter.<br />

COMPLIANCE WITH CURRENT LEGISLATIONS<br />

As a <strong>com</strong>pany under Belgian law, whose shares are listed for<br />

trading in Belgium, France and Luxembourg, <strong>Dexia</strong> ensures<br />

<strong>com</strong>pliance with the principle of equality among shareholders<br />

and respect for its legal and regulatory obligations to provide<br />

periodic and regular information.<br />

SPECIALIZED<br />

COMMITTEES<br />

BEGINNING<br />

AND END<br />

OF CURRENT<br />

MANDATE<br />

PRIMARY<br />

FUNCTION<br />

MANAGEMENT<br />

OF THE DEXIA GROUP<br />

INTRODUCTION: GROUP ORGANIZATION<br />

The organization of the <strong>Dexia</strong> Group is described in the chapter<br />

Group Presentation in this annual <strong>report</strong> (see page 19).<br />

The Board of Directors of <strong>Dexia</strong> SA<br />

Composition of the Board of Directors<br />

(as of December 31, <strong>2006</strong>) (1)<br />

The bylaws of <strong>Dexia</strong> SA stipulate that the Board is <strong>com</strong>posed<br />

of between sixteen and twenty directors.<br />

As of December 31, <strong>2006</strong>, the Board of Directors is <strong>com</strong>prised<br />

of 18 members. The Board of Directors of <strong>Dexia</strong> SA reflects<br />

the Group’s European identity: i.e. five nationalities are represented<br />

at Board level. The <strong>com</strong>position of the Board also<br />

reflects the Franco-Belgian statutory character of <strong>Dexia</strong> SA.<br />

Indeed, the Board has as many Belgian members as it has<br />

French members. And each nationality represents at least one<br />

third of the Board.<br />

OTHER MANDATES<br />

AND FUNCTIONS<br />

BIOGRAPHY<br />

COMPTES SOCIAUX<br />

PIERRE<br />

RICHARD<br />

65 years old<br />

French<br />

Director since<br />

1996<br />

Holds 25,710<br />

<strong>Dexia</strong> shares<br />

Chairman of the<br />

Strategy Committee,<br />

member of the<br />

Compensation<br />

Committee and of<br />

the Appointments<br />

Committee<br />

<strong>2006</strong>-2010 Chairman of the<br />

Board of Directors,<br />

<strong>Dexia</strong> SA<br />

Director:<br />

• Air France/KLM,<br />

Le Monde,Generali<br />

France, EDF Energies<br />

nouvelles, Crédit du<br />

Nord (departure in<br />

Febuary 2007)<br />

• Companies belonging<br />

to the <strong>Dexia</strong> Group<br />

(<strong>Dexia</strong> Bank Belgium,<br />

<strong>Dexia</strong> Crédit Local, <strong>Dexia</strong><br />

Banque Internationale à<br />

Luxembourg)<br />

Graduate from Ecole Polytechnique<br />

and Ecole nationale des Ponts et<br />

Chaussées. General Director for Local<br />

Governments, French Ministry of the<br />

Interior from 1978 to 1982.<br />

Deputy Managing Director of the<br />

Caisse des dépôts et consignations<br />

from 1983 to 1993. Chairman of Crédit<br />

local de France from 1987 to 1996.<br />

Co-Chairman of the <strong>Dexia</strong> Group<br />

from 1996 to 1999. Between 1999<br />

and <strong>2006</strong>, Chairman of the Management<br />

Board and Chief Executive Officer<br />

of <strong>Dexia</strong> SA. Since January <strong>2006</strong>,<br />

Chairman of the Board of Directors,<br />

<strong>Dexia</strong> SA.<br />

AXEL MILLER<br />

41 years old<br />

Belgian<br />

Director since<br />

<strong>2006</strong><br />

Holds 100<br />

<strong>Dexia</strong> shares<br />

Member of<br />

the Strategy<br />

Committee and of<br />

the Appointments<br />

Committee<br />

<strong>2006</strong>-2010 Chief Executive<br />

Officer and<br />

Chairman of the<br />

Management Board<br />

of <strong>Dexia</strong> SA<br />

Director:<br />

• Ethias Vie (until January<br />

2007), Crédit du Nord,<br />

Director of the “Raad van<br />

Commissarissen” of LVI<br />

Holding NV (Carmeuse<br />

group)<br />

• Companies belonging<br />

to the <strong>Dexia</strong> Group<br />

(<strong>Dexia</strong> Bank Belgium,<br />

<strong>Dexia</strong> Crédit Local, <strong>Dexia</strong><br />

Banque Internationale à<br />

Luxembourg, Financial<br />

Security Assurance<br />

Holdings Ltd)<br />

Law degree. After a 14-year career as<br />

a lawyer specialized in financial law,<br />

mergers and acquisitions and in international<br />

<strong>com</strong>mercial law, he joined<br />

the <strong>Dexia</strong> Group in 2001 as General<br />

Counsel. Member of the Management<br />

Board of <strong>Dexia</strong> Bank Belgium in<br />

January 2002, he became Chairman<br />

of the Management Board of <strong>Dexia</strong><br />

Bank Belgium and head of Personal<br />

Financial Services in January 2003.<br />

He became Chief Executive Officer of<br />

<strong>Dexia</strong> SA on January 1, <strong>2006</strong>.<br />

(1) Article 2 of the Law of August 6, 1931 (Belgian Gazette of August 14, 1931) forbids ministers, former ministers, and State ministers, as well as the members or former<br />

members of Legislative Assemblies to mention their status as such in acts and publications of profit-making <strong>com</strong>panies.<br />

28 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

NAME<br />

SPECIALIZED<br />

COMMITTEES<br />

BEGINNING<br />

AND END<br />

OF CURRENT<br />

MANDATE<br />

PRIMARY<br />

FUNCTION<br />

OTHER MANDATES<br />

AND FUNCTIONS<br />

BIOGRAPHY<br />

GILLES BENOIST<br />

Independent<br />

director<br />

60 years old<br />

French<br />

Director since<br />

1999<br />

Holds 300 <strong>Dexia</strong><br />

shares<br />

RIK BRANSON<br />

62 years old<br />

Belgian<br />

Director since<br />

2001<br />

Holds no <strong>Dexia</strong><br />

shares<br />

Chairman of the<br />

Audit Committee<br />

Member of<br />

the Strategy<br />

Committee and of<br />

the Appointments<br />

Committee<br />

<strong>2006</strong>-2010 Chairman of the<br />

Management Board,<br />

CNP Assurances<br />

<strong>2006</strong>-2010 Chairman of the<br />

Management Board,<br />

Arcofin<br />

Member of the<br />

Management Board:<br />

• Groupe Caisse des dépôts<br />

Chairman of the<br />

Management Board:<br />

• Arcopar<br />

• Arcoplus<br />

• Auxipar<br />

Censor:<br />

• National Bank of Belgium<br />

Law degree. Graduate of Institut<br />

d’Etudes Politiques and student of<br />

Ecole nationale d’administration.<br />

He became in 1987 member of the<br />

Management Board and Secretary-<br />

General of Crédit Local de France<br />

as of 1987. Then Secretary-General<br />

Member of the Executive Board of<br />

Caisse des dépôts et consignations<br />

from 1993 to 1998.<br />

Graduate degree in economics.<br />

Several functions at the Regional<br />

Investment Company of Flanders from<br />

1980 to 1989. Joined the Arco Group<br />

in 1989, Chairman of the Management<br />

Board as of 1992.<br />

MANAGEMENT REPORT<br />

GUY BURTON<br />

58 years old<br />

Belgian<br />

Director since<br />

2001<br />

Holds 2,000<br />

<strong>Dexia</strong> shares<br />

ANNE-MARIE<br />

IDRAC<br />

Independent<br />

director<br />

55 years old<br />

French<br />

Director since<br />

2004<br />

Holds no <strong>Dexia</strong><br />

shares<br />

Member of the<br />

Compensation<br />

Committee<br />

2003-2007 Chief Executive<br />

Officer and<br />

Chairman of the<br />

Management Board,<br />

Ethias<br />

2004-2008 Chairwoman of<br />

SNCF<br />

Chairman of the Board of<br />

Directors:<br />

• Union des associations<br />

d’assurance mutuelle<br />

• Nateus<br />

• NRB (Network Research<br />

Belgium)<br />

• AME LIFE LUX<br />

• MNEMA ASBL<br />

Member of Conseil<br />

économique et social<br />

(France)<br />

Law degree. Joined Société mutuelle<br />

des administrations publiques (now<br />

Ethias) in 1974; Secretary-General<br />

in 1991; Chief Executive Officer in<br />

1995.<br />

Graduate of the Institut d’Etudes<br />

politiques de Paris. Law degree. Former<br />

student of ENA. Director of Land<br />

Transport at the Ministry of Equipment,<br />

Transport and Tourism (from 1993 to<br />

1995). State Secretary for Transport<br />

(from 1995 to 1997). Deputy for the<br />

Yvelines region. Elected to the Regional<br />

Council of Ile-de-France. Retired<br />

from her political mandates in order<br />

to be named Chairwoman and CEO of<br />

RATP in 2002. Appointed chairwoman<br />

of SNCF in July <strong>2006</strong>.<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

FABIO<br />

INNOCENZI<br />

Independent<br />

director<br />

45 years old<br />

Italian<br />

Director since<br />

<strong>2006</strong><br />

Holds 500 <strong>Dexia</strong><br />

shares<br />

<strong>2006</strong>-2010 Chief Executive<br />

Officer of the Banca<br />

Popolare di Verona<br />

e Novara<br />

Vice Chairman:<br />

• Credito Bergamasco<br />

• Banca Aletti & C.<br />

• Banca per il Leasing<br />

Italease<br />

Member of the ABI<br />

(Associazione Bancaria<br />

Italiana)<br />

Fabio Innocenzi is the Chief Executive<br />

Officer of Banca Popolare di Verona e<br />

Novara. He is also Vice-Chairman of<br />

Credito Bergamasco, of Banca Popolare<br />

di Novara, of Banca Aletti & C and<br />

Banca per il Leasing Italease.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 29


CORPORATE GOVERNANCE<br />

NAME<br />

SPECIALIZED<br />

COMMITTEES<br />

BEGINNING<br />

AND END<br />

OF CURRENT<br />

MANDATE<br />

PRIMARY<br />

FUNCTION<br />

OTHER MANDATES<br />

AND FUNCTIONS<br />

BIOGRAPHY<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

DENIS KESSLER<br />

Independent<br />

director<br />

54 years old<br />

French<br />

Director since<br />

1999<br />

Holds 15,285<br />

<strong>Dexia</strong> shares<br />

SERGE KUBLA<br />

59 years old<br />

Belgian<br />

Director since<br />

2005<br />

Holds no <strong>Dexia</strong><br />

shares<br />

ANDRÉ<br />

LEVY-LANG<br />

Independent<br />

director<br />

69 years old<br />

French<br />

Director since<br />

2000<br />

Holds 38,000<br />

<strong>Dexia</strong> shares<br />

BERNARD LUX<br />

57 years old<br />

Belgian<br />

Director since<br />

2005<br />

Holds no <strong>Dexia</strong><br />

shares<br />

Member of the<br />

Strategy Committee<br />

Chairman of the<br />

Appointments<br />

Committee and<br />

member of the<br />

Audit Committee<br />

<strong>2006</strong>-2010 Chairman and Chief<br />

Executive Officer,<br />

SCOR<br />

<strong>2006</strong>-2010 Burgomaster<br />

of Waterloo<br />

<strong>2006</strong>-2010 Associate Professor,<br />

Université<br />

Paris-Dauphine<br />

2005-2009 Rector-Chairman<br />

of the Université de<br />

Mons<br />

Chairman:<br />

• SCOR Global Life<br />

(ex SCOR Vie)<br />

• SCOR Global P&C<br />

• SCOR Life US Re Insurance<br />

Company (US)<br />

• SCOR Reinsurance<br />

Company (US)<br />

• SCOR US Corporation (US)<br />

• SCOR Italia Riassicurazioni<br />

S.p.A. (Italy)<br />

Director:<br />

• BNP Paribas.<br />

• Bolloré Investissement<br />

• Dassault Aviation<br />

• Cogedim SAS<br />

• AMVESCAP Plc (UK)<br />

• SCOR Canada<br />

Reinsurance Company<br />

Director:<br />

• IP Trade<br />

• ASBL “Les Amis du Musée<br />

Wellington“<br />

Director:<br />

• AGF<br />

• Schlumberger Ltd<br />

• SCOR<br />

Member of the Supervisory<br />

Board:<br />

• Paris Orléans<br />

• Lecturer at the Warocqué<br />

faculty of Economic<br />

Sciences, in charge of<br />

strategic management<br />

and human resource<br />

management courses<br />

• Chairman of the Board of<br />

Directors of WHESTIA<br />

• Member of the Board<br />

of Directors and of the<br />

Compensation Committee<br />

of SOGEPA<br />

• Member of the Board of<br />

Directors and Chairman<br />

of finances and human<br />

resources at SWL<br />

• Federal member of the<br />

Conseil supérieur de<br />

l’emploi<br />

University Professor of Economics<br />

and Social Sciences, Doctor of Economics,<br />

graduate of the Ecole des<br />

Hautes Etudes Commerciales. Today<br />

he is a member of the Economic and<br />

Social Council, the Council of the<br />

Association of Geneva, the Insurance<br />

Company Committee, the National<br />

Economic Commission and the Medical<br />

Research Foundation and Global<br />

Advisor of the Conference Board.<br />

Solvay business school (partial cycle:<br />

three years out of four). Burgomaster<br />

of Waterloo since 1982. He is currently<br />

active in national politics.<br />

Graduate of Ecole Polytechnique.<br />

Ph.D. in Business Administration from<br />

Stanford University.<br />

Former Chairman of the Supervisory<br />

Board of Paribas, Associate Professor<br />

at Université Paris-Dauphine and <strong>com</strong>pany<br />

director.<br />

PhD in applied economic sciences,<br />

author of studies and scientific<br />

articles.<br />

30 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

NAME<br />

SPECIALIZED<br />

COMMITTEES<br />

BEGINNING<br />

AND END<br />

OF CURRENT<br />

MANDATE<br />

PRIMARY<br />

FUNCTION<br />

OTHER MANDATES<br />

AND FUNCTIONS<br />

BIOGRAPHY<br />

DOMINIQUE<br />

MARCEL<br />

51 years old<br />

French<br />

Director since<br />

2005<br />

Holds no <strong>Dexia</strong><br />

shares<br />

JAN RENDERS<br />

57 years old<br />

Belgian<br />

Director since<br />

2001<br />

Holds no <strong>Dexia</strong><br />

share<br />

GASTON<br />

SCHWERTZER<br />

Independent<br />

director<br />

74 years old<br />

Luxembourer<br />

Director since<br />

1999<br />

Holds 30,660<br />

<strong>Dexia</strong> shares<br />

<strong>2006</strong>-2010 • Director of<br />

Finances and<br />

Strategy at the<br />

Caisse des dépôts<br />

et consignations<br />

• Finance Director<br />

of Groupe Caisse<br />

des Dépôts<br />

• Member of the<br />

Management<br />

Board of the<br />

Caisse des dépôts<br />

et consignations<br />

• Chairman of the<br />

Supervisory Board of the<br />

Compagnie des Alpes<br />

• Chairman of Financière<br />

Transdev<br />

• Director of Accor, Icade<br />

and Transdev<br />

• Member of the<br />

Supervisory Board of<br />

the CNP, the Société<br />

nationale immobilière and<br />

the Caisse nationale des<br />

Caisses d’Epargne (CNCE)<br />

• Other posts in the<br />

<strong>com</strong>panies of the <strong>Dexia</strong><br />

Group: Vice-Chairman of<br />

the Supervisory Board of<br />

<strong>Dexia</strong> Crédit Local<br />

2004-2008 Chairman of ACW Chairman of the Board of<br />

Directors:<br />

• HIVA (Hoger Instituut<br />

voor de Arbeid)<br />

• Arcopar<br />

• Arcofin<br />

Member of the<br />

Management Board:<br />

• IDEWE (Externe Dienst<br />

voor Preventie en<br />

Bescherming op het Werk)<br />

• IBEVE (Instituut voor<br />

Bedrijfsveiligheid)<br />

Chairman of the<br />

Management Board:<br />

• Huis van de Arbeid<br />

<strong>2006</strong>-2010 • Law PhD<br />

• Company director<br />

• Chairman of<br />

Luxempart<br />

• Chief Executive<br />

Officer Audiolux<br />

Chairman:<br />

• Luxempart<br />

• Foncier et Participations<br />

(previously Sichel)<br />

• Presta-Gaz<br />

• Luxempart Energie<br />

• Energus<br />

• Socipar<br />

• Orchimont<br />

• Immobilière Ville Haute<br />

Degree in politics and economics, former<br />

student of the ENA. After occupying<br />

various posts in the Treasury<br />

Department, Dominique Marcel was<br />

Economic Advisor to the President of<br />

the Republic, Director of the Cabinet<br />

of the Ministry of Labour and Solidarity<br />

from 1997 to 2000, Deputy<br />

Director of the Cabinet of the Prime<br />

Minister from 2000 to 2002; Inspector<br />

General of Finances; and since 2003<br />

Director of Finances and Strategy for<br />

the Caisse des dépôts et consignations,<br />

Finance Director of the Group<br />

Caisse des Dépôts and member of the<br />

Management Board of the Caisse des<br />

dépôts et consignations<br />

BA in sociology. He started his career<br />

in 1972 as advisor in the research<br />

department of ACV. From 1990 to<br />

1997, he was national secretary of<br />

ACW. In 1997 he became deputy<br />

general-secretary of ACW. He was<br />

appointed general chairman in 2002.<br />

Career in the gas industry and active<br />

in real property projects in Luxembourg.<br />

Director of <strong>Dexia</strong> BIL since<br />

1984. Cofounder of BIL Participations<br />

(now: Luxempart). Honorary Consul<br />

of the Republic of Nicaragua.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Director:<br />

• Société électrique de l’Our<br />

• Foyer Finance<br />

• <strong>Dexia</strong> Banque<br />

Internationale à<br />

Luxembourg<br />

• TRIEF Corporation<br />

(Groupe Wendel)<br />

• Winvest Sicar (Wendel)<br />

• Centre Bourbon<br />

• Immobilière de l’Alzette<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 31


CORPORATE GOVERNANCE<br />

NAME<br />

SPECIALIZED<br />

COMMITTEES<br />

BEGINNING<br />

AND END<br />

OF CURRENT<br />

MANDATE<br />

PRIMARY<br />

FUNCTION<br />

OTHER MANDATES<br />

AND FUNCTIONS<br />

BIOGRAPHY<br />

MANAGEMENT REPORT<br />

ANNE-CLAIRE<br />

TAITTINGER<br />

Independent<br />

director<br />

57 years old<br />

French<br />

Director since<br />

2001<br />

Holds 1,000<br />

<strong>Dexia</strong> shares<br />

Chairwoman of<br />

the Compensation<br />

Committee<br />

2001-2007 Member of the<br />

Supervisory Board:<br />

• Carrefour<br />

Member of the<br />

Supervisory Board<br />

and of the Strategy<br />

Committee:<br />

• Club Méditerranée<br />

Director:<br />

• Baccarat<br />

Senior Advisor<br />

of Wefcos-Women’s Forum<br />

Graduate of the Institute of Political<br />

Studies in Paris, Master of Urban<br />

Sociology, Higher Diploma in Urban<br />

Planning from the Advanced Business<br />

Centre. Member of the Supervisory<br />

Board of the Carrefour group and the<br />

Club Méditerranée group, she was<br />

chairman of the Management Board<br />

of the Groupe du Louvre and she held<br />

the post of Managing Director of the<br />

Groupe Taittinger, when there was a<br />

splitting of the posts of Chairman and<br />

Managing Director until <strong>2006</strong>, after<br />

assuming various operational responsibilities<br />

within those two groups at<br />

the same time as posts in the holding<br />

<strong>com</strong>pany. She also assumed executive<br />

responsibility for the Baccarat group<br />

from 1993 to <strong>2006</strong>.<br />

COMPTES CONSOLIDÉS<br />

MARC TINANT<br />

52 years old<br />

Belgian<br />

Director since<br />

2001<br />

Holds 100 <strong>Dexia</strong><br />

shares<br />

Member of the<br />

Audit Committee<br />

<strong>2006</strong>-2010 Member of the<br />

Management Board:<br />

• Arcofin<br />

Member of the<br />

Management Board<br />

(Executive Director):<br />

• Arcoplus<br />

• Auxipar<br />

• Arcopar<br />

Chief Executive Officer and<br />

Vice Chairman of the Board<br />

of Directors:<br />

• EPC<br />

Graduate and Master’s degree in<br />

economics.<br />

Before joining the Arco Group in<br />

1991, he was General Adviser to the<br />

Management Board of the Walloon<br />

Regional Investment Company.<br />

COMPTES SOCIAUX<br />

SIR BRIAN<br />

UNWIN<br />

Independent<br />

director<br />

71 years old<br />

British<br />

Director since<br />

2000<br />

Holds no <strong>Dexia</strong><br />

shares<br />

Member of the<br />

Compensation<br />

Committee<br />

<strong>2006</strong>-2010 Chairman of<br />

Assettrust Housing,<br />

Limited<br />

Director:<br />

• Retail Estates (Sicafi listed<br />

in Brussels)<br />

• SRIW (Société régionale<br />

d’investissement de<br />

Wallonie)<br />

• Chairman of the European<br />

Center for Nature<br />

Conservation<br />

• Director of the English<br />

National Opera Company<br />

• Director of the Federal<br />

Trust for Education &<br />

Research<br />

Studied at Oxford and Yale. Former<br />

diplomat, also worked for the Chancellor<br />

of the Exchequer and on the<br />

Prime Minister’s staff in the United<br />

Kingdom. Chairman of the European<br />

Investment Bank in 1993; Honorary<br />

Chairman in 2000.<br />

FRANCIS<br />

VERMEIREN<br />

70 years old<br />

Belgian<br />

Director since<br />

2004<br />

Holds 1,700<br />

<strong>Dexia</strong> shares<br />

Member of<br />

the Strategy<br />

Committee and of<br />

the Appointments<br />

Committee<br />

2005-2009 Burgomaster<br />

of Zaventem<br />

Chairman of the Board of<br />

Directors:<br />

• Holding Communal<br />

• Publi-T<br />

Director:<br />

• Elia<br />

• Asco Industries<br />

Former insurance inspector. Former<br />

manager of a tax office. Now active in<br />

politics at a national level.<br />

OBSERVER:<br />

FRANK BEKE<br />

60 years old<br />

Belgian<br />

Observer since<br />

2001<br />

Holds 1,400<br />

<strong>Dexia</strong> shares<br />

2002-<strong>2006</strong> Burgomaster<br />

of Ghent<br />

Director of <strong>Dexia</strong> Bank<br />

Belgium<br />

(until December 31, <strong>2006</strong>)<br />

Graduate degree in philology and<br />

<strong>com</strong>munication sciences.<br />

Was municipal councilor and alderman<br />

before being Burgomaster of<br />

Ghent from 1995 to the end of <strong>2006</strong>.<br />

32 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

Eligibility criteria<br />

The internal rules of the Board of Directors stipulate that<br />

directors are elected by the shareholders’ meeting because<br />

of their expertise and the contribution they can make to the<br />

administration of the <strong>com</strong>pany.<br />

In this context, the Appointments Committee created within<br />

the Board is responsible for establishing profiles of expertise<br />

that will be reviewed on a regular basis to take into account<br />

changes in the <strong>Dexia</strong> Group and its businesses.<br />

Any member of the Board of Directors must have the time<br />

required to perform his obligations as a director.<br />

Non-executive directors may not hold more than five directorships<br />

in publicly-traded <strong>com</strong>panies.<br />

Procedure for appointing and assessing members of<br />

the Board of Directors<br />

Appointment<br />

The Appointments Committee is responsible for proposing<br />

to the Board of Directors the appointment of a new director.<br />

It submits a detailed <strong>report</strong> to the Board on the factors that<br />

justify this re<strong>com</strong>mendation.<br />

For this purpose, the Appointments Committee reviews the<br />

candidates’ expertise, knowledge and experience. The candidate<br />

attends an interview conducted by the members of this<br />

<strong>com</strong>mittee or a delegation of <strong>com</strong>mittee members.<br />

Assessment<br />

Every year, the Board of Directors conducts a self-assessment<br />

of its operation which is conducted by the Chairman of the<br />

Board of Directors. This self-assessment process may also be<br />

carried out by an external consultant, as was the case in <strong>2006</strong>.<br />

During this process, the issue of each director’s contribution to<br />

the Board’s activities is also assessed.<br />

The Lippens Code also states that the non-executive directors<br />

of a <strong>com</strong>pany should assess their interaction with executive<br />

management on a regular basis, and meet at least once a<br />

year without the Chief Executive Officer and the other executive<br />

directors. The non-executive members of the Board of<br />

Directors of <strong>Dexia</strong> SA discussed this matter, in the absence of<br />

the Chief Executive Officer, when the Board met on March 2,<br />

<strong>2006</strong>, in connection with setting the Chief Executive Officer’s<br />

<strong>com</strong>pensation for the 2005 fiscal year (variable portion)<br />

and for the <strong>2006</strong> fiscal year (fixed <strong>com</strong>pensation, setting the<br />

system for calculating the Chief Executive Officer’s variable<br />

<strong>com</strong>pensation in <strong>2006</strong>, and the distribution of stock options<br />

in <strong>2006</strong>).<br />

Changes in the <strong>com</strong>position of the Board of Directors<br />

of <strong>Dexia</strong> SA in <strong>2006</strong><br />

The significant changes that occurred during <strong>2006</strong> concerning<br />

the <strong>com</strong>position of the Board of Directors of <strong>Dexia</strong> SA are as<br />

follows.<br />

1. The following decisions were made by the Ordinary Shareholders’<br />

Meeting of May 10, <strong>2006</strong>:<br />

• Fabio Innocenzi was appointed as director for a four year<br />

period ending at the conclusion of the 2010 Shareholders’<br />

Meeting. Mr. Innocenzi’s appointment replaced out-going<br />

director Roberto Mazzotta, whose term expired at the end of<br />

the <strong>2006</strong> Ordinary Shareholders’ Meeting;<br />

• the definitive appointment as a director for a new four-year<br />

term to expire at the end of the 2010 Ordinary Shareholders’<br />

Meeting of <strong>Dexia</strong> SA, of Axel Miller, who was appointed by the<br />

Board of Directors of <strong>Dexia</strong> SA on November 17, 2005, effective<br />

as of January 1, <strong>2006</strong>, replacing François Narmon, who<br />

resigned;<br />

• the definitive appointment as a director for a new four-year<br />

term to expire at the end of the 2010 Ordinary Shareholders’<br />

Meeting of <strong>Dexia</strong> SA, of Serge Kubla, who had been appointed<br />

by the Board of Directors of <strong>Dexia</strong> SA on November 17, 2005,<br />

to replace Eric André, deceased;<br />

• the definitive appointment as a director of Bernard Lux,<br />

appointed provisionally by the Board of Directors on November<br />

17, 2005, in order to <strong>com</strong>plete the term as director of<br />

Elio Di Rupo, who resigned. Mr. Lux’s term will expire at the end<br />

of the 2009 Shareholders’ Meeting;<br />

• The renewal of the terms of the following directors, each for<br />

a new four-year term, expiring at the end of the 2010 Ordinary<br />

Shareholders’ Meeting of <strong>Dexia</strong> SA: Messrs. Pierre Richard,<br />

Rik Branson, Gilles Benoist, Denis Kessler, André Levy-Lang,<br />

Dominique Marcel, Gaston Schwertzer, Marc Tinant and Brian<br />

Unwin.<br />

2. Francis Mayer, who had been a director of <strong>Dexia</strong> SA since<br />

2003, died on December 9, <strong>2006</strong>.<br />

3. At its meeting on November 16, <strong>2006</strong>, the Board of Directors<br />

accepted the resignation of Frank Beke as observer effective<br />

December 31, <strong>2006</strong>.<br />

New directors<br />

As indicated above, a new director, Mr. Fabio Innocenzi, was<br />

appointed during the <strong>2006</strong> fiscal year.<br />

Fabio Innocenzi is the Chief Executive Officer of Banco Popolare<br />

di Verona e Novara. He is also Vice-Chairman of Credito<br />

Bergamasco, La Banca Popolare di Novara S.p.A., Banca Aletti<br />

& C. and Banca per il Leasing Italease S.p.A.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 33


CORPORATE GOVERNANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Independent members of the Board of Directors<br />

The Lippens Code contains a list of criteria on the basis of which<br />

directors may be classified as independent.<br />

With a few exceptions, the criteria adopted in 2004 by the<br />

Board of Directors of <strong>Dexia</strong> SA (based on Article 524 of the<br />

Belgian Company Code and on the governance principles<br />

re<strong>com</strong>mended by the Bouton <strong>report</strong>, which is the reference in<br />

France) were identical or stricter than those re<strong>com</strong>mended by<br />

the Lippens Code.<br />

At its meeting of February 7, <strong>2006</strong>, the Board of Directors<br />

decided, on the re<strong>com</strong>mendation of the Appointments<br />

Committee, to modify <strong>Dexia</strong> SA’s criteria for independence by<br />

including the most demanding rules from the Lippens Code.<br />

Pursuant to this decision, the independence criteria applied by<br />

<strong>Dexia</strong> SA to its directors are as follows:<br />

1. For a period of 3 years preceding his or her appointment as<br />

an independent director, the nominee may not have held office<br />

or served as a director, manager, member of the Management<br />

Board, Chief Executive Officer, executive officer or employee<br />

of <strong>Dexia</strong> SA or a <strong>com</strong>pany or a person affiliated with <strong>Dexia</strong> SA<br />

or which is part of its consolidated group (this condition does<br />

not apply when the term of office of an independent director<br />

is renewed).<br />

2. The independent director may not be a director of <strong>Dexia</strong><br />

SA for more than 12 years (termination of an independent<br />

directorship for this reason only occurs at the expiry of<br />

the current term in which the 12-year period is exceeded);<br />

termination of an independent directorship at the end of the<br />

12-year period does not preclude renewal of the appointment<br />

as a non-independent director.<br />

3. The independent director may not have, either at <strong>Dexia</strong> SA<br />

or in an affiliated <strong>com</strong>pany, a spouse or person with whom<br />

he or she lives under a <strong>com</strong>mon law marriage, an immediate<br />

family member or a relative up to two removes, who is a<br />

director, manager, member of the Management Board, Chief<br />

Executive Officer, executive officer, or has a financial interest<br />

as specified in point 4 below.<br />

4. Neither the independent director, nor his or her spouse, or<br />

the person with whom he or she lives under a <strong>com</strong>mon law<br />

marriage, or an immediate family member or a relative up<br />

to two removes, may hold shares representing 3% or more<br />

of the capital or of a class of shares of <strong>Dexia</strong> SA. If these<br />

persons hold rights representing less than 3% of the capital<br />

or a class of shares of <strong>Dexia</strong> SA, these rights may not exceed<br />

said limit of 3% when added to those held by the <strong>com</strong>panies<br />

controlled by the independent director; lastly, the transfer<br />

deeds for these shares or the exercise of the rights attached<br />

to them may not be subject to any contractual agreements<br />

or unilateral <strong>com</strong>mitments to which the independent director<br />

has subscribed.<br />

5. The independent director may not be an executive director<br />

of a <strong>com</strong>pany in which <strong>Dexia</strong> SA directly or indirectly holds a<br />

position as director.<br />

6. The independent director may not be (or be directly or<br />

indirectly affiliated with) a client, a supplier, an investment<br />

banker, a <strong>com</strong>mercial banker<br />

• that is significant to <strong>Dexia</strong> SA or a <strong>com</strong>pany affiliated with<br />

<strong>Dexia</strong> SA; or<br />

• for which <strong>Dexia</strong> SA or a <strong>com</strong>pany affiliated to it represents a<br />

significant proportion of its business.<br />

7. The independent director may not serve as auditor of <strong>Dexia</strong><br />

SA or an affiliated <strong>com</strong>pany at any time during the previous<br />

five years.<br />

8. The independent director may not represent a shareholder<br />

who alone, or with one or more other shareholders, holds<br />

more than 5% of the capital of <strong>Dexia</strong> SA.<br />

9. The independent director may not receive, or have received,<br />

substantial additional <strong>com</strong>pensation from the <strong>com</strong>pany or an<br />

affiliated <strong>com</strong>pany, other than the <strong>com</strong>pensation received as<br />

a non-executive director.<br />

10. The independent director may not be an executive<br />

director or managing director of another <strong>com</strong>pany in which<br />

an executive director or managing director of <strong>Dexia</strong> SA is a<br />

non-executive director or a managing director, and may not<br />

have other significant ties with the executive directors of <strong>Dexia</strong><br />

SA through an interest in other <strong>com</strong>panies or entities.<br />

11. A director is independent if he or she has no relations of any<br />

kind whatsoever with <strong>Dexia</strong> SA, a <strong>com</strong>pany affiliated to <strong>Dexia</strong><br />

SA or the management of <strong>Dexia</strong> SA, which might <strong>com</strong>promise<br />

the exercise of his or her freedom of judgment. He or she may<br />

not maintain any relations with any other <strong>com</strong>pany which<br />

might call into question his or her independence.<br />

According to these criteria, the Board of Directors of <strong>Dexia</strong> SA<br />

has eight independent directors as of December 31, <strong>2006</strong>.<br />

They are:<br />

• Anne-Marie Idrac<br />

• Anne-Claire Taittinger<br />

• Gilles Benoist<br />

• Denis Kessler<br />

• André Levy-Lang<br />

• Fabio Innocenzi<br />

• Gaston Schwertzer<br />

• Sir Brian Unwin<br />

Non-executive members of the Board of Directors<br />

A non-executive member of the Board of Directors is a member<br />

who does not exercise management functions in a <strong>com</strong>pany<br />

of the <strong>Dexia</strong> Group. The internal rules of the <strong>Dexia</strong> SA<br />

Board of Directors stipulate that at least half of the Board must<br />

be non-executive directors. It should be noted that, with the<br />

exception of the Chief Executive Officer, all members of the<br />

Board of Directors of <strong>Dexia</strong> SA are non-executive directors.<br />

34 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

Separation of the functions of Chairman of the Board<br />

of Directors and Chief Executive Officer<br />

The bylaws of <strong>Dexia</strong> SA, as well as the internal rules of the<br />

Board of <strong>Dexia</strong> SA, specifically define the rule for separation<br />

of the functions of Chairman of the Board of Directors and<br />

Chief Executive Officer. They must necessarily be entrusted to<br />

different individuals of different nationalities, even when the<br />

Chairman of the Board of Directors is unable to preside and is<br />

replaced by another member of the Board.<br />

Term of office<br />

The term of office for Board members elected on or after<br />

May 7, 2002 is a maximum of four years.<br />

Duties and responsibilities of the Board<br />

of Directors<br />

The internal rules of the Board of Directors describe the<br />

expertise and responsibilities of the Board of Directors in three<br />

areas:<br />

• strategy and general policy;<br />

• management control and monitoring risks;<br />

• relations with shareholders.<br />

Strategy and general policy<br />

The <strong>Dexia</strong> Board of Directors defines, in the name of all<br />

shareholders and on the re<strong>com</strong>mendation from or on the<br />

advice of the Management Board, the strategy and general<br />

policy of the <strong>com</strong>pany and the <strong>Dexia</strong> Group.<br />

It also sets the standards for the Group and ensures the<br />

implementation of the strategy for the Group.<br />

The Board also ensures <strong>com</strong>pliance with the principles of<br />

good governance.<br />

<strong>Dexia</strong>’s internal rules therefore require that the Board of<br />

Directors:<br />

• meets at least once a year to evaluate the challenges and<br />

strategic stakes facing <strong>Dexia</strong>;<br />

• reviews the strategic re<strong>com</strong>mendations made by the<br />

Management Board;<br />

• defines the strategy for the different <strong>Dexia</strong> businesses, which<br />

is implemented by the Management Board, sets the priorities,<br />

approves the annual budget and ensures that the resources<br />

<strong>com</strong>mitted are adequate for the strategy chosen;<br />

• defines the values of the <strong>Dexia</strong> Group on the advice of the<br />

Management Board.<br />

The internal rules give the Board specific responsibilities for<br />

major acquisitions and disposals of assets.<br />

• assesses the performance of the members of the Board of<br />

Directors;<br />

• supervises the performance of the statutory and internal<br />

auditors;<br />

• establishes the organization of the Management Board in terms<br />

of its <strong>com</strong>position, its activities, and its duties as re<strong>com</strong>mended<br />

by the Chief Executive Officer; the Board sets the <strong>com</strong>pensation<br />

of the members of the Management Committee based on the<br />

re<strong>com</strong>mendations of the Compensation Committee and the<br />

Chief Executive Officer with regard to the <strong>com</strong>pensation of<br />

members of the Board of Directors, other than himself.<br />

The role of the Board of Directors towards<br />

the <strong>com</strong>pany shareholders<br />

The Board’s actions are guided solely by the interest of the<br />

<strong>com</strong>pany with respect to the shareholders, customers and<br />

employees.<br />

The Board ensures that its obligation toward its shareholders<br />

are understood and met and <strong>report</strong>s to the shareholders on<br />

the performance of its duties.<br />

Operation of the Board of Directors<br />

Bylaws<br />

The <strong>com</strong>pany’s bylaws set forth the following rules that govern<br />

the operation of the Board of Directors:<br />

• All deliberations require the presence or representation of at<br />

least half of the members of the Board.<br />

• Decisions are approved by a majority vote of all members<br />

present or represented. If there is a tie vote, the chairman or<br />

the member replacing him shall cast the deciding vote.<br />

• Decisions concerning the operations described below<br />

require the presence or representation of at least two thirds of<br />

the members of the Board, and a two-thirds majority vote of<br />

all members present or represented:<br />

• any decision to employ authorized capital or to submit to<br />

the Ordinary Shareholders’ Meeting a resolution to approve<br />

the issue of shares, convertible bonds or redeemable in<br />

shares, warrants or other financial instruments eventually<br />

conferring the right to shares, when the amount of the capital<br />

increases that would result from the issue of such shares or<br />

the conversion or redemption of such bonds or the exercise of<br />

such warrants or other financial instruments exceeds 10% of<br />

the amount of capital existing prior to these decisions;<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Management control and risk management for the<br />

<strong>com</strong>pany<br />

The Board of Directors controls and directs the management<br />

of the <strong>com</strong>pany and the Group and monitors risks.<br />

For this purpose, the internal rules of the <strong>Dexia</strong> Board of<br />

Directors provide that the Board:<br />

• evaluates the implementation of strong and independent<br />

control systems, which most notably include risk management,<br />

and internal audit and <strong>com</strong>pliance procedures on a centralized<br />

basis;<br />

• takes all appropriate measures to ensure that the financial<br />

statements are accurate;<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 35


CORPORATE GOVERNANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

• any decision relating to the acquisition or sale of assets<br />

representing more than 10% of the <strong>com</strong>pany’s equity;<br />

• any decision to submit to the Ordinary Shareholders’<br />

Meeting a resolution to amend the <strong>com</strong>pany’s bylaws;<br />

• any decision relating to the appointment or dismissal of the<br />

Chairman of the Board of Directors and the Chief Executive<br />

Officer.<br />

Internal rules of the Board of Directors of <strong>Dexia</strong> SA<br />

The internal regulations of the Board of Directors of <strong>Dexia</strong> SA,<br />

which have been in existence since 1999 and which specify all<br />

the rules that allow the Board to fully carry out its duties and<br />

strengthen the contribution made by each director, has undergone<br />

significant changes in 2005 and early <strong>2006</strong>, particularly<br />

with regard to the new organization structure of the <strong>Dexia</strong><br />

Group and the implementation of the Lippens Code.<br />

The major elements of the rules concern:<br />

• general organizational principles of the Board of Directors;<br />

• confidentiality obligation for members of the Board;<br />

• training of Board members;<br />

• conflicts of interest;<br />

• transactions between a <strong>com</strong>pany of the <strong>Dexia</strong> Group and<br />

Board members;<br />

• proprietary trading in <strong>Dexia</strong> securities.<br />

General organizational principles<br />

The Board of Directors is organized to achieve the best exercise<br />

of its expertise and responsibilities.<br />

The meetings of the Board are frequent enough to allow the<br />

Board to perform its responsibilities. Board members agree to<br />

participate actively in the work of the Board and the <strong>com</strong>mittees<br />

on which they sit. Attendance at meetings of the Board<br />

and <strong>com</strong>mittees is the first condition of this participation and<br />

attendance at least three fourths of the meetings is desired.<br />

The agenda lists the items to be discussed and specifies if they<br />

are listed for information purposes, for discussion, or for a<br />

vote.<br />

The minutes <strong>report</strong> discussions and record the decisions made,<br />

specifying reservations issued by some directors, if applicable.<br />

Obligation of confidentiality<br />

The information provided to the directors in the performance<br />

of their duties, during Board meetings, meetings of the specialized<br />

<strong>com</strong>mittees, or during private interviews, is provided<br />

intuitu personae; they shall ensure that the confidentiality of<br />

such information is strictly maintained.<br />

The knowledge of privileged information leads to the prohibition<br />

against executing, on his own behalf or on behalf of<br />

third parties, transactions on the securities of the <strong>com</strong>panies<br />

in question and a ban on disclosing this information to third<br />

parties.<br />

by outside experts as needed. The missions of these specialized<br />

<strong>com</strong>mittees are also clearly defined in the internal rules<br />

of the Board of Directors.<br />

Conflicts of interest<br />

Directors make sure that their participation on the Board of<br />

Directors is not a source of direct or indirect conflict of interest,<br />

either personally or because of the professional interests<br />

they represent.<br />

They must ensure that their membership on the Board reflects<br />

<strong>com</strong>plete independence from interests outside the <strong>com</strong>pany<br />

itself. In particular, cross-exchanges of directors are to be<br />

avoided.<br />

Directors <strong>report</strong> to the Board if there is a significant change<br />

in their duties and the Board decides whether to accept their<br />

resignation in such cases, after an opinion from the Appointments<br />

Committee. They must resign if a change in their situation<br />

creates an in<strong>com</strong>patibility with their office as a <strong>Dexia</strong><br />

director.<br />

If a director directly or indirectly has a financial interest in a<br />

decision or operation to be decided by the Board of Directors,<br />

he must inform the other members of the Board before they<br />

deliberate. His declaration, including the reasons for his conflicting<br />

financial interest, must be recorded in the minutes of<br />

the Board meeting that must make the decision. In addition,<br />

he must inform the <strong>com</strong>pany’s auditors.<br />

For publication in the annual management <strong>report</strong>, the Board<br />

of Directors describes in the minutes the type of decision or<br />

operation in question and the reasons for the decision made<br />

and the financial consequences for the <strong>com</strong>pany. The management<br />

<strong>report</strong> contains a copy of the minutes described<br />

above.<br />

The auditors’ <strong>report</strong> must also include a separate description<br />

of the financial consequences resulting for the <strong>com</strong>pany from<br />

the decisions made by the Board of Directors which include<br />

a conflicting interest as defined by the provisions set forth<br />

above.<br />

The director with a conflicting interest may not participate in<br />

the Board’s deliberations on the transactions or decisions in<br />

question or vote on these issues.<br />

Transactions between a <strong>com</strong>pany of the <strong>Dexia</strong> Group<br />

and Board members<br />

The transactions between a <strong>com</strong>pany within the <strong>Dexia</strong> Group<br />

and the directors must be entered into under normal market<br />

conditions.<br />

Training of Board members<br />

In order to acquire a solid understanding of the <strong>Dexia</strong> Group,<br />

the new members of the Board of Directors are invited, when<br />

they take office, to one or two days of contacts and visits<br />

within the Group.<br />

The Board members who sit on the specialized <strong>com</strong>mittees<br />

are chosen on the basis of their specific skills. They are assisted<br />

36 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

Own-account transactions on <strong>Dexia</strong> securities<br />

In order to promote the transparency of transactions in <strong>Dexia</strong><br />

securities, the internal rules stipulate that the directors declare<br />

the following to the Chief Compliance Officer:<br />

• at the time they take office, the <strong>Dexia</strong> shares or financial<br />

instruments that they hold;<br />

• after each transaction, the details of that transaction in<br />

order to make the appropriate publications;<br />

• at the end of each year, an update of the <strong>Dexia</strong> shares or<br />

financial instruments that they hold.<br />

Before any transaction involving the <strong>Dexia</strong> shares, the directors<br />

inform the Chief Compliance Officer of the transaction that<br />

they are planning to execute.<br />

In any event, directors shall not execute the following<br />

transactions without the prior agreement of the Chief<br />

Compliance Officer:<br />

• any transaction on <strong>Dexia</strong> shares for a period of 1 month<br />

prior to the publication of the financial results (“restriction<br />

period”);<br />

• any transaction on <strong>Dexia</strong> shares during sensitive periods of<br />

which they are notified by the Chief Compliance Officer and<br />

which are determined by the officer on the basis of a general<br />

policy defined in collaboration with the Audit Committee<br />

(“black period”);<br />

• any transaction in the opposite direction of a previous<br />

transaction, with the exception of the sale of shares following<br />

the exercise of options within a period of 6 months from the<br />

date of exercise.<br />

Board members also agree to hold the <strong>Dexia</strong> shares they have<br />

acquired or plan to acquire in a securities account opened<br />

in their name in one of the credit institutions of the <strong>Dexia</strong><br />

Group or in an institution approved by <strong>Dexia</strong>, or to register<br />

their shares.<br />

The preceding obligations for <strong>Dexia</strong> shares apply to directors,<br />

their spouses (if there is no legal separation) and their minor<br />

children.<br />

The various obligations set forth in these rules also apply to<br />

observers as defined in the <strong>Dexia</strong> SA bylaws.<br />

The Chief Compliance Officer ensures <strong>com</strong>pliance with the<br />

rules set forth in the previous paragraphs by the directors.<br />

In addition to the publication of total holdings of shares in<br />

the <strong>com</strong>pany’s annual <strong>report</strong>, individual transactions are<br />

notified to the Banking, Finance and Insurance Commission,<br />

for publication on its website; this provision has been in effect<br />

since the Belgian Royal Decree of March 5, <strong>2006</strong>, which<br />

transposed the European directives on market abuses into<br />

Belgian law.<br />

Activity and operation of the Board of Directors of<br />

<strong>Dexia</strong> SA in <strong>2006</strong><br />

Attendance by Board members<br />

The Board of Directors met seven times in <strong>2006</strong>. The directors’<br />

attendance rate at Board meetings was 87%.<br />

ATTENDANCE RATE TO THE MEETINGS<br />

OF THE BOARD OF DIRECTORS<br />

PER DIRECTOR<br />

Richard, Pierre 100%<br />

Miller, Axel 100%<br />

Benoist, Gilles 100%<br />

Branson, Rik 100%<br />

Burton, Guy 100%<br />

Idrac, Anne-Marie 057%<br />

Innocenzi, Fabio 100% (1)<br />

Kessler, Denis 086%<br />

Kubla, Serge 086%<br />

Levy-Lang, André 086%<br />

Lux, Bernard 100%<br />

Marcel, Dominique 071%<br />

Mayer, Francis 014% (2)<br />

Mazzotta, Roberto 100% (3)<br />

Renders, Jan 086%<br />

Schwertzer, Gaston 100%<br />

Taittinger, Anne-Claire 100%<br />

Tinant, Marc 086%<br />

Unwin, Brian 100%<br />

Vermeiren, Francis 100%<br />

Beke, Frank (Observer) 100%<br />

(1) In a total of 4 meetings.<br />

(2) Francis Mayer was excused for medical reasons.<br />

(3) In a total of 3 meetings.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 37


CORPORATE GOVERNANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Activities of the Board of Directors<br />

In addition to the items belonging to the ordinary <strong>com</strong>petence<br />

of the Board of Directors (follow-up of the results, approval of<br />

the budget, appointment and <strong>com</strong>pensation of the members<br />

of the Management Board), the Board concentrated in<br />

particular on the following matters:<br />

• the definition of <strong>Dexia</strong>’s strategic direction over the next<br />

3, 5 and 10 year periods and <strong>com</strong>munication of the Group’s<br />

strategy;<br />

• the <strong>com</strong>position of the Board of Directors and its specialized<br />

sub<strong>com</strong>mittees;<br />

• the Board of Directors’ self-assessment process and<br />

the implementation of the specific re<strong>com</strong>mendations for<br />

improvement;<br />

• <strong>com</strong>pliance with the Lippens Code;<br />

• the criteria for independent directors;<br />

• the termination of private banking activities in the United<br />

Kingdom;<br />

• the sale of the Group’s ownership stake in Créatis;<br />

• the sale of Banque Artesia Nederland, Flexia, Belstar and<br />

<strong>Dexia</strong> Banque Privée France;<br />

• the review and approval of the 2005 audit plan;<br />

• the process for privatizing CEC;<br />

• the equity investment in Banca Comerciala Romana;<br />

• the acquisition of DenizBank;<br />

• the <strong>report</strong> from the Chairman of the Board of Directors of<br />

<strong>Dexia</strong> SA concerning the operations of the Board and the<br />

internal controls for the Group;<br />

• the discussion and reading of the internal audit <strong>report</strong> and<br />

the <strong>report</strong> on risk assessment and monitoring in 2005;<br />

• the monitoring of the <strong>Dexia</strong> Bank Nederland operation;<br />

• the status of various procedures underway in connection<br />

with the Lernout & Hauspie situation;<br />

• the discussion on <strong>Dexia</strong>’s positioning and strategic stake in<br />

the asset management area;<br />

• the shareholding program for employees and Group staff,<br />

as well as the <strong>2006</strong> stock option plan;<br />

• the strategy for the buy-back of the <strong>com</strong>pany’s treasury<br />

shares;<br />

• discussion on <strong>Dexia</strong>’s management policy for its strategic<br />

portfolio;<br />

• the evaluation of the Group’s new organization, which<br />

was implemented in <strong>2006</strong>, and the changes in the Group’s<br />

operational structure;<br />

• the discussion of the <strong>Dexia</strong> Group’s policies on<br />

subcontracting.<br />

Conflicts of interest in <strong>2006</strong><br />

As indicated previously, if a director has a proprietary interest<br />

that is directly or indirectly opposed to a decision or transaction<br />

that <strong>com</strong>es within the <strong>com</strong>petence of the Board of Directors,<br />

the director must notify the other Board members before the<br />

matter is discussed by the Board. In addition, both the Board<br />

member’s notification and the reasons justifying the conflicting<br />

interest included in the notification heading must be recorded<br />

in the minutes of the Board meeting during which a decision<br />

must be made regarding the matter in question.<br />

Below are extracts of the minutes of the Board of Directors’<br />

Meeting on March 2, <strong>2006</strong>, relating to the application of the<br />

provisions of Article 523 of the Belgian Company Code.<br />

During the meeting of March 2, <strong>2006</strong>, the Board considered<br />

the amount of <strong>com</strong>pensation to be paid to members of the<br />

Management Board. Since Axel Miller, the Chief Executive<br />

Officer, is also Chairman of the Management Board, and since<br />

the Board of Directors also decided the <strong>com</strong>pensation of Pierre<br />

Richard in his capacity as Chairman of the Management Board<br />

in 2005, these two individuals abstained (in <strong>com</strong>pliance with<br />

Article 523 of the Company Code) from participating in the<br />

Board of Directors’ deliberations and vote concerning their<br />

own <strong>com</strong>pensation. An excerpt of the minutes relating to the<br />

matters concerning Pierre Richard and Axel Miller is provided<br />

below.<br />

A. Variable <strong>com</strong>pensation 2005<br />

The Meeting of the Board of Directors in February 2005<br />

approved the principles for calculation of the variable<br />

<strong>com</strong>pensation 2005 of members of the Management Board.<br />

The criterion retained for calculation was the 2004/5 evolution<br />

of <strong>Dexia</strong> SA’s underlying net in<strong>com</strong>e* (the objective being<br />

to <strong>com</strong>pensate the ability of teams to respect the budget<br />

provided to that effect last year). The year 2005 now over, the<br />

Compensation Committee calculated and fixed the amount<br />

of variable <strong>com</strong>pensation 2005 for each member of the<br />

Management Board applying those principles.<br />

[...]<br />

It is proposed to grant Pierre Richard an amount of EUR 950,000<br />

and to grant Axel Miller an amount of EUR 587,080.<br />

*The 2004/2005 evolution of the underlying met in<strong>com</strong>e is +11.3%.<br />

[...].<br />

C. Variable <strong>com</strong>pensation <strong>2006</strong><br />

It has been observed that the former system for calculation of<br />

variable <strong>com</strong>pensation does not permit any individualization<br />

of personal situations (single formula applicable to all) and<br />

only resulted year after year in a rather relative variability (the<br />

result of the formula leading each year to percentages varying<br />

between 65% and 75%). The Compensation Committee<br />

therefore wishes to suggest a new system for calculation<br />

of the variable <strong>com</strong>pensation payable to members of the<br />

Management Board.<br />

The variable <strong>com</strong>pensation would be calculated according to<br />

three equally important criteria:<br />

• an initial Group criterion based on a formula linked to the<br />

results of <strong>Dexia</strong> SA which would be applicable in an identical<br />

manner to all the persons concerned;<br />

• a second criterion specific to the Management Board<br />

based on the achievement of (joint) objectives of members.<br />

Those objectives (for instance the <strong>com</strong>pletion of projects,<br />

levels of indicators of performance achieved, strategy<br />

implemented, priorities for <strong>2006</strong> and so on) would be fixed<br />

by the Compensation Committee on proposals from the<br />

Management Board;<br />

38 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

• a third individual criterion based on the achievement of personal<br />

objectives specific to each member of the Management<br />

Board. Personal objectives would be fixed by the Chief Executive<br />

Officer except in the case of his own objectives which<br />

would be fixed by the Compensation Committee.<br />

Each of these criteria would give rise to a percentage (from<br />

0% to 100%) depending upon an assessment made by the<br />

Compensation Committee with a pivot rate of 50%.<br />

It is further proposed to fix a maximum amount of variable<br />

<strong>com</strong>pensation, which assumes that each criterion represents<br />

between 0 and a percentage of the <strong>com</strong>pensation fixed for calculation<br />

of the total amount of the variable <strong>com</strong>pensation.<br />

A-C Taittinger <strong>com</strong>ments on a table listing the proposals for<br />

maxima formulated by the Compensation Committee.<br />

This new system is intended not to increase the variable <strong>com</strong>pensation<br />

but to make it more individual, more variable and<br />

to involve not only the performance of the <strong>com</strong>pany but also<br />

of the members concerned.<br />

The Compensation Committee asks the Board of Directors to<br />

grant it a mandate effectively to implement these principles,<br />

including in particular the fixing during the first half of <strong>2006</strong>:<br />

• the objectives for the second “Management Board” criterion;<br />

and<br />

• the personal objectives for the third criterion.<br />

[...]<br />

G. <strong>Dexia</strong> stock option plan – attribution to members of<br />

the Group Management Board<br />

As part of the global package of options issued in <strong>2006</strong>, it<br />

is proposed to attribute the following options to Axel Miller:<br />

120,000.<br />

Decisions<br />

With the exception of P. Richard and A. Miller who did not<br />

take part in the deliberations and vote on the points relating<br />

to them, the Board approves all the proposals made by the<br />

Compensation Committee.<br />

Compensation paid by <strong>Dexia</strong> SA to its directors<br />

in <strong>2006</strong><br />

Review of the principles applied<br />

<strong>Dexia</strong> SA’s <strong>2006</strong> Ordinary Shareholders’ Meeting decided to<br />

pay a total maximum <strong>com</strong>pensation amount of EUR 1,300,000<br />

to the directors for their services, effective January 1, 2005.<br />

This Meeting also authorized the Board to determine<br />

the practical procedures and individual allocation of this<br />

<strong>com</strong>pensation.<br />

At its meeting on May 23, 2002, the Board of Directors<br />

decided to grant each director a fixed <strong>com</strong>pensation of<br />

EUR 20,000 (EUR 5,000 per quarter – fixed <strong>com</strong>pensation),<br />

and directors’ fees (variable <strong>com</strong>pensation) of EUR 2,000 per<br />

Board meeting or specialized <strong>com</strong>mittee meeting. Directors<br />

who have been in office for less than one full year shall earn<br />

a proportion of this fixed fee based on the number of quarters<br />

during which they have effectively been in office. These<br />

principles were retained by the Board of Directors and were<br />

therefore also applied in <strong>2006</strong>.<br />

Compensation paid to the Chairman<br />

of the Board of Directors<br />

On April 26, 2005, the Board of Directors set the <strong>2006</strong> gross<br />

annual <strong>com</strong>pensation for the Chairman of the Board of<br />

Directors at EUR 400,000. This amount is included in the<br />

total amount of <strong>com</strong>pensation for Board members described<br />

above.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 39


CORPORATE GOVERNANCE<br />

DIRECTORS’ AND OTHER FEES FOR SERVING AS A DIRECTOR OF DEXIA SA<br />

AND THE OTHER ENTITIES OF THE GROUP (GROSS AMOUNTS)<br />

Board of Board of Strategy Audit Compensation Appointments Total Other<br />

Directors Directors Committee Com- Committee Committee entities<br />

(fixed <strong>com</strong>p.) (variable <strong>com</strong>p.) mittee of the Group<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

P. Richard 400,000 0 0 0 0 0 400,000 0<br />

A. Miller 0 0 0 0 0 0 0 0<br />

G. Benoist 20,000 14,000 0 8,000 0 0 42,000 0<br />

R. Branson 20,000 14,000 0 0 0 4,000 38,000 22,500 (1)<br />

G. Burton 20,000 14,000 0 0 2,000 0 36,000 0<br />

A.M. Idrac 20,000 8,000 0 0 0 0 28,000 0<br />

F. Innocenzi 15,000 8,000 0 0 0 0 23,000 0<br />

D. Kessler 20,000 12,000 2,000 0 0 0 34,000 0<br />

S. Kubla 20,000 12,000 0 0 0 0 32,000 0<br />

A. Levy-Lang 20,000 12,000 0 0 0 4,000 36,000 0<br />

B. Lux 20,000 14,000 0 0 0 0 34,000 0<br />

D. Marcel 0 0 0 0 0 0 0 (2) 0<br />

F. Mayer 0 0 0 0 0 0 0 (3) 0<br />

R. Mazzotta 5,000 4,000 0 0 0 0 9,000 0<br />

J. Renders 20,000 12,000 0 0 0 0 32,000 0<br />

G. Schwertzer 20,000 14,000 0 0 0 0 34,000 61,973.38 (4)<br />

A.C. Taittinger 20,000 14,000 0 0 4,000 0 38,000 0<br />

M. Tinant 20,000 12,000 0 8,000 0 0 40,000 0<br />

B. Unwin 20,000 14,000 0 0 4,000 0 38,000 0<br />

F. Vermeiren 20,000 14,000 2,000 0 0 4,000 40,000 0<br />

F. Beke<br />

(Observer) 20,000 14,000 0 0 0 0 34,000 22,500 (5)<br />

(1) Directors’ and other fees earned as a director of <strong>Dexia</strong> Bank Belgium.<br />

(2) Dominique Marcel does not wish to receive directors’ or other fees as a director.<br />

(3) Francis Mayer does not wish to receive directors’ or other fees as a director.<br />

(4) Directors’ and other fees received as a director of <strong>Dexia</strong> Banque Internationale à Luxembourg.<br />

(5) Directors’ and other fees received as a director of <strong>Dexia</strong> Bank Belgium.<br />

Payment of social security contributions<br />

Every Board member of <strong>Dexia</strong> SA is considered in Belgium as an<br />

independent worker and consequently must join an independent<br />

workers’ fund and, in principle pay the social insurance and<br />

related items. Now, some Board members already benefit from<br />

social insurance under another system and may therefore be<br />

required to pay contributions in Belgium simply because of the<br />

mandate carried out at <strong>Dexia</strong> SA without benefiting from social<br />

insurance payments.<br />

That is the case for, for example, Board members not resident<br />

in Belgium who already benefit, in their country of residence,<br />

from social insurance and who are required to contribute in<br />

Belgium to an unrecovered annuity. This is also the case for a<br />

Board member resident in Belgium who is subject to the salaried<br />

employees system or to the system applicable to public<br />

servants as a principal activity and who is required to contribute<br />

as an independent worker additionally because of the mandate<br />

carried out in Belgium without benefiting from increased social<br />

insurance <strong>com</strong>pared to what he already qualifies for because of<br />

his principal activity.<br />

In order to offset the unrecovered social security cost paid by<br />

directors who are in this position (subject to an annual review<br />

in order to reflect changes in status), the Ordinary Shareholders’<br />

Meeting of May 10, <strong>2006</strong> decided that <strong>Dexia</strong> SA will pay the<br />

unrecovered social security contributions and the late penalties<br />

and other amounts owed for serving as a director of <strong>Dexia</strong> and,<br />

therefore, raised the maximum ceiling for directors’ <strong>com</strong>pensation<br />

from EUR 700,000 to EUR 1,300,000.<br />

The beneficiaries of this payment are any persons who were<br />

directors of the <strong>com</strong>pany as of January 1, 2005 and who meet<br />

the aforementioned conditions for all social security contributions<br />

owed on or after January 1, 2000, as well as any new<br />

director who meets the conditions stipulated, and Frank Beke<br />

in his position as observer. The amount of the contributions<br />

owed for the years 2000 to <strong>2006</strong> and paid by <strong>Dexia</strong> totaled<br />

EUR 121,040.69 in 2005 and EUR 119,400.67 in <strong>2006</strong>.<br />

Compensation paid to the Chief Executive Officer<br />

The Chief Executive Officer does not receive any fee for his<br />

position as director. He is only paid for his functions as Chief<br />

Executive Officer responsible for day-to-day management and<br />

Chairman of the Management Board (see below).<br />

40 |<br />

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CORPORATE GOVERNANCE<br />

Specialized <strong>com</strong>mittees created by the Board of<br />

Directors<br />

In order to review in detail the matters submitted to the<br />

Board of Directors, it has established four specialized Board<br />

<strong>com</strong>mittees (the Compensation Committee, the Audit<br />

Committee, the Strategy Committee and the Appointments<br />

Committee) which are charged with preparing its decisions,<br />

those decisions remaining under the sole responsibility of<br />

the Board. Unless they have been specially delegated by<br />

the Board, the specialized <strong>com</strong>mittees effectively have no<br />

decision-making powers.<br />

These <strong>com</strong>mittees are <strong>com</strong>posed of three to six Board members<br />

appointed by the Board of Directors for a period of two years,<br />

which may be renewed. After each meeting, a <strong>report</strong> on the<br />

<strong>com</strong>mittee’s work is submitted to the Board of Directors.<br />

Strategy Committee<br />

Membership<br />

The strategy <strong>com</strong>mittee is <strong>com</strong>posed of six directors, including<br />

the Chairman of the Board of Directors, who chairs the<br />

<strong>com</strong>mittee, and the Chief Executive Officer.<br />

The members of the Strategy Committee (as of December 31,<br />

<strong>2006</strong>) were*:<br />

• Pierre Richard, Chairman of the Board of Directors<br />

• Axel Miller, Chief Executive Officer<br />

• Denis Kessler, independent director<br />

• Rik Branson, director<br />

• Francis Vermeiren, director<br />

(*) Francis Mayer, who was a member of this <strong>com</strong>mittee, died on<br />

December 9, <strong>2006</strong>.<br />

Responsibilities (as of December 31, <strong>2006</strong>)<br />

The Strategy Committee meets annually to assess the<br />

strategic position of the <strong>Dexia</strong> Group in view of changes in<br />

the Group’s environment, its markets and its medium-term<br />

growth strategies and to prepare for the annual meeting of<br />

the Board of Directors that will consider this issue.<br />

The Strategy Committee may also meet as needed, on the<br />

initiative of the Chief Executive Officer, to study, before a<br />

review by the Board of Directors, major projects that require a<br />

particular level of confidentiality because of their repercussions<br />

on the financial markets.<br />

Any of its members may also request a meeting of the Strategy<br />

Committee.<br />

The Group’s strategy is developed on the basis of the following<br />

principles:<br />

• it is the responsibility of the Management Board to take the<br />

initiative to study and propose projects of a strategic nature to<br />

the Strategy Committee and to the Board of Directors;<br />

• the Board of Directors and the Strategy Committee of the<br />

Board may ask the Management Board to study a strategic<br />

option;<br />

• projects that meet at least one of the following criteria are<br />

considered to be of a strategic nature:<br />

– a project of acquisition or disposal of assets for an amount<br />

equal to or greater than EUR 300 million;<br />

– a project of joint venture, consortium or partnership with a<br />

third party that could have a significant impact on the scope<br />

of consolidation of the Group and/or on its results or the<br />

results of one of its businesses;<br />

– a project of alliance or partnership that implies a significant<br />

change in the shareholding structure of <strong>Dexia</strong> SA.<br />

Operation and activities in <strong>2006</strong><br />

The Strategy Committee met on May 15, <strong>2006</strong> and reviewed<br />

the various opportunities for growth in Turkey and the proposed<br />

acquisition of DenizBank in particular.<br />

Attendance of each individual director at the meeting<br />

of the Strategy Committee<br />

The individual attendance rate for directors at the meetings<br />

of this <strong>com</strong>mittee was 100% in <strong>2006</strong>, with the exception of<br />

Rik Branson who was excused because he was unable to be<br />

present at the annual meeting of the Strategy Committee.<br />

Audit Committee<br />

Membership<br />

The Audit Committee is <strong>com</strong>posed of three to five directors,<br />

all non-executive. To the extent possible, the majority of the<br />

Audit Committee members are independent directors, which<br />

has been the case since February 7, <strong>2006</strong>, since André Levy-<br />

Lang, an independent director, was appointed as a member of<br />

the Audit Committee as of that date. The most important criterion<br />

in the choice of <strong>com</strong>mittee members remains, however,<br />

the member’s expertise and independence of mind.<br />

The Chairman of the Board of Directors may attend meetings of<br />

the Audit Committee. The Chief Executive Officer may attend,<br />

but may not be a member of the Audit Committee.<br />

The members of this <strong>com</strong>mittee (as of December 31, <strong>2006</strong>)<br />

were:<br />

• Gilles Benoist, independent director and chairman of the<br />

<strong>com</strong>mittee<br />

• André Levy-Lang, independent director<br />

• Marc Tinant, director<br />

Responsibilities<br />

The role of the Audit Committee is, on the one hand, to<br />

review the projects of the annual, quarterly, corporate and<br />

consolidated financial statements of the Group in order to<br />

verify, from those transmitted documents, in particular the<br />

conditions under which they were established and to ensure<br />

the relevance and continuity of the accounting principles and<br />

applied methods, and, on the other hand, to monitor the<br />

performance of the internal control system put in place by<br />

the Management Board and more particularly the system to<br />

manage the risks to which the Group is exposed as a result<br />

of its activities.<br />

The Audit Committee has free access to the Statutory Auditors,<br />

as well as to the General Auditor and the Chief Compliance<br />

Officer. It informs the Chief Executive Officer of any such<br />

contacts.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 41


CORPORATE GOVERNANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

In the context of its responsibilities, the Audit Committee:<br />

• analyzes the financial information and the accounting procedures<br />

and, in particular:<br />

– is informed of the work of the Statutory Auditors and discusses<br />

their findings, <strong>com</strong>ments and re<strong>com</strong>mendations by<br />

giving them the opportunity during each meeting to express<br />

their views in the presence of the members of the <strong>com</strong>mittee<br />

only;<br />

– may suggest further work if deemed appropriate;<br />

– ensures that the policy on the independence of Statutory<br />

Auditors is respected and gives advice on their appointment.<br />

• reviews the existence and implementation of the procedures<br />

to assess and control credit, market and operational risks; for<br />

this purpose, the Audit Committee reads the conclusions of<br />

internal audits and ensures that the re<strong>com</strong>mendations made<br />

are effectively followed;<br />

• may also re<strong>com</strong>mend additional audits;<br />

• approves by proxy the audit charter, the audit universe, the<br />

audit plan and the resources available to the internal audit<br />

and <strong>com</strong>pliance departments;<br />

• is consulted regarding the rules of ethics in force within the<br />

Group.<br />

The Audit Committee ensures the performance and the independence<br />

of the operations of the <strong>com</strong>pliance department.<br />

The Audit Committee meets at least four times a year. Three<br />

of these meetings take place prior to the Board of Directors’<br />

meetings called to approve the annual and quarterly financial<br />

statements. The <strong>com</strong>mittee may meet at the request of one<br />

of its members, or the Chairman of the Board of Directors. It<br />

<strong>report</strong>s the results of its work and its <strong>com</strong>ments to the Board<br />

of Directors.<br />

Operation and activities in <strong>2006</strong><br />

In <strong>2006</strong>, the Audit Committee met four times: January 13,<br />

February 23, May 11 and September 1 to study the following<br />

issues:<br />

• presentation of the <strong>Dexia</strong> corporate and consolidated financial<br />

statements and results for the year ended December 31,<br />

2005;<br />

• follow-up of re<strong>com</strong>mendations of the audit as of September<br />

30, 2005;<br />

• quarterly risk review as of December 31, 2005;<br />

• 2005 <strong>report</strong> on risk measurement and monitoring;<br />

• 2005 activity <strong>report</strong> on internal audit;<br />

• annual <strong>report</strong> on internal controls and on internal audit<br />

activities in 2005;<br />

• presentation of the <strong>report</strong> of the Chairman of the Board of<br />

Directors on the activities of the Board of Directors and of the<br />

internal <strong>report</strong> in 2005;<br />

• audit program for <strong>2006</strong> and the multi-year <strong>2006</strong>-2009<br />

plan;<br />

• presentation of the results as of March 31, <strong>2006</strong>;<br />

• quarterly <strong>report</strong> on internal audit activities and the followup<br />

to re<strong>com</strong>mendations as of March 31, <strong>2006</strong>;<br />

• progress in the Basel II process;<br />

• situation in the Netherlands;<br />

• important legal issues, including Lernout & Hauspie;<br />

• monitoring the independence process for the auditors;<br />

• review of the <strong>Dexia</strong> corporate and consolidated financial<br />

statements and results for the period ended June 30, <strong>2006</strong>;<br />

• monitoring the Compliance situation in the Group;<br />

• quarterly risk review as of June 30, <strong>2006</strong>;<br />

• renewal of the term of office and <strong>com</strong>pensation for the<br />

Group’s auditors.<br />

Attendance of each individual director at<br />

Audit Committee meetings<br />

The individual attendance rate of directors at the meetings<br />

of this <strong>com</strong>mittee was 100% in <strong>2006</strong>, with the exception of<br />

André Levy-Lang, who was excused because he could not<br />

attend the Audit Committee meetings in <strong>2006</strong>.<br />

Compensation Committee<br />

Membership<br />

The Compensation Committee is <strong>com</strong>posed of four non-executive<br />

directors who have no relationship that might directly<br />

or indirectly influence their judgment. In this respect, careful<br />

attention is given to the relations that exist on the Boards of<br />

Directors between the officers of <strong>Dexia</strong> and the <strong>com</strong>panies to<br />

which members of this <strong>com</strong>mittee may belong.<br />

If he is not a member, the Chairman of the Board of Directors<br />

attends the meetings of this <strong>com</strong>mittee. The Chief Executive<br />

Officer may also attend the meetings of the Compensation<br />

Committee, but may not be a member (as he is not a nonexecutive<br />

director).<br />

The members of the Compensation Committee (as of December<br />

31, <strong>2006</strong>) were:<br />

• Anne-Claire Taittinger, independent director and Chairman<br />

of the Compensation Committee since February 7, <strong>2006</strong><br />

• Brian Unwin, independent director<br />

• Pierre Richard, Chairman of the Board of Directors<br />

• Guy Burton, director<br />

Responsibilities (as of December 31, <strong>2006</strong>)<br />

The responsibilities of the Committee include:<br />

• the elements of the <strong>com</strong>pensation of the Chairman of the<br />

Board and the Chief Executive Officer and, on the re<strong>com</strong>mendation<br />

of the Chief Executive Officer, the <strong>com</strong>pensation for<br />

the members of the Management Board;<br />

• the stock options granted in application of the general principles<br />

defined by the Board of Directors.<br />

It is also consulted on the <strong>com</strong>pensation and incentives for<br />

the Group top executives, as well as on the employee shareholding<br />

policy.<br />

It also makes re<strong>com</strong>mendations on the fees paid to directors<br />

and the allocation of those fees to directors.<br />

Operation and activities in <strong>2006</strong><br />

The <strong>com</strong>mittee meets at least twice a year, no later than<br />

the date of the Board of Directors’ meeting that closes the<br />

accounts for the year. It may also be convened at the request<br />

of the Chairman of the Board of Directors or two of its<br />

members.<br />

It <strong>report</strong>s to the next meeting of the Board of Directors concerning<br />

the results of its work and its meetings. On request,<br />

it provides copies of the minutes of its meetings to the Board<br />

of Directors.<br />

42 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

In <strong>2006</strong>, the Compensation Committee met on February 28<br />

and July 6 to review the following issues:<br />

• the <strong>com</strong>pensation of the Group’s executives;<br />

• the publication in the annual <strong>report</strong> of the information on the<br />

<strong>com</strong>pensation of the Chairman of the Board of Directors, the<br />

Chairman of the Management Board, and the other members<br />

of the Management Board as required by the Lippens Code;<br />

• the <strong>2006</strong> employee share plan;<br />

• the <strong>2006</strong> stock option plan.<br />

Attendance of each individual director at<br />

Compensation Committee meetings<br />

The individual attendance rate of directors at the meetings of<br />

this <strong>com</strong>mittee was 100% in <strong>2006</strong>, with the exception of Guy<br />

Burton, who was excused because he could not attend one of<br />

the two Compensation Committee meetings in <strong>2006</strong>.<br />

Appointments Committee<br />

Membership<br />

The Appointments Committee is <strong>com</strong>posed of six directors<br />

including the Chairman of the Board of Directors, the Chief<br />

Executive Officer and four other non-executive directors.<br />

The most important criterion for selecting <strong>com</strong>mittee members<br />

is expertise and independence of mind. The <strong>com</strong>mittee<br />

meets at least once a year, before the Board of Directors’<br />

meeting that prepares the resolutions to be submitted to the<br />

shareholders’ meeting, and during the year on a motivated<br />

request from one of its members.<br />

The members of this <strong>com</strong>mittee (as of December 31, <strong>2006</strong>)<br />

were*:<br />

• André Levy-Lang, Chairman of the <strong>com</strong>mittee, independent<br />

director<br />

• Pierre Richard, Chairman of the Board of Directors<br />

• Axel Miller, Chief Executive Officer<br />

• Francis Vermeiren, director<br />

• Rik Branson, director<br />

(*) Francis Mayer, who was a member of the <strong>com</strong>mittee, died on<br />

December 9, <strong>2006</strong>.<br />

Responsibilities (as of December 31, <strong>2006</strong>)<br />

The Appointments Committee prepares the decisions of the<br />

Board of Directors relating to:<br />

• the appointment or renewal of directors’ terms proposed by<br />

the Board to the shareholders’ meeting, as well as proposal<br />

for the co-opting of directors to the Board of Directors;<br />

• the determination of the criteria for independence used to<br />

qualify a director as “independent”;<br />

• the qualification of an existing or new member of the Board<br />

of Directors as “independent”;<br />

• the appointment of the members and the chairperson of the<br />

specialized <strong>com</strong>mittees of the Board of Directors;<br />

• the appointment or renewal of the term of the Chief Executive<br />

Officer;<br />

• the appointment or renewal of the term of the Chairman of<br />

the Board of Directors;<br />

• the re<strong>com</strong>mendations of the Chief Executive Officer concerning<br />

the membership, organization and operations of the<br />

Management Board of <strong>Dexia</strong> SA;<br />

• the changes to the internal rules of the Board of Directors.<br />

For these purposes, the Committee is responsible for monitoring<br />

procedures adopted by major listed <strong>com</strong>panies in terms<br />

of membership and operations of Boards of Directors. The<br />

Committee nominates one of its members to ensure proper<br />

<strong>com</strong>pletion of the Board’s self-assessment.<br />

Operation and activities in <strong>2006</strong><br />

The Appointments Committee meets at least once a year,<br />

before the meeting of the Board of Directors that prepares the<br />

resolutions submitted to the shareholders’ meeting and during<br />

the year, following a request from one of the members.<br />

In <strong>2006</strong>, the Appointments Committee met on January 30<br />

and on October 17 in a <strong>com</strong>mittee-format expanded to<br />

include the directors who are not members of the Appointments<br />

Committee.<br />

This <strong>com</strong>mittee primarily dealt with the following issues:<br />

• the membership of the Board of Directors;<br />

• the membership of the specialized <strong>com</strong>mittees;<br />

• the <strong>com</strong>pliance with the Lippens Code;<br />

• the launch of the self-assessment process for the Board of<br />

Directors;<br />

• the criteria for independence;<br />

• the re<strong>com</strong>mendations made by the Chief Executive Officer<br />

concerning the second stage of the reorganization of the<br />

Group’s governance initiated on January 1, <strong>2006</strong> (expanded<br />

<strong>com</strong>mittee meeting on October 17);<br />

• the concrete measures proposed to improve the operation<br />

of the Board of Directors at the end of the self-assessment<br />

process (expanded <strong>com</strong>mittee meeting of October 17).<br />

Attendance of each individual director at<br />

Appointments Committee meetings<br />

The individual attendance rate of directors at the meetings of<br />

this <strong>com</strong>mittee was 100% in <strong>2006</strong>.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 43


CORPORATE GOVERNANCE<br />

THE MANAGEMENT BOARD OF DEXIA SA<br />

Following the second phase of the reorganization of the<br />

Group’s governance initiated on January 1, <strong>2006</strong>, which was<br />

approved by the Board of Directors on November 16, <strong>2006</strong><br />

(see page 28), new appointments were made to the Management<br />

Board, effective January 1, 2007. In order to <strong>report</strong> on<br />

the changes in relation to the situation as of December 31,<br />

<strong>2006</strong>, the following table shows the situation as of December<br />

31, <strong>2006</strong> and January 1, 2007.<br />

Membership<br />

The Management Board is chaired by the Chief Executive<br />

Officer to whom the Board of Directors has entrusted the daily<br />

management of <strong>Dexia</strong>. The members of the Management<br />

Board, other than the Chief Executive Officer, are appointed<br />

and dismissed by the Board of Directors on the re<strong>com</strong>mendation<br />

of the Chief Executive Officer and on the advice of the<br />

Management Board. Members are appointed for a term of<br />

four years, which may be renewed.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

MEMBERS AS OF DECEMBER 31, <strong>2006</strong><br />

Axel MILLER<br />

Chairman of the Management Board,<br />

Chief Executive Officer<br />

Director and member of the Management Board of<br />

<strong>Dexia</strong> Bank Belgium<br />

Member of the Management Board of<br />

<strong>Dexia</strong> Crédit Local<br />

Member of the Management Board of<br />

<strong>Dexia</strong> Banque Internationale à Luxembourg<br />

Vice Chairman of the Board of Directors of Financial<br />

Security Assurance Holdings Ltd (FSA)<br />

Jacques GUERBER<br />

Vice Chairman of the Management Board<br />

Director and member of the Management Board of<br />

<strong>Dexia</strong> Bank Belgium<br />

Member of the Management Board of<br />

<strong>Dexia</strong> Crédit Local (Chairman until January 11, <strong>2006</strong>)<br />

Member of the Management Board of<br />

<strong>Dexia</strong> Banque Internationale à Luxembourg<br />

Director of Financial Security Assurance Holdings Ltd (FSA)<br />

Xavier de WALQUE<br />

Director and member of the Management Board of<br />

<strong>Dexia</strong> Bank Belgium<br />

Member of the Management Board of<br />

<strong>Dexia</strong> Banque Internationale à Luxembourg<br />

Chairman of the Board of Directors of<br />

<strong>Dexia</strong> Insurance Services<br />

Vice Chairman of the Board of Directors of<br />

Associated <strong>Dexia</strong> Technology Services (DTS)<br />

Director of Financial Security Assurance Holdings Ltd (FSA)<br />

MEMBERS AND NEW RESPONSIBILITIES<br />

AS OF JANUARY 1, 2007<br />

Axel MILLER<br />

Chairman of the Management Board,<br />

Chief Executive Officer<br />

Jacques GUERBER<br />

Vice Chairman of the Management Board<br />

General Coordination, ALM Committee, Credit<br />

Committee and Sustainable Development<br />

Xavier de WALQUE<br />

Chief Financial Officer<br />

Supervision of <strong>Dexia</strong> Insurance Services<br />

Rembert von LOWIS<br />

Strategy & Development<br />

Investor and Rating Agencies Relations<br />

Dirk BRUNEEL<br />

Supervision of DenizBank, RBC <strong>Dexia</strong> Investor Services<br />

and <strong>Dexia</strong> Bank Nederland<br />

Bruno DELETRÉ<br />

Public/Project Finance and Credit Enhancement<br />

Hugo LASAT<br />

Personal Financial Services (Retail and Private Banking)<br />

Asset Management<br />

Alain DELOUIS<br />

Treasury and Financial Markets<br />

Rembert von LOWIS<br />

Chief Financial Officer<br />

Director and member of the Management Board of<br />

<strong>Dexia</strong> Bank Belgium<br />

Member of the Management Board of<br />

<strong>Dexia</strong> Crédit Local<br />

Director of Financial Security Assurance Holdings Ltd (FSA)<br />

Dirk BRUNEEL<br />

Member of the Management Board of<br />

<strong>Dexia</strong> Crédit Local<br />

Member of the Management Board of<br />

<strong>Dexia</strong> Banque Internationale à Luxembourg<br />

Chairman of the Management Board of<br />

<strong>Dexia</strong> Bank Nederland<br />

Director of Financial Security Assurance Holdings Ltd (FSA)<br />

Claude PIRET<br />

Risk Management<br />

Marc HUYBRECHTS<br />

Operations & IT<br />

44 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

Responsibilities<br />

The Management Board is charged by the Board of Directors,<br />

which delegates powers for that purpose, with the management<br />

of the <strong>com</strong>pany and the <strong>Dexia</strong> Group, for which it<br />

directs and coordinates the various businesses and specialized<br />

activities that support those businesses within the framework<br />

of the objectives and general policy defined by the Board of<br />

Directors.<br />

Operation<br />

Since the creation of <strong>Dexia</strong> SA in 1999, the Management Board<br />

has operated according to a set of internal rules (hereinafter the<br />

“Regulations”). Amended on several occasions, these Regulations<br />

define its role and mode of operation. In <strong>2006</strong>, as in previous<br />

years, the Management Board was run on the basis of the<br />

provisions of those Regulations. The collegial decision-making<br />

process, the Board’s powers and certain rules governing the<br />

status of members are also subject to specific provisions in the<br />

protocol on the prudential structure of the <strong>Dexia</strong> Group signed<br />

with the Belgian Banking, Finance and Insurance Commission.<br />

In addition to rules governing the membership of the Management<br />

Board (see above), the Regulations include the following<br />

rules.<br />

• Powers of the Management Board in its dealings with the<br />

Board of Directors<br />

The Regulations first define the powers of the Management<br />

Board in its dealings with the Board of Directors. The Management<br />

Board must formulate a preliminary opinion regarding<br />

any proposals debated by the Board of Directors or the<br />

Strategy Committee in terms of strategy or general policy of<br />

the Group. It may make re<strong>com</strong>mendations to the Board of<br />

Directors through the Chief Executive Officer.<br />

If the Chief Executive Officer takes part in discussions by the<br />

Board of Directors or its specialized <strong>com</strong>mittees, for which the<br />

Management Board has an acknowledged right of opinion or<br />

initiative, the Chief Executive Officer presents to and defends<br />

with the Board of Directors the points of view previously<br />

debated by the Management Board.<br />

• Decision-making<br />

The Management Board operates in a collegial manner and its<br />

decisions result from a consensus of its members. It assumes<br />

joint responsibility for such decisions. If applicable, the Chairman<br />

of the Management Board may, on his own initiative or<br />

on request from two other members, submit the issue under<br />

debate to a vote. Resolutions are adopted by a majority vote<br />

of all members present or represented. In the event of a tie<br />

vote, the Chairman shall cast the deciding vote.<br />

• The Regulations also specify the basic principles for <strong>com</strong>pensation<br />

of the members of the Management Board (see<br />

below).<br />

Compensation<br />

Management Board’s <strong>com</strong>pensation<br />

Fixed and variable <strong>com</strong>pensation<br />

The <strong>com</strong>pensation of members of the Management Board<br />

is fixed by the Board of Directors of <strong>Dexia</strong> SA on proposal<br />

from the Compensation Committee. The <strong>com</strong>pensation of<br />

the members of the Management Board is subject to periodic<br />

study carried out by the Compensation Committee with the<br />

support of a specialist external consultant.<br />

The <strong>com</strong>pensation of members of the Management Board<br />

consists of a fixed and a variable quota.<br />

The fixed <strong>com</strong>pensation is determined by considering the<br />

nature and the importance of the responsibilities of each<br />

member (taking account of market references for posts of<br />

<strong>com</strong>parable dimension).<br />

The variable <strong>com</strong>pensation consists of three parts:<br />

• A first Group part, based on a formula linked to the results<br />

of <strong>Dexia</strong> SA, applicable in an identical manner to all persons<br />

concerned within the <strong>Dexia</strong> Group. The formula is based on<br />

four indicators (the underlying gross operating in<strong>com</strong>e, the<br />

underlying net in<strong>com</strong>e, the total net in<strong>com</strong>e and the relative<br />

PER (average PER of the DJ EuroStoxx Banks Index). For the<br />

first three indicators, <strong>Dexia</strong> performance is determined by reference<br />

to the budget target.<br />

• A second part specific to the Management Board, based on<br />

the achievement of joint objectives by its members. These<br />

objectives have been fixed by the Compensation Committee<br />

and revolve around four major lines: (1) the interaction with<br />

the Board of Directors, (2) the financial markets, (3) the <strong>com</strong>mercial<br />

markets and (4) internally. More precise criteria have<br />

been established within each of these major lines which<br />

constitute the basis on which the Compensation Committee<br />

assesses the performance of the Management Board as<br />

a whole. These criteria have been established in relation to<br />

everything to be expected of a Management Board, considering<br />

the context in which the <strong>com</strong>pany evolves.<br />

• A third individual part, based on the achievement of personal<br />

objectives specific to each member of the Management<br />

Board. The fixing and assessment of achievement of these<br />

personal objectives is made by the Chief Executive Officer<br />

except in his own case when the assessment is made directly<br />

by the Compensation Committee.<br />

Each of these three parts gives rise to the application of a percentage<br />

from 0% to 100% (with a target rate of 50%).<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

• Rules governing meetings<br />

The Management Board meets in principle at least once a<br />

week when convened by the Chairman. If necessary, meetings<br />

can be convened at any time by the Chairman or if two<br />

or more members so desire. Any member of the Management<br />

Board may be represented by another member of the Board,<br />

but a member may not represent more than one other member.<br />

Each member of the Board may propose an item for the<br />

agenda which is set by the chairman.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 45


CORPORATE GOVERNANCE<br />

The maximum amount of variable <strong>com</strong>pensation is fixed for each member of the Management Board, which assumes that each<br />

criterion represents between 0 and a maximum percentage of the fixed <strong>com</strong>pensation. These maximum amounts have been<br />

fixed as follows:<br />

(% of fixed <strong>com</strong>pensation) Maximum amount Maximum Maximum Maximum<br />

for Group part amount for amount for total amount<br />

Management individual part<br />

Board part<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

Chief Executive Officer 75% 75% 75% 225%<br />

Vice-Chairman 60% 60% 60% 180%<br />

Other members 50% 50% 50% 150%<br />

Any attendance allowance or percentage paid by a <strong>com</strong>pany<br />

in the <strong>Dexia</strong> Group to a member of the Management Board is<br />

deducted from the fixed or variable <strong>com</strong>pensation of the latter.<br />

Pensions<br />

Members of the Management Board benefit from extralegal<br />

supplementary pensions put in place by <strong>Dexia</strong>. Various<br />

schemes are applicable to each of its members:<br />

• Jacques Guerber and Rembert von Lowis are entitled, under<br />

certain conditions, to an annual retirement pension when they<br />

retire, in an amount equivalent to 75% of their average gross<br />

fixed <strong>com</strong>pensation over the two years prior to retirement.<br />

That amount is nonetheless reduced by amounts received by<br />

way of legal pension of private origin.<br />

• Axel Miller, Dirk Bruneel and Xavier de Walque are entitled,<br />

under certain conditions, to an annual retirement pension<br />

when they retire, in an amount equivalent to a certain percentage<br />

of a reference <strong>com</strong>pensation (the percentage varies<br />

depending upon length of service in the <strong>Dexia</strong> Group). That<br />

amount is nonetheless reduced by amounts received by way<br />

of legal pension and, if necessary, other extra-legal pensions<br />

acquired within the <strong>Dexia</strong> Group.<br />

In the case of a career of 35 years in the <strong>Dexia</strong> Group, that<br />

percentage would be equal to 80% of an annual fixed gross<br />

reference <strong>com</strong>pensation of EUR 665,233* for the Chairman<br />

of the Management Board and, unless there is an exception,<br />

of EUR 434,707* for other members of the Management<br />

Board.<br />

A supplementary survival pension is also provided for the<br />

beneficiaries of all members of the Management Board in the<br />

event of their death.<br />

* These amounts are indexed each year.<br />

COMPTES SOCIAUX<br />

COMPENSATION AND OTHER ADVANTAGES OF MEMBERS<br />

OF THE MANAGEMENT BOARD FOR THE YEAR <strong>2006</strong><br />

(in thousands of EUR) Gross fixed Gross variable Pension Cover for Other<br />

<strong>com</strong>pensation (A) <strong>com</strong>pensation plan (B) death, advantages (C)<br />

disability,<br />

medical<br />

2005 <strong>2006</strong> 2005 <strong>2006</strong> treatment<br />

Axel Miller 550 725 587.08 989.63 175.76<br />

(D)<br />

26.2 (E)<br />

Jacques Guerber 550 625 538.15 671.25 202.18<br />

(D)<br />

/<br />

Dirk Bruneel 560 560 572.33 439.60 148.64<br />

(D)<br />

5.8 (F)<br />

Xavier de Walque 420 500 328.50 525 112.65<br />

(D)<br />

6.3 (F)<br />

Rembert von Lowis 450 500 366.94 410 115.93<br />

(D)<br />

/<br />

(A) For Jacques Guerber, Rembert von Lowis and Dirk Bruneel (for his period of activity in the Netherlands), “employer’s” social contributions have been paid,<br />

in addition to the amounts indicated in this section, by the <strong>Dexia</strong> Group.<br />

(B) Amount borne by <strong>Dexia</strong> in <strong>2006</strong> for supplementary pension plans.<br />

(C) An official car is provided to each member of the Management Board for professional and private use. Related costs are not included in the amounts<br />

indicated in this section.<br />

(D) <strong>Annual</strong> collective premiums of EUR 32,320 were paid in <strong>2006</strong> in favor of Belgian members of the Management Board for additional cover for death,<br />

permanent disability and the costs of medical treatment, and EUR 14,160 in favor of the French members of the Management Board for additional cover<br />

for death and disability.<br />

(E) <strong>Annual</strong> lump-sum indemnity for costs of representation and hire of a car for private use.<br />

(F) <strong>Annual</strong> lump-sum indemnity for costs of representation.<br />

46 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

Stock option plan<br />

Since its unification, the <strong>Dexia</strong> Group has put stock option plans in place each year in favor of certain members of its staff. The<br />

options issued under the plan are subscription rights giving each person the right, within a limited exercise period, to acquire a<br />

new <strong>Dexia</strong> share at an exercise price equal to the value of the <strong>Dexia</strong> share at the time of attribution of the options.<br />

Members of the Management Board received <strong>Dexia</strong> options under the plan in <strong>2006</strong>.<br />

2005 <strong>2006</strong><br />

Number Exercise Number Exercise<br />

of options price (1) of options price (2)<br />

attributed<br />

attributed<br />

Axel Miller 90,000 EUR 18.03 120,000 EUR 18.62<br />

Jacques Guerber 90,000 EUR 18.03 90,000 EUR 18.62<br />

Dirk Bruneel 70,000 EUR 18.03 80,000 EUR 18.62<br />

Xavier de Walque 45,000 EUR 18.03 80,000 EUR 18.62<br />

Rembert von Lowis 75,000 EUR 18.03 80,000 EUR 18.62<br />

(1) The exercise price is equal to the average of 30 closing prices of the <strong>Dexia</strong> share on Euronext Brussels preceding June 30, 2005, without that price being<br />

lower than 95% of the average of the 20 opening prices of the <strong>Dexia</strong> share on Euronext Brussels preceding June 30, 2005.<br />

(2) The exercise price is equal to the average of 30 closing prices of the <strong>Dexia</strong> share on Euronext Brussels preceding June 30, <strong>2006</strong>, without that price being<br />

lower than 95% of the average of the 20 opening prices of the <strong>Dexia</strong> share on Euronext Brussels preceding June 30, <strong>2006</strong>.<br />

Employee share plan<br />

Since 2000, <strong>Dexia</strong> has put employee share plans in place each year. The share plan is offered to all the Group’s members of staff<br />

and enables them to subscribe to new <strong>Dexia</strong> shares at a discount of 20%, with a period during which they are locked-up for<br />

five years.<br />

Certain members of the Management Board participated in the <strong>2006</strong> employee share plan.<br />

Number of shares Subscription Amount<br />

subscribed price of discount<br />

under<br />

the <strong>2006</strong> plan<br />

Axel Miller - N/A N/A<br />

Jacques Guerber 1,174 EUR 17.03 (1) EUR 4.26<br />

Dirk Bruneel 11,176 EUR 17 (2) EUR 4.25<br />

Xavier de Walque 10,294 EUR 17 (2) EUR 4.25<br />

Rembert von Lowis - N/A N/A<br />

(1) The subscription price is equal to the average of the 20 opening prices of the <strong>Dexia</strong> share on Euronext Brussels preceding November 16, <strong>2006</strong>, reduced<br />

by approximately 20%.<br />

(2) The subscription price is equal to the average of the 30 closing prices of the <strong>Dexia</strong> share on Euronext Brussels preceding November 17, <strong>2006</strong>, reduced<br />

by approximately 20%.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Conditions relating to departure<br />

Axel Miller, Jacques Guerber, Dirk Bruneel, Xavier de Walque<br />

and Rembert von Lowis are entitled, in the event that <strong>Dexia</strong><br />

terminates their contract, to an indemnity equal to the fixed<br />

and variable <strong>com</strong>pensation and other advantages corresponding<br />

to a period of 24 months, without prejudice to rules of<br />

Common Law which might if necessary be applicable.<br />

Principles of <strong>com</strong>pensation of top executives<br />

Compensation is examined once per annum during the first<br />

quarter of the year. It is determined for top executives of the<br />

different subsidiaries or under-subsidiaries of the Group in relation<br />

to the general principles and orientations drawn up by the<br />

Group Compensation Committee.<br />

Fixed salaries are determined by taking account of local market<br />

references and relevant responsibilities.<br />

Variable <strong>com</strong>pensation takes account both of Group performance<br />

criteria and also performance criteria specific to the activity<br />

of the top executive and his business line.<br />

Individual performances are taken into account through the<br />

annual assessment to which each top executive is subject. In fact,<br />

each top executive is assessed with regard to the achievement<br />

of objectives, particularly financial and <strong>com</strong>mercial, assigned to<br />

them within the context of annual budget procedures.<br />

A <strong>com</strong>parative analysis is carried out annually with <strong>com</strong>petitive<br />

practices observed in the different activities of the Group (financial<br />

markets, private banking, asset management, <strong>com</strong>mercial<br />

banking and so on) in <strong>com</strong>parable groups. The <strong>com</strong>pensation<br />

systems of the principal subsidiaries are subject to validation<br />

at Group level, in order to ensure their consistency with the<br />

general principles drawn up at a global level.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 47


CORPORATE GOVERNANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

DEXIA GROUP CONTROL<br />

INTERNAL CONTROL<br />

Internal audit<br />

<strong>Dexia</strong> has a homogenous internal audit function that meets<br />

the highest standards. The mission of this function is to promote<br />

internal control within the Group and to ensure continuous<br />

performance and effective application of the control<br />

system in force.<br />

This requirement is consistent with the Group’s desire to<br />

ensure that the protection of its reputation and the efficiency<br />

and integrity of its structures are priority values.<br />

In this context, the internal audit team evaluates whether the<br />

risks incurred by <strong>Dexia</strong> in its activities and in all its entities<br />

are identified, analyzed and adequately covered. The internal<br />

audit team must also ensure continuous improvement in the<br />

operations of the Group.<br />

Organization<br />

The internal audit organization is based on three fundamental<br />

principles:<br />

• the strategy, requirement level and operating rules for the<br />

internal audit are set by the Management Board in a framework<br />

approved by the Audit Committee of <strong>Dexia</strong> SA;<br />

• the internal audit mission is performed by a network of<br />

audit departments that perform their mission under the direction<br />

of the Group’s General Auditor, who <strong>report</strong>s directly to<br />

the Chief Executive Officer, and Chairman of the Management<br />

Board. The General Auditor has direct access to the<br />

Audit Committee, to which he regularly <strong>report</strong>s on the internal<br />

audit operations within the Group. At the same time, the<br />

Audit Committee and the Chairman of the Board of Directors<br />

may assign certain missions or request some information from<br />

the General Auditor;<br />

• each audit department in the subsidiaries is responsible for<br />

the performance of its mission towards the Chairman of the<br />

Management Board of the entity in question and also <strong>report</strong>s<br />

functionally to the Group General Auditor.<br />

In <strong>2006</strong>, a reorganization of the internal audit team was<br />

decided in order to meet the needs of the new organization<br />

of the <strong>Dexia</strong> Group. Since January 1, <strong>2006</strong>, the strategic direction<br />

of the businesses has been conducted transversally by<br />

business/support functions.<br />

In terms of organization, five segment managers were named<br />

(the deputy auditors of <strong>Dexia</strong> SA and of the Group’s three<br />

operating entities) in order to strengthen the global visions of<br />

risks by business/support function throughout the Group. Risk<br />

control for each entity continues to be provided by the Chief<br />

Auditors of the entities.<br />

A “planning, tools and <strong>report</strong>ing“ function was also identified<br />

within <strong>Dexia</strong> SA and the operating entities, and is now<br />

organized as a unit.<br />

Risk assessment, back testing and the development of the<br />

2007-2009 audit plan covered the entire scope of <strong>Dexia</strong> SA,<br />

the operating entities and their subsidiaries. This effort ensured<br />

the development of a single audit plan, with an increased<br />

number of synchronized and transversal missions throughout<br />

the entities concerned, which results in an improved transversal<br />

and global vision of the risks within the <strong>Dexia</strong> Group.<br />

<strong>2006</strong> Missions<br />

As is the case every year, a portion of the audit plan of <strong>Dexia</strong><br />

SA and the entities was conducted in the form of “horizontal<br />

mission“, i.e. missions conducted simultaneously at<br />

<strong>Dexia</strong> SA and in the Group’s principal entities: <strong>Dexia</strong> Crédit<br />

Local, <strong>Dexia</strong> Bank Belgium and <strong>Dexia</strong> Banque Internationale<br />

à Luxembourg.<br />

A major <strong>com</strong>ponent of those missions was dedicated to various<br />

issues related to the Basel II project: the framework of all internal<br />

credit models for the default probability axis was audited,<br />

and transversal audits were also conducted on the credit risk<br />

information system constructed around the Fermat application;<br />

the implementation of the loss axis in the event of default (Loss<br />

given default-LGD) in the internal rating systems, and the use<br />

of credit risk mitigation (CRM) instruments.<br />

Other horizontal missions looked at the organization, risk<br />

management and control mechanisms that frame the activity<br />

lines of the principal businesses. Thus, the “Money Market<br />

and liquidity management“ line or Wealth Management were<br />

audited as part of the <strong>2006</strong> horizontal missions.<br />

The support functions (accounting, management control, IT,<br />

human resources) are also regularly audited within the context<br />

of the multi-year audit plan. Finally, <strong>Dexia</strong>’s audit department<br />

conducted “joint“ missions with the audit departments of certain<br />

subsidiaries, including Financial Security Assurance in the<br />

United States, RBC <strong>Dexia</strong> Investor Services, the joint venture<br />

formed in <strong>2006</strong> with Royal Bank of Canada, and <strong>Dexia</strong> Bank<br />

Nederland.<br />

The audits <strong>com</strong>pleted in <strong>2006</strong> gave rise to the establishment<br />

of various action plans to correct weaknesses detected in the<br />

internal control system. Each action plan was approved by the<br />

Management Board of the entity concerned and is monitored<br />

on a regular basis in order to ensure that the re<strong>com</strong>mendations<br />

made are effectively implemented.<br />

Methods<br />

The global approach to the risk universe, the joint audit methodology,<br />

the conducting of “horizontal“ missions and “joint“<br />

missions, and the procedures for <strong>report</strong>ing and tracking at the<br />

very top of the Group’s structure give <strong>Dexia</strong> an effective internal<br />

control system.<br />

Beginning in 2007, the objectives of the “planning, tools and<br />

<strong>report</strong>ing“ unit within the audit department are to strengthen<br />

the tools and methods used and to produce performance indicators<br />

in conducting its missions, and risk indicators.<br />

In addition, the audit tool intended to promote harmonization<br />

and improved quality in the work within the operating entities<br />

was deployed in <strong>2006</strong>.<br />

48 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

Ethics and <strong>com</strong>pliance<br />

Since its creation at the beginning of 2003, the ethics and <strong>com</strong>pliance<br />

function has been consolidated to form a true Compliance<br />

unit <strong>com</strong>posed of all Compliance Officers within each<br />

entity, subsidiary or branch that performs an activity within the<br />

<strong>Dexia</strong> Group. The unit is directed by a coordination <strong>com</strong>mittee<br />

<strong>com</strong>posed of the Compliance Officers for the three operating<br />

entities under the chairmanship of the Chief Compliance Officer<br />

of <strong>Dexia</strong>.<br />

The role of the <strong>com</strong>mittee is, first, to coordinate the regulatory<br />

watch mechanism, and to establish, disseminate and ensure<br />

<strong>com</strong>pliance with Group policies and, second, to control, through<br />

information, awareness, training and audits, <strong>com</strong>pliance risks,<br />

which are the risks resulting from failure to <strong>com</strong>ply with the laws,<br />

regulations or standards of the profession.<br />

Principles<br />

<strong>Dexia</strong>’s integrity policy is based on the following principles:<br />

• the application of the same principles of ethics and conduct<br />

within all of <strong>Dexia</strong>’s entities;<br />

• <strong>com</strong>pliance with both domestic and international laws and<br />

regulations;<br />

• the promotion of a climate of transparency and confidence<br />

with customers, employees and shareholders;<br />

• the definition of a policy to prevent fraud or any other misuse<br />

of assets, systems, information or procedures;<br />

• continued integrity, particularly in conducting transactions or<br />

providing information to the financial markets.<br />

In order to <strong>com</strong>bat money laundering and the financing of terrorism,<br />

<strong>Dexia</strong> follows the highest international standards and<br />

is transposing those standards into its internal policies. More<br />

particularly, <strong>Dexia</strong> adheres to the re<strong>com</strong>mendations published<br />

by FATF (the Financial Action Task Force on money laundering)<br />

and the Wolfsberg principles for private and correspondent<br />

banking, and fund administration. These principles are being<br />

reinforced by the implementation within the Group of <strong>com</strong>mon<br />

prevention, tracking and surveillance tools.<br />

Thus, in 2005, the Group continued to develop internal standards<br />

and to deploy the shared transaction analysis software to<br />

fight money laundering and the financing of terrorism.<br />

In the areas of market manipulations, conflicts of interest,<br />

investment services and other regulated areas, <strong>Dexia</strong> <strong>com</strong>plies<br />

with and is progressively transposing the directives,<br />

laws and circulars as they are issued and be<strong>com</strong>e effective.<br />

Detailed rules govern personal transactions by employees and<br />

executives, which are carefully monitored, in order to prevent<br />

insider trading.<br />

Organization<br />

The Compliance unit is organized on the basis of the Compliance<br />

Charter, which defines the missions of the <strong>com</strong>pliance<br />

unit as well as its powers and objectives. The code of ethics<br />

translates the general obligations of all Group employees into<br />

practical instructions. Special codes define the rules that apply<br />

more specifically to certain businesses, such as the financial<br />

markets, private banking, and asset management.<br />

The Compliance Officers meet regularly with regulators and<br />

supervisory authorities in the various countries in which <strong>Dexia</strong><br />

operates in order to identify and apply best ethical practices.<br />

Since 2005, the <strong>com</strong>pliance unit has extended the availability,<br />

for the entire team, of a single <strong>com</strong>munication and data<br />

exchange application that offers functionalities for the identification<br />

of laws, regulations, policies and internal procedures,<br />

the distribution and follow-up for instructions, as well as consolidated<br />

<strong>report</strong>ing and periodic studies.<br />

Report from the Chairman of the Board of<br />

Directors on the conditions for the preparation<br />

and organization of the work of the Board of<br />

Directors and the internal control procedures<br />

established by the <strong>com</strong>pany<br />

The French Financial Security Act of August 1, 2003, which is<br />

intended to increase security for savers and insurance policyholders<br />

(particularly by improving the quality of the financial<br />

information), requires the Chairman of the Board to present<br />

a <strong>report</strong> on the conditions for preparing and organizing the<br />

work of the Board and the internal control procedures established<br />

by the <strong>com</strong>pany.<br />

This obligation is imposed on all issuers offering financial<br />

instruments to the public in France, regardless of their country<br />

of origin, and therefore applies to <strong>Dexia</strong> SA. In addition, given<br />

the Belgian-French profile of the <strong>Dexia</strong> Group, it <strong>com</strong>plies with<br />

our practices of taking the French situation into consideration<br />

in the area of good governance.<br />

This <strong>report</strong> can be found on <strong>Dexia</strong>’s website at www.dexia.<strong>com</strong>.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 49


CORPORATE GOVERNANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

EXTERNAL CONTROL<br />

Board of Statutory Auditors<br />

In accordance with Article 14 of the <strong>com</strong>pany’s articles of<br />

association of <strong>Dexia</strong> SA, the audit of the <strong>com</strong>pany’s financial<br />

situation and annual financial statements is entrusted to one<br />

or more auditors who are appointed by the Ordinary Shareholders’<br />

Meeting for a maximum of three years on the re<strong>com</strong>mendation<br />

of the Board of Directors.<br />

Since 2000, a college of Statutory Auditors <strong>com</strong>prised of two<br />

audit firms has audited <strong>Dexia</strong>:<br />

• PricewaterhouseCoopers SCCRL, an audit firm, represented<br />

by Robert Peirce, a certified public accountant. This firm<br />

was re-appointed by the Ordinary Shareholders’ Meeting of<br />

May 11, 2005 for a period of 3 years ending after the Ordinary<br />

Shareholders’ Meeting in May 2008;<br />

• Mazars & Guérard SCCRL, an audit firm, represented by<br />

Xavier Doyen, a certified public accountant. The mandate<br />

of Mazars & Guérard was renewed by the Ordinary Shareholders’<br />

Meeting of May 10, <strong>2006</strong>, for a period of 3 years ending<br />

after the Ordinary Shareholders’ Meeting in May 2009.<br />

Independence of the auditors<br />

The 8th Directive <strong>2006</strong>/43/EEC of the European Parliament<br />

and the Council of May 17, <strong>2006</strong> concerning legal audits of<br />

annual and consolidated financial statements entered into<br />

effect on June 29, <strong>2006</strong>. This directive was transposed into<br />

Belgian law in the Law of July 20, <strong>2006</strong>.<br />

In order to <strong>com</strong>ply with the new legislative framework resulting<br />

from the transposition of this directive, <strong>Dexia</strong> has adapted<br />

its internal procedures to ensure the independence of the<br />

auditors. A new policy in this area was adopted by the Executive<br />

Committee of the <strong>Dexia</strong> Group on December 19, <strong>2006</strong>,<br />

effective immediately.<br />

Compensation of the Board of Auditors<br />

This table gives a summary of the <strong>com</strong>pensation paid to the<br />

members of the <strong>Dexia</strong> SA Board of Auditors for their services<br />

in <strong>2006</strong>.<br />

PRICEWATERHOUSECOOPERS Services Services provided<br />

provided<br />

for the <strong>Dexia</strong> Group<br />

for <strong>Dexia</strong><br />

(consolidated<br />

(in EUR) amounts)<br />

a) Account audit tasks 100,000 7,413,702<br />

b) Certification tasks 798 486,869<br />

c) Tax advice 46,363 675,750<br />

d) Due diligence 0 94,800<br />

e) Other (non-certification) tasks 268,497 801,300<br />

e-1) entrusted by the Law to Auditors 0 16,243<br />

e-2) not entrusted by Law to Auditors 268,497 785,057<br />

- Accounting advice (ex-IFRS) 0 84,003<br />

- Legal advice 0 0<br />

- Assistance: IFRS implementation 0 1,269<br />

- Assistance: Basel II implementation 0 0<br />

- Assistance: other tasks 235,535 644,970<br />

- Other (non-assistance) 32,962 54,815<br />

TOTAL 415,658 9,472,422<br />

50 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CORPORATE GOVERNANCE<br />

MAZARS & GUÉRARD Services Services provided<br />

provided<br />

for the <strong>Dexia</strong> Group<br />

for <strong>Dexia</strong><br />

(consolidated<br />

(in EUR) amounts)<br />

a) Account audit tasks 100,000 2,826,295<br />

b) Certification tasks 56,070 175,026<br />

c) Tax advice 0 0<br />

d) Due diligence 0 0<br />

e) Other (non-certification) tasks 15,400 18,623<br />

e-1) entrusted by the Law to Auditors 0 0<br />

e-2) not entrusted by Law to Auditors 15,400 18,623<br />

- Accounting advice (ex-IFRS) 0 0<br />

- Legal advice 0 0<br />

- Assistance: IFRS implementation 0 0<br />

- Assistance: Basel II implementation 0 0<br />

- Assistance: other tasks 15,400 18,623<br />

- Other (non-assistance) 0 0<br />

TOTAL 171,470 3,019,944<br />

MANAGEMENT REPORT<br />

Protocol on the prudential structure of the <strong>Dexia</strong><br />

Group<br />

In accordance with the provisions of European Directives on<br />

banking coordination, the prudential supervision of the <strong>Dexia</strong><br />

Group is exercised on the consolidated basis of the <strong>Dexia</strong> SA<br />

financial <strong>com</strong>pany which is the parent <strong>com</strong>pany. That supervision<br />

is exercised by the Banking, Finance and Insurance Commission,<br />

in concert with the Banking <strong>com</strong>mission and the Committee for<br />

Credit Establishments and Investment Companies (France) and<br />

the Financial Sector Supervisory Commission (Luxembourg).<br />

The Banking, Finance and Insurance Commission signed a<br />

protocol with <strong>Dexia</strong> SA in 2001 relating to the prudential<br />

structure of the <strong>Dexia</strong> Group. This protocol, which contains<br />

important agreements between the Banking, Finance and<br />

Insurance Commission and <strong>Dexia</strong> SA in terms of corporate<br />

governance, deals in particular with the status of <strong>com</strong>pany<br />

executives (honesty and professional experience, treatment of<br />

conflicts of interest, loans to executives), the quality of <strong>Dexia</strong><br />

SA shareholders, the joint nature and authority of the <strong>Dexia</strong><br />

SA Management Board, and control of the <strong>Dexia</strong> Group. A<br />

copy of the protocol may be obtained from the <strong>com</strong>pany’s<br />

corporate offices. The text of the protocol, which was slightly<br />

modified in 2003, is also available on the <strong>Dexia</strong> website<br />

(www.dexia.<strong>com</strong>).<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 51


THE DEXIA SHARE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

THE DEXIA SHARE<br />

EVOLUTION OF THE STOCK MARKET<br />

PRICE IN <strong>2006</strong><br />

The year <strong>2006</strong> marks a further rise of world stock markets,<br />

particularly in Europe. The upward and downward trends of<br />

the year were strongly correlated on the one hand to the price<br />

of oil, which exceeded USD 70 a barrel at one point in the<br />

year, with its negative impact on economic growth, and on<br />

the other hand to the monetary policies of the Fed and the<br />

ECB as well as the weakness of the US dollar, which lost 12%<br />

of its value against the euro in one year. During the year a<br />

large number of mergers and acquisitions in all sectors influenced<br />

the stock market prices and volumes.<br />

Against that background stock market indices climbed, with<br />

the EuroStoxx50 up 15.2%, the CAC 40 17.5%, the BEL20<br />

23.6% and the banking sector (EuroStoxx Banks) 22.5%. The<br />

latter benefited from excellent results posted by banks as a<br />

consequence of a favorable economy and the merger transactions<br />

taking place in the sector.<br />

The <strong>Dexia</strong> share began the year well and on May 11, <strong>2006</strong><br />

had hit a high of EUR 22.20, but some of that ground was lost<br />

at the end of May when the markets reversed.<br />

The announcement at the same time of the acquisition of<br />

DenizBank and the need of a capital increase to finance it also<br />

weighed on the share price which ceded a maximum 9.4%<br />

<strong>com</strong>pared to the end of 2005. When the capital increase was<br />

announced in September, the share took off, rising 17.6% to<br />

the end of the year.<br />

The <strong>Dexia</strong> share closed the year <strong>2006</strong> at EUR 20.75 in Brussels<br />

and Paris, thus posting a rise of 6.5% in the whole year.<br />

COMPTES SOCIAUX<br />

STOCK EXCHANGE DATA<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Share price (1) (in EUR) 19.49 20.75<br />

Stock market capitalization (in millions of EUR) 21,579 24,136<br />

(1) Average closing prices on Euronext Brussels and Euronext Paris.<br />

DEXIA’S STOCK MARKET PERFORMANCE<br />

Brussels<br />

Paris<br />

Share price as of Dec. 31, 2005 (in EUR) 19.48 19.49<br />

Share price as of Dec. 31, <strong>2006</strong> (in EUR) 20.75 20.75<br />

Highest price/Lowest price (in EUR) 22.04/17.66 22.04/17.64<br />

Average daily trading volume (in millions of EUR) 33.05 37.57<br />

Average daily trading volume (in thousands of shares) 1,456 1,866<br />

DEXIA’S POSITION IN THE PRINCIPAL EUROPEAN INDICES<br />

Weighting in index<br />

Position<br />

BEL20 10.01% 5<br />

CAC 40 1.97% 18<br />

Euronext 100 1.14% 26<br />

Next CAC 70 1.26% 26<br />

FTSE EuroTop 100 0.46% 96<br />

FTSE EuroFirst 80 0.84% 51<br />

Dow Jones EuroStoxx Banks 2.48% 13<br />

52 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


THE DEXIA SHARE<br />

DEXIA’S STOCK MARKET PERFORMANCE (FROM NOVEMBER 1996 TO THE END OF DECEMBER <strong>2006</strong>)<br />

Average <strong>Dexia</strong> EuroStoxx Banks EuroStoxx 50<br />

24 EUR<br />

21 EUR<br />

18 EUR<br />

15 EUR<br />

12 EUR<br />

9 EUR<br />

6 EUR<br />

20/11/96<br />

20/03/97<br />

20/07/97<br />

20/11/97<br />

20/03/98<br />

20/07/98<br />

20/11/98<br />

20/03/99<br />

20/07/99<br />

20/11/99<br />

20/03/00<br />

20/07/00<br />

20/11/00<br />

20/03/01<br />

20/07/01<br />

20/11/01<br />

20/03/02<br />

20/07/02<br />

20/11/02<br />

20/03/03<br />

20/07/03<br />

20/11/03<br />

20/03/04<br />

20/07/04<br />

20/11/04<br />

20/03/05<br />

20/07/05<br />

20/11/05<br />

20/03/06<br />

20/07/06<br />

20/11/06<br />

29/12/06<br />

MANAGEMENT REPORT<br />

DEXIA’S STOCK MARKET PERFORMANCE IN PARIS AND TRADING VOLUMES<br />

(FROM NOVEMBER 1996 TO THE END OF DECEMBER <strong>2006</strong>)<br />

25 EUR<br />

20 EUR<br />

15 EUR<br />

Monthly trading volume <strong>Dexia</strong> CAC 40<br />

90,000,000<br />

80,000,000<br />

70,000,000<br />

60,000,000<br />

50,000,000<br />

COMPTES CONSOLIDÉS<br />

10 EUR<br />

5 EUR<br />

0 EUR<br />

20/11/96<br />

20/03/97<br />

20/07/97<br />

20/11/97<br />

20/03/98<br />

20/07/98<br />

20/11/98<br />

20/03/99<br />

20/07/99<br />

20/11/99<br />

20/03/00<br />

20/07/00<br />

20/11/00<br />

20/03/01<br />

20/07/01<br />

20/11/01<br />

20/03/02<br />

20/07/02<br />

20/11/02<br />

20/03/03<br />

20/07/03<br />

20/11/03<br />

20/03/04<br />

20/07/04<br />

20/11/04<br />

20/03/05<br />

20/07/05<br />

20/11/05<br />

20/03/06<br />

20/07/06<br />

20/11/06<br />

29/12/06<br />

40,000,000<br />

30,000,000<br />

20,000,000<br />

10,000,000<br />

0<br />

COMPTES SOCIAUX<br />

DEXIA’S STOCK MARKET PERFORMANCE IN BRUSSELS AND TRADING VOLUMES<br />

(FROM NOVEMBER 1996 TO THE END OF DECEMBER <strong>2006</strong>)<br />

25 EUR<br />

Monthly trading volume<br />

<strong>Dexia</strong><br />

BEL20<br />

50,000,000<br />

45,000,000<br />

20 EUR<br />

40,000,000<br />

35,000,000<br />

15 EUR<br />

30,000,000<br />

25,000,000<br />

10 EUR<br />

20,000,000<br />

15,000,000<br />

5 EUR<br />

10,000,000<br />

5,000,000<br />

0 EUR<br />

0<br />

20/11/96<br />

20/03/97<br />

20/07/97<br />

20/11/97<br />

20/03/98<br />

20/07/98<br />

20/11/98<br />

20/03/99<br />

20/07/99<br />

20/11/99<br />

20/03/00<br />

20/07/00<br />

20/11/00<br />

20/03/01<br />

20/07/01<br />

20/11/01<br />

20/03/02<br />

20/07/02<br />

20/11/02<br />

20/03/03<br />

20/07/03<br />

20/11/03<br />

20/03/04<br />

20/07/04<br />

20/11/04<br />

20/03/05<br />

20/07/05<br />

20/11/05<br />

20/03/06<br />

20/07/06<br />

20/11/06<br />

29/12/06<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 53


THE DEXIA SHARE<br />

MAIN SHAREHOLDERS OF DEXIA (1)<br />

Percentage of <strong>Dexia</strong> SA capital held<br />

Arcofin 17.5%<br />

Holding Communal 16.4%<br />

Caisse des dépôts et consignations 11.8%<br />

Group Ethias 6.4%<br />

CNP Assurances 2.0%<br />

(1) As of December 31, <strong>2006</strong>.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

NUMBER OF SHARES<br />

Dec. 31, 2002 Dec. 31, 2003 Dec. 31, 2004 Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Number of shares 1,181,685,852 1,175,222,680 1,145,261,366 1,107,469,030 1,163,184,325<br />

of which Treasury shares 20,082,005 32,546,412 40,050,935 20,550,020 490,607<br />

Number of options 31,809,349 43,301,416 50,684,800 55,903,030 58,697,872<br />

Total number of current/<br />

potential future shares (1) 1,213,495,201 1,218,524,096 1,195,946,166 1,163,372,060 1,221,882,197<br />

(1) For more details, refer to “Legal Information” on www.dexia.<strong>com</strong>.<br />

DATA PER SHARE<br />

2002 2003 2004 2005 <strong>2006</strong><br />

Earning per share – EPS (in EUR)<br />

- basic under <strong>Dexia</strong> GAAP (1) 1.13 1.24 1.58 - -<br />

- basic under EU GAAP (1) - - 1.63 1.87 2.49<br />

- diluted under EU GAAP (2) - - 1.62 1.85 2.45<br />

Average weighted number<br />

of shares (3)<br />

- basic 1,150 867,134 1,157,363,982 1,118,723,767 1,091,316,100 1,104,950,054<br />

- diluted - 1,124,050,279 1,103,413,861 1,120,893,987<br />

Net assets per share (in EUR) (4)<br />

- under <strong>Dexia</strong> GAAP (5) 8.79 9.25 9.95 - -<br />

- related to core shareholders’ equity (6) - - 8.87 (8) 9.86 11.60<br />

- related to total shareholders’ equity (7) - - 10.32 (8) 12.25 13.21<br />

Dividend (in EUR)<br />

Gross dividend 0.48 0.53 0.62 0.71 0.81<br />

Net dividend (9) 0.36 0.40 0.47 0.53 0.61<br />

Net dividend for shares with<br />

a VVPR strip (10) 0.41 0.45 0.53 0.60 0.69<br />

(11)<br />

(11)<br />

(11)<br />

(1) The ratio between the net in<strong>com</strong>e – Group share and the weighted average number of shares.<br />

(2) The ratio between the net in<strong>com</strong>e – Group share and the weighted average diluted number of shares.<br />

(3) Excluding shares held in treasury stocks.<br />

(4) The ratio between the shareholders’ equity (estimated dividend for the period deducted) and the number of shares (after deduction of treasury shares)<br />

at the end of the period.<br />

(5) Including GBRR – Group share.<br />

(6) Without AFS, CFH reserve and cumulative translation adjustments.<br />

(7) With AFS, CFH reserve and cumulative translation adjustments.<br />

(8) As of January 1, 2005.<br />

(9) After deduction of a 25% Belgian withholding tax.<br />

(10) After deduction of a 15% Belgian withholding tax (as the deduction is reduced to 15% for securities with a VVPR strip).<br />

(11) Proposed dividend; net dividends are rounded for the purpose of this publication.<br />

STOCK MARKET RATIOS<br />

2002 2003 2004 2005 <strong>2006</strong><br />

Payout ratio (in %) (1)<br />

- under <strong>Dexia</strong> GAAP 43.0 42.1 38.7 - -<br />

- under EU GAAP - - 37.6 37.9 34.3<br />

Price-earnings ratio (3) 10.4x 11.0x 10.7x 10.4x 8.3x<br />

Price to book ratio (4) 1.3x 1.5x 1.7x 2.0x 1.8x<br />

<strong>Annual</strong> yield (in %) (5) 4.1 3.9 3.7 3.6 3.9<br />

(1) The ratio between the total dividend and the net in<strong>com</strong>e – Group share.<br />

(2) Based on proposed dividend.<br />

(3) The ratio between the average share price as of December 31 and the earnings per share for the year.<br />

(4) The ratio between the average share price as of December 31 and the net assets per share as of December 31 (related to core shareholders’ equity for<br />

2005 and <strong>2006</strong>).<br />

(5) The ratio between the gross dividend per share and the average share price as of December 31.<br />

(2)<br />

54 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


THE DEXIA SHARE<br />

SHAREHOLDERS’ CALENDAR IN 2007<br />

Thursday March 8 Marseilles In partnership with FFCI (1)<br />

Wednesday March 14 Mons In partnership with INVESTA<br />

Wednesday April 4<br />

Brussels<br />

Meeting of the European Consultative Committee of Individual<br />

Shareholders<br />

Thursday April 5 Orléans In partnership with FFCI (1)<br />

Wednesday May 9 Brussels Shareholders’ meetings<br />

Thursday May 10<br />

Paris – Méridien Etoile<br />

Wednesday May 23 Lille In partnership with Le Revenu<br />

Thursday June 7 Strasbourg In partnership with FFCI (1)<br />

Thursday June 21 Nancy In partnership with FFCI (1)<br />

Meeting chaired by Axel Miller and Pierre Richard in partnership<br />

with Investir<br />

MANAGEMENT REPORT<br />

Thursday September 13 Toulouse In partnership with FFCI (1)<br />

Thursday September 27 Montpellier In partnership with La Vie Financière<br />

October 2007<br />

Paris<br />

Thursday October 4 Dijon In partnership with FFCI (1)<br />

Thursday October 18 Lyon In partnership with FFCI (1)<br />

Monday October 22 Nantes In partnership with FFCI (1)<br />

Friday November 16 –<br />

Saturday November 17<br />

Paris –<br />

Palais des Congrès<br />

Meeting of the European Consultative Committee of Individual<br />

Shareholders<br />

Actionaria Convention<br />

Monday November 19 Bordeaux In partnership with Investir<br />

(1) Fédération française des clubs d’investissement.<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 55


HUMAN RESOURCES<br />

HUMAN RESOURCES<br />

<strong>Dexia</strong> has clearly underlined the importance of the undertaking<br />

by offering to assign 10 secondees. Most of them as senior<br />

advisors and two of them as executive members of the Board<br />

of Directors of DenizBank. So <strong>Dexia</strong> has very rapidly started<br />

to explore DenizBank culture and local mentality. In addition<br />

to their bridging function, the secondees have a twofold mission:<br />

identifying new DenizBank business opportunities and<br />

ensuring that processes and policies are harmonized wherever<br />

it makes sense.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

The Human Resources vision of <strong>Dexia</strong> is reflected in eight strategic<br />

axes which aim to:<br />

• reinforce the strategy and structure of <strong>Dexia</strong>;<br />

• align the HR structure on <strong>Dexia</strong>’s strategy;<br />

• install and manage one <strong>com</strong>mon <strong>Dexia</strong> HR model for all<br />

entities and departments;<br />

• make <strong>Dexia</strong> an “Employer of Choice” in the Financial Services<br />

Industry in Europe;<br />

• develop and deploy talents in the Group in an optimal manner<br />

and in an international context;<br />

• develop a dynamic <strong>Dexia</strong> leadership model;<br />

• align the reward package to motivate and retain talents<br />

within the Group;<br />

• position the social dialogue.<br />

The Human Resources department provides Group managers<br />

with tools and processes enabling them to optimize their HR<br />

decisions and creates the fundamentals to leverage human<br />

talents in realizing business challenges.<br />

INTEGRATING NEW ENTITIES<br />

In <strong>2006</strong> DenizBank became part of <strong>Dexia</strong>. This Turkish bank<br />

started more or less from scratch 9 years ago under leadership<br />

of its chairman and a couple of employees and rapidly grew<br />

to employ 6,342 people by the end of <strong>2006</strong>. Hiring more than<br />

1,000 employees per year, providing 4-5 training days per<br />

person, keeping the turnover below market level while dealing<br />

with a high inflation rate, in an increasingly <strong>com</strong>petitive<br />

market environment has be<strong>com</strong>e an operational day-to-day<br />

reality for DenizBank managers as well as the 20 people in its<br />

HR department. In addition to the usual challenges DenizBank<br />

has to manage the challenge of finding the correct balance<br />

between continuing successful DenizBank HR practices on the<br />

one hand and leveraging new <strong>Dexia</strong> practices on the other<br />

hand. Following the principle that change is agreed and not<br />

imposed, a variety of projects in the sphere of Learning and<br />

Development, Talent Management and Compensation & Benefits<br />

have been jointly initiated.<br />

MEMBERS OF STAFF AT DEXIA<br />

• At the end of <strong>2006</strong>, <strong>Dexia</strong> had 33,321 members of staff<br />

(including the joint venture RBC <strong>Dexia</strong> Investor Services and<br />

the self-employed networks of <strong>Dexia</strong> Bank Belgium and <strong>Dexia</strong><br />

Insurance Belgium) against 24,418 in 2005, an increase in global<br />

workforce of 36.5%.<br />

• The year <strong>2006</strong> was marked by significant geographic expansion<br />

with the acquisition of DenizBank (6,342 members of<br />

staff as of December 31, <strong>2006</strong>) and the setting up of the joint<br />

venture RBC <strong>Dexia</strong> Investor Services (4,411 members of staff<br />

as of December 31, <strong>2006</strong>). In <strong>2006</strong>, <strong>Dexia</strong> employed members<br />

of staff in 33 countries.<br />

• More than 62% of members of staff have joined the Group<br />

since less than ten years, which proves the strong development<br />

recorded since the creation of <strong>Dexia</strong> in 1996.<br />

• In <strong>2006</strong>, the overall division of workforce between men<br />

and women was well balanced, at 51.7% and 48.3%<br />

respectively.<br />

• Group members of staff are young: in total, 42.9% are less<br />

than 35 and 58.8% less than 40 years of age.<br />

• The average age is 38.9 for men and 36.2 for women. The<br />

overall average age is 37.6.<br />

• The average length of service of Group members of staff<br />

is 10.7.<br />

• Turnover is 6.17% of workforce on indefinite-term<br />

contract.<br />

• 14.8% of Group members of staff work part time.<br />

• The average number of days of training per employee is<br />

1.94 per annum.<br />

B<br />

GENDER BREAKDOWN<br />

A<br />

A MEN 51.74%<br />

B WOMEN 48.26%<br />

56 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


HUMAN RESOURCES<br />

33,321 MEMBERS OF STAFF IN 33 COUNTRIES<br />

Belgium (1) (2) 15,270<br />

Turkey 6,290<br />

Luxembourg (2) 3,513<br />

France (2) 2,639<br />

Canada (2) 1,738<br />

> 59<br />

55-59<br />

50-54<br />

45-49<br />

40-44<br />

35-39<br />

30-34<br />

25-29<br />

20-24<br />

< 20<br />

20% 15% 10% 5% 0% 5% 10% 15% 20%<br />

AGE PYRAMID<br />

■ MEN<br />

■ WOMEN<br />

> 40<br />

36-40<br />

31-35<br />

26-30<br />

21-25<br />

16-20<br />

11-15<br />

6-10<br />

0-5<br />

40% 30% 20% 10% 0% 10% 20% 30% 40%<br />

Slovakia 812<br />

United States 518<br />

United Kingdom (2) 478<br />

Italy (2) 302<br />

Australia (2) 301<br />

Netherlands (2) 254<br />

Spain (2) 225<br />

Switzerland (2) 220<br />

Ireland (2) 200<br />

Singapore (2) 125<br />

Germany 84<br />

China (2) 61<br />

Russia 52<br />

Jersey 40<br />

Danemark 38<br />

Israel 38<br />

Japan 34<br />

Poland 26<br />

Sweden 18<br />

Mexico 10<br />

Czech Republic 8<br />

Other countries 27<br />

Total workforce<br />

as of December 31, <strong>2006</strong> 33,321<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

SENIORITY PYRAMID<br />

(1) Including the self-employed networks.<br />

(2) Including RBC <strong>Dexia</strong> Investor Services.<br />

■<br />

■<br />

MEN<br />

WOMEN<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 57


HUMAN RESOURCES<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

RECRUITING<br />

<strong>Dexia</strong>’s growth ambitions and its international expansion<br />

require a coordinated recruitment approach anchored soundly<br />

at a local level. In <strong>2006</strong> <strong>Dexia</strong> recruited more than 1,200 new<br />

talents (excluding recruitment for the self-employed networks<br />

and more than 1,000 at DenizBank) through the recruitment<br />

portals of the local entities and via external search.<br />

DIVERSITY<br />

Diversity has been a very important subject for <strong>Dexia</strong> over<br />

the last couple of years. Several internal and external documents<br />

can illustrate this (internal documents: Principles of<br />

Social Management in 2002 and HR Quality Charter in 2005;<br />

external documents: diversity charters in France and Belgium<br />

co-signed by <strong>Dexia</strong>).<br />

Three diversity topics received special attention in <strong>2006</strong>.<br />

First of all, the place of women in the <strong>Dexia</strong> Group was further<br />

developed as a topic. In 2004, a White Paper was written<br />

on the place of women and in 2005 an action plan was put<br />

in place to implement the re<strong>com</strong>mendations of that White<br />

Paper. <strong>2006</strong> was the year in which this action plan reached full<br />

speed. Examples of actions were:<br />

• awareness of managerial staff: integration of a section dedicated<br />

to the issues involved in diversity in some of the management<br />

training programs at Group level; development of a<br />

new program for the <strong>Dexia</strong> Corporate University, i.e. “From<br />

individual to team coaching across diversity“;<br />

• ban on direct or indirect discrimination in internal/external<br />

recruitment: advertisements and processes will not be indirectly<br />

discriminating in their wording or their presentation;<br />

• a better balance of private and professional life: enabling<br />

access to professional mail or files from a distance if unexpected<br />

events occur.<br />

In mid-<strong>2006</strong> a work group was formed on demand of the<br />

Management Board to assess the results of the White Paper<br />

and the associated action plan. The results show a certain positive,<br />

though dissimilar, evolution in the different Group entities.<br />

That is why it was decided to continue this work group as<br />

a “Sponsor Group” in charge of:<br />

• actively encouraging the implementation of the action<br />

plan;<br />

• animating a <strong>Dexia</strong> Women’s Network;<br />

• assuming the role of Mentor;<br />

• continuously monitoring progress.<br />

Secondly, the older employees of <strong>Dexia</strong> were also analyzed<br />

in detail. <strong>Dexia</strong> is facing a large number of retirements in the<br />

next ten years and should be prepared for this: human capital<br />

should be passed on to the younger colleagues and <strong>Dexia</strong><br />

should guide employees with a clear career plan.<br />

Thirdly, <strong>Dexia</strong> analyzed the place of employees with a disability<br />

within <strong>Dexia</strong> and the national labor markets. Particular<br />

effort is made in this field by <strong>Dexia</strong> Crédit Local which has an<br />

action plan in place to increase the number of staff members<br />

with disabilities.<br />

All diversity <strong>com</strong>mitments have to be integrated into daily HR<br />

and managerial practices by HR staff training, by HR team<br />

deployment, and a clear awareness of the importance of<br />

diversity in <strong>Dexia</strong>’s new leadership principles.<br />

MANAGING TALENTS<br />

Yearly employee talent reviews are an important aspect of<br />

HR strategy in all entities. For the future management of<br />

the Group, monitored career management is necessary at a<br />

Group level:<br />

• to obtain a clear overview at Group level of all talents in all<br />

entities/regions at executive level and above;<br />

• to detect high potentials for future management positions<br />

and to develop proactive succession planning;<br />

• to develop a <strong>com</strong>mon methodology in detecting and developing<br />

potentials for their future career progression, based on,<br />

and aligned with the <strong>Dexia</strong> Leadership Competence Model.<br />

A uniform Assessment Center methodology will be deployed<br />

as from 2007 throughout the Group for the positions at executive<br />

level. Internal and external candidates, applying for an<br />

open position, will be evaluated in an assessment center on a<br />

set of criteria, based on the Leadership Competence Model. In<br />

all entities/regions, candidates will be evaluated on the same<br />

criteria, with the same methodology.<br />

In the context of people development and career planning,<br />

<strong>Dexia</strong> wants to develop an identified pool of talented executives<br />

who could act as successors to senior executive positions.<br />

Executives who have been identified as confirmed high<br />

potentials at entity level participate in a Development Center<br />

at Group level. The out<strong>com</strong>e of a development center is a<br />

personal development plan that prepares the high potential<br />

executive for a role as senior executive.<br />

DEXIA CORPORATE UNIVERSITY<br />

Since its creation in January 2005, the University has hosted<br />

more than 2,000 participants and has been offering highquality<br />

learning and development opportunities.<br />

Strongly supported by senior Group management, and as<br />

an important part of the cross-entity service provided by the<br />

Human Resources Department, the University facilitates the<br />

implementation of <strong>Dexia</strong>’s strategy and development. In this<br />

context, the University is conducting the leadership process<br />

initiated in 2005 and is actively involved in the implementation<br />

of the new Group culture and values.<br />

Through their learning programs, the six Learning Faculties<br />

of the University are contributing to the development of the<br />

Group’s identity and facilitating the creation of an international<br />

management <strong>com</strong>munity at Group level, sharing and<br />

“speaking” a <strong>com</strong>mon language.<br />

58 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


HUMAN RESOURCES<br />

The <strong>Dexia</strong> Corporate University has increased and enhanced<br />

its program in <strong>2006</strong> in order to help the <strong>Dexia</strong> managers to<br />

evolve, promote the exchange of knowledge and professional<br />

experiences and facilitate bottom-up strategic reflection<br />

through training courses and seminars demanding the<br />

full involvement of participants.<br />

As an example, the “Sales & Business Development” faculty<br />

successfully launched the first edition of “Marco Polo”. The<br />

program was spread over a period of 18 months including<br />

an international assignment of 6 months; “Discovering <strong>Dexia</strong><br />

America” was organized in New York (second edition outside<br />

Europe).<br />

All the training courses of the “Management & Leadership“<br />

faculty were adapted to the new <strong>Dexia</strong> Leadership Model and<br />

two new programs were created: “Change and Team“ and<br />

“First Management Skills“.<br />

The “Finance & Risk Management“ faculty enlarged its training<br />

portfolio with programs like “Finance for Non-Financial<br />

Managers“, “General Risk Management“, “Economic Capital“,<br />

“Credit Management Strategies“ and “Basel II“.<br />

Two new training courses on IFRS have been added to the<br />

program of the “Tax & Legal“ faculty.<br />

Furthermore, in <strong>2006</strong> the <strong>Dexia</strong> Corporate University launched<br />

its e-learning platform, thus opening its doors to all members<br />

of staff of the Group (except, for the moment, those<br />

in DenizBank and FSA). Currently the e-learning program<br />

not only includes IT but also financial markets courses. Language<br />

courses will <strong>com</strong>e online in 2007. All <strong>Dexia</strong> members<br />

of staff can follow training packages online in their office or<br />

at home.<br />

A total of 81 training sessions have been organized<br />

(49 in 2005).<br />

HIGHLIGHT ONE NEW AND SUCCESSFUL<br />

PROGRAM: “FIRST MANAGEMENT SKILLS”<br />

“First Management Skills”, the course for new team leaders<br />

developed this year, is the first <strong>Dexia</strong> Corporate University<br />

labeled program: it is a course elaborated at Group level and<br />

given at a local level in the language of the country concerned.<br />

A working party consisting of HR representatives of the main<br />

entities has developed the contents of this course.<br />

The program’s aim is to prepare new team leaders for the<br />

assumption of their tasks by assimilating Group strategy and<br />

the leadership model. 17 further sessions are planned in 2007<br />

in Paris, Brussels and Luxembourg.<br />

FAVORING MOBILITY<br />

Mobility – internal and international mobility – has be<strong>com</strong>e<br />

part of the <strong>Dexia</strong> culture.<br />

The HR Quality Charter lays down the <strong>com</strong>mitments of <strong>Dexia</strong><br />

in the field of internal mobility.<br />

The Passport for <strong>Dexia</strong> provides a set of <strong>com</strong>mon rules and<br />

principles applicable to international mobility and contributes<br />

to the integration of employees and to the development of a<br />

feeling of belonging to the Group. In order to be as close as<br />

possible to the international evolution of the Group and to<br />

integrate the great diversity of international mobility, seven<br />

important categories of mobility have been identified.<br />

In <strong>2006</strong>, 1,006 members of staff moved to another <strong>com</strong>pany<br />

within the Group. 245 of them experienced an individual<br />

internal mobility, while the remaining 761 members of staff<br />

were involved in a collective transfer of staff (into RBC <strong>Dexia</strong><br />

Investor Services Luxembourg, RBC <strong>Dexia</strong> Investor Services<br />

Switzerland and <strong>Dexia</strong> SA).<br />

INTEGRATED PERFORMANCE<br />

MANAGEMENT<br />

Performance Management starts with the definition of objectives<br />

and priorities. In <strong>2006</strong>, each member of the Executive Committee,<br />

as well as directly <strong>report</strong>ing to the CEO, has a clear management<br />

contract, including the objectives and priorities for 2007.<br />

By 2007, the aim is to extend the management contract to<br />

the entire strategic management team. Ultimately, this performance<br />

management approach will be cascaded throughout<br />

the organization in the next few years.<br />

NEW LEADERSHIP CULTURE<br />

Moving from an entity-driven organization to a more crossentity<br />

organization and be<strong>com</strong>ing a “true European banking<br />

group“ means going further in putting in place an international<br />

organization with a new operating mode, decisionmaking<br />

processes and budget management. This has an<br />

impact on the required leadership skills. The <strong>Dexia</strong> leaders of<br />

tomorrow must be able to operate effectively in this new and<br />

challenging environment and to demonstrate the necessary<br />

leadership and <strong>com</strong>munication skills.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 59


HUMAN RESOURCES<br />

INITIATING AND CASCADING<br />

THE LEADERSHIP CULTURE<br />

EMPLOYEE SHAREHOLDING PLAN:<br />

A VERSATILE UNIFYING TOOL<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

In 2005, leadership development was placed high on the<br />

management agenda. A leadership vision was drafted and<br />

the divergence from current reality assessed.<br />

In <strong>2006</strong>, <strong>Dexia</strong> started to close the gap between vision and<br />

reality by developing a leadership model and implementing it<br />

through a “360° feedback“ process at top management level.<br />

Additionally, <strong>Dexia</strong> has initiated work around the values and<br />

the mission of the Group.<br />

LEADERSHIP MODEL AND COMPETENCES<br />

A leadership model determines which <strong>com</strong>petences are expected<br />

from leaders by describing those <strong>com</strong>petences through specific<br />

forms of behavior. The leadership model is the anchor point for<br />

all management development initiatives and Human Resource<br />

tools such as the “performance management“ process, the<br />

“talent review“, the “360° feedback“ (see below), the “assessment<br />

& development centers“ and training programs.<br />

Five principal axes of corporate culture have been defined:<br />

client, vision, team management, innovation and cross-entity<br />

approach.<br />

360° FEEDBACK PROCESS<br />

The first step in the implementation of a leadership culture<br />

consists in setting an example and applying a 360° feedback<br />

assessment at Management Board and Executive Committee<br />

level. The 360° feedback is aimed at providing an employee<br />

with the opportunity to receive feedback on his/her leadership<br />

behavior within the organization.<br />

GROUP CULTURE<br />

<strong>Dexia</strong> triggered a four-phase plan in order to create a real<br />

Group culture.<br />

The first level is top management. Indeed, it is essential that<br />

the 360° feedback be applied to all members of the Management<br />

Board and the Executive Committee.<br />

The second level relates to all the real initiatives which illustrate<br />

the change of direction such as for instance the setting<br />

up of cross-entity <strong>com</strong>petence centers.<br />

The third level involves the development of the <strong>com</strong>petences<br />

necessary for the implementation of this new culture, within<br />

the entire management population. This stage includes<br />

putting the appropriate training programs in place.<br />

To conclude, at a fourth and final level, the objective is to<br />

suit these changes to the long term whether in recruitment,<br />

assessment or differentiated <strong>com</strong>pensation.<br />

At the same time, in order to consolidate the unique and integrated<br />

identity of the Group, considerable work was done on<br />

giving a precise and assertive definition of the Group’s mission<br />

and values, these elements being the visible bond of the<br />

Group culture.<br />

Since its creation, the percentage of capital held by members<br />

of staff of <strong>Dexia</strong> has been one of the major unifying elements<br />

throughout the Group. In fact, in 2000 when the first shareholding<br />

plan was launched, the target set by the chairman of<br />

the Board of Directors was that within five years 5% of the<br />

capital should be held by members of staff.<br />

That target was achieved in June 2005 with the proportion of<br />

capital held by members of staff evolving between 4% and<br />

5% depending upon previous plans reaching maturity.<br />

With these results, <strong>Dexia</strong> is positioned in the Top 30 of the<br />

“European Employee Shareholding“.<br />

UNWINDING THE 2001 PLAN<br />

In <strong>2006</strong> <strong>Dexia</strong> members of staff were able to unwind the 2001<br />

shareholding plan. The plan had several innovative features:<br />

• that year, for the first time, a classic offer and a leveraged<br />

offer were put to all members of staff in every country in<br />

which the Group had a presence;<br />

• subscriptions to the different offers were for almost<br />

EUR 170 million;<br />

• 6 members of staff out of 10 took advantage of the plan.<br />

When exit transactions were <strong>com</strong>pleted for the 2001 plan,<br />

<strong>Dexia</strong> members of staff could see how attractive those plans<br />

had been. Indeed the classic offer posted a return of more<br />

than 70%, out-performing the classic BEL20, CAC 40 and<br />

EuroStoxx 50 indices. Similarly, the leveraged offer gave a<br />

return of more than 160% to those members of staff who<br />

had chosen it.<br />

NEW <strong>2006</strong> PLAN<br />

As in previous years, there are two offers: classic and leveraged.<br />

The latter takes three forms in <strong>2006</strong>: the standard option, the<br />

averaged option and the click option. The shares subscribed<br />

under each of these offers are locked up for five years.<br />

The classic offer<br />

In the classic offer, the member of staff finances all of the<br />

<strong>Dexia</strong> shares he or she wishes to acquire, with a maximum<br />

discount of 20%.<br />

The leveraged offer<br />

In the leveraged offer, by virtue of a specific financial mechanism,<br />

a member of staff who acquires a share (discounted by<br />

20%) be<strong>com</strong>es the holder of 10 <strong>Dexia</strong> shares. At the end of the<br />

five years, if the stock market price has increased, the member<br />

of staff receives shares or cash to the amount of his or her<br />

initial investment increased by a percentage of that increase<br />

calculated on 10 shares. If on maturity the share price is lower<br />

than the reference price (before the discount is applied), the<br />

60 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


HUMAN RESOURCES<br />

amount of the member of staff’s initial investment is guaranteed.<br />

The innovation in <strong>2006</strong> was the introduction of a click<br />

option enabling any gain which might be observed from one<br />

year to the next to be frozen at points of time predetermined<br />

in the plan. In that way <strong>Dexia</strong> is able to offer its members of<br />

staff different investment profiles corresponding to the diversity<br />

of all their financial approaches.<br />

EVOLUTION OF EMPLOYEE SHAREHOLDING<br />

At the end of these two major operations, considering the<br />

fact that a capital increase took place during the year for the<br />

financing of the acquisition of DenizBank, <strong>Dexia</strong> members of<br />

staff held more than 49.6 million shares, or 4.27% of the<br />

capital as of December 31, <strong>2006</strong>.<br />

FOSTERING THE SOCIAL DIALOGUE<br />

MANAGEMENT REPORT<br />

The European Works Council (EWC) of <strong>Dexia</strong> has 28 permanent<br />

and 26 substitute staff representatives from 10 entities<br />

of <strong>Dexia</strong> with more than 150 staff members.<br />

<strong>2006</strong> was a very busy year for the European Works Council:<br />

• with three plenary meetings;<br />

• with three extraordinary meetings: one on the acquisition of<br />

DenizBank, one on the new organization and one on the new<br />

strategy of the Group;<br />

• with several preparatory meetings between the staff members<br />

preparing the plenary and extraordinary meetings;<br />

• with nine Board meetings together with the HR management<br />

of the Group. The EWC Board consists of seven members<br />

of the EWC who take day-to-day responsibility for the<br />

EWC between plenary meetings;<br />

• with a broadening of the social scope by the visit of the<br />

EWC Board to <strong>Dexia</strong> banka Slovensko.<br />

Social dialogue was intensive not only at Group level. A<br />

number of entities concluded collective agreements between<br />

the management and the staff representatives in <strong>2006</strong>. No<br />

fewer than 42 different collective agreements were concluded<br />

throughout 12 entities with a staff representative structure<br />

in place. These agreements dealt mainly with <strong>com</strong>pensation,<br />

statutes, shareholding, union rights and working time.<br />

<strong>Dexia</strong> also chose to transfer the IT infrastructures of <strong>Dexia</strong><br />

Bank Belgium and <strong>Dexia</strong> Banque Internationale à Luxembourg<br />

to a new <strong>com</strong>pany called Associated <strong>Dexia</strong> Technology Services.<br />

The transfer of the staff members of both entities was<br />

negotiated together with the staff representatives.<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 61


SUSTAINABLE DEVELOPMENT<br />

SUSTAINABLE<br />

DEVELOPMENT<br />

Our <strong>com</strong>mitments and our achievements<br />

• Our shareholders: performance and responsibility<br />

• Our clients: innovation and quality relations<br />

• Our members of staff: personal support and development<br />

• Society: citizen <strong>com</strong>mitment and transparency<br />

MANAGEMENT REPORT<br />

Appendices<br />

• 2007 Calendar of <strong>Dexia</strong> Group sustainable development<br />

actions<br />

• Reporting indicators<br />

• Application of the Global Reporting Initiative and the New<br />

Economic Regulations (France)<br />

• Application of the principles of the Global Compact and the<br />

Unep-Fi<br />

• Questions frequently asked by society<br />

• External audit opinion<br />

• Glossary<br />

• Continuing dialogue<br />

• Legal information and contacts<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

THE DEXIA SUSTAINABLE<br />

DEVELOPMENT REPORT <strong>2006</strong><br />

A new format for the <strong>report</strong><br />

Within the context of its “corporate environmental responsibility”<br />

action plan, the <strong>Dexia</strong> Group has undertaken to reduce<br />

the global consumption of paper per Group member of staff<br />

by 2010 <strong>com</strong>pared to their consumption in <strong>2006</strong>.<br />

For its <strong>2006</strong> <strong>report</strong>, <strong>Dexia</strong> has chosen to limit paper copies and<br />

to favor an on-line version on its website www.dexia.<strong>com</strong>. The<br />

<strong>2006</strong> <strong>Dexia</strong> sustainable development <strong>report</strong> is also available<br />

on CD-ROM.<br />

Main subjects dealt with in the Sustainable<br />

Development Report <strong>2006</strong><br />

<strong>Dexia</strong>: one group, one strategy, one culture<br />

• Our vision<br />

• Our missions and our values<br />

• Our <strong>com</strong>mitments<br />

Sustainable development: a process integrated into the<br />

Group’s strategy<br />

• The integration of sustainable development into the Group’s<br />

organization<br />

• Our actions in <strong>2006</strong><br />

• The Sustainable Development Report <strong>2006</strong><br />

The fight against climate change at the heart of<br />

the <strong>Dexia</strong> Group sustainable development strategy<br />

To ensure that its direct environmental impacts are managed<br />

responsibly, the <strong>Dexia</strong> Group has set the fight against climate<br />

change at the heart of its sustainable development strategy.<br />

An original strategy of carbon neutrality<br />

In 2007 the <strong>Dexia</strong> Group will follow a carbon neutral<br />

policy <strong>com</strong>bining the reduction and offsetting of its CO 2<br />

emissions.<br />

• The Group strategy is aimed at neutralizing the majority<br />

of its <strong>2006</strong> emissions associated with energy consumption<br />

and professional journeys undertaken by members of<br />

staff, or approximately 35,000 tons of CO 2<br />

.<br />

• This revolves around two projects linked to <strong>Dexia</strong> activity<br />

in the two countries in which it is historically established,<br />

namely France and Belgium.<br />

– Reduction of CO 2<br />

emissions: investment in a renewable<br />

energy project and the acquisition of green electricity.<br />

– Offsetting the non-reducible emissions quota.<br />

To learn more about the Group’s offsetting policy and the<br />

projects retained: www.dexia.<strong>com</strong>.<br />

62 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


RISK MANAGEMENT<br />

RISK MANAGEMENT<br />

MAJOR PROJECTS IN <strong>2006</strong><br />

The main achievement of the year <strong>2006</strong> was the continuation<br />

of the effort allowing to implement the required methodologies<br />

and procedure in relation to the advanced approach of<br />

Basel II, leading the Group at the end of <strong>2006</strong> to present the<br />

regulators with a <strong>com</strong>plete application file for the advanced<br />

approach. After validation by the regulators, this should allow<br />

<strong>Dexia</strong> to implement the full internal rating-based approach<br />

(IRBA) approach from January 1, 2008.<br />

CREDIT RISKS<br />

ORGANIZATION<br />

Risk Management Group (RMG) oversees <strong>Dexia</strong>’s risk policy<br />

under the guidance of <strong>Dexia</strong>’s Management Board or<br />

specialized risk <strong>com</strong>mittees. It sets Group guidelines on<br />

limits and delegations, sets and manages the risk surveillance<br />

function and decision processes and implements<br />

Group-wide risk assessment methods for each of <strong>Dexia</strong>’s<br />

activities and operating entities (<strong>Dexia</strong> Crédit Local, <strong>Dexia</strong><br />

Bank Belgium, <strong>Dexia</strong> Banque Internationale à Luxembourg,<br />

DenizBank).<br />

The organization of all risk <strong>com</strong>mittees has been <strong>com</strong>pletely<br />

reviewed in <strong>2006</strong>, in particular to reflect the new Group governance<br />

and to adjust to Basel II requirements. Several specialized<br />

<strong>com</strong>mittees dealing with risk management exist at Group<br />

level. The two main ones are:<br />

• the Risk Policy Committee which defines the Group’s risk<br />

profile and risk guidelines;<br />

• the Management Credit Committee which rules on questions<br />

that are beyond the scope of the delegations granted to<br />

business lines or entities.<br />

In general, all limits are set directly by the Management<br />

Board, but delegations are also given to specific <strong>com</strong>mittees<br />

to oversee the risks of specialized portfolios (i.e. Credit Spread<br />

Portfolio...).<br />

DEXIA’S CONSOLIDATED EXPOSURE<br />

AS OF DECEMBER 31, <strong>2006</strong><br />

The credit exposure evaluation rules are in point 4.2. of the<br />

note 1 “Accounting principles and rules of the consolidated<br />

financial statements“ on page 134.<br />

Exposure by category of counterpart<br />

The Group’s total exposure increased to EUR 794.3 billion as<br />

of December 31, <strong>2006</strong>, against EUR 742 billion one year earlier<br />

(increase of 7.0%).<br />

The mix of counterpart in <strong>Dexia</strong>’s portfolio is very stable. Half<br />

of the exposure is on the local public sector (EUR 396.4 billion,<br />

up 5.6% <strong>com</strong>pared to year-end 2005).<br />

G<br />

F<br />

E<br />

D<br />

C<br />

H<br />

I<br />

A<br />

BREAKDOWN OF DEXIA<br />

EXPOSURE BY CATEGORY<br />

OF COUNTERPART<br />

(AS OF DECEMBER 31, <strong>2006</strong>)<br />

CONSOLIDATED EXPOSURE:<br />

EUR 794.3 BILLION<br />

B<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

A CENTRAL GOVERNMENTS 7.1%<br />

B LOCAL PUBLIC SECTOR 49.9%<br />

C CORPORATE 4.6%<br />

D MONOLINE 2.2%<br />

E ABS/MBS 16.2%<br />

F PROJECT FINANCE 2.5%<br />

G INDIVIDUALS, PROFESSIONALS,<br />

SELF-EMPLOYED, SMEs 4.6%<br />

H FINANCIAL INSTITUTIONS 12.4%<br />

I OTHER 0.5%<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 63


RISK MANAGEMENT<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

Exposure by geographical region<br />

As of December 31, <strong>2006</strong>, the Group’s exposure was concentrated<br />

in the European Union (53.7%, EUR 426.9 billion<br />

at year-end <strong>2006</strong> against EUR 384 billion one year earlier),<br />

particularly in France (12.4%) and in Belgium (11.9%). The<br />

Group’s exposures in the United States and Canada represented<br />

40.0% of total exposure, slightly lower than as of<br />

December 31, 2005.<br />

FSA RISK MANAGEMENT<br />

Financial Security Assurance (FSA) restricts its business to<br />

market sectors characterized not only by low probability of<br />

default but also by low loss severity and high recovery rates in<br />

the unlikely event of a claim on its guarantee. All transactions<br />

must be at least investment-grade quality before FSA insures<br />

them; they must meet FSA’s legal and structuring requirements<br />

and fit within single and aggregate risk limits.<br />

Before insuring a municipal revenue bond, FSA typically<br />

requires a pledge of tax revenues or a claim on a dedicated<br />

revenue stream from essential public services. In the assetbacked<br />

market, FSA guarantees senior tranches structured<br />

to withstand substantial deterioration in the underlying asset<br />

performance, before FSA would be called upon to pay a<br />

claim. Most of its asset-backed securities (ABS) transactions<br />

are structured to have collateral protection that increases<br />

over time, and to have self-correcting mechanisms that are<br />

triggered to restore protection if collateral performance falls<br />

below established minimums. For example, cash flows may be<br />

shifted from subordinate to senior insured tranches or accumulated<br />

in a reserve fund. Where circumstances warrant, FSA<br />

transfers servicing or replaces collateral management.<br />

Thorough due diligence is the hallmark of FSA’s underwriting<br />

process. FSA routinely conducts site visits and file reviews to<br />

verify issuer information. Internal legal staff review documents<br />

and, in many cases, solicit opinions from outside counsel to<br />

ensure that structures perform as intended. Once a transaction<br />

is guaranteed, FSA monitors the issue throughout its life,<br />

so that potential problems can be spotted and action taken<br />

before they be<strong>com</strong>e serious.<br />

Reinsurance also plays a key role in the overall risk management<br />

program. Just as banks syndicate loans in order to<br />

address single-risk concerns, FSA reinsures transactions with<br />

a group of AA and AAA reinsurance <strong>com</strong>panies.<br />

Through its disciplined underwriting approach, FSA has assembled<br />

an extremely conservative insured portfolio, as evidenced<br />

by the underlying credit quality of its insured portfolio: 87%<br />

of net par insured is of A quality or higher, and 55% is AA or<br />

higher (see charts).<br />

THE BASEL II PROJECT<br />

<strong>2006</strong> was a year of stabilization for Basel II organization, a year<br />

of transition from project status to implementation and day-today<br />

operation. At year-end, most of our internal models were<br />

developed, documented, internally validated and implemented.<br />

<strong>Dexia</strong> officially applied in December <strong>2006</strong> to use the advanced<br />

COMPTES SOCIAUX<br />

H<br />

LM<br />

JK<br />

I<br />

G<br />

F<br />

A<br />

B<br />

C<br />

D<br />

E<br />

K LM N A B<br />

C<br />

J<br />

I<br />

H<br />

G<br />

D<br />

F<br />

E<br />

Public Finance (67%)<br />

Asset-backed (33%)<br />

BREAKDOWN OF DEXIA<br />

EXPOSURE BY GEOGRAPHICAL<br />

REGION (AS OF DECEMBER 31, <strong>2006</strong>)<br />

CONSOLIDATED EXPOSURE:<br />

EUR 794.3 BILLION<br />

A FRANCE 12.4%<br />

B BELGIUM 11.9%<br />

C GERMANY 5.3%<br />

D ITALY 7.5%<br />

E LUXEMBOURG 1.3%<br />

F OTHER EU COUNTRIES 15.4%<br />

G REST OF EUROPE 1.1%<br />

H UNITED STATES AND CANADA 40.0%<br />

I JAPAN 1.1%<br />

J SOUTH EAST ASIA 0.3%<br />

K SOUTH AND CENTRAL AMERICA 0.1%<br />

L TURKEY 1.1%<br />

M OTHER 2.5%<br />

FSA INSURED PORTFOLIO<br />

AS OF DECEMBER 31, <strong>2006</strong><br />

TOTAL NET PAR OUTSTANDING:<br />

USD 376.5 BILLION<br />

A COLLATERIZED<br />

BOND OBLIGATIONS (CBOs) 2%<br />

B COLLATERIZED<br />

LOAN OBLIGATIONS (CLOs) 6%<br />

C POOLED CORPORATE CREDIT<br />

DEFAULT SWAPS (CDS) 9%<br />

D CONSUMER RECEIVABLES 3%<br />

E RESIDENTIAL 6%<br />

F OTHER ASSET-BACKED 7%<br />

G GENERAL OBLIGATIONS OF CITIES,<br />

STATES AND SCHOOL DISTRICTS 28%<br />

H TAX-SUPPORTED NON-GENERAL<br />

OBLIGATIONS 12%<br />

I HOUSING 2%<br />

J UTILITY 10%<br />

K HEALTH CARE 3%<br />

L TRANSPORTATION 4%<br />

M EDUCATION/UNIVERSITY 1%<br />

N OTHER MUNICIPAL 6%<br />

64 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


RISK MANAGEMENT<br />

IRBA approach for regulatory capital calculation from January<br />

1, 2008. As part of our application file, an impact study has<br />

been carried out, estimating the capital requirement with the<br />

new methods at different levels of consolidation. This study has<br />

been carried out using our final IT method and infrastructure,<br />

proving that <strong>Dexia</strong>’s Basel II organization is up and running for<br />

future regulatory calculations. The result of this study confirmed<br />

the magnitude of regulatory capital saving estimated in previous<br />

quantitative impact studies.<br />

2007 will see intense relations with the different regulatory<br />

authorities as our application is examined. Two official exercises<br />

will be performed for the purpose, consisting of calculating<br />

capital requirements under Basel I and Basel II regulations<br />

(double runs). Additional projects linked to Basel II will also<br />

be <strong>com</strong>missioned, such as the new integrated tool for limit<br />

monitoring or the <strong>com</strong>mon <strong>report</strong>ing platform.<br />

MARKET RISKS<br />

Market risk <strong>com</strong>prises the Group’s exposure to adverse movements<br />

in market prices (general and specific interest rates,<br />

exchange rates, share prices, spreads) stemming from its<br />

Treasury and Financial Market activities. As a general rule, the<br />

market risks generated by the other businesses are hedged.<br />

The market exposure evaluation rules are explained in point 4.1.<br />

of note 1 “Accounting principles and rules of the consolidated<br />

financial statements” on page 133.<br />

<strong>Dexia</strong>’s exposure to market risk arises mainly from European<br />

interest rates. Its market risk exposure generated by equity,<br />

foreign exchange and spread (trading only) positions remains<br />

much lower.<br />

<strong>Dexia</strong> Group has adopted the Value at Risk (VaR) measurement<br />

methodology as one of the leading risk indicators.<br />

The VaR calculated by <strong>Dexia</strong> is a measure of the potential<br />

loss that can be experienced with a 99% confidence level<br />

and for a holding period of 10 days. <strong>Dexia</strong> has developed<br />

and employs multiple VaR-approaches which are based on<br />

their ability to accurately measure the market risk inherent<br />

in the different portfolios. General interest rate & forex risks<br />

are measured through a parametric VaR-approach. Specific<br />

interest rate risk in trading books and equity risk are<br />

moreover measured by means of an historical VaR approach.<br />

Nonlinear and particular risks are measured through specific<br />

and historical VaR methodologies, with a view to a better<br />

apprehension and measurement of the sensitivity of those<br />

positions to market volatilities.<br />

As a <strong>com</strong>plement to VaR risk measures, market risk exposure<br />

is captured by nominal volume limits, limits on basis point<br />

interest rate sensitivity and spread sensitivity and limits on<br />

option sensitivities (delta, gamma, vega, thêta, rhô).<br />

<strong>Dexia</strong> Group uses its internal VaR model for the capital requirement<br />

calculus on general interest rate risk and foreign exchange<br />

risk exposure within the <strong>Dexia</strong> Bank Belgium and <strong>Dexia</strong> Banque<br />

Internationale à Luxembourg trading scope.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

C<br />

D<br />

E<br />

A<br />

B<br />

C<br />

D<br />

E A<br />

B<br />

C<br />

B<br />

D<br />

E<br />

A<br />

COMPTES SOCIAUX<br />

OVERALL (PUBLIC FINANCE +<br />

ASSET-BACKED SECURITIES) (FSA)<br />

TOTAL NET PAR OUTSTANDING:<br />

USD 376.5 BILLION<br />

A AAA 23%<br />

B AA 32%<br />

C A 32%<br />

D BBB 12%<br />

E NON-INVESTMENT GRADE < 1%<br />

PUBLIC FINANCE (FSA)<br />

TOTAL NET PAR OUTSTANDING:<br />

USD 251.4 BILLION<br />

A AAA 2%<br />

B AA 39%<br />

C A 46%<br />

D BBB 12%<br />

E NON-INVESTMENT GRADE < 1%<br />

ASSET-BACKED SECURITIES (FSA)<br />

TOTAL NET PAR OUTSTANDING:<br />

USD 125.1 BILLION<br />

A AAA 66%<br />

B AA 18%<br />

C A 3%<br />

D BBB 13%<br />

E NON-INVESTMENT GRADE < 1%<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 65


RISK MANAGEMENT<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

ORGANIZATION OF THE CONTROL<br />

<strong>Dexia</strong>’s Management Board, advised by Risk Management<br />

Group (RMG), retains ultimate responsibility to set the strategic<br />

direction of Market Risk Management (overall risk<br />

appetite, methodological choices, organization of <strong>report</strong>ing<br />

and of the decision processes).<br />

It is the task of RMG, in collaboration with the Risk Management<br />

teams of the different entities, to translate these<br />

decisions into precise and written policies, guidelines and procedures<br />

and to oversee their effective application. RMG is also<br />

in charge of defining the calculation methods that are to be<br />

applied at Group level as to P/L and risk measurement.<br />

Day-to-day responsibility for ensuring sound and robust market<br />

risk management and follow-up lies within the entities<br />

(<strong>com</strong>putation of the risk indicators, control of the limits...).<br />

Each entity is responsible for the follow-up of its market activities<br />

(subsidiaries included), for their monitoring and <strong>report</strong>ing<br />

to local authorities. The entire process is coordinated at Group<br />

level to ensure the coherence and the quality of risk control<br />

within the entire Group.<br />

As a next step, risk indicators are consolidated at the level of<br />

each activity line by the Risk Competence Center. Since the<br />

beginning of <strong>2006</strong>, market risk management has been organized<br />

by specialized Competence Centers (CC). The CC are transversally<br />

responsible for the analysis, follow-up and <strong>report</strong>ing of<br />

risks and results of their activity line on a Group-wide basis. In a<br />

final stage, Risk Management Group consolidates the risk and<br />

P/L-data per activity line into Group-wide figures.<br />

The Market Risk and Guidelines Committee, which is <strong>com</strong>posed<br />

of the members of the Management Board of the Group<br />

in charge of “Treasury and Financial Markets” and “Risk Management”,<br />

the Activity Line Heads and Group and Local Heads<br />

of Market Risk Management and ALM meets at least monthly<br />

and deals with all the topics related to market risk.<br />

Moreover, the Management Board of the Group is informed<br />

by RMG of any change in the risk profile at least every three<br />

months or more frequently if necessary.<br />

RISK EXPOSURE<br />

The Treasury & Financial Markets activities of <strong>Dexia</strong> are mainly<br />

oriented as a support function for the Group. The detailed<br />

VaR usage of <strong>Dexia</strong> Group is in the table below. The risk consumption<br />

of the financial activities of <strong>Dexia</strong> is EUR 29.8 million<br />

VaR on average in <strong>2006</strong> (not including DenizBank).<br />

ASSET AND LIABILITY<br />

MANAGEMENT (ALM)<br />

Structural interest rate, forex, equity and liquidity risks are<br />

managed and supervised by the Group’s Asset and Liability<br />

Management function (or ALM).<br />

The ALM interest rate risk management is split into two<br />

categories:<br />

• short-term ALM (up to 2 years and longer on some delegated<br />

currencies), which is delegated and captured by the<br />

market risk management driven approach (VaR limits, sensitivity<br />

limits, triggers, stop loss, daily follow-up...);<br />

• long-term ALM, which is not delegated and subject to a<br />

dedicated follow-up by the ALCO Group (ALM Committee),<br />

which meets on a monthly basis.<br />

Measurement of balance-sheet risks is harmonized among the<br />

Group’s various entities.<br />

Regarding the interest rate risk management of <strong>Dexia</strong> balance<br />

sheet, a calculation of the sensitivity of the net present value<br />

of the ALM positions is used as the main ALM indicator. The<br />

risk exposure is primarily on long-term interest rates in Europe<br />

and results from the structural difference between the amortization<br />

profiles of the fixed-rate assets and liabilities.<br />

The Basis Point Value (BPV) measures the change in the balance<br />

sheet net economic value if interest rates rise by 1%<br />

across the entire curve. The BPV of the <strong>Dexia</strong> Group (insurance<br />

<strong>com</strong>panies and pension funds excluded) amounts to<br />

EUR -494 million as of December 31, <strong>2006</strong>.<br />

Regarding the equity investment portfolio of <strong>Dexia</strong>, it is also<br />

the role of <strong>Dexia</strong> ALM to follow it up. This portfolio contains<br />

available-for-sale equities managed by the ALM <strong>com</strong>mittees<br />

with the VaR model.<br />

The Equity Value at Risk (VaR) measures the potential change in<br />

market value, whereas the Equity Earnings at Risk (EaR) measures<br />

the impact in the P/L statement if the VaR materializes.<br />

The Equity VaR calculated by <strong>Dexia</strong> is a measure of the potential<br />

loss that can be experienced with a level of confidence of<br />

99% and for a holding period of 10 days.<br />

The Equity EaR is much lower than calculated Equity VaR exposures<br />

as most of the listed shares have a positive AFS reserve<br />

cushion. <strong>Dexia</strong>’s impairment procedure is activated whenever<br />

the market value falls beneath 75% of the initial purchase<br />

price and/or when there is a lasting decline in the fair value.<br />

EVOLUTION OF VALUE AT RISK<br />

2005 <strong>2006</strong><br />

IR&FX EQ IR&FX EQ Spread Trading<br />

(in millions of EUR)<br />

(only fourth quarter)<br />

Individual Avg 24.2 Avg 2.8 Avg 25.2 Avg 2.3 Avg 11.7<br />

Max 34.5 Max 7.6 Max 43.7 Max 6.6 Max 16.0<br />

Global Avg 26.9 Avg 29.8<br />

Max 38.5 Max 58.9<br />

Limit 75 Limit 142<br />

IR = interest rate; EQ = equities; FX = forex.<br />

66 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


RISK MANAGEMENT<br />

Even though the operational Asset and Liability Management<br />

remains decentralized in <strong>Dexia</strong>’s three major entities, ALM<br />

risks are supervised and managed globally by the <strong>Dexia</strong> Group<br />

ALM Committee, which includes the members of the Management<br />

Board. The ALM Committee monitors the overall<br />

consistency of the Group’s Asset and Liability Management<br />

process, decides on the methodologies and the risk measurement<br />

guidelines, notably on the investment of shareholders’<br />

equity and on internal transfer pricing mechanisms and also<br />

decides on investment strategies in local entities (interest,<br />

forex, equities).<br />

In addition, the Management Board is kept periodically<br />

informed of ALM main risks and positions.<br />

CURRENCY RISK<br />

Currency risk is the risk of loss resulting from changes in<br />

exchange rates.<br />

TRADING<br />

<strong>Dexia</strong> is an active participant in currency markets and carries<br />

currency risk from these trading activities, conducted primarily<br />

in the Treasury and Financial Markets business line. These trading<br />

exposures are subject to VaR (Value at Risk) and are included<br />

in the VaR mentioned on page 208 of this annual <strong>report</strong>.<br />

NON-TRADING<br />

<strong>Dexia</strong>'s <strong>report</strong>ing currency is the euro but its assets, liabilities,<br />

in<strong>com</strong>e and expense are denominated in many currencies<br />

with significant amounts in USD. Reported profits and<br />

losses are exchanged at each closing date into euro or into<br />

the <strong>com</strong>pany's functional currency, reducing the exchange<br />

rate exposure.<br />

Within its Assets & Liabilities Committee, <strong>Dexia</strong> proactively<br />

decides on the opportunity to hegde expected foreign currency<br />

risks in its results in the main currencies (mainly in USD).<br />

HOLDINGS<br />

<strong>Dexia</strong> analyzes the opportunity to hedge all or part of the<br />

currency risk relating to participation investments in foreign<br />

currencies.<br />

In <strong>2006</strong>, <strong>Dexia</strong> hedged the payment of the acquisition of<br />

DenizBank in foreign currencies, i.e. the payment in USD of<br />

the amount due to the majority shareholder and the payment<br />

in TRY of the amount due to the minority shareholders in<br />

accordance with the mandatory tender offer. The holding in<br />

DenizBank is not hedged due to the cost of the transaction.<br />

LIQUIDITY MANAGEMENT<br />

<strong>Dexia</strong> adopts a sound and prudent policy on liquidity management.<br />

The balance between its available funding sources<br />

and their use is carefully managed and supervised. In practice,<br />

particular attention goes to:<br />

• assessing the adequacy of expected new lending production<br />

(in terms of maturity and amount) as opposed to available<br />

resources;<br />

• assuring <strong>Dexia</strong>’s liquidity, within distressed market circumstances.<br />

The first question is addressed in the annual planning process.<br />

Each year, the forecasts for the new lending production<br />

are <strong>com</strong>pared with the funding capacity. The purpose is to<br />

preserve an acceptable liquidity gap profile for the Group. In<br />

order to reflect the funding cost of the transactions originated<br />

by the business lines more accurately, whether they require<br />

funding or bring funding, the Group has improved its analytical<br />

accounting process. The purpose of this kind of “internal<br />

market“ for liquidity is to provide the right incentive to the<br />

business lines to achieve a natural match between the lending<br />

and the funding capacities.<br />

The second question is addressed by assessing <strong>Dexia</strong>’s liquidity<br />

profile under various distressed liquidity scenarios. The<br />

results and impacts observed under the different scenarios<br />

are analyzed and subsequently translated into a set of limits<br />

and ratios. The <strong>Dexia</strong> liquidity framework is conceived in<br />

such a way that by virtue of its liquidity reserve (notably the<br />

Credit Spread Portfolio), <strong>Dexia</strong> can withstand a total squeeze<br />

of funding and a stress on deposits for one year whilst maintaining<br />

its lending activity. The liquidity position is monitored<br />

and controlled from one day up to several months. Hence<br />

great care is paid to the forecast of expected liquidity needs in<br />

the main currencies as well as to the estimate of the liquidity<br />

reserve. Special attention is also paid to the Group’s off-balance-sheet<br />

liquidity <strong>com</strong>mitments.<br />

Given their importance, all the main issues regarding the<br />

liquidity of the Group are directly managed by the Group’s<br />

ALM Committee, which includes all the members of the<br />

Management Board.<br />

A global liquidity contingency plan is part of the guidelines<br />

and is tested on a regular basis.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

EQUITY INVESTMENT PORTFOLIO AS OF DECEMBER 31, <strong>2006</strong><br />

Market Equity % Equity<br />

(in millions of EUR) Value VaR VaR/MV (1) EaR<br />

Banking <strong>com</strong>panies 1,527 106 7.0% -1.8<br />

Insurance <strong>com</strong>panies 1,795 100 5.6% -1.1<br />

(1) % VaR/MV represents the percentage loss that can be experienced on the market value, excluding DenizBank.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 67


RISK MANAGEMENT<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

OPERATIONAL RISK MANAGEMENT<br />

The Operational Risk Management framework set up in 2003<br />

relies mainly on the following elements.<br />

Strong Operational Risk Governance with clearly defined Roles<br />

and Responsibilities:<br />

• the Management Board regularly reviews the evolution of<br />

the risk profile of the different activities of the Group and<br />

takes the required decisions;<br />

• the Operational Risk Policy Committee, a strategic <strong>com</strong>mittee<br />

with representatives of the Management Board, approves<br />

the Group-wide policies;<br />

• the Operational Risk Guidelines Committee, chaired by<br />

the Group Chief Risk Officer, details the approved policies<br />

in guidelines adapted to business activities and transversally<br />

reviews the operational risk events and related analysis;<br />

• the Operational Risk Committee, chaired by the Head of<br />

Group Operational Risk, ensures the development of a consistent<br />

Group-wide Operational Risk framework involving the<br />

production of regular <strong>report</strong>ing to the Management Board;<br />

• the Operational Risk Management function is also responsible<br />

for the development of Business Continuity & Crisis Management,<br />

Information Security and Insurance;<br />

• the Line Management function is primarily responsible for<br />

the Operational Risk Management. For their activity field they<br />

appoint an Operational Risk Correspondent whose role is to<br />

coordinate the collection of risk event data and the Risk &<br />

Control Self-Assessment. Furthermore they receive support<br />

from their local Operational Risk Management function.<br />

<strong>Dexia</strong> Group has continued for the third year to gather operational<br />

risk events in a central database. The Line Management<br />

also receives a <strong>report</strong> of exhaustiveness for the risk events<br />

gathered in their scope. The Management Board receives the<br />

Quarterly Operational Risk Reporting on the most significant<br />

events including a risk mitigation action plan defined by the<br />

Line Management.<br />

The Risk & Control Self-Assessment exercise, as required by the<br />

Basel II reform, was delivered by the end of <strong>2006</strong> in a coherent<br />

way for the main entities and subsidiaries. The total scope will<br />

be covered in 2007. The results will be integrated in the Quarterly<br />

Operational Risk Reporting to the Management Board.<br />

Finally, the <strong>Dexia</strong> Group will use the Standardized Approach<br />

to calculate the regulatory capital for Operational Risk. The<br />

Information File will be sent to the regulators by the end of<br />

June 2007.<br />

ECONOMIC CAPITAL<br />

The amounts of economic capital required by each business<br />

line were as follows:<br />

• Public/Project Finance and Credit Enhancement:<br />

EUR 5.2 billion (EUR 4.4 billion as of year-end 2005). This<br />

growth results mainly from the increase in size of the portfolio,<br />

with longer maturities.<br />

• Personal Financial Services: EUR 1.8 billion (EUR 1.8 billion<br />

as of year-end 2005).<br />

• Asset Management, Insurance and Investor Services:<br />

EUR 1.0 billion (EUR 0.8 billion as of year-end 2005). The<br />

growth results mainly from equity investments made by insurance<br />

business.<br />

• Treasury and Financial Markets: EUR 1.4 billion (EUR 1.1 billion<br />

as of year-end 2005), largely explained by the increasing<br />

size of the Credit Spread Portfolio.<br />

• Equity not allocated to the business lines: EUR 1.5 billion<br />

(EUR 1.2 billion from year-end 2005). This growth <strong>com</strong>es from<br />

the increases in size and value of the equity portfolio.<br />

Total equity is in excess of the total economic capital needed<br />

by the business lines to cover unexpected losses of extreme<br />

severities.<br />

CAPITAL ADEQUACY AND<br />

RISK-WEIGHTED ASSETS<br />

CAPITAL ADEQUACY<br />

At the end of <strong>2006</strong>, Tier 1 capital amounted to EUR 13,028 million<br />

(<strong>com</strong>pared to EUR 11,894 million at the end of 2005). The<br />

main factors which influenced the increase were:<br />

• the capital increase of EUR 1,200 million for the purpose of<br />

financing part of the acquisition of DenizBank;<br />

• the issuance by <strong>Dexia</strong> Funding Luxembourg of EUR 500 mil lion<br />

of perpetual subordinated notes qualifying as Tier 1 capital<br />

(partly aimed at redeeming EUR 275 million similar instruments<br />

issued by <strong>Dexia</strong> BIL in 2001);<br />

• the impact of the goodwill and the identified intangible<br />

assets linked to the acquisition of DenizBank (respectively<br />

EUR 1,710 mil lion and EUR 239 million) and the retained<br />

earnings.<br />

Tier 1 ratio decreased from 10.3% at the end of 2005 to<br />

9.8% at the end of <strong>2006</strong> due to the <strong>com</strong>bined effects, in<br />

opposite directions, of several factors, the main ones being<br />

the increase of the risk-weighted assets, the capital increase<br />

and the issuance of hybrid Tier 1 capital. These ratios are well<br />

above the regulatory requirements.<br />

Economic capital figures produced in the year <strong>2006</strong> are based<br />

on the same methodology as 2005 figures. It notably includes<br />

most of the Basel II Pillar 2 prescriptions.<br />

The framework allows for a thorough coverage of all the risks<br />

facing the <strong>Dexia</strong> Group. It is based upon a high severity level<br />

(99.97%, one-year), corresponding to the AA/Aa2 criteria of<br />

rating agencies.<br />

At year-end <strong>2006</strong>, total economic capital amounted to<br />

EUR 10.9 billion (1) (EUR 9.2 billion as of year-end 2005). This<br />

difference of EUR 1.7 billion is split among all business lines.<br />

RISK-WEIGHTED ASSETS<br />

<strong>Dexia</strong>’s total risk-weighted assets amounted to<br />

EUR 133.4 billion at year-end <strong>2006</strong>, up 16.0% in one year.<br />

This evolution is mainly explained by the organic growth.<br />

(1) Including DenizBank in the fourth quarter of <strong>2006</strong>.<br />

68 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


RISK MANAGEMENT<br />

ASSET QUALITY<br />

The asset quality ratio (i.e. the ratio between the impaired<br />

loans to the gross outstanding loan ratio) stood at 0.61% at<br />

the end of <strong>2006</strong> (0.78% at the end of 2005).<br />

The bad debt coverage ratio remained stable at 69.3%<br />

(against 69.1% in 2005).<br />

RATINGS<br />

The high rating levels reflect the financial strength of the <strong>Dexia</strong><br />

Group.The current ratings by Moody’s, Standard & Poor’s and<br />

Fitch are Aaa/AA/AA+.<br />

The ratings of FSA and <strong>Dexia</strong> Municipal Agency are the best<br />

financial ratings that could be given to a counterpart (Aaa/AAA/<br />

AAA respectively by Moody’s, Standard & Poor’s and Fitch).<br />

CAPITAL ADEQUACY<br />

(in millions of EUR, except where indicated) Dec. 31, 2005 March 31, <strong>2006</strong> June 30, <strong>2006</strong> Sept. 30, <strong>2006</strong> Dec. 31, <strong>2006</strong><br />

Tier 1 capital 11,894 12,291 12,591 13,922 13,028<br />

Total regulatory capital 12,510 12,815 13,173 14,214 13,754<br />

Tier 1 ratio 10.3% 10.3% 9.9% 10.8% 9.8%<br />

Capital adequacy ratio 10.9% 10.7% 10.4% 11.0% 10.3%<br />

Nota bene: for the calculation of the above ratios, the shareholders’ equity is considered after in<strong>com</strong>e appropriation.<br />

RISK-WEIGHTED ASSETS<br />

(in millions of EUR) Dec 31, 2005 March 31, <strong>2006</strong> June 30, <strong>2006</strong> Sept. 30, <strong>2006</strong> Dec. 31, <strong>2006</strong><br />

20% weighted counterparts 40,120 42,410 43,366 45,325 45,102<br />

50% weighted counterparts 14,592 14,398 14,587 14,476 14,783<br />

100% weighted counterparts 55,029 56,434 62,255 61,852 65,393<br />

Trading portfolio 5,261 5,994 6,898 7,283 8,091<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

TOTAL 115,002 119,236 127,106 128,936 133,369<br />

QUALITY OF RISKS<br />

in millions of EUR, except where indicated Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Impaired loans 1,473 1,359<br />

Portfolio impairments (1) 1,018 942<br />

Asset quality ratio (2) 0.78% 0.61%<br />

Coverage ratio (3) 69.1% 69.3%<br />

COMPTES SOCIAUX<br />

(1) Does not include the collective impairment set aside to cover potential loss on share-leasing products.<br />

(2) The ratio between impaired loans and gross outstanding loans.<br />

(3) The ratio between portfolio impairments and impaired loans.<br />

<strong>Dexia</strong> <strong>Dexia</strong> <strong>Dexia</strong> FSA <strong>Dexia</strong><br />

Bank Crédit Local BIL Municipa<br />

Agency<br />

Moody’s Aaa Aaa Aaa Aaa Aaa<br />

Standard & Poor’s AA AA AA AAA AAA<br />

Fitch AA+ AA+ AA+ AAA AAA<br />

(1) Ratings as of February 24, 2007.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 69


FINANCIAL RESULTS<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

FINANCIAL RESULTS<br />

PRELIMINARY NOTES TO THE<br />

CONSOLIDATED FINANCIAL STATEMENTS (1)<br />

Changes in the scope of consolidation<br />

The main changes which took place in 2005 concerned the sale<br />

of Eural Banque d’Epargne (effective from the fourth quarter),<br />

the liquidation of Rekord in Germany, and the acquisition of<br />

FMS Hoche, a fund administration Company in France.<br />

In <strong>2006</strong>, the following changes took place:<br />

• the fund services activity of <strong>Dexia</strong> (mainly <strong>Dexia</strong> Fund Services)<br />

was transferred to the newly-created RBC <strong>Dexia</strong> Investor<br />

Services (joint venture with Royal Bank of Canada), effective<br />

from January 1, <strong>2006</strong>;<br />

• the Private Banking activities in the UK were sold, effective<br />

in the second quarter of <strong>2006</strong>;<br />

• Banque Artesia Nederland was sold and left the scope of<br />

consolidation in the last quarter of <strong>2006</strong>.<br />

• DenizBank was acquired in two tranches (75% in October<br />

and the balance in December). In the fourth quarter it was<br />

fully consolidated but minority interests were present for<br />

25%, as the mandatory tender offer on that tranche of shares<br />

became effective on December 22, <strong>2006</strong>. From 2007, there<br />

will be only a small amount of minority interests, as <strong>Dexia</strong> now<br />

owns 99.8% of DenizBank’s shares.<br />

Pro forma financial statements<br />

The changes in the scope of consolidation were taken into<br />

account to establish pro forma financial statements for<br />

2005 so as to enable <strong>com</strong>parisons. In absolute figures, the<br />

difference between the <strong>report</strong>ed and pro forma 2005 net<br />

in<strong>com</strong>e – Group share is EUR +16 million (in<strong>com</strong>e higher by<br />

EUR 81 million; costs higher by EUR 55 million; cost of risk<br />

lower by EUR 2 million; taxes higher by EUR 7 million).<br />

(1) The analysis of <strong>Dexia</strong> SA’s financial statements can be found in the note 4<br />

to the annual financial statements on page 220 of this annual <strong>report</strong>.<br />

“Underlying“ and “non-operating“ items<br />

“Underlying“ results exclude the effects of the change of<br />

scope of consolidation, and also exclude the non-operating<br />

factors. Those <strong>com</strong>prise both the nonrecurring elements of<br />

the period, described and quantified individually, and the<br />

variations of the marked-to-market value of FSA’s CDS portfolio.<br />

The latter instruments being classified as derivatives, the<br />

variation of their market value during the <strong>report</strong>ing period is<br />

taken as a trading result; this treatment under IAS 39 does not<br />

allow a good understanding of the economic results, as this<br />

portfolio is <strong>com</strong>posed of AAA-rated instruments, which FSA<br />

is <strong>com</strong>mitted to insure until maturity. Therefore, the positive<br />

or negative marked-to-market variations on this book in any<br />

period are not underlying results, as they will eventually add<br />

up to zero. Non-operating items are detailed on page 73 of<br />

this <strong>report</strong>.<br />

ANALYSIS OF THE CONSOLIDATED<br />

STATEMENT OF INCOME<br />

Foreword<br />

In <strong>2006</strong>, many changes took place in the scope of <strong>Dexia</strong>, principally<br />

linked with the acquisition of DenizBank, and the disinvestments<br />

from several business units. The most significant<br />

changes in scope took place in the last quarter of the year,<br />

with a 75% participation in DenizBank being fully consolidated<br />

into <strong>Dexia</strong>, and Banque Artesia Nederland (BAN) leaving<br />

the scope of consolidation. Hence, the full year <strong>2006</strong> <strong>report</strong>ed<br />

net in<strong>com</strong>e – Group share includes the results of DenizBank in<br />

the fourth quarter (EUR 32 million), and those of BAN in the<br />

first three quarters (EUR 18 million). They also include a very<br />

high net amount of non-operating items (EUR 703 million).<br />

In many cases, in order to underscore the essential economic<br />

trends, the <strong>com</strong>parisons between the <strong>report</strong>ing periods are<br />

made on a like-for-like basis. The net in<strong>com</strong>e – Group share<br />

pro forma 2005 shows EUR +16 million difference with the<br />

<strong>report</strong>ed number.<br />

Net in<strong>com</strong>e – Group share<br />

Net in<strong>com</strong>e – Group share amounted to EUR 2,750 million<br />

in <strong>2006</strong>, up EUR 712 million (+34.9%) over 2005. The<br />

contribution of DenizBank to the net in<strong>com</strong>e – Group share<br />

was EUR 32 million in the fourth quarter of <strong>2006</strong>. The net<br />

contribution of the non-operating factors was EUR +703 million<br />

in <strong>2006</strong> – detailed on page 73 – <strong>com</strong>pared to EUR +263<br />

million in 2005, thus accounting for EUR 440 million of the<br />

increase. Taking into account the pro forma 2005 figures,<br />

the underlying net in<strong>com</strong>e – Group share progressed by EUR<br />

+256 million, or +14.3% overall. It was strong in all business<br />

lines, with underlying progressions respectively of +14.1% in<br />

Public/Project Finance and Credit Enhancement, +13.1% in<br />

Personal Financial Services, +31.7% in Asset Management,<br />

+51.4% in Investor Services, +12.1% in Insurance Services,<br />

and +11.2% in Treasury and Financial Markets. As in the<br />

previous year, the currency exchange impact on net in<strong>com</strong>e<br />

– Group share was very limited in <strong>2006</strong> (EUR -5 million).<br />

70 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


FINANCIAL RESULTS<br />

In<strong>com</strong>e<br />

Costs<br />

Total in<strong>com</strong>e amounted to EUR 7,012 million in <strong>2006</strong>,<br />

EUR 1,036 million higher than in 2005 (+17.3%). At constant<br />

scope of consolidation and excluding non-operating<br />

items, the increase was EUR 479 million (+8.2%) in one<br />

year, stemming from the growth of underlying revenues<br />

in all the business lines: respectively EUR +222 million in<br />

Public/Project Finance (+9.9%); EUR +48 million in Personal<br />

Financial Services (+2.1%); EUR +55 million in Asset Management<br />

(+28.2%); EUR +59 million in Investor Services (+18.9%);<br />

EUR +13 million in Insurance Services (+6.1%); and EUR +58 million<br />

in Treasury and Financial Markets (+11.5%). For the rest,<br />

the <strong>com</strong>bined revenues of Central Assets and non-operating<br />

items went up EUR 498 million, a sizeable amount largely<br />

explained by the capital gains achieved during the year.<br />

Costs stood at EUR 3,481 million in <strong>2006</strong>, up 7.8% (or<br />

EUR +252 million) <strong>com</strong>pared to 2005. At constant scope, and<br />

excluding non-operating items (EUR 4 million in <strong>2006</strong> <strong>com</strong>pared<br />

to EUR 7 million pro forma in 2005) the progression<br />

was +6.1%, i.e. 2.1 percentage points lower than that of<br />

revenues. The analysis hereunder of individual business line<br />

performances underscores that in those businesses where the<br />

development momentum is strong, costs have progressed at<br />

a relatively high rate, but at a much slower pace than revenues,<br />

in line with such stated objective. It is to be noted that,<br />

in Personal Financial Services, the underlying cost base was<br />

up only 1.2%, i.e. almost half the growth pace of the business<br />

line’s revenues year on year, and an effective decrease in<br />

real terms. Also, as in the previous years, those costs related<br />

CONSOLIDATED STATEMENT OF INCOME<br />

(in millions of EUR) 2005 <strong>2006</strong> Variation<br />

In<strong>com</strong>e 5,976 7,012 +17.3%<br />

of which net <strong>com</strong>missions 1,172 1,307 +11,5%<br />

Costs (3,229) (3,481) +7.8%<br />

Gross operating in<strong>com</strong>e 2,747 3,531 +28.5 %<br />

Cost of risk (52) (124) x2.4<br />

Impairment on (in)tangible assets 0 0 n.s.<br />

Tax expense (602) (569) -5.5%<br />

Net in<strong>com</strong>e 2,093 2,838 +35.6 %<br />

Minority interests 55 88 +60.0%<br />

Net in<strong>com</strong>e – Group share 2,038 2,750 +34.9%<br />

CONSOLIDATED STATEMENT OF INCOME (FROM REPORTED TO UNDERLYING (1) PRO FORMA (2) )<br />

(in millions of EUR) 2005 <strong>2006</strong> Variation<br />

In<strong>com</strong>e 5,976 7,012 +17.3%<br />

Changes in scope of consolidation 82 - n.s.<br />

In<strong>com</strong>e pro forma 6,058 7,012 +15.8%<br />

Non-operating items 224 698 x3.1<br />

Underlying in<strong>com</strong>e 5,835 6,314 +8.2%<br />

Costs (3,229) (3,481) +7.8%<br />

Changes in scope of consolidation (56) - n.s.<br />

Costs pro forma (3,285) (3,481) +6.0%<br />

Non-operating items (7) (4) n.s.<br />

Underlying costs (3,278) (3,478) +6.1%<br />

Gross operating in<strong>com</strong>e pro forma 2,773 3,531 +27.3%<br />

Non-operating items 217 695 x3.2<br />

Underlying gross operating in<strong>com</strong>e 2,557 2,836 +10,9%<br />

Cost of risk pro forma (50) (124) x2.5<br />

Non-operating items 7 (35) n.s.<br />

Underlying cost of risk (57) (89) +55.4%<br />

Net in<strong>com</strong>e – Group share 2,038 2,750 +34.9%<br />

Changes in scope of consolidation 16 - n.s.<br />

Net in<strong>com</strong>e – Group share pro forma 2,053 2,750 +33.9%<br />

Non-operating items 263 703 x2.7<br />

Underlying net in<strong>com</strong>e – Group share 1,790 2,047 +14.3%<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

(1) i.e. excluding the non-operating items (described on page 73 of this <strong>report</strong>).<br />

(2) Pro forma as defined on page 70.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 71


FINANCIAL RESULTS<br />

to business development projects and geographic expansion<br />

were identified, respectively EUR 25 million and EUR 14 million,<br />

representing together 20% of the underlying cost base<br />

drift, year on year.<br />

The cost-in<strong>com</strong>e ratio was 49.6% in the full year <strong>2006</strong>, much<br />

below that of 2005 (54.0%). The underlying cost-in<strong>com</strong>e<br />

ratio stood at 55.1% (down <strong>com</strong>pared to 56.2% in 2005).<br />

This reduction is satisfactory when considering the expenditures<br />

engaged to develop the business and franchise of <strong>Dexia</strong><br />

both domestically and internationally during the year along<br />

with the projects which took place in <strong>2006</strong>.<br />

Minority interests<br />

Minority interests went strongly up in <strong>2006</strong>, largely because<br />

the costs on hybrid Tier 1 instruments are classified in that<br />

rubric, and as the volumes thereof have increased in the<br />

fourth quarter of <strong>2006</strong> and in <strong>2006</strong>. Besides, DenizBank<br />

was fully integrated in the financial statements but, as only<br />

75% was owned by <strong>Dexia</strong> in the fourth quarter, 25% of the<br />

results belong to minority interests. From 2007, <strong>Dexia</strong> will<br />

own 99.8% of DenizBank’s shares and there will be very few<br />

minority interests to remunerate.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Gross operating in<strong>com</strong>e<br />

The gross operating in<strong>com</strong>e amounted to EUR 3,531 million<br />

in <strong>2006</strong>, up 28.5%. At constant scope of consolidation<br />

and on an underlying basis, the growth was +10.9%. This<br />

number sums up the very good underlying performances<br />

of the business lines, with Public/Project Finance delivering<br />

a +11.8% growth year on year, Personal Financial Services<br />

going up 4.4%, Asset Management achieving +32.5%, Investor<br />

Services progressing by a strong +48.3%, Treasury and<br />

Financial Markets by +17.3%, whilst Insurance Services went<br />

down slightly (-2.3%) but this small slippage has no economic<br />

meaning in view of the current analytical treatment of this<br />

segment (see detailed analysis on pages 91-92). Overall, the<br />

exchange rates fluctuations in <strong>2006</strong> had a small influence on<br />

the gross operating in<strong>com</strong>e (EUR 5 million negative impact).<br />

Cost of risk<br />

The cost of risk (impairments on loans and provisions for<br />

credit risks) amounted to EUR 124 million in <strong>2006</strong>, <strong>com</strong>pared<br />

to EUR 52 million in 2005. Excluding the provision movements<br />

at <strong>Dexia</strong> Bank Nederland, the underlying cost of risk went up<br />

to EUR 89 million in <strong>2006</strong> from EUR 57 million in 2005, Deniz-<br />

Bank representing EUR 11 million of this increase. Overall, the<br />

cost of risk remained nevertheless at a very low level (2.4 basis<br />

points on average outstanding banking <strong>com</strong>mitments). Concerning<br />

the situation of <strong>Dexia</strong> Bank Nederland, a full disclosure<br />

is made on pages 99-101 of this annual <strong>report</strong>.<br />

Overall financial performance<br />

The profit margin (net in<strong>com</strong>e before minority interests<br />

related to total revenues) stood at 40.5% in <strong>2006</strong>, <strong>com</strong>pared<br />

to 35.0% in 2005.<br />

Return on equity stood at 23.1% (<strong>com</strong>pared to 20.0% in<br />

2005) partly pulled in <strong>2006</strong> – and to a lesser extent in 2005<br />

– by the influence of the non-operating items.<br />

Earnings per share (EPS) reached EUR 2.49 in <strong>2006</strong> (undiluted),<br />

up 33.2% over the previous year. Of note, the number<br />

of shares has varied considerably during the course of the year,<br />

with a buy-back program during the first quarter (amounting<br />

to EUR 50 million), then new shares issued in the second part<br />

of the year in connection with the acquisition of DenizBank<br />

and the employee share plan. The daily average number of<br />

shares increased by 1.2%.<br />

Group Tier 1 ratio stood at 9.8% at year end (10.3% as of<br />

December 31, 2005). Taking into account only 50% of the<br />

hybrid Tier 1 capital instruments, the ratio stood at 9.2% at<br />

year end.<br />

Proposed dividend<br />

In view of the good <strong>2006</strong> results, the Board of Directors will<br />

propose a gross dividend of EUR 0.81 per share. Subject to<br />

shareholders’ meeting approval thereon, the dividend will be<br />

paid on May 24, 2007.<br />

Outlook<br />

Taxes<br />

Tax expense (<strong>com</strong>prising both current and deferred tax)<br />

amounted to EUR 569 million in <strong>2006</strong>, down 5.5% <strong>com</strong>pared<br />

to 2005. The variation of the tax charge is largely explained<br />

by the higher amount of capital gains in <strong>2006</strong>, <strong>com</strong>pared to<br />

2005, having in mind that such gains are not taxable in Belgium.<br />

The effective tax rate in <strong>2006</strong> was 17.2% (<strong>com</strong>pared<br />

to 23.1% in 2005) on the basis of <strong>report</strong>ed earnings, and<br />

it was 23.2% (<strong>com</strong>pared to 27.0% in 2005) on the basis of<br />

underlying earnings. In the forth<strong>com</strong>ing <strong>report</strong>ing periods,<br />

the effective underlying tax rate is likely to stabilize, on average,<br />

around the current level.<br />

Given the very strong <strong>com</strong>mercial momentum experienced in<br />

<strong>2006</strong> and before, <strong>Dexia</strong> is confident to continue achieving its<br />

financial objectives, as set and <strong>com</strong>municated to the market<br />

on September 26, <strong>2006</strong>.<br />

Post-balance-sheet event<br />

In the third week of February 2007, <strong>Dexia</strong> announced the<br />

signing of the sale of <strong>Dexia</strong> Banque Privée France. This will<br />

generate a capital gain of about EUR 42 million (after taxes).<br />

72 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


FINANCIAL RESULTS<br />

MAIN ITEMS REPORTED AS NON-OPERATING IN 2005 AND <strong>2006</strong><br />

The non-operating factors <strong>com</strong>prise both the nonrecurring items and the variations of the marked-to-market value of FSA’s<br />

CDS portfolio. The latter instruments being classified as derivatives, the variation of the market value during the <strong>report</strong>ing<br />

period is taken as a trading result; this treatment under IAS 39 does not allow a good understanding of the economic<br />

results, as this portfolio is <strong>com</strong>posed of AAA-rated instruments, which FSA is <strong>com</strong>mitted to insure until maturity. Thus,<br />

the positive or negative marked-to-market variations on this book in any period are not underlying results, as they will<br />

eventually add up to zero.<br />

In<strong>com</strong>e<br />

In Q1 2005: interest discount on loans accepting “<strong>Dexia</strong> Offer“ (EUR +9.2 million); capital gains (EUR +11.2 million);<br />

marking to market of FSA’s CDS portfolio (EUR -2.2 million).<br />

In Q2 2005: interest discount on loans accepting “<strong>Dexia</strong> Offer“ (EUR +8.6 million); capital gains (EUR +28.3 million);<br />

marking to market of FSA’s CDS portfolio (EUR -11.3 million).<br />

In Q3 2005: interest discount on loans accepting “<strong>Dexia</strong> Offer“ (EUR +7.0 million); capital gains (EUR +39.7 million);<br />

marking to market of FSA’s CDS portfolio (EUR +34.8 million).<br />

In Q4 2005: interest discount on loans accepting “<strong>Dexia</strong> Offer“ (EUR +5.7 million); capital gains (EUR +95.3 million);<br />

capital gains on disposal of properties (EUR +9.2 million); marking to market of FSA’s CDS portfolio (EUR -12.4 million).<br />

In Q1 <strong>2006</strong>: interest discount on loans accepting “<strong>Dexia</strong> Offer“ (EUR +4.3 million); capital gains (EUR +236.6 million);<br />

marking to market of FSA’s CDS portfolio (EUR +24.1 million).<br />

In Q2 <strong>2006</strong>: interest discount on loans accepting “<strong>Dexia</strong> Offer“ (EUR +3.3 million); capital gains (EUR +67.0 million);<br />

marking to market of FSA’s CDS portfolio (EUR -3.1 million).<br />

In Q3 <strong>2006</strong>: interest discount on loans accepting “<strong>Dexia</strong> Offer“ (EUR +2.4 million); capital gains (EUR +131.0 million);<br />

marking to market of FSA’s CDS portfolio (EUR -1.5 million).<br />

In Q4 <strong>2006</strong>: interest discount on loans accepting “<strong>Dexia</strong> Offer“ (EUR +1.8 million); capital gains net of provisions<br />

(EUR +221.4 million); marking to market of FSA’s CDS portfolio (EUR +5.7 million).<br />

Costs<br />

In Q4 2005: costs related to the creation of the joint venture RBC <strong>Dexia</strong> Investor Services (EUR -2.9 million).<br />

Cost of risk<br />

In Q1 2005: net charge for Legiolease at <strong>Dexia</strong> Bank Nederland (EUR -83.0 million).<br />

In Q2 2005: net release of prior provisions for Legiolease at <strong>Dexia</strong> Bank Nederland (EUR +56.0 million).<br />

In Q3 2005: net release of prior provisions for Legiolease at <strong>Dexia</strong> Bank Nederland (EUR +36.5 million).<br />

In Q4 2005: net charge for Legiolease at <strong>Dexia</strong> Bank Nederland (EUR -2.5 million).<br />

In Q1 <strong>2006</strong>: net release of prior provisions for Legiolease at <strong>Dexia</strong> Bank Nederland (EUR +13.0 million).<br />

In Q2 <strong>2006</strong>: net charge for Legiolease at <strong>Dexia</strong> Bank Nederland (EUR -42.0 million).<br />

In Q3 <strong>2006</strong>: net release of prior provisions for Legiolease at <strong>Dexia</strong> Bank Nederland (EUR +13.8 million).<br />

In Q4 <strong>2006</strong>: net charge for Legiolease at <strong>Dexia</strong> Bank Nederland (EUR -19.8 million).<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Taxes<br />

All the items above are before tax. The amount of corresponding taxes, at appropriate rates, is treated as a non-operating<br />

item in the total amount of taxation. The individual tax incidence of some items is specified below, as well as particular tax<br />

entries.<br />

In Q1 2005: reimbursement of taxes following the settlement of a tax dispute (EUR +15.4 million); tax credit caused by the<br />

impairment of a participation (EUR +17.0 million); write-back of a tax provision (EUR +6.5 million).<br />

In Q2 2005: tax credit caused by the impairment of a participation (EUR +3.4 million).<br />

In Q3 2005: reimbursement of taxes following the settlement of a tax dispute (EUR +5.4 million); differed taxes following<br />

the change in tax rate in Luxembourg (EUR -7.0 million).<br />

In Q4 2005: reimbursement of taxes following the settlement of a tax dispute (EUR +7.6 million).<br />

In Q2 <strong>2006</strong>: reimbursement of taxes following the settlement of a tax dispute (EUR +6.8 million).<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 73


FINANCIAL RESULTS<br />

ANALYSIS OF THE CONSOLIDATED<br />

BALANCE SHEET<br />

Total consolidated balance-sheet footings as of December 31,<br />

<strong>2006</strong> amounted to EUR 566.7 billion, an 11.4% increase<br />

<strong>com</strong>pared to December 31, 2005, due to dynamic <strong>com</strong>mercial<br />

activity. Loans and advance to customers explain 58.8%<br />

of the raise.<br />

DenizBank Group. Reverse repurchase agreements grew by<br />

EUR 14 billion, loans by EUR 20 billion of which mortgage<br />

loans rose by EUR 2 billion.<br />

Loans and securities reached EUR 223.2 billion as of December<br />

31, <strong>2006</strong> of which EUR 212 billion in securities (+13%).<br />

Interbank assets slightly increased by 4.2%.<br />

Total equity<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

Liabilities<br />

The amount of customer deposits and debt securities (savings<br />

bonds, certificates and bonds) reached EUR 294.2 billion at<br />

the end of <strong>2006</strong> (+7.6%). Their relative share in the total of<br />

the balance sheet amounted to 51.9%.<br />

Customer deposits stood at EUR 109.5 billion at the end of<br />

<strong>2006</strong>, an increase of +12.0%, due to several factors, mainly<br />

the evolution of the deposits and the consolidation of Deniz-<br />

Bank Group. Debt securities increased to EUR 184.7 billion,<br />

up 5.1% mainly due to issuance of non-subordinated securities<br />

while certificates of deposits and savings certificates<br />

decreased respectively by EUR 1.7 and 1.3 billion.<br />

Subordinated and convertible debt declined -12.4%, to<br />

EUR 4.4 billion, partly due to the redeeming in July <strong>2006</strong> of the<br />

hybrid Tier 1 capital instrument for an amount of EUR 275 million<br />

issued by <strong>Dexia</strong> BIL in 2001, and partly to the reimbursement<br />

of other subordinated loans for EUR 245 million.<br />

The interbank liabilities increased by 29.7%, mainly under the<br />

growth of sight accounts and deposits.<br />

Assets<br />

Total shareholders’ equity of the <strong>Dexia</strong> Group amounted to<br />

EUR 16.3 billion as of December 31, <strong>2006</strong> against EUR 14.1 billion<br />

as of December 31, 2005, i.e. a growth of +15.7%.<br />

Total shareholders’ equity is <strong>com</strong>posed of core equity (capital,<br />

additional paid-in capital, reserves, profit for the year<br />

before allocation) and gains and losses not recognized in<br />

the statement of in<strong>com</strong>e. The gains and losses represent<br />

the fair value on available-for-sale portfolio, the fair value of<br />

cash-flow hedge derivatives and the translation reserve for a<br />

total amount of EUR 1.9 billion, down EUR 730 million. This<br />

decrease <strong>com</strong>es from the AFS reserve on bonds mainly due to<br />

the increase of interest rates.<br />

Core shareholders’ equity amounted to EUR 14.4 billion,<br />

i.e. a growth of 25.6% mainly due to capital increases<br />

(EUR 1.4 billion), the net in<strong>com</strong>e of the period (EUR 2.75 billion),<br />

the payment of dividend done in May <strong>2006</strong> (EUR -0.8 billion)<br />

and the deduction of the goodwill related to the purchase<br />

of minority interests of DenizBank (EUR 0.4 billion).<br />

Minority interests, at EUR 1.7 billion progressed by EUR 527 million.<br />

This was mainly due to the issuance by <strong>Dexia</strong> Funding<br />

Luxembourg of perpetual subordinated notes qualifying as<br />

Tier 1 capital, for an amount of EUR 500 million.<br />

COMPTES SOCIAUX<br />

Loans and advances to customers increased by +17.7% and<br />

stood at EUR 226.5 billion as of December 31, <strong>2006</strong> due to<br />

good <strong>com</strong>mercial activity and to the first consolidation of<br />

CONSOLIDATED BALANCE SHEET<br />

(in millions of EUR) 2005 <strong>2006</strong> Variation<br />

Total liabilities and equity 508,761 566,743 +11.4%<br />

Total liabilities 493,061 548,308 +11.2%<br />

Due to banks 134,793 174,754 +29.7%<br />

Customer borrowings and deposits 97,738 109,484 +12.0%<br />

Negative value of derivatives 37,652 30,489 -19.0%<br />

Debt securities 175,685 184,726 +5.1%<br />

Subordinated and convertible debt 4,985 4,365 -12.4%<br />

Total equity 15,700 18,435 +17.4%<br />

Core shareholders’ equity 11,488 14,433 +25.6%<br />

Total shareholders’ equity 14,084 16,299 +15.7%<br />

Minority interests 1,183 1,710 +44.5%<br />

Assets 508,761 566,743 +11.4%<br />

Due from banks 75,053 78,215 +4.2%<br />

Loans and advance to customers 192,402 226,502 +17.7%<br />

Loans and securities 198,941 223,207 +12.2%<br />

Positive value of derivatives 28,632 24,032 -16.1%<br />

74 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


OPERATION AND RESULTS<br />

OF THE BUSINESS LINES<br />

MANAGEMENT REPORT<br />

COMPTES SOCIAUX<br />

COMPTES CONSOLIDÉS<br />

Public/Project Finance and Credit Enhancement 76<br />

Personal Financial Services 85<br />

Asset Management 88<br />

Insurance Services 90<br />

Investor Services 93<br />

Treasury and Financial Markets 95<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 75


PUBLIC/PROJECT FINANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

PUBLIC/PROJECT FINANCE<br />

AND CREDIT ENHANCEMENT<br />

<strong>Dexia</strong> is the global leader in Public/Project Finance and Credit<br />

Enhancement with subsidiaries and branches in more than<br />

30 countries worldwide.<br />

The key elements of <strong>Dexia</strong>’s success on this market, which<br />

represent around a half of its net result, are basically its longterm<br />

relationship with local players along with its innovation<br />

capability. The vast range of products <strong>Dexia</strong> offers to its public<br />

sector clients allows the bank to address all their needs, taking<br />

advantage of a multi-product offer: loans or structured<br />

loans, capital markets solutions, insurance services, debt<br />

management, insurance products... Furthermore, for several<br />

years, the bank has been establishing a diversification policy<br />

by seeking:<br />

• to widen its customer base by developing new franchises in<br />

line with cautious underwriting criteria. This diversification in<br />

clientele helps to deliver <strong>Dexia</strong>’s high average margins without<br />

impairing the low Group profile (social housing, hospitals,<br />

non-profit organizations...);<br />

• to expand its geographical scope towards promising markets<br />

which in the medium term will play the role of growth<br />

relay.<br />

In Project Finance business, where <strong>Dexia</strong> holds a worldwide<br />

lead in terms of PPP/PFI, the bank is deliberately focusing on<br />

specific sectors where it has a recognized know-how and<br />

expertise: transportation, environment, social infrastructure<br />

(health, education, etc.), energy (including renewables) and<br />

tele<strong>com</strong>s, and deliberately refraining from operating in all the<br />

other sectors such as mining, manufacturing, and so on.<br />

For the year <strong>2006</strong>, <strong>Dexia</strong> was ranked by Dealogic (a Euromoney<br />

database) as a top 10 lead arranger of project finance<br />

loans in both Europe and North America.<br />

<strong>Dexia</strong> is also one of the major players in credit enhancement<br />

business, thanks to its American subsidiary FSA, which began<br />

its activity in the Eighties and now holds about one quarter of<br />

the insured municipal bond market. FSA’s activity outside the<br />

United States is also significant and developing rapidly.<br />

The expected long-term real growth of the global public<br />

finance market (2%-4%) will stem from several factors, like the<br />

increase of population and GDP, the decentralization process<br />

engaged around the world, an ageing population which will<br />

generate new demand, and increasing infrastructure needs in<br />

developing countries. Despite this moderate annual growth<br />

rate at global level, the total increase of debt over the next<br />

ten years is estimated at more than USD 1.5 trillion, i.e. more<br />

than three times the total public finance <strong>com</strong>mitments of<br />

<strong>Dexia</strong> today.<br />

As global leader in Public/Project Finance, <strong>Dexia</strong> is best positioned<br />

to capture this growth and will maintain its leadership<br />

on this market capitalizing on its unique know-how.<br />

THE SITUATION REGARDING PUBLIC/<br />

PROJECT FINANCE IN THE EUROPEAN UNION<br />

MEMBER STATES<br />

As world leader in Public/Project Finance, <strong>Dexia</strong> likes to share<br />

its expertise and knowledge of the European sub-national<br />

public sector. Thus, each year the Research Department publishes<br />

an economic outlook <strong>report</strong> concerning Public Finance in<br />

the European Union. For the sixth consecutive year, this study<br />

(published in French, English and now German) is a reference<br />

tool for decision-makers in Europe. It is ac<strong>com</strong>panied by a set<br />

of “information sheets” which provide detailed financial data<br />

by country and also offer key data on the structural and cohesion<br />

funds as well as twinning in Europe. This latter document<br />

was prepared in partnership with the Council of European<br />

Municipalities and Regions. Both publications are available for<br />

download on the www.dexia-creditlocal.fr website.<br />

With the use of five indicators (expenditure, investment, fiscal<br />

revenue, budget balance and debt), the last edition of the<br />

Economic Outlook, published in December <strong>2006</strong>, provides<br />

an overview of the 25 EU Member States’ subnational public<br />

finances over the period 2000-2005 and presents the highlights<br />

of the year <strong>2006</strong>.<br />

Although the situations of the 89,200 local and regional governments<br />

vary considerably all over Europe, a certain number<br />

of general trends can be identified on the European scale.<br />

The strengthening of decentralization,<br />

regionalization and municipality merging or<br />

grouping<br />

Offering a great diversity in terms of territorial and institutional<br />

organization, the European territorial landscape is constantly<br />

evolving. Three major fundamental trends seem to be<br />

emerging: an increase in decentralization, a strengthening of<br />

the regional level and the encouragement to inter-municipality<br />

cooperation and municipality mergers.<br />

76 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


PUBLIC/PROJECT FINANCE<br />

A regular increase of territorial public<br />

expenditure<br />

Local and regional authorities occupy an increasingly important<br />

position in the European economy. Their expenditure<br />

increased in volume by +3.6% per year on average between<br />

2000 and 2005 and by +3.0% in 2005. With a spending<br />

amount of EUR 1,374 billion in 2005, it represented 12.7%<br />

of the EU GDP and 26.8% of total public expenditure. This<br />

momentum is due to a large extent to the deepening of<br />

decentralization which led to important transfers of <strong>com</strong>petence<br />

in favor of local and regional authorities in various<br />

countries of the EU15 (Spain, Italy, etc.) as well as additional<br />

<strong>com</strong>petences in several new Member States (Slovakia, Czech<br />

Republic, Estonia, etc.). This dynamism also results from the<br />

increased weight of current operating expenditure in local<br />

and regional budgets (health, education, social aid) and the<br />

increasing needs of populations for local public services.<br />

The territorial sector remains the driving force in<br />

public investment<br />

Over the years, local and regional public authorities have consolidated<br />

their role as prime public investors. From 2000 to<br />

2005, investment remained solid (+3% per annum on average).<br />

It was the new Member States in particular which implemented<br />

very dynamic investment policies (+4.2% per year<br />

in average). In 2005, EU territorial investment amounted to<br />

almost EUR 170 billion, representing 1.6% of EU GDP, 12.3%<br />

of the local and regional budgets and, above all, 63.9% of<br />

total public investment. That year, local and regional investment<br />

regressed in some countries – the result of otherwise<br />

augmenting operating expenditure and of stricter budgetary<br />

discipline to fulfil the Maastricht criteria. In other countries,<br />

the implementation of the 2004-<strong>2006</strong> European Union Programs<br />

concerning the structured funds (EU10 Member States)<br />

and the municipal electoral cycle (Belgium, Slovakia, Greece,<br />

Poland, etc.) had a positive influence on investments.<br />

Increased fiscal decentralization<br />

Transfers of <strong>com</strong>petences to subnational governments have<br />

often been ac<strong>com</strong>panied by transfers of State taxation and/or<br />

by the creation of new specific local and regional own-source<br />

taxes. Between 2000 and 2005, territorial authority fiscal revenues<br />

rose by +4.5% per year on average (+3.1% in 2005),<br />

although this particularly strong increase is partly to be attributed<br />

to the significant fiscal transfers in favor of the Spanish<br />

autonomous <strong>com</strong>munities. In 2005, territorial governments’<br />

tax revenues represented 37.8% of total territorial revenues<br />

and 4.7% of EU GDP.<br />

A number of major tax reforms concerning EU territorial public<br />

finances were implemented or voted in 2005 and <strong>2006</strong>.<br />

Reforms concerning shared taxes such as the increase in<br />

the VAT rates in Germany, the revisions of the personal or<br />

<strong>com</strong>pany in<strong>com</strong>e taxes in several countries (Austria, Lithuania,<br />

Estonia, Finland, etc.) or the introduction of new shared<br />

taxes (France) often had a significant impact on the overall<br />

structure of local governments’ financial resources. Reforms<br />

also concerned own-source territorial tax system such as in<br />

the Netherlands (property tax), France, Latvia, Belgium and so<br />

on. Global reforms, <strong>com</strong>pletely reshaping the systems of local<br />

finance, were voted in Denmark and Slovakia.<br />

Sound budgetary health of the territorial public<br />

sector<br />

Although in the year 2000 the global EU territorial budget<br />

balance indicated a slight surplus, a mild erosion has occurred<br />

since then. In 2005, the public deficit of local and regional<br />

authorities, approximately EUR 25 billion, increased slightly.<br />

However, established at 0.23% of EU GDP, it remains very<br />

modest <strong>com</strong>pared to that of the public sector as a whole<br />

(2.3% of GDP).<br />

Local and regional public debt increased by +2.4% per annum<br />

in volume over 2000-2005 with a slight acceleration in 2005<br />

(+4.9%) to reach EUR 633 billion. This growth was stronger in<br />

the EU10 countries (+13.6% in volume per year on average)<br />

because of the impact of EU accession and their investment<br />

needs. The debt-to-GDP ratio remains stable over the 2000-<br />

2005 period (5.8% of GDP in 2005 <strong>com</strong>pared to 5.6% in<br />

2000). Again, this debt level, allocated solely to investment<br />

finance, remains low <strong>com</strong>pared to total public sector debt<br />

(63.2% of GDP in 2005).<br />

These indicators have been kept under control with the help<br />

of budgetary and prudential rules which provide a framework<br />

for local management. These rules have recently been reinforced<br />

in several countries which have chosen to associate the<br />

subnational sector with the control and governance of public<br />

finance, for example through internal stability pacts.<br />

THE US MUNICIPAL MARKET IN <strong>2006</strong><br />

The financing market of the local US public sector is characterized<br />

by its very strong disintermediation. Indeed, more than<br />

95% of financing is arranged and sold through the US bond<br />

markets. After the 2005 record year, <strong>2006</strong> was nevertheless<br />

a strong year in terms of volume for the US municipal bond<br />

market. Low interest rates during the year encouraged municipalities<br />

to continue a relatively high level of new borrowing for<br />

a broad range of public services and infrastructure projects.<br />

With issuers motivated to tap the market because they anticipated<br />

a rise in interest rates, US municipalities issued approximately<br />

USD 384 billion of municipal bonds, 6% less than 2005,<br />

but 6% more than 2004. The amount of bonds issued exclusively<br />

for refunding was 40% less than in 2005, which was however<br />

characterized by particularly favorable refunding conditions.<br />

Slightly more than two-thirds of the municipal bonds issued<br />

in <strong>2006</strong> were general obligation bonds issued by states,<br />

counties, cities, school districts and other municipal entities.<br />

The rest were primarily revenue bonds in the transportation,<br />

health care, utility, housing, education and other sectors.<br />

The penetration of bond insurance in this market, which<br />

reached 56% in 2005, was down to 50% in <strong>2006</strong>.<br />

The year was still marked by growing interest in Public Private<br />

Partnership (PPP) financing in North America. Indeed, a<br />

number of US states, facing budget deficits and huge infrastructure<br />

needs, have adopted PPP laws this year, which allow<br />

private entities to invest in public infrastructure.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 77


PUBLIC/PROJECT FINANCE<br />

WORLD LEADER<br />

As for geographic development, <strong>2006</strong> was a very active year,<br />

with inter alia, <strong>Dexia</strong> obtaining a banking license in Poland<br />

last May, the opening of a representative or <strong>com</strong>mercial<br />

office in Budapest, in China, in India and of a subsidiary in<br />

Switzerland.<br />

In Japan <strong>Dexia</strong> is delighted to have been granted a banking<br />

license in November, as, in terms of volumes, this country is<br />

the deepest market for public finance in the world. The Japanese<br />

local public debt amounts to EUR 1,500 billion.<br />

A significant portion of the total new production of <strong>Dexia</strong> in<br />

<strong>2006</strong> (10% or EUR 5.7 billion) was made in countries where<br />

a banking license was obtained in 2005 or <strong>2006</strong>: <strong>Dexia</strong> Kommunalkredit<br />

Bank in Central and Eastern Europe, Canada,<br />

Mexico, Switzerland and Japan.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

ACTIVITY (1) Long-term originations Long-term <strong>com</strong>mitments (2)<br />

2005 <strong>2006</strong> Variation Dec. 31, Dec. 31, Variation<br />

(in millions of EUR) 2005 <strong>2006</strong><br />

Fully-consolidated subsidiaries<br />

Belgium (3) 5,290 5,210 -1.5% 30,981 30,845 -0.4%<br />

France 10,832 12,810 +18.3% 60,599 65,026 +7.3%<br />

Luxembourg 598 98 -83.6% 1,933 2,085 +7.9%<br />

United Kingdom 2,224 2,261 +1.7% 6,756 9,480 +40.3%<br />

Sweden 916 1,062 +15.9% 3,597 3,932 +9.3%<br />

Italy 8,714 5,787 -33.6% 34,140 37,253 +9.1%<br />

Iberia (Spain & Portugal) 1,749 2,146 +22.7% 6,452 8,854 +37.2%<br />

Central and Eastern Europe 2,680 2,687 +0.3% 3,060 5,119 +67.3%<br />

America 10,871 10,350 -4.8% 42,487 46,136 +8.6%<br />

Other (4) 11,927 13,002 +9.0% 18,365 28,504 +55.2%<br />

Fully-consolidated subsidiaries<br />

without Germany 55,801 55,413 -0.7% 208,370 237,234 +13.9%<br />

Germany (5) 6,176 6,354 +2.9% 25,974 30,975 +19.3%<br />

Fully-consolidated subsidiaries<br />

with Germany 61,978 61,768 -0.3% 234,344 268,209 +14.5%<br />

of which public sector 49,753 48,593 -2.3% 209,853 235,546 +12.2%<br />

of which corporate & project finance 12,225 13,175 +7.8% 24,491 32,663 +33.4%<br />

Equity-accounted <strong>com</strong>panies<br />

Austria (Kommunalkredit Austria) (6) 6,045 9,933 +64.3% 17,694 24,222 +36.9%<br />

TOTAL MANAGED<br />

BY THE DEXIA GROUP 68,023 71,701 +5.4% 252,038 292,431 +16.0%<br />

(1) All statistics of this table relate to the final take of underwritings, acceptance or purchase of public/project finance sector debt obligations, in the form<br />

of long-term loans, notes and bonds, liquidity guarantees, all forms of credit procurement as applicable in those countries where <strong>Dexia</strong> operates. In view of<br />

the specific features of business in Germany, production statistics are <strong>report</strong>ed excluding that country. Short-term facilities are not included.<br />

(2) These amounts are stated at current exchange rate. The above amounts exclude DenizBank. As of December 31, <strong>2006</strong> the long-term <strong>com</strong>mitments of<br />

DenizBank amounted to EUR 1.2 billion.<br />

(3) The 2005 <strong>com</strong>mitments of Belgium are restated (about EUR +2.6 billion) mainly as the roll-over credits of the corporates are now considered as longterm<br />

<strong>com</strong>mitments (previously treated as short term).<br />

(4) “Other” includes the activities of the Pacific area, Mexico, Israel, Japan, Switzerland, as well as the transactions carried out by head office in countries<br />

where the Group has no direct presence.<br />

(5) The segment <strong>report</strong>ing of <strong>Dexia</strong> Kommunalbank Deutschland has been finetuned. The 2005 figures are therefore restated.<br />

(6) Corresponding to 100% of originations/<strong>com</strong>mitments of Kommunalkredit Austria, which is 49%-owned by <strong>Dexia</strong>.<br />

78 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


PUBLIC/PROJECT FINANCE<br />

Long-term <strong>com</strong>mitments and originations<br />

Long-term <strong>com</strong>mitments of the fully-consolidated subsidiaries<br />

reached EUR 268.2 billion, up 14.5% year-on-year, and<br />

up 16% at a constant exchange rate, a dynamism especially<br />

noticeable in France, Italy, America, Germany, the United<br />

Kingdom and Central and Eastern Europe, and the Iberian<br />

Peninsula.<br />

Originations (excluding Germany) amounted to EUR 55.4 billion,<br />

i.e. a slight decrease <strong>com</strong>pared to last year explained by a<br />

methodology change (the final take objective of the structured<br />

finance transaction instead of the total amount is taken into<br />

account as of December 31, <strong>2006</strong>). On a same methodology<br />

basis, the increase of the originations would have been 3%.<br />

In Public Finance alone, production reached the high level of<br />

EUR 48.6 billion, with <strong>Dexia</strong> even named “Best Lead Manager<br />

on Regional/Municipal Bonds” in <strong>2006</strong> according an award<br />

given by EuroWeek online magazine.<br />

In addition, debt management activity was again very dynamic<br />

in <strong>2006</strong>, with a special mention for France and Italy, where historical<br />

levels of respectively EUR 10.6 billion and EUR 3.9 bi llion<br />

have been reached (see dedicated paragraph on page 82).<br />

The Corporate and Project Finance sector recorded good<br />

progress, +7.8% to EUR 13.2 billion, relying on large-scale<br />

deals in infrastructure/PPP and also on a very satisfying<br />

increase of the bond portfolio. On a same methodology basis,<br />

the increase would have been 27% <strong>com</strong>pared to last year.<br />

<strong>Dexia</strong> was lead arranger with other banks of a number of<br />

major-league deals in <strong>2006</strong>: the GBP 2.4 billion debt package<br />

for the acquisition of the largest port <strong>com</strong>pany in the UK by a<br />

pool of financial investors, the EUR 1.2 billion Madrid subway<br />

rolling stock financing or the CAD 1 billion Golden Ears Bridge<br />

project in Vancouver, which received the “North American<br />

Deal of the Year <strong>2006</strong>” award from Thomson Financial.<br />

It was also a satisfying year for advisory mandates, with key<br />

mandates successfully closed, such as the Q7 offshore wind<br />

farm project in the Netherlands or the Elwood Energy power<br />

plant acquisition in the USA.<br />

As testimony to its rising profile in this sector, <strong>Dexia</strong> received<br />

in <strong>2006</strong> the “Bank of the Year” award from Thomson Financial’s<br />

Project Finance International magazine for the Europe-<br />

Middle East-Africa area. And for the second year in a row,<br />

<strong>Dexia</strong> reached the top ten league of banks acting as arrangers<br />

of project finance loans ranked by Euromoney/Dealogic<br />

(#1 for PPP/PFI’s, #4 for Europe, #6 for North America) with<br />

7 projects receiving various sectorial/regional “Deals of the<br />

Year” awards.<br />

7.0%, reaching a record level of EUR 62.0 billion. The volume<br />

of long-term originations increased by a very satisfying 13.5%<br />

to EUR 11.7 billion.<br />

A number of important deals were closed in <strong>2006</strong>, among<br />

them loans granted to the Conseil général de la Réunion, du<br />

Nord, de la Seine-Maritime, des Alpes-Maritimes for an individual<br />

amount above EUR 100 million, and the participation in<br />

various city transport financing deals (Grenoble and Le Mans<br />

street cars).<br />

<strong>Dexia</strong>’s policy of increasing activity with clients from the<br />

non-profit sector has been successful: business increased significantly<br />

by 27%, and market share increased from 33% to<br />

37%.<br />

Several activities were particularly noticeable.<br />

• Public Health Sector is still buoyant, and <strong>Dexia</strong>’s activity<br />

increased by 69% year-on-year, reaching a EUR 1.7 billion<br />

production. The “Hospital 2007” plan, which encourages<br />

hospitals to use debt financing for modernization, is notably<br />

supporting this sector trend. <strong>Dexia</strong> won several major bids<br />

(Metz, Dijon and Toulon hospitals). In this particular segment,<br />

<strong>Dexia</strong>’s market share rose significantly with <strong>Dexia</strong> holding the<br />

lead with around one bid won out of two.<br />

• Housing activity is also encountering a net increase: +23%,<br />

to EUR 1.7 billion, partly by virtue of the “Borloo Plan”, which<br />

requires the increase of annual construction of social housings<br />

from 80,000 in <strong>2006</strong> to 120,000 in 2009.<br />

Regarding Project Finance, <strong>2006</strong> was also a very good year,<br />

with production doubling to EUR 1.2 billion, up 106.5%<br />

(135% on a same methodology basis). Among the deals confirming<br />

<strong>Dexia</strong> as a major player on the French PPP market,<br />

<strong>Dexia</strong> co-financed the largest PPP in the country, a hospital<br />

near Paris, underwriting one third of the EUR 345 million debt<br />

and as financial advisor and co-arranger (as well as equity<br />

investor in the winning consortium) successfully closed the<br />

EUR 205 million financing of the second PPP launched by the<br />

Ministry of Justice to design, build, and maintain three prisons.<br />

<strong>Dexia</strong> has also won several significant advisory mandates,<br />

for instance with the Ministry of Justice regarding the renovation<br />

of the Prison de la Santé in Paris.<br />

<strong>Dexia</strong> has also co-led a EUR 500 million re-financing of car<br />

parks and underwritten EUR 350 million of the financing for<br />

the acquisition of Autoroutes Paris-Rhin-Rhône.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Regionally the performances were as follows.<br />

France<br />

<strong>2006</strong> was a very dynamic year, with long-term <strong>com</strong>mitments<br />

increasing by 7.3%, to EUR 65.0 billion, a remarkable growth<br />

experienced both in public finance and in project finance.<br />

In Public Finance, where <strong>Dexia</strong> holds a 42% market share,<br />

the bank made the best of a favorable environment: transfer<br />

of financial responsibilities from Central Government to local<br />

authorities, expectation of a rate increase, and the pre-election<br />

period. Long-term outstanding <strong>com</strong>mitments were up<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 79


PUBLIC/PROJECT FINANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Belgium<br />

Long-term <strong>com</strong>mitments amounted to EUR 30.8 billion,<br />

almost stable over 2005. <strong>2006</strong>, an election year, was difficult<br />

for Public Finance activity in Belgium, but even so <strong>Dexia</strong> succeeded<br />

in maintaining its leadership.<br />

In Public Finance, originations amounted to EUR 3.0 billion,<br />

down 21.1%. This decrease is the consequence of a very<br />

buoyant 2005 first half (driven inter alia by the inter-municipal<br />

associations in the field of energy) and also of the traditional<br />

slowdown generated in the local authorities segment by the<br />

election period. In the social profit segment, total originations<br />

reached EUR 404 million, up 11% year-on-year, enhanced by<br />

a catch-up of investments in national health. Of note, the Walloon<br />

Region selected <strong>Dexia</strong> to finance its economic recovery<br />

plan. The bank also launched a secured electronic <strong>report</strong>ing<br />

system for its clients in the public and social profit sector.<br />

The Corporate and Project Finance activities benefited from<br />

a revitalised <strong>com</strong>mercial approach and a favorable economic<br />

climate. In terms of long-term <strong>com</strong>mitments, production was<br />

very buoyant with originations increasing significantly by<br />

49.4% to EUR 2.2 billion. Production was strong in most areas<br />

of Belgian corporate banking, in particular:<br />

• general corporate banking with important transactions<br />

in the utility sector, but also a substantial number of<br />

transactions in the so-called midcorporate and corporate<br />

segments;<br />

• in the area of project finance where <strong>Dexia</strong> was able to consolidate<br />

its strong position in shipping finance and harbour<br />

infrastructure finance. Moreover, <strong>Dexia</strong> confirmed its role as<br />

financial advisor in the major infrastructure PPS-transaction<br />

for Oosterweel since its client Noriant was being withheld as<br />

sole candidate to continue into the next phase. In addition,<br />

the bank took part in the financing of three wind farms and<br />

a biomass plant;<br />

• several real estate transactions have been pursued, often with<br />

clear links to local, federal or supranational government;<br />

• in asset finance (mainly leasing and renting) a substantial<br />

55% gain in long-term financing was realized, up to a level<br />

of EUR 357 million.<br />

• finally it should be noted that the Belgian corporate finance<br />

department worked on the IPO’s of, inter alia, Aedifica and<br />

Metris.<br />

Luxembourg<br />

Steady growth of the long-term <strong>com</strong>mitments was observed<br />

to EUR 2.1 billion, up 7.9%. On the origination side, the<br />

year was correct, taking into account the significant transaction<br />

(EUR 0.4 billion) closed in 2005, with the Luxembourg<br />

Railways.<br />

above, <strong>Dexia</strong> co-led a GBP 2.4 billion debt package for the<br />

acquisition of the biggest harbor <strong>com</strong>pany in the United Kingdom<br />

by a consortium of financial investors. This transaction<br />

was successfully syndicated to a total of 31 banks. As sole<br />

arranger, <strong>Dexia</strong> also closed several significant PFI transactions<br />

in the health, education and public lighting sectors, including<br />

a GBP 212 million hospital project in Glasgow, the largest ever<br />

bank-financed PFI project in the UK and the largest PFI project<br />

ever in Scotland.<br />

Sweden<br />

Activity was sustained, reaching EUR 1.1 billion, up 15.9%,<br />

and <strong>Dexia</strong> recorded gains in market share. Long-term <strong>com</strong>mitments<br />

saw a 9.3% rise, to EUR 3.9 billion.<br />

Italy<br />

In <strong>2006</strong>, <strong>Dexia</strong> Crediop reached EUR 37.3 billion in long-term<br />

<strong>com</strong>mitments, up 9.1% over the last twelve months. On the<br />

Public Finance front, the <strong>com</strong>parison is biased by a number<br />

of exceptionally large-scale operations in 2005. Nevertheless,<br />

the activity was sustained for local authorities, in the international<br />

issues and securitization transactions segment where<br />

production was up 16%. In <strong>2006</strong>, it is worth mentioning the<br />

EUR 160 million loan to the municipality of Turin, co-arranged<br />

by <strong>Dexia</strong> Crediop, and also the underwriting of a EUR 1.8 billion<br />

securitization mandated by the Lazio Region. <strong>2006</strong> was<br />

marked by the largest Eurobond ever issued by an Italian local<br />

authority: the loan issue by the Piedmont Region, which was<br />

joint booked and joint lead-managed by <strong>Dexia</strong> Crediop for a<br />

final take of EUR 765 million. <strong>Dexia</strong> Crediop was also joint<br />

bookrunner, joint lead and co-arranger of a EUR 327 million<br />

transaction with the Abruzzi Region. These deals, along with<br />

a significant loan volume for instance with the Province of<br />

Turin (EUR 121 million in two transactions) enabled <strong>Dexia</strong> Crediop<br />

to keep its market share above 40% (excluding Cassa di<br />

Depositi e Prestiti) in the public sector segment, consolidating<br />

its leadership among non-State-owned Public Finance actors<br />

in the country.<br />

Originations in Project Finance were down 62.1%, to<br />

EUR 664 million, in a very tough and <strong>com</strong>petitive environment,<br />

and in the absence, this year, of large-scale deals in the<br />

infrastructure sector. <strong>Dexia</strong> Crediop nevertheless appears very<br />

well positioned in this market in Italy.<br />

United Kingdom<br />

Long-term <strong>com</strong>mitments reached EUR 9.5 billion, a 40.3%<br />

growth in one year. This increase stems from very buoyant<br />

Project Finance activity, and a more mixed trend in the public<br />

sector: originations in social housing were strong (+74%), but<br />

the local authorities segment was less buoyant. As discussed<br />

80 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


PUBLIC/PROJECT FINANCE<br />

Iberia<br />

In a context of rather subdued demand in Public Finance,<br />

long-term <strong>com</strong>mitments for this segment were up 26.5%, to<br />

EUR 7.1 billion, a rise all the more remarkable since 2005 was<br />

punctuated by large-scale deals (including two bonds issues<br />

by the Generalitat de Catalonia for a total amount of EUR<br />

3.0 billion). Originations reached EUR 2.1 billion, a 22.7%<br />

increase. Among the main deals closed in <strong>2006</strong>, two book<br />

runner mandates with the Madrid region and one with the<br />

Aragon Region were won by <strong>Dexia</strong>.<br />

In Portugal, <strong>Dexia</strong> financed a EUR 150 million loan for EGREP,<br />

a State-owned entity in charge of building up and managing<br />

the national strategic oil stocks.<br />

Regarding Project Finance, <strong>Dexia</strong> Sabadell Banco Local (DSBL)<br />

co-led the financing of many landmark transactions in the<br />

infrastructure and energy sectors: the Madrid subway rolling<br />

stock (EUR 1.2 billion), the first hospital PPP project in Spain<br />

(EUR 222 million), the first thermal solar power project financing<br />

outside the US (EUR 497 million) and two of the largest<br />

photovoltaic projects in the world (EUR 367 million). Five years<br />

after its creation, the remarkable achievements of 2005 and<br />

<strong>2006</strong> establish DSBL as a prominent actor in the Iberian infrastructure<br />

market.<br />

Central and Eastern Europe<br />

<strong>Dexia</strong> operates in this region via its subsidiary <strong>Dexia</strong> Kommunalkredit<br />

Bank (DKB), based in Vienna and held 75% by <strong>Dexia</strong><br />

Crédit Local (directly and indirectly).<br />

Long-term <strong>com</strong>mitments were up 67.3% at EUR 5.1 billion<br />

and total originations kept steady at EUR 2.7 billion in a context<br />

of <strong>com</strong>petition mainly with local banks.<br />

In Public Finance, <strong>com</strong>mitments stood at EUR 4.4 billion<br />

(+57.1%) and DKB was particularly active in the two most<br />

populated countries of the area, Poland and Romania. In<br />

Poland, DKB was especially active in the health sector as well<br />

as with local authorities. In Romania, the bank has been the<br />

lender of several major cities, among them Bucharest, and of<br />

the Finance Ministry with a EUR 34 million contract closed in<br />

September. The first developments of structured products in<br />

Slovakia and the Czech Republic were also <strong>com</strong>menced.<br />

On the Corporate and Project Financing side, <strong>com</strong>mitments<br />

reached EUR 0.7 billion from EUR 0.3 billion one year earlier.<br />

DKB arranged its first deal in the Czech Republic for a wind<br />

farm financing. In the transport segment, several transactions<br />

were closed with the national rail <strong>com</strong>panies in Hungary<br />

(EUR 114 million), Poland (EUR 50 million) and Slovakia (EUR<br />

42 million). DKB also granted a EUR 37 million loan for the<br />

construction of a power plant in Bulgaria.<br />

America (excluding FSA)<br />

America saw a contrasted market in <strong>2006</strong>, with a very dynamic<br />

trend in Project Finance and a much less active market in the<br />

municipality bond issues. In this context, long-term <strong>com</strong>mitments<br />

reached EUR 46.1 billion, up 8.6% in one year, but<br />

originations decreased by 4.8% to EUR 10.4 billion.<br />

In the Public Finance sector, the market was weaker than the record<br />

year of 2005. Among numerous deals closed in <strong>2006</strong>, the liquidity<br />

guarantees of the State of Mississippi (USD 224 million) and of the<br />

State of Georgia (USD 314 million) are to be noted. In the meantime,<br />

investments in the taxable and tax exempt (through the TOB<br />

program initiated in 2004) markets developed markedly.<br />

In Project Finance, a large number of deals were closed, including<br />

the co-arrangement of the USD 4.1 billion Indiana Toll<br />

Road concession and the USD 320 million Buffalo Gap II wind<br />

farm. The Indiana Toll Road deal confirms <strong>Dexia</strong>’s prominent<br />

positioning in the nascent but rapidly growing infrastructure<br />

financing market in the US. In the meantime, <strong>Dexia</strong> affirms its<br />

leading position in the renewable energy sector in the US.<br />

<strong>Dexia</strong>’s Canadian subsidiary, which only began its activity<br />

at the end of 2005, co-arranged CAD 1 billion financing in<br />

<strong>2006</strong> for the Golden Ears Bridge project near Vancouver, the<br />

biggest PPP closed in Canada to date and also the first loan<br />

credit enhanced by monoline insurers in North America. This<br />

appears as a very promising start in this new market.<br />

Other countries and head office<br />

The activity conducted in other countries and carried out from<br />

head office increased at a more than satisfying pace; outstanding<br />

<strong>com</strong>mitments rose by 55.2% in <strong>2006</strong> to EUR 28.5 billion.<br />

In Switzerland, in November <strong>2006</strong>, <strong>Dexia</strong> opened a subsidiary<br />

in Geneva which has allowed the bank further to diversify<br />

transactions with its customers range, for instance with hospitals.<br />

One of the main transactions was a EUR 256 million loan<br />

for the Canton of Geneva.<br />

Also in November <strong>2006</strong>, <strong>Dexia</strong> was granted a banking license<br />

in Japan, allowing the bank to work directly with Japanese<br />

customers and make the best of the largest market in local<br />

public finance worldwide. At the end of December <strong>2006</strong>,<br />

<strong>com</strong>mitments in Japan amounted to EUR 704 million, excluding<br />

an amount of EUR 1.8 billion of Japanese bonds booked<br />

at international headquarters before obtaining the banking<br />

license.<br />

In Mexico, <strong>Dexia</strong>’s most recent subsidiary had a very promising<br />

start: long-term <strong>com</strong>mitments reached EUR 486 million,<br />

<strong>com</strong>pared to EUR 36 million one year ago.<br />

Significant transactions were closed, among them a<br />

MXN 650 million loan to the State of Guerrero and a<br />

MXN 2,200 million loan to the City of Mexico. Also to be<br />

mentioned is the refinancing of the entire debt of the State of<br />

Queretaro, which is AA rated (local rating), for an amount of<br />

MXN 1,340 million on a 20-year term.<br />

The Corporate and Project Finance activities also saw significant<br />

growth, with long-term <strong>com</strong>mitments reaching EUR 11.6 billion.<br />

Important transactions were closed, among them the<br />

EUR 431 million dual wrapped bond/loan refinancing of the<br />

Hungarian M6 motorway and the WISE CBO, a GBP 1.47 billion<br />

securitization of wrapped PFI and utility bonds, the first<br />

transactions of their kind, <strong>com</strong>bining <strong>Dexia</strong>’s expertise in capital<br />

markets and project/infrastructure finance.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 81


PUBLIC/PROJECT FINANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Germany<br />

Long-term <strong>com</strong>mitments reached EUR 31.0 billion, a 19.3%<br />

increase. The Frankfurt office of <strong>Dexia</strong> Kommunalbank Deutschland<br />

increased its originations by 23%, to EUR 3.8 billion,<br />

with a large attraction for structured products. Additionally,<br />

a credit portfolio purchase was made for a total amount of<br />

EUR 2.4 billion, <strong>com</strong>pared to EUR 1.6 billion for the year<br />

2005. Numerous deals have been made during the year<br />

<strong>2006</strong>, among which the transactions with the City of Aachen<br />

(EUR 110 million). <strong>2006</strong> also witnessed the development of a<br />

new customer segment, the “private satellites” (Stadtwerke<br />

– i.e. non-profit organizations linked to the State), with a total<br />

origination of EUR 0.2 billion.<br />

Debt Management<br />

Debt management activity was extremely buoyant in <strong>2006</strong>,<br />

with a total amount of EUR 17.3 billion, one billion above the<br />

level of 2005, which was itself very high.<br />

In France, the amount of managed debt was EUR 10.6 billion,<br />

up 30%. This performance, accentuated in the last quarter<br />

of the year, is all the more remarkable since the two previous<br />

years had already set records. This amount represents 18%<br />

of <strong>Dexia</strong> outstanding <strong>com</strong>mitments in France and this activity<br />

now relates to all segments: local authorities and also the<br />

health and social housing sectors.<br />

Debt management activity was also very satisfactory in<br />

Belgium, where it represented EUR 2.2 billion, a very good<br />

level for a pre-election year.<br />

Italy also recorded a very good performance, reaching a level<br />

of EUR 3.9 billion, against EUR 1.3 billion one year ago by<br />

virtue, for instance, of the management of international<br />

bonds for an amount of EUR 821 million for the Piedmont<br />

or Abruzzi Regions.<br />

Germany recorded a very promising start in this activity:<br />

EUR 431 million in <strong>2006</strong>.<br />

Short-term <strong>com</strong>mitments<br />

Short-term <strong>com</strong>mitments amounted to EUR 19.3 billion at the<br />

end of <strong>2006</strong>, up 15% on 2005. They were mainly located in<br />

France, Belgium and Germany where <strong>Dexia</strong> has recently developed<br />

short-term structured loans.<br />

Deposits and assets under management<br />

Deposits and assets under management increased at a steady<br />

pace of +17.7% given the level recorded at the end of last<br />

year and amounted to EUR 34.6 billion. This increase is particularly<br />

marked in France (+26% to EUR 5.8 billion, about<br />

half of it mutual funds) and in Italy, which more than doubled<br />

the level of <strong>com</strong>mitments to EUR 1.8 billion. In Belgium,<br />

which represents 63% of the total Group amount, <strong>com</strong>mitments<br />

were up 6%, with a notably good performance in the<br />

intermunicipal associations and regional segments.<br />

Insurance services<br />

<strong>Dexia</strong> Sofaxis, the only French operator specializing in insuring<br />

the statutory obligations of local authorities and hospital establishments<br />

with regard to their staff, collected EUR 367 mil lion<br />

in premiums (up 4%) as of December 31, <strong>2006</strong>.<br />

<strong>Dexia</strong> Insurance’s premiums reached the 2005 level, with<br />

EUR 621 million premiums collected, of which EUR 350 million<br />

originated in France and EUR 271 million in Belgium.<br />

<strong>Dexia</strong> Epargne Pension, in another dynamic year, collected<br />

EUR 271 million, up 4.5% on 2005. <strong>Dexia</strong> Epargne Pension<br />

is a life insurance subsidiary of <strong>Dexia</strong> Insurance Services, the<br />

<strong>com</strong>pany in charge of developing <strong>Dexia</strong>’s insurance activities.<br />

It markets high quality and tailor-made collective life insurance<br />

products to local institutional clients (social housing<br />

bodies, semi-public <strong>com</strong>panies, chambers of <strong>com</strong>merce and<br />

so on): end of career indemnities, supplementary pensions,<br />

save-as-you-earn schemes. It also offers an entire range of<br />

life-insurance products and capitalization contracts to private<br />

customers.<br />

The social engineering products are distributed directly by<br />

<strong>Dexia</strong> Credit Local, whereas the classical life insurance products<br />

are distributed through partnerships with third parties.<br />

Of note, in <strong>2006</strong>, <strong>Dexia</strong> Epargne Pension has signed about<br />

15 new partnerships, reaching a total of around 60, among<br />

which two thirds were signed with private banks and fund<br />

management <strong>com</strong>panies.<br />

Financial Security Assurance<br />

Financial Security Assurance (FSA), acquired by <strong>Dexia</strong> in 2000,<br />

carries on the activities of credit enhancement for municipal<br />

bonds and asset-backed securities (ABS) in North America and<br />

also in Europe. Credit enhancement of municipal bonds consists<br />

of guaranteeing bonds issued primarily by municipalities.<br />

By giving the benefit of its excellent AAA rating, FSA enables<br />

them, by way of a premium, to access the bond market under<br />

the most advantageous conditions. Credit enhancement of<br />

asset-backed securities is a guarantee similar to that granted<br />

for bond issues refinancing different asset classes (consumer<br />

credits and so on).<br />

Within the context of a 6% decrease of the overall volume of<br />

new issues and refunding in the municipal market and despite<br />

a highly <strong>com</strong>petitive environment, in <strong>2006</strong> FSA managed to<br />

keep its market share at around 25%, and reach a still remarkable<br />

progression in the international market, with net par<br />

outstanding up 72%. On the asset-backed securities (ABS)<br />

side, given the <strong>com</strong>petitive environment, FSA preferred not<br />

to sacrifice margins on volumes. On the whole, gross present<br />

value originations reached USD 910 million, down 10.2%<br />

<strong>com</strong>pared to 2005, which was a record year.<br />

In US municipal business, the level of insurance penetration<br />

in the market was lower (50% versus 57% one year ago),<br />

against a background of low risk environment and narrow<br />

spreads. FSA’s gross present value was down 36.1%,<br />

a decrease also explained by the contribution of the Chicago<br />

Skyway transaction in 2005. Directly linked to the US<br />

interest rate environment, the level of refunding was down<br />

(-40% year-on-year).<br />

82 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


PUBLIC/PROJECT FINANCE<br />

Two transactions are worth being mentioned: the enhancement<br />

of the bond issued by the hospital Scottsdale Healthcare<br />

in Arizona, for a total amount of USD 200 million, and the<br />

enhancement of a USD 313 million bond issued by Philadelphia<br />

Gas Works.<br />

FSA’s international business saw a booming year with PV premiums<br />

originated at USD 318 million (+71.5% over the last<br />

twelve months). This performance is due to a number of largescale<br />

transactions, among them the guarantee of an obligation<br />

issue of GBP 200 million by United Utilities Water plc in<br />

United kingdom and the enhancement of a AUD 482 million<br />

issue by Monetary Policy Committee Funding in Australia.<br />

In the US asset-backed securities sector, the very high quality of<br />

the business originated and the tight spread environment led<br />

to a decrease of originations (-17%), to USD 234 million. FSA<br />

identified limited opportunities to deliver fair rates of return,<br />

although the trend seemed to start reversing slightly at the end<br />

of <strong>2006</strong>. The market for car loans securitization has been very<br />

active, along with CDO (collateralized debt obligations) activity.<br />

Finally, the amount of USD 4.8 billion guaranteed generated<br />

premiums of USD 19 million. FSA has continued to develop<br />

the HELOC type transactions (Home Equity Lines of Credit).<br />

Outside the United States, FSA has been granted a license to<br />

open a subsidiary in Tokyo.<br />

UNDERLYING (1) RESULTS<br />

Net in<strong>com</strong>e – Group share for the full year amounted to<br />

EUR 1,140 million, a very solid 14.1% increase. Excluding the<br />

negative exchange rate impacts (EUR -9 million), the increase<br />

would have been 15.0%. This business line <strong>com</strong>es up with<br />

double-digit annual growth again this year, with progress<br />

made in all subsegments (the public sector, project finance<br />

and corporate activities, and credit enhancement), and successes<br />

experienced in almost every country. <strong>Dexia</strong>’s ambitions<br />

of diversifying its revenues into countries outside its historic<br />

markets are being achieved year after year: net in<strong>com</strong>e -<br />

Group share originated in France and Belgium now represents<br />

42% (44% in 2005); FSA presents 25% of the business line’s<br />

earnings, and the banking activities outside France and Belgium<br />

amount to 33%.<br />

The total in<strong>com</strong>e of the business line, at EUR 2,478 million,<br />

was up EUR 222 million <strong>com</strong>pared to 2005, i.e. +9.9%<br />

(+10.6% at a constant exchange rate). Those very good<br />

numbers stem from the conjunction of several factors: high<br />

originations this year, adding up to a very substantial book<br />

of assets constituted throughout the years in the different<br />

entities of Public/Project Finance, and funding costs continued<br />

to improve. FSA’s in<strong>com</strong>e rose 9.7% (at EUR 543 mil lion),<br />

a good performance in a contrasted environment leading to<br />

reduced ABS revenues in the USA, a lower level of refunding,<br />

and in the opposite direction, higher originations in public<br />

finance, solid revenues on financial products and some<br />

exchange gains (appearing as additional revenues only under<br />

the IFRS treatment). The business line, excluding FSA, experienced<br />

exactly the same positive trend with EUR 175 million<br />

(+9.9%) additional revenues <strong>com</strong>pared to 2005, due to:<br />

• a positive volume effect in many countries (i.e. France, UK,<br />

Spain, Central Europe, America...);<br />

• the positive influence on margins of the debt management<br />

activity;<br />

• a good level of <strong>com</strong>missions in view of the many transactions<br />

for which <strong>Dexia</strong> has lead-arranger mandates (inter alia<br />

in America, Spain and the UK);<br />

• the increasing contribution of countries where <strong>Dexia</strong> has<br />

recently established offices (for instance in Central and Eastern<br />

Europe, Canada, Mexico and Japan). Particularly noteworthy<br />

were the progressions experienced in France and<br />

Belgium (6% more revenues), Italy (+9%), the USA (+16%),<br />

the UK (+67%), Iberia (+59%) and Central Europe (+82%)<br />

where the yearly revenues now stand at EUR 47 million. Of<br />

note, the contribution to the business line revenues of DenizBank<br />

was EUR 48 million (+46% on the fourth quarter of<br />

2005 pro forma) bearing in mind that this came in only one<br />

quarter.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

(1) As described on page 70.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 83


PUBLIC/PROJECT FINANCE<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Costs were up EUR 47 million <strong>com</strong>pared to 2005, a 6.1%<br />

increase (6.7% at a constant exchange rate), but still<br />

3.8 percentage points lower than the revenues’ increase. This<br />

progression is largely explained, as previously exposed, by the<br />

significant development of the franchise and book of assets<br />

worldwide. But among the other reasons for the increase, it<br />

should be noted that the cost base increased at FSA due to the<br />

fact that expenses on Credit Default Swaps (CDS) transactions<br />

can no longer be deferred (impact of EUR 7 million on<br />

the annual cost line), and that, on the other categories of<br />

products, the proportion of deferred costs keeps decreasing.<br />

In the other units of <strong>Dexia</strong> in America, costs progressed as<br />

a consequence of increasing staffing requirements linked to<br />

business expansion and developments, as it was the case in<br />

many other countries such as France, the United Kingdom<br />

and Italy. At headquarters level, costs also rose, in relation to<br />

the opening of <strong>Dexia</strong> Japan, <strong>Dexia</strong> Switzerland and the other<br />

international developments of the activity (i.e. representative<br />

office in China and India).<br />

As a result, gross operating in<strong>com</strong>e amounted to<br />

EUR 1,669 million in <strong>2006</strong>, an 11.8% increase <strong>com</strong>pared to<br />

2005, and +12.6% at a constant exchange rate. This has led<br />

to the continuing slightly declining trend of the business line<br />

cost-in<strong>com</strong>e ratio, from 33.8% in 2005 to 32.6% in <strong>2006</strong>.<br />

The cost of risk in <strong>2006</strong> amounted to EUR 56 million, above<br />

the level reached in 2005, but still at a low level. The increase<br />

is marginally related to the rising proportion of corporate and<br />

project finance transactions within the book, but also because<br />

there were a number of provision write-backs in 2005, and<br />

fewer in <strong>2006</strong>.<br />

Tax expense rose slightly (+1.7%) to EUR 426 million in <strong>2006</strong>.<br />

It should be noted that this rather small progression in one<br />

year stems from various factors going in opposite directions:<br />

• a more coordinated tax management at Group level;<br />

• a better corporate tax environment in Belgium; and<br />

• in the opposite direction, increased taxable earnings.<br />

On the whole, the performance in Public/Project Finance and<br />

Credit Enhancement produced a very robust return on economic<br />

equity (ROEE) of 22.9%.<br />

UNDERLYING STATEMENT OF INCOME (EXCLUDING NON-OPERATING ITEMS)<br />

(in millions of EUR, except where indicated) 2005 (1) <strong>2006</strong> Variation<br />

In<strong>com</strong>e 2,256 2,478 +9.9%<br />

of which net <strong>com</strong>missions 160 191 +19.5%<br />

Costs (762) (809) +6.1%<br />

Gross operating in<strong>com</strong>e 1,493 1,669 +11.8%<br />

Cost of risk (30) (56) +88.6%<br />

Impairments on (in)tangible assets 0 0 n.s.<br />

Tax expense (419) (426) +1.7%<br />

Net in<strong>com</strong>e 1,044 1,187 +13.6%<br />

Minority interests 45 47 +4.2%<br />

Net in<strong>com</strong>e – Group share 999 1,140 +14.1%<br />

Cost-in<strong>com</strong>e ratio 33.8% 32.6%<br />

ROEE (2) 23.4% 22.9%<br />

Total allocated equity (average) 4,384 5,199<br />

(1) Pro forma.<br />

(2) Return on economic equity (net in<strong>com</strong>e – Group sahre/allocated equity – Group share).<br />

84 | <strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


PERSONAL FINANCIAL SERVICES<br />

PERSONAL FINANCIAL<br />

SERVICES<br />

Personal Financial Services is an activity historically carried out in<br />

Belgium and in Luxembourg where <strong>Dexia</strong> is among the top two<br />

or three leading banks and has the necessary scale (4 million customers)<br />

to consolidate its position further. With the acquisition of<br />

DenizBank in Turkey in <strong>2006</strong> (1.9 million of retail and SME customers),<br />

<strong>Dexia</strong> has an additional dynamic platform from which<br />

to capture growth in one of the fastest growing markets: Turkey,<br />

with 71 million of inhabitants, has a high GDP growth prospect<br />

<strong>com</strong>bined with fast-increasing banking penetration.<br />

Personal Financial Services focuses on the distribution of own products<br />

and services as well as those developed in the Group’s other<br />

business lines (mainly <strong>Dexia</strong> Asset Management, <strong>Dexia</strong> Insurance<br />

Services and also Treasury and Financial Markets for structured<br />

products) to a customer base predominantly consisting of individuals<br />

and households, but also private banking clients, self-employed<br />

persons and small and medium-sized enterprises.<br />

Belgium is served by a broad retail distribution network:<br />

1,019 branches, of which 80% are managed by self-employed<br />

agents and 20% by bank employees. In addition private clients<br />

are served by 9 private houses.<br />

In Luxembourg, with 40 retail branches, <strong>Dexia</strong> BIL is active in<br />

retail banking and has an extensive private banking business<br />

both in Luxembourg and abroad.<br />

In Turkey, DenizBank is the sixth privately-owned Turkish bank,<br />

with a wide territory covered by a network of 262 branches,<br />

96 of which are located in Istanbul. DenizBank also has a<br />

branch presence in Russia, Germany and Austria.<br />

<strong>Dexia</strong> is also present in Slovakia through <strong>Dexia</strong> banka Slovensko<br />

with its 52 branches, a bank active both in the local public<br />

sector and the retail market. Today, <strong>Dexia</strong> banka Slovensko<br />

has 200,000 retail customers.<br />

<strong>Dexia</strong> is also established in Switzerland, through <strong>Dexia</strong> Private<br />

Bank Switzerland, which has representative offices in Bahrain<br />

and Montevideo.<br />

Finally, <strong>Dexia</strong> has a 20% holding in Crédit du Nord in France,<br />

and a 40% holding in Popular Banca Privada in Spain, a<br />

joint venture with Banco Popular active in the field of private<br />

banking.<br />

ACTIVITY<br />

The overall positive climate in <strong>2006</strong> reinforced households<br />

confidence and their propensity for consumption, and their<br />

appetite for real estate which has sustained the production of<br />

mortgages. Within a context of low interest rates, customer<br />

assets were more oriented towards off-balance-sheet investments<br />

and insurance products. The trends prevailing in <strong>2006</strong><br />

were:<br />

• a remarkable dynamism of the off-balance-sheet products,<br />

which grew twice as quickly as the balance-sheet products<br />

and now represent 50% of the total customer assets (balancesheet<br />

products decreased to 42% and insurance products<br />

remained stable at 8%);<br />

• transfers from savings accounts towards term deposits;<br />

• more adequate mortgages margins in the second half of<br />

the year, and<br />

• extremely buoyant activity in the Private Banking sector.<br />

Customer assets<br />

Retail Banking<br />

Total customer assets amounted to EUR 83.0 billion at the<br />

end of <strong>2006</strong>, a 1.7% progression in one year explained by<br />

contrasting evolutions.<br />

Bonds issued by the Group and placed through over <strong>Dexia</strong><br />

Retail Banking networks were up 14.7%, reaching EUR 7.5<br />

billion as of December 31, <strong>2006</strong>.<br />

Savings accounts, in contrast, which amounted to EUR 24.9<br />

billion at the end of <strong>2006</strong>, were down 2.7% in a generally<br />

subdued environment as customers preferred term deposits<br />

following an upward trend in money market rates. Together,<br />

savings bonds and term deposits were up by a satisfying 4.8%<br />

to EUR 10.1 billion.<br />

Mutual funds were stable, at EUR 20.8 billion. These products<br />

suffered from the retail market effect during the second quarter<br />

of the year and recovered slowly. In contrast, life insurance<br />

products and more precisely Branch 21 (guaranteed yield)<br />

products recorded a satisfying rise, sustained by an advertizing<br />

campaign in October. Life insurance technical reserves<br />

increased by +7.6%, to EUR 7.8 billion. Branch 23 products<br />

suffered, like the mutual funds, from adverse market trends<br />

from May. The negative effect of the introduction of a new<br />

tax on insurance products since January 1, <strong>2006</strong> has been partially<br />

offset by several <strong>com</strong>mercial actions.<br />

There were a number of successful <strong>com</strong>mercial and innovative<br />

initiatives in <strong>2006</strong> such as:<br />

• “Axion”, the brand developed by <strong>Dexia</strong> Bank to attract<br />

young customers, allowed <strong>Dexia</strong> to be number one bank in<br />

Belgium, with a 31% market share in the 18-24-year-old segment,<br />

an absolute Market Leadership position;<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 85


PERSONAL FINANCIAL SERVICES<br />

MANAGEMENT REPORT<br />

• the debit cards with personalized pictures were very successful:<br />

200,000 applications since their launch in June <strong>2006</strong>.<br />

<strong>Dexia</strong>’s personalized cards were the first issued on the Belgian<br />

market.<br />

• “<strong>Dexia</strong> Direct Net”: more than 500,000 customers are now<br />

handling their banking transactions via the internet. The<br />

number of contracts has risen by 50% in <strong>2006</strong>.<br />

Since <strong>2006</strong> <strong>Dexia</strong> has been making intensive preparations for<br />

the forth<strong>com</strong>ing introduction of the unified payment system<br />

known as the Single Euro Payments Area (SEPA) in 2008.<br />

Private Banking<br />

<strong>2006</strong> was again a good year for Private Banking. Total customer<br />

assets reached EUR 45.4 billion, up 12.5%, double digit<br />

growth being experienced in many products. For instance, the<br />

cash management activity was up 24.3% and the structured<br />

products were up 12.5%. Mutual funds were a little weaker<br />

as a consequence of the negative market effect in the second<br />

quarter of <strong>2006</strong>, but nevertheless recorded a very satisfying<br />

5.7% increase.<br />

Customers particularly appreciated bond issues tailored to<br />

meet their needs in terms of duration and return rates.<br />

A dedicated call center – “<strong>Dexia</strong> Direct Private” – for customers<br />

willing to manage their funds by themselves was put in<br />

place. This service provides access to accurate and up to date<br />

market information.<br />

Customer liabilities<br />

With the overall positive climate of <strong>2006</strong> reinforcing household<br />

confidence, loans to retail and private customers saw a<br />

significant 11.8% increase, to EUR 30.9 billion. The rise in<br />

private banking was even greater (+21.5% to EUR 3.3 billion).<br />

Mortgage loan activity, which benefited from a stronger<br />

client appetite as a result of increasing confidence, rose by<br />

13.6% to EUR 18.6 billion. The fourth quarter witnessed a<br />

return to a more normal <strong>com</strong>petitive environment. Consumer<br />

loans amounted to EUR 2.5 billion at the end of <strong>2006</strong>, a 9.8%<br />

growth.<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

CUSTOMER ASSETS & LIABILITIES (1)<br />

(in billions of EUR) Dec. 31, 2005 Dec. 31, <strong>2006</strong> Variation<br />

TOTAL CUSTOMER ASSETS & LIABILITIES 149.5 159.2 +6.5%<br />

Total customer assets 121.9 128.3 +5.3%<br />

of which<br />

Balance-sheet products 51.8 53.3 +2.9%<br />

Off-balance-sheet products 60.5 64.5 +6.7%<br />

Life Insurance technical reserves 9.6 10.5 +9.4%<br />

of which in retail banking 81.5 83.0 +1.7%<br />

Deposits 31.2 30.4 -2.5%<br />

Savings bonds & term deposits 9.6 10.1 +4.8%<br />

Bonds issued by the Group 6.5 7.5 +14.7%<br />

Mutual funds 20.7 20.8 +0.4%<br />

Life insurance technical reserves 7.2 7.8 +7.6%<br />

of which in private banking 40.3 45.4 +12.5%<br />

Total customer liabilities 27.6 30.9 +11.8%<br />

of which in retail banking 25.0 27.6 +10.8%<br />

Mortgage loans 16.3 18.6 +13.6%<br />

Consumer loans 2.3 2.5 +9.8%<br />

of which in private banking 2.7 3.3 + 21.5%<br />

(1) Pro forma as Banque Artesia Nederland left the Group in the fourth quarter of <strong>2006</strong>.<br />

The above amounts exclude DenizBank. As of December 31, <strong>2006</strong> the total assets of DenizBank amounted to EUR 3.1 billion and the total customer loans<br />

amounted to EUR 2.0 billion (including the retail, private and SME activities of DenizBank).<br />

86 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


PERSONAL FINANCIAL SERVICES<br />

UNDERLYING (1) RESULTS<br />

Personal Financial Services posted another satisfying year<br />

despite the <strong>com</strong>petitive environment in Belgium, particularly<br />

around the middle of the year in the area of mortgages. Cost<br />

discipline, good <strong>com</strong>mercial activity and the more advantageous<br />

effective tax rate altogether brought a satisfactory rise<br />

of net in<strong>com</strong>e – Group share (+13.1%). The additional EUR<br />

58 million net earnings produced this year came mainly from<br />

Belgium (EUR 34 million or +11%), Luxembourg (EUR 18 million<br />

or +14%) and Turkey (EUR 4 million in one quarter only,<br />

i.e. +68% on the pro forma 2005).<br />

Total in<strong>com</strong>e for the full year reached EUR 2,319 million, an<br />

increase of EUR 48 million or +2.1% on 2005. This increase<br />

came from a contrasted environment, both in terms of<br />

geography and nature of activities. In<strong>com</strong>e grew in Luxembourg<br />

(EUR +31 million), in Turkey (EUR +13 million pro forma,<br />

bearing in mind that the contribution was for one quarter<br />

only), and countries other than Belgium (EUR +13 million),<br />

whilst it went down in Belgium (EUR -9 million). The slight<br />

decline in Belgium (-0.5% of the country’s revenue base) was<br />

caused by the following factors:<br />

• on the customer asset side, increased volumes generated<br />

higher revenues which have been slightly mitigated by a low<br />

margin reduction overall, some products be<strong>com</strong>ing more profitable<br />

and others less;<br />

• sight accounts performed very well, pulled both by volume<br />

increases and higher margins;<br />

• on the loan side the situation deteriorated as a consequence<br />

of the negative effect of refunding on the average<br />

margin on mortgages outstanding, and also because of the<br />

narrow spreads on originations during the months of intense<br />

<strong>com</strong>petition.<br />

(1) As described on page 70.<br />

Costs rose slightly to EUR 1,627 million, a EUR 19 million<br />

increase, or 1.2%, which in effect means negative growth in<br />

real terms. <strong>Dexia</strong> Bank Belgium continued to reduce the number<br />

of its branches, which now stand at 1,019 in Belgium, with<br />

18 branches closed in the second half of the year. The positive<br />

effects of the integration of Artesia BC being now largely met<br />

and even exceeded, the bank is now seeking efficiency gains,<br />

mainly in back office operations. It should be noted that the sale<br />

of the London based private banking operations has caused a<br />

EUR 3 million cost increase which will disappear as from 2007.<br />

Gross operating in<strong>com</strong>e reached EUR 692 million, up 4.4%<br />

in one year. The cost-in<strong>com</strong>e ratio continues to improve, from<br />

70.8% in 2005 pro forma to 70.2% in <strong>2006</strong>.<br />

The cost of risk remained at a very low level, to EUR 32 million<br />

in <strong>2006</strong>.<br />

Tax expense was down 20.2%, to EUR 151 million, mainly<br />

thanks to the lower effective tax rate.<br />

The return on economic equity (ROEE) continued to<br />

improve from 24.6% in 2005 to a very robust 28.8% for the<br />

full year <strong>2006</strong>.<br />

UNDERLYING STATEMENT OF INCOME (EXCLUDING NON-OPERATING ITEMS)<br />

(in millions of EUR, except where indicated) 2005 (1) <strong>2006</strong> Variation<br />

In<strong>com</strong>e 2,271 2,319 +2.1%<br />

of which net <strong>com</strong>missions 752 764 +1.6%<br />

Costs (1,608) (1,627) +1.2%<br />

Gross operating in<strong>com</strong>e 663 692 +4.4%<br />

Cost of risk (26) (32) +22.8%<br />

Impairments on (in)tangible assets 0 0 n.s.<br />

Tax expense (189) (151) -20.2%<br />

Net in<strong>com</strong>e 448 509 +13.7%<br />

Minority interests 1 4 x4.5<br />

Net in<strong>com</strong>e – Group share 447 505 +13.1%<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Cost-in<strong>com</strong>e ratio 70.8% 70.2%<br />

ROEE (2) 24.6% 28.8%<br />

Total allocated equity (average) 1,822 1,754<br />

(1) Pro forma.<br />

(2) Return on economic equity (net in<strong>com</strong>e – Group share/allocated equity – Group share).<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 87


ASSET MANAGEMENT<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

ASSET MANAGEMENT<br />

<strong>Dexia</strong> Asset Management (<strong>Dexia</strong> AM) specializes in the management<br />

of collective funds and institutional and private<br />

mandates. Top-class asset manager at the European level,<br />

<strong>Dexia</strong> AM manages more than EUR 100 billion over a <strong>com</strong>plete<br />

range of investment vehicles: trend following management,<br />

alternative funds and sustainable investments. <strong>Dexia</strong><br />

AM operates management centers in Brussels, Luxembourg,<br />

Paris and Sydney, and spreads its marketing teams throughout<br />

continental Europe.<br />

ACTIVITY<br />

<strong>2006</strong> was a very successful year for Asset Management activities,<br />

with the expansion of the international coverage, numerous<br />

awards won, volumes exceeding the EUR 100 billion threshold<br />

and the excellent performances and operating ratios.<br />

<strong>Dexia</strong> Asset Management has carried out its international<br />

expansion in continental Europe with the opening of a<br />

branch in Germany, a springboard for further growth into<br />

Central and Eastern Europe. A representative office opened<br />

also in the Kingdom of Bahrain, as part of the strategy of<br />

growth in the Middle East region. The strong investment<br />

performances were once again rewarded by the attribution<br />

of many five and four stars to funds and some awards (i.e.<br />

“<strong>Dexia</strong> Sustainable European Balanced Low” was given two<br />

awards by Lipper in France, “<strong>Dexia</strong> Equities B EMU Value”<br />

won the Standard & Poor’s award in Switzerland, “<strong>Dexia</strong><br />

Bonds Euro Short Term” received an award by Lipper Europe<br />

and so on). <strong>Dexia</strong> Asset Management had 60% of its funds<br />

placed in the first two quartiles in Standard & Poor’s ranking<br />

in <strong>2006</strong>.<br />

Concerning volumes, asse s under management reached<br />

EUR 105.2 billion at year end, up 16.1% (EUR 14.6 billion)<br />

in one year. Over the twelve months of <strong>2006</strong>, the <strong>com</strong>pany<br />

collected EUR 10.0 billion net new cash (+11.0%) while<br />

EUR 4.6 billion (+5.1%) came from a positive market effect.<br />

Total assets under management stemming from institutional<br />

mandates reached EUR 28.6 billion, a 31.4% increase in<br />

one year, the new cash <strong>com</strong>ing for a large part from pension<br />

schemes and insurance <strong>com</strong>panies (EUR 5.5 billion out<br />

of the EUR 6.8 billion total increase). Similarly, the progression<br />

of institutional mutual funds has been very satisfactory, getting<br />

to EUR 24.6 billion, up 29.1% since December 31, 2005.<br />

The net new cash stemming from those was largely pulled by<br />

money market and event-driven funds (Merger & Acquisitions<br />

activities or equivalent). The volumes of the private mandates<br />

increased by 16.6%, while the growth of the retail funds was<br />

+3.2%. As of December 31, <strong>2006</strong> total assets under management<br />

distributed by <strong>Dexia</strong> Asset Management (<strong>Dexia</strong> AM)<br />

sales teams amounted to EUR 45.4 billion, a very strong EUR<br />

11.1 billion increase during the year. France was the first contributor<br />

in terms of net new cash realized, followed by the<br />

ASSETS UNDER MANAGEMENT (1)<br />

(in billions of EUR) Dec. 31, 2005 Dec. 31, <strong>2006</strong> Variation<br />

TOTAL 90.6 105.2 +16.1%<br />

By type of management<br />

Mutual funds 64.2 71.2 +10.8%<br />

Institutional funds 19.1 24.6 +29.1%<br />

Retail funds 45.2 46.6 +3.2%<br />

Private mandates 4.6 5.3 +16.6%<br />

Institutional mandates 21.8 28.6 +31.4%<br />

By type of mutual fund<br />

Equity funds 11.2 13.5 +20.8%<br />

Bond funds 18.8 19.2 +2.1%<br />

Money market funds 10.2 11.5 +13.2%<br />

Alternative funds 5.8 8.0 +37.5%<br />

Global balanced funds 9.7 10.8 +11.1%<br />

Structured products 3.2 3.4 +5.7%<br />

Other 5.3 4.8 -8.7%<br />

(1) Assets under the management of <strong>Dexia</strong> Asset Management. Assets counted twice included.<br />

88 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


ASSET MANAGEMENT<br />

Australian and the Italian teams. The money market and equities<br />

products represented more than 50% of <strong>Dexia</strong> AM net<br />

new cash in <strong>2006</strong>.<br />

<strong>Dexia</strong> AM continues to show a very good productivity ratio,<br />

with costs representing 13 basis points of assets under management,<br />

one of the lowest levels in the industry.<br />

Today, <strong>Dexia</strong> AM covers a large number of asset classes via<br />

a significant number of very efficient investment processes.<br />

Fixed in<strong>com</strong>e and money market investments represented<br />

41.1% of assets under management, equity investments<br />

21.2% and alternative investments the balance. With 13.4%<br />

(or EUR 14.3 billion) of its total assets under management in<br />

Socially Responsible Investment (SRI), <strong>Dexia</strong> Asset Management<br />

was awarded the “Sustainable Asset Manager of the<br />

Decade” by BANCO, a Swiss asset management magazine,<br />

recognizing its leadership in sustainable investment in continental<br />

Europe over the last decade. As a pioneer in SRI,<br />

<strong>Dexia</strong> AM created in <strong>2006</strong> its SRI Advisory Board which will<br />

assist the continuous development of the SRI approach and<br />

analysis.<br />

UNDERLYING (1) RESULTS<br />

The Asset management business has experienced a very good<br />

year <strong>2006</strong>, with net in<strong>com</strong>e – Group share amounting to<br />

EUR 104 million, up 31.7% <strong>com</strong>pared to 2005.<br />

The total in<strong>com</strong>e was up 28.2% (or EUR +55 million) to<br />

EUR 253 million, a very robust progression mainly stemming<br />

from:<br />

• a continuous and steady increase of management fees (+22%<br />

year on year or EUR +36 million) reaching EUR 197 million in<br />

<strong>2006</strong>; and<br />

• relative performance fees going up to EUR 43 million in <strong>2006</strong><br />

from EUR 17 million in 2005.<br />

The revenue increase was even stronger quarter to quarter, as<br />

a consequence of the relative performance fees, the amount of<br />

which in Q4 06 was twice higher than that of Q4 05.<br />

Costs were up (+24.9% in one year, or EUR 27 million), in<br />

conjunction with the strong development of the activity. In<br />

particular, new sales offices were opened (in Sweden, Germany<br />

and Bahrain) to develop business with institutional<br />

clients. Staff headcounts increased by 57 in <strong>2006</strong>, adding to<br />

the recruitments made in 2005. Lastly, the variable <strong>com</strong>pensation<br />

followed the trend of the relative performance fees.<br />

Despite the increase, the cost per unit of asset managed was<br />

kept at the low level of 13 basis points.<br />

(1) As described on page 70.<br />

UNDERLYING STATEMENT OF INCOME (EXCLUDING NON-OPERATING ITEMS)<br />

(in millions of EUR, except where indicated) 2005 (1) <strong>2006</strong> Variation<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

In<strong>com</strong>e 198 253 +28.2%<br />

of which net <strong>com</strong>missions 194 248 +28.0%<br />

Costs (111) (138) +24.9%<br />

Gross operating in<strong>com</strong>e 87 115 +32.5%<br />

Cost of risk 0 0 n.s.<br />

Impairments on (in)tangible assets 0 0 n.s.<br />

Tax expense (7) (9) +21.3%<br />

Net in<strong>com</strong>e 80 106 +33.5%<br />

Minority interests 1 3 x2.8<br />

Net in<strong>com</strong>e – Group share 79 104 +31.7%<br />

COMPTES SOCIAUX<br />

Cost-in<strong>com</strong>e ratio 56.0% 54.5%<br />

ROEE (2) 90.8% 92.2%<br />

Total allocated equity (average) 87 112<br />

(1) Pro forma.<br />

(2) Return on economic equity (net in<strong>com</strong>e – Group share/allocated equity – Group share).<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 89


INSURANCE SERVICES<br />

INSURANCE SERVICES<br />

UNDERLYING (1) RESULTS<br />

MANAGEMENT REPORT<br />

This analytical segment only covers the results of the “factory”<br />

operations, therefore without the results from distribution<br />

activities, which are accounted for in the business lines<br />

where the insurance products are sold: mainly Personal Financial<br />

Services and Public/Project Finance.<br />

For a more significant and <strong>com</strong>plete reading of the contribution<br />

of the insurance activities throughout the Group, please<br />

refer to the Focus on insurance activities across the Group<br />

on pages 91-92.<br />

Net in<strong>com</strong>e – Group share of the segment reached<br />

EUR 94 million in <strong>2006</strong> (+12.1% on one year). This<br />

EUR 11 million increase stemmed from a higher level of<br />

in<strong>com</strong>e (EUR +13 million in one year), due to different factors<br />

in opposite directions:<br />

• higher financial revenues <strong>com</strong>ing from increased outstanding<br />

amounts in Branch 21 products;<br />

• higher technical provisions;<br />

• increasing interests on attributed economic equity,<br />

• less <strong>com</strong>missions received on Branch 23.<br />

Given the infra-year volatility in this business segment, the<br />

‘year-to-date’ reading is more appropriate than the quarterly<br />

reading.<br />

Costs are increasing (+12.1%) and reached EUR 140 million<br />

at the end of <strong>2006</strong>, due to an increase of members of staff in<br />

the French operations (linked to the strong business development<br />

of <strong>Dexia</strong> Epargne Pension) and more specifically to a<br />

new IT platform for the nonlife activity.<br />

(1) As described on page 70.<br />

COMPTES CONSOLIDÉS<br />

UNDERLYING STATEMENT OF INCOME (EXCLUDING NON-OPERATING ITEMS)<br />

(in millions of EUR, except where indicated) 2005 (1) <strong>2006</strong> Variation<br />

COMPTES SOCIAUX<br />

In<strong>com</strong>e 215 228 +6.1%<br />

of which net <strong>com</strong>missions (169) (190) +12.4%<br />

Costs (125) (140) +12.1%<br />

Gross operating in<strong>com</strong>e 90 88 -2.3%<br />

Cost of risk 0 (1) n.s.<br />

Impairments on (in)tangible assets 0 0 n.s.<br />

Tax expense (4) 8 n.s.<br />

Net in<strong>com</strong>e 86 95 +10.8%<br />

Minority interests 2 1 -37.9%<br />

Net in<strong>com</strong>e – Group share 83 94 +12.1%<br />

Cost-in<strong>com</strong>e ratio 58.2% 61.5%<br />

ROEE (2) 12.4% 11.2%<br />

Total allocated equity (average) 678 835<br />

(1) Pro forma.<br />

(2) Return on economic equity (net in<strong>com</strong>e – Group share/allocated equity – Group share).<br />

90 | <strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


INSURANCE SERVICES<br />

FOCUS ON THE INSURANCE ACTIVITIES<br />

ACROSS THE GROUP<br />

(EXCLUDING FSA AND DEXIA SOFAXIS)<br />

<strong>Dexia</strong> Insurance Services (DIS) consolidates the various insurance<br />

subsidiaries (with the exception of FSA and <strong>Dexia</strong> Sofaxis)<br />

and represents thereby 86% of the total insurance revenues<br />

generated at Group level.<br />

DIS is active mainly in Belgium, Luxembourg and France, the<br />

core market being Belgium. Further development is awaited in<br />

Turkey as the insurance <strong>com</strong>pany Global Hayat was bought by<br />

DenizBank shortly after the acquisition by <strong>Dexia</strong>.<br />

DIS supplies all the life and nonlife insurance products sold in<br />

the retail networks of the Group in those countries whether<br />

through own captive networks like in Belgium and Luxembourg<br />

or through partnerships like in France.<br />

On the Belgian market, <strong>Dexia</strong> focuses on the distribution of<br />

insurance products in three networks:<br />

• <strong>Dexia</strong> Bank Belgium branches which distributes life and nonlife<br />

products under <strong>Dexia</strong> brand;<br />

• the exclusive DVV consultants under the well-known brand<br />

name of DVV;<br />

• the direct insurer Corona Direct that provides life and nonlife<br />

products to families and private consumers without using intermediaries<br />

or through affinities with the car industry.<br />

<strong>Dexia</strong>’s market share in Belgium was 8.4% in 2005 on life insurance<br />

premiums and 4.2% on nonlife insurance premiums.<br />

In Luxembourg, the distribution of the insurance products is<br />

mainly realized through <strong>Dexia</strong>-BIL’s network, while in France,<br />

<strong>Dexia</strong> Epargne Pension (DEP) and <strong>Dexia</strong> Prévoyance (DP) handle<br />

their distribution respectively through partnerships with<br />

third party sales networks and own sales forces supported by<br />

a call center.<br />

If insurance activities are carried out in both Public/Project<br />

Finance (PPF) and Personal Financial Services (PFS), they are for<br />

the time being included in these business lines for their “distribution<br />

function”, whilst the “Insurance Services” segment handles<br />

the “manufacturing” functions, and generates essentially<br />

technical and financial revenues. As from January 1, 2007, the<br />

Insurance Services segment will be reallocated to the business<br />

lines concerned by the operations realized, introducing this way<br />

100% of the insurance revenues to PPF and PFS.<br />

Total gross premiums collected in <strong>2006</strong> through DIS reached<br />

EUR 3,774 million of which life insurance activity generated<br />

89% and nonlife insurance activity originated 11%.<br />

MANAGEMENT REPORT<br />

TOTAL GROSS WRITTEN PREMIUMS<br />

(in millions of EUR) 2005 <strong>2006</strong> Variation<br />

TOTAL PREMIUMS (BY TYPE) 3,635 3,774 +3.8%<br />

Nonlife 415 426 +2.8%<br />

Life 3,221 3,347 +3.9%<br />

Branch 21 (classical life included) 2,485 2,915 +17.3%<br />

Branch 23 (unit-linked contracts) 646 332 -48.6%<br />

Branch 26 (guaranteed/public sector) 90 101 +12.3%<br />

TOTAL PREMIUMS (BY BUSINESS LINE) 3,635 3,774 +3.8%<br />

Public/Project Finance (PPF) 625 621 -0.5%<br />

Personal Financial Services (PFS) 2,595 2,403 -7.4%<br />

Insurance Services 415 750 +80.4%<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 91


INSURANCE SERVICES<br />

MANAGEMENT REPORT<br />

Personal Financial Services, the leading collector of premiums<br />

in the Group, generated 64% of the total. Public/Project<br />

Finance and Credit Enhancement collected 16% of total premiums<br />

among the institutional clients, local authorities and<br />

other local public sector organizations. The remaining 20%<br />

came directly from the Insurance Services segment as it stands<br />

currently.<br />

The <strong>com</strong>mercial activity was essentially focused on life<br />

insurance premiums (up 3.9%), while nonlife premiums<br />

growth was more limited (+2.8%). Globally, <strong>Dexia</strong> produced<br />

more Branch 21 products premiums and less Branch 23 products<br />

(unit-linked contracts) premiums in <strong>2006</strong> <strong>com</strong>pared to<br />

2005. This trend has to be correlated to the active <strong>com</strong>mercial<br />

campaigns realized throughout the year, the successful training<br />

programs conducted with the <strong>Dexia</strong> Bank Belgium agents<br />

and DEP very good performances.<br />

Geographically, 61% of life insurance premiums have been<br />

collected in Belgium and 39% came essentially from France<br />

and Luxembourg. The percentage of premiums collected outside<br />

Belgium rose from 30% in 2005 to 39% in <strong>2006</strong>, with<br />

volumes growing by more than 30% in one year. The progression<br />

was particularly strong in France, with the expansion of<br />

<strong>Dexia</strong> Epargne Pension (+64%).<br />

The weight of Belgium in DIS life production generates a<br />

discrepancy when looking at both the premium and the revenue<br />

progression on 2005, because the Belgian business had<br />

to cope with the introduction of a new tax since January 1,<br />

<strong>2006</strong>. For the same reason, the production in Personal Financial<br />

Services decreased by EUR 192 million <strong>com</strong>pared to 2005,<br />

as clients anticipated the new 1.1% tax on insurance products,<br />

which has boosted the production in the fourth quarter<br />

of 2005. The <strong>com</strong>mercial campaigns conducted at the end<br />

of <strong>2006</strong> were efficient but not sufficient to match the exceptional<br />

level of production of Q4 2005. The expansion of the<br />

nonlife production was mitigated by the sale of Flexia in the<br />

third quarter of <strong>2006</strong>.<br />

The premiums collected in Public/Project Finance remained<br />

stable <strong>com</strong>pared to 2005. Consequently, it is in the Insurance<br />

Services segment itself that the increase in premiums was the<br />

highest (+80.4% or EUR 335 million). This is attributable to<br />

the peaking production of DEP thanks to its very successful<br />

partnership strategy.<br />

In <strong>2006</strong>, DIS generated EUR 394 million of total revenues, up<br />

3.8% on 2005 despite the negative impact of the introduction<br />

of the new 1.1% on life insurances in Belgium which<br />

caused revenues to <strong>com</strong>e down 4 percentage points (as the<br />

entry fees were lowered in addition to the incentives offered<br />

during <strong>com</strong>mercial campaigns). Those revenues were further<br />

impacted by several factors in opposite directions of which:<br />

• the strong outstanding increase of Branch 21 products and<br />

the favorable effects of customers’ appetite for some products<br />

(e.g. Safe Invest Bonus);<br />

• the positive influence of low nonlife claims;<br />

• lower <strong>com</strong>mission in<strong>com</strong>e on Branch 23 products as the<br />

outstanding amounts decreased in <strong>2006</strong>;<br />

• higher technical provisions in order to cover and guarantee<br />

the reserves dedicated to the discretionary participation<br />

features of the contracts, so as to be in line with <strong>com</strong>petition<br />

– this last item explains the steep reduction of the in<strong>com</strong>e in<br />

the fourth quarter of <strong>2006</strong>.<br />

The increase of the costs reflects both higher staff numbers in<br />

the French operations, linked to the strong business developments<br />

made within <strong>Dexia</strong> Epargne Pension, and the various<br />

investment projects conducted through <strong>Dexia</strong> Insurance Belgium,<br />

notably a new IT platform in the nonlife activity. Taxes<br />

decreased in <strong>2006</strong> (EUR -11 million) partially due to the lower<br />

effective tax rate.<br />

The net in<strong>com</strong>e – Group share reached EUR 142 million, a<br />

satisfying 10.3% progression in one year.<br />

UNDERLYING RESULTS OF DEXIA INSURANCE SERVICES<br />

(in millions of EUR) 2005 <strong>2006</strong> Variation<br />

Revenues 379 394 +3.8%<br />

Costs (220) (233) +5.5%<br />

Taxes and other (31) (20) -35.3%<br />

NET INCOME – GROUP SHARE 128 142 +10.3%<br />

92 | <strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


INVESTOR SERVICES<br />

INVESTOR SERVICES<br />

RBC <strong>Dexia</strong>’s strategy for the first 12 months of its joint venture<br />

was characterized by two dominant themes: ‘Integration’<br />

and ‘Growth’. The integration of the two <strong>com</strong>panies has<br />

gone exceedingly well. The expanded range of products and<br />

services resulting from the joint venture continues to provide<br />

clients with new and innovative benefits. RBC <strong>Dexia</strong> is proud<br />

of the overwhelming client <strong>com</strong>mitment demonstrated in<br />

year one.<br />

ACTIVITY<br />

RBC <strong>Dexia</strong> Investor Services offers its expertise in global custody,<br />

fund and pension administration and shareholder services<br />

to institutions around the world. Established in January <strong>2006</strong>,<br />

RBC <strong>Dexia</strong> Investor Services is a joint venture equally owned by<br />

Royal Bank of Canada and <strong>Dexia</strong>. The <strong>com</strong>pany ranks among<br />

the world’s top 10 global custodians, with USD 2.3 trillion in client<br />

assets under administration. As a top-ten global custodian,<br />

RBC <strong>Dexia</strong> Investor Services has the capacity to service larger<br />

and multi-jurisdictional mandates. This scale offers a strong<br />

potential for efficiencies in subcustody networks, vendor management,<br />

IT, product development and operations.<br />

RBC <strong>Dexia</strong> Investor Services has a deep rooted experience<br />

in institutional financial services. The <strong>com</strong>pany offers products<br />

and technology that meet clients’ present and future<br />

needs in 14 global markets supported by a worldwide network<br />

of offices in 15 countries on four continents. Rated Aa3<br />

(Moody’s) and AA- (S&P), it has unparalleled European transfer<br />

agency capabilities and top ratings for clients services in<br />

industry client satisfaction surveys.<br />

RBC <strong>Dexia</strong> Investor Services provides clients an extensive<br />

range of solutions including: global custody, fund and pension<br />

administration, shareholder services, distribution support,<br />

reconciliation services, transition management, investment<br />

analytics, <strong>com</strong>pliance monitoring and <strong>report</strong>ing, securities<br />

lending and borrowing, treasury services and <strong>com</strong>mission<br />

recapture.<br />

RBC <strong>Dexia</strong> Investor Services’s <strong>com</strong>mitment to quality and<br />

consistency of service has generated numerous awards. In<br />

<strong>2006</strong>, the <strong>com</strong>pany was named #1 global custodian in the<br />

World by Global Investor magazine for the third consecutive<br />

year, and #1 global custodian in the World for the second<br />

consecutive year by R&M Consultants. RBC <strong>Dexia</strong> was also<br />

awarded “Transfer Agent of the Year” and “Client Relationship<br />

Manager of the Year” at the ICFA European Awards.<br />

In terms of growth, new clients around the world such as<br />

Manulife Financial in Canada, and Great West Life in the<br />

UK, Ireland, Canada and Isle of Man have demonstrated<br />

their confidence in the unique brand of value created by the<br />

<strong>com</strong>pany.<br />

Total assets under administration amounted to USD 2,290<br />

billion as of December 31, <strong>2006</strong>, a 27.5% increase over the<br />

previous year. This robust growth <strong>com</strong>es from both the appreciation<br />

of stock indices and strong growth from existing and<br />

new clients.<br />

For the transfer agency, the number of shareholder<br />

accounts rose by 10.4% over the year due to both the<br />

wider range of products offered since the joint venture<br />

and also to the strong <strong>com</strong>mercial activity. RBC <strong>Dexia</strong><br />

has been selected by many large institutions to provide<br />

fund administration services, including Manulife Financial<br />

Corporation in Canada for its CAD 26 billion portfolio of<br />

funds.<br />

The number of funds under administration has grown by<br />

20.0% since the inception of the joint venture, due to strong<br />

<strong>com</strong>mercial activity and new funds contributed by existing<br />

clients. For example, RBC <strong>Dexia</strong>’s <strong>com</strong>mitment to service<br />

excellence, led Goldman Sachs JBWere to choose the new<br />

<strong>com</strong>pany as fund administrator and transfer agent for its<br />

AUD 8 billion portfolio of funds in Australia.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

INVESTOR SERVICES (1) 2005 <strong>2006</strong> Variation<br />

Assets under administration (2) (in billions of USD) 1,796 2,290 +27.5%<br />

Number of funds under administration 3,898 4,679 +20.0%<br />

Number of shareholder accounts in transfer agent (in thousands) 5,783 6,385 +10.4%<br />

(1) Activity statistics of the joint venture RBC <strong>Dexia</strong> Investor Services which is effective since January 1, <strong>2006</strong>. The 2005 figures are pro forma.<br />

(2) i.e. assets under custody, administration and transfer agent.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 93


INVESTOR SERVICES<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

UNDERLYING (1) RESULTS<br />

For its full first year of existence, RBC <strong>Dexia</strong> recorded a very<br />

promising start. The net in<strong>com</strong>e – Group share reached<br />

EUR 81 million, up 51.4% or EUR 28 million over the 2005<br />

pro forma results (the currency impact is not significant).<br />

Total in<strong>com</strong>e was up 18.9%, to EUR 371 million despite<br />

a rather <strong>com</strong>petitive environment. Those good results stem<br />

from the strong organic growth of the second and the third<br />

quarters and from the very dynamic <strong>com</strong>mercial activity.<br />

Costs were up 8.4% for the full year, a level much lower than<br />

the in<strong>com</strong>e growth rate and thus quite satisfactory, bearing in<br />

mind that investor services are staff and IT intensive activities.<br />

(1) As described on page 70.<br />

In particular, the winning of a large mandate in Australia has<br />

led to the setting up of the desirable infrastructure – hence<br />

expenditures without corresponding revenues for the time<br />

being. Moreover, the exceptionally good <strong>com</strong>mercial performance<br />

<strong>com</strong>ing so early has led to awarding well-deserved<br />

bonuses to the teams. The cost-in<strong>com</strong>e ratio thus improved,<br />

from 73.7% in 2005 to 67.2% in <strong>2006</strong>, with in<strong>com</strong>e growing<br />

more than twice faster than costs, an achievement which<br />

exceeds the stated mid-term objective.<br />

The return on economic equity (ROEE) also experienced a<br />

good progression, to a high 108.0% from 97.1% one year<br />

before, bearing in mind that this business is much less capital<br />

intensive than other financial services generally.<br />

UNDERLYING STATEMENT OF INCOME (EXCLUDING NON-OPERATING ITEMS)<br />

(in millions of EUR, except where indicated) 2005 (1) <strong>2006</strong> Variation<br />

In<strong>com</strong>e 312 371 +18.9%<br />

of which net <strong>com</strong>missions 223 245 +9.7%<br />

Costs (230) (249) +8.4%<br />

Gross operating in<strong>com</strong>e 82 121 +48.3%<br />

Cost of risk 0 0 n.s.<br />

Impairments on (in)tangible assets 0 0 n.s.<br />

Tax expense (28) (38) +38.8%<br />

Net in<strong>com</strong>e 54 83 +52.8%<br />

Minority interests 1 3 x2.2<br />

Net in<strong>com</strong>e – Group share 53 81 +51.4%<br />

Cost-in<strong>com</strong>e ratio 73.7% 67.2%<br />

ROEE (2) 97.1% 108.0%<br />

Total allocated equity (average) 55 75<br />

(1) Pro forma.<br />

(2) Return on economic equity (net in<strong>com</strong>e – Group share/allocated equity – Group share).<br />

94 | <strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


TREASURY AND FINANCIAL MARKETS<br />

TREASURY AND FINANCIAL<br />

MARKETS (TFM)<br />

<strong>2006</strong> was the first year of TFM’s new organization, set on<br />

three business pillars:<br />

• Fixed In<strong>com</strong>e which is involved in all credit spread activities;<br />

• Market Engineering and Trading which regroup all <strong>com</strong>petences<br />

in the sectors of interest rates, forex and equities;<br />

• Group Treasury which is in charge of the financial management<br />

of <strong>Dexia</strong> balance sheet.<br />

This new organization aims at increasing the number of<br />

financial market products offered to the different customers<br />

of <strong>Dexia</strong> (public finance, retail and private banking), develop<br />

TFM’s own clientele and manage <strong>Dexia</strong> Group and the entities<br />

balance sheets. Of note, <strong>Dexia</strong> Capital Markets has been<br />

D E<br />

A<br />

rewarded for its efficiency in <strong>2006</strong> and has been designated<br />

as “best lead manager of regional/ municipal bonds“ by<br />

its peers, in the EuroWeek magazine of January 2007. This<br />

award is good recognition of the increasing position of <strong>Dexia</strong><br />

on intermediation’s field, the quality of its products and the<br />

involved teams in TFM and PPF.<br />

A new long-term strategy for TFM (TFM+) was launched with<br />

a view to increasing the contribution of this activity in <strong>Dexia</strong><br />

revenue stream. TFM+ aims at using all of <strong>Dexia</strong>’s strengths: its<br />

very good knowledge of certain asset classes, its origination<br />

capacity, and its know-how in balance sheet management.<br />

For this purpose, the IT system in all dealing rooms is in the<br />

process of being harmonized, allowing a better front-to-back<br />

approach and more integrated transactions.<br />

ACTIVITY<br />

Following the high level reached in <strong>2006</strong>, Group Treasury<br />

activities were again very buoyant in <strong>2006</strong>, supporting the<br />

growth of the Group’s balance sheet. The long-term bonds<br />

issued represented a total of EUR 29.9 billion for the full year<br />

<strong>2006</strong> (against EUR 29.7 billion in 2005). EUR 18.6 billion bear<br />

the AAA signature of <strong>Dexia</strong> Municipal Agency (DMA) or <strong>Dexia</strong><br />

Kommunalbank Deutschland. The private placements represented<br />

50% of the total issuance volumes in <strong>2006</strong>, of which<br />

70% through the AAA issuers, despite a rather difficult market<br />

environment in the fourth quarter for the AA issuers. The<br />

public placement activity remained important in <strong>2006</strong>, with<br />

almost 28% of the total issuances of the Group. In this area,<br />

DMA made a warmly wel<strong>com</strong>ed <strong>com</strong>eback on USD transactions<br />

by top quality investors, leading to a second issue which<br />

was largely oversubscribed. The retail-oriented bond activity<br />

accounts for nearly 20% of the total issuances of the Group,<br />

LONG-TERM ISSUES<br />

(IN BILLIONS OF EUR)<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

C<br />

B<br />

29.7<br />

AAA-rated AA-rated<br />

Total<br />

4.5 29.9<br />

Other<br />

3.0 DBB (1)<br />

3.9<br />

DCL (1)<br />

6.7<br />

CREDIT SPREAD PORTFOLIO<br />

QUALITY (AS OF DECEMBER 31, <strong>2006</strong>)<br />

OUTSTANDING AMOUNT:<br />

EUR 70.4 BILLION<br />

11.8<br />

DMA (1)<br />

DKD (1)<br />

A A 20.6%<br />

B AA 26.0%<br />

C AAA 52.1%<br />

D BBB 1.2%<br />

E NON-INVESTMENT GRADE 0.1%<br />

Issues<br />

in 2005<br />

Issues<br />

in <strong>2006</strong><br />

(1) DMA: <strong>Dexia</strong> Municipal Agency; DKD: <strong>Dexia</strong> Kommunalbank Deutschland;<br />

DCL: <strong>Dexia</strong> Crédit Local; DBB: <strong>Dexia</strong> Bank Belgium.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 95


TREASURY AND FINANCIAL MARKETS<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

of which <strong>Dexia</strong> Crediop represented more than 50% in a<br />

context marked with a new law relating to savings, imposing<br />

to provide a detailed prospectus for bank issues. The average<br />

cost of the long-term issuances in <strong>2006</strong> has decreased,<br />

around two basis points lower than in 2005, thanks to the<br />

good performance of the AAA <strong>Dexia</strong> issuers.<br />

Regarding the cash & liquidity management activity – whose<br />

first objective it is to meet the Group short-term financing<br />

need through different instruments such as <strong>com</strong>mercial paper,<br />

certificates of deposit, the inter-bank market... – <strong>2006</strong> was a<br />

good year, with volumes exceeding the 2005 heights. Shortterm<br />

issuances decreased due to a lesser appetite from investors,<br />

while on the contrary, central bank deposits increased<br />

by more than 50% and the interbank activity was 28% up<br />

between June <strong>2006</strong> and December <strong>2006</strong>.<br />

The Fixed In<strong>com</strong>e business en<strong>com</strong>passes mainly the Credit<br />

Spread Portfolio (CSP) activity, which benefited from very<br />

good market opportunities in <strong>2006</strong>. The new investments<br />

represented EUR 21.7 billion, close to the 2005 record<br />

level. In <strong>2006</strong>, investments were concentrated on sectors<br />

which are future Basel II winners such as covered bonds,<br />

AMS/MBS or Negative Basis Trades. The investment portfolio<br />

increased from EUR 62.9 billion at the end of 2005<br />

to EUR 74.0 billion at the end of December <strong>2006</strong>. About<br />

99% of the portfolio is rated investment grade and 75%<br />

is rated AA- or better. In the CSP, the investment lines are<br />

essentially classified in the available-for-sale (93%) and<br />

hold-to-maturity (1%) categories, the remaining portion<br />

is classified in trading. Regarding the securitization activity<br />

in Europe, where <strong>Dexia</strong> acts as an advisor, arranger<br />

and/or underwriter, the business performed very well with<br />

24 underwritings in <strong>2006</strong> <strong>com</strong>pared to 16 in 2005. <strong>Dexia</strong><br />

closed the first ever public securitization transaction of<br />

wrapped infrastructure bonds in <strong>2006</strong> (the “WISE” transaction)<br />

for an amount of EUR 2.2 billion; a transaction using<br />

the expertise of <strong>Dexia</strong> in the Public Finance sphere and in<br />

the financial markets. This transaction will allow reducing<br />

the amount of regulatory capital and allow <strong>Dexia</strong> to further<br />

enhance its leading position in financing the PFI/PPP and<br />

infrastructure sectors. In the United States, the securitization<br />

activities consist essentially in originating <strong>com</strong>mercial<br />

mortgage loans before securitizing them. The production<br />

reached EUR 2 billion with 8 transactions, with attractive<br />

returns.<br />

The Market Engineering and Trading regroups notably<br />

teams focusing on the supply of structured products to<br />

Personal Financial Services clients, institutional clients and<br />

public sector clients. Those activities were particularly successful<br />

in <strong>2006</strong>. In Belgium, the appetite for structured<br />

Eurobonds was high, resulting in significant volumes. The<br />

structuring desk registered a record in terms of production<br />

volume focused on debt restructuring in France, in Germany<br />

and in the United Kingdom. Market Engineering and<br />

Trading also includes the Equities desks in Paris and Brussels<br />

and the Foreign Exchange activity line which support and<br />

work with the other business lines and the different entities<br />

of the Group.<br />

Finally, it should be reminded that TFM is not only a strong<br />

revenue generator on its own, but also an important support<br />

unit for the other business lines and for the Group as a whole<br />

regarding balance-sheet management. As such, the amount<br />

of indirect revenues stemming from this close cooperation<br />

which are booked in the other business lines is estimated at<br />

EUR 469 million for <strong>2006</strong> (against EUR 359 mil lion in 2005).<br />

96 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


TREASURY AND FINANCIAL MARKETS<br />

UNDERLYING (1) RESULTS<br />

Treasury and Financial Markets (TFM) had once again a very<br />

good year in <strong>2006</strong>. The net in<strong>com</strong>e – Group share reached<br />

EUR 308 million, up 11.2% on 2005, which was a record year.<br />

Fixed In<strong>com</strong>e activities (of which mainly the Credit Spread Portfolio)<br />

was the main contributor to TFM’s net in<strong>com</strong>e (73%),<br />

the balance being equally split between Market Engineering<br />

and Trading (MET) (13%) and Treasury (14%).<br />

Total in<strong>com</strong>e for the full year <strong>2006</strong> amounted to EUR 561<br />

million, up 11.5%. This very good progression stems mainly<br />

from the MET segment, with a EUR +54 million growth as<br />

<strong>com</strong>pared to 2005. The Public Finance Market Engineering,<br />

the Personal Financial Services Engineering (PFSE), Foreign<br />

Exchange and Equities activities performed particularly well.<br />

Of note, a part of this in<strong>com</strong>e growth has to be analyzed<br />

in parallel with the increase of the tax expense, as explained<br />

below. The Fixed In<strong>com</strong>e segment contributed for EUR +22 million<br />

with notably Credit Spread Portfolio achieving a very<br />

successful year. Finally, the Treasury segment experienced a<br />

negative contribution due to the interest rates movement<br />

during the year <strong>2006</strong>.<br />

Costs remained unchanged <strong>com</strong>pared to 2005 to EUR 176 million.<br />

This very good achievement is related to the equity-brokerage<br />

activities in France, which were restructured in 2005,<br />

bringing down the cost base in <strong>2006</strong>. It is worth mentioning<br />

that this activity came back to profitability in <strong>2006</strong>. Without<br />

this effect, the costs would have increased slightly due<br />

to some IT expenses and recruitments. Thus, the underlying<br />

cost-in<strong>com</strong>e ratio decreased from 34.8% in 2005 to 31.5%<br />

in <strong>2006</strong>.<br />

(1) As described on page 70.<br />

As a consequence, the gross operating in<strong>com</strong>e amounted<br />

to EUR 384 million, a very robust increase by 17.3%. Of note,<br />

the quarter-on-quarter trend is also very good with a 19.5%<br />

increase.<br />

Cost of risk remained at a historic low level close to zero.<br />

Tax expense amounted to EUR 71 million for the full year<br />

<strong>2006</strong>, up 53.6% in one year. The rise is more than half<br />

explained by the increase of gross operating in<strong>com</strong>e, and for<br />

the largest remaining part by MET’s arbitrage strategies. To<br />

recall, those strategies embed cash and derivative instruments<br />

whose value changes can cause simultaneously revenue and<br />

tax increases if they go in one direction, or revenue and tax<br />

reductions if they go in the opposite direction. The impacts<br />

in <strong>2006</strong> were a EUR 11 million tax progression linked to a<br />

EUR 17 million revenue increase within the Equities and PFSE<br />

activities.<br />

The return on economic equity (ROEE) declined slightly to<br />

stand at the satisfactory level of 22.0%.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

UNDERLYING STATEMENT OF INCOME (EXCLUDING NON-OPERATING ITEMS)<br />

(in millions of EUR, except where indicated) 2005 (1) <strong>2006</strong> Variation<br />

In<strong>com</strong>e 503 561 +11.5%<br />

of which net <strong>com</strong>missions 16 20 +22.0%<br />

Costs (175) (176) +0.7%<br />

Gross operating in<strong>com</strong>e 328 384 +17.3%<br />

Cost of risk 1 0 n.s.<br />

Impairments on (in)tangible assets 0 0 n.s.<br />

Tax expense (47) (71) +53.6%<br />

Net in<strong>com</strong>e 282 313 +10.9%<br />

Minority interests 5 5 -7.6%<br />

Net in<strong>com</strong>e – Group share 277 308 +11.2%<br />

COMPTES SOCIAUX<br />

Cost-in<strong>com</strong>e ratio 34.8% 31.5%<br />

ROEE (2) 25.8% 22.0%<br />

Total allocated equity (average) 1,090 1,416<br />

(1) Pro forma.<br />

(2) Return on economic equity (net in<strong>com</strong>e – Group sahre/allocated equity – Group share).<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 97


GENERAL INFORMATION<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

GENERAL<br />

INFORMATION<br />

1. AUTHORIZED CAPITAL<br />

(ARTICLE 608 OF THE COMPANY CODE)<br />

The authorized capital was renewed by resolution of the<br />

Extraordinary Shareholders’ Meeting held on May 10, <strong>2006</strong><br />

for a further period of five years and up to a maximum<br />

EUR 4,887,500,000 (excluding issue premium), a resolution<br />

which entered into force on June 2, <strong>2006</strong>. Until that date, it<br />

was the authorization relating to authorized capital adopted<br />

by resolution of the Extraordinary Shareholders’ Meeting held<br />

on June 6, 2001 which was in force. During the <strong>2006</strong> financial<br />

year, the Board of Directors made use of the authorized<br />

capital on three occasions, the first two under the authorization<br />

of June 6, 2001 and the third under the authorization of<br />

May 10, <strong>2006</strong>:<br />

• at its meeting on May 23, <strong>2006</strong>, the Board of Directors<br />

decided to issue a maximum 10,500,000 warrants within the<br />

context of the <strong>2006</strong> <strong>Dexia</strong> stock option plan (“ESOP <strong>2006</strong>”),<br />

with a withdrawal of the shareholders’ preferential subscription<br />

right in favor of Group members of staff who are beneficiaries<br />

of that plan. Of the maximum 10,500,000 warrants,<br />

9,995,225 warrants were effectively issued;<br />

• at its meeting on May 23, <strong>2006</strong>, the Board of Directors<br />

decided to issue a maximum 16,000,000 new shares, with<br />

a withdrawal of the shareholders’ preferential subscription<br />

right in favor of Group members of staff. Of the maximum<br />

16,000,000 shares, 8,265,504 shares were finally issued;<br />

• at its meeting on July 6, <strong>2006</strong>, the Board of Directors<br />

decided to increase the capital of the Company by issuing a<br />

maximum of 80,000,000 new shares, on the condition and<br />

to the extent of the effective subscription of the new shares<br />

issued and withdrawal of the shareholders’ preferential subscription<br />

right, within the context of an accelerated book build<br />

transaction. The capital increase was observed on September<br />

11, <strong>2006</strong>. Out of the maximum 80,000,000 shares, a total of<br />

62,176,166 new shares were created. Taking account of an<br />

accounting par of EUR 4.50 per share, the available balance<br />

of authorized capital was taken to EUR 4,607,707,253.00 at<br />

the close of this transaction. This was the only transaction<br />

carried out in <strong>2006</strong> under the new authorization relating to<br />

authorized capital adopted by the aforementioned Extraordinary<br />

Shareholders’ Meeting held on May 10, <strong>2006</strong>.<br />

Details of the conditions and consequences of these issues<br />

is included in the special <strong>report</strong>s of the Board of Directors of<br />

<strong>Dexia</strong>, copies of which are available on the <strong>Dexia</strong> Internet site<br />

under the heading “Legal Information”.<br />

2. ACQUISITION OF TREASURY SHARES<br />

(ARTICLE 624 OF THE COMPANY CODE)<br />

REASON FOR ACQUISITIONS<br />

Acquisitions of treasury shares by the <strong>com</strong>pany during the<br />

<strong>2006</strong> financial year arise essentially from an asset and financial<br />

management policy, including the optimization of equity<br />

funding.<br />

SUMMARY OF TRANSACTIONS OF TREASURY SHARES<br />

Number of<br />

Treasury shares (<strong>Dexia</strong> SA and direct subsidiaries)<br />

shares in Number Accounting Average % in capital<br />

Period from circulation of shares par (EUR) exchange as of as of<br />

December 31, 2005 (subscribed as of value per Dec. 31, Dec. 31,<br />

to December 31, <strong>2006</strong> capital) Dec. 31, <strong>2006</strong> share (EUR) 2005 <strong>2006</strong><br />

Situation at start<br />

of period 1,107,469,030 20,546,944 4.50 18.198 1.86%<br />

Acquisitions<br />

of the period +2,369,120 4.50 21.106 +0.21%<br />

Cancellations<br />

for the period -22,096,720 -22,096,720 4.50 18.756 -2.00%<br />

Transfers<br />

over the period -340,004 4.50 12.680 -0.03%<br />

Issues over the period +77,812,015<br />

Situation<br />

at end of period 1,163,184,325 479,340 4.50 10.759 0.04% 0.04%<br />

98 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GENERAL INFORMATION<br />

In accordance with the procedure set out by the Company,<br />

the Extraordinary Shareholders’ Meeting of <strong>Dexia</strong> SA held on<br />

May 10, <strong>2006</strong> decided to cancel 22,096,720 treasury shares<br />

held by the Company. The cancellation of these shares takes<br />

place without any reduction of the Company’s share capital,<br />

which involves an increase in the accounting par of the<br />

remaining shares. After this cancellation, the Company made<br />

no more repurchases of treasury shares in <strong>2006</strong>. The balance<br />

of the portfolio of treasury shares indicated in the table on<br />

the previous page corresponds to the number of <strong>Dexia</strong> shares<br />

still held by <strong>Dexia</strong> Crédit Local (direct subsidiary of <strong>Dexia</strong> SA<br />

within the meaning of Article 627 § 1 of the Company Code)<br />

as of December 31, <strong>2006</strong>, within the context of a stock option<br />

plan put in place by that subsidiary. The movements indicated<br />

under the heading “Transfers over the period” in the table on<br />

the previous page result from the exercise of those options.<br />

3. OVERVIEW OF THE DIRECT<br />

HOLDINGS OF DEXIA SA<br />

AS OF DECEMBER 31, <strong>2006</strong><br />

The 13 direct holdings of <strong>Dexia</strong> SA as of December 31, <strong>2006</strong><br />

are as follows:<br />

• 100% in <strong>Dexia</strong> Bank SA (Belgium);<br />

• 100% in <strong>Dexia</strong> Crédit Local SA (France);<br />

• 57.66% in <strong>Dexia</strong> Banque Internationale à Luxembourg SA<br />

(Luxembourg);<br />

• 100% in <strong>Dexia</strong> Management Services Ltd (United Kingdom);<br />

• 99.99% in <strong>Dexia</strong> Employee Benefits SA (Belgium);<br />

• 99.99% in <strong>Dexia</strong> Participations Luxembourg SA (Luxembourg),<br />

which holds 42.26 % of <strong>Dexia</strong> Banque Internationale<br />

à Luxembourg SA;<br />

• 100% in <strong>Dexia</strong> Habitat SA (France);<br />

• 10% in <strong>Dexia</strong> Holding Inc., a parent <strong>com</strong>pany of Financial<br />

Security Assurance Holdings Ltd (United States);<br />

• 8.42% in <strong>Dexia</strong> Financière SA (Belgium);<br />

• 100% in <strong>Dexia</strong> Nederland Holding NV (Pays-Bas);<br />

• 100% in <strong>Dexia</strong> Funding Luxembourg SA (Luxembourg);<br />

• 95% in <strong>Dexia</strong> Participation Belgique SA;<br />

• 99.5% in Associated <strong>Dexia</strong> Technology Services SA<br />

(Luxembourg).<br />

<strong>Dexia</strong> SA has two permanent offices, one in France and one<br />

in Luxembourg.<br />

4. LITIGATIONS<br />

4.1. DEXIA BANK NEDERLAND<br />

Background<br />

The difficulties linked to the share-leasing activities of the<br />

former Bank Labouchere (now <strong>Dexia</strong> Bank Nederland NV;<br />

herein-after to be referred to as “DBnl”) appeared at the time<br />

of the fast and severe fall of the Amsterdam stock market in<br />

late 2001. The value of the securities used as collateral against<br />

the loans granted by DBnl proved insufficient in a large<br />

number of contracts, thus potentially ending with a residual<br />

debt instead of the gain initially hoped for.<br />

Reference is made to the detailed disclosures, as contained<br />

in the <strong>Dexia</strong> Accounts and Reports 2005 (especially pages 86<br />

to 88) and in the Activity Reports published during the year<br />

<strong>2006</strong>.<br />

“Binding force” to the Duisenberg Arrangement<br />

On April 29, 2005, the announcement was made that the<br />

mediation undertaken by Mr Wim Duisenberg had been<br />

successful. DBnl entered into a general settlement with the<br />

Foundations Leaseverlies and Eegalease, the Consumentenbond<br />

(Dutch Consumer’s Association) and the Vereniging<br />

van Effectenbezitters (Dutch association of security holders),<br />

herein after to be referred to as “the Interest Groups”.<br />

After a positive response by an overwhelming majority of the<br />

share-leasing contract holders who joined the foundations<br />

Leaseverlies (82% of those replying) and Eegalease (78% of<br />

those replying), the settlement agreement between DBnl and<br />

the Interest Groups was signed on June 23, 2005. As a result<br />

of this Duisenberg Arrangement, the collective proceedings<br />

that had been filed by the Interest Groups against DBnl have<br />

been set aside.<br />

DBnl has made it clear to all parties concerned that its willingness<br />

to enter into the Duisenberg Arrangement entails no<br />

admission of responsibility.<br />

DBnl’s costs and provisions arising from the Duisenberg<br />

Arrangement have been recalculated each quarter on the<br />

basis of prevailing market data and client conduct.<br />

The Duisenberg Arrangement has been effective since October<br />

2005. Its conditions as well as other information regarding<br />

this Arrangement may be found at www.dexialease.nl.<br />

On December 31, <strong>2006</strong>, more than 62,000 clients holding<br />

more than 105,000 contracts have accepted settlements<br />

based on the Duisenberg Arrangement. This figure does not<br />

include the approximately 200,000 contracts of clients which<br />

had already ended in another settlement, including a waiver,<br />

and of which some also potentially benefit from the Duisenberg<br />

Arrangement.<br />

On November 18, 2005, DBnl and the Interest Groups have<br />

filed their joint petition to the Amsterdam Court of Appeal to<br />

grant binding force to the Duisenberg Arrangement, based<br />

on the newly introduced “Law on Collective Settlement of<br />

Mass-Damage”.<br />

In May <strong>2006</strong>, the Amsterdam Court of Appeal held four days<br />

of public hearing in respect of this joint petition of DBnl and<br />

the Interest Groups to grant binding force to the Duisenberg<br />

Arrangement. Over 60 other interest groups and individual<br />

clients had put up a defence. On June 20, <strong>2006</strong> this court has<br />

rendered an intermediate decision, including an assignment<br />

to the Autoriteit Financiële Markten (AFM) – the Dutch regulator<br />

of the financial markets – to <strong>report</strong> on the issue whether<br />

DBnl has actually bought and held the shares necessary in<br />

respect of the share-leasing contracts. On November 9, <strong>2006</strong>,<br />

AFM has issued the final <strong>report</strong> that was favorable for the<br />

position of DBnl. The Amsterdam Court of Appeal has rendered<br />

the definitive decision on January 25, 2007, granting<br />

binding force to the Duisenberg Arrangement, which means<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

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COMPTES SOCIAUX<br />

that all relevant clients in respect of the Arrangement who will<br />

not “opt-out” within six months, will be bound automatically<br />

to the Arrangement. After mandatory advertisements were<br />

placed in national newspapers on January 31, 2007, the optout<br />

period has started on February 1, 2007, until and including<br />

July 31, 2007.<br />

The court cases that have been suspended during this trial,<br />

will be resumed now, but only in case the plaintiffs will file<br />

an “opt-out”.<br />

Litigations in general<br />

A number of disputes have arisen between Bank Labouchere<br />

and its clients with respect to share-leasing products. <strong>Dexia</strong><br />

has <strong>report</strong>ed on this matter in its earlier annual <strong>report</strong>s and<br />

quarterly activity <strong>report</strong>s.<br />

As a successor to Bank Labouchere, DBnl is still faced with<br />

claims which are mainly based on alleged misleading information/error<br />

with respect to the share-leasing products; failure to<br />

ascertain whether the share-leasing product is suitable for a<br />

client in view of his investment experience and objectives and<br />

his financial situation (“duty of care”); failure to obtain the<br />

consent of the spouse of the client; false and misleading (oral)<br />

statements by intermediaries; cold calling; door-to-door sales;<br />

waivers related to the <strong>Dexia</strong> Offer not being binding; and violations<br />

of the Netherlands Consumer Credit Act.<br />

The disputes are either with individual parties or collective<br />

foundations (Stichting Leaseleed). They are presented to different<br />

types of courts or arbitrators, mainly the sub-district and<br />

district courts, courts of appeal, the Dutch Securities Institute<br />

(DSI) and the Disputes Committee for the Banking Industry.<br />

Over 100 clients have issued a <strong>com</strong>plaint to the so-called Disputes<br />

Committee Duisenberg (Geschillen<strong>com</strong>missie Duisenberg).<br />

However, until now only a insignificant number of<br />

those <strong>com</strong>plaints have resulted in an adjudication.<br />

In past <strong>report</strong>s and press releases, <strong>Dexia</strong> has informed the<br />

public about significant evolutions. This information is applicable<br />

on the <strong>Dexia</strong> website at www.dexia.<strong>com</strong>.<br />

On December 31, <strong>2006</strong>, DBnl has been summoned in civil<br />

courts by clients having 13,976 contracts representing 4% of<br />

the contracts with realized or potential losses, a large majority<br />

of those in collective proceedings. In 39 of those cases some<br />

1,700 clients are represented by Leaseproces BV, a profitdriven<br />

organization recruiting clients with a rather aggressive<br />

“no cure, no pay” offer. Approximately 22,000 clients summonned<br />

DBnl by means of Leaseproces BV without starting<br />

proceedings yet.<br />

Dutch Securities Institute (DSI)<br />

In total, approximately 2,500 clients filed <strong>com</strong>plaints at the<br />

Grievance Committee DSI. According to the latest estimations<br />

of DBnl, the <strong>com</strong>plaints of at least 2,100 clients will not be<br />

admitted because of the statute of limitation. The remaining<br />

number of, at maximum, 400 cases has been postponed. It<br />

is expected that these will not be heard before a number of<br />

months after the decision of the Amsterdam Court of Appeal<br />

of January 25, 2007 to grant binding force to the Duisenberg<br />

Arrangement.<br />

At the end of <strong>2006</strong>, no DBnl cases were under consideration<br />

of the Appeals Committee of DSI.<br />

Depot Lease<br />

The Duisenberg Arrangement is not applicable to a specific<br />

group of originally approximately 5,500 clients who have<br />

entered into share-leasing agreements in connection with<br />

securities deposit (“Depot Lease”). In April 2005, DBnl introduced<br />

for the Depot Lease clients a separate solution for the<br />

Depot Lease clients which has been accepted by more than<br />

50% of the clients. However, nearly 700 clients with Depot<br />

Lease challenge the legality of this <strong>com</strong>bination of products in<br />

court, among which some 390 clients united by the Stichting<br />

Leaseleed in a collective <strong>com</strong>plaint.<br />

Assessment<br />

The purpose of the table on the next page is to give an update<br />

of the status of the portfolio, and to enable the readers to<br />

assess the risks linked to possible credit defaults, and outstanding<br />

and potential future litigations.<br />

100 |<br />

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GENERAL INFORMATION<br />

PORTFOLIO Number Loan Collateral Excess (+)<br />

AS OF DECEMBER 31, <strong>2006</strong> of contracts amount or Lack (-)<br />

(in millions of EUR, unless otherwise stated)<br />

of collateral<br />

TOTAL OUTSTANDING PORTFOLIO 133,976 843.3 882.5 +39.1<br />

- Contracts with sufficient collateral 60,407 295.6 441.5 +145.9<br />

of which:<br />

- Contracts with redemption or guaranteed capital 52,713 239.3 381.4 +142.1<br />

- Contracts without redemption or guaranteed capital 7,694 56.2 60.1 +3.9<br />

of which:<br />

- Accepted an agreement (1)<br />

(and signed a waiver) 4,822 34.1 36.3 +2.2<br />

- Not accepted an agreement 2,872 22.1 23.8 +1.7<br />

- Contracts with insufficient collateral 73,569 547.8 441.0 -106.8<br />

of which:<br />

- Contracts with redemption or guaranteed capital 5,532 39.6 36.4 -3.2<br />

- Contracts without redemption or guaranteed capital 68,037 508.1 404.6 -103.6<br />

of which:<br />

- Accepted an agreement (1)<br />

(and signed a waiver) 41,697 305.8 243.6 -62.2<br />

- Not accepted an agreement 26,340 202.3 160.9 -41.4<br />

(1) Either the <strong>Dexia</strong> Offer, the Duisenberg arrangement or another kind of settlement.<br />

4.2. LERNOUT & HAUSPIE<br />

<strong>Dexia</strong> is concerned in various ways with the bankruptcy of<br />

Lernout & Hauspie Speech Products (LHSP) and the consequences<br />

thereof. Initially, plaintiffs acted in all US proceedings<br />

both against <strong>Dexia</strong> SA and <strong>Dexia</strong> Bank Belgium. Meanwhile,<br />

in all US proceedings a notice of dismissal without prejudice<br />

has been filed as far as <strong>Dexia</strong> SA is concerned. Consequently,<br />

the pending proceedings now only involve <strong>Dexia</strong> Bank Belgium.<br />

In the course of <strong>2006</strong> no new proceedings have been<br />

initiated, either against <strong>Dexia</strong> Bank Belgium (<strong>Dexia</strong> Bank) or<br />

<strong>Dexia</strong> SA.<br />

4.2.1. Claim on Lernout & Hauspie Speech<br />

Products<br />

<strong>Dexia</strong> Bank has a claim chargeable to the bankruptcy of LHSP<br />

for a principal sum of some EUR 30 million for which an<br />

impairment has been recorded for some EUR 25 million.<br />

The liquidation of LHSP’s assets is subject to separate proceedings<br />

in Belgium and in the United States.<br />

<strong>Dexia</strong> Bank was claiming a pledge on the business assets of LHSP.<br />

In a ruling dated April 10, <strong>2006</strong>, the Court of Appeal in Ghent<br />

refused to acknowledge this pledge. <strong>Dexia</strong> Bank renounced<br />

to lodge an appeal with the Supreme Court. This means that<br />

<strong>Dexia</strong> Bank is now, as an unsecured creditor, unlikely to receive<br />

any dividend from the Belgian liquidation of LHSP.<br />

4.2.3. Indictment of <strong>Dexia</strong> Bank in Belgium in the<br />

criminal investigation against the LHSP directors<br />

On June 24, 2003, <strong>Dexia</strong> Bank announced that it had been<br />

indicted in the criminal investigation relating to LHSP. The<br />

indictment of <strong>Dexia</strong> Bank concerns offences allegedly <strong>com</strong>mitted<br />

between July 2, 1999 and September 1, 2000 by<br />

Artesia Banking Corporation.<br />

The investigation is now officially closed and the prosecutor<br />

has sent a “draft writ of summons” to the parties that are<br />

likely to be prosecuted, including <strong>Dexia</strong> Bank. According to<br />

the draft, <strong>Dexia</strong> Bank will be prosecuted for various offences,<br />

among which forgery in the annual financial statements<br />

of LHSP (valsheid in de jaarrekening/faux dans les <strong>com</strong>ptes<br />

annuels) and market manipulation (koersmanipulatie/manipulation<br />

de cours). The draft, which is subject to changes, alleges<br />

in substance that Artesia Banking Corporation has aided and<br />

abetted LHSP in the creation of fictitious revenue, by granting<br />

a USD 20 million loan to Messrs. Lernout, Hauspie and<br />

Willaert, whilst Artesia BC allegedly knew that the management<br />

of LHSP would utilize these funds for improper revenue<br />

recognition.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

4.2.2. Claim on Lernout & Hauspie Investment<br />

Company<br />

As of December 31, <strong>2006</strong>, <strong>Dexia</strong> Bank has a claim on Lernout<br />

& Hauspie Investment Company (LHIC) for an amount<br />

of some EUR 62 million for which an impairment has been<br />

recorded for some EUR 57 million.<br />

As part of the security for its claim, <strong>Dexia</strong> Bank has a pledge<br />

on a portfolio of securities owned by LHIC.<br />

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COMPTES SOCIAUX<br />

<strong>Dexia</strong> Bank considers having serious grounds for contesting<br />

these charges.<br />

Several parties have introduced a claim for damages in the<br />

criminal proceedings. The largest civil party is Deminor, representing<br />

– according to its website – 11,000 shareholders<br />

of LHSP, with an aggregate amount of alleged damages of<br />

approximately USD 200 million in principal. There are about<br />

400 other individuals that have <strong>report</strong>ed themselves as civil<br />

parties. It is likely that not all of the potential applicants have<br />

already introduced their claim; those who have done so, have<br />

in most cases not yet stated and or provided evidence of the<br />

alleged losses.<br />

It should be added that in January 2003, <strong>Dexia</strong> Bank has itself<br />

lodged a <strong>com</strong>plaint with the examining magistrate against<br />

persons unknown, claiming <strong>com</strong>pensation.<br />

As yet it is very difficult to give an opinion on the likely out<strong>com</strong>e<br />

of the proceedings or on the level of the financial risk<br />

which <strong>Dexia</strong> Bank would face, if the charges brought against<br />

it were upheld. <strong>Dexia</strong> Bank underlines its innocence in this<br />

matter and contests the charges brought against it.<br />

4.2.4. Civil proceedings against <strong>Dexia</strong> Bank in<br />

Belgium<br />

4.2.4.1. LHSP receivers’ claim<br />

In July 2005, the receivers of LHSP filed an action against<br />

twenty-one parties, including <strong>Dexia</strong> Bank, for an indemnity<br />

against the net liabilities of LHSP in bankruptcy. According to<br />

the receivers’ provisional assessment of the claim, the claim<br />

would amount to approximately EUR 439 million. This claim<br />

is not likely to have any development until after the end of<br />

the criminal proceedings because of the principle “le criminel<br />

tient le civil en état”.<br />

4.2.4.2. Claim by individuals<br />

Certain civil claims have been filed by groups of investors in<br />

LHSP shares against various parties, including <strong>Dexia</strong> Bank. The<br />

main claim was filed by Deminor on behalf of 4,941 investors.<br />

The claimants seek damages for their losses, which have not<br />

been assessed yet. These claims, to a large extent duplicative<br />

of the claims introduced in the criminal proceedings, are not<br />

likely to have any development until after the end of the criminal<br />

proceedings because of the principle “le criminel tient le<br />

civil en état”.<br />

4.2.5. Civil proceedings against <strong>Dexia</strong> Bank in the<br />

United States<br />

4.2.5.1. LHSP Litigation Trustee’s claim<br />

In 2005 the Litigation Trustee for the LHSP Litigation Trust<br />

filed an action against <strong>Dexia</strong> Bank. The Litigation Trustee seeks<br />

to recover damages from <strong>Dexia</strong> Bank for entering into loan<br />

transactions, which he claims amount to aiding and abetting<br />

breaches of fiduciary duty by the LHSP Management. He also<br />

seeks to disallow or subordinate <strong>Dexia</strong>’s claims in the US bankruptcy<br />

proceedings. This action is, essentially, a duplication of<br />

the above-mentioned LHSP receivers’ claim.<br />

4.2.5.2. Claims by investors<br />

Following the announcement of <strong>Dexia</strong> Bank’s indictment in<br />

Belgium, several civil claims were introduced in the United<br />

States against <strong>Dexia</strong> SA and <strong>Dexia</strong> Bank arguing that <strong>Dexia</strong><br />

Bank is liable for the losses suffered by LHSP shareholders.<br />

<strong>Dexia</strong> Bank disputes the merits of all of these claims.<br />

a. Class actions<br />

Two class actions have been brought on behalf of investors<br />

in LHSP shares against <strong>Dexia</strong> Bank and a host of other parties<br />

named in prior litigation, including the principals of LHSP.<br />

• NASDAQ class action<br />

The first class action was served on <strong>Dexia</strong> Bank in February<br />

and March 2004 in the name of three individuals acting for<br />

themselves as well as on behalf of a class of purchasers of<br />

LHSP shares on the NASDAQ stock market between August<br />

19, 1998 and November 8, 2000.<br />

Although <strong>Dexia</strong> Bank is of the opinion that none of the claims<br />

of the plaintiffs is well-founded, <strong>Dexia</strong> Bank has, in view of<br />

the large costs of defence and the uncertainty about the out<strong>com</strong>e<br />

of the proceedings, decided to conclude a settlement<br />

agreement with the NASDAQ class plaintiffs. To this end, a<br />

memorandum of settlement has been concluded on February<br />

9, 2007, which in its principal terms provides for the payment<br />

by <strong>Dexia</strong> Bank of an amount of USD 60 million in exchange<br />

for an unconditional release of all claims against <strong>Dexia</strong> SA and<br />

<strong>Dexia</strong> Bank and any of their past or present affiliates, officers<br />

and employees, relating to purchases or sales of LHSP <strong>com</strong>mon<br />

shares on the NASDAQ Stock Market during the period<br />

from August 19, 1998 through and including November 8,<br />

2000 (the “class period”) or to purchases of call options to<br />

acquire LHSP <strong>com</strong>mon shares or sales of put options related<br />

to LHSP <strong>com</strong>mon shares on any United States-based options<br />

exchange during the class period by all investors who will<br />

participate in and/or be bound by the settlement agreement,<br />

without any recognition on behalf of <strong>Dexia</strong> SA or <strong>Dexia</strong> Bank<br />

of any wrongdoing or liability. This settlement is still subject<br />

to court approval.<br />

• EASDAQ class action<br />

In October 2005, a second class action was filed against <strong>Dexia</strong><br />

Bank on behalf of a class of purchasers of LHSP shares on the<br />

EASDAQ stock market between April 28, 1998 and November<br />

8, 2000.<br />

On February 12, 2007, the District court of Massachusetts<br />

found that the US courts were not the appropriate forum to<br />

litigate this action and consequently dismissed the claim. The<br />

EASDAQ plaintiffs have thirty days from the date of the decision<br />

to lodge an appeal.<br />

b. Transactional proceedings<br />

Three separate claims for damages have been filed against<br />

<strong>Dexia</strong> Bank by US shareholders that had acquired LHSP shares<br />

through major corporate transactions. One claim was filed by<br />

Stonington, the former owner of Dictaphone, a US <strong>com</strong>pany<br />

acquired by LHSP in May 2000 in exchange for LHSP shares<br />

valued at the time at USD 490 million. The two other claims<br />

were filed by James and Janet Baker, who had received in the<br />

spring of 2000 LHSP shares valued at that time at approxi-<br />

102 |<br />

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GENERAL INFORMATION<br />

mately USD 220 million in exchange for their shares in Dragon<br />

Systems, and by TRA/Filler Trust, which represents the interests<br />

of another former shareholder of Dragon Systems, who has<br />

received LHSP shares valued at the time at approximately USD<br />

170 million. The writs of summons for these claims do not<br />

mention the amounts claimed by the plaintiffs, as all of them<br />

have reserved the right to produce evidence of the extent of<br />

the alleged losses at a later date. TRA/Filler Trust has however<br />

specified that the extent of its losses total at least some<br />

USD 150 million.<br />

In February 2007, the dispute with Stonington was brought to<br />

a final end through the conclusion of a settlement agreement.<br />

On December 31, <strong>2006</strong>, the cases against James and Janet<br />

Baker and TRA/Filler Trust were still in the discovery phase<br />

(request for production of documents and deposition by parties<br />

of witnesses).<br />

4.2.6. L&H Holding<br />

On April 27, 2004, the bankruptcy receiver of L&H Holding<br />

summoned Messrs. Lernout, Hauspie and Willaert, along with<br />

Banque Artesia Nederland (BAN) and <strong>Dexia</strong> Bank, to pay the<br />

principal amount of USD 25 million.<br />

This is connected with a USD 25 million loan granted to<br />

Mr. Bastiaens by BAN in July 2000 for the purposes of the<br />

acquisition by Mr. Bastiaens of LHSP shares owned by L&H<br />

holding. The former Artesia Bank issued a bank guarantee<br />

in favor of BAN for an amount of USD 10 million. The selling<br />

price of USD 25 million was credited to three personal<br />

accounts opened with BAN by Messrs. Lernout, Hauspie and<br />

Willaert. Taking the view that this money was due to L&H<br />

Holding, the L&H Holding bankruptcy receiver is claiming its<br />

repayment.<br />

<strong>Dexia</strong> Bank vigorously contests the grounds for these<br />

applications.<br />

4.2.7. Banque Artesia Nederland<br />

In October <strong>2006</strong>, <strong>Dexia</strong> Bank sold its affiliated <strong>com</strong>pany Banque<br />

Artesia Nederland (BAN). In the context of this operation, it<br />

has been agreed, in essence, that <strong>Dexia</strong> Bank will bear the<br />

financial consequences of the LHSP matter for BAN, capped at<br />

an amount equal to the price paid by the purchaser.<br />

Most of the pending procedures relate to the loan granted<br />

by BAN to Mr. Bastiaens (see paragraph 4.2.6., above). They<br />

include the claim introduced by the receiver of L&H Holding<br />

both in the criminal investigation relating to LHSP (in the form<br />

of a burgerlijke partijstelling/constitution de partie civile) and<br />

before the civil court (see paragraph 4.2.6., above).<br />

In addition, BAN is involved in a number of procedures pertaining<br />

to Parvest shares acquired by Messrs. Lernout, Hauspie<br />

and Willaert with the proceeds of the sale of the LHSP shares<br />

to Mr. Bastiaens. The investigating magistrate in the Belgium<br />

criminal case, L&H Holding and KBC Bank have all made claims<br />

in relation to these shares and proceeded to their provisional<br />

attachment in the hands of BAN. In addition, the Luxembourg<br />

Court of Appeals has issued a decision on July 12, <strong>2006</strong> at<br />

the request of Crédit Agricole Indosuez Luxembourg (CAIL) by<br />

which BNP Paribas Luxembourg has been ordered to deliver<br />

the Parvest shares to CAIL by June 30, 2007 or to pay to CAIL<br />

the countervalue of these Parvest shares on June 30, 2007<br />

if the latter have not been delivered to CAIL prior to July 1,<br />

2007. The Luxembourg Court of Appeals has condemned<br />

BAN to indemnify and hold BNP Paribas Luxembourg harmless<br />

against any damage deriving from its condemnation. As<br />

a consequence, BAN is at risk to have to pay BNP Paribas Luxembourg<br />

the countervalue of the Parvest shares, if the provisional<br />

attachments on these Parvest shares are not lifted prior<br />

to June 30, 2007.<br />

BAN has lodged an appeal against the decision of the court<br />

of appeals of Luxembourg before the supreme court (cour de<br />

cassation).<br />

4.2.8. Provisions and impairments<br />

On December 31, <strong>2006</strong>, the exposure of <strong>Dexia</strong> Bank on the<br />

outstanding claims relating to credit facilities granted in the<br />

Lernout & Hauspie file amounts to some EUR 101 million<br />

(see paragraphs 4.2.1., 4.2.2. and 4.2.7.). On the same date<br />

impairments for the Lernout & Hauspie file have recorded for<br />

a total amount of some EUR 90 million. <strong>Dexia</strong> Bank expects<br />

to be able to recover the difference in view of the securities<br />

provided.<br />

The relevant provisions have been charged to the <strong>2006</strong> financial<br />

statements in order to cover the residual risks linked to<br />

the US cases for which no settlement has been concluded,<br />

as well as for costs and legal fees related to the whole of<br />

the L&H procedures mentioned in paragraphs 4.2.1. to 4.2.6.<br />

above. <strong>Dexia</strong> strongly challenges the validity and the merits of<br />

all these claims.<br />

<strong>Dexia</strong> does not disclose<br />

• the amount of the provisions relating to the LHSP US<br />

legal proceedings for which as yet no settlement has been<br />

concluded; and<br />

• the settlement amount reached with Stonington, mentioned<br />

below in paragraph 4.2.5.2.b. <strong>Dexia</strong> believes that to<br />

do so could seriously prejudice the out<strong>com</strong>e of the still pending<br />

LHSP legal proceedings.<br />

4.3. INHERITANCE DUTIES<br />

The enquiry opened by the judicial authorities on September<br />

28, 1999 into <strong>Dexia</strong> Bank and a possible fraud involving<br />

inheritance duties seems to have ended. Four former executives<br />

were accused at the end of March 2004. However that<br />

accusation did not imply the guilt of the persons concerned,<br />

in whom <strong>Dexia</strong> maintains its confidence. <strong>Dexia</strong> Bank confirms<br />

that the necessary internal audit and IT procedures have enabled<br />

it to abide by the directives issued in this regard by the<br />

Banking, Finance and Insurance Commission. There was no<br />

fundamental development in this file during <strong>2006</strong>.<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

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COMPTES SOCIAUX<br />

4.4. FINANCIAL SECURITY ASSURANCE –<br />

SUBPOENA<br />

In November <strong>2006</strong>,<br />

• Financial Security Assurance Holdings Ltd. (FSA) received a<br />

subpoena from the Antitrust Division of the US Department<br />

of Justice (DOJ) in connection with an ongoing criminal investigation<br />

of bid rigging of awards of municipal guaranteed<br />

investment contracts (GICs); and<br />

• Financial Security Assurance Inc. received a subpoena from<br />

the US Securities and Exchange Commission (SEC) in connection<br />

with an ongoing civil investigation of brokers of municipal<br />

GICs.<br />

FSA issues municipal GICs through its financial products segment,<br />

but does not serve as a GIC broker. FSA understands<br />

that approximately two dozen firms have received subpoenas<br />

in connection with these investigations. The subpoenas<br />

request that FSA furnish to the DOJ and SEC records and other<br />

information with respect to FSA’s municipal GIC business. FSA<br />

intends to cooperate fully with both investigations.<br />

5. AGENDAS OF THE SHAREHOLDERS’<br />

MEETINGS<br />

The agendas for the Ordinary Shareholders’ Meeting and the<br />

Extraordinary Shareholders’ Meeting to be held on Wednesday<br />

May 9, 2007 in Brussels are available on the <strong>Dexia</strong> SA<br />

Internet site: www.dexia.<strong>com</strong>.<br />

6. SHARE CAPITAL<br />

6.1. EVOLUTION OF CAPITAL OVER THE <strong>2006</strong><br />

FINANCIAL YEAR<br />

The evolution of capital is presented below in chronological<br />

order.<br />

6.1.1. May 10, <strong>2006</strong>: modification to the<br />

representation of capital as a consequence of the<br />

cancellation and destruction of treasury shares<br />

The Extraordinary Shareholders’ Meeting of the <strong>com</strong>pany<br />

was held on May 10, <strong>2006</strong> to decide on the cancellation and<br />

destruction of 22,096,720 treasury shares without any reduction<br />

of capital, thus modifying the representation of capital of<br />

EUR 4,887,585,073.42 by reducing the total number of shares<br />

from 1,107,469,030 to 1,085,372,310 after cancellation.<br />

a) 13,000 subscription rights of the category of “F1996” warrants<br />

at a price of EUR 5.95 and 825 subscription rights of the<br />

category of “F1997” warrants at a price of EUR 8.10. These<br />

options were issued by the Board of Directors of <strong>Dexia</strong> SA<br />

on July 6, 2000, from authorized capital, in favor of certain<br />

Group members of staff (issue of 76,350 “F1996” warrants<br />

exercisable at a price of EUR 59.45 and 99,425 “F1997” warrants<br />

exercisable at a price of EUR 81 and 100,190 “F1998”<br />

warrants exercisable at a price of EUR 112.67); (1)<br />

b) 26,060 subscription rights of the category “A1999” warrants<br />

were exercised at a price of EUR 13.81 and 26,430<br />

subscription rights of the category “A2000” warrants were<br />

exercised at a price of EUR 15.17.<br />

These options had been issued by the Board of Directors of<br />

<strong>Dexia</strong> SA on March 14, 2002, within the context of a public<br />

offer of exchange, with a view to allowing the holders of<br />

options on shares issued in 1999 and 2000 by Artesia Banking<br />

Corporation SA (which had merged in the meantime with<br />

<strong>Dexia</strong> Bank Belgium), to exchange the options allocated to<br />

them in 1999 and/or 2000 by Artesia Banking Corporation<br />

SA for subscription rights issued by <strong>Dexia</strong> SA and divided into<br />

categories (“A1999” warrants in exchange for options issued<br />

by Artesia Banking Corporation during the financial year 1999<br />

and “A2000” warrants in exchange for options issued by<br />

Artesia Banking Corporation during the financial year 2000).<br />

c) 45,000 subscription rights of the category “ESOP 2000”<br />

warrants were exercised at a price of EUR 14.58. These<br />

options had been issued by the Board of Directors of <strong>Dexia</strong> SA<br />

on May 30, 2000 within the context of the <strong>Dexia</strong> stock option<br />

plan for the year 2000 in favor of certain members of staff<br />

(executives and management) of the Group.<br />

d) 57,000 subscription rights of the category “ESOP 2001”<br />

warrants were exercised by their beneficiaries at a price of<br />

EUR 17.86. These options were issued by the Board of Directors<br />

of <strong>Dexia</strong> SA on May 22, 2001 particularly in favor of<br />

certain member of staff and executives of the Company, its<br />

subsidiaries, sub-subsidiaries and branches.<br />

e) 58,966 subscription rights of the category “ESOP 2002”<br />

warrants were exercised by their beneficiaries at a price of<br />

EUR 11.88. These options were issued by the Board of Directors<br />

of <strong>Dexia</strong> SA on May 23, 2002 particularly in favor of<br />

certain members of staff and executives of the Company, its<br />

subsidiaries, sub-subsidiaries and branches.<br />

As a consequence of that exercise, the amount of capital<br />

of the <strong>com</strong>pany went from EUR 4,887,585,073.42 to<br />

EUR 4,888,607,837.92 represented by 1,085,599,591 shares.<br />

(1) Number and strike before division by 10.<br />

6.1.2. June 30, <strong>2006</strong>: capital increase – exercise of<br />

subscription rights (“F1996”, “F1997”, “A1999”,<br />

“A2000”, “ESOP 2000”, “ESOP 2001” and “ESOP<br />

2002”)<br />

A first capital increase by the issue of 227,281 new shares<br />

with VVPR strips was observed by notarized deed dated June<br />

30, <strong>2006</strong> and results from the exercise of the following categories<br />

of subscription rights.<br />

104 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GENERAL INFORMATION<br />

6.1.3. September 11, <strong>2006</strong>: capital increase –<br />

accelerated book building<br />

A capital increase carried out as part of an accelerated book<br />

building transaction and giving rise to the issue of 66,176,166<br />

new shares subscribed at a price of EUR 19.30 was observed<br />

by notarized deed dated September 11, <strong>2006</strong>.<br />

As a consequence of that exercise, the amount of capital<br />

of the Company went from EUR 4,888,607,837.92 to<br />

EUR 5,168,400,584.92 represented by 1,147,775,757 shares.<br />

6.1.4. September 29, <strong>2006</strong>: capital increase –<br />

exercise of subscription rights (“F1996”, “F1997”,<br />

“A1999”, “A2000”, “ESOP 2000”, “ESOP 2001”<br />

and “ESOP 2002” warrants)<br />

A capital increase by the issue of 638,709 new shares with<br />

VVPR strips was observed by notarized deed dated September<br />

29, <strong>2006</strong> and results from the exercise of the following categories<br />

of subscription rights:<br />

a) 26,000 subscription rights of the category “F1996” warrants<br />

were exercised within the context of the stock option<br />

plan described in point 6.1.2.a above by their beneficiaries<br />

at a price of EUR 5.95 and 5,000 subscription rights of<br />

the category “F1997” warrants were exercised at a price of<br />

EUR 8.10;<br />

b) 88,840 subscription rights of the category “A1999” warrants<br />

were exercised within the context of the stock option<br />

plan described in point 6.1.2.b above by their beneficiaries<br />

at a price of EUR 13.81 and 34,250 subscription rights of<br />

the category “A2000” warrants were exercised at a price of<br />

EUR 15.17;<br />

c) 36,700 subscription rights of the category “ESOP 2000”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.c above by their beneficiaries at<br />

a price of EUR 14.58;<br />

d) 83,500 subscription rights of the category “ESOP 2001”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.d above by their beneficiaries at<br />

a price of EUR 17.86;<br />

e) 364,419 subscription rights of the category “ESOP 2002”<br />

warrants were exercised within the context of the stock<br />

option plan described in point 6.1.2.e above by their beneficiaries<br />

including 118,219 at a price of EUR 11.88 (all beneficiaries<br />

except French beneficiaries) and 246,200 at a price of<br />

EUR 13.66 (French beneficiaries).<br />

As a consequence of that exercise, the amount of capital<br />

of the Company went from EUR 5,168,400,584.92 to<br />

EUR 5,171,274,775.42 represented by 1,148,414,466 shares.<br />

6.1.5. October 26, <strong>2006</strong>: capital increase – exercise<br />

of subscription rights (“share plan net 2001 +<br />

Germany”)<br />

456,738 subscription rights of the category “share plan net<br />

2001 + Germany” warrants were exercised by their beneficiaries<br />

at a price of EUR 17.23. These options were issued in<br />

accordance with the resolution dated June 6, 2001 passed<br />

by the Extraordinary Shareholders’ Meeting of <strong>Dexia</strong> SA<br />

particularly in favor of members of staff of the branch network<br />

of <strong>Dexia</strong> Bank Belgium and members of staff of certain<br />

international subsidiaries and sub-subsidiaries of <strong>Dexia</strong> SA<br />

(Germany).<br />

As a consequence of that exercise, the amount of capital<br />

of the Company went from EUR 5,171,274,775.42 to<br />

EUR 5,173,330,096.42 represented by 1,148,871,204 shares.<br />

6.1.6. December 20, <strong>2006</strong>: capital increase<br />

reserved for <strong>Dexia</strong> Group members of staff (stock<br />

option plan <strong>2006</strong>) – exercise of subscription rights<br />

(“F1997”, “F1998”, “A1999”, “A2000”, “ESOP<br />

2000”, “ESOP 2001”, “ESOP 2002” and “ESOP<br />

2003” warrants)<br />

The first part of the capital increase on December 20, <strong>2006</strong><br />

falls within the context of the <strong>2006</strong> shareholding plan aimed<br />

at all members of staff and all employees of the <strong>Dexia</strong> Group,<br />

in accordance with terms similar to those for 2000, 2001,<br />

2002, 2003, 2004 and 2005 <strong>Dexia</strong> shareholding plans. In all,<br />

8,265,504 new <strong>Dexia</strong> shares with VVPR strips were subscribed<br />

and issued on December 20, <strong>2006</strong> within the context of the<br />

<strong>2006</strong> shareholding plan.<br />

It is also to be noted that a total of 197,748 subscription rights<br />

(of a maximum 1,200,000 issued under suspensive condition<br />

by the Extraordinary Shareholders’ Meeting of the <strong>com</strong>pany<br />

on May 10, <strong>2006</strong>) were also issued on December 20, <strong>2006</strong> in<br />

favor of employees who had subscribed to the offer providing<br />

for the free grant of 6 subscription rights for 10 sub scribed<br />

shares without discount (term of offer only made to employees<br />

of the self-employed network of branches of the <strong>Dexia</strong><br />

Group in Belgium).<br />

The second part of the capital increase observed by notarized<br />

deed dated December 20, <strong>2006</strong> related to the issue of<br />

3,914,221 new shares ac<strong>com</strong>panied by VVPR strips resulting<br />

from the exercise of the following categories of subscription<br />

rights:<br />

a) 43,470 subscription rights of the category “F1997” warrants<br />

were exercised within the context of the stock option<br />

plan described in point 6.1.2.b above by their beneficiaries<br />

at a price of EUR 8.10 and 61,200 subscription rights of<br />

the category “F1998” warrants were exercised at a price of<br />

EUR 11.27;<br />

b) 86,275 subscriptions rights of the category “A1999” warrants<br />

were exercised within the context of the stock option<br />

plan described in point 6.1.2.b above by their beneficiaries<br />

at a price of EUR 13.81 and 134,504 subscription rights of<br />

the category “A2000” warrants were exercised at a price of<br />

EUR 15.17;<br />

c) 356,553 subscription rights of the category “ESOP 2000”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.c above by their beneficiaries at<br />

a price of EUR 14.58;<br />

d) 956,500 subscription rights of the category “ESOP 2001”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.d above by their beneficiaries at<br />

a price of EUR 17.86;<br />

e) 1,598,719 subscription rights of the category “ESOP 2002”<br />

warrants were exercised within the context of the stock<br />

option plan described in point 6.1.2.e above by their benefici-<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 105


GENERAL INFORMATION<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

aries including 1,053,095 at a price of EUR 11.88 (all beneficiaries<br />

except French beneficiaries) and 545,624 at a price of<br />

EUR 13.66 (French beneficiaries);<br />

f) 677,000 subscription rights of category “ESOP 2003”<br />

warrants were exercised by their beneficiaries at a price of<br />

EUR 11.37. These options were issued by the Board of Directors<br />

of <strong>Dexia</strong> SA on May 21, 2003 particularly in favor of<br />

certain members of staff and executives of the Company, its<br />

subsidiaries, sub-subsidiaries and branches.<br />

As a consequence of the subscription to the increase of<br />

capital within the context of the <strong>2006</strong> stock option plan, a<br />

total of 8,265,504 new shares with VVPR strips were issued,<br />

and as a consequence of the exercise of subscription rights<br />

3,914,221 new shares with VVPR strips were issued, on<br />

December 20, <strong>2006</strong>, taking the capital of the <strong>com</strong>pany from<br />

EUR 5,173,330,096.42 to EUR 5,228,138,858.92 (the balance<br />

being allocated to an issue premium account) represented by<br />

1,161,050,929 shares.<br />

6.1.7. December 28, <strong>2006</strong>: capital increase –<br />

exercise of subscription rights (“F1998”, “A1999”,<br />

“A2000”, “ESOP 2000”, “ESOP 2001”, “ESOP 2002”<br />

warrants)<br />

The last capital increase of the year <strong>2006</strong> observed by notarized<br />

deed dated December 28, <strong>2006</strong>, results from the exercise,<br />

by their beneficiaries, of 2,133,396 subscription rights<br />

mentioned hereafter, through the creation of 2,133,396 new<br />

shares with VVPR strips:<br />

a) 3,490 subscription rights of the category “F1998” warrants<br />

were exercised within the context of the stock option plan<br />

described in point 6.1.2.a above by their beneficiaries at a<br />

price of EUR 11.27;<br />

b) 12,377 subscription rights were exercised by their beneficiaries<br />

within the context of the stock option plan<br />

described in point 6.1.2.b above, of which 4,760 at a price of<br />

EUR 13.81 (“A1999” warrants) and 7,577 at a price of<br />

EUR 15.71 (“A2000” warrants);<br />

c) 49,400 subscription rights of the category “ESOP 2000”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.c above by their beneficiaries at<br />

a price of EUR 14.58;<br />

d) 73,969 subscription rights of the category “ESOP 2001”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.d above by their beneficiaries at<br />

a price of EUR 17.86 (“ESOP 2001” warrants);<br />

e) 1,994,200 subscription rights of the category “ESOP 2002”<br />

warrants were exercised within the context of the stock<br />

option plan described in point 6.1.2.e above by their beneficiaries<br />

including 1,976,750 at a price of EUR 11.88 (all beneficiaries<br />

except French beneficiaries) and 17,450 at a price of<br />

EUR 13.66 (French beneficiaries).<br />

As a consequence of this capital increase, the <strong>com</strong>pany’s<br />

share capital was increased to 5,237,739,140.92 (the balance<br />

being allocated to an issue premium account), represented by<br />

1,163,184,325 shares.<br />

It is finally to be noted that, by a resolution of the Board of<br />

Directors of the <strong>com</strong>pany passed on May 23, <strong>2006</strong>, it was<br />

decided to issue under the suspensive condition of their effective<br />

attribution a maximum of 10,500,000 subscription rights<br />

(“ESOP <strong>2006</strong>” warrants) within the context of the <strong>2006</strong> <strong>Dexia</strong><br />

stock option plan reserved for members of staff (including<br />

members of the management bodies of the Group) of the<br />

<strong>com</strong>pany and its subsidiaries in Belgium and other countries.<br />

The subscription price of these options was fixed at EUR 18.62<br />

per subscription right and EUR 20.71 per subscription right for<br />

options attributed to members of staff and executives who<br />

carry on their professional activity in the Group’s subsidiaries<br />

in Turkey.<br />

106 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GENERAL INFORMATION<br />

6.2. SUMMARY TABLE OF DEXIA SUBSCRIPTION RIGHTS (“WARRANTS”) (AS OF DECEMBER 31, <strong>2006</strong>)<br />

Exercise Exercise Number of Number of Number of Number of<br />

price period subscription subscription canceled residual<br />

(in EUR) rights rights subscription subscription<br />

allocated exercised rights rights<br />

from to because void<br />

Subscription rights allocated<br />

in 2000<br />

“F1996” warrants 5.95 Sept. 3, 2001 Sept. 3, <strong>2006</strong> 763,500 748,500 15,000 0<br />

“F1997” warrants 8.10 May 27, 2002 May 27, 2007 994,250 848,071 146,179<br />

“F1998” warrants 11.27 May 29, 2003 May 29, 2008 1,001,900 708,090 293,810<br />

“ESOP 2000” warrants 14.58 Nov. 30, 2000 (1) Dec. 31, 2010 (1) 5,915,000 2,567,953 3,347,047<br />

“Share Plan Net 2000” warrants 15.88 June 30, 2005 June 30, 2005 1,377,180 1,345,810 31,370 0<br />

Subscription rights allocated<br />

in 2001<br />

“ESOP 2001” warrants 17.86 June 30, 2004 (1) Dec. 31, 2011 (1) 8,100,000 1,606,969 6,493,031<br />

“Share Plan Net 2001 + Germany”<br />

warrants 17.23 Oct. 26, <strong>2006</strong> Oct. 26, <strong>2006</strong> 469,524 456,738 12,786 0<br />

Subscription rights allocated<br />

in 2002<br />

“ESOP 2002” warrants<br />

(2)<br />

13.66/11.88 Sept. 30, 2005 (1) July 23, 2012 (1) 10,000,000 4,267,075 5,732,925<br />

13.66 1,640,726<br />

11.88 4,092,199<br />

“Share plan Net 2002” warrants 10.97 Oct. 31, 2007 Oct. 31, 2007 495,096 0 495,096<br />

“A1999 warrants 13.81 May 1, 2003 (1) July 31, 2007 (1) 1,994,406 1,109,020 885,386<br />

“A2000 warrants 15.17 May 1, 2004 (1) July 31, 2008 (1) 1,597,184 477,431 1,119,753<br />

Subscription rights allocated<br />

in 2003<br />

“ESOP 2003” warrants 11.37 Sept. 30, <strong>2006</strong> (1) July 24, 2013 (1) 10,000,000 677,000 9,323,000<br />

“Share Plan Net 2003” warrants 13.37 Oct. 31, 2008 Oct. 31, 2008 299,676 0 299,676<br />

Subscription rights allocated<br />

in 2004<br />

“ESOP 2004” warrants 13.56 Sept. 30, 2007 (1) July 24, 2014 (1) 10,000,000 0 10,000,000<br />

“Share Plan Net 2004” warrants 15.77 Oct. 30, 2009 Oct. 30, 2009 184,074 0 184,074<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

Subscription rights allocated<br />

in 2005<br />

“ESOP 2005” warrants 18.03 June 30, 2008 (1) June 29, 2015 (1) 9,994,950 0 9,994,950<br />

“Share Plan Net 2005” warrants 18.20 Oct. 29, 2010 Oct. 29, 2010 189,972 0 189,972<br />

Subscription rights allocated<br />

in <strong>2006</strong><br />

“ESOP <strong>2006</strong>” warrants 18.62 June 30, 2009 (1) June 29, 2016 (1) 9,760,225 0 9,760,225<br />

“ESOP <strong>2006</strong>” warrants DenizBank 20.71 Dec. 15, 2009 Dec. 14, 2016 235,000 0 235,000<br />

“Share Plan Net <strong>2006</strong>” warrants 21.25 Oct. 29, 2011 Oct. 29, 2011 197,748 0 197,748<br />

(1) Excluding specific conditions.<br />

(2) EUR 13.66: France/EUR 11.88: other countries.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 107


GENERAL INFORMATION<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

6.3. SHARE CAPITAL AS OF DECEMBER 31, <strong>2006</strong><br />

As of December 31, <strong>2006</strong>, the share capital amounted to<br />

EUR 5,237,739,140.92 represented by 1,163,184,325 shares<br />

with no nominal value, of which 359,271,947 registered<br />

shares and 803,912,378 bearer shares. The shares are listed<br />

on Euronext Brussels, Euronext Paris and the Luxembourg<br />

Stock Exchange.<br />

6.4. NOTIFICATIONS UNDER THE LEGISLATION<br />

ON TRANSPARENCY<br />

Under the terms of the law of March 2, 1989 on the publication<br />

of large holdings in <strong>com</strong>panies listed on the Stock<br />

Exchange and on the basis of article 5 of the Articles of Association<br />

of <strong>Dexia</strong> SA, shareholders are obliged to notify their<br />

holding to the Banking, Finance and Insurance Commission<br />

and to <strong>Dexia</strong>, if their equity interest reaches a threshold of<br />

3%, then 5% or a multiple of 5%.<br />

For the calculation of holding percentages, the numerator<br />

consists of the number of effective voting rights and the<br />

number of future voting rights, potential or not (resulting<br />

from conversion rights and undertakings in, or subscription<br />

rights to securities to be issued), held by the person making<br />

the declaration. The denominator consists of the number of<br />

effective voting rights and the number of future voting rights,<br />

potential or not (resulting from conversion rights and undertakings<br />

in, or subscription rights to securities to be issued) of<br />

<strong>Dexia</strong> SA.<br />

This notification is also obligatory in the following cases:<br />

• in the event of takeover or sale of a <strong>com</strong>pany which must<br />

itself submit a declaration;<br />

• in the event of a decrease in voting rights to below one of<br />

the aforementioned thresholds.<br />

Moreover, in application of the “Protocol on the prudential<br />

supervision of the <strong>Dexia</strong> Group” (see chapter Corporate Governance<br />

on page 51), <strong>Dexia</strong> SA has asked its large shareholders<br />

to inform the <strong>com</strong>pany and the Banking, Finance and<br />

Insurance Commission as soon as possible prior to any of the<br />

aforementioned transactions.<br />

A declaration was introduced on the basis of aforementioned<br />

provisions. The equity interest of Caisse des dépôts et consignations<br />

exceeded on June 7, <strong>2006</strong> the threshold of 10%<br />

(10.027%).<br />

COMPTES SOCIAUX<br />

108 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CONSOLIDATED BALANCE SHEET 112<br />

CONSOLIDATED STATEMENT OF INCOME 114<br />

CONSOLIDATED STATEMENT OF CHANGE IN EQUITY 115<br />

CONSOLIDATED CASH FLOW STATEMENT 118<br />

NOTES TO THE FINANCIAL STATEMENTS 119<br />

NOTE 1. ACCOUNTING PRINCIPLES AND RULES OF CONSOLIDATED FINANCIAL STATEMENTS 119<br />

NOTE 2. SIGNIFICANT CHANGES IN SCOPE OF CONSOLIDATION AND<br />

LIST OF MAIN SUBSIDIARIES AND AFFILIATED ENTERPRISES OF THE GROUP DEXIA 137<br />

NOTE 3. BUSINESS AND GEOGRAPHIC REPORTING 139<br />

NOTE 4. SIGNIFICANT ITEMS INCLUDED IN THE NET INCOME 140<br />

NOTE 5. POST-BALANCE-SHEET EVENTS 140<br />

NOTE 6. LITIGATIONS 140<br />

NOTE 7. NOTES ON THE ASSETS OF THE CONSOLIDATED BALANCE SHEET 146<br />

NOTE 8. NOTES ON THE LIABILITIES OF THE CONSOLIDATED BALANCE SHEET 162<br />

NOTE 9. OTHER NOTES ON THE CONSOLIDATED BALANCE SHEET 172<br />

NOTE 10. NOTES ON THE CONSOLIDATED OFF-BALANCE-SHEET ITEMS 192<br />

NOTE 11. NOTES ON THE CONSOLIDATED STATEMENT OF INCOME 193<br />

NOTE 12. NOTES ON RISK EXPOSURE 202<br />

BOARD OF STATUTORY AUDITORS’ REPORT TO THE GENERAL SHAREHOLDERS’<br />

MEETING ON THE CONSOLIDATED ACCOUNT OF THE COMPANY DEXIA SA<br />

AS OF AND FOR THE YEAR ENDED DECEMBER 31, <strong>2006</strong> 213<br />

110 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CONSOLIDATED<br />

FINANCIAL<br />

CONSOLIDATED FINANCIAL STATEMENTS<br />

AS OF DECEMBER 31, <strong>2006</strong><br />

STATEMENTS<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 111


CONSOLIDATED BALANCE SHEET<br />

ASSETS<br />

(in millions of EUR) Notes Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

I. Cash and balances with central banks 7.2. 3,444 3,365<br />

II. Due from banks 7.3. 75,053 78,215<br />

III. Loans and advances to customers 7.4. 192,402 226,502<br />

IV. Loans and securities held for trading 7.5. 15,655 15,385<br />

V. Loans and securities designated at fair value 7.6. 13,865 17,184<br />

VI. Loans and securities available for sale 7.7. 166,204 188,378<br />

VII. Securities held to maturity 7.8. 3,217 2,260<br />

VIII. Positive value of derivatives 9.1. 28,632 24,032<br />

IX. Fair value revaluation of portfolio hedge 1,659 759<br />

X. Investments in associates 7.9. 778 826<br />

XI. Tangible fixed assets 7.10. 2,185 2,188<br />

XII. Intangible assets and goodwill 7.11. 735 2,393<br />

XIII. Tax assets 7.12. - 9.2. 602 749<br />

XIV. Other assets 7.13. - 9.3. 4,294 (1) 3,552<br />

XV. Non current assets held for sale 7.14. 36 955<br />

TOTAL ASSETS 508,761 566,743<br />

(1) Cash collaterals have been reclassified in 2005, see note Accounting principles.<br />

The notes on pages 119 to 212 are an integral part of these consolidated financial statements.<br />

COMPTES SOCIAUX<br />

112 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


LIABILITIES<br />

(in millions of EUR) Notes Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

I. Due to banks 8.1. 134,793 174,754<br />

II. Customer borrowings and deposits 8.2. 97,738 109,484<br />

III. Liabilities held for trading 8.3. 3,813 578<br />

IV. Liabilities designated at fair value 8.4. 18,022 21,311<br />

V. Negative value of derivatives 9.1. 37,652 30,489<br />

VI. Fair value revaluation of portfolio hedge 966 239<br />

VII. Debt securities 8.5. 175,685 184,726<br />

VIII. Subordinated and convertible debt 8.6. 4,985 4,365<br />

IX. Technical provisions of insurance <strong>com</strong>panies 9,846 12,288<br />

X. Provisions and other obligations 8.7. 1,320 1,468<br />

XI. Tax liabilities 8.8. - 9.2. 1,377 1,276<br />

XII. Other liabilities 8.9. - 9.3. 6,864 (1) 6,545<br />

XIII. Liabilities included in disposal groups held for sale 8.10. 0 785<br />

TOTAL LIABILITIES 493,061 548,308<br />

(1) Cash collaterals have been reclassified in 2005, see note Accounting principles.<br />

EQUITY<br />

(in millions of EUR) Notes Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

XIV. Subscribed capital 9.7. 4,888 5,238<br />

XV. Additional paid-in capital 9,137 10,229<br />

XVI. Treasury shares (356) (1)<br />

XVII. Reserves and retained earnings (4,219) (3,783)<br />

XVIII. Net in<strong>com</strong>e for the period 2,038 2,750<br />

CORE SHAREHOLDERS’ EQUITY 11,488 14,433<br />

XIX. Gains and losses not recognised in the statement of in<strong>com</strong>e 2,596 1,866<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

TOTAL SHAREHOLDERS’ EQUITY 14,084 16,299<br />

XX. Minority interests 1,183 1,710<br />

XXI. Discretionary participation features of insurance contracts 433 426<br />

TOTAL EQUITY 15,700 18,435<br />

TOTAL LIABILITIES AND EQUITY 508,761 566,743<br />

The notes on pages 119 to 212 are an integral part of these consolidated financial statements.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 113


CONSOLIDATED STATEMENT OF INCOME<br />

(in millions of EUR) Notes Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

I. Interest in<strong>com</strong>e 11.1. 56,049 73,057<br />

II. Interest expense 11.1. (52,399) (69,128)<br />

III. Dividend in<strong>com</strong>e 11.2. 129 152<br />

IV. Net in<strong>com</strong>e from associates 11.3. 89 102<br />

V. Net trading in<strong>com</strong>e<br />

and net result of hedge accounting 11.4. 154 319<br />

VI. Net in<strong>com</strong>e on investments 11.5. 502 1,164<br />

VII. Commission in<strong>com</strong>e 11.6. 1,397 1,560<br />

VIII. Commission expense 11.6. (225) (253)<br />

IX. Technical margin of insurance activities 11.7. - 9.3. 208 100<br />

X. Other net in<strong>com</strong>e 11.8. 72 (61)<br />

INCOME 5,976 7,012<br />

XI. Staff expense 11.9. (1,586) (1,722)<br />

XII. General and administrative expense 11.10. (975) (1,105)<br />

XIII. Network costs (366) (352)<br />

XIV. Depreciation & amortization 11.11. (247) (252)<br />

XV. Deferred acquisition costs (55) (50)<br />

COSTS (3,229) (3,481)<br />

GROSS OPERATING INCOME 2,747 3,531<br />

XVI. Impairment on loans and provisions<br />

for credit <strong>com</strong>mitments 11.12. (52) (124)<br />

XVII. Impairment on<br />

tangible and intangible assets 11.13. 0 0<br />

XVIII. Impairment on goodwill 11.14. 0 0<br />

(1-2)<br />

NET INCOME BEFORE TAX 2,695 3,407<br />

XIX. Tax expense 11.15. (602) (569)<br />

NET INCOME 2,093 2,838<br />

Attributable to minority interest 55 88<br />

Attributable to equity holders of the parent 2,038 2,750<br />

in EUR<br />

Earnings per share 11.16.<br />

- basic 1.87 2.49<br />

- diluted 1.85 2.45<br />

(1) of which EUR 280 million result on the sale of Banque Artesia Nederland.<br />

(2) of which EUR 236 million result on <strong>Dexia</strong>’s net asset contribution to the joint venture RBC <strong>Dexia</strong> Investor Services.<br />

The notes on pages 119 to 212 are an integral part of these consolidated financial statements.<br />

114 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CONSOLIDATED STATEMENT OF<br />

CHANGE IN EQUITY<br />

CORE SHAREHOLDERS’ EQUITY Subscribed Additional Treasury Reserves Net Core<br />

capital paid-in shares and retained in<strong>com</strong>e for shareholders’<br />

(in millions of EUR) capital earnings the period equity<br />

AS OF DEC. 31, 2004 IFRS 4,825 8,993 0 (3,421) 1,822 12,219<br />

Impacts of first-time application of IAS 32&39 and IFRS 4 0 0 (584) 681 (1,822) (1,725)<br />

AS OF JAN. 1, 2005 4,825 8,993 (584) (2,740) 0 10,494<br />

Movements of the period<br />

- Issuance of subscribed capital 63 144 0 (2) 0 205<br />

- Acquisition of treasury shares 0 0 (600) 0 0 (600)<br />

- Sale and cancellation of treasury shares 0 0 828 (814) 0 14<br />

- Dividends 0 0 0 (677) 0 (677)<br />

- Share based payments: value of employee services 0 0 0 26 0 26<br />

- Variation of scope of consolidation 0 0 0 (10) 0 (10)<br />

- Net in<strong>com</strong>e for the period 0 0 0 0 2,038 2,038<br />

- Other 0 0 0 (2) 0 (2)<br />

AS OF DEC. 31, 2005 4,888 9,137 (356) (4,219) 2,038 11,488<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

GAINS AND LOSSES Gains and losses not recognized in the statement of in<strong>com</strong>e Cumulative Total gains<br />

NOT RECOGNIZED IN Subsidiary securities derivatives associates Translation and losses –<br />

THE STATEMENT held (AFS) (CFH) (AFS, CFH Adjustments Group share<br />

OF INCOME for sale and CTA) (CTA)<br />

(in millions of EUR)<br />

AS OF DEC. 31, 2004 IFRS 0 0 0 0 (103) (103)<br />

Impacts of first-time<br />

application of<br />

IAS 32&39 and IFRS 4 0 1,770 (88) 4 11 1,697<br />

COMPTES SOCIAUX<br />

AS OF JAN. 1, 2005 0 1,770 (88) 4 (92) 1,594<br />

Movements of the period<br />

- Net change in fair value<br />

through equity –<br />

Available for sale investments 0 991 0 3 0 994<br />

- Net change<br />

in fair value through equity –<br />

Cash flow hedges 0 0 (8) 0 0 (8)<br />

- Translation adjustments 0 29 0 0 169 198<br />

- Variation of scope of consolidation 0 (36) 0 0 0 (36)<br />

- Cancellation of FV<br />

following AFS disposals 0 (146) 0 0 0 (146)<br />

AS OF DEC. 31, 2005 0 2,608 (96) 7 77 2,596<br />

The notes on pages 119 to 212 are an integral part of these consolidated financial statements.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 115


MINORITY INTERESTS Core Gains and losses Minority DISCRETIONARY<br />

equity not recognized in the interests PARTICIPATION<br />

statement of in<strong>com</strong>e<br />

FEATURES OF<br />

INSURANCE<br />

(in millions of EUR)<br />

CONTRACTS<br />

AS OF DEC. 31, 2004 IFRS 491 (7) 484 0<br />

Impacts of first-time application of<br />

IAS 32&39 and IFRS 4 (57) 12 (45) 224<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

AS OF JAN. 1, 2005 434 5 439 224<br />

Movements of the period<br />

- Increase of capital 717 0 717 0<br />

- Dividends (25) 0 (25) 0<br />

- Net in<strong>com</strong>e for the period 55 0 55 0<br />

- Net change in fair value through equity –<br />

Available for sale investments 0 36 36 209<br />

- Translation adjustments 0 6 6 0<br />

- Variation of scope of consolidation (45) 0 (45) 0<br />

AS OF DEC. 31, 2005 1,136 47 1,183 433<br />

Core shareholders’ equity 11,488<br />

Gains and losses not recognized in the statement of in<strong>com</strong>e attributable to equity holders of the parent 2,596<br />

Minority interests 1,183<br />

Discretionary participation features of insurance contracts 433<br />

TOTAL EQUITY AS OF DEC. 31, 2005 15,700<br />

COMPTES SOCIAUX<br />

CORE SHAREHOLDERS’ EQUITY Subscribed Additional Treasury Reserves Net Core<br />

capital paid-in shares and retained in<strong>com</strong>e of shareholders’<br />

(in millions of EUR) capital earnings the period equity<br />

AS OF DEC. 31, 2005 4,888 9 137 (356) (4,219) 2 038 11,488<br />

Movements of the period<br />

- Issuance of subscribed capital 350 1,092 0 (6) 0 1,436<br />

- Acquisition of treasury shares 0 0 (50) 0 0 (50)<br />

- Trading activities on treasury shares 0 0 (14) (1) 0 (15)<br />

- Sale and cancellation of treasury shares 0 0 419 (414) 0 5<br />

- Transfers to reserves 0 0 0 2,038 (2,038) 0<br />

- Dividends 0 0 0 (770) 0 (770)<br />

- Share based payments: value of employee services 0 0 0 30 0 30<br />

- Variation of scope of consolidation (1) 0 0 0 (441) 0 (441)<br />

- Net in<strong>com</strong>e for the period 0 0 0 0 2,750 2,750<br />

AS OF DEC. 31, <strong>2006</strong> 5,238 10,229 (1) (3,783) 2,750 14,433<br />

(1) Mainly purchase of minority interests in Denizßank group for EUR 408 million - see note 9.6., Acquisitions and disposals of consolidated <strong>com</strong>panies.<br />

The notes on pages 119 to 212 are an integral part of these consolidated financial statements.<br />

116 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


GAINS AND LOSSES Gains and losses not recognized in the statement of in<strong>com</strong>e Cumulative Total gains<br />

NOT RECOGNIZED IN Subsidiary securities derivatives associates Translation and losses –<br />

THE STATEMENT held (AFS) (CFH) (AFS, CFH Adjustments Group share<br />

OF INCOME for sale and CTA) (CTA)<br />

(in millions of EUR)<br />

AS OF DEC. 31, 2005 0 2,608 (96) 7 77 2,596<br />

Movements of the period<br />

- Net change in fair value<br />

through equity –<br />

Available for sale investments 0 (161) 0 8 0 (153)<br />

- Net change<br />

in fair value through equity –<br />

Cash flow hedges 0 0 120 0 120<br />

- Net change in fair value due to<br />

transfers to in<strong>com</strong>e –<br />

Cash Flow hedges 0 0 (14) 0 (14)<br />

- Translation adjustments 0 (14) 0 (196) (210)<br />

- Variation of scope of consolidation 0 (16) 0 1 (15)<br />

- Cancellation of FV following<br />

AFS disposals 0 (459) 0 0 (459)<br />

- Transfert 1 0 0 0 1<br />

AS OF DEC. 31, <strong>2006</strong> 1 1,958 10 15 (118) 1,866<br />

MINORITY INTERESTS Core Gains and losses Minority DISCRETIONARY<br />

equity not recognized in the interests PARTICIPATION<br />

statement of in<strong>com</strong>e<br />

FEATURES OF<br />

INSURANCE<br />

(in millions of EUR)<br />

CONTRACTS<br />

AS OF DEC. 31, 2005 1,136 47 1,183 433<br />

Movements of the period<br />

- Increase of capital (1) 513 0 513 0<br />

- Dividends (44) 0 (44) 0<br />

- Net in<strong>com</strong>e for the period 88 0 88 0<br />

- Net change in fair value through equity 0 (1) (1) (7)<br />

- Translation adjustments (1) 3 2 0<br />

- Variation of scope of consolidation (28) (3) (31) 0<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

AS OF DEC. 31, <strong>2006</strong> 1 664 46 1 710 426<br />

Core shareholders’ equity 14,433<br />

Gains and losses not recognized in the statement of in<strong>com</strong>e attributable to equity holders of the parent 1,866<br />

Minority interests 1,710<br />

Discretionary participation features of insurance contracts 426<br />

TOTAL EQUITY AS OF DEC. 31, <strong>2006</strong> 18,435<br />

(1) Issuance of Perpetual Non-cumulative Guaranteed Securities for EUR 500 million.<br />

The notes on pages 119 to 212 are an integral part of these consolidated financial statements.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 117


CONSOLIDATED CASH FLOW STATEMENT<br />

(in millions of EUR) Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

CASH FLOW FROM OPERATING ACTIVITIES<br />

Net in<strong>com</strong>e after in<strong>com</strong>e taxes 2,093 2,838<br />

Adjustment for:<br />

- Depreciation, amortization and other impairment 258 266<br />

- Impairment on bonds, equities, loans and other assets (44) (90)<br />

- Net gains on investments (295) (914) (1)<br />

- Charges for provisions (mainly insurance provision) 2,945 2,708<br />

- Unrealized gains or losses (30) (41)<br />

- In<strong>com</strong>e from associates (89) (102)<br />

- Dividends from associates 42 39<br />

- Deferred taxes 64 42<br />

- Other adjustments 242 (2) 30<br />

Changes in operating assets and liabilities 11,883 11,532<br />

NET CASH PROVIDED (USED) BY OPERATING ACTIVITIES 17,069 16,308<br />

CASH FLOW FROM INVESTING ACTIVITIES<br />

Purchase of fixed assets (625) (374)<br />

Sales of fixed assets 115 169<br />

Acquisitions of unconsolidated equity shares (1,415) (1,030)<br />

Sales of unconsolidated equity shares 1,341 1,286<br />

Acquisitions of subsidiaries and of business units (70) (1,132) (3)<br />

Sales of subsidiaries and of business units 21 343<br />

NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES (633) (738)<br />

CASH FLOW FROM FINANCING ACTIVITIES<br />

Issuance of new share 933 1,953<br />

Issuance of subordinated debt 7 288<br />

Reimbursement of subordinated debt (328) (581)<br />

Purchase of treasury shares (600) (50)<br />

Sale of treasury shares 4 4<br />

Dividends paid (703) (813)<br />

NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES (687) 801<br />

NET CASH PROVIDED 15,749 16,371<br />

CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE PERIOD 27,956 43,797<br />

Cash flow from operating activities 17,069 16,308<br />

Cash flow from investing activities (633) (738)<br />

Cash flow from financing activities (687) 801<br />

Effect of exchange rate changes and change in scope of consolidation<br />

on cash and cash equivalents 92 (2,227) (4)<br />

CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD 43,797 57,941<br />

ADDITIONAL INFORMATION<br />

In<strong>com</strong>e tax paid (513) (520)<br />

Dividends received 171 191<br />

Interest received 54,174 73,601<br />

Interest paid (51,284) (70,805)<br />

(1) Includes EUR 236 million result on <strong>Dexia</strong>’s net asset contribution to the joint venture RBC <strong>Dexia</strong> Investor Services. It is a non cash item. Includes also EUR 280 million due<br />

to the sale of Banque Artesia Nederland.<br />

(2) Includes EUR 218 million paid by Aegon.<br />

(3) Acquisition of DenizBank group for EUR 1,066 million.<br />

(4) Includes impact on cash and cash equivalents of joint venture RBC <strong>Dexia</strong> Investor services: EUR -1 740 million.<br />

The notes on pages 119 to 213 are an integral part of these consolidated financial statements.<br />

118 |<br />

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NOTES<br />

TO THE FINANCIAL STATEMENTS<br />

1. ACCOUNTING PRINCIPLES AND RULES OF CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

These financial statements include the disclosures required by the European Accounting Regulation published up to December 31, <strong>2006</strong>.<br />

Additional accounting policies and disclosures may be required in order to <strong>com</strong>ply with local laws, accounting standards and stock exchange<br />

regulations.<br />

General information 120<br />

Notes to the financial<br />

statements 120<br />

1. Accounting policies 120<br />

1.1. Basis of accounting 120<br />

1.2. Changes in accounting policies<br />

since the previous publication that may<br />

impact <strong>Dexia</strong> Group 120<br />

1.2.1 New IFRS standards, IFRIC interpretations<br />

and amendments 120<br />

1.2.2. IASB and IFRIC texts endorsed by<br />

the European Commission 120<br />

1.2.3. Change in presentation 121<br />

1.3 Consolidation 121<br />

1.3.1. Subsidiaries 121<br />

1.3.2. Jointly controlled entities 121<br />

1.3.3. Associates 121<br />

1.4. Offsetting financial assets and<br />

financial liabilities 121<br />

1.5. Foreign currency translation and transactions 121<br />

1.5.1. Foreign currency translation 121<br />

1.5.2. Foreign currency transactions 121<br />

1.6. Trade date and settlement date accounting 122<br />

1.7. Realized gains and losses on<br />

sales of financial assets 122<br />

1.8. Impairments on financial assets 122<br />

1.9. Interest in<strong>com</strong>e and expense 122<br />

1.10. Commission in<strong>com</strong>e and expense 123<br />

1.11. Insurance and reinsurance activities 123<br />

1.11.1. Insurance 123<br />

1.11.2. Reinsurance 125<br />

1.12. Network costs 125<br />

1.13. Deferred acquisition costs 126<br />

1.14. Loans and advances due from<br />

banks and customers 126<br />

1.15. Financial assets or financial liabilities<br />

held for trading and financial assets or<br />

liabilities designated at fair value through<br />

profit and loss 126<br />

1.15.1. Loans and securities held for trading 126<br />

1.15.2. Liabilities held for trading 126<br />

1.15.3. Loans and securities designated<br />

at fair value through profit and loss 126<br />

1.15.4. Liabilities designated at<br />

fair value through profit and loss 126<br />

1.16. Loans and securities available<br />

for sale and securities held to maturity 126<br />

1.17. Positive/negative value of derivatives 127<br />

1.18. Hedging derivatives 127<br />

1.19. Hedge of the interest rate risk<br />

exposure of a portfolio 127<br />

1.20. Tangible fixed assets 128<br />

1.21. Intangible assets 128<br />

1.22. Goodwill 128<br />

1.22.1. Positive goodwill 128<br />

1.22.2. Impairment of goodwill 129<br />

1.23. Other assets 129<br />

1.24. Leases 129<br />

1.24.1. A <strong>Dexia</strong> <strong>com</strong>pany is the lessee 129<br />

1.24.2. A <strong>Dexia</strong> <strong>com</strong>pany is the lessor 129<br />

1.25. Sale and repurchase agreements<br />

and lending of securities 129<br />

1.26. Borrowings 129<br />

1.27. Deferred in<strong>com</strong>e tax 129<br />

1.28. Employee benefits 129<br />

1.28.1. Pension obligations 129<br />

1.28.2. Other post-retirement obligations 129<br />

1.28.3. Other long-term benefits 129<br />

1.28.4. Termination benefits 129<br />

1.28.5. Equity <strong>com</strong>pensation benefits 129<br />

1.28.6. Employee entitlements 129<br />

1.29. Provisions 129<br />

1.30. Share capital and treasury shares 131<br />

1.30.1. Share issue costs 131<br />

1.30.2. Dividends on ordinary shares 131<br />

1.30.3. Preferred shares 131<br />

1.30.4. Treasury shares 131<br />

1.30.5. Insurance discretionary<br />

participation features 131<br />

1.31. Fiduciary activities 131<br />

1.32. Fair value of financial instruments 131<br />

1.33. Cash and cash equivalents 132<br />

1.34. Earnings per share 132<br />

2. Related party transactions 132<br />

3. Segment <strong>report</strong>ing 132<br />

3.1. Business segments (primary segment <strong>report</strong>ing) 132<br />

3.2. Geographic segments<br />

(secondary segment <strong>report</strong>ing) 132<br />

4. Risk management policies and hedging activities 133<br />

4.1. Market risk 133<br />

4.1.1. Overview 133<br />

4.1.2. Interest rate risk 133<br />

4.1.3. Currency risk 134<br />

4.1.4. Equity risk 134<br />

4.1.5. Issuer risk 134<br />

4.1.6. Price risk 134<br />

4.2. Credit risk 134<br />

4.3. Liquidity risk 135<br />

4.4. Capital adequacy 135<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 119


RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

GENERAL INFORMATION<br />

<strong>Dexia</strong> provides financial services to the local public sector, and<br />

is one of the world’s largest players in Public/Project Finance<br />

and Credit Enhancement. In Europe, <strong>Dexia</strong> offers retail and<br />

private banking services and also asset management and<br />

insurance services. Since the beginning of <strong>2006</strong>, the custodian<br />

activity (Investor Services) is served on a worldwide basis.<br />

The parent <strong>com</strong>pany of the Group is <strong>Dexia</strong>, which is a limited<br />

liability <strong>com</strong>pany and is incorporated and domiciled in Belgium.<br />

The address of its registered office is: Place Rogier 11<br />

— B-1210 Brussels (Belgium).<br />

<strong>Dexia</strong> is listed on the Euronext Stock Exchange in Paris and in<br />

Brussels and on the Luxembourg Stock Exchange.<br />

These financial statements have been approved for issue by<br />

the Board of Directors on March 1, 2007.<br />

NOTES TO THE FINANCIAL STATEMENTS<br />

The principal accounting policies adopted in the preparation<br />

of these consolidated financial statements are set out below.<br />

The <strong>com</strong>mon used abbreviations below are:<br />

ARC: Accounting Regulatory Committee<br />

EFRAG: European Financial Reporting Advisory Group<br />

EU GAAP: International Financial Reporting Standards as<br />

adopted by the European Union (EU)<br />

IASB: International Accounting Standards Board<br />

IFRIC: International Financial Reporting Interpretations<br />

Committee<br />

IFRS: International Financial Reporting Standard<br />

1. ACCOUNTING POLICIES<br />

1.1. BASIS OF ACCOUNTING<br />

The consolidated financial statements of <strong>Dexia</strong> are prepared in<br />

accordance with all IFRSs as adopted by the EU.<br />

The European Commission published Regulation EC 1606/2002<br />

on July 19, 2002, requiring listed groups to apply IFRS as from<br />

January 1, 2005. This regulation has been updated several<br />

times since 2002, validating the various texts published by the<br />

IASB with the exception of certain rules included in IAS 39.<br />

The European Commission carved out some paragraphs of<br />

IAS 39 with the objective of enabling European <strong>com</strong>panies to<br />

reflect appropriately in their consolidated financial statements<br />

the economic hedges they make in the management of their<br />

interest rate risk exposure.<br />

<strong>Dexia</strong>’s financial statements have therefore been prepared “in<br />

accordance with all IFRSs as adopted by the EU” and endorsed<br />

by the EC up to December 31, <strong>2006</strong>, including the conditions<br />

of application of interest rate portfolio hedging and the possibility<br />

to hedge core deposits.<br />

In preparing the consolidated financial statements, management<br />

is required to make estimates and assumptions that<br />

affect amounts <strong>report</strong>ed. While management believes they<br />

have considered all available information in developing these<br />

estimates, actual results could differ from such estimates and<br />

the differences could be material to the financial statements.<br />

The consolidated financial statements are stated in millions of<br />

euro (EUR) unless otherwise stated.<br />

1.2. CHANGES IN ACCOUNTING POLICIES SINCE<br />

THE PREVIOUS ANNUAL PUBLICATION THAT<br />

MAY IMPACT DEXIA GROUP<br />

1.2.1. New IFRS standards, IFRIC interpretations<br />

and amendments<br />

The IASB published a new standard:<br />

• IFRS 8 Operating segments, which will supersede IAS 14<br />

Segment <strong>report</strong>ing and will be applicable as from January 1,<br />

2009. The impact of this standard is under analysis.<br />

The IFRIC published 5 new interpretations in <strong>2006</strong>:<br />

• IFRIC 8 Scope of IFRS 2, which has no impact on <strong>Dexia</strong><br />

Group;<br />

• IFRIC 9 Reassessment of embedded derivatives; <strong>Dexia</strong><br />

already applies the principle given by this interpretation;<br />

• IFRIC 10 Interpretation on Interim Financial <strong>report</strong>ing and<br />

impairment; <strong>Dexia</strong> already applies this rule;<br />

• IFRIC 11 IFRS 2 Group and Treasury Share Transactions,<br />

which has no impact on <strong>Dexia</strong>;<br />

• IFRIC 12 Service concession arrangements, which has no<br />

impact on <strong>Dexia</strong>.<br />

1.2.2. IASB and IFRIC texts endorsed<br />

by the European Commission<br />

The European Commission endorsed IFRS 7 Financial Instruments<br />

disclosure and several amendments to existing standards<br />

and interpretations in <strong>2006</strong>:<br />

• An amendment to IFRS 1 First-time Adoption of International<br />

Financial Reporting Standards;<br />

• An amendment to IAS 1 Presentation of Financial Statements<br />

— Capital disclosures;<br />

• An amendment to IAS 39 Financial Instruments: Recognition<br />

and Measurement and IFRS 4 Insurance Contracts — Financial<br />

Guarantee Contracts;<br />

• Amendments to IAS 21 The effects of changes in foreign<br />

exchanges rates;<br />

• IFRIC 7 applying the restatement approach under IAS 29<br />

Financial Reporting in hyperinflationary economy;<br />

• IFRIC 8 scope of IFRS 2;<br />

• IFRIC 9 Reassessment of embedded derivatives.<br />

<strong>Dexia</strong> applies all of these texts in <strong>2006</strong>, except the amendment<br />

to IAS1 and IFRS 7, which will be applicable as from January 1,<br />

2007. <strong>Dexia</strong> however already gives information on capital disclosures<br />

and will include most of the requirements of IFRS 7 in<br />

its annual financial statements, but not all of them.<br />

<strong>Dexia</strong> does not expect that these new amendments may have<br />

a significant impact on the financial situation of the Group.<br />

120 |<br />

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1.2.3. Change in presentation<br />

Cash collaterals<br />

In order to harmonize the accounting presentation within<br />

<strong>Dexia</strong>, cash collaterals of some <strong>com</strong>panies of the Group have<br />

been reclassified from “Other assets” to “Due from Banks”<br />

in December 31, 2005 balance sheet for an amount of EUR<br />

4,52 billion while an amount of EUR 359 million was restated<br />

from “Other liabilities” to “Customer borrowings and deposits”.<br />

The impact only affected the balance sheet and no reclassification<br />

in profit and loss was required.<br />

Unrealized gains on transactions between <strong>Dexia</strong> and its<br />

“equity method investments” are eliminated to the extent of<br />

<strong>Dexia</strong>’s interest. Unrealized losses are also eliminated unless<br />

the transaction shows evidence of an impairment of the asset<br />

transferred. The recognition of losses from associates is discontinued<br />

when the carrying amount of the investment reaches<br />

zero, unless <strong>Dexia</strong> has incurred or guaranteed obligations in<br />

respect of the associates’ undertakings. Where necessary, the<br />

accounting policies of the associates have been amended to<br />

ensure consistency with the policies adopted by <strong>Dexia</strong>.<br />

1.3. CONSOLIDATION<br />

1.3.1. Subsidiaries<br />

The consolidated financial statements include those of the<br />

parent <strong>com</strong>pany, its subsidiaries and special purpose entities<br />

(SPE). Subsidiaries and SPE are those entities in which <strong>Dexia</strong>,<br />

directly or indirectly, has the power to exercise control over<br />

financial and operating policies.<br />

Subsidiaries are consolidated from the date on which effective<br />

control is transferred to <strong>Dexia</strong> and are no longer consolidated<br />

as from the date on which <strong>Dexia</strong>’s control ceases.<br />

Inter<strong>com</strong>pany transactions, balances and unrealized gains and<br />

losses on transactions between <strong>Dexia</strong>’s <strong>com</strong>panies have been<br />

eliminated. Intragroup losses may indicate an impairment that<br />

requires recognition in the consolidated financial statements.<br />

When necessary, the accounting policies of the subsidiaries<br />

have been amended to ensure consistency with the policies<br />

adopted by <strong>Dexia</strong>.<br />

Equity and net in<strong>com</strong>e attributable to minority interests are<br />

shown separately in the balance sheet and statement of<br />

in<strong>com</strong>e respectively.<br />

1.3.2. Jointly controlled entities<br />

A joint venture (JV) is a contractual arrangement whereby two<br />

or more parties undertake an economic activity that is subject<br />

to joint control. Joint ventures are accounted for via the proportionate<br />

consolidation method. In the financial statements,<br />

joint ventures are integrated by <strong>com</strong>bination of their share of<br />

the assets, liabilities, in<strong>com</strong>e and expenses on a line-by-line<br />

basis.<br />

The same consolidation treatment, as for subsidiaries, is applied<br />

for inter<strong>com</strong>pany transactions. When necessary, the accounting<br />

policies of jointly controlled entities have been amended to<br />

ensure consistency with the policies adopted by <strong>Dexia</strong>.<br />

1.3.3. Associates<br />

Investments in associates are accounted for using the equity<br />

method of accounting. Associates are investments where<br />

<strong>Dexia</strong> has significant influence, but does not exercise control.<br />

This is usually the case, when <strong>Dexia</strong> owns between 20% and<br />

50% of the voting rights. The ownership share of net in<strong>com</strong>e<br />

for the year is recognized as in<strong>com</strong>e from associates and the<br />

investment is recorded in the balance sheet at an amount that<br />

reflects its share of the net assets including net goodwill.<br />

1.4. OFFSETTING FINANCIAL ASSETS<br />

AND FINANCIAL LIABILITIES<br />

Financial assets and financial liabilities are offset (and consequently,<br />

the net amount is only <strong>report</strong>ed) <strong>Dexia</strong> has a<br />

legally enforceable right to offset and intends either to settle<br />

on a net basis, or to realize the asset and settle the liability<br />

simultaneously.<br />

1.5. FOREIGN CURRENCY TRANSLATION<br />

AND TRANSACTIONS<br />

The consolidated financial statements are stated in EUR (functional<br />

and presentation currency), the currency in which <strong>Dexia</strong><br />

is incorporated.<br />

1.5.1. Foreign currency translation<br />

On consolidation, the statements of in<strong>com</strong>e and cash flow<br />

statements of foreign entities that have a functional currency<br />

different from <strong>Dexia</strong>’s presentation currency are translated<br />

into <strong>Dexia</strong>’s presentation currency (EUR) at average exchange<br />

rates for the year or the period and their assets and liabilities<br />

are translated at respective year-end or quarter-end exchange<br />

rates.<br />

Exchange differences arising from the translation of the net<br />

investment in foreign subsidiaries and associates and of borrowings<br />

and other currency instruments designated as hedges<br />

of such investments, are recorded as a cumulative translation<br />

adjustment within shareholders’ equity. On disposal of a foreign<br />

entity, such exchange differences are recognized in the<br />

statement of in<strong>com</strong>e as part of the gain or loss on sale.<br />

Goodwill and fair value adjustments arising from the acquisition<br />

of a foreign entity are treated as assets and liabilities of<br />

the foreign entity and are translated at the closing rate.<br />

1.5.2. Foreign currency transactions<br />

For individual <strong>Dexia</strong> entities, foreign currency transactions are<br />

accounted for using the approximate exchange rate at the<br />

date of the transaction. Outstanding balances denominated<br />

in foreign currencies at period or year-end are translated at<br />

period or year-end exchange rates for monetary items and<br />

non-monetary items carried at fair value. Historical rates are<br />

used for non-monetary items carried at cost. The resulting<br />

exchange differences from monetary items are recorded in the<br />

consolidated statement of in<strong>com</strong>e; for non-monetary items<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

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COMPTES SOCIAUX<br />

carried at fair value, the exchange differences follow the same<br />

accounting treatment as for fair value adjustments.<br />

1.6. TRADE DATE AND SETTLEMENT DATE<br />

ACCOUNTING<br />

All “regular way” purchases and sales of financial instruments<br />

are recognized and derecognized on the settlement date,<br />

which is the date of delivery to or by <strong>Dexia</strong>. However, financial<br />

instruments held for trading are recognized and derecognized<br />

at trade date.<br />

For financial assets and liabilities measured at initial recognition<br />

at fair value through P&L, <strong>Dexia</strong> recognizes from the trade<br />

date any unrealized gains or losses arising from revaluing the<br />

contract to fair value at the <strong>report</strong>ing date. These unrealized<br />

gains and losses are recognized in the statement of in<strong>com</strong>e<br />

unless the transactions have been assigned to cash-flow hedge<br />

relationships or are related to an available-for-sale asset.<br />

1.7. REALIZED GAINS AND LOSSES ON SALES<br />

OF FINANCIAL ASSETS<br />

For financial assets not revalued through the statement of<br />

in<strong>com</strong>e, realized gains or losses on disposals is the difference<br />

between the proceeds received (net of transaction costs) and<br />

the cost or amortized cost of the investment.<br />

1.8. IMPAIRMENTS ON FINANCIAL ASSETS<br />

<strong>Dexia</strong> records allowances for impairment losses when there is<br />

objective evidence that a financial asset or group of financial<br />

assets is impaired, in accordance with IAS 39 § 58-70. The<br />

impairments represent the management’s best estimates of<br />

losses at each balance-sheet date.<br />

An interest bearing financial asset is impaired if its carrying<br />

amount is greater than its estimated recoverable amount.<br />

The amount of the impairment loss for assets carried at amortized<br />

cost is calculated as the difference between the asset’s<br />

carrying amount and the present value of expected future<br />

cash flows discounted at the financial instrument’s original<br />

effective interest rate or current effective interest rate determined<br />

under the contract for variable-rate instruments. The<br />

recoverable amount of an instrument measured at fair value<br />

is the present value of expected future cash flows discounted<br />

at the current market rate of interest for a similar financial<br />

asset.<br />

Allowances for impairment losses are recorded on assets<br />

within “Due from banks”, and “Loans and advances to customers”,<br />

in the following way:<br />

• Specific impairments – The amount of the impairment on<br />

specifically identified assets is the difference between the carrying<br />

amount and the recoverable amount, being the present<br />

value of expected cash flows, including amounts recoverable<br />

from guarantees and collateral, discounted using the effective<br />

interest rate at the time of impairment. Assets with small balances<br />

(including retail loans) that share similar risk characteristics<br />

are generally aggregated in this measurement.<br />

• Collective impairments – Loss impairments cover incurred<br />

losses where there is no specific impairment but objective<br />

evidence that losses are present in segments of the portfolio<br />

or other lending related <strong>com</strong>mitments at the balance-sheet<br />

date. These have been estimated based upon historical patterns<br />

of losses in each segment, the credit ratings allocated to<br />

the borrowers and reflecting the current economic environment<br />

in which the borrowers operate. <strong>Dexia</strong> develops for that<br />

purpose credit risk models using an approach that <strong>com</strong>bines<br />

appropriate default probabilities and loss given defaults that<br />

are subject to regular back testing and are based on Basel II<br />

data and risk models.<br />

• Country risk <strong>com</strong>ponent – Included within specific and<br />

collective impairment.<br />

When an asset is determined by management as being uncollectable,<br />

it is written off against its related impairment; subsequent<br />

recoveries are against to the “Impairment on loans<br />

and provisions for credit <strong>com</strong>mitments” in the statement<br />

of in<strong>com</strong>e, in the heading “Impairment on loans and provisions<br />

for credit <strong>com</strong>mitments”. If the amount of the impairment<br />

subsequently decreases due to an event occurring after<br />

the write-down of the initial impairment, the release of the<br />

impairment is credited to the “Impairment on loans and provisions<br />

for credit <strong>com</strong>mitments”.<br />

“Available for sale” (AFS) assets are only subject to specific<br />

impairment.<br />

“Available for sale” quoted equities are measured at fair<br />

value through “Gain and losses on securities not recognized<br />

in the statement of in<strong>com</strong>e” or within the statement of<br />

in<strong>com</strong>e in the case of impairment. <strong>Dexia</strong> analyses all equities<br />

that have declined by more than 25% of their quoted price<br />

over a quarter or when a risk is identified by management<br />

and takes the decision to impair and assess whether there is<br />

an objective evidence of impairment according to IAS 39. A<br />

prolonged decline in the fair value below its cost is also objective<br />

evidence of impairment. Impairments on equity securities<br />

cannot be reversed in the statement of in<strong>com</strong>e due to later<br />

recovery of quoted prices.<br />

Reversal impairment on debt securities is addressed on a caseby-case<br />

basis in accordance with the standard.<br />

When AFS securities are impaired, the related accumulated fair<br />

value adjustments are included in the statement of in<strong>com</strong>e as<br />

“Net in<strong>com</strong>e on investments”. Impairments on loans included<br />

in AFS are <strong>report</strong>ed in the heading “Impairments on loans and<br />

provisions for credit <strong>com</strong>mitment”.<br />

1.9. INTEREST INCOME AND EXPENSE<br />

Interest in<strong>com</strong>e and expense are recognized in the statement<br />

of in<strong>com</strong>e for all interest bearing instruments on an accrual<br />

basis using the effective interest rate method based on the<br />

purchase price (including transaction costs).<br />

Transaction costs are incremental costs that are directly attributable<br />

to the acquisition of a financial asset or liability and<br />

are included the calculation of the effective interest rate. An<br />

incremental cost is one that would not have been incurred if<br />

the entity had not acquired the financial instrument.<br />

Accrued interest is <strong>report</strong>ed in the same line as the related<br />

financial asset or liability in the balance sheet.<br />

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Once an interest bearing financial asset has been written<br />

down to its estimated recoverable amount, interest in<strong>com</strong>e<br />

is thereafter recognized based on the rate of interest that<br />

was used to discount the future cash flows for measuring the<br />

recoverable amount.<br />

1.10. COMMISSION INCOME AND EXPENSE<br />

Commissions and fees are recognized in accordance with<br />

IAS 18. According to this standard, most of the <strong>com</strong>missions<br />

arising from <strong>Dexia</strong>’s activities are recognized on an accrual<br />

basis over the life of the underlying transaction.<br />

For significant acts such as <strong>com</strong>missions and fees arising from<br />

negotiating, or participating in the negotiation of a transaction<br />

for a third party, such as the arrangement of the acquisition<br />

of loans, equity securities or other securities or the<br />

purchase or sale of businesses, are recognized based on the<br />

stage of <strong>com</strong>pletion of the underlying transaction, when the<br />

underlying transaction has been <strong>com</strong>pleted.<br />

For asset management operations, revenue consists principally<br />

of unit trust and mutual fund management and administration<br />

fees. Revenue from asset management is recognized<br />

as earned when the service is provided. Performance fees are<br />

recognized when they are definitively acquired, i.e. when all<br />

underlying conditions are met.<br />

Loan <strong>com</strong>mitment fees are recognized as part of the effective<br />

interest rate if the loan is granted, and recorded as revenue<br />

on expiry if no loan is granted.<br />

1.11. INSURANCE AND REINSURANCE<br />

ACTIVITIES<br />

1.11.1. Insurance<br />

<strong>Dexia</strong> is mainly active in banking products. Some insurance<br />

products sold by insurance <strong>com</strong>panies have been requalified<br />

as financial instruments as they do not meet the requirements<br />

of insurance products under IFRS 4.<br />

IFRS 4 allows the possibility to continue to account for its<br />

insurance products under local GAAP if they qualify as such<br />

under IFRS 4. Hence, <strong>Dexia</strong> has decided to use the local<br />

accounting policies to measure the technical provisions for<br />

contracts that fall under IFRS 4 and investment contracts<br />

with discretionary participation features (DPF). A contract<br />

that <strong>com</strong>plies with the conditions of an insurance contract<br />

remains an insurance contract until all rights and obligations<br />

cease to exist or expire. An insurance contract is a contract<br />

under which one party (the insurer) accepts significant insurance<br />

risk from another party (the policyholder) by agreeing to<br />

<strong>com</strong>pensate the policyholder if a specified uncertain future<br />

event (the insured event) adversely affects the policyholder.<br />

A contract can start as an investment contract and be<strong>com</strong>e<br />

an insurance contract when containing significant insurance<br />

<strong>com</strong>ponents as time passes.<br />

Life and nonlife claims and changes in technical reserves are<br />

also recorded in the “Technical margin of insurance activities”,<br />

whereas losses and changes in provisions for credit<br />

enhancement activities, which are similar to banking activities,<br />

are <strong>report</strong>ed under “Impairment on loans and provision<br />

for credit <strong>com</strong>mitments”.<br />

All items arising from insurance activities are classified according<br />

to their nature in the balance sheet, except for technical<br />

provisions, which are identified on a separate heading.<br />

Insurance activities of <strong>Dexia</strong> are mainly performed by <strong>Dexia</strong><br />

Insurance Services (DIS) for life and nonlife products and<br />

by Financial Security Assurance (FSA) in the USA for credit<br />

enhancement of municipal and corporate bonds.<br />

DIS activities: life and nonlife<br />

Insurance products of DIS are recorded under local GAAP. This<br />

group is mainly constituted by Belgian entities, for which Belgian<br />

GAAP (Royal Decree of November 17, 1994) are applicable,<br />

if they are qualified as such under IFRS 4. However,<br />

provisions for catastrophe and equalizations are reversed.<br />

The Life insurance portfolio features:<br />

• Insurance contracts including reinsurance contracts and the<br />

accepted reinsurance treaties with exception of the in-house<br />

defined employee benefit plans<br />

• Financial instruments issued with a discretionary profit sharing<br />

(discretionary participation feature (DPF))<br />

• Unit-linked (UL) contracts stipulating that the policyholder<br />

can switch at all times, without costs, to an investment<br />

product with guaranteed interest rate and a probable profit<br />

sharing.<br />

Classification<br />

Classification is done policy by policy, whereas for group<br />

insurances, classification is done on the employer’s level.<br />

Life insurance products are classified following Belgian GAAP<br />

into the hereunder categories:<br />

• Type 1: branch 21: guaranteed insurance products with or<br />

without DPF<br />

• Type 2: branch 21: investment products with profit sharing<br />

• Type 3: branch 21: investment products without profit<br />

sharing<br />

• Type 4: branch 23: investment products with risk-UL<br />

products<br />

• Type 5: branch 23: investment products without risk<br />

• Type 6: branch 23: investment products convertible to a<br />

branch 21 investment product with risk (class 23)<br />

• Type 7: branch 23: investment products convertible to a<br />

branch 21 investment product with profit sharing<br />

The nonlife insurance portfolio features includes only insurance<br />

contracts that contain a significant insurance risk.<br />

Shadow accounting<br />

An insurer is permitted, but not required, to change its<br />

accounting policies so that a recognized but unrealized gain<br />

or loss on an asset affects those measurements in the same<br />

way that a realized gain or loss does. The related adjustment<br />

to the insurance liability (or deferred acquisition costs or intangible<br />

assets) shall be recognized in equity if, and only if, the<br />

unrealized gains or losses are recognized directly in equity.<br />

<strong>Dexia</strong> Group decided to apply shadow accounting, “if under<br />

legal and/or contract conditions the realization of gains on<br />

an insurer’s assets have a direct effect on the measurement<br />

of some or all of its insurance contracts and investment contracts<br />

with discretionary participation features (DPF).”<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

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COMPTES SOCIAUX<br />

Shadow loss adjustment<br />

To determine the need for a shadow loss adjustment <strong>Dexia</strong><br />

determines if additional liabilities would be required, assuming<br />

current market investment yields rather than the estimated<br />

return of the assets. If the level of liabilities required is higher<br />

than total liabilities, then the deficiency should decrease the<br />

unrealized gains recorded in equity and increase liabilities<br />

through a shadow premium deficiency adjustment.<br />

This requires the liability adequacy test (see Liability Adequacy<br />

Test) to be performed after all shadow adjustments - if any.<br />

Should there be insufficient unrealized capital gains left in<br />

equity to ac<strong>com</strong>modate the shadow loss adjustment, the<br />

additional liability increase should be charged to in<strong>com</strong>e<br />

(P/L).<br />

Discretionary participation feature (DPF)<br />

Discretionary participation feature is a contractual right to<br />

receive, as a supplement to guaranteed benefits, additional<br />

benefits:<br />

• that are likely to be a significant portion of the total contractual<br />

benefits;<br />

• whose amount or timing is contractually at the discretion<br />

of the issuer; and<br />

• that are contractually based on:<br />

• the performance of a specified pool of contracts or a specified<br />

type of contract;<br />

• realized and/or unrealized investment returns on a specified<br />

pool of assets held by the issuer; or<br />

• the profit or loss of the <strong>com</strong>pany, fund or other entity that<br />

issues the contract.<br />

All unrealized gains and losses <strong>com</strong>ing from investments<br />

backing insurance contracts and investment contracts with<br />

DPF are categorized proportionally for the part related to the<br />

insurance contracts and investment contracts with discretionary<br />

participation features in a separate line of the equity.<br />

Proportional calculation happens on the basis of the carried<br />

reserves and by separated management of the assets.<br />

Insurance contracts with deposit <strong>com</strong>ponent<br />

(unbundling)<br />

All unit-linked products that contain both an insurance contract<br />

and a deposit <strong>com</strong>ponent will be unbundled. Accounting<br />

policies for insurance contracts are applied for the insurance<br />

<strong>com</strong>ponent; accounting policies for financial instruments are<br />

applied for the deposit <strong>com</strong>ponent.<br />

The unit-linked products that can be converted into a guaranteed<br />

investment product (branch 21) with profit sharing<br />

fall under IFRS 4 (investment with DPF) and will not be<br />

unbundled.<br />

Embedded derivatives<br />

IAS 39 applies to derivatives embedded in an insurance contract<br />

unless the embedded derivative is itself an insurance<br />

contract. The requirements for insurance contracts with DPF<br />

also prevail for financial instruments with DPF elements.<br />

As an exception to the requirement in IAS 39, an insurer need<br />

not separate, and measure at fair value, a policyholder’s option<br />

to surrender an insurance contract for a fixed amount (or for<br />

an amount based on a fixed amount and an interest rate),<br />

even if the exercise price differs from the carrying amount<br />

of the host insurance liability. However, the requirement in<br />

IAS 39 does apply to a put option or cash surrender option<br />

embedded in an insurance contract if the surrender value varies<br />

in response to the change in a financial variable (such as<br />

an equity or <strong>com</strong>modity price or index), or a non-financial<br />

variable that is not specific to a party to the contract.<br />

DPF in financial instruments<br />

If the issuer classifies part or that entire feature as a separate<br />

<strong>com</strong>ponent of equity, the liability recognized for the whole<br />

contract shall not be less than the amount that would result<br />

from applying IAS 39 to the guaranteed element.<br />

<strong>Dexia</strong> reviews at each <strong>report</strong>ing date whether this minimum<br />

requirement is met and in case of an insufficiency, the corresponding<br />

liabilities are adjusted accordingly.<br />

Liability Adequacy Tests<br />

An insurer applies a liability adequacy test (LAT) for its insurance<br />

products and investment contracts with DPF. <strong>Dexia</strong><br />

assesses at each <strong>report</strong>ing date whether its recognized insurance<br />

liabilities are adequate, using current estimates of future<br />

cash flows under its insurance contracts.<br />

If that assessment (based on the entire life and nonlife insurance<br />

portfolios separately) shows that the carrying amount of<br />

its insurance liabilities (less related deferred acquisition costs<br />

and related intangible assets) is inadequate in the light of the<br />

estimated future cash flows, the entire deficiency shall be recognized<br />

in profit or loss.<br />

For life insurance, LAT uses the following parameters, which<br />

are based on the Royal Decree of November 14, 2003 with<br />

respect to the life business :<br />

• premiums: collected inventory premiums plus contractual<br />

provided inventory premiums;<br />

• interest rate for actualization cash flows: yields of the assets<br />

backing insurance liabilities;<br />

• mortality table: experience table of the country (Assuralia<br />

for Belgium);<br />

• costs : calculation based on the last updated tariff costs and<br />

the booked costs;<br />

• tariff costs take into account the inventory surcharges, <strong>com</strong>mercial<br />

surcharges and fixed sums;<br />

• real assigned costs take into account management<br />

expenses, claims handling expenses and <strong>com</strong>missions. These<br />

costs are stipulated by product group and are indexed. Considering<br />

lapses, death and expiration period the annual delta<br />

is stipulated between the costs in the tariff and real assigned<br />

costs. Deltas are then actualised to the LAT-rate.<br />

For nonlife insurance, the LAT that examines if the premium<br />

and claim provisions are sufficient to settle definitely the<br />

opened claim files and the claims that will occur within the<br />

contractual duration of the contracts to open and to settle<br />

definitively.<br />

A LAT is carried out for all products. The test is subdivided into<br />

two parts. During the first part <strong>Dexia</strong> examines if the build up<br />

reserves for claim files already opened are sufficient, and in a<br />

second part <strong>Dexia</strong> makes an estimation of the expected loss<br />

burden for insurance portfolios and examine if the unearned<br />

premium reserves are sufficient.<br />

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Regarding reserves for the files already opened <strong>Dexia</strong> performs<br />

runoff calculations, using estimates for the claims handling<br />

expenses.<br />

For the assessment of loss burden for the insurance portfolio,<br />

<strong>Dexia</strong> conducts a reasoning that is based on percentages<br />

(average loss burden of the last 5 years and administrative<br />

expenses of the last year).<br />

FSA activities<br />

Financial guaranty insurance generally provides an unconditional<br />

and irrevocable guaranty that protects the holder of<br />

a financial obligation against non-payment of principal and<br />

interest when due. Upon a payment default on an insured<br />

obligation, <strong>Dexia</strong> is generally required to pay the principal,<br />

interest or other amounts due in accordance with the obligation’s<br />

original payment schedule or, at its option, to pay<br />

such amounts on an accelerated basis. The contract may be<br />

considered a derivative or an insurance contract depending<br />

on certain legal characteristics.<br />

Gross and ceded premiums received in upfront payouts are<br />

earned in proportion to the amount of risk outstanding over<br />

the expected period of coverage. Deferred premium revenue<br />

and prepaid reinsurance premiums represent the portion of<br />

premium that is applicable to coverage of risk to be provided<br />

in the future on policies in force.<br />

<strong>Dexia</strong> establishes provisions for losses liabilities based on its<br />

estimate of specific and non-specific losses. <strong>Dexia</strong> also establishes<br />

provisions for loss adjustment expenses (LAE), consisting<br />

of the estimated cost of settling claims, including legal<br />

and other fees and expenses associated with administering<br />

the claims process. <strong>Dexia</strong> calculates a loss and loss adjustment<br />

expenses liability based upon identified risks inherent<br />

in its entire insured portfolio. If an individual policy risk has a<br />

probable loss as of the balance sheet date, a specific reserve<br />

is established. For the remaining policy risks in the portfolio, a<br />

non-specific reserve is established to account for the inherent<br />

credit losses that can be statistically estimated.<br />

<strong>Dexia</strong> establishes a specific reserve for the present value of<br />

the estimated loss, net of subrogation recoveries, when, in<br />

management’s opinion, likelihood of a future loss on a particular<br />

insured obligation is probable and reasonably estimable<br />

at the balance sheet date. When an insured obligation has<br />

met the criteria for establishing a specific reserve and that the<br />

transaction pays a premium in installments, those premiums,<br />

if expected to be received prospectively, are considered a form<br />

of recovery and are no longer earned as premium revenue.<br />

A specific reserve is determined using cash flow or similar<br />

models that represent <strong>Dexia</strong>’s estimate of the net present<br />

value of the anticipated shortfall between:<br />

• scheduled payments on the insured obligation plus anticipated<br />

loss adjustment expenses; and<br />

• anticipated cash flow from and proceeds to be received on<br />

sales of any collateral supporting the obligation and other<br />

anticipated recoveries.<br />

The estimated loss, net of recovery, on a transaction is discounted<br />

using the risk-free rate appropriate for the term of<br />

the insured obligation at the time the reserve is established.<br />

<strong>Dexia</strong> records a non-specific reserve to reflect the credit<br />

risks inherent in its portfolio. Non-specific reserves in addition<br />

to specific reserves represent <strong>Dexia</strong>’s estimate of the<br />

total reserves. Generally, when an insured credit deteriorates<br />

to a point where claims are expected, a specific reserve is<br />

established.<br />

The non-specific reserve amount established considers all levels<br />

of protection (e.g., reinsurance and over-collateralization).<br />

Net par outstanding for policies originated in the current<br />

period is multiplied by loss frequency and severity factors.<br />

The loss factors used for calculation are the product of default<br />

frequency rates obtained from Moody’s and severity factors<br />

obtained from S&P. Moody’s is chosen due to its credibility,<br />

large population, statistical format and reliability of future<br />

update. <strong>Dexia</strong> applies an experience factor to the results of<br />

the statistical calculation.<br />

Liability Adequacy Test<br />

An insurer applies a Liability Adequacy Test for its insurance<br />

products, in accordance with IFRS 4. <strong>Dexia</strong> assesses at each<br />

<strong>report</strong>ing date whether its recognized insurance liabilities are<br />

adequate, using current estimates of future cash flows under<br />

its insurance contracts. This test is applied to all insurance<br />

contracts.<br />

For nonlife insurance, the Liability Adequacy Test is a sufficiency<br />

test within IFRS 4 that examines if the premium and<br />

provisions are sufficient to cover any open claim files and<br />

claims that are expected to occur within the contractual duration<br />

of the contracts.<br />

1.11.2. Reinsurance<br />

<strong>Dexia</strong>’s reinsurance contracts with third parties that contain<br />

enough characteristics to be classified as an insurance contract<br />

continue to be accounted for in accordance with local GAAP.<br />

A reinsurance asset is impaired if, and only if:<br />

• there is objective evidence, as a result of an event that<br />

occurred after initial recognition of the reinsurance asset, that<br />

the cedant may not receive all amounts due to it under the<br />

terms of the contract; and<br />

• that event has a reliably measurable impact on the amounts<br />

that the cedant will receive from the reinsurer.<br />

To measure the solvency of a reinsurer, <strong>Dexia</strong> refers to its<br />

attributed credit rating and the impairment rules.<br />

1.12. NETWORK COSTS<br />

This heading records <strong>com</strong>mission paid to intermediaries associated<br />

by exclusive sales mandate for bringing in transactions<br />

with customers.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

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RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

1.13. DEFERRED ACQUISITION COSTS<br />

Deferred acquisition costs are only applicable to FSA activities<br />

and are <strong>com</strong>prised of expenses related to the production<br />

of insurance contracts, including <strong>com</strong>missions paid on<br />

reinsurance assumed, <strong>com</strong>pensation and related costs of<br />

underwriting and marketing personnel, certain rating agency<br />

fees, premium taxes and certain other underwriting expenses,<br />

reduced by ceding <strong>com</strong>mission in<strong>com</strong>e on premiums ceded<br />

to reinsurers.<br />

Deferred acquisition costs are amortized over the period in<br />

which the related premiums are earned. Amortization of<br />

deferred acquisition costs is presented on a separate heading<br />

within operating costs.<br />

When an insured issue is retired or defeased prior to the end<br />

of the expected period of coverage, the remaining deferred<br />

acquisition cost is recognized. Recoverability of deferred<br />

acquisition costs is determined by:<br />

• considering deferred premium revenue and premiums<br />

related to early repayments;<br />

• and the present value of anticipated losses and loss adjustment<br />

expenses.<br />

1.14. LOANS AND ADVANCES DUE FROM<br />

BANKS AND CUSTOMERS<br />

Loans categorized as “loans and advances”, being those not<br />

included within trading, designated at fair value through P/L<br />

and AFS, are carried at amortized cost, being the outstanding<br />

principal amount, net of any deferred fees and material<br />

direct costs on loans and net of any unamortized premiums<br />

or discounts.<br />

1.15. FINANCIAL ASSETS OR FINANCIAL<br />

LIABILITIES HELD FOR TRADING OR FINANCIAL<br />

ASSETS OR LIABILITIES DESIGNATED AT FAIR<br />

VALUE THROUGH PROFIT AND LOSS<br />

1.15.1. Loans and securities held for trading<br />

Loans held for trading purposes are included in “Financial<br />

assets held for trading” and are carried at fair value, with<br />

unrealized gains and losses recorded in earnings as “Net trading<br />

in<strong>com</strong>e”. Interest in<strong>com</strong>e is accrued using the effective<br />

interest rate method and is recorded under “Net interest<br />

in<strong>com</strong>e”.<br />

Trading securities are securities acquired for generating a profit<br />

from short-term fluctuations in price or dealer’s margin, or are<br />

securities included in a portfolio in which a pattern of shortterm<br />

profit taking exists. Trading securities are initially recognized<br />

at fair value and subsequently re-measured at fair value.<br />

All related realized and unrealized gains and losses are included<br />

in “Net trading in<strong>com</strong>e”. Interest earned during the period of<br />

holding the trading assets is <strong>report</strong>ed as “Interest in<strong>com</strong>e”.<br />

Dividends received are included in “Dividend in<strong>com</strong>e”.<br />

All purchases and sales of trading securities that require<br />

delivery within the time frame established by regulation or<br />

market convention (“regular way” purchases and sales) are<br />

recognized at settlement date. Other trading transactions are<br />

treated as derivatives until settlement occurs (see also Paragraph<br />

1.6. “Trade date and settlement date accounting”).<br />

1.15.2. Liabilities held for trading<br />

Liabilities held for trading follow the same accounting rules as<br />

those for loans and securities held for trading.<br />

1.15.3. Loans and securities designated at fair<br />

value through profit and loss<br />

Loans and securities designated at fair value through statement<br />

of in<strong>com</strong>e follow the same accounting rules as those for<br />

loans and securities held for trading.<br />

Under the fair value option, a financial asset, a financial liability<br />

or a group of financial instruments can be designated by<br />

the entity as “at fair value through profit or loss”, provided<br />

that doing so results in more relevant information or increases<br />

measurement reliability. The fair value option simplifies the<br />

application of IAS 39. It is used:<br />

• when such designation eliminates or significantly reduces a<br />

measurement or recognition inconsistency that would otherwise<br />

arise,<br />

• when a group of financial assets, financial liabilities or both<br />

is managed and its performance is evaluated on a fair value<br />

basis, in accordance with a documented risk management or<br />

investment strategy,<br />

• when an instrument contains a non-closely related embedded<br />

derivative.<br />

The use of the fair value option is an accounting policy choice<br />

which should be made for the entire financial instrument, at<br />

initial recognition and when certain conditions of documentation<br />

are fulfilled.<br />

In order to avoid volatility in its equity and results, <strong>Dexia</strong> has<br />

designated the assets and liabilities of unit-linked contracts<br />

(branch 23) at fair value through the statement of in<strong>com</strong>e.<br />

1.15.4. Liabilities designated at fair value through<br />

profit and loss<br />

The above <strong>com</strong>ments on the fair value option are also valid<br />

for the liabilities.<br />

1.16. LOANS AND SECURITIES AVAILABLE FOR<br />

SALE AND SECURITIES HELD TO MATURITY<br />

Management determines the appropriate classification of its<br />

investments at initial recognition.<br />

Quoted securities with fixed maturity are classified as held-tomaturity<br />

(HTM) when management has both the intent and<br />

the ability to hold the assets to maturity.<br />

Securities and loans and receivables intended to be held for<br />

an indefinite period of time, which may be sold in response to<br />

needs for liquidity or changes in interest rates, exchange rates<br />

or equity prices, are classified as available-for-sale (AFS).<br />

Securities and loans and receivables are initially recognized<br />

at fair value (which includes transaction costs). Interest is rec-<br />

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ognized based on the effective interest rate method and is<br />

recognized within net interest in<strong>com</strong>e.<br />

Available-for-sale financial assets are subsequently remeasured<br />

at fair value based on quoted bid prices or amounts<br />

derived from cash-flow models. Unrealized gains and losses<br />

arising from changes in the fair value of financial assets classified<br />

as available-for-sale are recognized within equity. When<br />

securities are disposed of, the related accumulated fair value<br />

adjustments are included in the statement of in<strong>com</strong>e as “Net<br />

in<strong>com</strong>e on investments”.<br />

Held-to-maturity investments are carried at amortized cost<br />

using the effective interest method, less any allowance for<br />

impairment.<br />

1.17. POSITIVE/NEGATIVE VALUE<br />

OF DERIVATIVES<br />

Derivative financial instruments generally include foreign<br />

exchange contracts, currency and interest rate futures, forward<br />

rate agreements, currency and interest rate swaps and<br />

currency and interest rate options (both written and purchased).<br />

All derivatives are initially recognized in the balance<br />

sheet at fair value and are subsequently remeasured<br />

at fair value. Fair values are obtained from quoted market<br />

prices, discounted cash flow models or pricing models as<br />

appropriate.<br />

Derivatives are <strong>report</strong>ed as assets when fair value is positive<br />

and as liabilities when fair value is negative.<br />

The amount <strong>report</strong>ed on these lines of the balance sheet<br />

includes the premium paid/received net of amortization, the<br />

revaluation to fair value and the accrued interest, the sum of<br />

all elements representing the fair value of the derivative.<br />

Certain derivatives embedded in other financial instruments,<br />

are treated as separate derivatives when:<br />

• their risks and characteristics are not closely related to those<br />

of the host contract; and<br />

• the hybrid contract is not carried at fair value with unrealized<br />

gains and losses <strong>report</strong>ed in the statement of in<strong>com</strong>e.<br />

1.18. HEDGING DERIVATIVES<br />

On the date a derivative contract is entered into, <strong>Dexia</strong> may<br />

designate certain derivatives as either:<br />

(1) a hedge of the fair value of a recognized asset or liability<br />

or a firm <strong>com</strong>mitment (fair value hedge); or<br />

(2) a hedge of a future cash flow attributable to a recognized<br />

asset or liability or a forecasted transaction (cash flow hedge);<br />

or<br />

(3) a hedge of a net investment in a foreign entity (net investment<br />

hedge).<br />

If a derivative is not designated in a hedging relationship, it is<br />

to be deemed held for trading or part of a fair value option<br />

strategy.<br />

Hedge accounting may be used for derivatives designated in<br />

this way, provided certain criteria are met.<br />

The criteria for a derivative instrument to be accounted for as<br />

a hedge include inter alia:<br />

• formal documentation of the hedging instrument, hedged<br />

item, hedging objective, strategy and relationship prepared<br />

before hedge accounting is applied;<br />

• the hedge is documented showing that it is expected to be<br />

highly effective (within a range of 80% to 125%) in offsetting<br />

changes in fair value or cash flows attributable to the hedged<br />

risk in the hedged item throughout the <strong>report</strong>ing period; and<br />

• the hedge is effective at inception and on an ongoing<br />

basis.<br />

Entities of <strong>Dexia</strong> use internal derivative contracts (internal<br />

hedging) mainly to cover their interest rate risk. Those internal<br />

contracts are offset with external parties. If the contracts cannot<br />

be offset with third parties, the hedging criteria are not<br />

met. Internal derivative contracts between separate divisions<br />

within the same legal entity and between separate entities<br />

within the consolidated Group can qualify for hedge accounting<br />

in the consolidated financial statements only if the internal<br />

contracts are offset by derivative contracts with a party<br />

external to the consolidated group. In this case, the external<br />

contract is regarded as the hedging instrument.<br />

Changes in the fair value of derivatives that are designated<br />

and qualify as fair value hedges and that prove to be highly<br />

effective in relation to hedged risk, are recorded in the statement<br />

of in<strong>com</strong>e, along with the corresponding change in fair<br />

value of the hedged assets or liabilities that is attributable to<br />

that specific hedged risk.<br />

If the hedge no longer meets the criteria for hedge accounting<br />

(fair value hedge model), the adjustment to the carrying<br />

amount of a hedged interest-bearing financial instrument is<br />

amortized to net profit or loss over the period to maturity<br />

through an adjustment of the yield of the hedged item.<br />

Changes in the fair value of derivatives that are designated<br />

and qualify as cash flow hedges and are highly effective in<br />

relation to the hedged risk, are recognized in the hedging<br />

reserve in equity as “Gains and losses not recognized in<br />

the statement of in<strong>com</strong>e” (see “Consolidated statement of<br />

changes in shareholders’ equity”). The non-effective portion<br />

of the changes in the fair value of the derivatives is recognized<br />

in the statement of in<strong>com</strong>e. Where the forecast transaction<br />

results in the recognition of a non-financial asset or a<br />

liability, the gains and losses previously deferred in equity are<br />

transferred from equity and included in the initial measurement<br />

of the cost of the asset or liability. Otherwise, amounts<br />

deferred in equity are transferred to the statement of in<strong>com</strong>e<br />

and classified as revenue or expense in the periods during<br />

which the hedged firm <strong>com</strong>mitment or forecast transaction<br />

affects the statement of in<strong>com</strong>e.<br />

Certain derivative transactions, while providing effective economic<br />

hedges under <strong>Dexia</strong>’s risk management positions, do<br />

not qualify for hedge accounting under the specific rules in<br />

IFRS and are therefore treated as derivatives held for trading<br />

with fair value gains and losses <strong>report</strong>ed in in<strong>com</strong>e.<br />

1.19. HEDGE OF THE INTEREST RATE RISK<br />

EXPOSURE OF A PORTFOLIO<br />

<strong>Dexia</strong> has decided to apply IAS 39 as adopted by the EU because<br />

it better reflects the way <strong>Dexia</strong> manages its activities.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

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RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

The objective of the hedge relationships is to reduce the interest<br />

rate risk exposure stemming from the selected category<br />

of assets or liabilities designated as the qualifying hedged<br />

items.<br />

The entity performs a global analysis of interest rate risk<br />

exposure. It consists of assessing fixed rate exposure taking<br />

into account all the exposure <strong>com</strong>ing from balance sheet and<br />

off-balance sheet items. This global analysis may exclude certain<br />

<strong>com</strong>ponents of the exposure, such as financial market<br />

activities, provided that the risk exposure stemming from the<br />

excluded activities are monitored on an activity-by-activity<br />

basis. The entity selects assets and/or liabilities to be entered<br />

into the hedge of interest rate risk exposure of the portfolio.<br />

The entity defines at inception the risk exposure to be hedged,<br />

the length of the time-bucket, the way and the frequency it<br />

performs tests. The entity constantly applies the same methodology<br />

for selecting assets and liabilities entering in the portfolio.<br />

Assets and liabilities are included on a cumulative basis<br />

in all the time buckets of the portfolio. Hence, when they are<br />

removed from the portfolio, they must be removed from all<br />

the time buckets in which they had an impact.<br />

The entity may choose which assets and/or liabilities it wishes<br />

to classify into the portfolio provided they are included in the<br />

global analysis. Demand deposits and savings accounts may<br />

be included in the portfolio based on behavioral study for estimating<br />

expected maturity date. The entity may designate as<br />

qualifying hedged items different categories of assets or liabilities<br />

such as “available for sale” assets or loan portfolios.<br />

The hedging instruments are a portfolio of derivatives. Such<br />

a portfolio of derivatives may contain offsetting positions.<br />

The hedging items are recognized at its fair value (including<br />

accrued interest expense or in<strong>com</strong>e) with adjustments<br />

accounted for in the statement of in<strong>com</strong>e.<br />

Effectiveness tests consist of verifying that the hedging objective,<br />

i.e. reducing the interest rate risk exposure, is fulfilled.<br />

Inefficiency can <strong>com</strong>e only from overhedging due to noncontractual<br />

events occurring within the categories of assets<br />

or liabilities.<br />

Hedged interest rate risk revaluation of elements carried out<br />

at amortized cost is included in the line “Fair value revaluation<br />

of portfolio hedges”. In case of hedging of AFS, the revaluation<br />

is part of the heading “Loans and securities AFS”.<br />

1.20. TANGIBLE FIXED ASSETS<br />

Tangible fixed assets include property, plant and equipment<br />

and investment properties.<br />

All property, plant and equipment are stated at its cost less<br />

accumulated depreciation and impairments.<br />

Depreciation is calculated using the straight-line method to<br />

write down the cost of such assets to their residual values<br />

over their estimated useful lives.<br />

The main service lives are as follows:<br />

• buildings (including acquisition costs and non deductible<br />

taxes): 20 to 50 years;<br />

• <strong>com</strong>puter equipment: 3 to 6 years;<br />

• leasehold improvements, equipment and furniture: 2 to<br />

12 years;<br />

• vehicles: 2 to 5 years.<br />

The exchange losses on liabilities for the acquisition of an<br />

asset as well as the interest on specific or general borrowings<br />

to finance the construction of qualifying assets are expensed<br />

immediately.<br />

Where the carrying amount of an asset is greater than its estimated<br />

recoverable amount, it is written down to its recoverable<br />

amount. Gains and losses on disposals of property and<br />

equipment are determined by reference to their carrying<br />

amount and are included in Other net in<strong>com</strong>e. Expenditure<br />

that enhances or extends the benefits of real estate or fixed<br />

assets is capitalized and subsequently depreciated.<br />

Investment properties are those properties held to earn rentals<br />

or for capital appreciation. <strong>Dexia</strong> may also partly use certain<br />

investment properties. If the “own use” portions can be<br />

sold separately or leased out separately under finance lease,<br />

then these portions are accounted for separately. If the “own<br />

use” portions cannot be sold separately, the property is an<br />

investment property only if <strong>Dexia</strong> holds an insignificant portion<br />

for its own use.<br />

Investment properties are recorded at its cost less accumulated<br />

depreciation and impairments. The investment properties<br />

are depreciated over their useful lives on a straight-line basis.<br />

Depreciation of buildings given in operating leases is recorded<br />

in “Depreciation”, whereas depreciation on other assets given<br />

in operating lease is booked in “Other net in<strong>com</strong>e”.<br />

1.21. INTANGIBLE ASSETS<br />

Intangible assets mainly consist of internally generated and<br />

acquired software. Costs associated with maintaining <strong>com</strong>puter<br />

software programs are recognized as expense as incurred.<br />

However, expenditure that enhances or extends the benefits<br />

of <strong>com</strong>puter software programs beyond one year is used to<br />

increase the original cost of the software. Computer software<br />

development costs recognized as assets are amortized using<br />

the straight-line method over their useful lives from the time<br />

the software is available for use. This amortization period is<br />

usually between 3 and 5 years.<br />

Where the carrying amount of an asset is greater than its estimated<br />

recoverable amount, it is written down to its recoverable<br />

amount. Gains and losses on disposals of intangible<br />

assets are determined by reference to their carrying amount<br />

and are included in “Other net in<strong>com</strong>e”. Expenditure that<br />

enhances or extends the benefits is capitalized and subsequently<br />

depreciated.<br />

1.22. GOODWILL<br />

1.22.1. Positive goodwill<br />

Goodwill represents the excess of the cost of an acquisition<br />

over the fair value of <strong>Dexia</strong>’s share of the net assets of the<br />

acquired subsidiary or associated undertaking at the date of<br />

acquisition. Goodwill on acquisition occurring on or after January<br />

1, 2004 is <strong>report</strong>ed in the balance sheet as an intangible<br />

asset. Goodwill is allocated to cash-generating units for the<br />

purpose of impairment testing. Cash-generating units may be<br />

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a legal entity, or may be designed based on criteria of, geographic<br />

area and business segment.<br />

Variations in percentage of ownership in fully-consolidated<br />

<strong>com</strong>panies are considered as transactions with shareholders.<br />

Therefore, neither fair value adjustments nor goodwill adjustments<br />

are made, when percentage increases or decreases<br />

take place without change in the consolidation method. The<br />

difference between purchase or sale of net asset and the purchase<br />

or sale price is directly recorded in equity.<br />

difference between the gross receivable and the present value<br />

of the receivable is recognized as unearned finance in<strong>com</strong>e.<br />

Lease in<strong>com</strong>e is recognized over the term of the lease using<br />

the net investment method (before tax), which reflects a constant<br />

periodic rate of return.<br />

1.25. SALE AND REPURCHASE AGREEMENTS<br />

AND LENDING OF SECURITIES<br />

1.22.2. Impairment of goodwill<br />

The carrying amount of goodwill is reviewed at year-end<br />

when circumstances or events indicate that there may be<br />

uncertainty over the carrying amount. It is written down for<br />

impairment when the recoverable amount of the business is<br />

insufficient to support the carrying value.<br />

1.23. OTHER ASSETS<br />

Other assets mainly <strong>com</strong>prise accrued in<strong>com</strong>e (non-interest<br />

related), prepayments and other accounts receivable. They<br />

also include insurance products (reinsurance, insurance premiums<br />

receivables, etc.), construction contracts, inventories,<br />

plan assets relating to employee benefit obligations. These<br />

other assets are recorded at amortized cost less any allowance<br />

for impairment if applicable or following the applicable<br />

standard. Plan assets are recognized in accordance with IAS<br />

19 requirements.<br />

1.24. LEASES<br />

1.24.1. A <strong>Dexia</strong> <strong>com</strong>pany is the lessee<br />

A finance lease is a lease that transfers substantially all the<br />

risks and rewards incidental to ownership of an asset. An<br />

operating lease is a lease other than a finance lease.<br />

<strong>Dexia</strong> principally enters into operating leases for the rental of<br />

equipment or real estate. Lease rentals are recognized in the<br />

statement of in<strong>com</strong>e on a straight-line basis over the period<br />

of the lease.<br />

When an operating lease is terminated before the lease period<br />

has expired, any payment to be made to the lessor by way of<br />

penalty is recognized as an expense in the period in which<br />

termination takes place.<br />

If the lease agreement substantially transfers the risk and<br />

rewards of ownership of the asset, the lease is recorded as<br />

a finance lease and the related asset is capitalized. At inception<br />

the asset is recorded at the lower of the present value of<br />

the minimum lease payments or fair value and is depreciated<br />

over its estimated useful life. The corresponding rental obligations<br />

are recorded as borrowings and interest payments are<br />

recorded using the effective interest rate method.<br />

1.24.2. A <strong>Dexia</strong> <strong>com</strong>pany is the lessor<br />

When assets held are subject to a finance lease, the present<br />

value of the lease payments is recognized as a receivable. The<br />

Securities sold subject to a linked repurchase agreement<br />

(“repos”) remain in the financial statements recognized as<br />

financial assets held for trading, financial assets available for<br />

sale or financial assets held to maturity. The corresponding<br />

liability is included in “Due to banks” or “Customer borrowings<br />

and deposits” as appropriate. The asset is <strong>report</strong>ed as<br />

pledged in the notes.<br />

Securities purchased under agreements to resell (“reverse<br />

repos”) are recorded as:<br />

• an obligation to return securities within off-balance sheet<br />

items; and<br />

• “Interbank loans and advances” or “Loans to customers”<br />

as appropriate.<br />

The difference between the sale and repurchase price is<br />

treated as interest in<strong>com</strong>e or expense and is accrued over<br />

the life of the agreements using the effective interest rate<br />

method. Securities lent to counterparts are retained in the<br />

financial statements.<br />

Securities borrowed are not recognized in the financial<br />

statements.<br />

If they are sold to third parties, the gain or loss is included<br />

in “Net trading in<strong>com</strong>e” and the obligation to return them<br />

is recorded at fair value in “Financial liabilities — trading<br />

securities”.<br />

1.26. BORROWINGS<br />

Borrowings are recognized initially at fair value, being their<br />

issue proceeds net of transaction costs incurred. Subsequently,<br />

borrowings are stated at amortized cost and any difference<br />

between net proceeds and the redemption value is<br />

recognized in the statement of in<strong>com</strong>e over the period of the<br />

borrowings using the effective interest rate method.<br />

Debts are included in the financial statements, based on the<br />

substance of their underlying contracts more than their legal<br />

form.<br />

1.27. DEFERRED INCOME TAX<br />

Deferred in<strong>com</strong>e tax is provided in full, using the liability<br />

method, on temporary differences arising between the tax<br />

bases of assets and liabilities and their carrying amounts in<br />

the financial statements.<br />

The principal temporary differences arise from depreciation of<br />

property, plant and equipment, revaluation of certain financial<br />

assets and liabilities including derivative contracts, provisions<br />

for pensions and other post retirement benefits, provisions for<br />

loan and other impairments and tax losses carried forward;<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

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RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

and, in relation to acquisitions, from the difference between<br />

the fair values of the net assets acquired and their tax base.<br />

The rates enacted or substantively enacted at the balancesheet<br />

date are used to determine deferred in<strong>com</strong>e tax.<br />

Deferred tax assets are recognized to the extent that it is<br />

probable that future taxable profit will be available against<br />

which the temporary differences can be utilized.<br />

Deferred in<strong>com</strong>e tax is provided on temporary differences<br />

arising from investments in subsidiaries, associates and joint<br />

ventures, except where the timing of the reversal of the temporary<br />

difference can be controlled and it is probable that the<br />

difference will not reverse in the foreseeable future.<br />

Deferred tax related to fair value remeasurement of availablefor-sale<br />

investments and cash flow hedges, which are charged<br />

or credited directly to equity, is also credited or charged directly<br />

to equity and is subsequently recognized in the statement of<br />

in<strong>com</strong>e together with the deferred gain or loss.<br />

1.28. EMPLOYEE BENEFITS<br />

Employee benefit obligations are measured at the present<br />

value of the estimated future cash outflows using interest<br />

rates of corporate bonds rated AA, which have terms to<br />

maturity approximating to the terms of the related liability<br />

and taking into consideration also actuarial and demographic<br />

assumptions.<br />

Qualified internal and external actuaries carry out valuations<br />

of these obligations. All valuations, assumptions and results<br />

are reviewed and validated by an external actuary for <strong>Dexia</strong><br />

that ensures that all calculations are harmonized and calculated<br />

in conformity with IAS 19.<br />

1.28.1. Pension obligations<br />

<strong>Dexia</strong> operates a number of defined benefit and defined contribution<br />

plans throughout the world, the assets of which are<br />

generally held in separate insurance <strong>com</strong>panies. The pension<br />

plans are generally funded by payments from employees and<br />

by the relevant <strong>Dexia</strong> <strong>com</strong>panies.<br />

they relate. The obligation of <strong>Dexia</strong> is limited to the contributions<br />

that <strong>Dexia</strong> agrees to pay into the fund on behalf of the<br />

employee.<br />

1.28.2. Other post-retirement obligations<br />

Some <strong>Dexia</strong> <strong>com</strong>panies provide post-retirement health care<br />

benefits to their retirees. The entitlement to these benefits<br />

is usually based on the employee remaining in service up to<br />

retirement age and the <strong>com</strong>pletion of a minimum service<br />

period. The expected costs of these benefits are accrued over<br />

the period of employment, using a methodology similar to<br />

that for defined benefit pension plans.<br />

1.28.3. Other long-term benefits<br />

This mainly includes provisions for jubilee premiums that will<br />

be received by employees when they be<strong>com</strong>e entitled to this<br />

right.<br />

1.28.4. Termination benefits<br />

A termination benefit provision is only recorded when <strong>Dexia</strong><br />

is <strong>com</strong>mitted to terminate the employment before the normal<br />

date of retirement or provide benefits as a result of an offer<br />

made in order to encourage voluntary redundancy. <strong>Dexia</strong><br />

must have a detailed formal plan and no realistic possibility<br />

of withdrawal.<br />

1.28.5. Equity <strong>com</strong>pensation benefits<br />

Share options are granted to directors and to some employees.<br />

The cost of the option is recognized within expense based<br />

on services received. The fair value of the option is calculated<br />

based on valuation techniques (Black and Scholes adjusted<br />

for departure of employees) and on market data.<br />

<strong>Dexia</strong> also offers a discount for the capital increases reserved<br />

for its personnel. This discount is taken into expense taking<br />

into account the fact that those equity securities are blocked<br />

for a certain period of time.<br />

1.28.1.1. Defined benefit plans<br />

For defined benefit plans, pension costs are assessed using<br />

the projected units credit method.<br />

Under this method, the cost of providing pensions is charged<br />

to the statement of in<strong>com</strong>e so as to spread the regular cost<br />

over the service lives of employees. Net cumulative unrecognized<br />

actuarial gains and losses exceeding the corridor<br />

(greater than 10% of the present value of the gross defined<br />

benefit obligation or 10% of the fair value of any plan assets)<br />

are recognized in in<strong>com</strong>e over the average remaining life of<br />

the plan.<br />

The defined obligation is presented net of plan assets as a<br />

liability unless the assets are held by a Group entity in which<br />

case the assets are recorded gross in the related lines of the<br />

assets.<br />

1.28.1.2. Defined contribution pension plans<br />

<strong>Dexia</strong>’s contributions to defined contribution pension plans<br />

are charged to the statement of in<strong>com</strong>e in the year to which<br />

1.28.6. Employee entitlements<br />

Employee entitlements to annual leave and long service leave<br />

are recognized when they accrue to employees. A provision<br />

is made for the estimated liability for annual leave and longservice<br />

leave as a result of services rendered by employees up<br />

to the balance-sheet date.<br />

1.29. PROVISIONS<br />

According to IAS 37, a provision is a liability of uncertain timing<br />

or amount.<br />

Provisions are recognized based on their discounted value<br />

when:<br />

• <strong>Dexia</strong> has a present legal or constructive obligation as a<br />

result of past events;<br />

• it is probable that an outflow of resources embodying economic<br />

benefits will be required to settle the obligation; and<br />

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• a reliable estimate of the amount of the obligation can be<br />

made.<br />

For provisions on loans <strong>com</strong>mitments, the above presumptions<br />

are applied through the same methodology as applied<br />

for impairment of financial assets measured at amortized cost<br />

as in IAS 39.<br />

1.30. SHARE CAPITAL AND TREASURY SHARES<br />

1.30.1. Share issue costs<br />

External incremental costs directly attributable to the issue of<br />

new equity securities, other than as part of a business <strong>com</strong>bination,<br />

are deducted from equity net of any related in<strong>com</strong>e<br />

tax.<br />

1.30.2. Dividends on ordinary shares<br />

Dividends on ordinary shares are recognized in equity in the<br />

period in which they are declared (authorized and no longer<br />

at the discretion of the entity). Dividends for the year that<br />

are declared after the balance-sheet date are disclosed in the<br />

subsequent events note.<br />

1.30.3. Preferred shares<br />

Preferred shares that are non-redeemable and upon which<br />

dividends are declared at the discretion of the directors, are<br />

classified as equity.<br />

1.30.4. Treasury shares<br />

Where <strong>Dexia</strong> or its subsidiaries purchase <strong>Dexia</strong>’s share capital<br />

or obtains rights to purchase its share capital, the consideration<br />

paid including any attributable transaction costs net of<br />

in<strong>com</strong>e taxes is shown as a deduction from total shareholders’<br />

equity. Gains and losses on sales of own equity securities<br />

are charged or credited to the treasury share account in<br />

equity.<br />

1.30.5. Insurance discretionary participation<br />

features<br />

The unrealized gains and losses relating to assets classified as<br />

available for sale and backing insurance contracts with discretionary<br />

participation feature are classified by the Group as<br />

follows:<br />

• as a liability to the extent of the return guaranteed to the<br />

contract holders;<br />

• as a separate <strong>com</strong>ponent of equity to the extent of that<br />

feature.<br />

1.32. FAIR VALUE OF FINANCIAL INSTRUMENTS<br />

Fair value is the amount for which an asset could be<br />

exchanged, or a liability settled, between knowledgeable,<br />

willing parties in an arm’s-length transaction. Market prices<br />

are used to determine fair value, where an active market<br />

(such as a recognized stock exchange) exists, as it is the best<br />

evidence of the fair value of a financial instrument. Market<br />

prices are not, however, available for a significant number<br />

of the financial assets and liabilities held or issued by <strong>Dexia</strong>.<br />

Therefore, for financial instruments where no market price is<br />

available, the fair values have been estimated using present<br />

value or other estimation and valuation techniques based on<br />

market conditions existing at balance-sheet dates.<br />

The values derived from applying these techniques are significantly<br />

affected by the underlying assumptions made concerning<br />

both the amounts and timing of future cash flows and<br />

the discount rates.<br />

Financial instruments classified as trading assets or liabilities,<br />

assets or liabilities designated at fair value through P/L, available<br />

for sale, derivatives and other transactions undertaken<br />

for trading purposes are measured at fair value by reference<br />

to quoted market prices when available. If quoted market<br />

prices are not available, then fair values are estimated on the<br />

basis of pricing models, or discounted cash flows. Fair value is<br />

equal to the carrying amount for these items.<br />

For trading and AFS, when quoted prices are not available,<br />

the pricing models try to reflect as precisely as possible the<br />

market conditions at the calculation date as well as the<br />

changes in the credit quality of the financial instruments. For<br />

unquoted and immaterial positions, some simplifying hypotheses<br />

are applied:<br />

(a) the carrying amount of financial instruments maturing<br />

within 12 months can be assumed to approximate to their<br />

fair value;<br />

(b) the fair value of variable-rate financial instruments is<br />

assumed to be approximated by their carrying amounts.<br />

In addition to the above assumptions, the following remarks<br />

could be made regarding the fair value of loans and<br />

receivables:<br />

(a) the fair value of fixed-rate loans and mortgages are estimated<br />

by <strong>com</strong>paring market interest rates when the loans<br />

were granted with current market rates offered on similar<br />

loans;<br />

(b) cap, floor and prepayment options are included in determining<br />

the fair value of loans and receivables;<br />

(c) for most of the loans and receivables the credit spread<br />

remains stable over the lifetime. However, based on experience,<br />

it is noted that in a number of portfolios the credit<br />

spread changes over the time. For those, we included the<br />

most recent credit spreads available for calculating the fair<br />

value.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

1.31. FIDUCIARY ACTIVITIES<br />

Assets and in<strong>com</strong>e arising thereon together with related<br />

undertakings to return such assets to customers are excluded<br />

from these financial statements where <strong>Dexia</strong> acts in a fiduciary<br />

capacity such as nominee, trustee or agent.<br />

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RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

1.33. CASH AND CASH EQUIVALENTS<br />

For the purposes of the cash flow statement, cash and cash<br />

equivalents <strong>com</strong>prise balances with less than 3 months<br />

remaining maturity included within cash and balances with<br />

central banks, interbank loans and advances, loans and<br />

advances to customers, financial assets held for trading,<br />

financial assets available for sale and financial assets of the<br />

fair value portfolio.<br />

1.34. EARNINGS PER SHARE<br />

Basic earnings per share is calculated by dividing net in<strong>com</strong>e<br />

available to ordinary shareholders by the weighted average<br />

number of ordinary shares in issue during the year, excluding<br />

the average number of ordinary shares purchased by <strong>Dexia</strong><br />

and held as treasury shares.<br />

For the diluted earnings per share the weighted average<br />

number of ordinary shares in issue is adjusted to assume<br />

conversion of all dilutive potential ordinary shares, such as<br />

convertible debt and share options granted to employees.<br />

Potential or contingent share issuances are treated as dilutive<br />

when the derivatives are “in the money” and their conversion<br />

to shares would decrease net earnings per share.<br />

2. RELATED PARTY<br />

TRANSACTIONS<br />

Parties are considered to be related if one party has the ability<br />

to control the other party or exercise significant influence<br />

over the other party in making financial or operational decisions.<br />

The ultimate parent of the Group is <strong>Dexia</strong>, incorporated<br />

in Belgium. Relations with equity-accounted <strong>com</strong>panies are<br />

<strong>report</strong>ed, as well as relations with the directors.<br />

3. SEGMENT<br />

REPORTING<br />

A segment is a distinguishable <strong>com</strong>ponent of <strong>Dexia</strong> that is<br />

engaged either in providing products or services (business<br />

segment) or in providing products or services within a particular<br />

economic environment (geographic segment), which<br />

is subject to risks and returns that are different from those of<br />

other segments. Segments with a majority of revenue earned<br />

from sales to external customers and whose revenue, result<br />

or assets are 10 per cent or more of all the segments that are<br />

<strong>report</strong>ed separately.<br />

• Asset Management, Insurance and Insurance Services;<br />

• Treasury and Financial Markets;<br />

• Non allocated.<br />

The “non allocated” part is mainly <strong>com</strong>posed of:<br />

• equities portfolio not attributable to other segments;<br />

• exceeding share capital;<br />

• building property, other tangible and intangible fixed assets<br />

not attributable to other business lines;<br />

• share leasing activities in the Netherlands;<br />

• items non attributable to other segments.<br />

<strong>Dexia</strong> caters for two types of clients: institutions and individual<br />

customers. All distribution activities related to these two markets<br />

are covered by a specific business line (first and second<br />

business lines). Moreover, some activities are transversal by<br />

nature and <strong>com</strong>mon to all <strong>com</strong>mercial business lines. These<br />

activities (Asset Management, Fund Services and Insurance)<br />

are grouped as a “production and service centers” function<br />

(third business line). Finally, <strong>Dexia</strong> has a treasury and financial<br />

markets sector (fourth business line), covering all trading<br />

room and associated activities, both for Group business lines<br />

and external counterparties.<br />

Relations between business lines and especially between<br />

<strong>com</strong>mercial business lines, financial markets and production<br />

and service centers are subject to retrocessions and/or analytical<br />

transfers, governed by service level agreements based on<br />

normal <strong>com</strong>mercial terms and market conditions.<br />

The results of each business line also include:<br />

• the earnings from <strong>com</strong>mercial transformation, including<br />

the management costs of this transformation and the Group<br />

equity allocated to this activity on the basis of medium and<br />

long-term outstanding;<br />

• interest on economic capital: economic capital is allocated<br />

to the business lines for internal purposes and the return on<br />

economic capital is used to measure the performance of each<br />

business line;<br />

• funding cost.<br />

Segment assets and liabilities <strong>com</strong>prise operating assets and<br />

liabilities, being the majority of the balance sheet but excluding<br />

items such as tax assets and liabilities.<br />

The Chief Operations Officer (COO) manages main tangible<br />

and intangible assets. Therefore, these are allocated to “Non<br />

Allocated” except when they are directly managed by a <strong>com</strong>mercial<br />

or financial business line.<br />

The accounting policies of the segments are the same as those<br />

described in the summary of significant accounting policies.<br />

3.2. GEOGRAPHIC SEGMENTS (SECONDARY<br />

SEGMENT REPORTING)<br />

3.1. BUSINESS SEGMENTS (PRIMARY SEGMENT<br />

REPORTING)<br />

<strong>Dexia</strong>’ s <strong>report</strong>able segments are defined by using the “management<br />

approach”. These segments reflect <strong>Dexia</strong>’s internal<br />

organisational structure and are used by the management to<br />

make business decisions.<br />

<strong>Dexia</strong> is organized as follows:<br />

• Public/Project Finance and Credit Enhancement;<br />

• Personal Financial Services;<br />

Although <strong>Dexia</strong>’s business segments are managed on a<br />

worldwide basis, they operate in four main geographic areas<br />

as follows:<br />

• euro zone (countries using the euro currency);<br />

• rest of Europe (European countries which do not belong to<br />

the euro zone);<br />

• USA;<br />

• rest of the world.<br />

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4. RISK MANAGEMENT POLICIES<br />

AND HEDGING ACTIVITIES<br />

This section presents information about <strong>Dexia</strong>’s exposure to,<br />

and its management and control of risks, in particular the primary<br />

risks associated with its use of financial instruments:<br />

• market risk is exposure to observable market variables such<br />

as interest rates, exchange rates and equity markets;<br />

• credit risk is the risk of loss resulting from client or counterpart<br />

default and arises on credit exposure in all forms, including<br />

settlement risk;<br />

• funding and liquidity risk is the risk of being unable to meet<br />

its payment when due, or to be unable, to borrow funds in<br />

the market on an unsecured, or even secured basis at an<br />

acceptable price to fund actual or proposed <strong>com</strong>mitments.<br />

The notional amounts of certain types of financial instruments<br />

provide a basis for <strong>com</strong>parison with instruments recognized<br />

on the balance sheet but do not necessarily indicate<br />

the amounts of future cash flows involved or the current fair<br />

value of the instruments and, therefore, do not indicate <strong>Dexia</strong>’s<br />

exposure to credit or price risks. The derivative instruments<br />

be<strong>com</strong>e favorable (assets) or unfavorable (liabilities) as a result<br />

of fluctuations of the underlying interest, foreign exchange,<br />

equity or credit risks relative to their terms. The aggregate<br />

contractual or notional amount of derivative financial instruments<br />

on hand, the extent to which instruments are favorable<br />

or unfavorable and, thus the aggregate fair values of derivative<br />

financial assets and liabilities can fluctuate significantly.<br />

Assumptions and techniques have been developed to provide<br />

a consistent measurement of fair value for <strong>Dexia</strong>’s assets and<br />

liabilities. However, because other institutions may use different<br />

methods and assumptions, fair value disclosures cannot<br />

necessarily be <strong>com</strong>pared from one financial institution to<br />

another.<br />

This section also presents Group’s regulatory capital position.<br />

4.1. MARKET RISK<br />

4.1.1. Overview<br />

Market risk is the risk of loss arising from movements in<br />

observable market variables such as interest rates, exchange<br />

rates and equity markets.<br />

The risk of price movements on securities resulting from general<br />

credit and country risk factors and events specific to individual<br />

issuers is also considered to be market risk.<br />

Market risk is incurred in <strong>Dexia</strong> primarily through trading<br />

activities, which are centered in the Treasury and Financial<br />

Markets business line (TFM). It arises from market making,<br />

client facilitation and own positions in equities, fixed in<strong>com</strong>e<br />

and interest rate products and foreign exchange.<br />

TFM assumes non-trading risk positions that arise from shortterm<br />

balance sheet and capital management activities. Market<br />

risks arise, but to a much lesser extent, in other business<br />

lines primarily from the facilitation of customer business.<br />

Group Risk Management (GRM) defines risk rules, framework<br />

and controls and acts as an independent risk control<br />

unit for market risks, credit risks and operational risks. Each<br />

main <strong>Dexia</strong> entity has its own risk unit applying operationally<br />

Group risk rules.<br />

Market risk measures are applied to all trading activities, to<br />

foreign exchange exposures wherever they arise, and to interest<br />

rate risk in the banking books of all business lines including<br />

TFM.<br />

The principal risk measures and controls on market risk are<br />

value at risk (VaR) and stress test. VaR expresses the potential<br />

loss on the current portfolio from adverse market movements<br />

assuming a specified time horizon before positions can<br />

be adjusted (holding period of 10 days), and measured to a<br />

specified level of confidence (99%), based on historical market<br />

changes. Stress test is assessed against a set of forwardlooking<br />

scenarios using stress moves in market variables,<br />

which are regularly reviewed. Complementary controls are<br />

also applied, where appropriate, to prevent undue concentrations,<br />

taking into account variations in price volatility and<br />

market depth and liquidity. They include controls on exposure<br />

to individual market risk variables, such as individual interest<br />

or exchange rates, and positions in the securities of individual<br />

issuers (“issuer risk”).<br />

4.1.2. Interest rate risk<br />

Interest rate risk is the risk of loss resulting from changes<br />

in interest rates. It is controlled primarily through the limit<br />

structure described in 4.1.1. above. Exposure to interest rate<br />

movements is expressed for all interest rate sensitive positions,<br />

whether marked to market or subject to accrual accounting,<br />

as the impact on their fair values of a one basis point (0.01%)<br />

change in interest rates. Interest rate sensitivity is one of the<br />

inputs to the VaR model.<br />

Non-trading<br />

Interest rate risk is inherent in many of <strong>Dexia</strong>’s businesses and<br />

arises from factors such as differences in timing between contractual<br />

maturity or re-pricing of assets, liabilities and derivative<br />

instruments.<br />

Most short term non-trading interest rate risk is captured at<br />

the point of business origination and transferred to a management<br />

unit — primarily the treasury trading unit of the<br />

Treasury and Financial Markets business line — where it is<br />

managed within the market risk limits described in 4.1.1. The<br />

long-term non-trading interest rate risk is managed in the<br />

assets and liabilities department (ALM).<br />

The margin risks embedded in retail products remain with,<br />

and are subject to additional analysis and control by, the originating<br />

business units. Many client products have no contractual<br />

maturity date or directly market-linked rate. Their interest<br />

rate risk is transferred on a pooled basis through “replication”<br />

portfolios — portfolios of revolving transactions between the<br />

originating business unit and Treasury and Financial Markets<br />

business line or ALM department at market rates designed to<br />

estimate their average cash flow and repricing behavior. The<br />

structure and parameters of the replication portfolios are set<br />

in accordance with long-term observations of market and client<br />

behavior, and are reviewed periodically.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

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4.1.3. Currency risk<br />

4.2. CREDIT RISK<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Currency risk is the risk of loss resulting from changes in<br />

exchange rates.<br />

Trading<br />

<strong>Dexia</strong> is an active participant in currency markets and carries<br />

currency risk from these trading activities, conducted primarily<br />

in the Treasury and Financial Markets business line. These<br />

trading exposures are subject to VaR, stress and concentration<br />

limits as described in 4.1.1.<br />

Non-trading<br />

<strong>Dexia</strong>’s <strong>report</strong>ing currency is the euro but its assets, liabilities,<br />

in<strong>com</strong>e and expense are denominated in many currencies<br />

with significant amounts in USD. Reported profits or<br />

losses are translated at each closing date into euros, reducing<br />

volatility in <strong>Dexia</strong>’s earnings from changes in exchange rates.<br />

<strong>Dexia</strong> also, from time to time, proactively hedges significant<br />

expected foreign currency earnings/costs (mainly in USD) in<br />

accordance with the instructions of the <strong>Dexia</strong> Management<br />

Board.<br />

4.1.4. Equity risk<br />

Equity risk is the risk of loss resulting from changes in the<br />

levels of equity indices and values of individual shares. The<br />

Treasury and Financial Markets business line is a player in<br />

major equity markets and carries equity risk from these activities.<br />

These exposures are subject to VaR, stress and concentration<br />

limits as described in 4.1.1 and, in the case of individual<br />

shares, to issuer risk controls as described in 4.1.5.<br />

4.1.5. Issuer risk<br />

The values of tradable assets — equities, bonds and other<br />

debt instruments held for trading — are affected by factors<br />

specific to individual issuers as well as general market moves.<br />

These may include short-term factors influencing price but<br />

also more fundamental causes including severe financial<br />

deterioration.<br />

As an active trader in equities and bonds, the Treasury and<br />

Financial Markets business line holds positions in tradable<br />

assets, which are not only included in VaR, but which are also<br />

subject to concentration limits on individual issuers, including<br />

positions arising from derivatives as well as physical holdings.<br />

4.1.6. Price risk<br />

The price risk is the risk that the fair value or future cash-flows<br />

of a financial instrument will fluctuate because of changes in<br />

market prices, whether those changes are caused by factors<br />

specific to the individual financial instruments of its issuer, or<br />

factors affecting all similar financial instruments traded in the<br />

market.<br />

Credit risk represents the loss, which <strong>Dexia</strong> would suffer if<br />

a client or counterpart failed to meet its contractual obligations.<br />

It is inherent in traditional banking products — loans,<br />

lending <strong>com</strong>mitments and other contingent liabilities, such<br />

as letters of credit — and in traded products — derivative<br />

contracts such as forwards, swaps and options, and repo and<br />

securities borrowing and lending transactions.<br />

Reductions in the market values of tradable assets (securities<br />

and other obligations in tradable form held for trading) resulting<br />

from changes in the credit quality of individual obligations<br />

are considered as market risk. This is explained in 4.1.1. above.<br />

To ensure a consistent and unified approach, with appropriate<br />

checks and balances, all entities with material credit risk have<br />

independent credit risk control functions. They are responsible<br />

for counterpart ratings and credit risk assessment. Credit<br />

risk authority, including authority to establish allowances and<br />

provisions for credit loss, is ultimately exercised by credit <strong>com</strong>mittees<br />

at Group level.<br />

<strong>Dexia</strong> manages and controls concentrations of credit risk<br />

wherever they are identified, in particular to individual counterparties<br />

and groups and to industries and countries. <strong>Dexia</strong><br />

sets limits on its credit exposure to both individual counterparties<br />

and counterparty groups. Exposure is measured for<br />

banking products as the face value amount.<br />

For all traded products, credit exposure is measured for<br />

internal risk control purposes based not only on the current<br />

replacement value of contracts but also on potential future<br />

changes in replacement value (based on an add-on by product<br />

type and maturity), and credit limits are applied on this basis.<br />

Securities borrowing and lending transactions are represented<br />

on the balance sheet by the values of cash collateral placed<br />

with or received from counterparties while repo/reverse repo<br />

transactions are represented by the amounts of the forward<br />

<strong>com</strong>mitments. <strong>Dexia</strong> is an active user of credit derivatives to<br />

hedge credit risk in banking and traded products.<br />

<strong>Dexia</strong> also makes use of master netting agreements where<br />

possible in its OTC derivatives trading and, in line with general<br />

market trends, has also entered into bilateral collateral agreements<br />

with market participants. Concentrations of credit risk<br />

exist if clients are engaged in similar activities, or are located<br />

in the same geographic region or have <strong>com</strong>parable economic<br />

characteristics such that their ability to meet contractual obligations<br />

would be similarly affected by changes in economic,<br />

political or other conditions. Stress measures are therefore<br />

applied to assess the impact of variations in bankruptcy rates<br />

and asset values, taking into account risk concentrations in<br />

each portfolio.<br />

<strong>Dexia</strong> classifies a receivable as impaired if the book value of<br />

the receivable exceeds the present value of the cash flows<br />

actually expected in future periods — loan interest payments<br />

and scheduled principal repayments, or other payments due,<br />

for example on guarantees, and including liquidation of collateral<br />

where available. Loans are further classified as nonperforming<br />

where payment of interest, principal or fees is<br />

overdue by more than 90 days or when insolvency proceedings<br />

have <strong>com</strong>menced or obligations have been restructured<br />

on concessionary terms. The occurrence of actual credit losses<br />

is erratic in both timing and amount and those that arise usu-<br />

134 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


ally relate to transactions entered into in previous accounting<br />

periods. In order to account for average credit loss over time<br />

and to encourage risk-adjusted pricing, <strong>Dexia</strong> uses the concept<br />

of “expected loss” for management purposes. Expected<br />

loss is a statistically based measurement intended to reflect<br />

the annual costs that will arise, on average, over time, from<br />

positions that be<strong>com</strong>e impaired, and is a function of the probability<br />

of default (given by the counterparty rating), current<br />

and likely future exposure to the counterparty and the likely<br />

severity of the loss should default occur.<br />

4.3. LIQUIDITY RISK<br />

Liquidity risk is the risk of the bank not being able to meet its<br />

current and future payment <strong>com</strong>mitments or not being able<br />

to do so on time (solvency or refinancing risk).<br />

<strong>Dexia</strong>’s approach to liquidity management is to ensure, as far<br />

as possible, that it will always have sufficient liquidity to meet<br />

its liabilities when due, without <strong>com</strong>promising its ability to<br />

respond quickly to strategic market opportunities.<br />

Given the size of <strong>Dexia</strong>’s balance sheet, the balance between<br />

its resources and their use is carefully managed. In practice,<br />

attention is paid to two main concerns:<br />

• the adequacy of expected new lending production (in terms<br />

of maturity and amount) with the available resources;<br />

• the Group’s liquidity needs, even in troubled times.<br />

The first question is addressed in the annual planning process.<br />

Each year, the forecasts for the new lending production are<br />

<strong>com</strong>pared with the funding capacity. The purpose is to preserve<br />

an acceptable liquidity gap profile for the Group. Besides, the<br />

Group has decided to improve its analytical accounting process,<br />

in order to reflect more accurately the finding cost of the<br />

transactions originated by the business lines, whether they<br />

require funding or bring funding. The purpose of this kind of<br />

“internal market” for liquidities is to provide the right incentive<br />

to the business line to achieve a natural match between<br />

the lending and the funding capacities.<br />

The second question is addressed by way of various scenarios<br />

representing highly-stressed situations. These scenarios<br />

are then translated into a set of limits and ratios. They are<br />

designed so that <strong>Dexia</strong> can withstand for one year, thanks to<br />

its liquidity reserve (notably for Credit Spread Portfolio) a total<br />

squeeze of funding and a stress on deposits while maintaining<br />

its lending activity. The liquidity position is monitored and<br />

controlled from one day up to twelve months. Hence, great<br />

care is given to the forecast of the expected liquidity needs in<br />

the main currencies as well as to the estimate of the liquidity<br />

reserve. Special attention is also paid to off-balance-sheet<br />

liquidity <strong>com</strong>mitments of the Group.<br />

Given the importance, all the main issues regarding the liquidity<br />

of the Group are directly managed by the Group’s ALM<br />

<strong>com</strong>mittee, which includes all the members of the Management<br />

Board.<br />

4.4. CAPITAL ADEQUACY<br />

The adequacy of <strong>Dexia</strong>’s capital is monitored using, among<br />

other measures, the rules and ratios established by the Basel<br />

Committee on Banking Supervision (“BIS rules/ratios”). The<br />

ratios of the Bank of International Settlements (BIS) <strong>com</strong>pare<br />

the amount of eligible capital (in Total and Tier 1) with the<br />

total of Risk-Weighted Assets (RWAs). While <strong>Dexia</strong> monitors<br />

and <strong>report</strong>s its capital ratios under BIS rules, it also has to<br />

<strong>report</strong> to the CBFA (Banking, Financial and Insurance Commission)<br />

the capital requirements underpinning <strong>Dexia</strong>’s business<br />

following the banking prudential rules and the prudential<br />

rules of conglomerates.<br />

<strong>Dexia</strong> has <strong>com</strong>plied with all regulatory capital rules for all periods<br />

<strong>report</strong>ed.<br />

BIS eligible capital<br />

BIS eligible capital consists of two parts:<br />

• Tier 1 capital which <strong>com</strong>prises share capital, share premium,<br />

retained earnings including current year profit, hybrid capital,<br />

foreign currency translation and minority interests, less intangible<br />

assets, accrued dividends, net long positions in own<br />

shares and goodwill;<br />

• Tier 2 capital which includes eligible part of subordinated<br />

long-term debt, less subordinated debt from and equities in<br />

financial institutions.<br />

Tier 1 capital is required to be at least 4% and Total eligible<br />

capital at least 8% of RWAs.<br />

BIS risk-weighted assets (RWAs)<br />

Three elements make up total RWAs — credit risk, other<br />

assets and market risk, each of which is described below.<br />

The credit risk <strong>com</strong>ponent consists of on- and off-balancesheet<br />

claims, measured according to the regulatory formulae<br />

outlined below and, weighted according to the type of<br />

counterparty and collateral at 0%, 20%, 50% or 100%. The<br />

least risky claims, such as claims on OECD governments and<br />

claims collateralized by cash, are weighted at 0%, meaning<br />

that no capital support is required, while the claims deemed<br />

most risky, including unsecured claims on corporate and private<br />

customers, are weighted at 100%, meaning that 8%<br />

capital support is required. Securities not held for trading are<br />

included as claims, based on the net long position in the securities<br />

of each issuer, including both physical holdings and positions<br />

derived from other transactions such as options.<br />

Claims arising from derivative transactions include not only<br />

the current positive replacement value (shown in the table<br />

below under balance-sheet assets), but also an “add-on” to<br />

reflect their potential future exposure.<br />

Capital is required to support market risk arising in all positions<br />

held for trading in interest rate instruments, foreign exchange<br />

and equities, including risks on individual equities, and traded<br />

debt obligations such as bonds. <strong>Dexia</strong> <strong>com</strong>putes this risk<br />

using a Value at Risk (VaR) model endorsed by the CBFA, from<br />

which the market risk capital requirement is derived. Unlike<br />

the calculations for credit risk and other assets, this produces<br />

the capital requirement itself rather than the RWA amount. In<br />

order to <strong>com</strong>pute a total capital ratio, the market risk capital<br />

requirement is converted to a “RWA equivalent” so that the<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 135


RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

capital requirement is 8% of this RWA equivalent, i.e. the<br />

market risk capital requirement is multiplied by 12.5.<br />

As from January 1, 2005, <strong>Dexia</strong> is publishing its financial<br />

statements under IFRSs as adopted by the EU. The CBFA has<br />

required calculating the ratio based on IFRS amounts, with<br />

the main following adjustments applicable for <strong>Dexia</strong>:<br />

• AFS reserves on bonds and cash flow hedge reserves are<br />

not part of equity;<br />

• AFS reserves on shares are added to Tier 2 equity if positive,<br />

with a haircut, or deducted from Tier 1 equity if negative;<br />

• some IFRS adjustments on subordinated debts, minority<br />

interests and debts must be reversed to reflect the characteristics<br />

of absorption of loss of those instruments;<br />

• other elements (SPV, deferred taxes, etc) are also adjusted<br />

based on CBFA requirements.<br />

Moreover, as from January 1, 2007, according to the CRD<br />

regulation (Capital Requirement Directive), the CBFA will<br />

adapt its definition of the regulatory capital. The most important<br />

point which could impact <strong>Dexia</strong> is the elements which<br />

are currently deducted from the total regulatory capital<br />

(banks accounted for by the equity method, participations in<br />

financial <strong>com</strong>panies or subordinated loans issued by such a<br />

financial <strong>com</strong>pany) that will be deducted for 50 % from Tier<br />

1 capital and for 50 % from total regulatory capital. For these<br />

elements dealing with insurance <strong>com</strong>panies, the new deduction<br />

rule will be implemented as from 2012.<br />

However, about the solvency ratio publication, <strong>Dexia</strong> will use<br />

the flexibility allowed by the Directive and the CBFA in the<br />

way that the publication obligations (pillar III) are not applied<br />

when the bank has just begun to use the new methods of calculation<br />

(Basel II). Hence, to ensure continuity in the applied<br />

method, <strong>Dexia</strong> will use this option in 2007 and will continue<br />

to publish its ratios based on the former rule, which allows<br />

deducting participations from total regulatory capital.<br />

As from January 1, 2008, <strong>Dexia</strong> will calculate its capital adequacy<br />

according to Basel II regulation and its regulatory capital<br />

will be calculated consequently.<br />

136 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


2. SIGNIFICANT CHANGES IN SCOPE OF CONSOLIDATION AND<br />

LIST OF MAIN SUBSIDIARIES AND AFFILIATED ENTERPRISES<br />

OF THE GROUP DEXIA<br />

2.1. SIGNIFICANT CHANGES IN SCOPE OF<br />

CONSOLIDATION COMPARED WITH 2005<br />

<strong>Dexia</strong> and Royal Bank of Canada <strong>com</strong>bine their institutional<br />

investor services businesses in a joint venture equally owned<br />

by both of them, named RBC <strong>Dexia</strong> Investor Services.<br />

<strong>Dexia</strong> consolidate 50% of the joint venture by proportional<br />

method as from January 1, <strong>2006</strong>.<br />

As of October 17, <strong>2006</strong> <strong>Dexia</strong> closed a share purchase<br />

agreement with Zorlu Holding concerning the acquisition<br />

of approximately 75% stake in DenizBank Financial Services<br />

Group.<br />

The shares were transferred from Zorlu Holding A.S. to <strong>Dexia</strong><br />

Participation Belgique SA — a 100% subsidiary of <strong>Dexia</strong> —<br />

for an amount of USD 2,43 billion.<br />

DenizBank is therefore fully consolidated in <strong>Dexia</strong> financial<br />

statements since October 17, <strong>2006</strong>. More details about the<br />

transaction are presented in note 9.6. “Acquisitions and disposals<br />

of consolidated <strong>com</strong>panies”.<br />

As prescribed by Turkish law, <strong>Dexia</strong> Participation Belgique SA<br />

launched a mandatory tender offer for the remaining ordinary<br />

shares held by the minority shareholders (24.15%) listed on<br />

the Istanbul Stock Exchange.<br />

This offer launched on December 4 was closed on December<br />

22, <strong>2006</strong> at a price per share in TRY equivalent to that offered<br />

to Zorlu Holding.<br />

As at December 31, <strong>2006</strong>, the shareholding of <strong>Dexia</strong> in<br />

DenizBank stood at 99.74%.<br />

The <strong>com</strong>panies Banksys and Bank Card Company which were<br />

accounted for by the equity method were sold and Banque<br />

Artesia Nederland NV left the scope of the Group following<br />

the closing of the sale.<br />

<strong>Dexia</strong> Banque Privée France has been transferred in noncurrent<br />

assets held for sale.<br />

2.2. MAIN SUBSIDIARIES AND AFFILIATED ENTERPRISES OF THE GROUP DEXIA (1)<br />

Name Head Office % of Consolidation Activity<br />

capital held method<br />

DIRECT PARTICIPATIONS OF DEXIA SA<br />

Associated <strong>Dexia</strong> 69, route d’Esch 100 fully IT<br />

Technology Services SA (ADTS) L-2953 Luxembourg<br />

<strong>Dexia</strong> Employee Avenue Livingstone 6 100 fully financial engineering<br />

Benefits SA<br />

B-1000 Bruxelles<br />

<strong>Dexia</strong> Funding 69, route d’Esch 100 fully funding<br />

Luxembourg SA<br />

L-2953 Luxembourg<br />

<strong>Dexia</strong> Habitat SA 7 à 11, quai André Citroën 100 fully investment <strong>com</strong>pany<br />

F-75015 Paris<br />

<strong>Dexia</strong> Management Shackleton House, 100 fully other<br />

Services Ltd<br />

4 Battle Bridge Lane<br />

UK-London SE1 2RB<br />

<strong>Dexia</strong> Nederland Holding NV Beethovenstraat 300 100 fully investment <strong>com</strong>pany<br />

NL-Amsterdam<br />

<strong>Dexia</strong> Participations Boulevard Pacheco 44 100 fully investment <strong>com</strong>pany<br />

Belgique SA<br />

B-1000 Bruxelles<br />

<strong>Dexia</strong> Participations 69, route d’Esch 100 fully investment <strong>com</strong>pany<br />

Luxembourg SA<br />

L-2953 Luxembourg<br />

Group Denizbank A.S. Büyükdere Cad. No: 106, 99.74 fully credit institution<br />

T-34394 Esentepe/Istanbul<br />

Group <strong>Dexia</strong> Bank Piet Heinkade 55, PB 808 100 fully credit institution<br />

Nederland NV<br />

NL-1019 GM Amsterdam<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

MAIN SUBSIDIARIES AND AFFILIATED ENTERPRISES OF THE SUBGROUP “DEXIA BANK BELGIUM SA”<br />

Crédit du Nord SA 59, Boulevard Haussmann 10 equity credit institution<br />

F-75008 Paris method<br />

<strong>Dexia</strong> Bank Belgium SA Boulevard Pacheco 44 100 fully credit institution<br />

B-1000 Bruxelles<br />

<strong>Dexia</strong> Crédits Logement SA Boulevard Pacheco 44 100 fully home loans<br />

B-1000 Bruxelles<br />

(1) Complete list available on request.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 137


Name Head Office % of Consolidation Activity<br />

capital held method<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> Financial Services 6 George’s Dock 100 fully mutual funds<br />

Ireland Unltd IRL-IFSC Dublin 1<br />

<strong>Dexia</strong> Insurance Belgium Rue Joseph II 96, 100 fully other services<br />

Invest NV B-1000 Bruxelles financial sector<br />

<strong>Dexia</strong> Insurance Belgium SA Avenue Livingstone 6 99.63 fully general insurance<br />

B-1000 Bruxelles<br />

<strong>Dexia</strong> Investment Boulevard Pacheco 44 100 fully investment <strong>com</strong>pany<br />

Company NV<br />

B-1000 Bruxelles<br />

<strong>Dexia</strong> Investments Ireland SA 6 George’s Dock 100 fully financing<br />

IRL-IFSC Dublin 1<br />

DVV Finance SA 2, rue Nicolas Bové 100 fully development capital<br />

L-1253 Luxembourg<br />

Eurco RE Ltd 6 George’s Dock 99.94 fully general insurance<br />

IRL-IFSC Dublin 1<br />

Parfipar SA Boulevard du Régent 40, 100 fully credit institution<br />

B-1000 Bruxelles<br />

MAIN SUBSIDIARIES AND AFFILIATED ENTERPRISES OF THE SUBGROUP “DEXIA BANQUE INTERNATIONALE À LUXEMBOURG SA”<br />

Darton Investments S.à.r.l. 180, rue des Aubépines 99.92 fully investment <strong>com</strong>pany<br />

L-1145 Luxembourg<br />

<strong>Dexia</strong> Asset Management Rue Royale 180 100 fully asset management<br />

Belgium SA<br />

B-1000 Bruxelles<br />

<strong>Dexia</strong> Asset Management Washington Plaza 100 fully asset management<br />

France SA<br />

40, rue de Washington<br />

F-75008 Paris Cedex 08<br />

<strong>Dexia</strong> Asset Management 283, route d’ Arlon 100 fully asset management<br />

Luxembourg SA (1)<br />

L-1150 Luxembourg<br />

<strong>Dexia</strong> Banque Internationale 69, route d’Esch 99.93 fully credit institution<br />

à Luxembourg<br />

L-2953 Luxembourg<br />

Group <strong>Dexia</strong> Banque Beethovenstrasse 48 100 fully credit institution<br />

Privée Suisse AG<br />

CH-8039 Zürich<br />

RBC <strong>Dexia</strong> Investor Services 5, rue Thomas Edison 50 proportionally fund services<br />

Bank SA<br />

L-1445 Strassen<br />

RBC <strong>Dexia</strong> Investor 77 King Street West – 35th floor 50 proportionally fund services<br />

Services Trust Ltd<br />

Royal Trust Tower<br />

Toronto, ON, Canada M5W-1P9<br />

MAIN SUSIDIARIES AND AFFILIATED ENTERPRISES OF THE SUBGROUP “DEXIA CRÉDIT LOCAL SA”<br />

Crédit du Nord SA 59, Boulevard Haussmann 10 equity credit institution<br />

F-75008 Paris method<br />

<strong>Dexia</strong> Crediop Spa Via Venti Settembre 30 70 fully credit institution<br />

I-00187 Roma<br />

<strong>Dexia</strong> Crédit Local SA 7-11, quai André Citroën 100 fully credit institution<br />

F-75015 Paris<br />

<strong>Dexia</strong> Kommunalbank Charlottenstrasse 82 100 fully credit institution<br />

Deutschland AG<br />

D-10969 Berlin<br />

<strong>Dexia</strong> Kommunalkredit Türkenstrasse 9 50.84 fully credit institution<br />

Bank AG<br />

A-1092 Wien<br />

<strong>Dexia</strong> Municipal Agency SA 7 à 11, quai André Citroën 100 fully credit institution<br />

F-75015 Paris<br />

<strong>Dexia</strong> Sabadell Banco Local Paseo de las 12 Estrellas 4 60 fully credit institution<br />

Campo de las Naciones,<br />

E-28042 Madrid<br />

<strong>Dexia</strong> Sofaxis F-18020 Bourges Cedex 100 fully other service activities<br />

Financial Security Assurance 350, Park Avenue 98.1 fully investment <strong>com</strong>pany<br />

Holding Ltd<br />

New York, NY 10022 – USA<br />

Group Kommunalkredit Türkenstrasse 9 49 equity credit institution<br />

Austria AG A-1092 Wien method<br />

SISL SA<br />

69, route d’ Esch<br />

L-2953 Luxembourg 100 fully investment <strong>com</strong>pany<br />

(1) 49% by <strong>Dexia</strong> Bank Belgium, 51% by <strong>Dexia</strong> Banque Internationale à Luxembourg.<br />

138 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


3. BUSINESS AND GEOGRAPHIC REPORTING<br />

BUSINESS Public/Project Personal Asset Treasury and Non allocated - <strong>Dexia</strong><br />

REPORTING Finance and Financial Management, Financial Central<br />

Credit Services Insurance Markets Assets<br />

Enhancement<br />

and Investor<br />

(in millions of EUR)<br />

Services<br />

AS OF DECEMBER 31, 2005<br />

In<strong>com</strong>e 2,288 2,289 701 487 211 5,976<br />

of which Net in<strong>com</strong>e from associates 23 46 2 0 18 89<br />

Net in<strong>com</strong>e before tax 1,502 657 275 312 (51) 2,695<br />

Assets<br />

Subtotal assets (1) 236,557 47,942 17,346 141,245 8,360 451,450<br />

of which investments in associates 261 491 19 0 7 778<br />

Liabilities<br />

Subtotal liabilities (2) 161,685 67,376 21,852 159,343 7,805 418,061<br />

Other segment information<br />

Capital expenditures (111) 0 0 0 (427) (538)<br />

Depreciation and amortization 0 0 0 (246) (246)<br />

Impairments (3) (49) (25) 26 26 17 (5)<br />

Other non cash expenses (4) (14) (35) (4) (9) (4) (66)<br />

AS OF DECEMBER 31, <strong>2006</strong><br />

In<strong>com</strong>e 2,566 2,460 1,110 563 313 7,012<br />

of which net in<strong>com</strong>e from associates 20 60 3 0 19 102<br />

Net in<strong>com</strong>e before tax 1,701 799 580 387 (60) 3,407<br />

Assets<br />

Subtotal assets (1) 247,332 35,383 20,809 199,918 7,142 510,584<br />

of which investments in associates 270 528 21 0 7 826<br />

Liabilities<br />

Subtotal liabilities (2) 149,799 58,779 22,250 248,484 1,935 481,247<br />

Other segment information<br />

Capital expenditures 0 0 0 0 (272) (272)<br />

Depreciation and amortization 0 0 (252) (252)<br />

Impairments (3) (52) (31) 32 20 (8) (39)<br />

Other non cash expenses (4) (15) (35) (5) (4) (8) (67)<br />

(1) Includes Due from banks, Loans and advances to customers, Loans and securities held for trading, Loans and securities available for sale, Investments in<br />

associates, Other assets specific to insurance <strong>com</strong>panies.<br />

(2) Includes Due to banks, Customer borrowing and deposits, Debt securities, Technical provisions of insurance <strong>com</strong>panies.<br />

(3) Includes Impairments on tangible and other intangible assets, Impairments on securities, Impairments on loans and provisions for credit <strong>com</strong>mitments,<br />

Impairments on goodwill.<br />

(4) Includes IFRS2 costs, net allowances to provisions for restructuring costs, net allowances to provisions related to IAS 19, capital losses on exchange of<br />

assets.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Relations between business lines, and especially between<br />

<strong>com</strong>mercial business lines, financial markets and production<br />

and service centers are subject to retrocessions and/or analytical<br />

transfers, governed by service level agreements based on<br />

normal <strong>com</strong>mercial terms and market conditions. The results<br />

of each business line also include:<br />

• The earnings from <strong>com</strong>mercial transformation, including<br />

the management costs of this transformation and the Group<br />

equity allocated to this activity on the basis of medium and<br />

long-term outstanding;<br />

• Interest on economic capital: economic capital is allocated<br />

to the business lines for internal purposes and the return on<br />

economic capital is used to measure the performance of each<br />

business line;<br />

• Funding cost.<br />

Tangible and intangible assets are allocated to “Non allocated<br />

– Central assets“ except when they are directly managed by a<br />

<strong>com</strong>mercial or financial business line.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 139


GEOGRAPHIC Eurozone (1) Rest of USA Rest of Intra geographical <strong>Dexia</strong><br />

REPORTING Europe the world zone transactions<br />

(in millions of EUR)<br />

AS OF DECEMBER 31, 2005<br />

Net in<strong>com</strong>e before tax 2,074 63 520 38 0 2,695<br />

Total assets 478,016 24,338 58,350 9,469 (61,412) 508,761<br />

Capital expenditures (510) 0 (28) 0 0 (538)<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

AS OF DECEMBER 31, <strong>2006</strong><br />

Net in<strong>com</strong>e before tax 2,565 102 595 145 0 3,407<br />

Total assets 531,165 12,701 58,186 19,288 (54,597) 566,743<br />

Capital expenditures (248) (2) (3) (19) 0 (272)<br />

(1) Countries using the euro currency.<br />

(2) Including Turkey as from <strong>2006</strong>.<br />

Geographic <strong>report</strong>ing is done based on booking centers, being the country of the <strong>com</strong>pany having recorded the transaction,<br />

and not the country of the customers.<br />

4. SIGNIFICANT ITEMS INCLUDED<br />

IN THE NET INCOME<br />

Reported amounts are significant unusual transactions and<br />

not only large transactions. They therefore do not include<br />

results on sales of securities nor provisions thereon or on<br />

customers.<br />

The main items regarding the year <strong>2006</strong> are:<br />

• In Q1 <strong>2006</strong> <strong>Dexia</strong> recorded a profit as a result of the constitution<br />

of the joint venture RBC <strong>Dexia</strong> Investor Services, equally<br />

owned by <strong>Dexia</strong> and by Royal Bank of Canada.<br />

In accordance with IFRS, the contribution to the joint venture<br />

has been done at fair value, leading to a profit of<br />

EUR 236 million, the recording of a goodwill on the net<br />

contribution done by Royal Bank of Canada of EUR 121 million<br />

and a decrease of 50 % of the net goodwill on <strong>Dexia</strong><br />

Fund Services activities, amounting to EUR 21 million.<br />

• A capital gain of EUR 280 million is recorded in Q4 <strong>2006</strong><br />

pursuant to the sale of Banque Artesia Nederland NV.<br />

• As explained in note 6. “Litigations”, a provision related to<br />

the Lernout & Hauspie case is recognized in the <strong>2006</strong> Financial<br />

Statements in order to cover the residual risks linked to<br />

the settlements as well as the costs and legal fees related to<br />

the whole US procedures.<br />

All non-operating items are <strong>report</strong>ed on page 73.<br />

As of December 31, <strong>2006</strong> <strong>Dexia</strong> Banque Privée France is recorded<br />

in “Noncurrent assets held for sale” for EUR 0.9 billion<br />

and in “Liabilities included in disposal groups held for sale”<br />

for EUR 0.8 billion.<br />

6. LITIGATIONS<br />

6.1. DEXIA BANK NEDERLAND<br />

6.1.1. Background<br />

The difficulties linked to the share-leasing activities of the former<br />

Bank Labouchere (now <strong>Dexia</strong> Bank Nederland NV; hereinafter<br />

to be referred to as “DBnl”) appeared at the time of the fast<br />

and severe fall of the Amsterdam stock market in late 2001. The<br />

value of the securities used as collateral against the loans granted<br />

by DBnl proved insufficient in a large number of contracts,<br />

thus potentially ending with a residual debt instead of the gain<br />

initially hoped for.<br />

Reference is made to the detailed disclosures, as contained in<br />

the <strong>Dexia</strong> Accounts and Reports 2005 (especially pages 86 to 88)<br />

and in the Activity Reports published during the year <strong>2006</strong>.<br />

6.1.2. “Binding force” to the Duisenberg arrangement<br />

5. POST-BALANCE-SHEET EVENTS<br />

A gross dividend of EUR 0.81 per share will be proposed at<br />

the <strong>Annual</strong> Shareholders’ Meeting on May 9, 2007. The payment<br />

date of the dividend is May 24, 2007.<br />

BNP Paribas and <strong>Dexia</strong> signed an agreement regarding the<br />

sale of <strong>Dexia</strong> Banque Privée France (DBPF), a wholly-owned<br />

subsidiary of <strong>Dexia</strong> BIL, which offers private banking services<br />

to private clients and not-for-profit organizations.<br />

The transaction is subject to approval from the relevant supervisory<br />

authorities. A net profit in a range of EUR 42 million will<br />

be recorded in 2007.<br />

On April 29, 2005, the announcement was made that the<br />

mediation undertaken by Mr Wim Duisenberg had been<br />

successful. DBnl entered into a general settlement with the<br />

Foundations Leaseverlies and Eegalease, the Consumentenbond<br />

(Dutch Consumer’s Association) and the Vereniging<br />

van Effectenbezitters (Dutch association of security holders),<br />

hereinafter to be referred to as “the Interest Groups”.<br />

After a positive response by an overwhelming majority of the<br />

share-leasing contract holders who joined the foundations<br />

Leaseverlies (82% of those replying) and Eegalease (78% of<br />

those replying), the settlement agreement between DBnl and<br />

the Interest Groups was signed on June 23, 2005. As a result<br />

of this Duisenberg Arrangement, the collective proceedings<br />

140 |<br />

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that had been filed by the Interest Groups against DBnl have<br />

been set aside.<br />

DBnl has made it clear to all parties concerned that its willingness<br />

to enter into the Duisenberg Arrangement entails no<br />

admission of responsibility.<br />

DBnl’s costs and provisions arising from the Duisenberg Arrangement<br />

have been recalculated each quarter on the basis of<br />

prevailing market data and client conduct.<br />

The Duisenberg Arrangement has been effective since October<br />

2005. Its conditions as well as other information regarding<br />

this Arrangement may be found at www.dexialease.nl.<br />

On December 31, <strong>2006</strong>, more than 62,000 clients holding<br />

more than 105,000 contracts have accepted settlements<br />

based on the Duisenberg Arrangement. This figure does not<br />

include the approximately 200,000 contracts of clients which<br />

had already ended in another settlement, including a waiver,<br />

and of which some also potentially benefit from the Duisenberg<br />

Arrangement.<br />

On November 18, 2005, DBnl and the Interest Groups have<br />

filed their joint petition to the Amsterdam Court of Appeal to<br />

grant binding force to the Duisenberg Arrangement, based<br />

on the newly introduced “Law on Collective Settlement of<br />

Mass-Damage.”<br />

In May <strong>2006</strong>, the Amsterdam Court of Appeal held four days<br />

of public hearing in respect of this joint petition of DBnl and<br />

the Interest Groups to grant binding force to the Duisenberg<br />

Arrangement. Over 60 other interest groups and individual<br />

clients had put up a defence. On June 20, <strong>2006</strong> this court has<br />

rendered an intermediate decision, including an assignment to<br />

the Autoriteit Financiële Markten (AFM) – the Dutch regulator<br />

of the financial markets – to <strong>report</strong> on the issue whether DBnl<br />

has actually bought and held the shares necessary in respect<br />

of the share-leasing contracts. On November 9, <strong>2006</strong>, AFM<br />

has issued the final <strong>report</strong> that was favorable for the position<br />

of DBnl. The Amsterdam Court of Appeal has rendered<br />

the definitive decision on January 25, 2007, granting binding<br />

force to the Duisenberg Arrangement, which means that all<br />

relevant clients in respect of the Arrangement who will not<br />

“opt-out” within six months, will be bound automatically to<br />

the Arrangement. After mandatory advertisements were placed<br />

in national newspapers on January 31, 2007, the opt-out<br />

period has started on February 1, 2007, until and including<br />

July 31, 2007.<br />

The court cases that have been suspended during this trial,<br />

will be resumed now, but only in case the plaintiffs will file<br />

an “opt-out”.<br />

6.1.3. Litigations in general<br />

A number of disputes have arisen between Bank Labouchere<br />

and its clients with respect to share-leasing products. <strong>Dexia</strong><br />

has <strong>report</strong>ed on this matter in its earlier annual <strong>report</strong>s and<br />

quarterly activity <strong>report</strong>s.<br />

As a successor to Bank Labouchere, DBnl is still faced with<br />

claims which are mainly based on alleged misleading information/error<br />

with respect to the share-leasing products; failure to<br />

ascertain whether the share-leasing product is suitable for a<br />

client in view of his investment experience and objectives and<br />

his financial situation (“duty of care”); failure to obtain the<br />

consent of the spouse of the client; false and misleading (oral)<br />

statements by intermediaries; cold calling; door-to-door sales;<br />

waivers related to the <strong>Dexia</strong> Offer not being binding; and violations<br />

of the Netherlands Consumer Credit Act.<br />

The disputes are either with individual parties or collective<br />

foundations (Stichting Leaseleed). They are presented to different<br />

types of courts or arbitrators, mainly the sub-district and<br />

district courts, courts of appeal, the Dutch Securities Institute<br />

(DSI) and the Disputes Committee for the Banking Industry.<br />

Over 100 clients have issued a <strong>com</strong>plaint to the so-called<br />

Disputes Committee Duisenberg (Geschillen<strong>com</strong>missie Duisenberg).<br />

However, until now only a insignificant number of<br />

those <strong>com</strong>plaints have resulted in an adjudication.<br />

In past <strong>report</strong>s and press releases, <strong>Dexia</strong> has informed the<br />

public about significant evolutions. This information is applicable<br />

on the <strong>Dexia</strong> website at www.dexia.<strong>com</strong>.<br />

On December 31, <strong>2006</strong>, DBnl has been summoned in civil<br />

courts by clients having 13,976 contracts representing 4% of<br />

the contracts with realized or potential losses, a large majority<br />

of those in collective proceedings. In 39 of those cases<br />

some 1,700 clients are represented by Leaseproces BV, a profit<br />

driven organization recruiting clients with a rather aggressive<br />

“no cure, no pay” offer. Approximately 22,000 clients summoned<br />

DBnl by means of Leaseproces BV without starting<br />

proceedings yet.<br />

6.1.4. Dutch Securities Institute (DSI)<br />

In total, approximately 2,500 clients filed <strong>com</strong>plaints at the<br />

Grievance Committee DSI. According to the latest estimations<br />

of DBnl, the <strong>com</strong>plaints of at least 2,100 clients will be not<br />

admitted because of the statue of limitation. The remaining<br />

number of, at maximum, 400 cases has been postponed. It<br />

is expected that these will not be heard before a number of<br />

months after the decision of the Amsterdam Court of Appeal<br />

of January 25, 2007 to grant binding force to the Duisenberg<br />

Arrangement.<br />

At the end of <strong>2006</strong>, no DBnl cases were under consideration<br />

of the Appeals Committee of DSI.<br />

6.1.5. Depot Lease<br />

The Duisenberg Arrangement is not applicable to a specific<br />

group of originally approximately 5,500 clients who have<br />

entered into share-leasing agreements in connection with<br />

securities deposit (“Depot Lease”). In April 2005, DBnl introduced<br />

for the Depot Lease clients a separate solution for the<br />

Depot Lease clients which has been accepted by more than<br />

50% of the clients. However, nearly 700 clients with Depot<br />

Lease challenge the legality of this <strong>com</strong>bination of products in<br />

court, among which some 390 clients united by the Stichting<br />

Leaseleed in a collective <strong>com</strong>plaint.<br />

6.1.6. Assessment<br />

The purpose of the table on the next page is to give an update<br />

of the status of the portfolio, and to enable the readers to<br />

assess the risks linked to possible credit defaults, and outstanding<br />

and potential future litigations.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 141


PORTFOLIO Number Loan Collateral Excess (+)<br />

AS OF DECEMBER 31, <strong>2006</strong> of contracts amount or Lack (-)<br />

(in millions of EUR, unless otherwise stated)<br />

of collateral<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

TOTAL OUTSTANDING PORTFOLIO 133,976 843.3 882.5 +39.1<br />

- Contracts with sufficient collateral 60,407 295.6 441.5 +145.9<br />

of which:<br />

- Contracts with redemption or guaranteed capital 52,713 239.3 381.4 +142.1<br />

- Contracts without redemption or guaranteed capital 7,694 56.2 60.1 +3.9<br />

of which:<br />

- Accepted an agreement (1)<br />

(and signed a waiver) 4,822 34.1 36.3 +2.2<br />

- Not accepted an agreement 2,872 22.1 23.8 +1.7<br />

- Contracts with insufficient collateral 73,569 547.8 441.0 -106.8<br />

of which:<br />

- Contracts with redemption or guaranteed capital 5,532 39.6 36.4 -3.2<br />

- Contracts without redemption or guaranteed capital 68,037 508.1 404.6 -103.6<br />

of which:<br />

- Accepted an agreement (1)<br />

(and signed a waiver) 41,697 305.8 243.6 -62.2<br />

- Not accepted an agreement 26,340 202.3 160.9 -41.4<br />

(1) Either the <strong>Dexia</strong> Offer, the Duisenberg arrangement or another kind of settlement.<br />

6.2. LERNOUT & HAUSPIE<br />

<strong>Dexia</strong> is concerned in various ways with the bankruptcy of Lernout<br />

& Hauspie Speech Products (LHSP) and the consequences<br />

thereof. Initially, plaintiffs acted in all US proceedings both<br />

against <strong>Dexia</strong> SA and <strong>Dexia</strong> Bank Belgium. Meanwhile, in all<br />

US proceedings a notice of dismissal without prejudice has<br />

been filed as far as <strong>Dexia</strong> SA is concerned. Consequently, the<br />

pending proceedings now only involve <strong>Dexia</strong> Bank Belgium. In<br />

the course of <strong>2006</strong> no new proceedings have been initiated,<br />

either against <strong>Dexia</strong> Bank Belgium (<strong>Dexia</strong> Bank) or <strong>Dexia</strong> SA.<br />

6.2.1. Claim on Lernout & Hauspie Speech Products<br />

<strong>Dexia</strong> Bank has a claim chargeable to the bankruptcy of LHSP<br />

for a principal sum of some EUR 30 million for which an<br />

impairment has been recorded for some EUR 25 million.<br />

The liquidation of LHSP’s assets is subject to separate proceedings<br />

in Belgium and in the United States.<br />

<strong>Dexia</strong> Bank was claiming a pledge on the business assets of<br />

LHSP. In a ruling dated April 10, <strong>2006</strong>, the Court of Appeal<br />

in Ghent refused to acknowledge this pledge. <strong>Dexia</strong> Bank<br />

renounced to lodge an appeal with the Supreme Court. This<br />

means that <strong>Dexia</strong> Bank is now, as an unsecured creditor, unlikely<br />

to receive any dividend from the Belgian liquidation of<br />

LHSP.<br />

6.2.2. Claim on Lernout & Hauspie Investment<br />

Company<br />

As of December 31, <strong>2006</strong>, <strong>Dexia</strong> Bank has a claim on Lernout<br />

& Hauspie Investment Company (LHIC) for an amount<br />

of some EUR 62 million for which an impairment has been<br />

recorded for some EUR 57 million.<br />

As part of the security for its claim, <strong>Dexia</strong> Bank has a pledge<br />

on a portfolio of securities owned by LHIC.<br />

6.2.3. Indictment of <strong>Dexia</strong> Bank in Belgium in the<br />

criminal investigation against the LHSP directors<br />

On June 24, 2003, <strong>Dexia</strong> Bank announced that it had been<br />

indicted in the criminal investigation relating to LHSP. The<br />

indictment of <strong>Dexia</strong> Bank concerns offences allegedly <strong>com</strong>mitted<br />

between July 2, 1999 and September 1, 2000 by Artesia<br />

Banking Corporation.<br />

The investigation is now officially closed and the prosecutor<br />

has sent a «draft writ of summons» to the parties that are<br />

likely to be prosecuted, including <strong>Dexia</strong> Bank. According to<br />

the draft, <strong>Dexia</strong> Bank will be prosecuted for various offences,<br />

among which forgery in the annual financial statements<br />

of LHSP (valsheid in de jaarrekening/faux dans les <strong>com</strong>ptes<br />

annuels) and market manipulation (koersmanipulatie/manipulation<br />

de cours). The draft, which is subject to changes,<br />

alleges in substance that Artesia Banking Corporation has<br />

aided and abetted LHSP in the creation of fictitious revenue,<br />

by granting a USD 20 million loan to Messrs. Lernout, Hauspie<br />

and Willaert, whilst Artesia BC allegedly knew that the<br />

management of LHSP would utilize these funds for improper<br />

revenue recognition.<br />

<strong>Dexia</strong> Bank considers having serious grounds for contesting<br />

these charges.<br />

Several parties have introduced a claim for damages in the<br />

criminal proceedings. The largest civil party is Deminor, representing<br />

– according to its website – 11,000 shareholders<br />

of LHSP, with an aggregate amount of alleged damages of<br />

approximately USD 200 million in principal. There are about<br />

400 other individuals that have <strong>report</strong>ed themselves as civil<br />

parties. It is likely that not all of the potential applicants have<br />

already introduced their claim; those who have done so, have<br />

in most cases not yet stated and or provided evidence of the<br />

alleged losses.<br />

It should be added that in January 2003, <strong>Dexia</strong> Bank has itself<br />

lodged a <strong>com</strong>plaint with the examining magistrate against<br />

persons unknown, claiming <strong>com</strong>pensation.<br />

142 |<br />

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As yet it is very difficult to give an opinion on the likely out<strong>com</strong>e<br />

of the proceedings or on the level of the financial risk<br />

which <strong>Dexia</strong> Bank would face, if the charges brought against<br />

it were upheld. <strong>Dexia</strong> Bank underlines its innocence in this<br />

matter and contests the charges brought against it.<br />

6.2.4. Civil proceedings against <strong>Dexia</strong> Bank in<br />

Belgium<br />

6.2.4.1. LHSP receivers’ claim<br />

In July 2005, the receivers of LHSP filed an action against<br />

twenty-one parties, including <strong>Dexia</strong> Bank, for an indemnity<br />

against the net liabilities of LHSP in bankruptcy. According to<br />

the receivers’ provisional assessment of the claim, the claim<br />

would amount to approximately EUR 439 million. This claim is<br />

not likely to have any development until after the end of the<br />

criminal proceedings because of the principle le criminel tient<br />

le civil en état.<br />

6.2.4.2. Claim by individuals<br />

Certain civil claims have been filed by groups of investors in<br />

LHSP shares against various parties, including <strong>Dexia</strong> Bank. The<br />

main claim was filed by Deminor on behalf of 4,941 investors.<br />

The claimants seek damages for their losses, which have not<br />

been assessed yet. These claims, to a large extent duplicative<br />

of the claims introduced in the criminal proceedings, are not<br />

likely to have any development until after the end of the criminal<br />

proceedings because of the principle le criminel tient le<br />

civil en état.<br />

6.2.5. Civil proceedings against <strong>Dexia</strong> Bank in the<br />

United States<br />

6.2.5.1. LHSP Litigation Trustee’s claim<br />

In 2005 the Litigation Trustee for the LHSP Litigation Trust<br />

filed an action against <strong>Dexia</strong> Bank. The Litigation Trustee seeks<br />

to recover damages from <strong>Dexia</strong> Bank for entering into loan<br />

transactions, which he claims amount to aiding and abetting<br />

breaches of fiduciary duty by the LHSP Management. He also<br />

seeks to disallow or subordinate <strong>Dexia</strong>’s claims in the US bankruptcy<br />

proceedings. This action is, essentially, a duplication<br />

of the above-mentioned LHSP receivers’ claim.<br />

6.2.5.2. Claims by investors<br />

Following the announcement of <strong>Dexia</strong> Bank’s indictment in<br />

Belgium, several civil claims were introduced in the United<br />

States against <strong>Dexia</strong> SA and <strong>Dexia</strong> Bank arguing that <strong>Dexia</strong><br />

Bank is liable for the losses suffered by LHSP shareholders.<br />

<strong>Dexia</strong> Bank disputes the merits of all of these claims.<br />

a) Class actions<br />

Two class actions have been brought on behalf of investors<br />

in LHSP shares against <strong>Dexia</strong> Bank and a host of other parties<br />

named in prior litigation, including the principals of LHSP.<br />

Although <strong>Dexia</strong> Bank is of the opinion that none of the claims<br />

of the plaintiffs is well-founded, <strong>Dexia</strong> Bank has, in view of the<br />

large costs of defence and the uncertainty about the out<strong>com</strong>e<br />

of the proceedings, decided to conclude a settlement agreement<br />

with the NASDAQ class plaintiffs. To this end, a memorandum<br />

of settlement has been concluded on February 9,<br />

2007, which in its principal terms provides for the payment<br />

by <strong>Dexia</strong> Bank of an amount of USD 60 million in exchange<br />

for an unconditional release of all claims against <strong>Dexia</strong> SA and<br />

<strong>Dexia</strong> Bank and any of their past or present affiliates, officers<br />

and employees, relating to purchases or sales of LHSP <strong>com</strong>mon<br />

shares on the NASDAQ Stock Market during the period<br />

from August 19, 1998 through and including November 8,<br />

2000 (the “class period”) or to purchases of call options to<br />

acquire LHSP <strong>com</strong>mon shares or sales of put options related<br />

to LHSP <strong>com</strong>mon shares on any United States-based options<br />

exchange during the class period by all investors who will<br />

participate in and/or be bound by the settlement agreement,<br />

without any recognition on behalf of <strong>Dexia</strong> SA or <strong>Dexia</strong> Bank<br />

of any wrongdoing or liability. This settlement is still subject<br />

to court approval.<br />

• EASDAQ class action<br />

In October 2005, a second class action was filed against <strong>Dexia</strong><br />

Bank on behalf of a class of purchasers of LHSP shares on the<br />

EASDAQ stock market between April 28, 1998 and November<br />

8, 2000.<br />

On February 12, 2007, the District court of Massachusetts<br />

found that the US courts were not the appropriate forum to<br />

litigate this action and consequently dismissed the claim. The<br />

EASDAQ plaintiffs have thirty days from the date of the decision<br />

to lodge an appeal.<br />

b) Transactional proceedings<br />

Three separate claims for damages have been filed against<br />

<strong>Dexia</strong> Bank by US shareholders that had acquired LHSP shares<br />

through major corporate transactions. One claim was filed by<br />

Stonington, the former owner of Dictaphone, a US <strong>com</strong>pany<br />

acquired by LHSP in May 2000 in exchange for LHSP shares<br />

valued at the time at USD 490 million. The two other claims<br />

were filed by James and Janet Baker, who had received in the<br />

spring of 2000 LHSP shares valued at that time at approximately<br />

USD 220 million in exchange for their shares in Dragon<br />

Systems, and by TRA/Filler Trust, which represents the interests<br />

of another former shareholder of Dragon Systems, who<br />

has received LHSP shares valued at the time at approximately<br />

USD 170 million. The writs of summons for these claims<br />

do not mention the amounts claimed by the plaintiffs, as all<br />

of them have reserved the right to produce evidence of the<br />

extent of the alleged losses at a later date. TRA/Filler Trust has<br />

however specified that the extent of its losses total at least<br />

some USD 150 million.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

• NASDAQ class action<br />

The first class action was served on <strong>Dexia</strong> Bank in February and<br />

March 2004 in the name of three individuals acting for themselves<br />

as well as on behalf of a class of purchasers of LHSP<br />

shares on the NASDAQ stock market between August 19,<br />

1998 and November 8, 2000.<br />

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RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

In February 2007, the dispute with Stonington was brought to<br />

a final end through the conclusion of a settlement agreement.<br />

On December 31, <strong>2006</strong>, the cases against James and Janet<br />

Baker and TRA/Filler Trust were still in the discovery phase<br />

(request for production of documents and deposition by parties<br />

of witnesses).<br />

6.2.6. L&H Holding<br />

On April 27, 2004, the bankruptcy receiver of L&H Holding<br />

summoned Messrs. Lernout, Hauspie and Willaert, along with<br />

Banque Artesia Nederland (BAN) and <strong>Dexia</strong> Bank, to pay the<br />

principal amount of USD 25 million.<br />

This is connected with a USD 25 million loan granted to Mr.<br />

Bastiaens by BAN in July 2000 for the purposes of the acquisition<br />

by Mr. Bastiaens of LHSP shares owned by L&H holding.<br />

The former Artesia Bank issued a bank guarantee in favor<br />

of BAN for an amount of USD 10 million. The selling price<br />

of USD 25 million was credited to three personal accounts<br />

opened with BAN by Messrs. Lernout, Hauspie and Willaert.<br />

Taking the view that this money was due to L&H Holding, the<br />

L&H Holding bankruptcy receiver is claiming its repayment.<br />

<strong>Dexia</strong> Bank vigorously contests the grounds for these<br />

applications.<br />

6.2.7. Banque Artesia Nederland<br />

In October <strong>2006</strong>, <strong>Dexia</strong> Bank sold its affiliated <strong>com</strong>pany Banque<br />

Artesia Nederland (BAN). In the context of this operation,<br />

it has been agreed, in essence, that <strong>Dexia</strong> Bank will bear the<br />

financial consequences of the LHSP matter for BAN, capped at<br />

an amount equal to the price paid by the purchaser.<br />

Most of the pending procedures relate to the loan granted<br />

by BAN to Mr. Bastiaens (see paragraph 6.2.6., above). They<br />

include the claim introduced by the receiver of L&H Holding<br />

both in the criminal investigation relating to LHSP (in the form<br />

of a burgerlijke partijstelling/constitution de partie civile) and<br />

before the civil court (see paragraph 6.2.6., above).<br />

In addition, BAN is involved in a number of procedures pertaining<br />

to Parvest shares acquired by Messrs. Lernout, Hauspie<br />

en Willaert with the proceeds of the sale of the LHSP shares to<br />

Mr. Bastiaens. The investigating magistrate in the Belgium criminal<br />

case, L&H Holding and KBC Bank have all made claims<br />

in relation to these shares and proceeded to their provisional<br />

attachment in the hands of BAN. In addition, the Luxembourg<br />

Court of Appeals has issued a decision on July 12, <strong>2006</strong> at<br />

the request of Crédit Agricole Indosuez Luxembourg (CAIL)<br />

by which BNP Paribas Luxembourg has been ordered to deliver<br />

the Parvest Shares to CAIL by June 30, 2007 or to pay to<br />

CAIL the countervalue of these Parvest shares on June 30,<br />

2007 if the latter have not been delivered to CAIL prior to<br />

July 1, 2007. The Luxembourg Court of Appeals has condemned<br />

BAN to indemnify and hold BNP Paribas Luxembourg harmless<br />

against any damage deriving from its condemnation.<br />

As a consequence, BAN is at risk to have to pay BNP Paribas<br />

Luxembourg the countervalue of the Parvest shares, if the<br />

provisional attachments on these Parvest shares are not lifted<br />

prior to June 30, 2007.<br />

BAN has lodged an appeal against the decision of the court<br />

of appeals of Luxembourg before the supreme court (cour de<br />

cassation).<br />

6.2.8. Provisions and impairments<br />

On December 31, <strong>2006</strong>, the exposure of <strong>Dexia</strong> Bank on the<br />

outstanding claims relating to credit facilities granted in the<br />

Lernout & Hauspie file amounts to some EUR 101 million<br />

(see paragraphs 6.2.1., 6.2.2. and 6.2.7.). On the same date<br />

impairments for the Lernout & Hauspie file have recorded for<br />

a total amount of some EUR 90 million. <strong>Dexia</strong> Bank expects<br />

to be able to recover the difference in view of the securities<br />

provided.<br />

The relevant provisions have been charged to the <strong>2006</strong> financial<br />

statements in order to cover the residual risks linked to<br />

the US cases for which no settlement has been concluded,<br />

as well as for costs and legal fees related to the whole of<br />

the L&H procedures mentioned in paragraphs 6.2.1. to 6.2.6.<br />

above. <strong>Dexia</strong> strongly challenges the validity and the merits of<br />

all these claims.<br />

<strong>Dexia</strong> does not disclose<br />

• the amount of the provisions relating to the LHSP US legal<br />

proceedings for which as yet no settlement has been concluded<br />

and<br />

• the settlement amount reached with Stonington, mentioned<br />

below in paragraph 6.2.5.2.b).<br />

<strong>Dexia</strong> believes that to do so could seriously prejudice the out<strong>com</strong>e<br />

of the still pending LHSP legal proceedings.<br />

6.3. INHERITANCE DUTIES<br />

The enquiry opened by the judicial authorities on September<br />

28, 1999 into <strong>Dexia</strong> Bank and a possible fraud involving<br />

inheritance duties seems to have ended. Four former executives<br />

were accused at the end of March 2004. However that<br />

accusation did not imply the guilt of the persons concerned,<br />

in whom <strong>Dexia</strong> maintains its confidence. <strong>Dexia</strong> Bank confirms<br />

that the necessary internal audit and IT procedures have enabled<br />

it to abide by the directives issued in this regard by the<br />

CBFA. There was no fundamental development in this file<br />

during <strong>2006</strong>.<br />

144 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


6.4. FINANCIAL SECURITY ASSURANCE –<br />

SUBPOENA<br />

In November <strong>2006</strong>,<br />

• Financial Security Assurance Holdings Ltd. (FSA) received a<br />

subpoena from the Antitrust Division of the US Department<br />

of Justice (DOJ) in connection with an ongoing criminal investigation<br />

of bid rigging of awards of municipal guaranteed<br />

investment contracts (GICs) and<br />

• Financial Security Assurance Inc. received a subpoena from<br />

the US Securities and Exchange Commission (SEC) in connection<br />

with an ongoing civil investigation of brokers of municipal<br />

GICs.<br />

FSA issues municipal GICs through its financial products segment,<br />

but does not serve as a GIC broker. FSA understands<br />

that approximately two dozen firms have received subpoenas<br />

in connection with these investigations. The subpoenas<br />

request that FSA furnish to the DOJ and SEC records and other<br />

information with respect to FSA’s municipal GIC business. FSA<br />

intends to cooperate fully with both investigations.<br />

RAPPORT DE GESTION<br />

COMPTES SOCIAUX<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 145


7. NOTES ON THE ASSETS OF THE CONSOLIDATED BALANCE SHEET<br />

(IN MILLIONS OF EUR)<br />

7.1. CASH AND CASH EQUIVALENTS<br />

For the purpose of the cash flow statement, cash and cash equivalents <strong>com</strong>prises the following balances with less than 90 days<br />

remaining duration:<br />

A. Analysis by nature<br />

RAPPORT DE GESTION<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Cash and balances with central banks 3,435 3,357<br />

Interbank loans and advances 36,298 49,029<br />

Loans and securities available for sale 3,081 5,127<br />

Loans and securities held for trading 965 396<br />

Loans and securities designated at fair value 18 0<br />

Non current assets held for sale 0 32<br />

TOTAL 43,797 57,941<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

B. Of which restricted cash<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Mandatory reserves (1) 1,259 2,154<br />

Other 6 3<br />

TOTAL 1,265 2,157<br />

(1) Mandatory reserves: minimum reserve deposits credit institutions must have with ECB or with other central banks.<br />

COMPTES SOCIAUX<br />

7.2. CASH AND BALANCES WITH CENTRAL BANKS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest 4 8<br />

Acquisition cost 3,440 3,357<br />

TOTAL 3,444 3,365<br />

Analysis by nature (acquisition cost)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Cash in hand 485 586<br />

Balances with central banks other than mandatory reserve deposits 1,696 617<br />

Mandatory reserve deposits 1,259 2,154<br />

TOTAL 3,440 3,357<br />

of which included in cash and cash equivalents 3,435 3,357<br />

7.3. DUE FROM BANKS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest on not impaired interbank loans and advances 599 1,167<br />

Accrued interest on impaired interbank loans and advances 0 0<br />

Fair value hedge adjustment 620 321<br />

Reimbursement amount, premium discount and impairments (1) 73,834 76,727<br />

TOTAL 75,053 78,215<br />

146 |<br />

(1) In order to harmonize the accounting presentation within <strong>Dexia</strong>, cash collaterals of some <strong>com</strong>panies of the Group have been reclassified from “Other<br />

assets“ to “Due from banks“ in December 31, 2005 balance sheet for an amount of EUR 4,522 million.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


A. Analysis by nature (reimbursement amount, premium discount and impairments)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Nostro accounts 6,851 13,603<br />

Reverse repurchase agreements 42,746 40,110<br />

Loans and other advances 24,236 23,014<br />

Impaired loans 1 0<br />

TOTAL 73,834 76,727<br />

of which included in cash and cash equivalents 36,298 49,029<br />

B. Analysis of quality<br />

See note 7.16. Quality of financial assets.<br />

C. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

RAPPORT DE GESTION<br />

D. Analysis of the fair value<br />

See note 12.1.<br />

7.4. LOANS AND ADVANCES TO CUSTOMERS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest on not impaired loans to customers 1,595 1,975<br />

Accrued interest on impaired loans to customers 3 5<br />

Fair value hedge adjustment 2,683 1,322<br />

Reimbursement amount, premium discount and impairments 188,121 223,200<br />

TOTAL 192,402 226,502<br />

A. Analysis by counterpart (reimbursement amount, premium discount and impairments)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Public sector 112,275 121,407<br />

Others 75,799 101,733<br />

Impaired loans 1,473 1,359<br />

Less:<br />

Specific impairment on impaired loans (1) (1,018) (942)<br />

Collective impairment (2) (408) (357)<br />

TOTAL 188,121 223,200<br />

of which included in finance lease 3,132 3,692<br />

(1) Includes respectively EUR 178 million and EUR 188 million relating to share leasing of DBnl as of Dec. 31, 2005 and Dec. 31, <strong>2006</strong>.<br />

(2) Includes respectively EUR 174 million and EUR 56 million relating to share leasing of DBnl as of Dec. 31, 2005 and Dec. 31, <strong>2006</strong>.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 147


B. Analysis of quality<br />

See note 7.16. Quality of financial assets.<br />

C. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

D. Analysis of the fair value<br />

See note 12.1.<br />

RAPPORT DE GESTION<br />

7.5. LOANS AND SECURITIES HELD FOR TRADING<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest on loans and securities held for trading 66 113<br />

Fair value adjustment (35) 119<br />

Reimbursement amount and premium discount 15,624 15,153<br />

TOTAL 15,655 15,385<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

A. Analysis by counterpart (reimbursement amount and premium discount)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Public sector 2,900 1,294<br />

Banks 9,275 5,367<br />

Other 3,449 8,492<br />

TOTAL 15,624 15,153<br />

of which included in cash and cash equivalents 965 396<br />

B. Analysis by nature (reimbursement amount and premium discount)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Listed Unlisted Listed Unlisted<br />

Loans 0 1,022 0 540<br />

Bonds issued by public bodies 2,737 9 1,114 104<br />

Other bonds and fixed-in<strong>com</strong>e instruments 9,881 922 10,388 2,560<br />

Equity and variable-in<strong>com</strong>e instruments 1,053 0 447 0<br />

TOTAL 13,671 1,953 11,949 3,204<br />

C. Treasury bills and other eligible bills for refinancing to the central banks<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Treasury bills and other eligible bills for refinancing to the central banks 1,042 124<br />

148 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


D. Securities pledged under repurchase agreements with other banks<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Market<br />

Market<br />

value<br />

value<br />

Included in bonds issued by public bodies 0 40<br />

Included in other bonds and fixed-in<strong>com</strong>e instruments 901 1,323<br />

E. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

F. Analysis of the fair value<br />

See note 12.1.<br />

7.6. LOANS AND SECURITIES DESIGNATED AT FAIR VALUE<br />

RAPPORT DE GESTION<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest on loans and securities designated at fair value 50 89<br />

Fair value adjustment (164) 80<br />

Reimbursement amount and premium discount 13,979 17,015<br />

TOTAL 13,865 17,184<br />

A. Analysis by counterpart (reimbursement amount and premium discount)<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Public sector 582 285<br />

Banks 329 396<br />

Other 13,068 16,334<br />

TOTAL 13,979 17,015<br />

of which included in cash and cash equivalents 18 0<br />

COMPTES SOCIAUX<br />

B. Analysis by nature (reimbursement amount and premium discount)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Listed Unlisted Listed Unlisted<br />

Loans 0 243 0 181<br />

Bonds issued by public bodies 398 184 107 129<br />

Other bonds and fixed-in<strong>com</strong>e instruments 5,111 2,284 7,762 2,740<br />

Equity and variable-in<strong>com</strong>e instruments 0 0 20 0<br />

Unit linked products Insurance 5,758 1 6,054 22<br />

TOTAL 11,267 2,712 13,943 3,072<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 149


C. Treasury bills and other eligible bills for refinancing to the central banks<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Treasury bills and other eligible bills for refinancing to the central banks 75 131<br />

Figures as at Dec.31, 2005 have been restated.<br />

D. Securities pledged under repurchase agreements with other banks<br />

RAPPORT DE GESTION<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Market<br />

Market<br />

value<br />

value<br />

Included in bonds issued by public bodies 0 0<br />

Included in other bonds and fixed-in<strong>com</strong>e instruments 1,449 2,312<br />

E. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

F. Analysis of the fair value<br />

See note 12.1.<br />

The FVO for financial assets is mainly used in the following<br />

situations:<br />

1) where liabilities contain a discretionary participation feature<br />

that pay benefits based on realized/unrealized investment<br />

returns of a specified pool of insurer’s assets;<br />

2) the FVO is used as an alternative method in order to reduce<br />

volatility in profit or loss when, at inception, there is a risk that<br />

the hedge accounting requirements will not be met.<br />

7.7. LOANS AND SECURITIES AVAILABLE FOR SALE<br />

To determine the fair value for non-listed financial instruments<br />

classified under the fair value option, the pricing tools<br />

used and procedures followed are determined by Group Risk<br />

Management. The pricing tool is a discounted cash flow<br />

model whereby the net present value is determined by an<br />

interest rate based on available market rates applicable for<br />

similar securities and for issuers with a similar credit rating.<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest on not impaired loans and securities available for sale 1,900 2,276<br />

Accrued interest on impaired loans and securities available for sale 0 0<br />

Fair value adjustment 8,240 4,679<br />

Reimbursement amount, premium discount and impairments 156,064 181,423<br />

TOTAL 166,204 188,378<br />

150 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


A. Analysis by counterpart (reimbursement amount, premium discount and impairments)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Public sector 61,122 65,697<br />

Banks 46,485 57,219<br />

Others 48,070 58,270<br />

Impaired loans 0 0<br />

Impaired bonds issued by public bodies 0 0<br />

Impaired other bonds and fixed-in<strong>com</strong>e instruments 124 29<br />

Impaired other equity and variable-in<strong>com</strong>e instruments 592 440<br />

REIMBURSEMENT AMOUNT AND PREMIUM DISCOUNT 156,393 181,655<br />

Less:<br />

Specific impairment on impaired loans and securities available for sale (329) (232)<br />

TOTAL 156,064 181,423<br />

of which included in cash and cash equivalents 3,081 5,127<br />

B. Analysis of quality<br />

See note 7.16. Quality of financial assets.<br />

C. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

D. Analysis by nature (reimbursement amount and premium discount )<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Listed Unlisted Listed Unlisted<br />

Loans 0 391 0 373<br />

Bonds issued by public bodies 48,553 2,216 52,797 2,556<br />

Other bonds and fixed-in<strong>com</strong>e instruments 84,242 17,429 99,534 22,656<br />

Equity and variable-in<strong>com</strong>e instruments 2,980 582 3,252 487<br />

TOTAL 135,775 20,618 155,583 26,072<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

E. Transfers between portfolios<br />

Nil.<br />

F. Convertible bonds included in the available-for-sale portfolio<br />

No position greater than EUR 50 million.<br />

G. Analysis of the fair value<br />

See note 12.1.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 151


7.8. SECURITIES HELD TO MATURITY<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest on not impaired securities held to maturity 91 54<br />

Accrued interest on impaired securities held to maturity 0 0<br />

Fair value adjustment 0 0<br />

Reimbursement amount, premium discount and impairments 3,126 2,206<br />

TOTAL 3,217 2,260<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

A. Analysis by counterpart (reimbursement amount, premium discount and impairments)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Public sector 1,900 1,379<br />

Banks 451 382<br />

Other 775 445<br />

Impaired bonds issued by public bodies 0 0<br />

Impaired other bonds and fixed-in<strong>com</strong>e instruments 0 0<br />

REIMBURSEMENT AMOUNT AND PREMIUM DISCOUNT 3,126 2,206<br />

Less:<br />

Specific impairment on securities held to maturity 0 0<br />

Collective impairment 0 0<br />

TOTAL 3,126 2,206<br />

B. Analysis of quality<br />

See note 7.16. Quality of financial assets.<br />

C. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

D. Analysis by nature (reimbursement amount and premium discount )<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Listed Unlisted Listed Unlisted<br />

Bonds issued by public bodies 999 7 976 112<br />

Other bonds and fixed-in<strong>com</strong>e instruments 1,415 705 566 552<br />

TOTAL 2,414 712 1,542 664<br />

E. Analysis of the fair value<br />

See note 12.1.<br />

152 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


7.9. INVESTMENTS IN ASSOCIATES<br />

A. Carrying value<br />

2005 <strong>2006</strong><br />

CARRYING VALUE AS OF JAN. 1 769 778<br />

Acquisitions 2 35<br />

Disposals (40) (10)<br />

Change in scope of consolidation (out ) 0 (45)<br />

Share of result before tax 126 143<br />

Share of tax (36) (41)<br />

Dividend paid (42) (39)<br />

Changes in goodwill (see below) 0 0<br />

Share of gains and losses not recognized in the in<strong>com</strong>e statement 2 8<br />

Translation adjustments 10 (2)<br />

Other (13) (1)<br />

CARRYING VALUE AS OF DEC. 31 778 826<br />

RAPPORT DE GESTION<br />

B. Positive goodwill included in carrying value<br />

2005 <strong>2006</strong><br />

ACQUISITION COST AS OF JAN. 1 231 229<br />

Transfers (2) 0<br />

ACQUISITION COST AS OF DEC. 31 (A) 229 229<br />

ACCUMULATED DEPRECIATION AND ACCUMULATED IMPAIRMENT AS OF JAN. 1 (48) (46)<br />

Transfers 2 0<br />

ACCUMULATED DEPRECIATION AND ACCUMULATED IMPAIRMENT AS OF DEC. 31 (B) (46) (46)<br />

NET BOOK VALUE AS OF DEC. 31 (A)+(B) 183 183<br />

C. List of major associates<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Associates Book Fair value Book Fair value Website<br />

value of investment value of investment<br />

2005 2005 <strong>2006</strong> <strong>2006</strong><br />

Crédit du Nord<br />

441 746 484 733 www.groupe-credit-du-nord.<strong>com</strong><br />

Kommunalkredit Austria 118 402 175 251 www.kommunalkredit.at<br />

SLF Finance SA (non listed) 63 63 64 64<br />

XL Finance Assurance (non listed) 47 47 na na<br />

Groupe Popular Banca Privada 38 77 41 115 www.popularbancaprivada.es<br />

TOTAL 707 1,335 764 1,163<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 153


7.10. TANGIBLE FIXED ASSETS<br />

A. Net book value<br />

Land and buildings Office furniture Investment Total<br />

and other equipment<br />

Property<br />

Own use Own use Own use Own use Ope-<br />

Owner Finance Owner Finance rating<br />

Lease Lease lease<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

ACQUISITION COST<br />

AS OF JAN. 1, 2005 1,234 2 1,259 2 35 1,133 3,665<br />

Acquisitions 413 0 89 0 16 20 538<br />

Disposals (78) 0 (42) 0 (5) (1) (126)<br />

Change in scope<br />

of consolidation (in) 302 0 3 0 0 0 305<br />

Change in scope<br />

of consolidation (out) 0 0 (5) 0 0 0 (5)<br />

Transfers 67 (2) (69) (1) 0 (197) (202)<br />

Translation adjustments 0 0 6 0 0 0 6<br />

ACQUISITION COST<br />

AS OF DEC. 31, 2005 (A) 1,938 0 1,241 1 46 955 4,181<br />

ACCUMULATED DEPRECIATION<br />

AND IMPAIRMENT<br />

AS OF JAN. 1, 2005 (341) (1) (1,021) (1) (16) (652) (2,032)<br />

Booked (23) 0 (65) 0 (6) (64) (158)<br />

Write-back 0 0 0 0 0 2 2<br />

Write-off 13 0 36 0 3 1 53<br />

Change in scope<br />

of consolidation (in) 0 0 (1) 0 0 0 (1)<br />

Change in scope<br />

of consolidation (out) 0 0 3 0 0 0 3<br />

Transfers (49) 1 42 0 0 151 145<br />

Translation adjustments 0 0 (4) 0 0 0 (4)<br />

Other (3) 0 (1) 0 0 0 (4)<br />

ACCUMULATED DEPRECIATION<br />

AND IMPAIRMENT<br />

AS OF DEC. 31, 2005 (B) (403) 0 (1,011) (1) (19) (562) (1,996)<br />

NET BOOK VALUE<br />

AS OF DEC. 31, 2005 (A)+(B) 1,535 0 230 0 27 393 2,185<br />

154 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


Land and buildings Office furniture Investment Total<br />

and other equipment<br />

Property<br />

Own use Own use Own use Own use Ope-<br />

Owner Finance Owner Finance rating<br />

Lease Lease lease<br />

ACQUISITION COST<br />

AS OF JAN. 1, <strong>2006</strong> 1,938 0 1,241 1 46 955 4,181<br />

Acquisitions 150 6 62 9 22 23 272<br />

Disposals (123) 0 (39) 0 (5) (15) (182)<br />

Change in scope<br />

of consolidation (in) 28 2 66 43 0 0 139<br />

Change in scope<br />

of consolidation (out) (48) 0 (20) 0 0 0 (68)<br />

Transfers (5) (1) (26) 0 0 (69) (101)<br />

Translation adjustments 2 0 (5) 0 0 0 (3)<br />

ACQUISITION COST<br />

AS OF DEC. 31, <strong>2006</strong> (A) 1,942 7 1,279 53 63 894 4,238<br />

ACCUMULATED DEPRECIATION<br />

AND IMPAIRMENT<br />

AS OF JAN. 1, <strong>2006</strong> (403) 0 (1,011) (1) (19) (562) (1,996)<br />

Booked (48) (1) (63) (3) (8) (37) (160)<br />

Write-back 1 0 1 0 0 0 2<br />

Write-off 16 0 34 0 3 10 63<br />

Change in scope<br />

of consolidation (in) (7) 0 (36) (25) 0 0 (68)<br />

Change in scope<br />

of consolidation (out) 16 0 13 0 0 0 29<br />

Transfers 1 0 23 0 0 54 78<br />

Translation adjustments 0 0 2 0 0 0 2<br />

ACCUMULATED DEPRECIATION<br />

AND IMPAIRMENT<br />

AS OF DEC. 31, <strong>2006</strong> (B) (424) (1) (1,037) (29) (24) (535) (2,050)<br />

NET BOOK VALUE<br />

AS OF DEC. 31, <strong>2006</strong> (A)+(B) 1,518 6 242 24 39 359 2,188<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

B. Fair value<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Fair values of investment properties 397 391<br />

Fair value subject to an independent valuation 7 2<br />

Fair value not subject to an independent valuation 390 389<br />

C. Expenditures<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Expenditures capitalized for the construction of property, plant & equipment 236 13<br />

D. Contractual obligations relating to investment property at the end of the period<br />

Nil.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 155


7.11. INTANGIBLE ASSETS AND GOODWILL<br />

Positive Internally Other Total<br />

Goodwill developed intangible<br />

sofware assets (1)<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

ACQUISITION COST AS OF JAN. 1, 2005 802 392 276 1,470<br />

Acquisitions 0 48 37 85<br />

Disposals 0 (1) (4) (5)<br />

Change in scope of consolidation (in) 7 0 0 7<br />

Change in scope of consolidation (out) 0 0 (5) (5)<br />

Transfers (18) 30 43 55<br />

Translation adjustments 0 0 2 2<br />

ACQUISITION COST AS OF DEC. 31, 2005 (A) 791 469 349 1,609<br />

ACCUMULATED DEPRECIATION<br />

AND IMPAIRMENT<br />

AS OF JAN. 1, 2005 (292) (274) (187) (753)<br />

Booked 0 (53) (47) (100)<br />

Change in scope of consolidation (out) 0 0 2 2<br />

Write-off 0 1 3 4<br />

Transfers 18 (22) (22) (26)<br />

Translation adjustments 0 0 (1) (1)<br />

ACCUMULATED DEPRECIATION<br />

AND IMPAIRMENT<br />

AS OF DEC. 31, 2005 (B) (274) (348) (252) (874)<br />

NET BOOK VALUE AS OF DEC. 31, 2005 (A)+(B) 517 121 97 735<br />

(1) Other intangible assets include purchased softwares.<br />

COMPTES SOCIAUX<br />

156 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


Positive Internally Other Total<br />

Goodwill developed intangible<br />

sofware assets (1)<br />

ACQUISITION COST AS OF JAN. 1, <strong>2006</strong> 791 469 349 1,609<br />

Acquisitions 1,310 71 45 1,426<br />

Disposals (46) (6) (8) (60)<br />

Change in scope of consolidation (in) 168 3 278 449<br />

Change in scope of consolidation (out) (23) (3) (28) (54)<br />

Transfers (30) 3 (17) (44)<br />

Translation adjustments (12) (1) (4) (17)<br />

Other 0 0 (3) (3)<br />

ACQUISITION COST AS OF DEC. 31, <strong>2006</strong> (A) 2,158 536 612 3,306<br />

ACCUMULATED DEPRECIATION<br />

AND IMPAIRMENT<br />

AS OF JAN. 1, <strong>2006</strong> (274) (348) (252) (874)<br />

Booked 0 (58) (47) (105)<br />

Change in scope of consolidation (in) (15) (2) (24) (41)<br />

Change in scope of consolidation (out) 3 3 17 23<br />

Write-off 34 1 2 37<br />

Transfers 30 (1) 17 46<br />

Translation adjustments 1 0 0 1<br />

ACCUMULATED DEPRECIATION<br />

AND IMPAIRMENT<br />

AS OF DEC. 31, <strong>2006</strong> (B) (221) (405) (287) (913)<br />

NET BOOK VALUE AS OF DEC. 31, <strong>2006</strong> (A)+(B) 1,937 131 325 2,393<br />

(1) Other intangible assets include purchased softwares and intangible assets identified in the purchase of DenizBank group - see note 9.6..<br />

7.12. TAX ASSETS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Current/prepaid 243 215<br />

Operational taxes 39 52<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

CURRENT TAXES 282 267<br />

Deferred tax assets (see note 9.2.) 320 482<br />

TOTAL 602 749<br />

7.13. OTHER ASSETS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Other assets (1) 2,934 2,275<br />

Other assets specific to insurance <strong>com</strong>panies 1,360 1,277<br />

TOTAL 4,294 3,552<br />

(1) In order to harmonize the accounting presentation within <strong>Dexia</strong>, cash collaterals of some <strong>com</strong>panies of the Group have been reclassified from “Other<br />

assets“ to “Due from banks“ in December 31, 2005 balance sheet for an amount of EUR 4,522 million.<br />

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A. Other assets<br />

Analysis by nature Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued in<strong>com</strong>e 237 151<br />

Deferred expenses 58 61<br />

Other accounts receivable 1,944 1,490<br />

Plan assets (1) 7 17<br />

Long term construction contracts 1 3<br />

Inventories 3 5<br />

Other assets 684 548<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

TOTAL 2,934 2,275<br />

(1) See note 8.7.I.<br />

B. Other assets specific to insurance activities<br />

B.1. Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest 0 0<br />

Acquisition costs and share of reinsurers 1,360 1,277<br />

TOTAL 1,360 1,277<br />

B.2. Analysis by nature (acquisition costs and share of reinsurers) Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Share of the reinsurers in the technical reserves 121 88<br />

Receivables resulting from direct insurance transactions 105 85<br />

Premiums still to be issued 0 1<br />

Deferred acquisition costs (1) 284 259<br />

Other insurance assets 850 844<br />

Impaired insurance assets 1 1<br />

Less:<br />

Specific impairment (1) (1)<br />

(1) Mainly FSA.<br />

TOTAL 1,360 1,277<br />

7.14. NON CURRENT ASSETS HELD FOR SALE<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Assets of subsidiaries held for sale (1) 0 901<br />

Tangible and intangible assets held for sale 35 53<br />

Other assets 1 1<br />

TOTAL 36 955<br />

(1) <strong>Dexia</strong> Banque Privée France.<br />

158 |<br />

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7.15. LEASING<br />

1. <strong>Dexia</strong> as lessor<br />

A. Finance lease (1)<br />

Gross investment in finance leases Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Not later than 1 year 508 778<br />

Later than 1 year and not later than 5 years 1,310 1,578<br />

Later than 5 years 1,935 2,021<br />

SUBTOTAL (A) 3,753 4,377<br />

UNEARNED FUTURE FINANCE INCOME ON FINANCE LEASES (B) 620 688<br />

NET INVESTMENT IN FINANCE LEASES (A)-(B) 3,133 3,689<br />

The net investment in finance leases may be analyzed as follows Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Not later than 1 year 414 642<br />

Later than 1 year and not later than 5 years 1,135 1,358<br />

Later than 5 years 1,584 1,689<br />

TOTAL 3,133 3,689<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Amount of contingents rents recognised in statement of in<strong>com</strong>e during the period 0 0<br />

Amount of uncollectible finance lease receivables included in<br />

the provision for loan losses at the end of the period 11 11<br />

Estimated fair value of finance lease 3,144 3,509<br />

Accumulated allowance for uncollectible minimum lease payments receivable 4 4<br />

(1) The figures as at December 31, 2005 have been restated.<br />

B. Operating lease (1)<br />

Future net minimum lease receivables under non-cancellable operating leases are as follows Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Not later than 1 year 15 24<br />

Later than 1 year and not later than 5 years 36 61<br />

Later than 5 years 20 34<br />

TOTAL 71 119<br />

Amount of contingent rents recognized in statement of in<strong>com</strong>e during the period 1 4<br />

(1) The figures as at December 31, 2005 have been restated.<br />

2. <strong>Dexia</strong> as lessee<br />

A. Finance lease<br />

Minimum lease payments Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Not later than 1 year 0 0<br />

Later than 1 year and not later than 5 years 0 0<br />

Later than 5 years 0 1<br />

TOTAL 0 1<br />

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Present value of finance lease liabilities Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Not later than 1 year 0 0<br />

Later than 1 year and not later than 5 years 0 0<br />

Later than 5 years 0 0<br />

TOTAL 0 0<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

RAPPORT DE GESTION<br />

Contractual future minimum lease payments (A) 0 17<br />

Correction due to discount rate (B) 0 1<br />

PRESENT VALUE OF THE FUTURE MINIMUM LEASE PAYMENTS (A)-(B) 0 16<br />

Amount of contingent rents recognized in statement of in<strong>com</strong>e during the period 0 0<br />

Amount of future minimum sublease payments expected to be received under<br />

non-cancellable subleases at the balance sheet date 0 0<br />

B. Operating lease (1)<br />

Future net minimum lease payments under non-cancellable operating leases Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Not later than 1 year 99 79<br />

Later than 1 year and not later than 5 years 140 148<br />

Later than 5 years 145 130<br />

TOTAL 384 357<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Amount of future minimum sublease payments expected to be received under<br />

non-cancellable subleases at the balance sheet date 5 6<br />

Lease and sublease payments recognized as an expense during the period:<br />

- minimum lease payments 80 114<br />

- contingent rents 2 0<br />

- sublease payments 0 5<br />

TOTAL 82 119<br />

(1) The figures as at December 31, 2005 have been restated.<br />

7.16. QUALITY OF FINANCIAL ASSETS<br />

Accrued interest Normal loans Impaired loans Total<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong> Dec. 31, 2005 Dec. 31, <strong>2006</strong> Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Due from banks 599 1,167 0 0 599 1,167<br />

Loans to customers 1,595 1,975 3 5 1,598 1,980<br />

Securities – held to maturity 91 54 0 0 91 54<br />

Loans and securities – available for sale 1,900 2,276 0 0 1,900 2,276<br />

Fair value adjustment Normal loans Impaired loans Total<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong> Dec. 31, 2005 Dec. 31, <strong>2006</strong> Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Due from banks 620 321 0 0 620 321<br />

Loans to customers 2,683 1,322 0 0 2,683 1,322<br />

Loans and securities – available for sale 7,983 4,405 257 274 8,240 4,679<br />

160 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


Analysis of normal loans and securities<br />

Gross amount (acquisition cost and premium discount) (A)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Normal assets in due from banks 73,834 76,727<br />

Normal loans to customers 188,074 223,140<br />

Normal securities held to maturity 3,126 2,206<br />

Normal loans and securities available for sale 155,677 181,186<br />

Normal assets from insurance activities 1,360 1,277<br />

Normal other accounts and receivables 1,941 1,490<br />

Normal other assets 672 548<br />

Collective impairment on not impaired loans (-) (408) (357)<br />

TOTAL 424,276 486,217<br />

Analysis of impaired Gross amount (acquisition Specific loan loss allowance Net amount<br />

loans and securities cost and premium discount) (B) individual basis (C) (B)+(C)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong> Dec. 31, 2005 Dec. 31, <strong>2006</strong> Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Impaired assets<br />

in due from banks 0 0 0 0 0 0<br />

Impaired loans to customers 1,473 1,359 (1,018) (942) 455 417<br />

Impaired securities -<br />

held to maturity 0 0 0 0 0 0<br />

Impaired loans and securities –<br />

available for sale 716 469 (329) (232) 387 237<br />

Impaired assets from insurance activities 1 1 (1) (1) 0 0<br />

Impaired other accounts and receivable 5 2 (1) (2) 4 0<br />

Impaired other assets 12 0 0 0 12 0<br />

TOTAL 2,207 1,831 (1,349) (1,177) 858 654<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

Normal + impaired Gross amount (A)+(B) Specific loan loss Net amount (A)+(B)+(C)<br />

allowance (C)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong> Dec. 31, 2005 Dec. 31, <strong>2006</strong> Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Due from banks 73,834 76,727 0 0 73,834 76,727<br />

Loans to customers 189,547 224,499 (1,018) (942) 188,529 223,557<br />

Securities held to maturity 3,126 2,206 0 0 3,126 2,206<br />

Loans and securities<br />

available for sale 156,393 181,655 (329) (232) 156,064 181,423<br />

Assets from insurance activities 1,361 1,278 (1) (1) 1,360 1,277<br />

Other accounts and receivable 1,945 1,492 (1) (2) 1,944 1,490<br />

Other assets 684 548 0 0 684 548<br />

Collective impairment<br />

on not impaired loans (-) (408) (357) 0 0 (408) (357)<br />

COMPTES SOCIAUX<br />

TOTAL 426,482 488,048 (1,349) (1,177) 425,133 486,871<br />

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8. NOTES ON THE LIABILITIES OF THE CONSOLIDATED BALANCE SHEET<br />

(IN MILLIONS OF EUR)<br />

8.1. DUE TO BANKS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest 498 682<br />

Fair value hedge adjustment 273 114<br />

Reimbursement amount and premium discount 134,022 173,958<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

TOTAL 134,793 174,754<br />

A. Analysis by nature (reimbursement amount and premium discount)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

On demand 9,584 24,732<br />

Term 45,139 65,498<br />

Repurchase activity 46,333 45,580<br />

Central banks 7,745 9,027<br />

Other borrowings 25,221 29,121<br />

TOTAL 134,022 173,958<br />

B. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

COMPTES SOCIAUX<br />

C. Analysis of the fair value<br />

See note 12.1.<br />

8.2. CUSTOMER BORROWINGS AND DEPOSITS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest 739 829<br />

Fair value hedge adjustment (97) (248)<br />

Reimbursement amount and premium discount (1) 97,096 108,903<br />

TOTAL 97,738 109,484<br />

(1) In order to harmonize the accountring presentation within <strong>Dexia</strong>, cash collaterals of some <strong>com</strong>panies of the Group have been reclassified<br />

from “Other liabilities” to “Customer borrowings and deposits” in December 31, 2005 balance sheet for an amount of EUR 359 million.<br />

A. Analysis by nature (reimbursement amount and premium discount) (1) Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Demand deposits 19,902 26,391<br />

Saving deposits 26,184 27,372<br />

Term deposits 43,782 49,769<br />

Other customer deposits 362 46<br />

TOTAL CUSTOMER DEPOSITS 90,230 103,578<br />

Repurchase activity 4,558 4,172<br />

Other borrowings 2,308 1,153<br />

TOTAL CUSTOMER BORROWINGS 6,866 5,325<br />

TOTAL 97,096 108,903<br />

(1) Analysis in 2005 has been restated.<br />

162 |<br />

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B. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

C. Analysis of the fair value<br />

See note 12.1.<br />

8.3. LIABILITIES HELD FOR TRADING<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest 34 19<br />

Fair value adjustment 26 1<br />

Reimbursement amount and premium discount 3,753 558<br />

TOTAL 3,813 578<br />

A. Analysis by nature (reimbursement amount and premium discount)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Bonds issued by public bodies 3,449 508<br />

Other bonds 54 19<br />

Repurchase agreements 234 0<br />

Equity 16 31<br />

TOTAL 3,753 558<br />

B. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

C. Analysis of the fair value<br />

See note 12.1.<br />

8.4. LIABILITIES DESIGNATED AT FAIR VALUE<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest 113 147<br />

Fair value adjustment 129 131<br />

Reimbursement amount and premium discount 17,780 21,033<br />

TOTAL 18,022 21,311<br />

A. Analysis by nature (reimbursement amount and premium discount)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Liabilities at fair value 12,768 16,252<br />

Unit-linked products 5,012 4,781<br />

TOTAL 17,780 21,033<br />

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B. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

The following types of liabilities incurred by FSA are subject to<br />

the FVO classification:<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

C. Analysis of the fair value<br />

See note 12.1.<br />

The FVO for financial liabilities is mainly used in the following<br />

situations:<br />

1) at the insurance business for its liabilities containing a discretionary<br />

participation feature that pay benefits based on<br />

realized/unrealized investment returns of a specified pool of<br />

insurer’s assets.<br />

2) by FSA for liabilities where the hedge accounting requirements<br />

are not met or there is a risk that they will not be met,<br />

the FVO is used as an alternative in order reduce volatility in<br />

profit or loss.<br />

8.5. DEBT SECURITIES<br />

a) Fixed rate liabilities that are highly customized funding<br />

contracts that are tailored to the specific needs of the<br />

investor.<br />

b) Global funding fixed rate liabilities.<br />

For both types of liabilities, the change of credit spread is<br />

immaterial as liabilities are AAA-rated and highly customized.<br />

This conclusion is confirmed by a quantitative analysis<br />

showing that contractual spreads were not correlated with<br />

FSA’s credit spread and by correlation with similar debts.<br />

3) by <strong>com</strong>panies issuing debt with embedded derivatives.<br />

The pricing tools used and the procedures followed to determine<br />

the fair value for non-listed financial instruments classified<br />

under the fair value option, are set up by Group Risk Management.The<br />

pricing tool is a discounted cash flow model whereby<br />

the net present value is determined by an interest rate based<br />

on available market rates applicable for similar securities and<br />

taking into account our own credit rating.<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest 2,507 2,613<br />

Fair value adjustment 686 (238)<br />

Reimbursement amount and premium discount 172,492 182,351<br />

TOTAL 175,685 184,726<br />

A. Analysis by nature (reimbursement amount and premium discount<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Certificates of deposit 33,685 31,993<br />

Customer savings certificates 7,367 5,992<br />

Non-convertible bonds 131,440 144,366<br />

TOTAL 172,492 182,351<br />

B. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

C. Analysis of the fair value<br />

See note 12.1.<br />

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8.6. SUBORDINATED AND CONVERTIBLE DEBT<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued interest 102 79<br />

Fair value adjustment 81 63<br />

Reimbursement amount and premium discount 4,802 4,223<br />

TOTAL 4,985 4,365<br />

A. Accrued interest<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Convertible subordinated debt 0 0<br />

Non-convertible subordinated debt 83 72<br />

Convertible non-subordinated debt 2 0<br />

Other dilutive instruments 0 0<br />

Hybrid capital and redeemable preference shares 17 7<br />

TOTAL 102 79<br />

B. Fair value adjustment<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Convertible subordinated debt 0 0<br />

Non-convertible subordinated debt 81 63<br />

Convertible non-subordinated debt 0 0<br />

Other dilutive instruments 0 0<br />

Hybrid capital and redeemable preference shares 0 0<br />

TOTAL 81 63<br />

C. Analysis by category (reimbursement amount and premium discount)<br />

Convertible subordinated debt<br />

Nil.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Non-convertible subordinated debt<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Loan capital perpetual subordinated notes 1,027 923<br />

Other 3,194 3,055<br />

TOTAL 4,221 3,978<br />

List available on request.<br />

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Convertible non-subordinated debt<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Convertible non-subordinated debt 82 20<br />

List available on request.<br />

Other dilutive instruments<br />

Nil.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Hybrid capital and redeemable preference shares<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

499 225<br />

As of Dec. 31, 2005, hybrid capital instruments issued by <strong>Dexia</strong> BIL: two perpetuals, one of EUR 225 million and another one of EUR 275 million.<br />

As of Dec. 31, <strong>2006</strong>, hybrid capital instrument issued by <strong>Dexia</strong> BIL: perpetual of EUR 225 million at the rate of 6,821%, refunding only possible annually as<br />

from July 6, 2011.<br />

A call on perpetual of EUR 275 million at the rate of 6,875% has been exercised on July 6, <strong>2006</strong>.<br />

D. Analysis of convertible subordinated debt in <strong>Dexia</strong> shares<br />

Nil.<br />

E. Analysis by maturity and interest rate<br />

See notes 12.3., 12.4. and 12.6.<br />

F. Analysis of the fair value<br />

See note 12.1.<br />

166 |<br />

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8.7. PROVISIONS AND OTHER OBLIGATIONS<br />

A. Analysis by nature<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Litigation claims (1) 227 352<br />

Restructuring 176 150<br />

Long-term defined benefit plans 549 597<br />

Other post retirement obligations 45 51<br />

Other long-term employee benefits 46 45<br />

Provision for off-balance-sheet credit <strong>com</strong>mitments (2) 158 135<br />

Other provisions (non insurance) (3) 119 138<br />

TOTAL (4) 1,320 1,468<br />

(1) Provisions for litigations, include provisions relating to staff, to taxes, for administrative and other claims.<br />

(2) Of which EUR 145 and 106 millions relating to <strong>Dexia</strong> Bank Nederland (Legio Lease Provision) for 2005 and <strong>2006</strong> respectively.<br />

(3) The Other Provisions mainly contain: provisions to restore property, plant and equipment to their original state, a provision for onerous rental contracts<br />

and a number of provisions for non-material events.<br />

(4) Claims with major risks are analyzed in detail in note 6. Litigations.<br />

RAPPORT DE GESTION<br />

B. Analysis of movements<br />

Litigation Restructuring Pensions Provision for Other<br />

claims and other off-balance-sheet provisions<br />

employee<br />

credit<br />

benefits <strong>com</strong>mitments<br />

AS OF JAN. 1, 2005 235 195 592 99 125<br />

Exchange difference 10 0 0 (1) 0<br />

Additional provisions 37 17 110 8 64<br />

Unused amounts reversed (26) (2) (13) (8) (29)<br />

Utilization during the year (12) (42) (60) (152) (34)<br />

Changes in scope of consolidation (in) 0 0 0 0 1<br />

Changes in scope of consolidation (out) (8) (4) 0 0 0<br />

Transfers (13) 8 14 (1) (4)<br />

Other movements 4 4 (3) 213 (4)<br />

AS OF DEC. 31, 2005 227 176 640 158 119<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Litigation Restructuring Pensions Provision for Other<br />

claims and other off-balance-sheet provisions<br />

employee<br />

credit<br />

benefits <strong>com</strong>mitments<br />

AS OF JAN. 1, <strong>2006</strong> 227 176 640 158 119<br />

Exchange difference (8) 0 (1) (2) (1)<br />

Additional provisions 223 41 133 23 67<br />

Unused amounts reversed (22) (20) (21) (3) (12)<br />

Utilization during the year (51) (33) (69) (57) (29)<br />

Changes in scope of consolidation (in) 0 3 5 7 4<br />

Changes in scope of consolidation (out) (8) 0 (16) 8 (1)<br />

Transfers (9) (17) 22 1 (15)<br />

Other movements 0 0 0 0 6<br />

AS OF DEC. 31, <strong>2006</strong> 352 150 693 135 138<br />

C. Analysis by maturity<br />

See note 12.6.<br />

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D. Provisions for pensions and other long term benefits<br />

A. Change in benefit obligation Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

RAPPORT DE GESTION<br />

1. Benefit obligation at beginning of year 2,307 2,494<br />

2. Current service cost 106 115<br />

3. Interest cost 101 96<br />

4. Plan participants’ contributions 6 8<br />

5. Amendments 2 (8)<br />

6. Actuarial (gains)/losses 93 (164)<br />

7. Benefits paid (118) (127)<br />

8. Expenses paid 0 0<br />

9. Taxes paid 0 0<br />

10. Premiums paid (2) (3)<br />

11. Acquisitions/divestitures 0 (92)<br />

12. Plan curtailments (1) (2)<br />

13. Plan settlements 0 (31)<br />

14. Exchange rate changes 0 (4)<br />

15. BENEFIT OBLIGATION AS OF END OF YEAR 2,494 2,282<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

B. Change in plan assets Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

1. Fair value of plan assets at beginning of year 1,492 1,588<br />

2. Expected return on plan assets 72 68<br />

3. Actuarial gains/(losses) on plan assets 54 (28)<br />

4. Employer contributions 85 87<br />

5. Member contributions 6 8<br />

6. Benefits paid (118) (127)<br />

7. Expenses paid 0 0<br />

8. Taxes paid (1) 0<br />

9. Premiums paid (2) (3)<br />

10. Plan settlements 0 (16)<br />

11. Acquisitions/divestitures 0 (91)<br />

12. Exchange rate changes 0 (3)<br />

13. FAIR VALUE OF PLAN ASSETS AS OF END OF YEAR 1,588 1,483<br />

C. Amounts recognized in the balance sheet Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

1. Present value of funded obligations 1,930 1,691<br />

2. Fair value of plan assets 1,588 1,484<br />

3. Deficit/(surplus) for funded plans 342 207<br />

4. Present value of unfunded obligations 564 591<br />

5. Unrecognized net actuarial gains/(losses) (273) (122)<br />

6. Unrecognized past service (cost)/benefit 0 0<br />

7. Effect of paragraph 58(b) limit 0 0<br />

8. NET LIABILITY/(ASSET) 633 676<br />

Amounts in the balance sheet<br />

1. Liabilities 640 693<br />

2. Assets (7) (17)<br />

3. NET LIABILITY/(ASSET) 633 676<br />

168 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


D. Components of costs Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Amounts recognized in statement of in<strong>com</strong>e<br />

1. Current service cost 106 117<br />

2. Interest cost 101 97<br />

3. Expected return on plan assets (72) (70)<br />

4. Expected return on reimbursement assets 0 0<br />

5. Amortization of past service cost incl. §58(a) 2 (8)<br />

6. Amortization of net (gain)/loss incl. §58(a) 7 10<br />

7. Effect of paragraph 58(b) limit 0 0<br />

8. Curtailment (gain)/loss recognized (1) (2)<br />

9. Settlement (gain)/loss recognized 0 (12)<br />

10. TOTAL COSTS RECOGNIZED IN THE STATEMENT OF INCOME 143 132<br />

Actual return on assets<br />

Actual return on plan assets 126 40<br />

Actual return on reimbursement assets 0 0<br />

RAPPORT DE GESTION<br />

E. Balance sheet reconciliation Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

1. Balance sheet liability/(asset) 574 633<br />

2. Expenses recognized in statement of in<strong>com</strong>e in the financial year 143 132<br />

3. Amounts recognized in SORIE in the financial year 0 0<br />

4. Employer contributions made in the financial year 63 67<br />

5. Benefits paid directly by <strong>com</strong>pany in the financial year 22 20<br />

6. Credit to reimbursements 0 0<br />

7. Net transfer in/(out) (including the effect of any business <strong>com</strong>binations/divestitures) 1 (1)<br />

8. Exchange rate adjustment - (gain)/loss 0 (1)<br />

9. BALANCE SHEET LIABILITY/(ASSET) AS OF END OF YEAR (1)+(2)+(3)-(4)-(5)+(6)+(7)+(8) 633 676<br />

F. Plan assets<br />

Asset category<br />

Percentage of Plan assets<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

1. Equity securities 19.97% 18.43%<br />

2. Debt securities 76.39% 77.66%<br />

3. Real estate 0.00% 0.00%<br />

4. Other (1) 3,64% 3.91%<br />

(1) Includes qualifying insurance policies.<br />

G. History of experience gains and losses Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

1. Difference between the actual and expected return on plan assets<br />

a. Amount 54 (28)<br />

b. Percentage of plan assets 3% -2%<br />

2. Total gains (-) and losses on plan liabilities (1)<br />

a. Amount 93 (164)<br />

b. Percentage of present value of plan liabilities 4% -7%<br />

(1) Due essentially to change on assumptions.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 169


H. Range of assumptions to determine expenses<br />

Dec. 31, 2005<br />

Discount Inflation Expected Expected Expected Salary<br />

Rate return return return Increase<br />

on assets on bonds on shares Rate<br />

Europe 4.00% – 5.50% 2.50% 3.00% – 6.00% 4.00% – 5.50% 6.00% – 7.00% 2.50% – 5.50%<br />

Switzerland 2.50% 1.00% 3.11% 2.25% 6.75% 1.50%<br />

United Kingdom 4.75% 2.50% 6.58% 4.75% 7.75% 4.00%<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Dec. 31, <strong>2006</strong><br />

Discount Inflation Expected Expected Expected Salary<br />

Rate return return return Increase<br />

on assets on bonds on shares Rate<br />

Europe 3.61% – 4.50% 2.50% 2.90% – 7.50% 2.90% – 4.50% 5.90% – 7.90% 2.50% – 5.50%<br />

Switzerland 2.75% 1.00% 3.25% 2.75% 5.75% 2.00%<br />

United Kingdom 5.00% 2.75% 6.02% 5.00% 8.00% 4.25%<br />

Comment on assumptions:<br />

As a general principle, discount rate is equal to return on bonds in a plan assets.<br />

Return on shares takes into account a risk premium.<br />

The expected return on assets is based on the mix of return of bonds and shares of the portfolio.<br />

I. Reconciliation with financial statements<br />

Long Term Obligations 2005 <strong>2006</strong><br />

Outstanding liability relating to defined benefit plans 549 597<br />

Outstanding liability relating to other post retirement obligations 45 51<br />

Outstanding liability relating to other long term employee benefits 46 45<br />

TOTAL OUTSTANDING LIABILITY REPORTED IN THE FINANCIAL STATEMENTS 640 693 See note 8.7.A.<br />

TOTAL LIABILITY CALCULATED BY ACTUARIALS 640 693<br />

TOTAL LIABILTIY RELATING TO INSIGNIFICANT PLANS 0 0<br />

Outstanding asset <strong>report</strong>ed in the financial statements 7 17 See note 7.13.A.<br />

TOTAL ASSETS ANALYSED BY ACTUARIALS 7 17<br />

TOTAL ASSETS RELATING TO INSIGNIFICANT PLANS 0 0<br />

J. Concentration risk<br />

Some of the <strong>Dexia</strong>’s plan assets are insurance policies issued by Ethias.The fair value of the plan assets amounts to respectively<br />

EUR 1,043 million as of December 31, 2005 and EUR 1,022 million as of December 31, <strong>2006</strong>.<br />

E. Defined contribution plan<br />

Contributions to legal pensions are not included in the amounts. For 2005 and <strong>2006</strong>, the amount recognized as an expense for<br />

defined contribution plans is respectively EUR 30 million and EUR 33 million.<br />

170 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


8.8. TAX LIABILITIES<br />

Analysis by nature Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Current in<strong>com</strong>e tax 241 235<br />

Operational taxes 86 141<br />

CURRENT TAX LIABILITIES 327 376<br />

Deferred tax liabilities (See note 9.2.) 1,050 900<br />

TOTAL 1,377 1,276<br />

8.9. OTHER LIABILITIES<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Other liabilities (1) 4,524 4,332<br />

Other liabilities specific to insurance activities 2,340 2,213<br />

TOTAL 6,864 6,545<br />

(1) In order to harmonize the accountring presentation within <strong>Dexia</strong>, cash collaterals of some <strong>com</strong>panies of the Group have been reclassified from “Other<br />

liabilities” to “Customer borrowings and deposits” in December 31, 2005 balance sheet for an amount of EUR 359 million.<br />

A. Other liabilities<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Accrued costs 141 132<br />

Deferred in<strong>com</strong>e 78 122<br />

Subsidies 58 78<br />

Other accounts payable 3,003 2,791<br />

Other granted amounts received 177 198<br />

Salaries and social charges (payable) 531 546<br />

Shareholder dividends payable 55 71<br />

Long-term construction contracts 1 0<br />

Other liabilities 480 394<br />

TOTAL 4,524 4,332<br />

B. Liabilities specific to insurance activities<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Debts for deposits from assignees 68 67<br />

Debts resulting from direct insurance transactions 2,194 2,085<br />

Debts resulting from reinsurance transactions 71 60<br />

Other insurance liabilities 7 1<br />

TOTAL 2,340 2,213<br />

8.10. LIABILITIES INCLUDED IN DISPOSAL GROUPS HELD FOR SALE<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Liabilities of subsidiaries held for sale (1) 0 785<br />

Discontinued operations 0 0<br />

TOTAL 0 785<br />

(1) <strong>Dexia</strong> Banque Privée France.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 171


9. OTHER NOTES ON THE CONSOLIDATED BALANCE SHEET (IN MILLIONS OF EUR)<br />

9.1. DERIVATIVES<br />

A. Analysis by nature<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Assets Liabilities Assets Liabilities<br />

RAPPORT DE GESTION<br />

Derivatives held for trading 21,350 21,308 15,351 15,112<br />

Derivatives designated as fair value hedges 1,758 10,300 3,173 9,424<br />

Derivatives designated as cash flow hedges 407 667 754 551<br />

Derivatives of portfolio hedge 5,117 5,377 4,754 5,401<br />

Derivatives designated as hedge<br />

of a net investment in foreign entities 0 0 0 1<br />

TOTAL 28,632 37,652 24,032 30,489<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

B. Detail of derivatives held for trading<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Notional Amount Assets Liabilities Notional Amount Assets Liabilities<br />

To receive To deliver To receive To deliver<br />

Foreign exchange<br />

derivatives 81,817 79,483 1,488 1,998 78,291 78,440 1,155 1,030<br />

Interest rate derivatives 873,693 886,592 19,051 18,443 848,712 855,098 12,870 12,637<br />

Equity derivatives 17,345 11,570 715 817 13,263 13,754 1,212 1,414<br />

Credit derivatives 75,362 55,982 96 50 20,919 78,783 114 31<br />

TOTAL 1,048,217 1,033,627 21,350 21,308 961,185 1,026,075 15,351 15,112<br />

c. Detail of derivatives designated as fair value hedges<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Notional Amount Assets Liabilities Notional Amount Assets Liabilities<br />

To receive To deliver To receive To deliver<br />

Foreign exchange<br />

derivatives 41,181 41,982 735 1,802 53,928 55,400 994 2,613<br />

Interest rate derivatives 152,828 153,499 1,023 8,498 189,867 181,223 2,157 6,515<br />

Equity derivatives 0 0 0 0 299 1,589 17 296<br />

Credit derivatives 0 0 0 0 1,478 70 5 0<br />

TOTAL 194,009 195,481 1,758 10,300 245,572 238,282 3,173 9,424<br />

172 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


D. Detail of derivatives designated as cash flow hedges<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Notional Amount Assets Liabilities Notional Amount Assets Liabilities<br />

To receive To deliver To receive To deliver<br />

Foreign exchange<br />

derivatives 9,898 9,795 140 109 2,106 1,743 343 22<br />

Interest rate derivatives 94,643 97,140 267 558 169,337 169,292 411 529<br />

TOTAL 104,541 106,935 407 667 171,443 171,035 754 551<br />

E. Detail of derivatives of portfolio hedge<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Notional Amount Assets Liabilities Notional Amount Assets Liabilities<br />

To receive To deliver To receive To deliver<br />

Foreign exchange derivatives 2,533 2,667 87 60 1,391 1,451 9 185<br />

Interest rate derivatives 416,799 414,417 5,030 5,317 472,159 472,764 4,745 5,216<br />

TOTAL 419,332 417,084 5,117 5,377 473,550 474,215 4,754 5,401<br />

F. Detail of derivatives designated as hedge of a net investment in foreign entities<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Notional Amount Assets Liabilities Notional Amount Assets Liabilities<br />

To receive To deliver To receive To deliver<br />

Foreign exchange derivatives 0 0 0 0 341 342 0 1<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

9.2. DEFERRED TAXES<br />

A. Analysis<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

NET DEFERRED TAX ASSETS (LIABILITIES) (730) (418)<br />

of which:<br />

Deferred tax liabilities (1,050) (900)<br />

Deferred tax assets 372 549<br />

Impairment on deferred tax assets (52) (67)<br />

COMPTES SOCIAUX<br />

B. Movements<br />

2005 <strong>2006</strong><br />

AS OF JAN.1 (487) (730)<br />

Movements of the year:<br />

- Statement of in<strong>com</strong>e charge/credit (71) (27)<br />

- Items directly <strong>com</strong>puted by equity (174) 378<br />

- Effect of change in tax rates – statement of in<strong>com</strong>e (2) (14)<br />

- Effect of change in tax rates – equity 7 (21)<br />

- Changes in scope of consolidation 16 (7)<br />

- Exchange differences (19) 13<br />

- Other movements 0 (10)<br />

AS OF DEC. 31 (730) (418)<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 173


Deferred tax <strong>com</strong>ing from assets of the balance sheet Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Cash, loans and loan loss provisions (1,091) (404)<br />

Securities (1,854) (884)<br />

Derivatives (1,108) (460)<br />

Investments in associates (16) 0<br />

Tangible and intangible fixed assets (186) (199)<br />

Other assets and liabilities specific to insurance <strong>com</strong>panies (89) (82)<br />

Other (25) (16)<br />

TOTAL (4,369) (2,045)<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Deferred tax <strong>com</strong>ing from liabilities of the balance sheet Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Securities 0 0<br />

Derivatives 2,514 1,819<br />

Borrowings, deposits and issuance of debt securities 1,132 (124)<br />

Provisions 11 57<br />

Pensions 105 112<br />

Other assets and liabilities specific to insurance <strong>com</strong>panies 46 9<br />

Tax losses carried forward 311 306<br />

Tax credit carried forward 14 0<br />

Legal tax free provisions (384) (419)<br />

Entities with special tax status (197) (223)<br />

Minority interest, reserves of associates and own shares 0 0<br />

Other 139 157<br />

TOTAL 3,691 1,694<br />

C. Expiry date of unrecognized deferred tax assets<br />

Nature Less than 1 year Between Over 5 Undetermined Total<br />

1 to 5 years years maturity<br />

Temporary difference 0 0<br />

Tax losses carried forward (67) (67)<br />

TOTAL 0 0 0 (67) (67)<br />

9.3. INSURANCE CONTRACTS<br />

A. Life contracts<br />

A.1. In<strong>com</strong>e and expenses<br />

PREMIUM INCOME<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Insurance Investment Insurance Investment<br />

contracts contracts with DPF (1) contracts contracts with DPF (1)<br />

Individual Group Individual Group Individual Group Individual Group<br />

Gross premiums written 285 259 1,841 209 392 239 2,312 50<br />

Premiums ceded to reinsurers (2) (40) 0 0 (3) (38) 0 (1)<br />

Change in gross<br />

unearned premium<br />

reserves (UPR) 0 0 0 0 0 56 0 0<br />

Share of reinsurer<br />

in change of unearned<br />

premium reserves<br />

(UPR) 0 0 0 0 0 (15) 0 0<br />

NET PREMIUM<br />

AFTER REINSURANCE 283 219 1,841 209 389 242 2,312 49<br />

(1) Discretionary Participation Features.<br />

174 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


CLAIMS EXPENSES<br />

2005 <strong>2006</strong><br />

Insurance Investment Insurance Investment<br />

contracts contracts with DPF contracts contracts with DPF<br />

Individual Group Individual Group Individual Group Individual Group<br />

Gross claims paid (175) (112) (187) (3) (228) (116) (372) (5)<br />

Claims reserve<br />

as of Jan. 1 24 7 0 0 32 10 1 0<br />

Claims reserve<br />

as of Dec. 31 (32) (10) (1) 0 (12) (14) (8) 0<br />

Transferred claims<br />

reserves 1 0 0 0 (6) 0 0 0<br />

Share of reinsurers 2 13 0 1 4 14 0 0<br />

NET CLAIMS INCURRED (180) (102) (188) (2) (210) (106) (379) (5)<br />

RAPPORT DE GESTION<br />

CHANGES IN TECHNICAL RESERVES<br />

1. Change in life insurance reserve<br />

2005 <strong>2006</strong><br />

Insurance Investment Insurance Investment<br />

contracts contracts with DPF contracts contracts with DPF<br />

Individual Group Individual Group Individual Group Individual Group<br />

Life insurance reserve<br />

as of Jan. 1 2,181 635 3,593 175 2,296 710 5,466 386<br />

Life insurance reserve<br />

as of Dec. 31 (2,296) (710) (5,466) (386) (2,367) (741) (8,006) (228)<br />

Transferred life<br />

insurance reserve (1) (34) 0 0 (262) (18) 477 (247)<br />

Share of reinsurers<br />

in life insurance reserve<br />

as of Jan. 1 (47) (46) (1) 0 (11) (19) (1) 0<br />

Share of reinsurers<br />

in life insurance reserve<br />

as of Dec. 31 11 19 1 0 10 5 1 0<br />

Share of reinsurers<br />

in transferred life<br />

insurance reserve 36 22 0 0 0 14 0 0<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

NET CHANGE<br />

IN LIFE INSURANCE<br />

RESERVE (116) (114) (1,873) (211) (334) (49) (2,063) (89)<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 175


2. Change in profit sharing reserve<br />

2005 <strong>2006</strong><br />

Insurance Investment Insurance Investment<br />

contracts contracts with DPF contracts contracts with DPF<br />

Individual Group Individual Group Individual Group Individual Group<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

Profit sharing reserve<br />

as of Jan. 1 2 4 12 1 3 6 21 2<br />

Profit sharing reserve<br />

as of Dec. 31 (3) (6) (21) (2) (5) (8) (48) 0<br />

Transferred profit<br />

sharing reserve 0 0 0 0 1 0 0 (2)<br />

Share of reinsurerss<br />

in profit sharing reserve<br />

as of Jan. 1 0 0 0 0 0 0 0 0<br />

Share of reinsurerss<br />

in profit sharing reserve<br />

as of Dec. 31 0 0 0 0 0 0 0 0<br />

Share of reinsurers<br />

in paid profit share 0 0 0 0 0 0 0 0<br />

Share of reinsurers<br />

in transferred<br />

profit sharing<br />

reserve 0 0 0 0 0 0 0 0<br />

NET CHANGE<br />

IN PROFIT SHARING<br />

RESERVE (1) (2) (9) (1) (1) (2) (27) 0<br />

LOSSES RESULTING FROM LIABILITY ADEQUACY TEST (LAT)<br />

Nil.<br />

COMPTES SOCIAUX<br />

A.2. Assets and liabilities<br />

GROSS RESERVES<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Insurance Investment Insurance Investment<br />

contracts contracts with DPF contracts contracts with DPF<br />

Individual Group Individual Group Individual Group Individual Group<br />

Life insurance reserve<br />

local GAAP 2,296 710 5,466 386 2,367 741 8,006 228<br />

Reserves due<br />

to results of LAT<br />

(Liability Adequacy Test) 0 0 0 0 0 0 0 0<br />

Reserves due<br />

to shadow accounting<br />

adjustments 5 15 44 4 3 6 22 2<br />

Reserves<br />

due to results of IAS 39 0 0 0 0 0 0 0 0<br />

TOTAL LIFE<br />

INSURANCE RESERVE 2,301 725 5,510 390 2,370 747 8,028 230<br />

Claims reserves 32 10 1 0 12 14 8 1<br />

Other technical reserves 3 6 21 2 5 8 48 0<br />

TOTAL GROSS<br />

RESERVES 2,336 741 5,532 392 2,387 769 8,084 231<br />

176 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


SHARE OF REINSURERS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Insurance Investment Insurance Investment<br />

contracts contracts with DPF contracts contracts with DPF<br />

Individual Group Individual Group Individual Group Individual Group<br />

Share of reinsurers<br />

in life insurance<br />

reserve 11 19 1 0 10 5 1 0<br />

Share of reinsurers<br />

in claims<br />

reserves 2 2 0 0 2 2 0 0<br />

Share of reinsurers<br />

in other technical<br />

reserves 1 0 0 0 0 0 0 0<br />

TOTAL SHARE<br />

OF REINSURERS 14 21 1 0 12 7 1 0<br />

DISCRETIONARY PARTICIPATION FEATURE INCLUDED IN EQUITY<br />

As of Dec. 31, 2005 As of Dec. 31, <strong>2006</strong><br />

Contracts<br />

Contracts<br />

with DPF<br />

with DPF<br />

Individual Group Individual Group<br />

Net discretionary participation feature included in equity 374 59 370 56<br />

Insurance or investment contracts with DPF that have embedded derivates that need to be separated and fair valued through profit and loss are limited to<br />

two products. These amounts are not significant.<br />

RECONCILIATION OF CHANGES IN LIFE INSURANCE RESERVE<br />

Gross amount Reinsurance Net amount<br />

amount<br />

LIFE INSURANCE RESERVE AS OF DEC. 31, 2004 6,584 94 6,490<br />

FTA impacts (IFRS 4 shadow adjustments) 30 0 30<br />

Additional reserves originated during the period 2,370 (54) 2,424<br />

Additional reserves due to shadow adjustments 38 0 38<br />

Additional reserves due to results of LAT (Liability Adequacy Test) 0 0 0<br />

Claims paid (522) (16) (506)<br />

Results on death and on life 11 9 2<br />

Attribution of technical interest 244 1 243<br />

Other changes 171 (3) 174<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

LIFE INSURANCE RESERVE AS OF DEC. 31, 2005 8,926 31 8,895<br />

Gross amount Reinsurance Net amount<br />

amount<br />

LIFE INSURANCE RESERVE AS OF DEC. 31, 2005 8,926 31 8,895<br />

Additional reserves originated during the period 2,839 19 2,820<br />

Additional reserves due to shadow adjustments (35) 0 (35)<br />

Additional reserves due to results of LAT (Liability Adequacy Test) 0 0 0<br />

Claims paid (562) (98) (464)<br />

Results on death and on life (67) 1 (68)<br />

Attribution of technical interest 335 2 333<br />

Other changes (61) 62 (123)<br />

LIFE INSURANCE RESERVE AS OF DEC. 31, <strong>2006</strong> 11,375 17 11,358<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 177


B. Nonlife contracts<br />

B.1. In<strong>com</strong>e and expenses<br />

PREMIUM INCOME<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Gross premiums written 367 365<br />

Premiums ceded to reinsurer (26) (25)<br />

RAPPORT DE GESTION<br />

NET PREMIUMS AFTER REINSURANCE (A) 341 340<br />

Change in gross Unearned Premium Reserves (UPR) (2) (4)<br />

Share of reinsurers in change of Unearned Premium Reserve (UPR) 0 0<br />

CHANGE IN NET UNEARNED PREMIUM RESERVE (UPR) (B) (2) (4)<br />

TOTAL NET EARNED PREMIUMS (A)+(B) 339 336<br />

CLAIMS EXPENSES<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

2005 <strong>2006</strong><br />

Gross claims paid (189) (193)<br />

Claims reserve as of Jan. 1 575 600<br />

Claims reserve as of Dec. 31 (600) (571)<br />

Transferred claims reserves 0 (49)<br />

Share of reinsurers 10 12<br />

NET CLAIMS INCURRED (204) (201)<br />

COMPTES SOCIAUX<br />

CHANGE IN OTHER NONLIFE INSURANCE RESERVES<br />

2005 <strong>2006</strong><br />

Other nonlife insurance reserves as of Jan. 1 16 17<br />

Other nonlife insurance reserves as of Dec. 31 (17) (18)<br />

Transferred other nonlife insurance reserves 0 0<br />

Share of reinsurers in other nonlife insurance reserves as of Jan. 1 (1) (1)<br />

Share of reinsurers in other nonlife insurance reserves as of Dec. 31 1 1<br />

Share of reinsurers in transferred other nonlife insurance reserves as of Jan. 1 0 0<br />

NET CHANGES IN INSURANCE LIABILITIES (1) (1)<br />

LOSSES RESULTING FROM LIABILITY ADEQUACY TEST (LAT)<br />

Nil.<br />

178 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


B.2. Assets and liabilities<br />

GROSS RESERVES<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Claims reserves 543 514<br />

Reserves Unallocated Loss Adjustment Expenses (ULAE) 28 27<br />

Premium deficiency reserves (nonlife LAT) 0 0<br />

Reserves for claims Incurred But Not Reported (IBNR) 29 29<br />

TOTAL CLAIMS RESERVES 600 570<br />

Other technical reserves 17 18<br />

Unearned Premium Reserve (UPR) 85 83<br />

TOTAL GROSS RESERVES 702 671<br />

SHARE OF REINSURERS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Share of reinsurers in claims reserves 83 66<br />

Share of reinsurers in reserves ULAE 0 0<br />

Share of reinsurers in IBNR 0 0<br />

SHARE OF REINSURERS IN TOTAL CLAIMS RESERVE 83 66<br />

Share of reinsurers in other technical reserves 1 0<br />

Share of reinsurers in UPR 2 2<br />

TOTAL SHARE OF REINSURERS 86 68<br />

RECONCILIATION OF CHANGES IN CLAIMS RESERVES<br />

2005 <strong>2006</strong><br />

Gross amount Reinsurance Net amount Gross amount Reinsurance Net amount<br />

amount<br />

amount<br />

CLAIMS RESERVES<br />

AS OF JAN. 1 575 87 488 600 83 517<br />

Claims paid<br />

on previous years (46) 2 (48) (108) (19) (89)<br />

Change in claim<br />

charges on previous<br />

years (82) (16) (66) (81) 0 (81)<br />

Liabilities on claims<br />

current year 153 10 143 159 2 157<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

CLAIMS RESERVES<br />

AS OF DEC. 31 600 83 517 570 66 504<br />

CLAIMS DEVELOPMENT<br />

Runoff triangle total costs (gross figures)<br />

Occurrence year<br />

Liquidation year Previous years 2002 2003 2004 2005 <strong>2006</strong><br />

2001 469<br />

2002 300 184<br />

2003 246 112 194<br />

2004 204 70 105 225<br />

2005 180 59 63 115 241<br />

<strong>2006</strong> 154 52 49 66 129 239<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 179


9.4. RELATED PARTIES TRANSACTIONS<br />

A. Related parties transactions<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

Key Entities with Subsidaries Associates Joint ventures<br />

management joint control in which<br />

or significant<br />

the entity is<br />

influence over the<br />

a venturer<br />

entity (1)<br />

Dec. 31, Dec. 31, Dec. 31, Dec. 31, Dec. 31, Dec. 31, Dec. 31, Dec. 31, Dec. 31, Dec. 31,<br />

2005 <strong>2006</strong> 2005 <strong>2006</strong> 2005 <strong>2006</strong> 2005 <strong>2006</strong> 2005 <strong>2006</strong><br />

Loans (2) 1 1 316 651 2 382 193 1,040 16 60<br />

Interest in<strong>com</strong>e 0 0 6 20 0 0 5 8 1 1<br />

Deposits 16 2 344 377 23 264 95 190 38 2,389<br />

Interest expense 0 0 (5) (10) 0 0 (2) (5) (1) (95)<br />

Other revenue –<br />

fee result 0 0 0 0 0 0 12 (3) 0 (16)<br />

Guarantees issued and <strong>com</strong>mitments<br />

provided (3) 0 0 0 56 1 1 194 26 7 512<br />

Guarantees and <strong>com</strong>mitments<br />

received 0 0 700 1,320 0 0 10 905 23 0<br />

(1) We refer here to the main shareholders of <strong>Dexia</strong> (2005-<strong>2006</strong>) : Arcofin , Holding Communal , Caisse des dépôts et consignations.<br />

(2) Loans to key management personnel were granted at general market conditions.<br />

(3) Unused lines granted.<br />

No provisions were recorded on loans given to related parties.<br />

<strong>Dexia</strong> group entered no investment transactions exceeding EUR 25 million with related parties.<br />

B. Key management <strong>com</strong>pensations<br />

COMPTES SOCIAUX<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Short-term benefits 8 7<br />

Post-employment benefits 4 2<br />

Other long-term benefits 0 0<br />

Termination benefits 0 0<br />

Share-based payments 1 1<br />

Details per person are <strong>report</strong>ed in the Management Report on page 46.<br />

Short-term benefits include the salaries, bonuses and other advantages.<br />

Post-employment benefits: service cost calculated in accordance with IAS 19.<br />

Share-based payments include the cost of stock options and the discount given on capital increase allowed to<br />

the key management.<br />

180 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


9.5. SECURITIZATION<br />

<strong>Dexia</strong> Bank Belgium and DenizBank have securization vehicles.<br />

<strong>Dexia</strong> Bank Belgium has three securitization vehicles : Atrium-<br />

1, Atrium-2 and MBS. This latter has six <strong>com</strong>partments.<br />

Total assets of those vehicles amounts respectively EUR 332<br />

million and EUR 295 million as of Dec.31, 2005 and Dec.<br />

31,<strong>2006</strong>.<br />

Atrium-1 is a securitization transaction of social housing<br />

loans pursuant to a long-term credit facility between BACOB<br />

(merged into <strong>Dexia</strong> Bank Belgium) and Domus Flandria NV<br />

(the borrower) and guaranteed by the Flemish Region. The<br />

guarantee of the Flemish Region was transferred to the special<br />

purpose vehicle (SPV). The original size of the transaction was<br />

EUR 188 million. Two classes of fixed-rate notes were issued<br />

on April 30, 1996, both carrying a Moody’s rating equal to<br />

that of the Flemish government (initially Aa2, currently Aa1).<br />

As of December 31, <strong>2006</strong> EUR 118.6 million is still outstanding<br />

under class A2 while class A1 has been repaid.<br />

Atrium-2 is a securitization transaction of social housing<br />

loans pursuant to a long term credit facility between BACOB<br />

(merged into <strong>Dexia</strong> Bank Belgium) and Domus Flandria NV<br />

(the borrower) and guaranteed by the Flemish Region. The<br />

guarantee of the Flemish Region was transferred to the SPV.<br />

The original size of the transaction was EUR 129.3 million.<br />

Two classes of fixed-rate notes were issued on June 19, 1997,<br />

both carrying a Moody’s rating equal to that of the Flemish<br />

government (initially Aa2, currently Aa1). As of December 31,<br />

<strong>2006</strong> EUR 86 million is still outstanding under class A2.<br />

MBS-3 is a securitization transaction of Belgian residential<br />

mortgage loans. The transaction, which had an original<br />

outstanding amount of EUR 371.8 million, was launched on<br />

November 24, 1997. Four floating-rate tranches of obligations<br />

were issued, three senior classes (called class A1 through A3<br />

and rated Aaa/AAA by Moody’s and Fitch) and one junior class<br />

(called class B and rated A3/A by Moody’s and Fitch). As at<br />

December 31, <strong>2006</strong> there is still EUR 28.5 million outstanding.<br />

There is 24.5 million outstanding under class A3 and EUR 3.9<br />

million under class B (currently rated Aa1/AA by Moody’s and<br />

Fitch).<br />

MBS-4 is a securitization transaction of Belgian residential<br />

mortgage loans. The transaction, which had an original<br />

outstanding amount of EUR 272.7 million, was launched on<br />

November 25, 1998. Four floating-rate tranches of obligations<br />

were issued, three senior classes (called class A1 through A3<br />

and rated Aaa/AAA by Moody’s and Fitch) and one junior class<br />

(called class B and rated A3/A by Moody’s and Fitch). As of<br />

December 31, <strong>2006</strong> there is still EUR 51.2 million outstanding.<br />

There is EUR 46.2 million outstanding under class A3 and EUR<br />

5.0 million under class B (currently rated Aa1/AA by Moody’s<br />

and Fitch).<br />

In June 2005, DenizBank <strong>com</strong>pleted a securitization transaction:<br />

the “DPR (Diversified Payment Rights) Securitization”.<br />

The bank securitizes its SWIFT MT 100 category payment<br />

orders received primarily through foreign depository banks in<br />

EUR, USD and GBP currencies.<br />

The SPC “DFS Funding Corporation Cayman” issued three<br />

tranches of series: USD 150 million Series 2005-A Floating<br />

Rate Notes Due 2010; USD 80 million Series 2005-C Fixed<br />

Rate Notes Due 2012; USD 70 million Series 2005-C Fixed<br />

Rate Notes Due 2010, and bought the Diversified Payment<br />

Rights.<br />

As at December 31, <strong>2006</strong> there is still USD 300 million<br />

outstanding.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 181


RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

9.6. ACQUISITIONS AND DISPOSALS OF<br />

CONSOLIDATED COMPANIES<br />

A. Main acquisitions<br />

Year 2005<br />

There were no significant acquisitions in 2005.<br />

Year <strong>2006</strong><br />

ACQUISITION OF CONTROL OF DENIZBANK<br />

On May 30, <strong>2006</strong> <strong>Dexia</strong> signed a share purchase agreement<br />

for the acquisition of a majority stake in DenizBank. The closing<br />

of the transaction took place on October 17, <strong>2006</strong> when<br />

all authorizations were received. On October 17, <strong>2006</strong> <strong>Dexia</strong><br />

acquired 75% of the share capital of DenizBank A.S.<br />

A small percentage (0.85%) had been acquired by <strong>Dexia</strong><br />

Bank Belgium before March <strong>2006</strong>, so that on October 17, the<br />

acquired percentage stood at 75.85%.<br />

<strong>Dexia</strong> has hedged the purchase price, which was concluded in<br />

USD with Zorlu group until the payment.<br />

With approximately 1.9 million retail customers, strong niches<br />

in SME or corporate segments (in the health sector, agricultural,<br />

tourism, energy,...) DenizBank is the 6th largest private<br />

bank in Turkey and counts more than 260 branches all over<br />

the country. The bank has also subsidiaries in Austria, Cyprus<br />

and Russia.<br />

Market value of assets and liabilities purchased<br />

Cash and cash equivalents 1,497<br />

Due from banks 272<br />

Loans and advances to customers 4,401<br />

Loans and securities available for sale 559<br />

Positive value of derivatives 38<br />

Intangible assets (of which 7 millions existing and 239 acquired) 246<br />

Goodwill 1,310<br />

Other assets 412<br />

Due to banks (2,214)<br />

Customer borrowings and deposits (4,069)<br />

Negative value of derivatives (19)<br />

Debt securities 0<br />

Other liabilities (286)<br />

Minority interests (202)<br />

TOTAL PURCHASE CONSIDERATION PAID, INCLUDING COSTS AND HEDGING 1,945<br />

Less: cash and cash equivalent in subsidiary acquired (1,497)<br />

CASH FLOW OUT OF ACQUISITION 448<br />

Comment: it should be noted that the net cash outflow includes 100% of cash acquired with only 75,85% of cash paid by <strong>Dexia</strong>.<br />

Identification of intangible assets purchased<br />

<strong>Dexia</strong> has analyzed the potential intangible assets.<br />

Some items, like software, banking licence, long-term contracts<br />

and leasing rights have been identified but were immaterial.<br />

Three items have been identified and recorded, for a gross value<br />

of EUR 239 million.<br />

Trade name: EUR 57 million<br />

This intangible asset has been valued with the Relief from Royalty<br />

Method, which is based on a hypothetical royalty in<strong>com</strong>e<br />

attributable to an asset.<br />

In particular, it estimates the expected annual royalty savings<br />

attributable to ownership of the identifiable intangible asset.<br />

This approach is based on the concept that if a <strong>com</strong>pany owns<br />

a trademark, it does not have to “rent” one and therefore is<br />

“relieved” from paying a royalty.<br />

The useful life has been fixed to 10 years.<br />

Core Deposits: EUR 120 million<br />

This intangible asset has been valued with the Favorable<br />

Source of Funds Method.<br />

Core deposits’ value (CD) is measured by the present value of<br />

the difference, or spread, between the CD’s ongoing cost and<br />

the cost of a market alternative replacement.<br />

Acquired core deposit accounts typically provide a low-cost<br />

source of funds to the buyer, mainly in Turkey, where current<br />

accounts are not remunerated.<br />

To replace these established, low-cost deposit accounts in a<br />

timely manner, a potential purchaser would have to utilize<br />

higher-cost funds at current market rates.<br />

As alternative funding, <strong>Dexia</strong> used overnight bank borrowing<br />

interest rate. The useful life of this intangible asset has been<br />

estimated to 7 years.<br />

182 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


Customer Relationships: EUR 62 million<br />

This intangible asset has been valued with the Multi-Period<br />

Excess Earnings Method.<br />

Excess earnings can be defined as the difference between the<br />

net operating cash flow after tax attributable to the existing<br />

customers at the acquisition date and the required cost of<br />

invested capital on all the other assets (contributory assets such<br />

as fixed assets, core deposits, trade name, assembled workforce)<br />

used in order to maintain the customer relationship.<br />

Value is estimated through the sum of the discounted future<br />

excess earnings attributable to these customers over the<br />

remaining lifespan of the customer relationship.<br />

The useful life of this intangible asset has been estimated to<br />

8 years.<br />

Impact of unallocated goodwill as of October 17, <strong>2006</strong><br />

The tax rate in Turkey being 20%, the net of tax amount of<br />

identified intangible assets amounts to EUR 191 million, or<br />

TRY 352 million.<br />

The remaining unallocated goodwill then stands at EUR 1,310<br />

million, or TRY 2,411 million.<br />

As from this date, the value of all assets and liabilities, including<br />

identified intangible assets and unallocated goodwill, will<br />

vary with the TRY exchange rate.<br />

As this calculation has been done based on financial statements<br />

with accounting rules and methods which are not yet<br />

fully harmonized with <strong>Dexia</strong> accounting principles their value<br />

may still change within the twelve months after the business<br />

<strong>com</strong>bination.<br />

Financing of the purchase of DenizBank<br />

To finance the acquisition of DenizBank, <strong>Dexia</strong> proceeded<br />

with a share capital increase (EUR 1,2 billion), issued EUR<br />

500 million of Perpetual Non-cumulative Guaranted Securities<br />

qualifying as Regulatory Tier 1 capital and sold some stakes in<br />

participations. Details of those transactions are <strong>report</strong>ed in the<br />

related notes to the financial statements.<br />

DenizBank group contributed to net in<strong>com</strong>e attributable to<br />

<strong>Dexia</strong> shareholders for EUR 32 million for the period from October<br />

17 to December 31, <strong>2006</strong>.<br />

Acquisition of minority interests of DenizBank due to a<br />

mandatory tender offer.<br />

<strong>Dexia</strong> had no call options nor written puts towards the minority<br />

shareholders at the moment of the business <strong>com</strong>bination.<br />

By taking the control of DenizBank, <strong>Dexia</strong> was required by Turkish<br />

law to launch a mandatory tender offer on the remaining<br />

shares of DenizBank listed on the Istanbul Stock Exchange. Compliant<br />

to this law the timing, conditions and the fixing of the price<br />

were taken out of the control of <strong>Dexia</strong> management. There was<br />

no certainty about the result of this tender, as the remaining<br />

shareholders had the choice to bring, or not, their shares to<br />

the tender.<br />

The tender started on December 4, <strong>2006</strong> and closed on December<br />

22, <strong>2006</strong>. The price was paid in TRY and <strong>Dexia</strong> hedged the risk of<br />

fluctuation of the purchase price in TRY until the payment.<br />

At the end of the tender, the shareholding of <strong>Dexia</strong> stood then<br />

at 99.74%. This percentage remained unchanged since December<br />

31, <strong>2006</strong>.<br />

The price paid for the shares acquired in the mandatory tender<br />

offer has been <strong>com</strong>pared with the percentage of equity<br />

acquired as of December 31, <strong>2006</strong>.<br />

The purchase of minority interests was considered as a transaction<br />

between shareholders and the difference between the<br />

price paid and the equity acquired has been recorded as a<br />

movement between Group equity and minority interests since<br />

<strong>Dexia</strong> is applying the economic entity model.<br />

This accounting treatment is disclosed in the <strong>Dexia</strong> accounting<br />

rules (see point 1.22.1. – Positive Goodwill) and has been consistently<br />

applied since the conversion of <strong>Dexia</strong> to IFRS.<br />

In order to allow the <strong>com</strong>parison with <strong>com</strong>panies having used<br />

an alternative accounting treatment, the following additional<br />

information is provided:<br />

In millions of EUR<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Part of equity purchased (23.89%), including Q4 <strong>2006</strong> result: 210<br />

Price paid, including costs and hedging: 618<br />

Difference between purchase consideration paid and equity acquired: 408<br />

This amount of EUR 408 million has been deducted from the Group core shareholders’ equity, and is <strong>report</strong>ed in the line<br />

“Variation in scope of consolidation“ in the Statement of change in equity document.<br />

B. Main disposals<br />

Year 2005<br />

On December 1, 2005 the Group disposed of 100% of the<br />

share capital of Eural Banque d’épargne SA.<br />

It was the only significant disposal in 2005.<br />

Year <strong>2006</strong><br />

On December 28 , <strong>2006</strong> the Group disposed of 100% of the<br />

share capital of Banque Artesia Nederland.<br />

It was the only significant disposal in <strong>2006</strong>.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 183


The assets and liabilities disposed are as follows:<br />

2005 <strong>2006</strong><br />

Eural<br />

Banque Artesia<br />

Nederland<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Cash and cash equivalents 107 176<br />

Due from banks 355 277<br />

Loans and advances to customers 758 3,422<br />

Loans and securities available for sale 1,394 684<br />

Positive value of derivatives 55 51<br />

Other assets 19 35<br />

Due to banks (22) (3,033)<br />

Customer borrowings and deposits (1,363) (1,216)<br />

Negative value of derivatives (77) (55)<br />

Debt securities (1,091)<br />

Other liabilities (47) (119)<br />

NET ASSETS (1) 88 222<br />

Proceeds from sale (in cash) 121 485<br />

Less: cash and cash equivalents in the subsidiary sold (107) (176)<br />

NET CASH INFLOW ON SALE 14 309<br />

(1) Eural: including EUR 39 million gains and losses not recognized in the statement of in<strong>com</strong>e (AFS reserve).<br />

Banque Artesia Nederland: including EUR 17 million gains and losses not recognized in the in<strong>com</strong>e statement (AFS reserve).<br />

C. Joint venture RBC <strong>Dexia</strong> investor services<br />

On January 2, <strong>2006</strong>, <strong>Dexia</strong> and Royal Bank of Canada <strong>com</strong>pleted the joint venture to <strong>com</strong>bine their institutional investor services<br />

businesses.<br />

RBC <strong>Dexia</strong> Investor Services is a joint venture equally owned by Royal Bank of Canada and <strong>Dexia</strong>.<br />

<strong>Dexia</strong> consolidate 50% of the joint venture by the proportional method.<br />

Contribution Contribution Net impact<br />

done by <strong>Dexia</strong> received by <strong>Dexia</strong> on assets<br />

disposal of 50% from RBC entry of 50% and liabilities<br />

Cash and cash equivalents 4,431 2,691 (1,740)<br />

Due from banks 1 0 (1)<br />

Loans and advances to customer 703 32 (671)<br />

Loans and securities available for sale 22 0 (22)<br />

Positive value of derivatives 6 0 (6)<br />

Goodwill, including goodwill of RBC contribution 21 153 132<br />

Other assets 502 80 (422)<br />

Due to banks (442) 0 442<br />

Customer borrowings and deposits (4,858) (2,389) 2,469<br />

Negative value of derivatives (5) 0 5<br />

Debt securities 0 0 0<br />

Other liabilities (175) (125) 50<br />

NET CONTRIBUTION 206 442 236<br />

The contribution to the joint venture has been done at fair<br />

value by both parties, <strong>Dexia</strong> and RBC.<br />

<strong>Dexia</strong> recorded a profit of EUR 236 million on the part brought<br />

to RBC taking into account the costs linked to the transaction<br />

and booked a net goodwill of EUR 121 million on the net<br />

assets contributed by RBC at fair value.<br />

This net goodwill was not allocated to intangible assets as<br />

the purpose of the transaction was not to purchase existing<br />

customers’ relations but to retain actual clients and attract<br />

new clients in a <strong>com</strong>pany having a worldwide coverage.<br />

Taking into account the very short notice of rupture of<br />

contracts in such an activity, the value of existing customers’<br />

relationship was not material.<br />

The purpose of this joint-venture was also lead to future<br />

synergies and to allow saving cost in IT infrastructure.<br />

As those elements did not meet the recognition criteria of<br />

intangible assets, the whole net goodwill was let in unallocated<br />

goodwill and correspond to real increase in profit and synergies,<br />

which is clearly the case since the creation of this joint venture,<br />

as <strong>report</strong>ed in <strong>Dexia</strong> <strong>2006</strong> financial statements.<br />

184 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


9.7. EQUITY<br />

By category of share<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Number of shares authorized and not issued 660,445,892 1,023,934,945<br />

Number of shares issued and fully paid 1,107,469,030 1,163,184,325<br />

Number of shares issued and not fully paid 0 0<br />

Value per share no nominal no nominal<br />

value<br />

value<br />

Outstanding as of Jan. 1 1,145,261,366 1,107,469,030<br />

Number of shares issued 14,094,529 77,812,015<br />

Number of shares cancelled (51,886,865) (22,096,720)<br />

Outstanding as of Dec. 31 1,107,469,030 1,163,184,325<br />

Rights, preferences and restrictions, including restrictions<br />

on the distribution of dividends and the repayment of capital 0 0<br />

Number of treasury shares (1) 20,550,020 490,607<br />

Number of shares reserved for issue under stock options and<br />

contracts for the sale of share 819,344 479,340<br />

(1) In 2005: mainly purchased by <strong>Dexia</strong> SA and also, to a lesser extent, shares bought by <strong>Dexia</strong> Crédit Local to cover 1999’s SOP.<br />

In <strong>2006</strong>: <strong>Dexia</strong> Crédit Local’s purchases to cover 1999’s SOP.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

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9.8. SHARE-BASED PAYMENTS<br />

STOCK OPTION PLANS SETTLED IN DEXIA SHARES Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Number of Number of<br />

Options (1) Options (1)<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Outstanding at the beginning of the period 51,939,550 56,452,344<br />

Granted during the period 10,184,922 10,192,973<br />

Forfeited during the period (285,500) (51,600)<br />

Exercised during the period (2) (5,386,628) (7,702,639)<br />

Expired during the period 0 (12,786)<br />

Outstanding at the end of the period 56,452,344 58,878,292<br />

Exercisable at the end of the period 25,238,988 27,341,131<br />

(1) Outstanding options also include the call options granted to DCL’s employees in 1999.<br />

(2) The weighted average exercise price for 2005 and <strong>2006</strong> was respectively EUR 13,60 and 13,30 per share.<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

RANGE OF EXERCISE Number of Weighted- Weighted- Number of Weighted- Weighted-<br />

PRICES outstanding average average outstanding average average<br />

options exercise remaining options exercise remaining<br />

price contractual price contractual<br />

(EUR) (EUR) life (year) (EUR) life (year)<br />

5.95 - 8.10 249,474 7.13 1.25 146,179 7.15 0.40<br />

10.97 - 11.37 10,853,596 11.27 7.14 10,111,906 11.36 6.14<br />

11.88 - 13.66 20,598,219 12.33 7.40 16,213,021 12.27 6.74<br />

13.81 - 14.58 4,926,021 14.30 4.11 4,232,433 14.35 3.29<br />

15.17 - 15.88 1,506,588 15.17 1.98 1,303,827 15.17 1.76<br />

17.23 - 17.86 8,133,524 17.86 5.70 6,493,031 17.86 5.00<br />

18.03 - 18.20 10,184,922 - 9.41 10,184,922 - 8.41<br />

18.62 - 21.25 - - - 10,192,973 - 9.42<br />

STOCK OPTION PLANS SETTLED Plan 2005 Plan <strong>2006</strong> Plan <strong>2006</strong> Plan <strong>2006</strong><br />

IN DEXIA SHARES Stock option plan Self-employed Stock option plan<br />

<strong>Dexia</strong>’s employees network DenizBank group<br />

Grant Date 30/06/05 30/06/06 17/11/06 15/12/06<br />

Number of instruments granted 10,184,922 9,760,225 197,748 235,000<br />

Exercise price 18.03 18.62 21.25 20.71<br />

Share price at the date of grant 18.21 18.85 21.27 20.92<br />

Contractual life (years) 10 years 10 years 5 years 10 years<br />

Vesting conditions See note 1 See note 1 See note 2 See note 1<br />

Settlement <strong>Dexia</strong> shares <strong>Dexia</strong> shares <strong>Dexia</strong> shares <strong>Dexia</strong> shares<br />

Fair value per granted instrument at grant date 2.16 2.33 2.67 2.44<br />

Valuation Model See note 3 See note 3 See note 3 See note 3<br />

(1) The vesting conditions are the following: 40% is vested immediately, 20% is yearly vested over the next 3 years.<br />

(2) Immediately vested at grant date.<br />

(3) For the stock option plan offered towards <strong>Dexia</strong>’s employees, <strong>Dexia</strong> used the fair value obtained from a non-related third party.<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Equity-settled arrangements 26 30<br />

Cash-settled arrangements (1) 15 18<br />

Arrangements with settlement alternatives 0 0<br />

TOTAL EXPENSES 41 48<br />

Liabilities for cash-settled arrangement (1) 99 85<br />

Liabilities for arrangements with settlement alternatives 0 0<br />

TOTAL LIABILITIES 99 85<br />

(1) Performance share plan of FSA.<br />

186 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


Performance shares granted by FSA<br />

Through 2004, performance shares were awarded under the<br />

1993 Equity Participation Plan (the “1993 Equity Plan“). The<br />

1993 Equity Participation Plan authorizes the discretionary grant<br />

of performance shares by the Human Resources Committee to<br />

key employees. The amount earned for each performance share<br />

depends on the attainment of certain growth rates of adjusted<br />

book value per outstanding share over a three-year period.<br />

Performance shares issued prior to January 1, 2005 permitted the<br />

participant to elect, at the time of award, growth rates including or<br />

excluding realized and unrealized gains and losses on the General<br />

Investment Portfolio. Performance shares issued after January 1,<br />

2005 do not offer the option to include the impact of unrealized<br />

gains and losses on the General Investment Portfolio. No payout<br />

occurs if the <strong>com</strong>pound annual growth rate of adjusted book<br />

value and book value per outstanding share over specified threeyear<br />

performance cycles is less than 7%, and a 200% payout<br />

occurs if the <strong>com</strong>pound annual growth rate is 19% or greater.<br />

Payout percentages are interpolated for <strong>com</strong>pound annual<br />

growth rates between 7% and 19%.<br />

In 2004, FSA adopted a new 2004 Equity Participation Plan (the<br />

“2004 Equity Plan“) that continues the incentive <strong>com</strong>pensation<br />

program formerly provided under the <strong>com</strong>pany’s 1993 Equity<br />

Participation Plan. The 2004 Equity Plan provides for performance<br />

share units <strong>com</strong>prised 90% of performance shares (which provide<br />

for payment based upon the FSA’s performance over specified<br />

three-year performance cycles as described above) and 10% of<br />

share of <strong>Dexia</strong> SA restricted stock. The <strong>Dexia</strong> SA restricted stock<br />

<strong>com</strong>ponent is a fixed plan, where FSA purchases <strong>Dexia</strong> SA shares<br />

and establishes a prepaid expense for the amount paid which<br />

is amortized over 2.5 and 3.5 year vesting period. In <strong>2006</strong> and<br />

2005, FSA purchased shares to economically defease its liability<br />

for USD 4.6 million and 4.4 million, respectively. These amounts<br />

are being amortized to expense over the employees’ vesting<br />

periods.<br />

FSA SHARES Outstanding at Granted Earned Forfaited Outstanding Share price<br />

beginning of during during during at end of at date of<br />

period the period the period the period period grant (in USD)<br />

2005 1,217,761 316,638 313,987 24,434 1,195,978 131.30<br />

<strong>2006</strong> 1,195,978 370,441 340,429 15,696 1,210,294 139.22<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

The figures as of December 31, 2005 have been restated.<br />

COMPTES SOCIAUX<br />

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9.9. MINORITY INTERESTS – CORE EQUITY<br />

AS OF JAN.1, 2005 434<br />

- Increase of capital 717 Note 1<br />

- Dividends (25)<br />

- Net in<strong>com</strong>e for the period 55<br />

- Variation of scope of consolidation (45) Note 2<br />

AS OF DECEMBER 31, 2005 1,136<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

AS OF JAN.1, <strong>2006</strong> 1,136<br />

- Increase of capital 513 Note 3<br />

- Dividends (44)<br />

- Net in<strong>com</strong>e for the period 88<br />

- Translation adjustments (1)<br />

- Variation of scope of consolidation (28) Note 4<br />

AS OF DECEMBER 31, <strong>2006</strong> 1,664<br />

(1) <strong>Dexia</strong> Crédit Local issued on November 18, 2005 undated deeply subordinated non-cumulative Notes for EUR 700 million. The prospectus of which may<br />

be obtained on demand. The Notes bear interest on their current principal amount at a fixed rate of 4.300 % for the first 10 years, then, if not called, bear<br />

interest at a floating rate equal to 3-month Euribor plus a margin of 1.730% per annum payable on a quarterly basis.<br />

The payment of interest on the Notes may, or in certain circumstances shall, be suspended. In some circumstances, the principal amount may also be<br />

reduced according to the loss absorption mechanism. Any interest not paid on the Notes will be lost and will therefore no longer be due and payable by<br />

the issuer.<br />

In application of IAS 32, the notes are recognized in equity as the payments of interest are non cumulative and made at the discretion of the issuer.<br />

As those Notes were issued by <strong>Dexia</strong> Crédit Local and not directly by <strong>Dexia</strong> SA, they are accounted for as minority interests in <strong>Dexia</strong> financial statements.<br />

(2) The change in scope of consolidation in 2005 includes the purchase by FSA of remaining minority interests in FSA International Ltd for EUR 40 million, without<br />

impact in group equity and the change in value of the debt relating to FSA for EUR 5 million, deducted from minority interests. The impact on group equity<br />

of debt revaluation is EUR -7 million.<br />

(3) <strong>Dexia</strong> Funding Luxembourg issued on November 2, <strong>2006</strong> undated subordinated non-cumulative Notes for EUR 500 million. The prospectus of which may<br />

be obtained on demand. The Notes bear interest on their current principal amount at a fixed rate of 4.892 % for the first 10 years, then, if not called, bear<br />

interest at a floating rate equal to 3-month Euribor plus a margin of 1.78% per annum payable on a quarterly basis. The payment of interest on the Notes<br />

may, or in certain circumstances shall, be suspended. In some circumstances, the principal amount may also be reduced according to the loss absorption<br />

mechanism.<br />

Any interest not paid on the Notes will be lost and will therefore no longer be due and payable by the issuer. As for the issue done by DCL in 2005, those<br />

Notes will be considered as equity, and because they are issued by a subsidiary, will be recorded in minority interests in <strong>Dexia</strong> financial statements.<br />

(4) The change in scope of consolidation in <strong>2006</strong> mainly include the decrease of minority interests in DenizBank and in RBC–DFS Spain.<br />

188 |<br />

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9.10. CONTRIBUTION BY ACTIVITY<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Banking FSA Other Total Banking FSA Other Total<br />

and insurance (1) and insurance (1)<br />

other<br />

other<br />

activities<br />

activities<br />

I. Cash and balances<br />

with central banks 3,444 0 0 3,444 3,365 0 0 3,365<br />

II. Due from banks 74,563 402 88 75,053 77,982 159 74 78,215<br />

III. Loans and advances to customers 192,014 76 312 192,402 226,154 46 302 226,502<br />

IV. Loans and securities held for trading 15,655 0 0 15,655 15,385 0 0 15,385<br />

V. Loans and securities designated<br />

at fair value 7,848 257 5,760 13,865 10,914 194 6,076 17,184<br />

VI. Loans and securities available for sale 140,133 15,857 10,214 166,204 159,369 17,184 11,825 188,378<br />

VII. Securities held to maturity 3,217 0 0 3,217 2,260 0 0 2,260<br />

VIII. Positive value of derivatives 28,426 201 5 28,632 23,727 298 7 24,032<br />

IX. Fair value revaluation<br />

of portfolio hedge 1,659 0 0 1,659 759 0 0 759<br />

X. Investments in associates 724 47 7 778 819 0 7 826<br />

XI. Tangible fixed assets 2,129 27 29 2,185 2,140 25 23 2,188<br />

XII. Intangible assets and goodwill 581 13 141 735 2,246 9 138 2,393<br />

XIII. Tax assets 520 74 8 602 664 76 9 749<br />

XIV. Other assets 2,704 1,205 385 4,294 2,069 1,190 293 3,552<br />

XV. Non-current assets held for sale 36 0 0 36 955 0 0 955<br />

TOTAL ASSETS 473,653 18,159 16,949 508,761 528,808 19,181 18,754 566,743<br />

I. Due to banks 134,768 0 25 134,793 174,628 0 126 174,754<br />

II. Customer borrowings and deposits 97,217 0 521 97,738 109,073 0 411 109,484<br />

III. Liabilities held for trading 3,813 0 0 3,813 578 0 0 578<br />

IV. Liabilities designated at fair value 0 13,010 5,012 18,022 2,378 14,152 4,781 21,311<br />

V. Negative value of derivatives 37,627 25 0 37,652 30,438 51 0 30,489<br />

VI. Fair value revaluation<br />

of portfolio hedge 966 0 0 966 239 0 0 239<br />

VII. Debt securities 175,602 83 0 175,685 184,302 424 0 184,726<br />

VIII. Subordinated and convertible debt 4,932 0 53 4,985 4,311 0 54 4,365<br />

IX. Technical provisions<br />

of insurance <strong>com</strong>panies 0 142 9,704 9,846 0 145 12,143 12,288<br />

X. Provisions and other obligations 1,074 0 246 1,320 1,242 0 226 1,468<br />

XI. Tax liabilities 1,027 182 168 1,377 983 204 89 1,276<br />

XII. Other liabilities 4,074 2,371 419 6,864 3,853 2,341 351 6,545<br />

XIII. Non-current liabilities held for sale 0 0 0 0 785 0 0 785<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

TOTAL LIABILITIES 461,100 15,813 16,148 493,061 512,810 17,317 18,181 548,308<br />

(1) The heading “Other insurance“ includes mainly <strong>Dexia</strong> Insurance Belgium Group.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 189


Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Banking FSA Other Total Banking FSA Other Total<br />

and insurance (1) and insurance (1)<br />

other<br />

other<br />

activities<br />

activities<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Interest margin 3,124 178 348 3,650 3,341 210 378 3,929<br />

Dividend in<strong>com</strong>e 79 1 49 129 81 4 67 152<br />

Net in<strong>com</strong>e from associates 82 6 1 89 102 0 0 102<br />

Net trading in<strong>com</strong>e and net<br />

result of hedge accounting 163 6 (15) 154 273 54 (8) 319<br />

Net in<strong>com</strong>e on investments 410 8 84 502 1,036 7 121 1,164<br />

Net <strong>com</strong>mission 1,138 (5) 39 1,172 1,280 (4) 31 1,307<br />

Technical margin of insurance activities 0 329 (121) 208 0 310 (210) 100<br />

Other net in<strong>com</strong>e 87 0 (15) 72 (67) 0 6 (61)<br />

INCOME 5,083 523 370 5,976 6,046 581 385 7 012<br />

Staff expense (1,458) (45) (83) (1,586) (1,569) (56) (97) (1,722)<br />

General and administrative expense (888) (24) (63) (975) (1,015) (25) (65) (1,105)<br />

Network costs (311) 0 (55) (366) (299) 0 (53) (352)<br />

Depreciation & amortization (231) (2) (14) (247) (241) (3) (8) (252)<br />

Deferred acquisition costs 0 (55) 0 (55) 0 (50) 0 (50)<br />

COSTS (2,888) (126) (215) (3,229) (3,124) (134) (223) (3,481)<br />

GROSS OPERATING INCOME 2,195 397 155 2,747 2,922 447 162 3,531<br />

Impairment on loans<br />

and provisions for credit<br />

<strong>com</strong>mitments (31) (20) (1) (52) (105) (18) (1) (124)<br />

Impairment on tangible<br />

and intangible assets 0 0 0 0 0 0 0 0<br />

Impairment on goodwill 0 0 0 0 0 0 0 0<br />

NET INCOME BEFORE TAX 2,164 377 154 2,695 2,817 429 161 3,407<br />

Tax expense (467) (104) (31) (602) (433) (110) (26) (569)<br />

NET INCOME 1,697 273 123 2,093 2,384 319 135 2,838<br />

Attributable to minority interest 43 11 1 55 84 3 1 88<br />

Attributable to equity holders of the parent 1,654 262 122 2,038 2,300 316 134 2,750<br />

(1) The heading “Other insurance“ includes mainly <strong>Dexia</strong> Insurance Belgium Group.<br />

The contribution to financial statements is presented under IFRS after elimination of inter<strong>com</strong>pany balances and transactions,<br />

and therefore does not correspond to the published financial statements of FSA, which is published under US GAAP, nor those<br />

of DIB, published under Belgian GAAP.<br />

190 |<br />

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9.11. EXCHANGE RATES<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Closing rate Average rate Closing rate Average rate<br />

Australian Dollar AUD 1.6113 1.6277 1.6699 1.6695<br />

Canadian Dollar CAD 1.3728 1.4991 1.5337 1.4300<br />

Swiss Franc CHF 1.5541 1.5475 1.6081 1.5763<br />

Koruna (Czech republic) CZK 28.9839 29.7804 27.5492 28.2639<br />

Danish Krone DKK 7.4598 7.4524 7.4546 7.4588<br />

Euro EUR 1.0000 1.0000 1.0000 1.0000<br />

Pound Sterling GBP 0.6852 0.6831 0.6726 0.6820<br />

Hong Kong Dollar HKD 9.1426 9.6396 10.2438 9.8277<br />

Forint HUF 252.8001 248.5968 251.4469 264.1324<br />

Shekel ILS 5.4272 5.5674 5.5520 5.6087<br />

Yen JPY 138.8567 136.9703 156.8456 146.8583<br />

Mexican Peso MXN 12.5787 13.4915 14.2633 13.7988<br />

Norwegian Krone NOK 7.9807 7.9999 8.2115 8.0450<br />

New Zealand Dollar NZD 1.7266 1.7619 1.8704 1.9448<br />

Swedish Krona SEK 9.3909 9.3017 9.0298 9.2459<br />

Singapore Dollar SGD 1.9612 2.0630 2.0195 1.9987<br />

New Turkish Lira (1) TRY 1.5917 1.6656 1.8515 1.8069<br />

US Dollar USD 1.1790 1.2395 1.3172 1.2649<br />

(1) Turkish Lira: average rate fourth quarter <strong>2006</strong>: 1,8685.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 191


10. NOTES ON THE CONSOLIDATED OFF-BALANCE-SHEET ITEMS<br />

(IN MILLIONS OF EUR)<br />

10.1. REGULAR WAY TRADE<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Loans to be delivered and purchases of assets 11,652 16,047<br />

Borrowings to be received and sales of assets 14,795 21,346<br />

RAPPORT DE GESTION<br />

10.2. GUARANTEES<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Guarantees given to credit institutions 82,958 26,122<br />

Guarantees given to customers 22,677 41,778<br />

Guarantees received from credit institutions 44,957 4,927<br />

Guarantees received from customers 65,873 53,929<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

10.3. LOAN COMMITMENTS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Unused lines granted to credit institutions 2,697 1,297<br />

Unused lines granted to customers 45,616 62,695<br />

Unused lines obtained from credit institutions 3,967 5,817<br />

Unused lines obtained from customers 0 462<br />

COMPTES SOCIAUX<br />

10.4. OTHER COMMITMENTS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Insurance activity – Commitments given 582,144 378,545<br />

Insurance activity – Commitments received 159,897 92,783<br />

Banking activity – Commitments given 153,559 184,445<br />

Banking activity – Commitments received 98,314 227,744<br />

As from December 31, <strong>2006</strong> <strong>com</strong>mitments given include financial instruments given as collateral and <strong>com</strong>mitments received<br />

include financial instruments received as collateral.<br />

Financial statements 2005 were not restated.<br />

192 |<br />

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11. NOTES ON THE CONSOLIDATED STATEMENT OF INCOME<br />

(IN MILLIONS OF EUR)<br />

11.1. INTEREST INCOME – INTEREST EXPENSE<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

INTEREST INCOME 56,049 73,057<br />

a) Interest in<strong>com</strong>e of assets not at fair value 14,531 18,826<br />

Cash and balances with central banks 60 99<br />

Due from banks 1,719 2,472<br />

Loans and advances to customers 7,197 8,432<br />

Loans and securities available for sale 5,103 7,298<br />

Securities held to maturity 170 142<br />

Interest on impaired assets 40 31<br />

Other 242 352<br />

b) Interest in<strong>com</strong>e of assets at fair value 41,518 54,231<br />

Loans and securities held for trading 463 596<br />

Loans and securities designated at fair value 189 482<br />

Derivatives 40,866 53,153<br />

INTEREST EXPENSE (52,399) (69,128)<br />

a) Interest expense of liabilities not at fair value (11,199) (15,652)<br />

Due to banks (3,126) (5,425)<br />

Customer borrowings and deposits (2,018) (2,557)<br />

Debt securities (5,786) (7,405)<br />

Subordinated and convertible debt (261) (251)<br />

Other (8) (14)<br />

b) Interest expense of liabilities at fair value (41,200) (53,476)<br />

Liabilities held for trading (51) (9)<br />

Liabilities designated at fair value (318) (604)<br />

Derivatives (40,831) (52,863)<br />

NET INTEREST INCOME 3,650 3,929<br />

11.2. DIVIDEND INCOME<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Financial assets available for sale 121 144<br />

Financial assets held for trading 2 3<br />

Financial assets designated at fair value 6 5<br />

TOTAL 129 152<br />

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11.3. NET INCOME FROM ASSOCIATES<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

In<strong>com</strong>e from associates before tax 125 143<br />

Share of tax (36) (41)<br />

Impairment on goodwill 0 0<br />

TOTAL 89 102<br />

RAPPORT DE GESTION<br />

11.4. NET TRADING INCOME AND NET RESULT OF HEDGE ACCOUNTING<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Foreign exchange net in<strong>com</strong>e 67 130<br />

Revaluation of assets at fair value in FVH hedge 2,452 (1,640)<br />

Revaluation of liabilities at fair value in FVH hedge 522 1,170<br />

Other activities from trading and hedging (2,887) 659<br />

TOTAL 154 319<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

All interests received and paid on all assets, liabilities and derivatives are recorded in the interest margin.<br />

Therefore, the net trading in<strong>com</strong>e and net result of hedge accounting include only the change in market value of derivatives, the<br />

revaluation of assets and liabilities in a hedge relationship and the revaluation of trading portfolio.<br />

This heading therefore includes the inefficiency of all hedge relationships.<br />

The item “Other activities from trading and hedging” includes results on trading derivatives, hedging derivatives and, in case of<br />

rupture of cash flow hedge relationship, the accumulated CFH reserve related to those derivatives.<br />

It also includes net result on portfolio hedge.<br />

COMPTES SOCIAUX<br />

194 |<br />

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11.5. NET INCOME ON INVESTMENTS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Gains on loans 61 67<br />

Gains on loans and securities available for sale 592 1,174<br />

Gains on securities held to maturity 0 0<br />

Gains on tangible fixed assets 37 18<br />

Gains on intangible fixed assets 0 2<br />

Gains on assets and liabilities held for sale 0 29<br />

Gains on liabilities 25 10<br />

Other gains 0 1<br />

TOTAL GAINS 715 1,301<br />

Losses on loans (48) (7)<br />

Losses on loans and securities available for sale (183) (202)<br />

Losses on securities held to maturity 0 0<br />

Losses on tangible fixed assets (5) (7)<br />

Losses on intangible fixed assets (1) 0<br />

Losses on assets and liabilities held for sale 0 (1)<br />

Losses on liabilities (23) (5)<br />

Other losses 0 0<br />

TOTAL LOSSES (260) (222)<br />

NET IMPAIRMENT 47 85<br />

TOTAL 502 1,164<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

IMPAIRMENT ON SECURITIES Specific Risk Total<br />

Allowances Write-backs<br />

As of December 31, 2005<br />

Securities held to maturity 0 0 0<br />

Securities available for sale (37) 84 47<br />

TOTAL (37) 84 47<br />

As of December 31, <strong>2006</strong><br />

Securities held to maturity 0 0 0<br />

Securities available for sale (11) 96 85<br />

COMPTES SOCIAUX<br />

TOTAL (11) 96 85<br />

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11.6. COMMISSION INCOME AND EXPENSE<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

In<strong>com</strong>e Expense Net In<strong>com</strong>e Expense Net<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Management of unit trusts and mutual funds 380 (26) 354 468 (33) 435<br />

Administration of unit trusts and mutual funds 257 (36) 221 204 (36) 168<br />

Insurance activity and broking 83 (2) 81 77 (3) 74<br />

Credit activity 71 (17) 54 91 (19) 72<br />

Purchase and sale on securities 85 (19) 66 95 (20) 75<br />

Purchase and sale on unit trusts and mutual funds 92 (20) 72 54 (11) 43<br />

Payment services 133 (27) 106 152 (41) 111<br />

Commissions to not exclusive brokers 38 (10) 28 24 (10) 14<br />

Financial engineering 29 (1) 28 24 (1) 23<br />

Services on securities other than safekeeping 33 (10) 23 60 (12) 48<br />

Custody 55 (11) 44 160 (26) 134<br />

Issues and placements of securities 46 (23) 23 29 (6) 23<br />

Private banking 31 0 31 35 0 35<br />

Clearing and settlement 7 (12) (5) 10 (12) (2)<br />

Other 57 (11) 46 77 (23) 54<br />

TOTAL 1, 397 (225) 1,172 1,560 (253) 1,307<br />

Figures as of Dec.31, 2005 have been restated.<br />

11.7. TECHNICAL MARGIN OF INSURANCE ACTIVITIES<br />

INCOME IN THE TECHNICAL MARGIN Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Premiums and contributions received 3,763 3,844<br />

Allowance charges - intervention of reinsurers 27 29<br />

Changes in technical reserves - part of reinsurers (5) (17)<br />

Other technical in<strong>com</strong>e 168 148<br />

INCOME 3,953 4,004<br />

EXPENSES IN THE TECHNICAL MARGIN Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Premiums received transferred to reinsurers (544) (243)<br />

Premiums and contributions paid (122) (131)<br />

Allowance charges (668) (914)<br />

Change in technical reserves (2,375) (2,552)<br />

Other technical expenses (36) (64)<br />

EXPENSES (3,745) (3,904)<br />

TOTAL 208 100<br />

196 |<br />

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11.8. OTHER NET INCOME<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Other in<strong>com</strong>e 225 235<br />

Other expense (153) (296)<br />

TOTAL 72 (61)<br />

11.9. STAFF EXPENSE<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Wages and salaries 1,047 1,152<br />

Social security and insurance costs 286 304<br />

Pension costs – defined benefit plans 100 84<br />

Pension costs – defined contribution plans (1) 30 33<br />

Other post retirement benefits 0 4<br />

Stock <strong>com</strong>pensation expense (2) 41 48<br />

Long-term employee benefits 3 2<br />

Restructuring expenses (3) 2<br />

Other expenses 82 93<br />

TOTAL 1,586 1,722<br />

(1) See note 8.7.E.<br />

(2) See note 9.8.<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

(AVERAGE FTE)) Fully Proportionally Total Fully Proportionally Total<br />

consolidated consolidated consolidated consolidated<br />

Senior Executives 497 1 498 537 25 562<br />

Employees 19,363 3 19,366 18,815<br />

(1)<br />

2,066 20,881<br />

Other 26 1 27 44 3 47<br />

TOTAL 19,886 5 19,891 19,396 2,094 21,490<br />

(1) The increase <strong>com</strong>es from the RBC <strong>Dexia</strong> Investor Services joint venture staff.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

.<br />

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(AVERAGE FTE) France Belgium Luxembourg Italy Spain Other USA Other non Total<br />

au 31/12/05 Europe Europe <strong>Dexia</strong><br />

Senior Executives 85 286 65 4 2 27 21 8 498<br />

Employees 2,424 10,433 3,184 268 208 2,149 524 176 19,366<br />

Other 0 7 0 0 2 4 7 7 27<br />

TOTAL 2,509 10,726 3,249 272 212 2,180 552 191 19,891<br />

RAPPORT DE GESTION<br />

(AVERAGE FTE) France Belgium Luxembourg Italy Spain Other USA Other non Total<br />

au 31/12/06 Europe Europe <strong>Dexia</strong><br />

Senior Executives 47 322 61 4 2 81 18 27 562<br />

Employees 2,351 10,215 2,808 266 123 1,866 566 2,686 20,881<br />

Other 11 5 7 0 1 5 11 7 47<br />

TOTAL 2,409 10,542 2,876 270 126 1,952 595 2,720 21,490<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

11.10. GENERAL AND ADMINISTRATIVE EXPENSE<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Occupancy 100 82<br />

Operating leases 87 107<br />

Professional fees 117 152<br />

Marketing advertising and public relations 88 101<br />

Technology and system costs 143 184<br />

Software costs and research and development costs 48 51<br />

Repair and maintenance expenses 12 10<br />

Restructuring costs other than staff 3 1<br />

Insurance (except related to pension) 29 17<br />

Transportation of mail and valuable 44 50<br />

Operational taxes 81 77<br />

Other general and administrative expense 223 273<br />

TOTAL 975 1,105<br />

11.11. DEPRECIATION AND AMORTIZATION<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Depreciation on investment property 65 39<br />

Depreciation on property plant and equipment 22 46<br />

Depreciation on other tangible assets 60 65<br />

Amortization of intangible assets 100 102<br />

TOTAL 247 252<br />

198 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


11.12. IMPAIRMENT ON LOANS AND PROVISIONS FOR CREDIT COMMITMENTS<br />

COLLECTIVE IMPAIRMENT Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Allowances Write backs Total Allowances Write backs Total<br />

Loans (175) 175 0 (86) 73 (13)<br />

Credit enhancement (collective reserve) (6) 0 (6) (18) 0 (18)<br />

TOTAL (181) 175 (6) (104) 73 (31)<br />

SPECIFIC IMPAIRMENT Dec. 31, 2005<br />

Allowances Write backs Losses Recoveries Total<br />

Due from banks 0 1 0 0 1<br />

Loans to customers (205) 193 (22) 2 (32)<br />

Other receivables (1) (1) 1 0 0 0<br />

Commitments (8) 8 0 0 0<br />

Credit enhancement (specific reserve) (24) 10 (1) 0 (15)<br />

TOTAL (238) 213 (23) 2 (46)<br />

RAPPORT DE GESTION<br />

SPECIFIC IMPAIRMENT Dec. 31, <strong>2006</strong><br />

Allowances Write backs Losses Recoveries Total<br />

Due from banks 0 0 0 0 0<br />

Loans to customers (176) 163 (61) 22 (52)<br />

Other receivables (1) (1) 0 0 0 (1)<br />

Commitments (51) 12 0 0 (39)<br />

Credit enhancement (specific reserve) (5) 6 (2) 0 (1)<br />

TOTAL (233) 181 (63) 22 (93)<br />

(1) Is published in heading XIV. of the Assets.<br />

11.13. IMPAIRMENTS ON TANGIBLE AND INTANGIBLE FIXED ASSETS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Impairment on investment property 0 0<br />

Impairment on property plant and equipment 1 1<br />

Impairment on other tangible assets 0 0<br />

Impairment on assets held for sale (1) (1)<br />

Impairment on long-term construction contracts 0 0<br />

Impairment of intangible assets 0 0<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

TOTAL 0 0<br />

Impairments are recorded when the criterias are met. A review of the market and sale’s conditions are performed on a regular<br />

basis, at least once a year. If the expected loss on sale is lower than the existing impairment, a reversal of impairment is<br />

recorded.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 199


11.14. IMPAIRMENT ON GOODWILL<br />

Nil.<br />

11.15. TAX EXPENSE<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

In<strong>com</strong>e tax on current year (590) (504)<br />

Deferred taxes (64) (42)<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

TAX ON CURRENT YEAR RESULT (A) (654) (546)<br />

In<strong>com</strong>e tax on previous year 43 (39)<br />

Provision for tax litigations 9 16<br />

OTHER TAX EXPENSE (B) 52 (23)<br />

TOTAL (A)+(B) (602) (569)<br />

Effective corporate in<strong>com</strong>e tax charge<br />

The standard tax rate applicable in Belgium in 2005 and <strong>2006</strong> was 33.99%.<br />

<strong>Dexia</strong> effective tax rate was respectively 25.10% and 16.52% for 2005 and <strong>2006</strong>.<br />

The difference between these two rates can be analyzed as follows:<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

NET INCOME BEFORE TAX 2,695 3,407<br />

In<strong>com</strong>e and losses from <strong>com</strong>panies accounted for by the equity method 89 102<br />

TAX BASE 2,606 3,305<br />

Applicable tax rate at year-end 33.99% 33.99%<br />

THEORETICAL CORPORATE INCOME TAX AT STANDARD RATE 886 1,123<br />

Effect of different tax rates in other countries (52) (93)<br />

Tax effect of non-deductible expenses 70 77<br />

Tax effect of non-taxable in<strong>com</strong>e (1) (223) (581)<br />

Items taxed at a reduced rate (26) (5)<br />

Effect of change in tax rates 0 2<br />

Other (3) 0<br />

Unrecognized deferred tax assets (tax loss carried forward) 3 23<br />

TAX ON CURRENT YEAR RESULT 654 546<br />

EFFECTIVE TAX RATE 25.10% 16.52%<br />

(1) Mainly non-taxable gains on sales of equity shares.<br />

200 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


11.16. EARNINGS PER SHARE<br />

BASIC<br />

Basic earnings per share are calculated by dividing the net in<strong>com</strong>e attributable to equity holders of the parent by the weighted<br />

average number of ordinary shares in issue during the year, excluding the average number of ordinary shares purchased by the<br />

<strong>com</strong>pany and held as treasury shares.<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Net in<strong>com</strong>e attributable to equity holders of the parent 2,038 2,750<br />

Weighted average number of ordinary shares (millions) 1,091 1,105<br />

Basic earnings per share (expressed in EUR per share) 1.87 2.49<br />

DILUTED<br />

Diluted earnings per share are calculated by adjusting the weighted average number of ordinary shares outstanding to assume<br />

conversion of all dilutive potential ordinary shares resulting from share options granted to employees.<br />

For the share options, a calculation is done to determine the number of shares that could have been acquired at fair value<br />

(determined as the average share price of the <strong>com</strong>pany’s shares for the financial year) based on the monetary value of the<br />

subscription rights attached to outstanding share options.<br />

The number of shares calculated as above is <strong>com</strong>pared with the number of shares that would have been issued assuming the<br />

exercise of the shares options.<br />

No adjustment is made to net in<strong>com</strong>e attributable to equity holders of the parent as they are no financial instruments convertible<br />

in <strong>Dexia</strong> shares.<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Net in<strong>com</strong>e attributable to equity holders of the parent 2,038 2,750<br />

Weighted average number of ordinary shares (millions) 1,091 1,105<br />

Adjustment for share options (millions) 12 16<br />

Weighted average number of ordinary shares for diluted earnings per share (millions) 1,103 1,121<br />

Diluted earnings per share (expressed in EUR per share) 1.85 2.45<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

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12. NOTES ON RISK EXPOSURE (IN MILLIONS OF EUR)<br />

12.1. FAIR VALUE<br />

A. Breakdown of fair value<br />

A.1. Breakdown of fair value of assets<br />

RAPPORT DE GESTION<br />

CONSOLIDATED FINANCIAL<br />

STATEMENTS<br />

COMPTES SOCIAUX<br />

As of Dec. 31, 2005 As of Dec. 31, <strong>2006</strong><br />

Accounting Fair Difference Accounting Fair Difference<br />

value value value value<br />

Cash and balances with central banks 3,444 3,444 0 3,365 3,365 0<br />

Due from banks 75,053 75,800 747 78,215 79,130 915<br />

Loans and advances to customers (1) 192,402 197,854 5,452 226,502 227,393 891<br />

Loans and securities held for trading 15,655 15,655 0 15,385 15,385 0<br />

Loans and securities designated at fair value 13,865 13,865 0 17,184 17,184 0<br />

Loans and securities available for sale 166,204 166,204 0 188,378 188,378 0<br />

Securities held to maturity 3,217 3,374 157 2,260 2,345 85<br />

Positive value of derivatives 28,632 28,632 0 24,032 24,032 0<br />

Fair value revaluation of portfolio hedge 1,659 1,659 0 759 759 0<br />

Investments in associates 778 1,406 628 826 1,225 399<br />

Other assets 7,816 7,816 0 8,882 8,880 (2)<br />

Non-current assets held for sale 36 36 0 955 983 28<br />

TOTAL 508,761 515,745 6,984 566,743 569,059 2,316<br />

(1) Fair value in 2005 wrongly included nominal of some <strong>com</strong>mitments to customers for an amount of EURO 8,9 billion. The 2005 figure has been restated.<br />

A.2. Breakdown of fair value of liabilities<br />

As of Dec. 31, 2005 As of Dec. 31, <strong>2006</strong><br />

Accounting Fair Difference Accounting Fair Difference<br />

value value value value<br />

Due to banks 134,793 133,129 (1,664) 174,754 172,690 (2,064)<br />

Customer borrowings and deposits 97,738 97,465 (273) 109,484 109,086 (398)<br />

Liabilities held for trading 3,813 3,813 0 578 578 0<br />

Liabilities designated at fair value 18,022 18,022 0 21,311 21,311 0<br />

Negative value of derivatives 37,652 37,652 0 30,489 30,489 0<br />

Fair value revaluation of portfolio hedge 966 966 0 239 239 0<br />

Debt securities 175,685 172,098 (3,587) 184,726 183,025 (1,701)<br />

Subordinated and convertible debts 4,985 4,948 (37) 4,365 3 890 (475)<br />

Other liabilities 19,407 19,401 (6) 21,577 21,566 (11)<br />

Liabilities included in disposal groups<br />

held for sale 0 0 0 785 785 0<br />

TOTAL 493,061 487,494 (5,567) 548,308 543,659 (4,649)<br />

In accordance with our valuation rules, fair value is equal to accounting value for some kinds of items, see note 1.32. of<br />

Accounting policies.<br />

202 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


B. Analysis of fair value of assets and liabilities booked at fair value<br />

B.1. Assets booked at fair value<br />

As of Dec. 31, 2005<br />

Quoted Model Model Total<br />

market price (with observable (no observable<br />

market prices and rates) market prices and rates) (1)<br />

Loans and securities held for trading 8,793 6,862 0 15,655<br />

Loans and securities designated at fair value 10,319 3,322 224 13,865<br />

Loans and securities available for sale 97,921 67,766 517 166,204<br />

Positive value of derivatives 7,510 20,999 123 28,632<br />

Fair value revaluation of portfolio hedge 0 1,649 10 1,659<br />

TOTAL 124,543 100,598 874 226,015<br />

As of Dec. 31, <strong>2006</strong><br />

Quoted Model Model Total<br />

market price (with observable (no observable<br />

market prices and rates) market prices and rates) (1)<br />

Loans and securities held for trading 11,750 3,635 0 15,385<br />

Loans and securities designated at fair value 12,471 4,713 0 17,184<br />

Loans and securities available for sale 146,239 42,069 70 188,378<br />

Positive value of derivatives 2,092 21,167 773 24,032<br />

Fair value revaluation of portfolio hedge 0 759 0 759<br />

TOTAL 172,552 72,343 843 245 738<br />

(1) This amount also includes the amortized cost of assets for which no quoted market price nor model (with observable market prices and rates) exists, like<br />

unlisted shares.<br />

Fair value may also be calculated based on interpolation of market prices.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

B.2. Liabilities booked at fair value<br />

As of Dec. 31, 2005<br />

Quoted Model Model Total<br />

market price (with observable (no observable<br />

market prices and rates) market prices and rates) (1)<br />

COMPTES SOCIAUX<br />

Liabilities held for trading 3,509 304 0 3,813<br />

Liabilities designated at fair value 5,012 13,010 0 18,022<br />

Negative value of derivatives 11,425 25,770 457 37,652<br />

Fair value revaluation of portfolio hedge 13 953 0 966<br />

TOTAL 19,959 40,037 457 60,453<br />

As of Dec. 31, <strong>2006</strong><br />

Quoted Model Model Total<br />

market price (with observable (no observable<br />

market prices and rates) market prices and rates) (1)<br />

Liabilities held for trading 545 33 0 578<br />

Liabilities designated at fair value 4,781 16,530 0 21,311<br />

Negative value of derivatives 2,100 26,696 1,693 30,489<br />

Fair value revaluation of portfolio hedge 0 239 0 239<br />

TOTAL 7,426 43,498 1,693 52,617<br />

(1) This amount also includes the amortized cost of assets for which no quoted market price nor model (with observable market prices and rates) exists,<br />

like unlisted shares.<br />

Fair value may also be calculated based on interpolation of market prices.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 203


12.2. CREDIT RISKS EXPOSURE<br />

A. Analysis of total <strong>Dexia</strong> group exposure<br />

Credit exposure covers counterpart risk in balance sheet and<br />

off-balance sheet confirmed risks.<br />

Exposures are considered taking into account the guarantees<br />

(except <strong>Dexia</strong> Bank Belgium group) and the impairments.<br />

The exposure covers all the subsidiaries in which <strong>Dexia</strong> has a<br />

majority participation except <strong>Dexia</strong> Insurance Belgium group.<br />

A.1. Exposure by geographical region<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Belgium 91,597 94,267<br />

France 89,040 98,171<br />

Germany 38,694 42,120<br />

Italy 57,171 59,381<br />

Luxembourg 8,268 10,537<br />

Other EU countries 99,165 122,450<br />

Rest of Europe 6,995 8,516<br />

Turkey 119 8 465<br />

United States and Canada 323,251 317,878<br />

South and Central America 634 1,058<br />

Southeast Asia 1,502 2,652<br />

Japan 4,829 8,909<br />

Other (1) 20,736 19,952<br />

TOTAL 742,001 794,356<br />

(1) Includes supranational entities, like ECB.<br />

A.2. Exposure by category of counterpart<br />

COMPTES SOCIAUX<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Central governments 59,340 56,460<br />

Local public sector 375,275 396,365<br />

Corporate 26,778 35,626<br />

Monoline 14,933 17,268<br />

ABS/MBS 132,226 128,717<br />

Project finance 15,093 20,209<br />

Individuals, SME, self-employed 33,151 36,295<br />

Financial institutions 79,155 98,225<br />

Other 6,050 5,191<br />

TOTAL 742,001 794,356<br />

204 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


B. FSA insured portfolio<br />

A focus on the FSA insured portfolio is published as it represents a large part of the exposure.<br />

B.1. Breakdown by sectorial category (net par outstanding)<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

Pooled corporates 56,805 49,865<br />

Residential mortgages 21,018 17,630<br />

Other asset-backed 19,206 19,234<br />

Consumer receivables 8,342 8,203<br />

ABS 105,371 94,932<br />

General obligations 77,474 75,900<br />

Utility 31,209 30,418<br />

Tax-supported non general obligations 34,456 32,718<br />

Transportation 12,465 11,796<br />

Other municipal 20,651 24,297<br />

Health care 10,000 9,987<br />

Housing 6,434 5,752<br />

MUNICIPAL 192,689 190,868<br />

TOTAL 298,060 285,800<br />

B.2. Rating<br />

Dec. 31, 2005 Dec. 31, <strong>2006</strong><br />

AAA 72,891 67,079<br />

AA 90,088 90,978<br />

A 99,407 91,327<br />

BBB 34,065 35,497<br />

Non-investment grade 1,609 919<br />

TOTAL 298,060 285,800<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

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12.3. INTEREST RATE REPRICING RISK: BREAKDOWN BY REMAINING MATURITY UNTIL NEXT REFIXING<br />

INTEREST RATE<br />

Sight accounts and saving deposits are presented in the column “At sight and on demand” as the information presented below takes into<br />

account the remaining maturity until the next date at which interest rates are reset from on an accounting standpoint, rather than on assumptions<br />

based on observed behavioral data. This latter approach is realized in the ALM sensitivity (see note 12.4.).<br />

ASSETS At sight and Up to More More Over 5 Undetermined Accrued Fair value Impairment Total<br />

on demand 3 than 3 than years maturity interest adjustment<br />

months months 1 to 5<br />

As of Dec. 31, 2005 to 1 year years<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

Cash and balances with<br />

central banks 3,421 19 0 0 0 0 4 0 0 3,444<br />

Due from banks 11,406 27,922 8,972 21,000 4,486 48 599 620 0 75,053<br />

Loans and advances to customers 13,108 31,866 37,504 37,191 66,886 2,992 1,598 2,683 (1,426) 192,402<br />

Loans and securities held for trading 27 7,856 3,753 2,554 849 585 66 (35) 0 15,655<br />

Loans and securities designated<br />

at fair value 55 6,197 1,283 29 703 5,712 50 (164) 0 13,865<br />

Loans and securities available for sale 577 66,199 17,055 9,337 59,328 3,897 1,900 8,240 (329) 166,204<br />

Securities held to maturity 0 98 876 1,060 1,092 0 91 0 0 3 217<br />

Positive value of derivatives 9,867 18,765 0 28,632<br />

Fair value revaluation<br />

of portfolio hedge 1 659 0 1,659<br />

Investments in associates 778 778<br />

Tangible fixed assets 2,185 2,185<br />

Intangible assets and goodwill 735 735<br />

Tax assets 654 (52) 602<br />

Other assets 578 899 19 5 6 2,782 0 7 (2) 4,294<br />

Non current assets held for sale 40 0 0 (4) 36<br />

TOTAL 29,172 141,056 69,462 71,176 133,350 20,408 14,175 31,775 (1,813) 508,761<br />

COMPTES SOCIAUX<br />

LIABILITIES At sight and Up to More More Over 5 Undetermined Accrued Fair value Total<br />

on demand 3 than 3 than years maturity interest adjustment<br />

months months 1 to 5<br />

As of Dec. 31, 2005<br />

to 1 year<br />

Due to banks 46,884 60,560 19,427 2,453 4,410 288 498 273 134,793<br />

Customer borrowings and deposits 36,276 29,623 3,040 1,682 1,980 24,495 739 (97) 97,738<br />

Liabilities held for trading 30 246 2,470 962 29 16 34 26 3,813<br />

Liabilities designated at fair value 47 5,384 2,450 1,922 3,012 4,965 113 129 18,022<br />

Negative value of derivatives 10,566 27 086 37,652<br />

Fair value revaluation of portfolio hedge 966 966<br />

Debt securities 684 52,017 25,961 52,659 40,809 362 2,507 686 175,685<br />

Subordinated and convertible debts 5 309 754 1,039 1,629 1,066 102 81 4,985<br />

Technical provision from insurance <strong>com</strong>panies 9,846 9,846<br />

Provisions and other obligations 1,320 1,320<br />

Tax liabilities 1,377 1,377<br />

Other liabilities 1,996 669 193 43 65 3,888 10 0 6,864<br />

TOTAL 85,922 148,808 54,295 60,760 51,934 47,623 14,569 29,150 493,061<br />

NET POSITION At sight and Up to More than More than Over Undetermined<br />

on demand 3 3 months 1 to 5 5 years maturity<br />

As of Dec. 31, 2005 months to 1 year years<br />

On balance sheet sensitivity gap (56,750) (7,752) 15,167 10,416 81,416 (27,215)<br />

Balance-sheet sensitivity gap is hedged through derivatives.<br />

206 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


ASSETS At sight and Up to More More Over 5 Undetermined Accrued Fair value Impairment Total<br />

on demand 3 than 3 than years maturity interest adjustment<br />

months months 1 to 5<br />

As of Dec. 31, <strong>2006</strong> to 1 year years<br />

Cash and balances with<br />

central banks 2,663 694 0 0 0 0 8 0 0 3,365<br />

Due from banks 12,507 32,771 24,499 3,822 3,115 13 1,167 321 0 78,215<br />

Loans and advances to customers 25,282 39,781 37,521 43,673 75,409 2,833 1,980 1,322 (1,299) 226,502<br />

Loans and securities held for trading 201 9,407 665 1,019 3,418 443 113 119 0 15,385<br />

Loans and securities designated<br />

at fair value 2 4,977 2,689 333 2,919 6,095 89 80 0 17,184<br />

Loans and securities available for sale 991 48,929 21,442 23,404 84,005 2,883 2,276 4,679 (231) 188,378<br />

Securities held to maturity 10 197 126 1 275 590 8 54 0 0 2,260<br />

Positive value of derivatives 7,955 16,077 0 24,032<br />

Fair value revaluation<br />

of portfolio hedge 759 0 759<br />

Investments in associates 826 826<br />

Tangible fixed assets 2,188 2,188<br />

Intangible assets and goodwill 2,393 2,393<br />

Tax assets 749 0 749<br />

Other assets 545 253 41 10 11 2,678 0 17 (3) 3,552<br />

Non current assets held for sale 957 0 0 (2) 955<br />

TOTAL 42,201 137,009 86,983 73,536 169,467 22,066 13,642 23,374 (1,535) 566,743<br />

LIABILITIES At sight and Up to More More Over 5 Undetermined Accrued Fair value Total<br />

on demand 3 than 3 than years maturity interest adjustment<br />

months months 1 to 5<br />

As of Dec. 31, <strong>2006</strong> to 1 year years<br />

Due to banks 62,035 85,027 17,140 4,018 2,063 3,675 682 114 174,754<br />

Customer borrowings and deposits 66,553 27,782 9,559 2,527 2,404 78 829 (248) 109,484<br />

Liabilities held for trading 30 355 50 76 21 26 19 1 578<br />

Liabilities designated at fair value 2,284 6,958 1,128 2,608 3,330 4,725 147 131 21,311<br />

Negative value of derivatives 8,504 21,985 30,489<br />

Fair value revaluation of portfolio hedge 239 239<br />

Debt securities 1,625 53,278 38,806 47,768 40,647 227 2,613 (238) 184,726<br />

Subordinated and convertible debts 2 1,081 208 2,003 786 143 79 63 4 365<br />

Technical provision from insurance <strong>com</strong>panies 12,288 12,288<br />

Provisions and other obligations 1,468 1,468<br />

Tax liabilities 1,276 1,276<br />

Other liabilities 1,748 970 73 24 103 3,623 4 0 6,545<br />

Liabilities included in disposal groups<br />

held for sale 785 785<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

TOTAL 134,277 175,451 66,964 59,024 49,354 28,314 12,877 22,047 548,308<br />

NET POSITION At sight and Up to More than More than Over Undetermined<br />

on demand 3 3 months 1 to 5 5 years maturity<br />

As of Dec. 31, <strong>2006</strong> months to 1 year years<br />

On balance sheet sensitivity gap (92,076) (38,442) 20,019 14,512 120,113 (6,248)<br />

Balance-sheet sensitivity gap is hedged through derivatives.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 207


RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

12.4. INTEREST RATE SENSITIVITY RISK<br />

No average interest rate by assets and by liabilities is<br />

published as <strong>Dexia</strong> has developped a wide hedging policy<br />

through ALM department. Our interest margin is therefore<br />

the result of interests received and paid on business<br />

transactions.<br />

The Value at Risk (VaR) less the interests on hedging operations<br />

is a more relevant risk indicator for Treasury and Financial<br />

Markets activities and sensibility for ALM activities.<br />

Treasury and Financial Markets activities<br />

Treasury and Financial Markets activities of <strong>Dexia</strong> are mainly<br />

oriented as a support function for the Group. The detailed<br />

VaR usage of <strong>Dexia</strong> Group is in the table below. In <strong>2006</strong>, the<br />

average Value at Risk the Group has faced on its financial<br />

markets activities has been limited to EUR 29.8 million.<br />

(DenizBank not included).<br />

<strong>Dexia</strong> Group calculated in <strong>2006</strong> an Interest Rate and FX<br />

VaR mainly based on parametrical method (99% 10 days),<br />

an Equity VaR based on historical method and since the<br />

beginning of the last quarter of the year it started to<br />

calculate an historical credit spread VaR but only on trading<br />

desks.<br />

In 2005, the average global VaR of TFM amounted to<br />

EUR 26.9 million. This number did not include the spread<br />

risk. Consequently, it has to be <strong>com</strong>pared to the TFM IR, FX<br />

& EQT VaR of <strong>2006</strong> which amounted to EUR 27.6 million.<br />

2005 <strong>2006</strong><br />

IR (1) &FX (2) EQT (3) IR&FX EQT Spread Trading (4)<br />

(Trading and banking) Trading (Trading Trading uniquement<br />

and banking)<br />

4 e trimestre<br />

Individual Average 24.2 Average 2.8 Average 25.2 Average 2.3 Average 11.7<br />

Maximum 34.5 Maximum 7.6 Maximum 43.7 Maximum 6.6 Maximum 16.0<br />

Global Average 26.9 Average 29.8<br />

Maximum 38.5 Maximum 58.9<br />

Limit 75 Limit 142<br />

(1) IR: interest rate<br />

(2) FX: forex<br />

(3) EQT: equities<br />

(4) Calculation of VaR Spread started only at the last quarter of <strong>2006</strong>.<br />

COMPTES SOCIAUX<br />

ALM sensitivity (1)<br />

The basis point value (BPV) measures the change in the balance sheet net economic value if interest rates raise by 1 % across<br />

the entire curve.<br />

BPV (in millions of EUR) Dec. 31,2005 Dec. 31,<strong>2006</strong><br />

TOTAL (209) (494)<br />

(1) Positions of insurance <strong>com</strong>panies and pension funds are excluded.<br />

For the sensitivity calculation, residual maturity of the portfolio until next refixing interest rate date is defined using assumptions<br />

on the observed behaviour of our customers and not on legal repayment date (see note 12.3.).<br />

208 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


12.5. LISTED SHARES SENSITIVITY<br />

The Value at Risk (VaR) represents the potential change in<br />

market value, whereas the Earnings at Risk (EaR) represents<br />

the impact in the accounting result if the VaR materializes.<br />

The VaR equity calculated by <strong>Dexia</strong> is a measure of the potential<br />

loss that can be experienced with a level of confidence of 99<br />

% and for a holding period of 10 days.<br />

The EaR is lower than the VaR as most of listed shares have a<br />

positive AFS reserve cushion. Impairment tests are performed<br />

when the difference between the market value and the cost<br />

is higher than 25% and/or when there is a lasting decline in<br />

the fair value.<br />

The -25% column represents the impairment that could be<br />

recorded in accounting result if there is a decline in value<br />

of 25%.<br />

A. Banking <strong>com</strong>panies (ALM portfolio) (1)<br />

Market value VaR % VaR EaR -25%<br />

March 31, 2005 1,128 61 5.4% (1) (8)<br />

June 30, 2005 1,231 65 5.3% 0 0<br />

September 30, 2005 1,332 69 5.2% (2) (6)<br />

December 31, 2005 1,443 79 5.4% 0 (10)<br />

March 31, <strong>2006</strong> 1,671 91 5.4% (9) (17)<br />

June 30, <strong>2006</strong> 1,461 103 7.0% (17) (32)<br />

September 30, <strong>2006</strong> 1,453 106 7.3% (8) (12)<br />

December 31, <strong>2006</strong> 1,527 106 7.0% (2) (7)<br />

(1) DenizBank not included.<br />

B. Insurance <strong>com</strong>panies portfolio<br />

Market value VaR % VaR EaR -25%<br />

March 31, 2005 1,249 52 4.2% 0 (36)<br />

June 30, 2005 1,315 52 3.9% 0 (40)<br />

September 30, 2005 1,511 56 3.7% 0 (35)<br />

December 31, 2005 1,729 69 4.0% 0 (51)<br />

March 31, <strong>2006</strong> 1,815 81 4.5% (3) (47)<br />

June 30, <strong>2006</strong> 1,554 81 5.2% (2) (67)<br />

September 30, <strong>2006</strong> 1,679 94 5.6% (2) (34)<br />

December 31, <strong>2006</strong> 1,795 100 5.6% (1) (16)<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 209


12.6. LIQUIDITY RISK: BREAKDOWN BY RESIDUAL MATURITY UNTIL MATURITY DATE<br />

Sight accounts and saving deposits are included in the column “At sight and on demand” even though they have no fixed repayment date.<br />

ASSETS<br />

Breakdown of gross amount and premium/discount<br />

At sight and Up to More than More than Over Undetermined Accrued Fair value Impairment Total<br />

on demand 3 3 months 1 to 5 5 years maturity interest adjustment<br />

As of Dec. 31, 2005 months to 1 year years<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Cash and balances<br />

with central banks 3,234 206 0 0 0 0 4 0 0 3,444<br />

Due from banks 10,986 26,316 9,058 22,364 5,066 44 599 620 0 75,053<br />

Loans and advances to customers 14,345 12,622 11,335 37,637 110,911 2,697 1,598 2,683 (1,426) 192,402<br />

Loans and securities<br />

held for trading 706 822 3,903 8,311 1,775 107 66 (35) 0 15,655<br />

Loans and securities designated<br />

at fair value 48 87 32 660 7,440 5,712 50 (164) 0 13,865<br />

Loans and securities available for sale 389 5,974 10,896 28,558 106,575 4,001 1,900 8,240 (329) 166,204<br />

Securities held to maturity 0 67 760 1,043 1,256 0 91 0 0 3,217<br />

Positive value of derivatives 9,867 18,765 0 28,632<br />

Fair value revaluation<br />

of portfolio hedge 1,659 0 1,659<br />

Investments in associates 778 778<br />

Tangible fixed assets 2,185 2,185<br />

Intangible assets and goodwill 735 735<br />

Tax assets 654 (52) 602<br />

Other assets 1,798 1,050 55 12 9 1,365 0 7 (2) 4,294<br />

Non current assets held for sale 40 0 0 (4) 36<br />

TOTAL 31,506 47,144 36,039 98,585 233,032 18,318 14,175 31,775 (1,813) 508,761<br />

LIABILITIES<br />

Breakdown of gross amount and premium/discount<br />

At sight and Up to More than More than Over Undetermined Accrued Fair value Total<br />

on demand 3 3 months 1 to 5 5 years maturity interest adjustment<br />

As of Dec. 31, 2005 months to 1 year years<br />

Due to banks 54,281 44,272 19,440 4,771 10,971 287 498 273 134,793<br />

Customer borrowings and deposits 37,606 27,411 2,990 2,135 2,461 24,493 739 (97) 97,738<br />

Liabilities held for trading 18 255 2,464 965 37 14 34 26 3,813<br />

Liabilities designated at fair value 47 305 2,457 5,533 4,473 4,965 113 129 18,022<br />

Negative value of derivatives 10,566 27,086 37,652<br />

Fair value revaluation of portfolio hedge 0 966 966<br />

Debt securities 1,627 34,287 22,935 63,250 50,031 362 2,507 686 175,685<br />

Subordinated and convertible debt 5 95 639 1,326 1,671 1,066 102 81 4,985<br />

Technical provisions from insurance <strong>com</strong>panies 9,846 9,846<br />

Provisions and other obligations 1,320 1,320<br />

Tax liabilities 1,377 1,377<br />

Other liabilities 2,073 870 123 44 67 3,677 10 0 6,864<br />

TOTAL 95,657 107,495 51,048 78,024 69,711 47,407 14,569 29,150 493,061<br />

NET POSITION At sight and Up to More than More than Over Undetermined<br />

on demand 3 3 months 1 to 5 5 years maturity<br />

As of Dec. 31, 2005 months to 1 year years<br />

Net liquidity gap (64,151) (60,351) (15,009) 20,561 163,321 (29,089)<br />

This table does not take into account the liquidity nor the eligibility to refinancing of the asset, so that some listed long-term assets may be sold<br />

in case of need of liquidity.<br />

210 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


ASSETS<br />

Breakdown of gross amount and premium/discount<br />

At sight and Up to More than More than Over Undetermined Accrued Fair value Impairment Total<br />

on demand 3 3 months 1 to 5 5 years maturity interest adjustment<br />

As of Dec. 31, <strong>2006</strong> months to 1 year years<br />

Cash and balances<br />

with central banks 2,699 658 0 0 0 0 8 0 0 3,365<br />

Due from banks 12,694 36,275 21,522 3,532 2,656 48 1,167 321 0 78,215<br />

Loans and advances to customers 24,667 19,866 14,443 47,879 114,520 3,124 1,980 1,322 (1,299) 226,502<br />

Loans and securities<br />

held for trading 1 396 544 5,986 7,784 442 113 119 0 15,385<br />

Loans and securities designated<br />

at fair value 0 2 214 617 10,087 6,095 89 80 0 17,184<br />

Loans and securities available for sale 87 5,029 8,945 40,129 124,324 3,140 2,276 4,679 (231) 188,378<br />

Securities held to maturity 0 102 134 1,243 726 1 54 0 0 2,260<br />

Positive value of derivatives 7,955 16,077 0 24,032<br />

Fair value revaluation<br />

of portfolio hedge 759 0 759<br />

Investments in associates 826 826<br />

Tangible fixed assets 2,188 2,188<br />

Intangible assets and goodwill 2,393 2,393<br />

Tax assets 749 0 749<br />

Other assets 637 357 44 5 10 2,485 0 17 (3) 3,552<br />

Non current assets held for sale 957 0 0 (2) 955<br />

TOTAL 40,785 62,685 45,846 99,391 260,107 22,448 13,642 23,374 (1,535) 566,743<br />

LIABILITIES<br />

Breakdown of gross amount and premium/discount<br />

At sight and Moins More than More than Over Undetermined Accrued Fair value Total<br />

on demand 3 3 months 1 to 5 5 years maturity interest adjustment<br />

As of Dec. 31, <strong>2006</strong> months to 1 year years<br />

Due to banks 63,554 70,691 20,444 8,532 10,601 136 682 114 174,754<br />

Customer borrowings and deposits 66,694 26,295 9,329 2,693 3,817 75 829 (248) 109,484<br />

Liabilities held for trading 0 355 50 87 40 26 19 1 578<br />

Liabilities designated at fair value 56 780 2,341 6,405 6,726 4,725 147 131 21,311<br />

Negative value of derivatives 8,504 21,985 30,489<br />

Fair value revaluation of portfolio hedge 0 239 239<br />

Debt securities 1,735 34,592 25,380 61,933 58,681 30 2,613 (238) 184,726<br />

Subordinated and convertible debt 3 421 175 1,764 1,110 750 79 63 4,365<br />

Technical provisions from insurance <strong>com</strong>panies 12,288 12,288<br />

Provisions and other obligations 1,468 1,468<br />

Tax liabilities 1,276 1,276<br />

Other liabilities 1,748 1,022 65 24 88 3,594 4 0 6,545<br />

Liabilities included in disposal groups<br />

held for sale 785 0 0 785<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

TOTAL 133,790 134,156 57,784 81,438 81,063 25,153 12,877 22,047 548,308<br />

NET POSITION At sight and Up to More than More than Over Undetermined<br />

on demand 3 3 months 1 to 5 5 years maturity<br />

As of Dec. 31, <strong>2006</strong> months to 1 year years<br />

Net liquidity gap (93,005) (71,471) (11,938) 17,953 179,044 (2,705)<br />

This table does not take into account the liquidity nor the eligibility to refinancing of the asset, so that some listed long-term assets may be sold<br />

in case of need of liquidity.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 211


12.7. CURRENCY RISK<br />

As of Dec. 31, 2005<br />

EUR Other EU USD Other Total<br />

currencies<br />

Total assets 262,926 45,635 175,419 24,781 508,761<br />

Total liabilities 260,233 48,337 176,085 24,106 508,761<br />

NET ON BALANCE POSITION 2,693 (2,702) (666) 675 0<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

As of Dec. 31, <strong>2006</strong><br />

EUR Other EU USD Other Total<br />

currencies<br />

Total assets 342,279 53,806 141,343 29,315 566,743<br />

Total liabilities 341,345 55,479 141,444 28,475 566,743<br />

NET ON BALANCE POSITION 934 (1,673) (101) 840 0<br />

12.8. INSURANCE RISKS<br />

Insurance activities are performed in <strong>Dexia</strong> group by FSA and<br />

DIB group (see Accounting principles point 1.11.).<br />

FSA risks are mainly credit risks and are analysed in note<br />

12.2.B. FSA generally insures only the most senior tranches<br />

of asset-backed issues, which have low default and high<br />

recovery rates because of overcollaterization, cash reserves,<br />

deductibles or first-loss protections (see ratings in note<br />

12.2.B.). Before to insure a municipal bond, FSA obtains a<br />

pledge of tax revenues or a claim on a dedicated stream of<br />

revenue from essential public service. The insured portfolio<br />

is diversified with respect of issuers, geography, industries<br />

12.9. BREAKDOWN OF RISK WEIGHTED ASSETS<br />

and types of collaterals. To manage the risk profile, FSA also<br />

make use of quota share and layered loss reinsurance from<br />

highly rated reinsurers. Therefore, the sensibility to risk may be<br />

considered as low, what may be also deducted from the loss<br />

experience of previous years.<br />

DIB group is active in life (more than 85% of gross premium<br />

written) and nonlife activities and has no major concentration<br />

of risks. Some of the risks are reinsured (see note 9.3.).<br />

Because of its activities, the reinsurance of a part of the risks<br />

and the size of DIB activities in <strong>com</strong>parison with total activities<br />

and risks of <strong>Dexia</strong> group, change of insurance variables will<br />

not have a significant impact on <strong>Dexia</strong> financial position.<br />

Dec. 31,2005 Dec. 31,<strong>2006</strong><br />

20% weighted counterparts 40,120 45,102<br />

50% weighted counterparts 14,592 14,783<br />

100% weighted counterparts 55,029 65,393<br />

Trading portfolio 5,261 8,091<br />

TOTAL 115,002 133,369<br />

212 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


BOARD OF STATUTORY AUDITORS’ REPORT<br />

TO THE GENERAL SHAREHOLDERS’ MEETING<br />

ON THE CONSOLIDATED ACCOUNTS<br />

OF THE COMPANY DEXIA SA AS OF AND<br />

FOR THE YEAR ENDED DECEMBER 31,<strong>2006</strong><br />

As required by law and the <strong>com</strong>pany’s articles of association,<br />

we <strong>report</strong> to you in the context of our appointment as statutory<br />

auditors. This <strong>report</strong> includes our opinion on the consolidated<br />

accounts and the required additional disclosure.<br />

UNQUALIFIED OPINION ON THE<br />

CONSOLIDATED ACCOUNTS, WITH<br />

EXPLANATORY PARAGRAPH<br />

We have audited the consolidated accounts of <strong>Dexia</strong> SA and<br />

its subsidiaries (the “Group“) as of and for the year ended<br />

December 31, <strong>2006</strong>, prepared in accordance with International<br />

Financial Reporting Standards, as adopted by the European<br />

Union, and with the legal and regulatory requirements<br />

applicable in Belgium. These consolidated accounts <strong>com</strong>prise<br />

the consolidated balance sheet as of December 31, <strong>2006</strong> and<br />

the consolidated statements of in<strong>com</strong>e, changes in shareholders’<br />

equity and cash flows for the year then ended, as well<br />

as the summary of significant accounting policies and other<br />

explanatory notes. The total of the consolidated balance sheet<br />

amounts to EUR 566,743 million and the consolidated statement<br />

of in<strong>com</strong>e shows a profit for the year (Group share) of<br />

EUR 2,750 million.<br />

The <strong>com</strong>pany’s Board of Directors is responsible for the<br />

preparation of the consolidated accounts. This responsibility<br />

includes: designing, implementing and maintaining internal<br />

control relevant to the preparation and fair presentation of<br />

consolidated accounts that are free from material misstatement,<br />

whether due to fraud or error; selecting and applying<br />

appropriate accounting policies; and making accounting estimates<br />

that are reasonable in the circumstances.<br />

Our responsibility is to express an opinion on these consolidated<br />

accounts based on our audit. We conducted our audit in<br />

accordance with the legal requirements applicable in Belgium<br />

and with Belgian auditing standards, as issued by the “Institut<br />

des Reviseurs d’Entreprises/Instituut der Bedrijfsrevisoren“.<br />

Those auditing standards require that we plan and perform<br />

the audit to obtain reasonable assurance about whether the<br />

consolidated accounts are free of material misstatement.<br />

In accordance with the auditing standards referred to above,<br />

we have carried out procedures to obtain audit evidence about<br />

the amounts and disclosures in the consolidated accounts.<br />

The selection of these procedures is a matter for our judgment,<br />

as is the assessment of the risk that the consolidated<br />

accounts contain material misstatements, whether due to<br />

fraud or error. In making those risk assessments, we have considered<br />

the Group’s internal control relating to the preparation<br />

and fair presentation of the consolidated accounts, in order<br />

to design audit procedures that were appropriate in the circumstances,<br />

but not for the purpose of expressing an opinion<br />

on the effectiveness of the Group’s internal control. We have<br />

also evaluated the appropriateness of the accounting policies<br />

used and the reasonableness of accounting estimates made<br />

by management, as well as the presentation of the consolidated<br />

accounts taken as a whole. Finally, we have obtained<br />

from the Board of Directors and Group officials the explanations<br />

and information necessary for our audit. We believe that<br />

the audit evidence we have obtained provides a reasonable<br />

basis for our opinion.<br />

In our opinion, the consolidated accounts give a true and<br />

fair view of the Group’s net worth and financial position as<br />

of December 31, <strong>2006</strong> and of its results and cash flows for<br />

the year then ended in accordance with International Financial<br />

Reporting Standards, as adopted by the European Union,<br />

and with the legal and regulatory requirements applicable in<br />

Belgium.<br />

Without amending our unqualified opinion, we nevertheless<br />

draw the attention to the note 6 to the consolidated financial<br />

statements describing some legal disputes with regard to the<br />

share leasing in the Netherlands, the final out<strong>com</strong>e of which<br />

is uncertain at this moment.<br />

ADDITIONAL REMARK<br />

The <strong>com</strong>pany’s Board of Directors is responsible for the preparation<br />

and content of the management <strong>report</strong> on the consolidated<br />

accounts<br />

Our responsibility is to include in our <strong>report</strong> the following<br />

additional remark, which does not have any effect on our<br />

opinion on the consolidated accounts:<br />

• the management <strong>report</strong> deals with the information required<br />

by the law and is consistent with the consolidated accounts.<br />

However, we are not in a position to express an opinion on<br />

the description of the principal risks and uncertainties facing<br />

the <strong>com</strong>panies included in the consolidation, the state of their<br />

affairs, their forecast development or the significant influence<br />

of certain events on their future development. Nevertheless,<br />

we can confirm that the information provided is not in obvious<br />

contradiction with the information we have acquired in<br />

the context of our appointment.<br />

RAPPORT DE GESTION<br />

CONSOLIDATED<br />

FINANCIAL STATEMENTS<br />

COMPTES SOCIAUX<br />

Brussels, March 28, 2007<br />

Board of Statutory Auditors,<br />

PricewaterhouseCoopers<br />

Mazars & Guérard<br />

Reviseurs d’Entreprises SCCRL,<br />

Reviseurs d’Entreprises SCCRL,<br />

Represented by<br />

Represented by<br />

R. Peirce X. Doyen<br />

(free translation)<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 213


BALANCE SHEET 216<br />

OFF-BALANCE SHEET ITEMS 217<br />

STATEMENT OF INCOME 218<br />

NOTES TO THE FINANCIAL STATEMENTS 219<br />

REPORT OF THE BOARD OF STATUTORY AUDITORS<br />

ON THE ANNUAL FINANCIAL STATEMENTS FOR THE YEAR ENDED<br />

DECEMBER 31, <strong>2006</strong> 239<br />

214 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


ANNUAL<br />

FINANCIAL<br />

FINANCIAL STATEMENTS<br />

AS OF DECEMBER 31, <strong>2006</strong><br />

STATEMENTS<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 215


BALANCE SHEET<br />

(before in<strong>com</strong>e appropriation)<br />

ASSETS<br />

(in thousands of EUR) 31/12/04 31/12/05 31/12/06<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

FIXED ASSETS 18,799,949 20,174,401 21,946,223<br />

I. Formation expenses 4,835 4,353 7,921<br />

II. Intangible assets 1,002 1,835 2,199<br />

III. Tangible assets 2,165 1,878 3,046<br />

B. Plant, machinery and equipment 418 234 260<br />

C. Furniture and vehicles 1,676 1,504 2,686<br />

E. Other tangible assets 68 137 100<br />

F. Assets under construction and advance payments made 3 3 0<br />

IV. Financial assets 18,791,947 20,166,335 21,933,057<br />

A. Affiliated enterprises 18,791,937 20,166,335 21,933,047<br />

1. Participating interests 16,318,162 16,530,358 18,352,306<br />

2. Amounts receivable 2,473,775 3,635,977 3,580,741<br />

C. Other financial assets 10 0 10<br />

2. Amounts receivable and cash guarantees 10 0 10<br />

CURRENT ASSETS 724,962 767,969 426,441<br />

V. Amounts receivable after more than one year 53,181 69,599 43,052<br />

B. Other amounts receivable 53,181 69,599 43,052<br />

VII. Amounts receivable within one year 24,988 2,040 47,731<br />

A. Trade debtors 298 235 981<br />

B. Other amounts receivable 24,690 1,805 46,750<br />

VIII. Investments 620,228 639,134 271,779<br />

A. Own shares 577,823 364,195 0<br />

B. Other investments and deposits 42,405 274,939 271,779<br />

IX. Cash at bank and in hand 11,194 21,093 17,138<br />

X. Deferred charges and accrued in<strong>com</strong>e 15,371 36,103 46,741<br />

TOTAL ASSETS 19,524,911 20,942,370 22,372,664<br />

216 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


LIABILITIES AND SHAREHOLDERS’ EQUITY<br />

(in thousands of EUR) 31/12/04 31/12/05 31/12/06<br />

EQUITY 16,904,723 17,125,552 18,700,438<br />

I. Capital 4,825,428 4,887,585 5,237,739<br />

A. Issued capital 4,825,428 4,887,585 5,237,739<br />

II. Share premium account 8,992,910 9,137,128 10,228,952<br />

IV. Reserves 1,390,262 1,330,559 1,172,578<br />

A. Legal reserve 478,616 482,543 488,759<br />

B. Unavailable reserves 577,823 364,195 0<br />

1. In respect of own shares held 577,823 364,195 0<br />

D. Available reserves 333,823 483,821 683,819<br />

V. Profit carried forward 631,898 264,304 743,450<br />

Vbis. Net in<strong>com</strong>e for the year (1) 1,064,225 1,505,976 1,317,719<br />

PROVISIONS AND DEFERRED TAXES 23,248 31,698 35,188<br />

VII. A. Provisions for liabilities and charges 23,248 31,698 35,188<br />

2. Taxation 0 0 1,003<br />

4. Other liabilities and charges 23,248 31,698 34,185<br />

AMOUNTS PAYABLE 2,596,940 3,785,120 3,637,038<br />

VIII. Amounts payable after more than one year 2,506,838 1,459,373 200,000<br />

A. Financial debts 2,506,838 1,459,373 200,000<br />

5. Other loans 2,506,838 1,459,373 200,000<br />

IX. Amounts payable within one year 73,602 2,290,633 3,394,506<br />

A. Current portion of amounts payable after more than<br />

one year falling due within one year 0 167,062 0<br />

B. Financial debts 97 2,042,670 3,277,190<br />

1. Credit institutions 97 2,042,670 3,277,190<br />

C. Trade debts 12,851 16,759 35,258<br />

1. Suppliers 12,851 16,759 35,258<br />

E. Taxes, remuneration and social security 20,249 6,356 10,479<br />

1. Taxes 16,865 2,733 1,279<br />

2. Remuneration and social security 3,384 3,623 9,200<br />

F. Other amounts payable 40,405 57,786 71,579<br />

X. Accrued charges and deferred in<strong>com</strong>e 16,500 35,114 42,532<br />

TOTAL LIABILITIES 19,524,911 20,942,370 22,372,664<br />

(1) See note 1 to the financial statements.<br />

OFF-BALANCE SHEET ITEMS<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

(in thousands of EUR) 31/12/04 31/12/05 31/12/06<br />

Miscellaneous rights and <strong>com</strong>mitments:<br />

- Personal guarantees given on behalf of third parties 20 26 30<br />

- Personal guarantees given on behalf of <strong>Dexia</strong> Funding Lux SA 0 0 500,000<br />

- Bank rental guarantee for the Square de Meeûs building 483 483 483<br />

- Bank guarantee relating to the bid bond on BCR 0 19,000 0<br />

- Real guarantees given on own assets 17 17 19<br />

- Foreign currency transactions – amounts receivable 141,169 149,308 141,169<br />

- Foreign currency transactions – amounts to be delivered 98,548 122,019 101,907<br />

- Stock options 696,201 807,446 893,049<br />

- Commitment to acquire <strong>Dexia</strong> Nederland Holding NV 93,000 0 0<br />

- Commitment towards Financial Security Assurance 0 0 227,756<br />

Holdings Ltd (“FSA”)<br />

- Commitment towards <strong>Dexia</strong> Bank Nederland NV PM PM PM<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 217


STATEMENT OF INCOME<br />

(in thousands of EUR) 31/12/04 31/12/05 31/12/06<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

I. Operating in<strong>com</strong>e 238 108 164<br />

D. Other operating in<strong>com</strong>e 238 108 164<br />

II. Operating charges (93,070) (91,944) (126,832)<br />

B. Services and other goods (42,711) (53,977) (82,901)<br />

C. Remuneration, social security costs and pensions (20,526) (24,793) (36,064)<br />

D. Depreciation of and amounts written off on formation expenses,<br />

intangible and tangible fixed assets (20,899) (4,306) (4,964)<br />

F. Increase (+); decrease (-) in provisions for liabilities and charges (8,565) (8,450) (2,487)<br />

G. Other operating charges (369) (418) (416)<br />

III. Operating loss (92,832) (91,836) (126,668)<br />

IV. Financial in<strong>com</strong>e 1,242,457 1,697,485 1,641,710<br />

A. In<strong>com</strong>e from financial fixed assets 1,234,113 1,683,894 1,566,423<br />

B. In<strong>com</strong>e from current assets 7,810 11,193 15,356<br />

C. Other financial in<strong>com</strong>e 534 2,398 59,931<br />

V. Financial charges (54,163) (115,351) (221,570)<br />

A. Debt charges (49,929) (110,726) (161,021)<br />

C. Other financial charges (4,234) (4,625) (60,549)<br />

VI. Current profit before taxes 1,095,462 1,490,298 1,293,472<br />

VII. Exceptional in<strong>com</strong>e 0 0 195<br />

A. Adjustments to depreciation of and to other amounts<br />

written off intangible and tangible fixed assets 0 0 195<br />

VIII. Exceptional charges (51,331) (204) (68)<br />

A. Exceptional depreciation of and other exceptional amounts<br />

written off on formation expense, intangible and tangible fixed assets (322) (204) (68)<br />

B. Amounts written off on financial fixed assets (51,009) 0 0<br />

IX. Profit for the period before taxes 1,044,131 1,490,094 1,293,599<br />

X. In<strong>com</strong>e taxes 20,094 15,882 24,120<br />

A. In<strong>com</strong>e taxes (1,553) (3,000) (1,021)<br />

B. Adjustment of in<strong>com</strong>e taxes and write-back of tax provisions 21,647 18,882 25,141<br />

XI. Profit for the period 1,064,225 1,505,976 1,317,719<br />

XIII. Profit to be appropriated 1,064,225 1,505,976 1,317,719<br />

Profit brought forward of the previous period 743,450<br />

Profit for the period to be appropriated 1,317,719<br />

PROFIT TO BE APPROPRIATED 2,061,169<br />

218 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


NOTES TO THE<br />

FINANCIAL STATEMENTS<br />

1. PRESENTATION OF<br />

THE FINANCIAL STATEMENTS<br />

3.1.2. Foreign currency translation into euros<br />

Monetary assets, liabilities, rights and <strong>com</strong>mitments denominated<br />

in foreign currencies are translated into euros at the last<br />

day average year-end exchange rate.<br />

Non-monetary items are translated into euros at the exchange<br />

rate ruling in effect on the transaction date.<br />

Foreign currency in<strong>com</strong>e and expense are translated into euros<br />

at the exchange rate ruling in effect on the date on which the<br />

in<strong>com</strong>e or expense is recognized in the statement of in<strong>com</strong>e.<br />

<strong>Dexia</strong> SA presents its financial statements before<br />

appropriation.<br />

The profit for the <strong>2006</strong> financial year amounts to EUR 1,317.7<br />

million. The profit carried forward from the previous year<br />

stands at EUR 743.5 million, making a total profit for appropriation<br />

of EUR 2,061.2 million. Proposal to appropriate the<br />

profit thus:<br />

• to the legal reserve up to EUR 35 million;<br />

• to the available reserve up to EUR 300 million;<br />

• to the payment of a gross dividend of 0.81 EUR on each<br />

share;<br />

• with the balance to be transferred to the profit carried<br />

forward.<br />

2. FINANCIAL STATEMENTS<br />

AND CHART OF ACCOUNTS<br />

<strong>Dexia</strong> SA, a financial firm, is a <strong>com</strong>pany governed by Belgian<br />

law whose financial instruments are authorized for trading in a<br />

regulated Belgian market, and it is therefore subject to the obligation<br />

to publish yearly financial statements as prescribed by the<br />

Belgian Company Code and its decree of application dated January<br />

30, 2001.<br />

The accounting plan is presented in accordance with the accounting<br />

plan prescribed in the Royal Decree of September 12, 1983,<br />

amended by the Royal Decree of August 4, 1996.<br />

The items provided for in the accounting plan that do not apply<br />

to <strong>Dexia</strong> have been excluded.<br />

The financial statements are presented in thousands of euros.<br />

3.2. ASSETS<br />

3.2.1. Formation expenses (item I.)<br />

Formation expenses are recorded as an asset and amortized<br />

on a straight-line basis at the rate of at least 20% per year.<br />

3.2.2. Intangible fixed assets (item II.)<br />

License acquisitions, software definition and the external costs<br />

related to the development of the website of <strong>Dexia</strong> Group<br />

are recorded as intangible fixed assets when the acquisition<br />

price is at least equal to EUR 495.79 per item, or when delivery<br />

is broken down into partial shipments representing less<br />

than EUR 495.79 each but the total delivery is at least EUR<br />

495.79.<br />

Intangible fixed assets recorded in the assets are depreciated<br />

over a maximum of 5 years.<br />

Furthermore, the internal costs related to the development of<br />

software and the website are entirely charged in the financial<br />

year in which they are exposed.<br />

3.2.3. Tangible fixed assets (item III.)<br />

If necessary, exceptional depreciations will be effected so as to<br />

align the accounting value of fixed assets to their utilization<br />

value for the <strong>com</strong>pany by virtue of their alteration or changes<br />

of economic or technological circumstances.<br />

Exceptional depreciations are reversed if they are no longer<br />

justified.<br />

3.2.4. Financial assets (item IV.)<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

3. ACCOUNTING POLICIES<br />

3.1. GENERAL POLICIES<br />

3.1.1. Legislation<br />

Accounting policies are in conformity with the Royal Decree<br />

of January 30, 2001, in application of the Belgian Company<br />

Code.<br />

If legislation allows options or authorizes a waiver, the accounting<br />

policies hereafter shall mention the option chosen of<br />

whether such a waiver has been applied.<br />

Participating interests and shares are stated at acquisition cost<br />

or contribution cost. Related transaction costs are recorded<br />

directly in the statement of in<strong>com</strong>e.<br />

Impairments are recorded in the case of capital losses or lasting<br />

depreciation. They are determined by reference to the<br />

financial position, profitability and prospects of the <strong>com</strong>pany<br />

in which shares and/or equity interests are held.<br />

Participating interests and shares may also be revalued. For<br />

this it is necessary that their value, determined on the basis<br />

of their utility to the <strong>com</strong>pany, presents a certain and lasting<br />

surplus in relation to their book value.<br />

Debts appearing under financial fixed assets are valuated<br />

according to the same principles as debts at more than one<br />

year and one year at the most.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 219


3.2.5. Amounts receivable after more than one<br />

year and within one year (items V. and VII.)<br />

4. NOTES TO THE ANNUAL<br />

FINANCIAL STATEMENTS<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

Receivables are stated at their nominal value. Allowances are<br />

booked to cover any risk of non-recovery.<br />

3.2.6. Short-term investments and cash assets<br />

(items VIII. And IX)<br />

Cash is stated at nominal value.<br />

Securities are stated at acquisition cost, while the accessorial<br />

costs are recorded in the statement of in<strong>com</strong>e in the year in<br />

which they are incurred.<br />

At balance sheet date, impairments are recorded on shortterm<br />

investments and liquid assets if their realization value is<br />

lower than their book value.<br />

Complementary impairments are recorded on these assets in<br />

order to reflect either a change in their realization or market<br />

value, or the risks inherent in the nature of the products concerned<br />

or the activities conducted.<br />

Nevertheless, own shares acquired with a view to cancellation<br />

are valuated at cost as they may only be destroyed further to<br />

the agreement of the Shareholders’ Meeting.<br />

3.3. LIABILITIES<br />

3.3.1. Revaluation surpluses (item III.)<br />

Shares and participating interests that are recorded as longterm<br />

investments may be revaluated in the case of a certain,<br />

permanent increase in their fair value for the <strong>com</strong>pany <strong>com</strong>pared<br />

with their book value.<br />

Revaluation surpluses are maintained in this heading until the<br />

realization of the assets concerned or their inclusion in the<br />

capital.<br />

3.3.2. Provisions for liabilities and charges (item<br />

VII.)<br />

At balance sheet date, the Board of Directors, acting with prudence,<br />

sincerity and good faith, examines the provisions to be built<br />

up in order to cover all possible risks or losses that might have<br />

occurred during the financial year or previous financial years.<br />

Provisions relating to previous financial years are regularly reviewed<br />

and reversed if they no longer serve a purpose.<br />

3.3.3. Debts of over one year and up to one year<br />

(items VIII. and IX.)<br />

Debts are stated in the balance sheet for their nominal value.<br />

3.4. OFF-BALANCE SHEET ITEMS<br />

Off-balance sheet items are recorded for the nominal value of<br />

the rights and <strong>com</strong>mitments mentioned in the agreement or<br />

for their assessed value.<br />

<strong>Dexia</strong> SA is a cross-border holding <strong>com</strong>pany which has two permanent<br />

establishments in Paris and Luxembourg. From an accounting<br />

point of view, the financial statements of <strong>Dexia</strong> SA include<br />

the accounts of Brussels, the <strong>Dexia</strong> SA head office, and those of<br />

the permanent establishments in Paris and Luxembourg.<br />

4.1. THE BALANCE SHEET TOTAL (BEFORE<br />

INCOME APPROPRIATION)<br />

The balance sheet total was EUR 22,373 million as of December<br />

31, <strong>2006</strong>, against EUR 20,942 million as of December 31,<br />

2005, or an increase of 7%.<br />

4.2. ASSETS<br />

FIXED ASSETS<br />

4.2.1. Formation expenses<br />

All the expenses related to the capital increases are recorded<br />

in the assets as “Formation expenses” and are amortized<br />

over a period of five years.<br />

The net book value of formation expenses amounts to<br />

EUR 7.9 million.<br />

Formation expenses include the fees directly associated with<br />

capital increases and expenditure in implementing share<br />

ownership plans aimed at all members of staff of the Group,<br />

namely some 23,000 people in the 30 countries in which the<br />

<strong>Dexia</strong> Group is active.<br />

4.2.2. Intangible fixed assets<br />

Intangible fixed assets totaled EUR 2.2 million and concerned<br />

the acquisition and the definition of software as well as external<br />

costs related to the development of the website. These<br />

intangible fixed assets are depreciated on a straight-line basis<br />

over a period of three years.<br />

4.2.3. Tangible fixed assets<br />

Tangible fixed assets which have a net book value of EUR 3 million<br />

have a gross acquisition value of EUR 12.3 million.<br />

Property, plant and equipment contribute a gross acquisition<br />

value of EUR 4.2 million and are depreciated on a straight-line<br />

basis over a period of ten years.<br />

Office and IT equipment represented a gross investment of EUR<br />

5 million, depreciated on a straight-line basis at a rate of 25%<br />

whilst vehicles with a gross acquisition value of EUR 0.1 million<br />

are depreciated on a straight-line basis over five years.<br />

Other tangible fixed assets reach EUR 0.1 million and include the<br />

installation of the premises rented (gross acquisition value of EUR<br />

3 million) depreciated on a straight-line basis over the period of<br />

the lease contracts.<br />

220 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


4.2.4. Financial assets<br />

Participating interests in affiliated <strong>com</strong>panies<br />

The item “Participating interests” representing EUR 16,530.3<br />

million as of December 31, 2005 was EUR 18,352.3 million as<br />

of December 31, <strong>2006</strong>.<br />

It includes the following equity interests:<br />

EUR 6,497.0 million 100% of <strong>Dexia</strong> Bank Belgium SA, Brussels,<br />

Belgium.<br />

EUR 6,614.0 million 100% interests in <strong>Dexia</strong> Crédit Local<br />

SA, Paris, France.<br />

EUR 1,819.8 million 95% of <strong>Dexia</strong> Participation Belgique<br />

SA, Brussels, Belgium.<br />

On May 30, <strong>2006</strong>, the <strong>Dexia</strong> Group<br />

signed an agreement to purchase<br />

shares with a view to the acquisition<br />

from Zorlu Holding of a 75% holding<br />

in DenizBank Financial Services Group.<br />

On June 26, <strong>2006</strong>, <strong>Dexia</strong> SA incorporated<br />

<strong>Dexia</strong> Participation Belgique SA in<br />

order to ac<strong>com</strong>modate the holding in<br />

DenizBank Financial Services Group.<br />

EUR 1,751.8 million 57.68% interest in <strong>Dexia</strong> Banque Internationale<br />

à Luxembourg SA (<strong>Dexia</strong> BIL),<br />

Luxembourg.<br />

On December 22, <strong>2006</strong>, <strong>Dexia</strong> SA purchased<br />

427 shares in <strong>Dexia</strong> BIL for EUR<br />

0.6 million.<br />

EUR 1,279.3 million 99.99% interest in <strong>Dexia</strong> Participation<br />

Luxembourg SA, Luxembourg, which<br />

owns 42.26% of <strong>Dexia</strong> BIL.<br />

EUR 284.1 million 10% interest in <strong>Dexia</strong> Holding Inc. in<br />

New York, USA, a holding <strong>com</strong>pany<br />

which owns 99.02% of Financial Security<br />

Assurance Holdings Ltd.<br />

EUR 93.0 million 100% in <strong>Dexia</strong> Nederland Holding NV,<br />

Amsterdam, The Netherlands.<br />

EUR 7.8 million 8.42% interest in <strong>Dexia</strong> Financière SA,<br />

Brussels, Belgium.<br />

EUR 3.0 million 100% interest in <strong>Dexia</strong> Habitat SA, Paris,<br />

Finance.<br />

EUR 1.0 million 99,99 % dans <strong>Dexia</strong> Employee<br />

Benefits SA, Bruxelles, Belgium.<br />

EUR 1.5 million 99.53% in Associated <strong>Dexia</strong> Technology<br />

Services SA Luxembourg<br />

The <strong>com</strong>pany ADTS was incorporated<br />

on July 17, <strong>2006</strong> and its object in particular<br />

is to provide IT services. This<br />

<strong>com</strong>pany only <strong>com</strong>menced activity on<br />

January 1, 2007.<br />

PM<br />

100% interest in <strong>Dexia</strong> Management<br />

Services Ltd, London, United Kingdom.<br />

PM<br />

100% in <strong>Dexia</strong> Funding Luxembourg SA,<br />

Luxembourg.<br />

<strong>Dexia</strong> Funding Luxembourg SA is a<br />

financing vehicle which, within the context<br />

of the acquisition of DenizBank,<br />

issued indefinite-term subordinated<br />

securities under the conditions for qualification<br />

as Tier 1 own funding (Tier 1<br />

hybrid capital) for an amount of EUR<br />

500.0 million.<br />

Receivables on affiliated <strong>com</strong>panies<br />

This item includes subordinated loans granted to Group entities<br />

for a total of EUR 3,581.0 million.<br />

CURRENT ASSETS<br />

4.2.5. Receivables after more than one year<br />

Other receivables<br />

Since 2002, <strong>Dexia</strong> SA’s permanent establishment in Paris has<br />

headed the tax consolidation group in France, which as of<br />

December 31, <strong>2006</strong> included the following <strong>com</strong>panies:<br />

• CLF Marne-la-Vallée Participation<br />

• CLF Patrimoniale<br />

• Compagnie pour le Foncier et l’Habitat<br />

• <strong>Dexia</strong> Assuréco<br />

• <strong>Dexia</strong> Bail<br />

• <strong>Dexia</strong> CBXIA1 (integration in scope)<br />

• <strong>Dexia</strong> CBXIA2 (integration in scope)<br />

• <strong>Dexia</strong> CLF Avenir<br />

• <strong>Dexia</strong> CLF Développement<br />

• <strong>Dexia</strong> CLF Energia<br />

• <strong>Dexia</strong> CLF Energy<br />

• <strong>Dexia</strong> CLF Immo<br />

• <strong>Dexia</strong> CLF Organisation<br />

• <strong>Dexia</strong> Crédit Local<br />

• <strong>Dexia</strong> Éditions Locales de France<br />

• <strong>Dexia</strong> Établissement Stable Paris<br />

• <strong>Dexia</strong> Finance<br />

• <strong>Dexia</strong> Flobail<br />

• <strong>Dexia</strong> Habitat<br />

• <strong>Dexia</strong> Municipal Agency<br />

• <strong>Dexia</strong> Sofaxis<br />

• Dexint Développement<br />

• Europrojet Développement<br />

• Floral<br />

• Guide pratique de la Décentralisation.<br />

The <strong>com</strong>pany CLF Badger left the scope.<br />

Because the <strong>com</strong>mitments subscribed by <strong>Dexia</strong> Crédit Local<br />

and its subsidiaries allow <strong>Dexia</strong>, through its permanent establishment,<br />

to lock in temporary tax savings, it was agreed that<br />

the resources produced by the permanent establishment will<br />

be lent to the tax consolidation Group’s subsidiaries that made<br />

it possible to realize these tax savings through advances called<br />

“tax deferred advances”.<br />

Tax deferred advances granted by the permanent establishment<br />

with contractual maturity after December 31, 2007 amounted<br />

to EUR 43.1 million as of December 31, <strong>2006</strong>.<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 221


4.2.6. Amounts receivable within one year<br />

4.2.9. Deferred charges and accrued in<strong>com</strong>e<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

Trade debtors<br />

The item “Trade debtors” relates to advances paid to suppliers<br />

(EUR 0.6 million) and other <strong>com</strong>mercial receivables for the<br />

remaining balance (EUR 0.4 million).<br />

Other receivables<br />

The sale of Kempen & Co NV to a group of financial investors<br />

and management was finalized on November 15, 2004.<br />

Within the context of that agreement, the subordinated loan<br />

of EUR 33 million granted by <strong>Dexia</strong> SA to Kempen & Co NV<br />

remained in place. The terms and conditions of that loan were<br />

amended in order to take into account the fact that Kempen<br />

& Co NV is now independent and does not have a rating. Kempen<br />

& Co wanted to repay this loan on January 2, 2007, which<br />

justifies its transfer to receivables at one year maximum.<br />

In fact, <strong>Dexia</strong>’s permanent establishment is the only entity<br />

liable to corporate in<strong>com</strong>e tax, the withholding tax and the<br />

annual flat tax owed by the tax group in France, with the<br />

understanding that the subsidiaries reimburse the permanent<br />

establishment for their share of the tax paid by the tax consolidation<br />

group for its <strong>com</strong>panies. On December 31, <strong>2006</strong>,<br />

the tax liability of the permanent establishment in Paris to the<br />

French tax authorities as the head of the tax consolidation<br />

group in France reached EUR 11.8 million.<br />

For its part, the registered office has a tax claim on the Belgian<br />

tax authorities corresponding to overpaid advance tax of<br />

EUR 1.1 million relating to the year 2005.<br />

The work rules state that salary is to be paid in advance.<br />

These represent a claim of EUR 0.7 million as of December 31,<br />

<strong>2006</strong>.<br />

The balance includes various receivables is EUR 0.2 million.<br />

4.2.7. Investments<br />

Own shares<br />

In accordance with the decision taken at the Extraordinary<br />

Shareholders’ Meeting held on May 10, <strong>2006</strong>, the own shares<br />

held by <strong>Dexia</strong> SA on May 5, <strong>2006</strong>, or 22,096,720 shares<br />

representing EUR 414.2 million, were cancelled without<br />

reduction of capital.<br />

Deferred charges totaled EUR 0.7 million and accrued in<strong>com</strong>e<br />

was EUR 46 million.<br />

Among accrued in<strong>com</strong>e are the pro ratas of interest relating to<br />

subordinated loans granted to Group entities (EUR 43.8 million),<br />

a currency swap and accrued interest with <strong>Dexia</strong> Crédit<br />

Local (EUR 1.1 million), the subordinated loan to Kempen &<br />

Co (EUR 0.4 million) and cash investments (EUR 0.4 million)<br />

as well as interest accrued on deferred tax advances (EUR<br />

0.3 million).<br />

4.3. LIABILITIES<br />

SHAREHOLDERS’ EQUITY<br />

As of December 31, <strong>2006</strong>, the holding <strong>com</strong>pany’s shareholders’<br />

equity including <strong>2006</strong> net in<strong>com</strong>e before appropriation<br />

totaled EUR 18,700.4 million and is <strong>com</strong>posed of the following<br />

items.<br />

4.3.1. Capital<br />

Subscribed capital totaled EUR 5,237.7 million as of December<br />

31, <strong>2006</strong> <strong>com</strong>pared with EUR 4,887.6 million as of December<br />

31, 2005.<br />

This increase of EUR 350.1 million resulted from the following<br />

operations:<br />

1. a capital increase of EUR 279.8 million subscribed by institutional<br />

investors with a view to financing the purchase of<br />

DenizBank;<br />

2. a capital increase reserved to employees and members of<br />

the <strong>Dexia</strong> Group as part of the <strong>2006</strong> shareholding plan for an<br />

amount of EUR 37.2 million;<br />

3. the exercise of warrants granted to employees for an<br />

amount of EUR 33.1 million.<br />

As of December 31, <strong>2006</strong>, the <strong>com</strong>pany’s capital was<br />

represented by 1,163,184,325 shares, including 803,912,378<br />

bearer shares and 359,271,947 registered shares. The total<br />

number of <strong>Dexia</strong> VVPR strips was 668,841,416.<br />

Other investments and deposits<br />

This heading includes two term deposits of maximum one<br />

month for a total amount of EUR 271.7 million as well as<br />

VVPR <strong>Dexia</strong> strips worth EUR 0.1 million.<br />

4.2.8. Cash at bank and in hand.<br />

Available cash in accounts totaled EUR 17.1 million.<br />

4.3.2. Additional paid-in capital<br />

Each capital increase is ac<strong>com</strong>panied by additional paid-in<br />

capital, which totaled EUR 10,229 million as of December 31,<br />

<strong>2006</strong>.<br />

4.3.3. Reserves and retained earnings<br />

The item “Reserves” includes the legal reserve (EUR 488.8 million)<br />

and an available reserve amounting to EUR 683.8 million.<br />

Retained earnings from 2005 amounted EUR 743.5 million.<br />

222 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


4.3.4. Net in<strong>com</strong>e for the year<br />

4.3.8 Amounts payable within one year<br />

As of December 31, <strong>2006</strong>, net in<strong>com</strong>e totaled EUR 1,317.7 million.<br />

This result is <strong>com</strong>posed of the dividends received from<br />

<strong>Dexia</strong>’s operating entities (EUR +1,395.3 million), financial<br />

results (EUR +24.9 million), exceptional in<strong>com</strong>e (EUR 0.1 million)<br />

and net in<strong>com</strong>e (EUR 24.1 million) after deduction of the<br />

holding <strong>com</strong>pany’s operating expenses (EUR -126.7 million) .<br />

PROVISIONS AND DEFERRED TAXES<br />

4.3.5. Provision for fiscal charges<br />

The permanent establishment in Paris made a provision for<br />

fiscal charges of EUR 1 million within the context of fiscal consolidation<br />

as a consequence of an adjustment impacting the<br />

earlier tax deficits of a subsidiary.<br />

4.3.6. Provisions for other liabilities and charges<br />

Succeeding <strong>Dexia</strong> Crédit Local at the head of the tax consolidation<br />

group in France, <strong>Dexia</strong>, through its permanent<br />

establishment, assumed vis-à-vis the former head of the tax<br />

consolidation group <strong>com</strong>mitments initially subscribed by <strong>Dexia</strong><br />

Crédit Local within the context of a tax leverage operation<br />

carried out in France with the approval of French tax authorities.<br />

For the <strong>2006</strong> financial year, these operations resulted in<br />

tax savings of EUR 4.1 million (cash savings) included in the<br />

total of EUR 25 million mentioned in the note “Corporate<br />

in<strong>com</strong>e tax”, and in an allowance in the same amount.<br />

The balance of these provisions as of December 31, <strong>2006</strong> is<br />

EUR 34.1 million.<br />

The provision of EUR 0.1 million associated with the transfer<br />

of the registered office to the <strong>Dexia</strong> Tower, Place Rogier 11,<br />

B–1210 Brussels has been used.<br />

Moreover, a provision of EUR 1.5 million provided for returning<br />

the premises at Square De Meeûs to pristine condition is<br />

also reversed.<br />

Furthermore, the provision for removal costs for the move of<br />

the permanent establishment in Paris currently situated at<br />

7-11, quai André Citroën to new premises in the Tour <strong>Dexia</strong><br />

CBX located in the La Défense district of Paris is still held in<br />

the accounts (EUR 0.1 million). Initially planned for 2005, this<br />

move has been postponed to 2007.<br />

DEBTS<br />

4.3.7. Amounts payable after more than one year<br />

Financial debts<br />

These debts relate to short-term financing concluded with<br />

Group <strong>com</strong>panies in the amount of EUR 3,276.7 million and<br />

overdrafts on sight accounts up to EUR 0.5 million.<br />

Trade debts<br />

Suppliers’ invoices not yet paid amount to EUR 7.7 million and<br />

invoices to be received EUR 27.6 million.<br />

Taxes, remuneration and social security<br />

This item includes:<br />

• VAT to be paid (EUR 0.5 million);<br />

• payroll withholding tax (EUR 0.8 million);<br />

• debts corresponding to <strong>com</strong>pensation and social contributions<br />

(EUR 9.2 million).<br />

Other amounts payable<br />

As already specified above, the permanent establishment in<br />

Paris of <strong>Dexia</strong> SA is the head of the tax consolidation group<br />

in France. The permanent establishment is therefore the only<br />

establishment liable to the corporate in<strong>com</strong>e tax, the withholding<br />

tax and the annual flat tax owed by the tax group<br />

in France.<br />

For subsidiaries, belonging to a fiscal integration group has a<br />

neutral impact in relation to the tax situation which they would<br />

have been in if there had been no integration. In fact, subsidiary<br />

<strong>com</strong>panies must therefore pay to the permanent establishment<br />

their contribution to the tax payment on <strong>com</strong>panies in<br />

the fiscal integration group. For the year <strong>2006</strong>, advances paid<br />

by subsidiaries exceed the tax they are estimated to owe the<br />

head of the group, which is why the permanent establishment<br />

on December 31, <strong>2006</strong> had a debt of EUR 1 million to the<br />

subsidiaries taking part in the French tax consolidation.<br />

Dividends relating to the 2005 financial year still to be paid<br />

amount to EUR 24.7 million whilst the balance of dividends<br />

for previous financial years is EUR 45.9 million.<br />

4.3.9. Accrued charges and deferred in<strong>com</strong>e<br />

This item is <strong>com</strong>posed exclusively of expenses to be accrued<br />

as follows:<br />

• financial charges on a currency and interest swap<br />

(EUR 3.5 million);<br />

• financial charges linked to loans due with Group <strong>com</strong>panies<br />

(EUR 38.2 million);<br />

• pro rata operating expenditures attributable to the <strong>2006</strong><br />

fiscal year (EUR 0.8 million).<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

Financial debts payable after more than one year concerned<br />

loans contracted with Group <strong>com</strong>panies in the amount of<br />

EUR 200 million.<br />

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RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

4.4. OFF-BALANCE-SHEET ITEMS –<br />

COMMITMENTS<br />

<strong>Dexia</strong> SA has significant <strong>com</strong>mitments that are recorded off<br />

balance sheet:<br />

4.4.1. On November 2, <strong>2006</strong>, <strong>Dexia</strong> SA issued a subordinated<br />

guarantee within the context of a subordinated “hybrid Tier<br />

1” issue by <strong>Dexia</strong> Funding Luxembourg SA (DFL), a 100%<br />

subsidiary of <strong>Dexia</strong> SA (perpetual non-cumulative securities<br />

at a guaranteed fixed/floating rate, for a global amount of<br />

EUR 500 million). This subordinated guarantee was issued in<br />

favor of the security holders who subscribed to the said securities<br />

and cover the payment by DFL of (i) any coupon which<br />

has not been waived in accordance with the issue conditions<br />

and (ii) the redemption price in the case of the liquidation or<br />

insolvency of DFL (or similar situations) or (iii) the redemption<br />

price in the case of redemption in accordance with the issue<br />

conditions.<br />

4.4.2. A bank guarantee was issued for the lease of the building<br />

located at Square de Meeûs Brussels where the <strong>Dexia</strong> SA<br />

registered office was situated until September 30, <strong>2006</strong> (EUR<br />

0.5 million). That guarantee will be discharged in 2007.<br />

4.4.3. The acquisition of the American group Financial Security<br />

Assurance was partly financed through a currency interest<br />

rate swap contract signed with <strong>Dexia</strong> Crédit Local in the<br />

amount of USD 134.2 million (EUR 101.9 million as of December<br />

31, <strong>2006</strong>) against EUR 141.2 million.<br />

4.4.4. As of December 31, <strong>2006</strong>, the number of stock options<br />

granted and not yet exercised stood at 58,462,872. On the<br />

basis of the strike prices, this operation results in an off-balance<br />

sheet <strong>com</strong>mitment of EUR 893 million.<br />

4.4.5. On May 18, 2005, <strong>Dexia</strong> SA purchased 100% of the<br />

shares of <strong>Dexia</strong> Nederland Holding NV from <strong>Dexia</strong> Financière<br />

SA on the basis of a valuation made of these at EUR 93 million<br />

subject to a return to better fortune clause granted to <strong>Dexia</strong><br />

BIL and <strong>Dexia</strong> Bank, also shareholders of <strong>Dexia</strong> Financière, for<br />

the case where the value of <strong>Dexia</strong> Nederland Holding, including<br />

the DBnl holding, should be revised upwards as a consequence<br />

of decisions in favor of DBnl.<br />

4.4.6. On November 22, <strong>2006</strong>, <strong>Dexia</strong> SA concluded a contribution<br />

agreement with its under-subsidiary Financial Security<br />

Assurance Holdings Ltd (FSA) within the context of the issue<br />

of a “hybrid Tier 1” loan of USD 300 million by FSA. This<br />

contribution agreement provides that <strong>Dexia</strong> SA undertakes to<br />

provide FSA with the funds to pay deferred interest on the<br />

hybrid debt in the case where (i) FSA opts to defer the payment<br />

of interest on the said debt and if (ii) FSA cannot gather<br />

sufficient capital to finance that deferred interest during a<br />

period of five years. In any case, <strong>Dexia</strong> SA’s obligation under<br />

the contribution agreement is limited to USD 300 million,<br />

which corresponds approximately to 10 years of <strong>com</strong>pound<br />

interest on the hybrid debt.<br />

4.4.7. On December 5, 2002, <strong>Dexia</strong> SA undertook vis-à-vis its<br />

subsidiary <strong>Dexia</strong> Bank Nederland NV and each of the entities<br />

to arise from the demerger of <strong>Dexia</strong> Bank Nederland, to the<br />

exclusion of any other party, to ensure that <strong>Dexia</strong> Bank Nederland<br />

or the entities are in a position at any time to honor their<br />

liabilities vis-à-vis third parties and to continue their activities,<br />

including the maintenance of their relations with account<br />

holders and other clients. The aim of this undertaking was<br />

in particular to prevent third parties from being prejudiced<br />

by the demerger of <strong>Dexia</strong> Bank Nederland. The amendment<br />

or withdrawal of this undertaking was made subject to the<br />

prior consent of DNB (De Neder landsche Bank). The sale of<br />

Kempen & Co NV to a group of financial investors and management<br />

was finalized on November 15, 2004. Within the<br />

context of that sale, in a letter dated the same date, <strong>Dexia</strong> SA<br />

reconfirmed its undertaking vis-à-vis <strong>Dexia</strong> Bank Nederland,<br />

which remains a 100% subsidiary of <strong>Dexia</strong> to the exclusion<br />

of any other party. In addition to the usual guarantees given<br />

to purchasers to whom <strong>Dexia</strong> SA is also <strong>com</strong>mitted, <strong>Dexia</strong> SA<br />

will indemnify Kempen & Co against risks relating to share<br />

leasing contracts sold by <strong>Dexia</strong> Bank Nederland NV, formerly<br />

Labouchere, and undertakes to <strong>com</strong>pensate Kempen & Co<br />

for any losses resulting from a limited and identified number<br />

of factors.<br />

For more details about <strong>Dexia</strong> Bank Nederland: see notes on<br />

p. 99-100 and p. 140-142 of this <strong>report</strong>.<br />

4.4.8. Lernout & Hauspie<br />

<strong>Dexia</strong> is concerned in various ways with the bankruptcy of<br />

Lernout & Hauspie Speech Products (LHSP) and the consequences<br />

thereof. Initially, plaintiffs acted in all US proceedings<br />

both against <strong>Dexia</strong> SA and <strong>Dexia</strong> Bank Belgium. Meanwhile,<br />

in all US proceedings a notice of dismissal without prejudice<br />

has been filed as far as <strong>Dexia</strong> SA is concerned. Consequently,<br />

the pending proceedings now only involve <strong>Dexia</strong> Bank Belgium.<br />

In the course of <strong>2006</strong> no new proceedings have been<br />

initiated, either against <strong>Dexia</strong> Bank Belgium (<strong>Dexia</strong> Bank) or<br />

<strong>Dexia</strong> SA.<br />

1. Claim on Lernout & Hauspie Speech Products<br />

<strong>Dexia</strong> Bank has a claim chargeable to the bankruptcy of LHSP<br />

for a principal sum of some EUR 30 million for which an<br />

impairment has been recorded for some EUR 25 million.<br />

The liquidation of LHSP’s assets is subject to separate proceedings<br />

in Belgium and in the United States.<br />

<strong>Dexia</strong> Bank was claiming a pledge on the business assets of<br />

LHSP. In a ruling dated April 10, <strong>2006</strong>, the Court of Appeal<br />

in Ghent refused to acknowledge this pledge. <strong>Dexia</strong> Bank<br />

renounced to lodge an appeal with the Supreme Court. This<br />

means that <strong>Dexia</strong> Bank is now, as an unsecured creditor,<br />

unlikely to receive any dividend from the Belgian liquidation<br />

of LHSP.<br />

2. Claim on Lernout & Hauspie Investment Company<br />

As of December 31, <strong>2006</strong>, <strong>Dexia</strong> Bank has a claim on Lernout<br />

& Hauspie Investment Company (LHIC) for an amount<br />

of some EUR 62 million for which an impairment has been<br />

recorded for some EUR 57 million.<br />

As part of the security for its claim, <strong>Dexia</strong> Bank has a pledge<br />

on a portfolio of securities owned by LHIC.<br />

224 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


3. Indictment of <strong>Dexia</strong> Bank in Belgium in the criminal<br />

investigation against the LHSP directors.<br />

On June 24, 2003, <strong>Dexia</strong> Bank announced that it had been<br />

indicted in the criminal investigation relating to LHSP. The<br />

indictment of <strong>Dexia</strong> Bank concerns offences allegedly <strong>com</strong>mitted<br />

between July 2, 1999 and September 1, 2000 by Artesia<br />

Banking Corporation.<br />

The investigation is now officially closed and the prosecutor<br />

has sent a “draft writ of summons” to the parties that are<br />

likely to be prosecuted, including <strong>Dexia</strong> Bank. According to<br />

the draft, <strong>Dexia</strong> Bank will be prosecuted for various offences,<br />

among which forgery in the annual financial statements<br />

of LHSP (valsheid in de jaarrekening/faux dans les <strong>com</strong>ptes<br />

annuels) and market manipulation (koersmanipulatie/manipulation<br />

de cours). The draft, which is subject to changes, alleges<br />

in substance that Artesia Banking Corporation has aided and<br />

abetted LHSP in the creation of fictitious revenue, by granting<br />

a USD 20 million loan to Messrs. Lernout, Hauspie and<br />

Willaert, whilst Artesia BC allegedly knew that the management<br />

of LHSP would utilize these funds for improper revenue<br />

recognition.<br />

<strong>Dexia</strong> Bank considers having serious grounds for contesting<br />

these charges.<br />

Several parties have introduced a claim for damages in the<br />

criminal proceedings. The largest civil party is Deminor, representing<br />

– according to its website – 11,000 shareholders<br />

of LHSP, with an aggregate amount of alleged damages of<br />

approximately USD 200 million in principal. There are about<br />

400 other individuals that have <strong>report</strong>ed themselves as civil<br />

parties. It is likely that not all of the potential applicants have<br />

already introduced their claim; those who have done so, have<br />

in most cases not yet stated and or provided evidence of the<br />

alleged losses.<br />

It should be added that in January 2003, <strong>Dexia</strong> Bank has itself<br />

lodged a <strong>com</strong>plaint with the examining magistrate against<br />

persons unknown, claiming <strong>com</strong>pensation.<br />

As yet it is very difficult to give an opinion on the likely out<strong>com</strong>e<br />

of the proceedings or on the level of the financial risk<br />

which <strong>Dexia</strong> Bank would face, if the charges brought against<br />

it were upheld. <strong>Dexia</strong> Bank underlines its innocence in this<br />

matter and contests the charges brought against it.<br />

4. Civil proceedings against <strong>Dexia</strong> Bank in Belgium<br />

4.1. LHSP receivers’ claim<br />

In July 2005, the receivers of LHSP filed an action against<br />

twenty-one parties, including <strong>Dexia</strong> Bank, for an indemnity<br />

against the net liabilities of LHSP in bankruptcy. According to<br />

the receivers’ provisional assessment of the claim, the claim<br />

would amount to approximately EUR 439 million. This claim<br />

is not likely to have any development until after the end of<br />

the criminal proceedings because of the principle “le criminel<br />

tient le civil en état”.<br />

4.2. Claim by individuals<br />

Certain civil claims have been filed by groups of investors in<br />

LHSP shares against various parties, including <strong>Dexia</strong> Bank. The<br />

main claim was filed by Deminor on behalf of 4,941 investors.<br />

The claimants seek damages for their losses, which have not<br />

been assessed yet. These claims, to a large extent duplicative<br />

of the claims introduced in the criminal proceedings, are not<br />

likely to have any development until after the end of the criminal<br />

proceedings because of the principle “le criminel tient le<br />

civil en état”.<br />

5. Civil proceedings against <strong>Dexia</strong> Bank in the United<br />

States<br />

5.1. LHSP Litigation Trustee’s claim<br />

In 2005 the Litigation Trustee for the LHSP Litigation Trust<br />

filed an action against <strong>Dexia</strong> Bank. The Litigation Trustee<br />

seeks to recover damages from <strong>Dexia</strong> Bank for entering into<br />

loan transactions, which he claims amount to aiding and<br />

abetting breaches of fiduciary duty by the LHSP Management.<br />

He also seeks to disallow or subordinate <strong>Dexia</strong>’s claims in<br />

the US bankruptcy proceedings. This action is, essentially, a<br />

duplication of the above-mentioned LHSP receivers’ claim.<br />

5.2. Claims by investors<br />

Following the announcement of <strong>Dexia</strong> Bank’s indictment in<br />

Belgium, several civil claims were introduced in the United<br />

States against <strong>Dexia</strong> SA and <strong>Dexia</strong> Bank arguing that <strong>Dexia</strong><br />

Bank is liable for the losses suffered by LHSP shareholders.<br />

<strong>Dexia</strong> Bank disputes the merits of all of these claims.<br />

5.2.1. Class actions<br />

Two class actions have been brought on behalf of investors<br />

in LHSP shares against <strong>Dexia</strong> Bank and a host of other parties<br />

named in prior litigation, including the principals of LHSP.<br />

a) NASDAQ class action<br />

The first class action was served on <strong>Dexia</strong> Bank in February and<br />

March 2004 in the name of three individuals acting for themselves<br />

as well as on behalf of a class of purchasers of LHSP<br />

shares on the NASDAQ stock market between August 19,<br />

1998 and November 8, 2000.<br />

Although <strong>Dexia</strong> Bank is of the opinion that none of the claims<br />

of the plaintiffs is well-founded, <strong>Dexia</strong> Bank has, in view of the<br />

large costs of defence and the uncertainty about the out<strong>com</strong>e of<br />

the proceedings, decided to conclude a settlement agreement<br />

with the NASDAQ class plaintiffs. To this end, a memorandum<br />

of settlement has been concluded on February 9, 2007, which<br />

in its principal terms provides for the payment by <strong>Dexia</strong> Bank<br />

of an amount of USD 60 million in exchange for an unconditional<br />

release of all claims against <strong>Dexia</strong> SA and <strong>Dexia</strong> Bank and<br />

any of their past or present affiliates, officers and employees,<br />

relating to purchases or sales of LHSP <strong>com</strong>mon shares on the<br />

NASDAQ Stock Market during the period from August 19, 1998<br />

through and including November 8, 2000 (the “class period”)<br />

or to purchases of call options to acquire LHSP <strong>com</strong>mon shares<br />

or sales of put options related to LHSP <strong>com</strong>mon shares on any<br />

United States-based options exchange during the class period<br />

by all investors who will participate in and/or be bound by the<br />

settlement agreement, without any recognition on behalf of<br />

<strong>Dexia</strong> SA or <strong>Dexia</strong> Bank of any wrongdoing or liability. This settlement<br />

is still subject to court approval.<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 225


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COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

b) EASDAQ class action<br />

In October 2005, a second class action was filed against <strong>Dexia</strong><br />

Bank on behalf of a class of purchasers of LHSP shares on the<br />

EASDAQ stock market between April 28, 1998 and November<br />

8, 2000.<br />

On February 12, 2007, the District court of Massachusetts<br />

found that the US courts were not the appropriate forum to<br />

litigate this action and consequently dismissed the claim. The<br />

EASDAQ plaintiffs have thirty days from the date of the decision<br />

to lodge an appeal.<br />

5.2.2. Transactional proceedings<br />

Three separate claims for damages have been filed against<br />

<strong>Dexia</strong> Bank by US shareholders that had acquired LHSP shares<br />

through major corporate transactions. One claim was filed by<br />

Stonington, the former owner of Dictaphone, a US <strong>com</strong>pany<br />

acquired by LHSP in May 2000 in exchange for LHSP shares<br />

valued at the time at USD 490 million. The two other claims<br />

were filed by James and Janet Baker, who had received in the<br />

spring of 2000 LHSP shares valued at that time at approximately<br />

USD 220 million in exchange for their shares in Dragon<br />

Systems, and by TRA/Filler Trust, which represents the interests<br />

of another former shareholder of Dragon Systems, who has<br />

received LHSP shares valued at the time at approximately USD<br />

170 million. The writs of summons for these claims do not<br />

mention the amounts claimed by the plaintiffs, as all of them<br />

have reserved the right to produce evidence of the extent of<br />

the alleged losses at a later date. TRA/Filler Trust has however<br />

specified that the extent of its losses total at least some<br />

USD 150 million.<br />

In February 2007, the dispute with Stonington was brought to<br />

a final end through the conclusion of a settlement agreement.<br />

On December 31, <strong>2006</strong>, the cases against James and Janet<br />

Baker and TRA/Filler Trust were still in the discovery phase<br />

(request for production of documents and deposition by parties<br />

of witnesses).<br />

6. L&H Holding<br />

On April 27, 2004, the bankruptcy receiver of L&H Holding<br />

summoned Messrs. Lernout, Hauspie and Willaert, along with<br />

Banque Artesia Nederland (BAN) and <strong>Dexia</strong> Bank, to pay the<br />

principal amount of USD 25 million.<br />

This is connected with a USD 25 million loan granted to Mr.<br />

Bastiaens by BAN in July 2000 for the purposes of the acquisition<br />

by Mr. Bastiaens of LHSP shares owned by L&H holding.<br />

The former Artesia Bank issued a bank guarantee in favor<br />

of BAN for an amount of USD 10 million. The selling price<br />

of USD 25 million was credited to three personal accounts<br />

opened with BAN by Messrs. Lernout, Hauspie and Willaert.<br />

Taking the view that this money was due to L&H Holding, the<br />

L&H Holding bankruptcy receiver is claiming its repayment.<br />

<strong>Dexia</strong> Bank vigorously contests the grounds for these<br />

applications.<br />

Most of the pending procedures relate to the loan granted by<br />

BAN to Mr. Bastiaens (see paragraph 6, above). They include<br />

the claim introduced by the receiver of L&H Holding both in<br />

the criminal investigation relating to LHSP (in the form of a<br />

burgerlijke partijstelling/constitution de partie civile) and<br />

before the civil court (see paragraph 6, above).<br />

In addition, BAN is involved in a number of procedures pertaining<br />

to Parvest shares acquired by Messrs. Lernout, Hauspie<br />

en Willaert with the proceeds of the sale of the LHSP shares<br />

to Mr. Bastiaens. The investigating magistrate in the Belgium<br />

criminal case, L&H Holding and KBC Bank have all made<br />

claims in relation to these shares and proceeded to their provisional<br />

attachment in the hands of BAN. In addition, the Luxembourg<br />

Court of Appeals has issued a decision on July 12,<br />

<strong>2006</strong> at the request of Crédit Agricole Indosuez Luxembourg<br />

(CAIL) by which BNP Paribas Luxembourg has been ordered<br />

to deliver the Parvest Shares to CAIL by June 30, 2007 or to<br />

pay to CAIL the countervalue of these Parvest shares on June<br />

30, 2007 if the latter have not been delivered to CAIL prior<br />

to July 1, 2007. The Luxembourg Court of Appeals has condemned<br />

BAN to indemnify and hold BNP Paribas Luxembourg<br />

harmless against any damage deriving from its condemnation.<br />

As a consequence, BAN is at risk to have to pay BNP Paribas<br />

Luxembourg the countervalue of the Parvest shares, if the<br />

provisional attachments on these Parvest shares are not lifted<br />

prior to June 30, 2007.<br />

BAN has lodged an appeal against the decision of the court<br />

of appeals of Luxembourg before the supreme court (cour de<br />

cassation).<br />

8. Provisions and impairments<br />

On December 31, <strong>2006</strong>, the exposure of <strong>Dexia</strong> Bank on the<br />

outstanding claims relating to credit facilities granted in the<br />

Lernout & Hauspie file amounts to some EUR 101 million (see<br />

paragraphs 1, 2 and 7). On the same date impairments for the<br />

Lernout & Hauspie file have recorded for a total amount of<br />

some EUR 90 million. <strong>Dexia</strong> Bank expects to be able to recover<br />

the difference in view of the securities provided.<br />

The relevant provisions have been charged to the <strong>2006</strong> financial<br />

statements in order to cover the residual risks linked to the<br />

US cases for which no settlement has been concluded, as well<br />

as for costs and legal fees related to the whole of the L&H procedures<br />

mentioned in paragraphs 1 to 6 above. <strong>Dexia</strong> strongly<br />

challenges the validity and the merits of all these claims.<br />

<strong>Dexia</strong> does not disclose<br />

• the amount of the provisions relating to the LHSP US legal<br />

proceedings for which as yet no settlement has been concluded<br />

and<br />

• the settlement amount reached with Stonington, mentioned<br />

below in paragraph 5.2.2. <strong>Dexia</strong> believes that to do so could<br />

seriously prejudice the out<strong>com</strong>e of the still pending LHSP legal<br />

proceedings.<br />

7. Banque Artesia Nederland<br />

In October <strong>2006</strong>, <strong>Dexia</strong> Bank sold its affiliated <strong>com</strong>pany Banque<br />

Artesia Nederland (BAN). In the context of this operation, it<br />

has been agreed, in essence, that <strong>Dexia</strong> Bank will bear the<br />

financial consequences of the LHSP matter for BAN, capped at<br />

an amount equal to the price paid by the purchaser.<br />

226 |<br />

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4.5. STATEMENT OF INCOME<br />

4.5.1. Operating in<strong>com</strong>e<br />

Other operating in<strong>com</strong>e relates to the recovery of general<br />

costs (EUR 0.2 million).<br />

Miscellaneous services and other goods increased by<br />

EUR 28.9 million to EUR 82.9 million.<br />

This item includes fees paid to consultants, experts, auditors<br />

and Group subsidiaries for their services, which amounted<br />

to EUR 52.1 million against EUR 31.4 million in 2005. The<br />

increase of fees is principally associated with the services provided<br />

by Group subsidiaries. The fees are also due for guidance<br />

and control tasks carried out by corporate teams from<br />

the <strong>Dexia</strong> Group in particular within the context of Basel II.<br />

The <strong>Dexia</strong> Corporate University, which is intended to develop<br />

top-level training programs for members of staff of the entire<br />

<strong>Dexia</strong> Group generated a cost of EUR 1.6 million. Logistics<br />

costs (leasing of premises, tele<strong>com</strong>munications, travel, supplies)<br />

totaled EUR 21.9 million <strong>com</strong>pared with EUR 14.4 million<br />

in 2005, that growth being linked to the evolution of<br />

the <strong>Dexia</strong> SA workforce. Printing and advertising costs linked<br />

to corporate publications were EUR 4.4 million <strong>com</strong>pared to<br />

EUR 4.6 million in 2005. The subscription paid to the Banking,<br />

Finance and Insurance Commission stood at EUR 1 million in<br />

<strong>2006</strong> whilst <strong>com</strong>pensation paid to members of the Board of<br />

Directors was stable at EUR 1.9 million.<br />

The average number of persons directly employed by <strong>Dexia</strong><br />

rose from 118 to 177, a trend which explained the increase<br />

in payroll and social contributions from EUR 24.8 million to<br />

EUR 36.1 million.<br />

Members of staff benefit from a supplementary retirement<br />

and survival pension scheme for which both employers and<br />

staff premiums have been paid to a group insurance. Some<br />

members of the Management Board also benefit from a supplementary<br />

scheme as defined by article 39 of the French CGI,<br />

the contributions for which are paid to an external insurance<br />

<strong>com</strong>pany.<br />

Amortization of formation expenses represented EUR 3.2 million,<br />

amortization of intangible fixed assets EUR 1.2 million<br />

and depreciation of tangible fixed assets EUR 0.6 million.<br />

Interest paid and due in relation to the loans granted by<br />

Group entities totaled EUR 152.4 million. Financial charges<br />

relating to the currency interest rate swap with <strong>Dexia</strong> Crédit<br />

Local were EUR 7.8 million and other interest charges were<br />

EUR 0.8 million.<br />

Other financial charges were mainly <strong>com</strong>posed of <strong>com</strong>missions<br />

linked to the payment of dividends by payment organizations,<br />

which are <strong>Dexia</strong> Bank, ING, <strong>Dexia</strong> BIL and Caceis<br />

(EUR 4.3 million), the cost of fiduciary services (EUR 0.2 million).<br />

The depreciation of the dollar against the euro gave rise<br />

to a negative conversion difference associated with the revaluation<br />

of loans granted in dollars (EUR 56 million).<br />

4.5.3. Exceptional in<strong>com</strong>e<br />

Regarding the site in Paris, exceptional depreciations were<br />

made in 2004 with a view to planned moves. In fact, it<br />

occurred that some of the assets depreciated could be used<br />

again in the new premises in the <strong>Dexia</strong> Tower – CBX, a depreciation<br />

recovery was therefore made in the amount of EUR<br />

0.2 million.<br />

The transfer of the registered office to the <strong>Dexia</strong> Tower in Brussels<br />

gave rise to an exceptional depreciation of EUR 0.1 million<br />

on audiovisual installations and equipment which could not<br />

be transferred to the new premises.<br />

4.5.4. Corporate in<strong>com</strong>e tax<br />

The corporate tax charge relates to a provision for fiscal<br />

charges (EUR 1 million) (see section 4.3.5. provision for fiscal<br />

charges).<br />

Proceeds from foreign in<strong>com</strong>e taxes are explained by the fact<br />

that the permanent establishment in Paris is the head of the<br />

tax consolidation group in France. The tax savings realized by<br />

the tax consolidation group are recorded in the financial statements<br />

of the permanent establishment and considered as an<br />

immediate gain (EUR 25 million). In addition, the registered<br />

office made a tax regularization relating to in<strong>com</strong>e in 2004 for<br />

an amount of EUR 0.1 million.<br />

4.5.5. Net in<strong>com</strong>e for the year<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

4.5.2. Financial results<br />

Financial in<strong>com</strong>e from financial assets included the dividends<br />

paid by Group entities (EUR 1,395.3 million) as well as interest<br />

received and earned for subordinated loans (EUR 171.1<br />

million).<br />

In<strong>com</strong>e from current assets included the interest generated<br />

by the currency swap contracted with <strong>Dexia</strong> Crédit Local<br />

(EUR 4.2 million), proceeds from tax deferred advances<br />

(EUR 0.8 million) and in<strong>com</strong>e from money-market investments<br />

(EUR 8.9 million). The subordinated loan granted to Kempen<br />

& Co produced EUR 1.5 million in interest.<br />

Other financial results <strong>com</strong>e from a hedge transaction in an<br />

amount of EUR 3.9 million and positive exchange differences<br />

realized on the repayment of loans expressed in dollars as<br />

a consequence of the depreciation of the dollar against the<br />

euro (EUR 56 million).<br />

Net in<strong>com</strong>e for <strong>2006</strong> totaled EUR 1,317.7 million.<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 227


4.6. STATEMENT OF FORMATION EXPENSES<br />

(in thousands of EUR)<br />

Amounts<br />

NET BOOK VALUE AS AT 31/12/05 4,353<br />

Movements during the period:<br />

- New expenses incurred & expenses of capital increase 6,728<br />

- Amortization (3,160)<br />

NET BOOK VALUE AS AT 31/12/06 7,921<br />

Detailing: expenses of formation or capital increase 7,921<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

4.7. STATEMENT OF INTANGIBLE ASSETS (LICENCES)<br />

(in thousands of EUR)<br />

Amounts<br />

ACQUISITION COST AS AT 31/12/05 4,102<br />

Movements during the period:<br />

- Acquisitions, including produced fixed assets 1,522<br />

ACQUISITION COST AS AT 31/12/06 5,624<br />

AMORTIZATION AND AMOUNTS WRITTEN DOWN AS AT 31/12/05 2,267<br />

Movements during the period:<br />

- Recorded 1,158<br />

AMORTIZATION AND AMOUNTS WRITTEN DOWN AS AT 31/12/06 3,425<br />

NET BOOK VALUE AS AT 31/12/06 2,199<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

4.8. STATEMENT OF TANGIBLE FIXED ASSETS<br />

Plant, Furniture Other Assets under<br />

machinery and tangible contruction and<br />

(in thousands of EUR) and equipment vehicles assets advance payments<br />

ACQUISITION COST AS AT 31/12/05 1,071 6,414 3,142 3<br />

Movements during the period:<br />

- Acquisitions 158 1,522 12 0<br />

- Sales and disposals (11) (10) 0 0<br />

- Transfers from one heading to another 3 0 0 (3)<br />

ACQUISITION COST AS AT 31/12/06 1,221 7,926 3,154 0<br />

DEPRECIATION AS AT 31/12/05 837 4,910 3,005 0<br />

Movements during the period:<br />

- Recorded 134 531 49 0<br />

- Written back because surplus 0 (195) 0 0<br />

- Canceled due to sales and disposals (10) (6) 0 0<br />

DEPRECIATION AS AT 31/12/06 961 5,240 3,054 0<br />

NET BOOK VALUE AS AT 31/12/06 260 2,686 100 0<br />

228 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


4.9. STATEMENT OF FINANCIAL FIXED ASSETS<br />

1. Participating interests and shares<br />

(in thousands of EUR)<br />

Amounts<br />

ACQUISITION COST AS AT 31/12/05 16,606,614<br />

Movements during the period:<br />

- Acquisitions 1,821,948<br />

ACQUISITION COST AS AT 31/12/06 18,428,562<br />

AMOUNTS WRITTEN DOWN AS AT 31/12/05 76,256<br />

- Recorded 0<br />

AMOUNTS WRITTEN DOWN AS AT 31/12/06 76,256<br />

NET BOOK VALUE AS AT 31/12/06 18,352,306<br />

2. Amounts receivable<br />

1. Affiliated 2. With<br />

(in thousands of EUR) participation link<br />

NET BOOK VALUE AS AT 31/12/05 3,635,977 0<br />

Movements during the period:<br />

- Additions 170,000 10<br />

- Repayments<br />

- Exchange differences (225,236) 0<br />

NET BOOK VALUE AS AT 31/12/06 3,580,741 10<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 229


4.10. SHARE IN THE CAPITAL AND OTHER RIGTS IN OTHER COMPANIES<br />

List of both enterprises in which the enterprise holds a participating interest, and other enterprises in which the enterprise holds rights in the<br />

amount of at lease 10% of the capital issued.<br />

Information from the most recent period<br />

Name, full address Shares for which annual accounts are available<br />

of the registered office and for held by the via Primary Monetary Capital and Net<br />

the enterprise governed enterprise subsidiaries financial unit reserves result<br />

by Belgian law, the (directly) statement (+) or (-) (in thousand<br />

<strong>com</strong>pany number Number % % of monetary unit)<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

<strong>Dexia</strong> Banque SA<br />

Boulevard Pachéco 44<br />

B-1000 Brussels<br />

BE 0403.201.185<br />

Common shares 359,412,609 100.00 31/12/05 EUR 2,947,236 715,850<br />

<strong>Dexia</strong> Crédit Local SA<br />

7-11, quai André Citroën<br />

F-75015 Paris<br />

Common shares 87,045,744 100.00 31/12/05 EUR 2,829,132 424,908<br />

<strong>Dexia</strong> Banque Internationale<br />

à Luxembourg SA<br />

69, route d’Esch<br />

L-2953 Luxembourg<br />

Common shares 1,163,720 57.68 42.26 31/12/05 EUR 1,245,813 122,433<br />

<strong>Dexia</strong> Holding Incorporated<br />

Park Avenue 350<br />

US-New York, NY 10022<br />

Common shares 1 10.00 90.00 31/12/05 USD 2,769,402 78,155<br />

<strong>Dexia</strong> Nederland Holding NV<br />

Beethovenstraat 300<br />

NL-1077 WZ Amsterdam<br />

Common shares 50,000 100.00 31/12/05 EUR 438,340 57,733<br />

<strong>Dexia</strong> Management Services Ltd<br />

Tuffon Street Westminster 55<br />

UK-London SW1P 3QF<br />

Common shares 10,000 100.00 31/12/05 GBP 78 7<br />

<strong>Dexia</strong> Employee Benefits SA<br />

Avenue Livingstone 6<br />

B-1000 Brussels<br />

BE 0866.161.005<br />

Common shares 9,999 99.99 0.01 31/12/05 EUR 294 (706)<br />

<strong>Dexia</strong> Participation Luxembourg SA<br />

69, route d’Esch<br />

L-2953 Luxembourg<br />

Common shares 25,759 99.99 0.01 31/12/05 EUR 1,279,031 14<br />

<strong>Dexia</strong> Financière SA<br />

Boulevard Pachéco 44<br />

B-1000 Brussels<br />

BE 0479.551.271<br />

Common shares 6,780,866 8.42 91.58 31/12/05 EUR 93,879 830<br />

<strong>Dexia</strong> Habitat SA<br />

7 à 11, quai André Citroën<br />

F-75901 Paris, France<br />

Common shares 187,494 100.00 31/12/05 EUR 2,968 (16)<br />

<strong>Dexia</strong> Participation Belgique SA<br />

Place Rogier, 11<br />

B-1210 Brussels<br />

BE 0882.068.708<br />

Common shares 95 95.00 5.00<br />

<strong>Dexia</strong> Funding Luxembourg SA<br />

69, Route d’ Esch<br />

L-2953 Luxembourg<br />

Common shares 31 100.00<br />

Associated <strong>Dexia</strong> Technology Services<br />

69, Route d’ Esch<br />

L-2953 Luxembourg<br />

Common shares 1,493 99.53 0.47<br />

230 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


4.11. INVESTMENTS: OTHER INVESTMENTS AND DEPOSITS<br />

(in thousands of EUR)<br />

Previous<br />

period<br />

Period<br />

Term deposits with credit institutions<br />

falling due: 274,850 271,700<br />

- Within one month 274,850 271,700<br />

- Between one month and one year<br />

Other investments not yet shown above 89 79<br />

4.12. DEFERRED CHARGES AND ACCRUED INCOME<br />

(in thousands of EUR)<br />

Period<br />

Deferred charges 736<br />

Accrued in<strong>com</strong>e: interest 46,005<br />

4.13. STATEMENT OF CAPITAL<br />

A. Issued capital<br />

(in thousands of EUR)<br />

Amounts<br />

of shares<br />

Number<br />

Issued capital as at 31/12/05 4,887,585<br />

Changes during the period:<br />

- Capital increase for staff<br />

and employees of <strong>Dexia</strong> Group 37,195 8,265,504<br />

- Exercise of warrants for Group staff 33,166 7,370,345<br />

- Capital increase 279,793 62,176,166<br />

ISSUED CAPITAL AS AT 31/12/06 5,237,739<br />

B. Structure of the capital<br />

Amounts<br />

(in thousands of EUR)<br />

Number<br />

of shares<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

Different categories of shares:<br />

• Shares without indication of nominal value, each representing<br />

1/1,163,184,325 of the issued capital 5,237,739 1,163,184,325<br />

• Registered shares and bearer shares:<br />

- Registered 359,271,947<br />

- Bearer 803,912,378<br />

C. Own shares held by:<br />

Amount of<br />

capital<br />

(in thousands of EUR)<br />

Number of<br />

shares<br />

- The <strong>com</strong>pany itself 0 0<br />

- Its direct subsidiaries 2,157 479,340<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 231


D. Commitments to issue shares<br />

Amount<br />

of capital<br />

(in thousands of EUR)<br />

Number<br />

of shares<br />

Following the exercising of subscription rights:<br />

- Number of outstanding subscription rights 0 58,462,872<br />

- Amount of capital to be subscribed 263,083 0<br />

- Maximum number of shares to be issued 0 58,462,872<br />

RAPPORT DE GESTION<br />

E. Amount of authorized capital, not issued<br />

(in thousands of EUR)<br />

F. Shares issued, not representing capital<br />

Number of shares<br />

Amounts<br />

4,607,707<br />

Voting right<br />

attached thereto<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

Whereof:<br />

- Held by the <strong>com</strong>pany itself 0 0<br />

- Held by its subsidiaries 0 0<br />

4.14. ANALYSIS BY CURRENT PORTIONS OF AMOUNTS INITIALLY PAYABLE AFTER MORE THAN<br />

ONE YEAR<br />

(in thousands of EUR)<br />

not more than between one over five years<br />

one year<br />

and<br />

five years<br />

Financial debts 0 0 200,000<br />

5. Other loans 0 0 200,000<br />

Trade debts 0 0 0<br />

Advance payments received on contracts in progress 0 0 0<br />

Other amounts payable 0 0 0<br />

TOTAL 0 0 200,000<br />

4.15. AMOUNTS PAYABLE FOR TAXES, REMUNERATION AND SOCIAL SECURITY<br />

(in thousands of EUR) Period<br />

Taxes<br />

a) Expired taxes payable 0<br />

b) Non-expired taxes payable 1,279<br />

c) Estimated taxes payable 0<br />

Remuneration and social security<br />

a) Amounts due to the National Office of Social Security 0<br />

b) Other amounts payable relating to remuneration and social security 9,200<br />

232 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


4.16. ACCRUED CHARGES AND DEFERRED INCOME<br />

(in thousands of EUR) Period<br />

Accrued charges: interest 41,759<br />

Accrued charges: general operating expense 773<br />

4.17. OPERATING RESULTS<br />

Previous period<br />

Period<br />

Other operating in<strong>com</strong>e (in thousands of EUR)<br />

Whereof: the total amount of subsidies and <strong>com</strong>pensatory amounts obtained from public authorities 0 0<br />

Employees recorded in the personnel register<br />

a) Total number at the closing date 134 207<br />

b) Average number of employees in full-time equivalents 110.8 161.9<br />

c) Number of actual working hours 194,038 252,134<br />

Personnel charges (in thousands of EUR)<br />

a) Remuneration and direct social benefits 14,905 23,768<br />

b) Employers’ social security contribution 4,414 6,845<br />

c) Employers’ premium for extra statutory insurance 5,397 5,054<br />

d) Other personnel charges 77 397<br />

e) Pensions 0 0<br />

Provisions for liabilities and charges (in thousands of EUR)<br />

Increases 8,700 4,090<br />

Decreases (250) (1,603)<br />

Other operating charges (in thousands of EUR)<br />

Taxes related to operations 404 395<br />

Other charges 14 21<br />

Hired temporary staff and persons placed at the disposal of the enterprise<br />

a) Total number at the closing date 0 1<br />

b) Average number of employees in full-time equivalents 0.1 0.4<br />

c) Number of actual working hours 91 678<br />

d) Charges to the enterprise (in thousands of EUR) 2 24<br />

4.18. INCOME TAXES<br />

(in thousands of EUR) Exercice<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

Detail of heading X.A.<br />

In<strong>com</strong>e taxes of the current period 0<br />

a) Taxes and withholding taxes due or paid 31<br />

b) Excess of in<strong>com</strong>e tax prepayments and withholding taxes capitalised (31)<br />

c) Estimated additional taxes recorded under assets 0<br />

In<strong>com</strong>e taxes on previous periods 1,021<br />

a) Additional charges for in<strong>com</strong>e taxes due or paid 18<br />

b) Additional charges for in<strong>com</strong>e taxes estimated or provided for 1,003<br />

Taxes of the current period that are materially affected by differences between<br />

the profit before taxes and the estimated taxable profit<br />

Definitively taxed in<strong>com</strong>e 1,325,497<br />

Tax integration in France<br />

PM<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 233


4.19. OTHER TAXES AND TAXES BORNE BY THIRD PARTIES<br />

(in thousands of EUR) Previous period Period<br />

Total amount of value added tax, turnover taxes and special taxes charged during the period:<br />

1. To the enterprise (deductible) 0 0<br />

2. By the enterprise 0 15<br />

Amounts retained on behalf of third parties for:<br />

1. Payroll withholding taxes 5,615 8,796<br />

2. Withholding taxes on investment in<strong>com</strong>e 105,064 112,610<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

4.20. RIGHTS AND COMMITMENTS NOT ACCRUED IN THE BALANCE SHEET<br />

(in thousands of EUR)<br />

Exercice<br />

Personal guarantees, given or irrevocably promised by the enterprise,<br />

as security parties’ debts or <strong>com</strong>mitments 500,030<br />

Whereof:<br />

- Maximum amount for which other debts or <strong>com</strong>mitments of third parties are guaranteed 500,030<br />

Forward contracts:<br />

- Goods purchases ( to be received) 0<br />

- Goods sold ( to be delivered) 0<br />

- Currencies purchased ( to be received) 141,169<br />

- Currencies sold ( to be delivered) 101,907<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

234 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


5. FINANCIAL RELATIONSHIPS<br />

5.1. FINANCIAL RELATIONSHIPS WITH DIRECTORS<br />

The amount of direct and indirect remuneration and pensions, included in the in<strong>com</strong>e statement, as long as the disclosure does<br />

not concern exclusively or mainly, the situation of a single identifiable person.<br />

To the directors (in thousands of EUR) 5,041<br />

5.2. DERIVATES NOT MEASURED AT FAIR VALUE<br />

In this case an estimate of the fair value of financial derivates not measured at fair value with indication about the nature and<br />

the volume of the instruments.<br />

(in thousands of EUR)<br />

Currency interest rate swap : 1 contract 32,478<br />

RAPPORT DE GESTION<br />

5.3. RELATIONSHIPS WITH AFFILIATED ENTERPRISES AND ENTERPRISES LINKED BY PARTICIPATING<br />

INTERESTS<br />

Affiliated enterprises<br />

(in thousands of EUR) Previous period Period<br />

FINANCIAL FIXED ASSETS 20,166,335 21,933,047<br />

Investments 16,530,358 18,352,306<br />

Amounts receivable:<br />

- Subordinated 3,635,977 3,580,741<br />

- Others 0 0<br />

AMOUNTS RECEIVABLE 36,619 43,446<br />

After one year 36,599 43,052<br />

Within one year 20 394<br />

CURRENT INVESTMENTS 274,850 271,700<br />

Shares 0 0<br />

Amounts receivable 274,850 271,700<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

AMOUNTS PAYABLE 1,467,878 3,503,873<br />

After one year 1,459,373 200,000<br />

Within one year 8,505 3,303,873<br />

PERSONAL GUARANTEES 0 500,000<br />

Provided or irrevocably promised by the enterprise, as security<br />

for debts or <strong>com</strong>mitments of affiliated enterprises 0 500,000<br />

OTHER SUBSTANTIAL FINANCIAL COMMITMENTS 0 227,756<br />

FINANCIAL RESULTS<br />

From financial fixed assets 1,683,894 1,566,423<br />

From current assets 9,927 13,871<br />

Other financial in<strong>com</strong>e 0 0<br />

From interests and debts 110,558 160,214<br />

Other financial charges 3,121 4,157<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 235


6. SOCIAL REPORT<br />

6.1. STATEMENT OF THE PERSONS EMPLOYED<br />

A. Employees recorded in the personnel register in Belgium<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

Full-time Part-time Total (T) or total Total (T) or total<br />

(period) (period) full-time full-time<br />

1. During the period and equivalents (FTE) equivalents (FTE)<br />

during the previous period (period) (previous period)<br />

Average number of employees 142.8 26.9 161.9 (FTE) 110.8 (FTE)<br />

Number of actual working hours 219,546 32,588 252,134 (T) 194,038 (T)<br />

Personnel charges (in thousands of EUR) 20,046 7,674 27,720 (T) 17,132 (T)<br />

Amount of the benefits in<br />

addition to wages (in thousands of EUR) 177 (T) 113 (T)<br />

Full-time Part-time Total of full-time<br />

2. As at the closing date of the period equivalents<br />

a. Number of employees recorded in the personnel register 179 28 198.9<br />

b. By nature of the employment contract<br />

Contract of unlimited duration 176 28 195.9<br />

Contract of limited duration 3 3.0<br />

Contract of replacement<br />

c. By sex<br />

Male 118 16 129.2<br />

Female 61 12 69.7<br />

d. By professional category<br />

Management personnel 30 13 39.3<br />

Employees 149 15 159.6<br />

B. Hired temporary staff and persons placed at the disposal of the enterprise during the period<br />

Temporary personnel Persons placed at<br />

the disposal of<br />

3. During the period the enterprise<br />

Average number of personnel employed 0.4 0<br />

Number of actual working hours 678 0<br />

Charges to the enterprise (in thousands of EUR) 24 0<br />

236 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


6.2. LIST OF PERSONNEL MOVEMENTS DURING THE PERIOD<br />

A. Entrants<br />

During the period<br />

Full-time Part-time Total of full-time<br />

equivalents<br />

a. Number of employed persons recorded 93 6 97.8<br />

in the personnel register during the period<br />

b. By nature of the employment contract<br />

Contract of unlimited duration 90 6 94.8<br />

Contract of limited duration 3 3.0<br />

c. By sex and level of education<br />

Male: secondary education 6 0 6.0<br />

higher non-university education 10 1 10.8<br />

university education 44 0 44.0<br />

Female: secondary education 2 0 2.0<br />

higher non-university education 16 0 16.0<br />

university education 15 5 19.0<br />

RAPPORT DE GESTION<br />

B. Leavers<br />

During the period<br />

Full-time Part-time Total of full-time<br />

equivalents<br />

a. Number of employed persons of which the date of termination of the<br />

contract has been recorded in the personnel register during the period 25 1 25.5<br />

b. By nature of the employment contract<br />

Contract of unlimited duration 17 1 17.5<br />

Contract of limited duration 8 0 8.0<br />

c. By sex and level of education<br />

Male: secondary education 0 0 0<br />

higher non-university education 0 0 0<br />

university education 13 1 13.5<br />

Female: secondary education 0 0 0<br />

higher non-university education 5 0 5.0<br />

university education 7 0 7.0<br />

d. By reason of termination of contract<br />

Retirement 1 0 1.0<br />

Dismissal 5 0 5.0<br />

Other reason 19 1 19.5<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 237


6.3. STATEMENT CONCERNING THE IMPLEMENTATION OF MEASURES STIMULATING<br />

EMPLOYMENT DURING THE PERIOD<br />

EMPLOYMENT PROMOTION MEASURES<br />

Number of employed persons involved<br />

Amount of<br />

Number In full-time the advantage<br />

equivalents (in thousands of EUR)<br />

RAPPORT DE GESTION<br />

1. Measures <strong>com</strong>prising a financial profit<br />

Structural reduction of social security contributions 228 224.9 868<br />

2. Other measures<br />

Reduction of personal social security contributions<br />

to low paid employees 12 11.3 0<br />

NUMBER OF EMPLOYEES INVOLVED IN ONE OR MORE MEASURES STIMULATING EMPLOYMENT:<br />

TOTAL FOR THE PERIOD 228 224.9<br />

TOTAL FOR THE PREVIOUS PERIOD 137 130.8<br />

COMPTES CONSOLIDÉS<br />

6.4. INFORMATION ON TRAINING FOR EMPLOYED PERSONS DURING THE PERIOD<br />

Total of initiatives of employees training at the expense of the employer Male Female<br />

Number of employees involved 74 46<br />

Number of training hours 1,885 1,224<br />

Costs for the enterprise (in thousands of EUR) 386 251<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

238 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


BOARD OF STATUTORY AUDITORS’<br />

REPORT TO THE GENERAL SHAREHOLDERS’<br />

MEETING ON THE ANNUAL ACCOUNTS<br />

OF THE COMPANY DEXIA SA<br />

AS OF AND FOR THE YEAR ENDED<br />

DECEMBER 31, <strong>2006</strong><br />

As required by law and the <strong>com</strong>pany’s articles of association,<br />

we <strong>report</strong> to you in the context of our appointment as<br />

statutory auditors. This <strong>report</strong> includes our opinion on the<br />

annual accounts and the required additional disclosures and<br />

information.<br />

UNQUALIFIED OPINION ON THE ANNUAL<br />

ACCOUNTS, WITH EXPLANATORY PARAGRAPH<br />

We have audited the annual accounts of <strong>Dexia</strong> SA as of and for<br />

the year ended December 31, <strong>2006</strong>, prepared in accordance<br />

with the financial <strong>report</strong>ing framework applicable in Belgium,<br />

and which show a balance sheet total of EUR 22,372,664 (000)<br />

and a profit for the year of EUR 1,317,719 (000).<br />

The <strong>com</strong>pany’s Board of Directors is responsible for the preparation<br />

of the annual accounts. This responsibility includes:<br />

designing, implementing and maintaining internal control<br />

relevant to the preparation and fair presentation of annual<br />

accounts that are free from material misstatement, whether<br />

due to fraud or error; selecting and applying appropriate<br />

accounting policies; and making accounting estimates that<br />

are reasonable in the circumstances.<br />

Our responsibility is to express an opinion on these annual<br />

accounts based on our audit. We conducted our audit in<br />

accordance with the legal requirements applicable in Belgium<br />

and with Belgian auditing standards, as issued by the “Institut<br />

des Reviseurs d’Entreprises/Instituut der Bedrijfsrevisoren”.<br />

Those auditing standards require that we plan and perform<br />

the audit to obtain reasonable assurance about whether the<br />

annual accounts are free of material misstatement.<br />

In accordance with the auditing standards referred to above,<br />

we have carried out procedures to obtain audit evidence<br />

about the amounts and disclosures in the annual accounts.<br />

The selection of these procedures is a matter for our judgment,<br />

as is the assessment of the risk that the annual<br />

accounts contain material misstatements, whether due to<br />

fraud or error. In making those risk assessments, we have<br />

considered the <strong>com</strong>pany’s internal control relating to the<br />

preparation and fair presentation of the annual accounts,<br />

in order to design audit procedures that were appropriate<br />

in the circumstances, but not for the purpose of expressing<br />

an opinion on the effectiveness of the <strong>com</strong>pany’s internal<br />

control. We have also evaluated the appropriateness of the<br />

accounting policies used and the reasonableness of accounting<br />

estimates made by management, as well as the presentation<br />

of the annual accounts taken as a whole. Finally,<br />

we have obtained from the Board of Directors and <strong>com</strong>pany<br />

officials the explanations and information necessary for our<br />

audit. We believe that the audit evidence we have obtained<br />

provides a reasonable basis for our opinion.<br />

In our opinion, the annual accounts give a true and fair view<br />

of the <strong>com</strong>pany’s net worth and financial position as of<br />

December 31, <strong>2006</strong> and of its results for the year then ended<br />

in accordance with the financial <strong>report</strong>ing framework applicable<br />

in Belgium.<br />

Without amending our unqualified opinion, we nevertheless<br />

draw the attention to the part of the management <strong>report</strong><br />

describing some legal disputes with regard to the share leasing<br />

in the Netherlands, the final out<strong>com</strong>e of which is uncertain<br />

at this moment, and to the note to the annual accounts<br />

mentioning the engagement of the <strong>com</strong>pany towards <strong>Dexia</strong><br />

Bank Nederland.<br />

ADDITIONAL REMARKS AND INFORMATION<br />

The <strong>com</strong>pany’s Board of Directors is responsible for the preparation<br />

and content of the management <strong>report</strong>, and for ensuring<br />

that the <strong>com</strong>pany <strong>com</strong>plies with the Companies’ Code<br />

and the <strong>com</strong>pany’s articles of association.<br />

Our responsibility is to include in our <strong>report</strong> the following<br />

additional remarks and information, which do not have any<br />

effect on our opinion on the annual accounts:<br />

• the management <strong>report</strong> deals with the information required<br />

by the law and is consistent with the annual accounts. However,<br />

we are not in a position to express an opinion on the<br />

description of the principal risks and uncertainties facing the<br />

<strong>com</strong>pany, the state of its affairs, its foreseeable development<br />

or the significant influence of certain events on its future<br />

development. Nevertheless, we can confirm that the information<br />

provided is not in obvious contradiction with the information<br />

we have acquired in the context of our appointment;<br />

• without prejudice to certain formal aspects of minor importance,<br />

the accounting records are maintained in accordance<br />

with the legal and regulatory requirements applicable in<br />

Belgium;<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 239


• there have been no transactions undertaken or decisions<br />

taken in breach of the <strong>com</strong>pany’s statutes or the Companies’<br />

Code such as we would be obliged to <strong>report</strong> to you. The<br />

appropriation of results proposed to the general meeting is in<br />

accordance with the relevant requirements of the law and the<br />

<strong>com</strong>pany’s articles of association;<br />

• in accordance with article 523 of the Companies’ Code,<br />

we are also required to <strong>report</strong> to you on the capital impacts<br />

of the decisions of the Board of Directors of March 2, <strong>2006</strong><br />

relating to the remuneration of the representative director<br />

and the president of the Board of Directors, in which regard<br />

we have been informed of a conflict of interest. The information<br />

pertaining to these decisions is included in the management<br />

<strong>report</strong> within the section relating to the remuneration of<br />

the Board of Directors and the Management Committee. We<br />

are of the opinion that this disclosure is adequate to inform<br />

the shareholders about the capital impacts for the <strong>com</strong>pany<br />

of these decisions.<br />

RAPPORT DE GESTION<br />

Brussels, March 28, 2007<br />

Board of Statutory Auditors,<br />

PricewaterhouseCoopers<br />

Mazars & Guérard<br />

Reviseurs d’Entreprises SCCRL,<br />

Reviseurs d’Entreprises SCCRL,<br />

Represented by<br />

Represented by<br />

R. Peirce X. Doyen<br />

COMPTES CONSOLIDÉS<br />

(free translation)<br />

ANNUAL<br />

FINANCIAL STATEMENTS<br />

240 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


ADDITIONAL<br />

INFORMATION<br />

CORPORATE OBJECT<br />

Article 3 of the Articles of Association reads as follows:<br />

“The <strong>com</strong>pany has the object, both in Belgium and in other<br />

countries, of:<br />

GENERAL DATA<br />

NAME<br />

The <strong>com</strong>pany is called “<strong>Dexia</strong>”.<br />

REGISTERED OFFICE<br />

The registered office of the <strong>com</strong>pany is in Belgium at Place Rogier<br />

11, 1210 Brussels (RPM Brussels VAT BE 0458.548.296).<br />

LEGAL FORM, INCORPORATION, DURATION<br />

The <strong>com</strong>pany is a limited <strong>com</strong>pany under Belgian law that<br />

makes a public appeal for investment. It was incorporated on<br />

July 15, 1996 for an indefinite period. The <strong>com</strong>pany has two<br />

permanent offices located in France and in Luxembourg.<br />

1. the acquisition, holding, management and sale, by whatever<br />

means, of all equity interests in <strong>com</strong>panies or any other<br />

legal entities, whatever their legal form, existing or to be created,<br />

which operate as credit institutions, insurance or reinsurance<br />

<strong>com</strong>panies or which carry on financial, industrial,<br />

<strong>com</strong>mercial or civil, administrative or technical activities, as<br />

well as all types of shares, bonds, public funds and any other<br />

financial instruments of whatever nature;<br />

2. the provision of assistance or administrative, <strong>com</strong>mercial<br />

and financial services and ac<strong>com</strong>plishment of all research on<br />

behalf of third parties and in particular on behalf of <strong>com</strong>panies<br />

and other legal entities, whatever their legal form, in<br />

which it holds a direct or indirect equity interest, as well as<br />

the provision of loans, advances, guarantees or securities, in<br />

whatever form;<br />

3. the conducting of all movable property, real property, financial,<br />

industrial, <strong>com</strong>mercial or civil transactions including the<br />

acquisition, management, leasing and sale of all movable<br />

and real property, related directly or indirectly to the realization<br />

of its corporate object or likely to contribute to such<br />

realization.”<br />

PLACES WHERE THE PUBLIC MAY CONSULT<br />

DOCUMENTS<br />

The Articles of Association of the <strong>com</strong>pany are available at the<br />

office of the Clerk to the Commercial Court of Brussels and at<br />

the <strong>com</strong>pany’s registered office.<br />

The annual <strong>report</strong>s as well as the annual financial statements<br />

and the consolidated financial statements are lodged with<br />

the National Bank of Belgium. These documents may also be<br />

obtained from the <strong>com</strong>pany’s registered office.<br />

Decisions in relation to appointments and resignations of<br />

members of the Board of Directors are published in the Appendix<br />

to the Belgian Gazette. Financial notices concerning the<br />

<strong>com</strong>pany are published on its website (www.dexia.<strong>com</strong>). The<br />

convocations to shareholders’ meetings are published on the<br />

website and in the financial newspapers, the daily press and<br />

periodicals.<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

INFORMATIONS<br />

COMPLÉMENTAIRES<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 241


DEXIA IN THE WORLD<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

INFORMATIONS<br />

COMPLÉMENTAIRES<br />

Adinfo<br />

Boulevard Pachéco 44<br />

B-1000 Brussels<br />

Phone: + 32 2 222 81 74<br />

Fax: + 32 2 222 24 37<br />

www.adinfo.be<br />

AMCC<br />

1180 NW Maple Street Suite 202<br />

Issaquah, WA 98027<br />

USA<br />

Phone: + 1 425 313 46 00<br />

Fax: + 1 425 313 10 05<br />

www.artesiamortgage.<strong>com</strong><br />

Astris Finance, LLC<br />

1001 Connecticut Avenue NW<br />

Suite 905<br />

Washington, DC 20006<br />

USA<br />

Phone: + 1 202 223 97 01<br />

Fax: + 1 202 223 43 50<br />

www.astrisfinance.<strong>com</strong><br />

Ausbil <strong>Dexia</strong><br />

Veritas House – Level 23<br />

207 Kent Street<br />

Sydney NSW 2000<br />

Australia<br />

Phone: + 61 2 925 90 200<br />

Fax: + 61 2 925 90 222<br />

www.ausbil.<strong>com</strong>.au<br />

Corona<br />

Avenue de la Métrologie 2<br />

B-1130 Brussels<br />

Phone: + 32 2 244 22 11<br />

Fax: + 32 2 216 15 15<br />

www.corona.be<br />

DenizBank<br />

Büyükdere Cad. No: 106<br />

34394 Esentepe/Istanbul<br />

Turkey<br />

Phone: + 90 212 355 08 00<br />

Fax: + 90 212 274 79 93<br />

www.denizbank.<strong>com</strong><br />

DenizBank (Austria)<br />

Karntner Ring 12<br />

A-1010 Wien<br />

Phone: + 43 1 503 93 960<br />

Fax: + 43 1 503 93 96 133<br />

www.denizbank.at<br />

DenizBank Moscow<br />

2nd Zvenigorodskaya Str. H.13,<br />

Building 42 FI. 6<br />

123022 Moscow<br />

Russia<br />

Phone: + 7 495 725 10 20<br />

Fax: + 7 495 725 10 25<br />

www.denizbank.ru<br />

<strong>Dexia</strong> Asset Management<br />

Alternative Dublin Ltd<br />

George’s Quay House<br />

43 Townsend Street<br />

IRL-Dublin 2<br />

Phone: + 353 1 613 11 20<br />

<strong>Dexia</strong> Asset Management Belgium<br />

Rue Royale 180<br />

B-1000 Brussels<br />

Phone: + 32 2 222 52 42<br />

Fax: + 32 2 222 07 07<br />

www.dexia-am.<strong>com</strong><br />

<strong>Dexia</strong> Asset Management France<br />

Washington Plaza<br />

40, rue Washington<br />

F-75408 Paris Cedex 08<br />

Phone: + 33 1 53 93 40 00<br />

Fax: + 33 1 45 63 31 04<br />

www.dexia-am.<strong>com</strong><br />

<strong>Dexia</strong> Asset Management Luxembourg<br />

283, route d’Arlon<br />

L-1150 Luxembourg<br />

Phone: + 352 254 34 31<br />

Fax: + 352 254 34 34 940<br />

www.dexia-am.<strong>com</strong><br />

<strong>Dexia</strong> Asset Management Switzerland<br />

Geneva Branch<br />

2, rue de Jargonnant<br />

CH-1207 Genève<br />

Phone: + 41 22 707 90 00<br />

Fax: + 41 22 707 90 99<br />

www.dexia-am.<strong>com</strong><br />

<strong>Dexia</strong> Asset Management Spain<br />

Madrid Branc<br />

Calle Ortega y Gasset, 26<br />

E-28006 Madrid<br />

Phone: + 34 91 360 94 75<br />

Fax: + 34 91 360 98 99<br />

www.dexia-am.<strong>com</strong><br />

<strong>Dexia</strong> Asset Management Italy<br />

Milano Branch<br />

Corso Italia 1<br />

I-20122 Milano<br />

Phone: + 39 02 31 82 83 60<br />

Fax: + 39 02 31 82 83 84<br />

www.dexia-am.<strong>com</strong><br />

<strong>Dexia</strong> Asset Management<br />

Sweden/Norway/Finland<br />

Stockholm Branch<br />

Engelbrektsplan 2<br />

PO Box 7573<br />

SE-103 93 Stockholm<br />

Phone: + 46 8 407 57 80<br />

Fax: + 46 8 407 57 01<br />

www.dexia-am.<strong>com</strong><br />

<strong>Dexia</strong> Asset Management<br />

The Netherlands<br />

Rotterdam Branch<br />

Lichtenauerlaan 102-120<br />

NL-3062 ME Rotterdam<br />

Phone: + 31 10 204 56 51<br />

Fax: + 31 10 204 58 79<br />

www.dexia-am.<strong>com</strong><br />

<strong>Dexia</strong> Asset Management Australia<br />

Ausbil <strong>Dexia</strong> Ltd<br />

Veritas House – Level 23<br />

207 Kent Street<br />

Sydney NSW 2000<br />

Australia<br />

Phone: + 61 2 9259 0200<br />

www.ausbil.<strong>com</strong>.au<br />

242 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


<strong>Dexia</strong> Asset Management Denmark /<br />

<strong>Dexia</strong> AM c/o<br />

<strong>Dexia</strong> Bank Denmark A/S<br />

Grønningen 17<br />

DK-1270 København K<br />

Phone: + 45 33 46 11 00<br />

<strong>Dexia</strong> Asset Management Bahrain<br />

Middle East Representative Office<br />

Almoayyed Tower, 21st floor<br />

Seef District – PO Box 18259<br />

Kingdom of Bahrain<br />

Phone: + 973 17 566 727<br />

<strong>Dexia</strong> Asset Management Germany<br />

<strong>Dexia</strong> Asset Management Lux SA<br />

Zweigniederlassung Deutschland<br />

An der Welle 4<br />

D-60422 Frankfurt<br />

Phone: + 49 69 7593 8823<br />

<strong>Dexia</strong> Bail<br />

1, passerelle des Reflets<br />

Tour <strong>Dexia</strong> – La Défense 2<br />

TSA 92202<br />

F-92919 La Défense Cedex<br />

Phone: + 33 1 58 58 68 08<br />

<strong>Dexia</strong> Bank Belgium<br />

Dublin Branch<br />

6 George’s Dock<br />

IRL-IFSC Dublin 1<br />

Phone: + 353 16 45 50 31<br />

Fax: + 353 18 29 15 77<br />

<strong>Dexia</strong> Bank Belgium<br />

London Branch<br />

Shackleton House, Hay’s Galleria<br />

4 Battle Bridge Lane<br />

UK-London SE1 2GZ<br />

Phone: + 44 20 7556 3060<br />

Fax: + 44 20 7556 2560<br />

<strong>Dexia</strong> Bank Denmark A/S<br />

Grønningen 17<br />

DK-1270 København K<br />

Phone: + 45 33 46 11 00<br />

Fax: + 45 33 32 42 01<br />

www.dexia-bank.dk<br />

<strong>Dexia</strong> Bank Nederland<br />

Piet Heinkade 55<br />

Postbus 808<br />

NL-1000 AV Amsterdam<br />

Phone: + 31 20 348 50 00<br />

Fax: + 31 20 348 55 55<br />

www.dexiabank.nl<br />

<strong>Dexia</strong> banka Slovensko<br />

Hodzova 11<br />

01011, Zilina<br />

Slovaquie<br />

Phone: + 421 41 51 11 101, 102<br />

Fax: + 421 41 56 21 129<br />

www.dexia.sk<br />

<strong>Dexia</strong> Bank Belgium<br />

Boulevard Pachéco 44<br />

B-1000 Brussels<br />

Phone: + 32 2 222 11 11<br />

Fax: + 32 2 222 40 32<br />

www.dexia.be<br />

www.axionweb.be<br />

<strong>Dexia</strong> Banque Internationale<br />

à Luxembourg<br />

69, route d’Esch<br />

L-2953 Luxembourg<br />

Phone: + 352 4590 1<br />

Fax: + 352 4590 2010<br />

www.dexia-bil.lu<br />

<strong>Dexia</strong> Banque Privée Suisse<br />

Beethovenstraße, 48<br />

Postfach 2192<br />

CH-8022 Zürich<br />

Phone: + 41 58 810 82 92<br />

Fax: + 41 58 810 82 71<br />

www.dexia-pb.ch<br />

<strong>Dexia</strong> BIL<br />

Singapore Branch<br />

1 Finlayson Green # 18-01<br />

Singapore 049246<br />

Phone: + 65 6 222 76 22<br />

Fax: + 65 6 536 02 01<br />

www.dexia-bil.lu<br />

<strong>Dexia</strong> CLF Banque<br />

1, passerelle des Reflets<br />

Tour <strong>Dexia</strong> – La Défense 2<br />

TSA 72200<br />

F-92919 La Défense Cedex<br />

Phone: + 33 1 44 37 45 02<br />

Fax: + 33 1 44 37 45 07<br />

<strong>Dexia</strong> CLF Régions Bail<br />

1, passerelle des Reflets<br />

Tour <strong>Dexia</strong> – La Défense 2<br />

TSA 72200<br />

F-92919 La Défense Cedex<br />

Phone: + 33 1 58 58 68 08<br />

<strong>Dexia</strong> Crediop<br />

Via Venti Settembre, 30<br />

I-00187 Roma<br />

Phone: + 39 06 47 71 1<br />

Fax: + 39 06 47 71 59 52<br />

www.dexia-crediop.it<br />

<strong>Dexia</strong> Crédit Local<br />

1, passerelle des Reflets<br />

Tour <strong>Dexia</strong> – La Défense 2<br />

TSA 72200<br />

F-92919 La Défense Cedex<br />

Phone: + 33 1 58 58 77 77<br />

Fax: + 33 1 58 58 70 00<br />

www.dexia-creditlocal.fr<br />

<strong>Dexia</strong> Crédit Local<br />

Dublin Branch<br />

6 George’s Dock<br />

IRL-IFSC Dublin 1<br />

Phone: + 353 1 670 27 00<br />

Fax: + 353 1 670 27 05<br />

<strong>Dexia</strong> Crédit Local<br />

Tokyo Branch<br />

Meiji Seimei Kan 5F 1-1<br />

Marunouchi 2-chome,<br />

Chiyoda-ku, Tokyo 100-0005<br />

Japan<br />

Phone: + 81 3 6268 4180<br />

Fax: + 81 3 6268 4185<br />

<strong>Dexia</strong> Crédit Local<br />

New York Branch<br />

445 Park Avenue<br />

New York, NY 10022<br />

USA<br />

Phone: + 1 212 515 70 00<br />

Fax: + 1 212 753 55 22<br />

www.dexia-americas.<strong>com</strong><br />

<strong>Dexia</strong> Crédit Local Asia Pacific Pty Ltd<br />

Veritas House – Level 23<br />

207, Kent Street<br />

Sydney NSW 2000<br />

Australia<br />

Phone: + 61 2 925 13 961<br />

Fax: + 61 2 925 90 222<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

INFORMATIONS<br />

COMPLÉMENTAIRES<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 243


RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

INFORMATIONS<br />

COMPLÉMENTAIRES<br />

<strong>Dexia</strong> Crédit Local Canada<br />

800 Square Victoria, Suite 1620<br />

CP 201, Montréal (Québec)<br />

Canada H4Z 1 E3<br />

Phone: + 1 514 868 1200<br />

<strong>Dexia</strong> Crédit Local Research<br />

and Development India Pvt Ltd<br />

Mercantile House, Level 10<br />

KG Marg, New Delhi 110001<br />

India<br />

Phone: + 91 11 14 35 20 805<br />

<strong>Dexia</strong> Crédit Local Portugal<br />

Estrella Office<br />

Rua Domingos Sequeira 27-5G<br />

P-1350-119 Lisboa<br />

Phone: + 351 21 395 15 16<br />

Fax: + 351 21 397 77 33<br />

<strong>Dexia</strong> Crédito Local México<br />

Torre Hemicor – Av. Insurgentes Sur # 826<br />

Colonia del Valle – Bénito Juarez<br />

3100 México DF<br />

Mexico<br />

Phone: + 55 56 87 75 45<br />

<strong>Dexia</strong> Crédits Logement<br />

Headquarters<br />

Boulevard Pachéco 44<br />

B-1000 Brussels<br />

Operations<br />

• Chaussée de Dinant 1033<br />

B-5100 Wépion<br />

Phone: + 32 81 46 82 11<br />

Fax: + 32 81 46 05 55<br />

• H. Consciencestraat 6<br />

B-8800 Roeselare<br />

Phone: + 32 51 23 21 11<br />

Fax: + 32 51 23 21 45<br />

<strong>Dexia</strong> Delaware LLC<br />

445 Park Avenue 7th Floor<br />

New York, NY 10022<br />

USA<br />

Phone: + 1 212 515 70 00<br />

Fax: + 1 212 753 55 22<br />

<strong>Dexia</strong> Éditions<br />

1, passerelle des Reflets<br />

Tour <strong>Dexia</strong> – La Défense 2<br />

TSA 92202<br />

F-92919 La Défense Cedex<br />

Phone: + 33 1 58 68 80 41<br />

<strong>Dexia</strong> Employee Benefits<br />

Avenue Livingstone 6<br />

B-1000 Brussels<br />

Phone: + 32 2 222 09 13<br />

Fax: + 32 2 222 09 14<br />

www.dexia-eb.<strong>com</strong><br />

<strong>Dexia</strong> Épargne Pension<br />

65, rue de la Victoire<br />

F-75009 Paris<br />

Phone: 0810 39 82 83<br />

www.dexia-ep.<strong>com</strong><br />

<strong>Dexia</strong> Factors<br />

Avenue Livingstone 6<br />

B-1000 Brussels<br />

Phone: + 32 2 282 66 33<br />

Fax: + 32 2 282 66 99<br />

www.dexia-factors.be<br />

<strong>Dexia</strong> Finance<br />

1, passerelle des Reflets<br />

Tour <strong>Dexia</strong> – La Défense 2<br />

TSA 92202<br />

F-92919 La Défense Cedex<br />

Phone: + 33 1 58 58 87 05<br />

<strong>Dexia</strong> Flobail<br />

1, passerelle des Reflets<br />

Tour <strong>Dexia</strong> – La Défense 2<br />

TSA 92202<br />

F-92919 La Défense Cedex<br />

Phone: + 33 1 58 58 68 08<br />

<strong>Dexia</strong> Insurance Belgium<br />

Avenue Livingstone 6<br />

B-1000 Brussels<br />

Phone: + 32 2 286 61 11<br />

Fax: + 32 2 286 15 15<br />

www.dvvlap.be<br />

<strong>Dexia</strong> Investment Company<br />

Boulevard Pachéco 44<br />

B-1000 Brussels<br />

Phone: + 32 2 222 71 94<br />

Fax: + 32 2 285 35 48<br />

<strong>Dexia</strong> Investments Ireland<br />

6 George’s Dock<br />

IRL-IFSC Dublin 1<br />

Phone: + 353 1 645 50 00<br />

Fax: + 353 1 829 15 77<br />

www.dexia-investments.ie<br />

<strong>Dexia</strong> Kommunalbank Deutschland<br />

Charlottenstraße 82<br />

D-10969 Berlin<br />

Phone: + 49 30 25 59 8-0<br />

Fax: + 49 30 25 59 8-2 00<br />

www.dexia.de<br />

<strong>Dexia</strong> Kommunalkredit Bank AG<br />

Türkenstraße 9<br />

A-1092 Wien<br />

Phone: + 43 1 31 6 31<br />

Fax: + 43 1 31 6 31 103<br />

www.dexia-kom.<strong>com</strong><br />

<strong>Dexia</strong> Kommunalkredit Bulgaria EOOD<br />

Sofia 1000, 19 Karnigradska<br />

Bulgaria<br />

Phone: + 359 897 886 761<br />

<strong>Dexia</strong> Kommunalkredit<br />

Czech Republic a.s<br />

Karlova 27, 110 00 Praha 1<br />

Czech Republic<br />

Phone: + 420 221 146 331<br />

<strong>Dexia</strong> Kommunalkredit Hungary Kft.<br />

Horvat u. 14-24<br />

1027 Budapest<br />

Hungary<br />

Phone: + 36 1 224 76 50<br />

<strong>Dexia</strong> Kommunalkredit Polska<br />

UI. Sienna 39<br />

PL-00-121 Warszawa<br />

Phone: + 48 22 654 35 84<br />

<strong>Dexia</strong> Kommunalkredit Romania SRL<br />

42 Dorobantilor Street<br />

1st District<br />

010573 Bucuresti<br />

Romania<br />

Phone: + 40 21 619 34 07<br />

<strong>Dexia</strong> Lease Belgium<br />

Headquarters<br />

Boulevard Pachéco 44<br />

B-1000 Brussels<br />

Operations<br />

Avenue Livingstone 6<br />

B-1000 Brussels<br />

Phone: + 32 2 222 37 08<br />

Fax: + 32 2 222 37 13<br />

www.dexialease.be<br />

<strong>Dexia</strong> Lease Services<br />

Avenue Livingstone 6<br />

B-1000 Brussels<br />

Phone: + 32 2 222 38 36<br />

Fax: + 32 2 222 37 13<br />

244 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


<strong>Dexia</strong> Life & Pensions<br />

2, rue Nicolas Bové<br />

L-1253 Luxembourg<br />

Phone: + 352 262 54 41<br />

Fax: + 352 262 54 45 480<br />

www.dexia-life.<strong>com</strong><br />

<strong>Dexia</strong> Location Longue Durée<br />

22, rue des Deux Gares<br />

F-92564 Rueil-Malmaison Cedex<br />

Phone: + 33 1 57 69 55 55<br />

Fax: + 33 1 57 69 65 87<br />

www.dexia-clflease.fr<br />

<strong>Dexia</strong> Municipal Agency<br />

1, passerelle des Reflets<br />

Tour <strong>Dexia</strong> – La Défense 2<br />

TSA 92202<br />

F-92919 La Défense Cedex<br />

Phone: + 33 1 58 58 77 77<br />

Fax: + 33 1 58 58 70 00<br />

www.dexia-ma.<strong>com</strong><br />

<strong>Dexia</strong> Prévoyance<br />

3, avenue Claude Guillemin<br />

Site du BRGM<br />

BP 6009<br />

F- 45060 Orléans Cedex 2<br />

Phone: + 33 2 38 64 39 80<br />

Fax: + 33 2 38 64 33 68<br />

assurance@dexia-prevoyance.<strong>com</strong><br />

<strong>Dexia</strong> Private Bank Jersey<br />

PO Box 12<br />

2-6, Church Street<br />

St Helier, Jersey JE4 9NE<br />

Phone: + 44 1534 83 44 00<br />

Fax: + 44 1534 83 44 11<br />

www.dexia-privatebank.je<br />

<strong>Dexia</strong> Public Finance Bank<br />

Shackleton House<br />

4, Battle Bridge Lane<br />

UK-London SE1 2RB<br />

Phone: + 44 207 378 77 57<br />

Fax: + 44 207 378 71 88<br />

www.uk-dexia.<strong>com</strong><br />

<strong>Dexia</strong> Public Finance Norden<br />

Box 7573<br />

Engelbrektsplan 2<br />

S-103 93 Stockholm<br />

Phone: + 46 8 407 57 00<br />

Fax: + 46 8 407 57 01<br />

<strong>Dexia</strong> Public Finance Switzerland<br />

2, rue de Jargonnant<br />

CH-1207 Genève<br />

Phone: + 41 22 718 01 20<br />

<strong>Dexia</strong> Sabadell Banco Local<br />

Paseo de las Doce Estrellas 4<br />

Campo de las Naciones<br />

E-28042 Madrid<br />

Phone: + 34 91 721 33 10<br />

Fax: + 34 91 721 33 20<br />

www.dexiasabadell.es<br />

<strong>Dexia</strong> Securities France<br />

112, avenue Kléber<br />

F-75116 Paris<br />

Phone: + 33 1 56 28 52 00<br />

Fax: + 33 1 56 28 52 80<br />

<strong>Dexia</strong> Société de Crédit<br />

Headquarters and operations<br />

Rue des Clarisses 38<br />

B-4000 Liège<br />

Phone: + 32 4 232 45 45<br />

Fax: + 32 4 232 45 01<br />

Operations<br />

Boulevard Saint-Michel 50<br />

B-1040 Brussels<br />

Phone: + 32 2 732 12 12<br />

Fax: + 32 2 737 29 27<br />

www.dexia-societedecredit.be<br />

<strong>Dexia</strong> Sofaxis<br />

Route de Creton<br />

F-18100 Vasselay<br />

Phone: + 33 2 48 48 10 10<br />

Fax: + 33 2 48 48 10 11<br />

www.sofaxis.<strong>com</strong><br />

<strong>Dexia</strong> Technology Services<br />

69, route d’Esch<br />

L-2953 Luxembourg<br />

Phone: + 352 4590 1<br />

Domiserve<br />

6, rue André Gide<br />

92320 Châtillon<br />

Phone: 0810 55 55 55<br />

www.domiserve.<strong>com</strong><br />

Experta (Suisse)<br />

Steinengraben 22<br />

CH-4002 Basel<br />

Phone: + 41 61 285 17 17<br />

Fax: + 41 61 285 17 77<br />

www.experta.ch<br />

Experta Corporate and Trust Services<br />

283, route d’Arlon<br />

L-1150 Luxembourg<br />

Phone: + 352 26 92 55 1<br />

Fax: + 352 26 92 55 3366<br />

www.experta.lu<br />

Experta Trust Company (Bahamas)<br />

Limited<br />

Trade Winds Building, 4th Floor<br />

Bay Street<br />

PO Box N-10697 Nassau<br />

Bahamas<br />

Phone: + 1 242 325 09 22<br />

Fax: + 1 242 325 09 11<br />

www.experta.bs<br />

Experta Trust Services Jersey<br />

PO Box 300<br />

2-6, Church Street<br />

St Helier, Jersey JE4 8YL<br />

Phone: + 44 1534 83 44 44<br />

Fax: + 44 1534 83 44 55<br />

www.experta.je<br />

Fidexis<br />

Boulevard du Souverain 191<br />

B-1160 Brussels<br />

Phone: + 32 2 209 02 30<br />

Fax: + 32 2 209 02 37<br />

Financial Security Assurance<br />

31 West 52nd Street<br />

New York, NY 10019<br />

USA<br />

Phone: + 1 212 826 01 00<br />

Fax: + 1 212 688 31 01<br />

www.fsa.<strong>com</strong><br />

INCA<br />

PO Box 1847 – Gallo Manor<br />

2152 Johannesburg<br />

South Africa<br />

Phone: + 27 11 202 22 00<br />

Kommunalkredit Austria AG<br />

Türkenstraße 9<br />

A-1092 Wien<br />

Phone: + 43 1 31 6 31 0<br />

Fax: + 43 1 31 6 31 503<br />

www.kommunalkredit.at<br />

RAPPORT DE GESTION<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

INFORMATIONS<br />

COMPLÉMENTAIRES<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 245


RAPPORT DE GESTION<br />

Kommunalkredit <strong>Dexia</strong><br />

Asset Management<br />

Türkenstraße 9<br />

A-1092 Wien<br />

Phone: + 43 1 31 6 31 0<br />

Fax: + 43 1 31 6 31 505<br />

www.kdam.at<br />

Otzar Hashilton Hamekomi (OSM)<br />

3, Heftman Street<br />

61070 Tel-Aviv<br />

Israël<br />

Phone: + 972 3 695 7211 5<br />

Fax: + 972 3 691 9503<br />

Popular Banca Privada<br />

José Ortega y Gasset 29<br />

E-28006 Madrid<br />

Phone: + 34 914 18 93 30<br />

Fax: + 34 914 18 93 28<br />

www.popularbancaprivada.<strong>com</strong><br />

RBC <strong>Dexia</strong> Investor Services España<br />

Fernando el Santo 20<br />

E-28010 Madrid<br />

Phone: + 34 91 360 99 00<br />

Fax: + 34 91 360 99 95<br />

www.rbcdexia-is.es<br />

RBC <strong>Dexia</strong> Investor Services Ireland Ltd<br />

George’s Quay House<br />

43 Townsend Street<br />

IRL-Dublin 2<br />

Phone: + 353 1 613 04 00<br />

Fax: + 353 1 613 04 01<br />

www.rbcdexia-is.<strong>com</strong><br />

RBC <strong>Dexia</strong> Investor Services Italia S.p.A<br />

Via Messina 38<br />

I-20154 Milano<br />

Phone: + 39 02 33 62 31<br />

Fax: + 39 02 33 62 32 30<br />

www.rbcdexia-is.<strong>com</strong><br />

Sepia<br />

Avenue Livingstone 6<br />

B-1000 Brussels<br />

Phone: + 32 2 286 63 27<br />

Fax: + 32 2 284 74 76<br />

Société Luxembourgeoise<br />

de Leasing BIL Lease<br />

48, rue d’Eich<br />

L-1460 Luxembourg<br />

Phone: + 352 22 77 33 1<br />

Fax: + 352 22 77 44<br />

www.dexia-bil.lu<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

INFORMATIONS<br />

COMPLÉMENTAIRES<br />

RBC <strong>Dexia</strong> Investor Services Bank<br />

France<br />

105, rue Réaumur<br />

F-75002 Paris<br />

Phone: + 33 1 70 37 83 00<br />

Fax: + 33 1 70 37 83 03<br />

www.rbcdexia-is.<strong>com</strong><br />

RBC <strong>Dexia</strong> Investor Services Bank<br />

14, Porte de France<br />

L-4360 Esch-sur-Alzette<br />

Phone: + 352 26 05 1<br />

Fax: + 352 24 60 95 00<br />

www.rbcdexia-is.<strong>com</strong><br />

RBC <strong>Dexia</strong> Investor Services Belgium<br />

Rue Royale 180<br />

B-1000 Brussels<br />

Phone: + 32 2 222 06 01<br />

Fax: + 32 2 222 34 25<br />

www.rbcdexia-is.<strong>com</strong><br />

RBC <strong>Dexia</strong> Investor Services Cayman<br />

Royal Bank House<br />

4th Floor<br />

24 Shedden Road<br />

PO Box 1586<br />

Grand Cayman KY1-1110<br />

Phone: + 1345 914 4676<br />

Fax: + 1345 949 5777<br />

www.rbcdexia-is.<strong>com</strong><br />

RBC <strong>Dexia</strong> Investor Services Netherlands<br />

Piet Heinkade 55<br />

NL-1019 GM Amsterdam<br />

Phone: + 31 20 348 50 05<br />

Fax: + 31 20 348 50 09<br />

www.rbcdexia-is.<strong>com</strong><br />

RBC <strong>Dexia</strong> Trust Services Hong Kong<br />

51/F, Central Plaza<br />

18 Harbour Road<br />

Wanchai, Hong Kong<br />

Phone: + 852 2978 5656<br />

Fax: + 852 2845 0390<br />

www.rbcdexia-is.<strong>com</strong><br />

RBC <strong>Dexia</strong> Trust Services Singapore<br />

20 Cecil Street<br />

#28-01 Equity Plaza<br />

Singapore 049705<br />

Phone: + 65 6435 33 36<br />

Fax: + 65 6536 0219<br />

www.rbcdexia-is.<strong>com</strong><br />

RBC <strong>Dexia</strong> Investor Services Bank<br />

Strassen, Zürich Branch<br />

Badenerstraße 565<br />

P.O. Box 101<br />

CH-8066 Zürich<br />

Phone: + 41 44 405 92 92<br />

Fax: + 41 44 405 14 71<br />

www.rbcdexia-is.<strong>com</strong><br />

246 |<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong>


INFORMATIONS<br />

COMPLÉMENTAIRES<br />

COMPTES SOCIAUX<br />

COMPTES CONSOLIDÉS<br />

RAPPORT DE GESTION<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 247


<strong>Dexia</strong>’s <strong>Annual</strong> Report <strong>2006</strong> has been published by the Corporate Communication department of <strong>Dexia</strong> SA.<br />

This <strong>report</strong> is also available in Dutch and French. It just needs to be requested at the <strong>Dexia</strong> head office in Brussels<br />

or in Paris or via the <strong>com</strong>pany website at www.dexia.<strong>com</strong>.<br />

<strong>Dexia</strong> SA<br />

Place Rogier 11<br />

B-1210 Brussels<br />

Account no. 068-2113620-17<br />

RPM Brussels VAT BE 0458.548.296<br />

In Paris<br />

1, passerelle des Reflets<br />

Tour <strong>Dexia</strong> – La Défense 2<br />

F-92919 La Défense Cedex<br />

In Luxembourg<br />

69, route d’Esch<br />

L-2953 Luxembourg<br />

CONTACTS<br />

Press department<br />

E-mail: pressdexia@dexia.be<br />

Phone Brussels: + 32 2 213 50 81<br />

Phone Paris: + 33 1 58 58 86 75<br />

Investor Relations<br />

Phone Brussels: + 32 2 213 57 46<br />

Phone Paris: + 33 1 58 58 85 56<br />

Website<br />

www.dexia.<strong>com</strong><br />

FINANCIAL CALENDAR<br />

Ordinary Shareholders’ Meeting for the <strong>2006</strong> financial year<br />

May 9, 2007<br />

Payment of dividend for the <strong>2006</strong> financial year<br />

May 24, 2007<br />

Half-yearly information<br />

August 30, 2007<br />

Ordinary Shareholders’ Meeting for the 2007 financial year<br />

May 14, 2008


Photographs: GETTY IMAGES/Anne Rippy – GETTY IMAGES/Odilon Dimier – Stéphane de Bourgies - Concept:<br />

Lay-out: Nord Compo - 7, rue de Fives – BP 123 - F-59653 Villeneuve-d’Ascq - Phone: +33 3 20 41 40 01 - Printed by Emico Offset – Wommelgem – Belgium<br />

Printed on Artic the Volume. This paper is FSC certified. FSC stands for Forest Stewardship Council and the certification means that <strong>Dexia</strong><br />

supports a sustainable and responsible system for forestry when choosing this paper.


SDXI 0109-5 03-07

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