2018 Registration document and annual fi nancial report - BNP PARIBAS 17
1PRESENTATION OF THE BNP PARIBAS GROUP
1
BNP Paribas and its shareholders
➤ BNP PARIBAS OWNERSHIP STRUCTURE AT 31 DECEMBER 2018 (% OF VOTING RIGHTS)
44.8%
1.5%
7.7%
5.1%
31.9%
1.0%
4.1%
3.9%
European Institutional Investors
Other and unidentified
Non-European Institutional investors
SFPI
BlackRock Inc.
Grand Duchy of Luxembourg
Employees
Retail shareholders
To the best of the Company s knowledge, no shareholder, other than SFPI (Société Fédérale de Participations et d investissements) and BlackRock Inc., held more than 5% of the capital or voting rights as at 31 December 2018.
SFPI became a shareholder in BNP Paribas at the time of the integration with the Fortis group in 2009. During 2009, SFPI made two threshold crossing disclosures to the Autorité des Marchés Financiers (AMF):
■ on 19 May 2009 (AMF disclosure No. 209C0702), SFPI disclosed that its interest in BNP Paribas capital and voting rights had risen above the 5% and 10% disclosure thresholds following its transfer of a 74.94% stake in Fortis Bank SA/NV in return for 121,218,054 BNP Paribas shares, which at the time represented 9.83% of BNP Paribas share capital and 11.59% of its voting rights. The disclosure stated in particular
that neither the Belgian government nor SFPI were considering taking control of BNP Paribas.
At the same time, BNP Paribas notifi ed the AMF (AMF disclosure No. 209C0724) that an agreement had been reached between the Belgian government, SFPI and Fortis SA/NV (renamed Ageas SA/NV at end-April 2010), giving Fortis SA/NV an option to buy the 121,218,054 BNP Paribas shares issued as consideration for SFPI s transfer of its shares in Fortis Bank, with BNP Paribas having a right of subrogation regarding the shares concerned;
■ on 4 December 2009 (AMF disclosure No. 209C1459), SFPI disclosed that it owned 10.8% of BNP Paribas capital and voting rights. This change resulted mainly from:
■ BNP Paribas capital increase through the issuance of ordinary shares in 2009,
■ the capital reduction through the cancellation, on 26 November 2009, of preferred shares issued on 31 March 2009 to Société de Prise de Participation de l État.
On 27 April 2013, the Belgian government announced the buy-back via SFPI of the purchase option that had been given to Ageas.
On 6 June 2017 (AMF disclosure No. 217C1156), SFPI disclosed that it owned 7.74% of the share capital and voting rights of BNP Paribas; this drop below the 10% capital and voting rights thresholds resulted from the sale of shares on the market.
Since then, BNP Paribas has received no threshold crossing disclosures from SFPI.
On 9 May 2017 (AMF disclosure No. 217C0939), BlackRock Inc. disclosed that its interest in BNP Paribas capital and voting rights had risen, as at 8 May 2017 above the 5% disclosure thresholds. On this date, BlackRock held 63,223,149 BNP Paribas shares on behalf of its clients and the funds it manages.
Since then, BNP Paribas has received no threshold crossing disclosures from BlackRock Inc.
LISTING INFORMATION
When the shareholders of BNP and Paribas approved the merger between the two banks at the Combined General Meeting of 23 May 2000, BNP shares became BNP Paribas shares. The Euroclear-France code for BNP Paribas is the same as the previous BNP code (13110). Since 30 June 2003, BNP Paribas shares have been registered under ISIN code FR0000131104. To help increase the number of shares held by retail shareholders, BNP Paribas carried out a two-for-one share split on 20 February 2002, reducing the par value of the shares to EUR 2.
BNP shares were fi rst listed on the Cash Settlement Market of the Paris Stock Exchange on 18 October 1993, following privatisation, before being transferred to the Monthly Settlement Market on 25 October of that year. When the monthly settlement system was discontinued on 25 September 2000, BNP Paribas shares became eligible for Euronext s Deferred Settlement Service (SRD).
The shares are also traded on SEAQ International in London and on the Frankfurt Stock Exchange. Since 24 July 2006 they have been traded on the MTA International exchange in Milan. Since privatisation, a Level 1
144A ADR (American Depositary Receipt) programme has been active in the United States, where JP Morgan Chase is the depositary bank (2 ADRs correspond to 1 BNP Paribas share).
The ADRs have been traded on OTCQX International Premier since 14 July 2010 in order to provide better liquidity and clarity for US investors.
BNP Paribas has been part of the CAC 40 index since 17 November 1993 and became part of the EURO STOXX 50 index on 1 November 1999. Since 18 September 2000, it has been part of the STOXX 50 index. BNP Paribas also joined the DJ Banks Titans 30 Index, an index comprising the 30 largest banks worldwide. It is also included in the EURO Stoxx Banks and STOXX Banks indexes. BNP Paribas shares are also included in the main sustainable development benchmarks (see chapter 7), including Euronext Vigeo Eiris, FTSE4Good Index Series, Dow Jones Sustainability World Index and Stoxx Global ESG Leaders.
All of these elements foster liquidity and share price appreciation, as the BNP Paribas share is necessarily a component of every portfolio and fund that tracks the performance of these indexes.
