BalanceFusionBBVA Eng Tcm927-346299
BalanceFusionBBVA Eng Tcm927-346299
BalanceFusionBBVA Eng Tcm927-346299
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
CONTENTS
FINANCIAL STATEMENTS
- BALANCE SHEETS 4
- INCOME STATEMENTS 7
1
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
2
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
APPENDICES
MANAGEMENT REPORT
3
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Millions of Euros
ASSETS Notes 2010 2009 (*)
CASH AND BALANCES WITH CENTRAL BANKS 7 4,165 3,286
FINANCIAL ASSETS HELD FOR TRADING 8 51,348 57,532
Loans and advances to credit institutions - -
Loans and advances to customers - -
Debt securities 13,016 22,833
Equity instruments 4,608 4,996
Trading derivatives 33,724 29,703
Memorandum item: Loaned or advanced as collateral 8,669 12,665
OTHER FINANCIAL ASSETS DESIGNATED AT FAIR VALUE
THROUGH PROFIT OR LOSS 9 - -
Loans and advances to credit institutions - -
Loans and advances to customers - -
Debt securities - -
Equity instruments - -
Memorandum item: Loaned or advanced as collateral - -
AVAILABLE-FOR-SALE FINANCIAL ASSETS 10 26,712 35,964
Debt securities 22,131 30,610
Equity instruments 4,581 5,354
Memorandum item: Loaned or advanced as collateral 5,901 23,777
LOANS AND RECEIVABLES 11 264,278 256,355
Loans and advances to credit institutions 28,882 27,863
Loans and advances to customers 234,031 228,491
Debt securities 1,365 1
Memorandum item: Loaned or advanced as collateral 42,333 40,040
HELD-TO-MATURITY INVESTMENTS 12 9,946 5,437
Memorandum item: Loaned or advanced as collateral - 1,178
FAIR VALUE CHANGES OF THE HEDGED ITEMS IN PORTFOLIO
HEDGES OF INTEREST RATE RISK 13 40 -
HEDGING DERIVATIVES 13 2,988 3,082
NON-CURRENT ASSETS HELD FOR SALE 14 958 570
INVESTMENTS IN ENTITIES ACCOUNTED FOR USING THE
EQUITY METHOD 15 24,368 22,120
Associates 3,612 2,296
Jointly controlled entities 14 17
Subsidiaries 20,742 19,807
INSURANCE CONTRACTS LINKED TO PENSIONS 22 1,847 1,883
TANGIBLE ASSETS 16 1,459 1,464
Property, plants and equipment 1,458 1,461
For own use 1,458 1,461
Other assets leased out under an operating lease - -
Investment properties 1 3
Memorandum item: Loaned or advanced as collateral - -
INTANGIBLE ASSETS 17 410 246
Goodwill - -
Other intangible assets 410 246
TAX ASSETS 18 3,161 3,188
Current 324 448
Deferred 2,837 2,740
OTHER ASSETS 19 431 718
TOTAL ASSETS 392,111 391,845
(*) Presented for comparison purposes only
The accompanying Notes 1 to 53 and Appendices I to XV are an integral part of the balance sheet as
of December 31, 2010.
4
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Millions of Euros
LIABILITIES AND EQUITY Notes 2010 2009 (*)
FINANCIAL LIABILITIES HELD FOR TRADING 8 35,680 31,943
Deposits from central banks - -
Deposits from credit institutions - -
Customer deposits - -
Debt certificates - -
Trading derivatives 32,294 28,577
Short positions 3,386 3,366
Other financial liabilities - -
OTHER FINANCIAL LIABILITIES DESIGNATED AT FAIR VALUE
THROUGH PROFIT OR LOSS 9 - -
Deposits from central banks - -
Deposits from credit institutions - -
Customer deposits - -
Debt certificates - -
Subordinated liabilities - -
Other financial liabilities - -
FINANCIAL LIABILITIES AT AMORTIZED COST 20 320,592 328,389
Deposits from central banks 10,867 20,376
Deposits from credit institutions 42,015 40,201
Customer deposits 194,079 180,407
Debt certificates 56,007 69,453
Subordinated liabilities 13,099 14,481
Other financial liabilities 4,525 3,471
FAIR VALUE CHANGES OF THE HEDGED ITEMS IN PORTFOLIO
HEDGES OF INTEREST RATE RISK 13 (2) -
HEDGING DERIVATIVES 13 1,391 1,014
FOR SALE 14 - -
PROVISIONS 21 6,613 6,790
Provisions for pensions and similar obligations 5,177 5,426
Provisions for taxes and other legal contingencies - -
Provisions for contingent exposures and commitments 177 201
Other provisions 1,259 1,163
TAX LIABILITIES 18 488 715
Current - -
Deferred 488 715
OTHER LIABILITIES 19 1,192 1,317
TOTAL LIABILITIES 365,954 370,168
(*) Presented for comparison purposes only
5
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Millions of Euros
LIABILITIES AND EQUITY (Continued) Notes 2010 2009 (*)
STOCKHOLDERS’ FUNDS 26,183 20,034
Common Stock 23 2,201 1,837
Issued 2,201 1,837
Unpaid and uncalled (-) - -
Share premium 24 17,104 12,453
Reserves 25 5,114 3,893
Other equity instruments 23 10
Equity component of compound financial instruments - -
Other equity instruments 23 10
Less: Treasury stock 26 (84) (128)
Income attributed 2,904 2,981
Less: Dividends and remuneration (1,079) (1,012)
VALUATION ADJUSTMENTS 27 (26) 1,643
Available-for-sale financial assets 39 1,567
Cash flow hedging (62) 80
Hedging of net investment in foreign transactions - -
Exchange differences (3) (4)
Non-current assets held-for-sale - -
Other valuation adjustments - -
TOTAL EQUITY 26,157 21,677
TOTAL LIABILITIES AND EQUITY 392,111 391,845
Millions of Euros
MEMORANDUM ITEM Notes 2010 2009 (*)
CONTINGENT EXPOSURES 29 57,764 58,174
CONTINGENT COMMITMENTS 29 58,885 64,428
(*) Presented for comparison purposes only
The accompanying Notes 1 to 53 and Appendices I to XV are an integral part of the balance sheet as of
December 31, 2010.
6
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Millions of Euros
Notes 2010 2009(*)
INTEREST AND SIMILAR INCOME 34 8,759 11,420
INTEREST AND SIMILAR EXPENSES 34 (3,718) (5,330)
NET INTEREST INCOME 5,041 6,090
DIVIDEND INCOME 35 2,129 1,773
FEE AND COMMISSION INCOME 36 1,806 1,948
FEE AND COMMISSION EXPENSES 37 (270) (303)
NET GAINS (LOSSES) ON FINANCIAL ASSETS AND LIABILITIES 38 738 96
Financial instruments held for trading 256 (133)
Other financial instruments at fair value through profit or loss - -
Other financial instruments not at fair value through profit or loss 482 229
Rest - -
EXCHANGE DIFFERENCES (NET) 112 259
OTHER OPERATING INCOME 39 102 81
OTHER OPERATING EXPENSES 39 (106) (98)
GROSS INCOME 9,552 9,846
ADMINISTRATION COSTS 40 (3,409) (3,337)
Personnel expenses (2,202) (2,251)
General and administrative expenses (1,207) (1,086)
DEPRECIATION AND AMORTIZATION 41 (276) (243)
PROVISIONS (NET) 42 (405) (269)
IMPAIRMENT LOSSES ON FINANCIAL ASSETS (NET) 43 (1,925) (1,698)
Loans and receivables (1,794) (1,518)
Other financial instruments not at fair value through profit or loss (131) (180)
NET OPERATING INCOME 3,537 4,299
(*) Presented for comparison purposes only.
7
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Millions of Euros
(Continued) Notes 2010 2009 (*)
NET OPERATING INCOME 3,537 4,299
IMPAIRMENT LOSSES ON OTHER ASSETS (NET) 44 (258) (1,746)
Goodwill and other intangible assets - -
Other assets (258) (1,746)
GAINS (LOSSES) ON DERECOGNIZED ASSETS NOT CLASSIFIED
AS NON-CURRENT ASSETS HELD FOR SALE 45 5 3
NEGATIVE GOODWILL - -
GAINS (LOSSES) IN NON-CURRENT ASSETS HELD FOR SALE NOT
CLASSIFIED AS DISCONTINUED OPERATIONS 46 129 892
INCOME BEFORE TAX 3,413 3,448
INCOME TAX 18 (509) (467)
INCOME FROM CONTINUING TRANSACTIONS 2,904 2,981
INCOME FROM DISCONTINUED TRANSACTIONS (NET) - -
NET INCOME 2,904 2,981
The accompanying Notes 1 to 53 and Appendices I to XV are an integral part of the income statement for
the year ended December 31, 2010.
8
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Millions of Euros
2010 2009 (*)
NET INCOME RECOGNIZED IN INCOME STATEMENT 2,904 2,981
OTHER RECOGNIZED INCOME (EXPENSES) (1,669) 492
Available-for-sale financial assets (2,038) 1,028
Valuation gains/(losses) (1,756) 1,045
Amounts removed to income statement (282) (17)
Reclassifications - -
Cash flow hedging (190) (85)
Valuation gains/(losses) (159) (80)
Amounts removed to income statement (31) (5)
Amounts removed to the initial carrying amount of the - -
Reclassifications - -
Hedging of net investment in foreign transactions - -
Valuation gains/(losses) - -
Amounts removed to income statement - -
Reclassifications - -
Exchange differences - (79)
Valuation gains/(losses) (4) (6)
Amounts removed to income statement 4 (73)
Reclassifications - -
Non-current assets held for sale - -
Valuation gains/(losses) - -
Amounts removed to income statement - -
Reclassifications - -
Actuarial gains and losses in post-employment plans - -
Rest of recognized income and expenses - -
Income tax 559 (372)
TOTAL RECOGNIZED INCOME/EXPENSES 1,235 3,473
(*) Presented for comparison purposes only.
The accompanying Notes 1 to 53 described in the report and Appendices I to XV are an integral part of
the statement of recognized income and expenses for the year ended December 31, 2010.
9
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain (See Note 1 and 54). In the event of a discrepancy, the Spanish-
language version prevails.
Millions of Euros
Total Equity Attributed to the Parent Company
Stockholders’ Funds
Less: Less: Valuation Total
Common Reserves (Note 29) Other Total
Share Premium Reserves Treasury Profit for the Dividends Adjustments Equity
Stock Equity Stockholders' (Note 31)
(Note 28) Stock Year and Remunerations
2010 (Note 27) (Accumulated Instruments Funds
Losses) (Note 30) (Note 4)
Balances as of January 1, 2010 1,837 12,453 3,893 10 (128) 2,981 (1,012) 20,034 1,643 21,677
Effect of changes in accounting policies - - - - - - - - - -
Effect of correction of errors - - - - - - - - - -
Adjusted initial balance 1,837 12,453 3,893 10 (128) 2,981 (1,012) 20,034 1,643 21,677
Total income/expense recognized - - - - - 2,904 - 2,904 (1,669) 1,235
Other changes in equity 364 4,651 1,221 13 44 (2,981) (67) 3,245 - 3,245
Common stock increase 364 4,651 - - - - - 5,015 - 5,015
Common stock reduction - - - - - - - - - -
Conversion of financial liabilities into capital - - - - - - - - - -
Increase of other equity instruments - - - 13 - - - 13 - 13
Reclassification of financial liabilities to other equity instruments - - - - - - - - - -
Reclassification of other equity instruments to financial liabilities - - - - - - - - - -
Dividend distribution - - - - - (562) (1,079) (1,641) - (1,641)
Transactions including treasury stock and other equity instruments (net) - - (88) - 44 - - (44) - (44)
Transfers between total equity entries - - 1,407 - - (2,419) 1,012 - - -
Increase/Reduction due to business combinations - - - - - - - - - -
Payments with equity instruments - - - - - - - - - -
Rest of increases/reductions in total equity - - (98) - - - - (98) - (98)
Balances as of December 31, 2010 2,201 17,104 5,114 23 (84) 2,904 (1,079) 26,183 (26) 26,157
The accompanying Notes 1 to 53 and Appendices I to XV are an integral part of the income statement for the year ended December 31, 2010.
10
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain (See Note 1 and 54). In the event of a discrepancy, the Spanish-
language version prevails.
Millions of Euros
Total Equity Attributed to the Parent Company
Stockholders’ Funds
Total
Reserves (Note 29) Less: Less: Valuation Equity
Common Share Other Total Adjustments
Treasury Profit for the Dividends
Stock Premium Reserves Equity Stockholders' (Note 31) (*)
Stock Year and Remunerations
2009 (Note 27) (Note 28) (Accumulated Instruments
(Note 30) (Note 4) Funds
Losses)
Balances as of January 1, 2009 1,837 12,770 3,070 71 (143) 2,835 (1,878) 18,562 1,151 19,713
Effect of changes in accounting policies - - - - - - - - - -
Effect of correction of errors - - - - - - - - - -
Adjusted initial balance 1,837 12,770 3,070 71 (143) 2,835 (1,878) 18,562 1,151 19,713
Total income/expense recognized - - - - - 2,981 - 2,981 492 3,473
Other changes in equity - (317) 823 (61) 15 (2,835) 866 (1,509) - (1,509)
Common stock increase - - - - - - - - - -
Common stock reduction - - - - - - - - - -
Conversion of financial liabilities into capital - - - - - - - - - -
Increase of other equity instruments - - - 5 - - - 5 - 5
Reclassification of financial liabilities to other equity instruments - - - - - - - - - -
Reclassification of other equity instruments to financial liabilities - - - - - - - - - -
Dividend distribution - - - - - - (1,012) (1,012) - (1,012)
Transactions including treasury stock and other equity instruments (net) - - (99) - 15 - - (84) - (84)
Transfers between total equity entries - - 957 - - (2,835) 1,878 - - -
Increase/Reduction due to business combinations - - - - - - - - - -
Payments with equity instruments - (317) - (66) - - - (383) - (383)
Rest of increases/reductions in total equity - - (35) - - - - (35) - (35)
Balances as of December 31, 2009 1,837 12,453 3,893 10 (128) 2,981 (1,012) 20,034 1,643 21,677
(*) Presented for comparison purposes only.
The accompanying Notes 1 to 53 and Appendices I to XV are an integral part of the income statement for the year ended December 31, 2010.
11
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Millions of Euros
Notes 2010 2009 (*)
CASH FLOW FROM OPERATING ACTIVITIES (1) 47 5,867 2,372
Net income for the year 2,904 2,981
Adjustments to obtain the cash flow from operating activities: (1,141) 934
Depreciation and amortization 276 243
Other adjustments (1,417) 691
Net increase/decrease in operating assets (7,251) (2,022)
Financial assets held for trading (6,184) (2,455)
12
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Millions of Euros
(Continued) Notes 2010 2009 (*)
CASH FLOWS FROM FINANCING ACTIVITIES (3) 47 2,121 (1,118)
Investment 7,622 7,785
Dividends 1,237 1,638
Subordinated liabilities 1,524 1,682
Common stock amortization - -
Treasury stock acquisition 4,828 4,232
Other items relating to financing activities 33 233
Divestments 9,743 6,667
Subordinated liabilities - 2,927
Common stock increase 4,914 -
Treasury stock disposal 4,829 3,740
Other items relating to financing activities - -
EFFECT OF EXCHANGE RATE CHANGES (4) (1) 1
NET INCREASE/DECREASE IN CASH OR CASH EQUIVALENTS
(1+2+3+4) 879 599
CASH OR CASH EQUIVALENTS AT BEGINNING OF THE YEAR 3,286 2,687
CASH OR CASH EQUIVALENTS AT END OF THE YEAR 4,165 3,286
Millions of Euros
COMPONENTS OF CASH AND EQUIVALENT AT END OF THE
Notes 2010 2009 (*)
YEAR
Cash 616 650
Balance of cash equivalent in central banks 3,549 2,636
Other financial assets - -
Less: Bank overdraft refundable on demand - -
TOTAL CASH OR CASH EQUIVALENTS AT END OF THE YEAR 7 4,165 3,286
(*) Presented for comparison purposes only.
The accompanying Notes 1 to 53 and Appendices I to XV are an integral part of the cash flow statement
for the year ended December 31, 2010.
13
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
14
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
1.6. RESPONSIBILITY FOR THE INFORMATION AND FOR THE ESTIMATES MADE
The information presented in the Bank’s financial statements is the responsibility of the Bank's directors. In
preparing these financial statements estimates were occasionally made by the Bank in order to quantify
some of the assets, liabilities, income, expenses and commitments reported herein. These estimates relate
mainly to the following:
- Impairment losses on certain financial assets (see Notes 5, 6, 9, 10, 11, 12 and 15).
- The assumptions used to quantify other provisions (see Note 21) and for the actuarial calculation of
post-employment benefit liabilities and commitments (see Note 22).
- The average life and impairment losses on tangible and intangible assets and on non-current assets
held for sale and liabilities associated with non-current assets held for sale (see Notes 14, 16 and
17).
- The fair value of certain unlisted financial assets and liabilities (see Notes 5, 6, 8, 9, 10 and 13).
Although these estimates were made on the basis of the best information available as of December 31, 2010
on the events analyzed, events that take place in the future might make it necessary to change them
(upwards or downwards) in the coming years.
With regard to the impairment losses on financial assets and assets acquired in debt payments, of particular
importance is the coming into force on September 30, 2010, of Bank of Spain Circular 3/2010 of June 29.
This circular has modified Circular 4/2004 and introduced successive amendments with respect to hedging
of impairment losses to be carried out and to hedging of impairment losses on assets acquired in payment of
15
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
debts to be carried out by Spanish credit institutions. The Bank of Spain has modified and updated certain
parameters established in Appendix IX to said Circular in order to adapt them to the experience and
information of the Spanish banking sector as a whole following the financial crisis of the past few years.
The new requirements included in the Circular have changed the estimates for impairment losses on some
financial assets and assets acquired in payment of debts carried out by the Bank. Given that they have been
considered as changes in estimates, the impact of these changes, which is not significant, has been
recognized in the income statement for 2010.
1.7. INTERNAL CONTROL OF FINANCIAL REPORTING AT BBVA
The description of the BBVA's Internal Financial Reporting Control model is described in the Bank's financial
statements for the year ended on December 31, 2010.
16
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
The changes in fair value after the initial recognition, for reasons other than those included in the preceding
paragraph, are described below according to the categories of financial assets and liabilities:
- “Financial assets held for trading” and “Other financial assets and liabilities designated at fair
value through profit or loss”
Assets and liabilities recognized under these headings in the accompanying balance sheets are valued
at fair value.
Changes arising from the measurement at fair value (gains or losses) are recognized at their net value
under the heading “Net gains (losses) on financial assets and liabilities” in the accompanying income
statements (see Note 38). On the other hand, valuation adjustments by changes in foreign exchange
rates are recognized under the heading "Net exchange differences" in the income statements.
The fair value of the standard financial derivatives included in the held for trading portfolios is equal to
their daily listed price in an active market. If, under exceptional circumstances, their listed price cannot
be established on a given date, these derivatives are measured using methods similar to those used to
value over-the-counter (“OTC”) derivatives.
The fair value of OTC derivatives ("present value" or "theoretical price") is equal to the sum of future
cash flows arising from the instrument, discounted at the measurement date; these derivatives are
valued using methods recognized by the financial markets: the net present value (NPV) method, option
price calculation models, etc. (see Note 6).
- “Available-for-sale financial assets”
Assets and liabilities recognized under this heading in the accompanying balance sheets are measured
at fair value.
Changes arising from the measurement at fair value (gains or losses) are recognized temporarily, at the
net amount, under the heading “Valuation adjustments - Available-for-sale financial assets” in the
accompanying balance sheets.
Valuation adjustments arising from non-monetary items by changes in foreign exchange rates are
recognized temporarily under the heading “Valuation adjustments - Exchange differences” in the
accompanying balance sheets. Valuation adjustments arising from monetary items by changes in foreign
exchange rates are recognized under the heading “Net exchange differences” in the income statements.
The amounts recognized in the headings “Valuation adjustments - Available-for-sale financial assets”
and “Valuation adjustments - Exchange differences” remain in the equity until the asset is derecognized
from the balance sheet or until the existence of an impairment loss is determined, at which time those
amounts are recognized under the headings “Gains or losses on financial assets and liabilities” (Note 38)
or “Net exchange differences” in the income statement.
The net impairment losses in the available-for-sale financial assets during the period are recognized
under the heading “Impairment losses on financial assets (net) – Other financial instruments not at fair
value through profit or loss” in the income statements (Note 43).
The gains from sales of other equity instruments considered strategic investments registered under
“Available-for-sale Financial Assets” are recognized under the heading “Gains (losses) in non-current
assets held-for-sale not classified as discontinued operations” in the income statement, even though
they had not been classified in a previous balance sheet as non-current assets held for sale, as indicated
in Rule 56 of Circular 4/2004 and subsequent amendments (Note 46).
- “Loans and receivables”, “Held-to-maturity investments” and “Financial liabilities at amortized
cost”
Assets and liabilities recognized under these headings in the accompanying balance sheets are
measured at “amortized cost” using the “effective interest rate” method, as the Bank has the intention to
hold such financial instruments to maturity.
Net impairment losses of assets under these headings arising in a particular year are recognized under
the heading “Impairment losses on financial assets (net) – Loans and receivables” or “Impairment losses
on financial assets (net) – Other financial instruments not valued at fair value through profit or loss” in the
income statement for that year (Note 43).
17
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
- “Hedging derivatives” and “Fair value changes of the hedged items in portfolio hedges of
interest rate risk”
Assets and liabilities recognized under these headings in the accompanying balance sheets are
measured at fair value.
Changes produced subsequent to the designation of the hedging relationship in the
measurementvaluation of financial instruments designated as hedged items as well as financial
instruments under hedge accounting are recognized according to the following criteria:
• In fair value hedges, the changes in the fair value of the derivative and the hedged item attributable
to the hedged risk are recognized under the heading “Net gains (losses) on financial assets and
liabilities” in the income statement, with a balancing item under the headings where hedging items
("Hedging derivatives") and the hedged items are recognized, as applicable.
• In fair value hedges of interest rate risk of a portfolio of financial instruments (portfolio-hedges), the
gains or losses that arise in the measurement of the hedging instrument are recognized in the
income statement, and the gains or losses that arise from the change in the fair value of the hedged
item (attributable to the hedged risk) are recognized in the income statement, using, as a balancing
item, the headings "Fair value changes of the hedged items in portfolio hedges of interest rate risk"
in the balance sheets, as applicable.
• In cash flow hedges, the gain or loss on the hedging instruments relating to effective portion are
recognized temporarily under the heading "Valuation adjustments – Cash flow hedging” These
valuation changes are recognized in the accompanying income statement at the time when the gain
or loss in the hedged instrument affects profit or loss, when the forecast transaction occurs or at the
maturity date of the hedged item. Almost all of the Bank's hedging is for interest rate risks.
Therefore, differences in valuation are recorded under the headings “Interest and similar income” or
“Interest expense and similar charges” (Note 34), as appropriate, in the accompanying income
statements. Differences in the measurement of the hedging items corresponding to the ineffective
portions of cash flow hedges are recognized directly under the heading “Net gains (losses) on
financial assets and liabilities” in the accompanying income statement.
• In the hedges of net investments in foreign operations, the differences arising in the effective
portions of hedging items are recognized temporarily under the heading "Valuation adjustments –
Hedging of net investments in foreign transactions". These differences in valuation are recognized
under the heading “Exchange differences” in the income statement when the investment in foreign
transactions is disposed of or derecognized.
- "Other financial instruments"
The following exceptions have to be highlighted with respect to the above general criteria:
• Equity instruments whose fair value cannot be determined in a sufficiently objective manner and
financial derivatives that have those instruments as their underlying asset and are settled by delivery of
those instruments are measured at acquisition cost adjusted, where appropriate, for any impairment
loss.
• Valuation adjustments arising in financial instruments classified at the balance sheet date as non-
current assets held for sale and the liabilities associated with them are recognized with a balancing
entry under the heading “Valuation adjustments - Non-current assets held for sale” on the balance
sheet.
b) Impairment on financial assets
Definition of impaired financial assets
A financial asset is considered to be impaired –and therefore its carrying amount is adjusted to reflect the
effect of its impairment– when there is objective evidence that events have occurred which:
• In the case of debt instruments (loans and debt securities), give rise to a negative impact on the
future cash flows that were estimated at the time the transaction was arranged.
• In the case of equity instruments, mean that the carrying amount of these instruments cannot be
recovered.
18
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
As a general rule, the carrying amount of impaired financial instruments is adjusted with a charge to the
income statement for the year in which the impairment becomes known, and the recoveries of previously
recognized impairment losses are recognized in the income statement for the year in which the impairment is
reversed or reduced, with the exception of any recovery of previously recognized impairment losses for an
investment in an equity instrument classified as available for sale which are not recognized through profit or
loss but recognized under the heading “Valuation adjustments – Available-for-sale financial assets” in the
balance sheet.
The amounts in balance sheet are considered to be impaired, and accrual of the interest thereon is
suspended, when there are reasonable doubts that the balances will be recovered in full and/or the related
interest will be collected for the amounts and on the dates initially agreed upon, taking into account the
guarantees received by the entity to assure (in part or in full) the performance of the transactions. Amounts
collected in relation to impaired loans and receivables are used to recognize the related accrued interest and
any excess amount is used to reduce the principal not yet paid.
When recovery of any recognized amount is considered to be remote, this amount is removed from the
balance sheet, notwithstanding any actions taken by the entity in order to collect the amount until their rights
expire in full through expiry, forgiveness or for other reasons.
Calculation of impairment on financial assets
Impairment on financial assets is determined by the type of instrument and the category in which they are
recognized. The Bank recognizes impairment charges directly against the impaired asset when the likelihood
of recovery is deemed remote, and uses an offsetting or allowance account when it records non-performing
loan provisions.
Debt securities at amortized cost
The amount of impairment losses of debt securities at amortized cost is measured depending on whether the
impairment losses are determined individually or collectively.
Impairment losses determined individually
The amount of the impairment losses incurred on these instruments relates to the positive difference
between their respective carrying amounts and the present values of their expected future cash flows.
The following is to be taken into consideration when estimating the future cash flows of debt instruments:
• All the amounts that are expected to be obtained over the residual life of the instrument, including,
where appropriate, those which may result from the collaterals and other credit enhancements
provided for the instrument (after deducting the costs required for foreclosure and subsequent sale).
Impairment losses include an estimate of the possibility of collecting accrued, past due and
uncollected interest.
• When there is evidence of a reduction in the obligor's capacity to pay, whether manifestly by
default or for other reasons; and/or
• When country-risk is risk materializes, understood as the risk among debtors who are resident in a
particular country as a result of factors other than normal commercial risk.
The Bank has policies, methods and procedures for hedging its credit risk, for insolvency attributable to both
counterparties and country-risk.
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These policies, methods and procedures are applied to the arrangement, study and documentation of debt
instruments, risks and contingent commitments, as well as the detection of their deterioration and in the
calculation of the amounts needed to hedge their credit risk.
Impairment losses determined collectively
The quantification of impairment losses is calculated collectively, both in the case of assets classified as
impaired and for the portfolio of current assets that are not currently impaired, but for which an imminent loss
is expected.
To estimate the loss of credit risk collectively, BBVA uses the parameters set in Appendix IX of Bank of
Spain Circular 4/2004 and subsequent amendments based on its experience and on Spanish banking sector
information regarding the quantification of impairment losses and provisions for credit risk insolvencies.
These parameters will be used as far as the Bank of Spain validates internal models based on the Bank's
past experience.
The following is a description of the methodology used to estimate the loss of credit risk collectively:
1. Impaired financial assets
As a general rule, impaired debt instruments, provided that they do not have any of the guarantees
mentioned below, will be provisioned by applying the percentages indicated below over the amount of the
outstanding risk pending, according to the oldest past-due amount, or the date on which the assets were
classified as impaired, if earlier:
The impairment on debt instruments that have one or more of the guarantees stipulated below will be
calculated by applying the above percentages to the amount of the outstanding risk pending that exceeds
the value of the guarantees, in accordance with the following methodology:
Transactions secured by real estate
For the purposes of calculating impairment on financial assets classified as impaired, the value of the real
rights received as security will be calculated according to the type of asset secured by the real right, using
the following criteria, provided they are first call and duly constituted and registered in favor of the bank.
i) Completed home that is the primary residence of the borrower.
Includes homes with a current first-occupancy permit, issued by the corresponding administrative
authority, in which the borrower habitually lives and has the strongest personal ties. The calculation of
the value of the rights received as collateral shall be 80% of the cost of the completed home and the
appraisal value of its current state, whichever is lower. For these purposes, the cost will be the purchase
price declared by the borrower in the public deed. If the deed is manifestly old, the cost may be obtained
by adjusting the original cost by an indicator that accurately reflects the average change in price of
existing homes between the date of the deed and that of the calculation.
ii) Rural buildings in use, and completed offices, premises and multi-purpose buildings.
Includes land declared as not for building, and on which construction is not authorized for uses other
than agricultural, forest or livestock, as appropriate; as well as multi-purpose buildings, whether or not
they are linked to an economic use, that do not include construction or legal characteristics or elements
that limit or make difficult their multi-purpose use and thus their easy conversion into cash. The
calculation of the value of the rights received as collateral shall be 70% of the cost of the property or
multi-purpose buildings and the appraisal value of its current state, whichever is lower. For these
purposes, the cost shall be deemed to be the purchase price declared in the public deed. If the property
was constructed by the borrower himself, the cost shall be calculated by the price of acquisition of the
land declared in the public deed plus the value of work certificates, and including any other necessary
expenses and accrued taxes
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regulatory and institutional framework, and payment capacity and record, the Bank classifies the transactions
into different groups, assigning to each group the provisions for insolvency percentages, which are derived
from those analyses.
However, due to the size of the Bank and to risk-country management, the provision levels are not significant
in relation to the insolvency provisions balance.
Impairment of other debt instruments
The impairment losses on debt securities included in the “Available-for-sale financial asset” portfolio are
equal to the positive difference between their acquisition cost (net of any principal repayment) after
deducting any impairment loss previously recognized in the income statement, and their fair value.
When there is objective evidence that the negative differences arising on valuation of these assets are due
to impairment, they are no longer considered as “Valuation Adjustments - Available-for-Sale Financial
Assets” and are recognized in the income statements. If all or part of the impairment losses are subsequently
recovered, the amount is recognized in the income statement for the year in which the recovery occurred.
Impairment of equity instruments
The amount of the impairment on the equity instruments is determined by the category in which they are
recognized:
Equity instruments measured at fair value: The criteria for quantifying and recognizing impairment
losses on equity instruments are similar to those for other debt instruments, with the exception of any
recovery of previously recognized impairment losses for an investment in an equity instrument
classified as available for sale, which are not recognized through profit or loss but recognized under
the heading “Valuation adjustments – Available-for-sale financial assets” in the balance sheet (Note
27).
Equity instruments measured at cost: The impairment losses on equity instruments measured at
acquisition cost are equal to the difference between their carrying amount and the present value of
expected future cash flows discounted at the market rate of return for similar securities. These
impairment losses are determined taking into account the equity of the investee (except for valuation
adjustments due to cash flow hedges) for the last approved balance sheet, adjusted for the
unrealized gains at the valuation date.
Impairment losses are recognized in the income statement for the period in which they arise as a
direct reduction of the cost of the instrument. These losses may only be reversed subsequently if the
assets are sold.
2.2. TRANSFERS AND DERECOGNITION OF FINANCIAL ASSETS AND LIABILITIES
The accounting treatment of transfers of financial assets depends on the extent to which the risks and
rewards associated with the transferred assets are transferred to third parties.
Financial assets are only derecognized from the consolidated balance sheet when the rights to the cash
flows they generate have extinguished expire or when their implicit risks and benefits have been
substantially transferred out to third parties. Similarly, financial liabilities are derecognized from the
consolidated balance sheet only if their obligations are extinguished or acquired (with a view to subsequent
cancellation or renewed placement).
When the risks and benefits of transferred assets are substantially transferred to third parties, the financial
asset transferred is derecognized from the balance sheet, and any right or obligation retained or created as a
result of the transfer is simultaneously recognized.
The Bank is considered to have transferred substantially all the risks and benefits if such risks and benefits
account for the majority of the risks and benefits involved in ownership of the transferred assets.
If substantially all the risks and benefits associated with the transferred financial asset are retained:
• The transferred financial asset is not derecognized and continues to be measured using the same
criteria as those used before the transfer in the balance sheet.
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sheets. As these liabilities do not constitute a current obligation, when measuring such a financial
liability the Bank deducts those financial instruments owned by it which constitute financing for the
entity to which the financial assets have been transferred, to the extent that these instruments are
deemed to specifically finance the assets transferred.
• Both the income generated on the transferred (but not derecognized) financial asset and the
expenses of the new financial liability are recognized in the accompanying income statements.
Purchase and sale commitments
The financial instruments sold with a commitment to subsequently repurchase them are not derecognized
from the balance sheets and the amount received from the sale is considered financing from third parties.
The financial instruments acquired with a commitment to subsequently resell them are not recognized in the
balance sheets and the amount paid for the sale is considered credit given to third parties.
Securitization
The Bank has applied the most stringent prevailing criteria in determining whether or not it retains the risks
and rewards on such assets for all securitizations performed since 1 January 2004. As a result of this
analysis, the Bank has concluded that none of the securitizations undertaken since that date meet the
prerequisites for derecognizing the underlying assets from the balance sheets as it substantially retains all
the risks embodied by expected loan losses or associated with the possible variation in net cash flows, due
to retaining the subordinated loans that the Bank issued to these securitization funds and hedging the
interest rate risk to which said securitization fund is exposed (Note 11 and Annex VII).
2.3. FINANCIAL GUARANTEES
Financial guarantees are those contracts that require the issuer to make specific payments to reimburse the
holder for a loss incurred when a specific borrower breaches its payment obligations on the terms –whether
original or subsequently modified– of a debt instrument, irrespective of the legal form it may take. These
guarantees may take the form of a deposit, financial guarantee, insurance contract or credit derivative,
among others.
Financial guarantees, irrespective of the guarantor, instrumentation or other circumstances, are reviewed
periodically so as to determine the credit risk to which they are exposed and, if appropriate, to consider
whether a provision is required for them. The credit risk is determined by application of criteria similar to
those established for quantifying impairment losses on debt instruments measured at amortized cost (see
Note 2.1).
The provisions made for financial guarantees classified as substandard are recognized under “Provisions -
Provisions for contingent liabilities and commitments” on the liability side in the accompanying balance
sheets (Note 21). These provisions are recognized and reversed with a charge or credit, respectively, to
“Provision expenses (net)” in the accompanying income statements (Note 42) .
Income from guarantee instruments is recorded under the heading “Fee and commission income” in the
accompanying income statements and is calculated by applying the rate established in the related contract
to the nominal amount of the guarantee (Note 36).
2.4. NON-CURRENT ASSETS HELD FOR SALE AND LIABILITIES ASSOCIATED WITH NON-CURRENT
ASSETS HELD FOR SALE
The heading “Non-current assets held for sale” in the accompanying balance sheets recognizes the carrying
amount of non-financial assets that are not part of the Bank’s operating activities. The recovery of this
carrying amount is expected to take place through the price obtained on its disposal (Note 14). The assets
included under this heading are assets where an active sale plan has been initiated and approved at the
appropriate management level and it is highly probable they will be sold in their current condition within one
year from the date on which they are classified as such.
This heading includes individual items and groups of items (“disposal groups”) that form part of a major
business unit and are being held for sale as part of a disposal plan (“discontinued operations”). The
individual items include the assets received by the Bank in full or partial settlement of the debtors’ payment
obligations (assets foreclosed or donated in repayment of debt and recovery of lease finance transactions),
unless the Bank has decided to make continued use of these assets. The Bank has units that specialize in
real estate management and the sale of this type of asset.
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Symmetrically, the heading “Liabilities associated with non-current assets held for sale” in the accompanying
balance sheets reflects the balances payable arising on disposal groups and discontinued operations.
Non-current assets held for sale are generally measured at fair value less sale costs or their carrying amount
upon classification within this category, whichever is the lower. Non-current assets held for sale are not
depreciated while included under this heading.
The fair value of non-current assets held for sale from foreclosures or recoveries is determined taking as a
reference valuations performed by appraisal companies in each of the geographical areas in which the
assets are located. The Bank requires that these valuations be no older than one year, or less if there are
other signs of impairment losses. The main independent valuation and appraisal companies authorized by
the Bank of Spain and entrusted with the appraisal of these assets are: Sociedad de Tasación, S.A.,
Valtecnic, S.A., Krata, S.A., Gesvalt, S.A., Alia Tasaciones, S.A., Tasvalor, S.A., Tinsa, S.A., Ibertasa, S.A.,
Valmesa, S.A., Arco Valoraciones, S.A and Tecnicasa, S.A.
The gains and losses generated on the disposal of assets and liabilities classified as held for sale, and
related impairment losses and subsequent recoveries, where pertinent, are recognized in “Gains and losses
on non-current assets held for sale not classified as discontinued operations” (see Note 46). The remaining
income and expense items associated with these assets and liabilities are classified within the corresponding
income statement headings.
2.5. TANGIBLE ASSETS
Tangible assets - Property, plants and equipment for own use
The heading “Tangible assets – Property, plants and equipment – For own use” relates to the assets under
ownership or acquired under lease finance, intended for future or current use by the Bank and that it expects
to hold for more than one year. It also includes tangible assets that the Bank receives in full or part
settlement of financial assets representing receivables from third parties and those assets expected to be
held for continuing use.
“Tangible assets – Property, plants and equipment – For own use” are presented in the balance sheets at
acquisition cost less any accumulated depreciation and, where appropriate, any estimated impairment losses
resulting from comparing this net value of each item with its corresponding recoverable value.
If there are foreclosed assets for own use, their acquisition cost is equal to the book value of the financial
assets delivered in exchange for their foreclosure.
Depreciation is calculated using the straight-line method on the basis of the acquisition cost of the assets
less their residual value; the land on which the buildings and other structures stand is considered to have an
indefinite life and is therefore not depreciated.
The period’s tangible asset depreciation charge is recognized in the income statements under the heading
"Amortization" (Note 41) and is based on the application of the following depreciation rates (determined on
the basis of the average years of estimated useful life of the various assets):
The criteria used by the Bank to determine their recoverable value is based on updated independent
appraisals performed in the last 3-5 years at most, in the absence of other signs of impairment.
At each accounting close, the Bank analyzes whether there are internal or external indicators that a tangible
asset may be impaired. When there is evidence of impairment, the Bank then analyzes whether this
impairment actually exists by comparing the asset’s carrying amount with its recoverable amount. When the
carrying amount exceeds the recoverable amount, the carrying amount is written down to the recoverable
amount and depreciation charges going forward are adjusted to reflect the asset’s remaining useful life.
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Similarly, if there is any indication that the value of a tangible asset has been recovered, the Bank will
estimate the recoverable amounts of the asset and recognize it in the income statement, recording the
reversal of the impairment loss recorded in previous periods and, consequently, adjust the future
depreciation charges. Under no circumstances may the reversal of an impairment loss on an asset raise its
carrying amount above that which it would have if no impairment losses had been recognized in prior years.
Upkeep and maintenance expenses relating to tangible assets held for own use are recognized as an
expense in the year they are incurred and recognized in the accompanying income statements under the
heading "General and administrative expenses - Property, fixtures and equipment " (see Note 40.2).
Property, plants and equipment - Leased out under an operating lease
The criteria used to recognize the acquisition cost of assets leased out under operating leases, to calculate
their depreciation and their respective estimated useful lives and to record the impairment losses on them,
are the same as those described in relation to tangible assets for own use.
Investment properties
The heading “Tangible assets - Investment properties” in the accompanying balance sheets reflects the net
values of the land (purchase cost minus the corresponding accumulated repayment and, if appropriate,
estimated impairment losses), buildings and other structures held either to earn rentals or for capital
appreciation through sale, and are neither expected to be sold off in the ordinary course of business nor are
intended for own use (Note 16).
The criteria used to recognize the acquisition cost of investment properties, calculate their depreciation and
their respective estimated useful lives and record the impairment losses on them, are the same as those
described in relation to tangible assets held for own use.
The criteria used by the Bank to determine their recoverable value is based on updated independent
appraisals performed in the last year at most, in the absence of other indications of impairment.
2.6. INTANGIBLE ASSETS
These assets can have an “indefinite useful life” –when, based on an analysis of all relevant factors, it is
concluded that there is no foreseeable limit to the period over which the asset is expected to generate net
cash flows for the Bank– or a “finite useful life”, in all other cases.
The Bank has not recognized any intangible assets with an indefinite useful life.
Intangible assets with a finite useful life are amortized according to this useful life, using methods similar to
those used to depreciate tangible assets. The period’s tangible asset depreciation charge is recognized in
the income statement under the heading "Amortization" (Note 41).
The Bank recognizes any impairment loss on the carrying amount of these assets with charge to the heading
“Impairment losses of other assets (net) – Goodwill and other intangible asset” in the income statement. The
criteria used to recognize the impairment losses on these assets and, where applicable, the recovery of
impairment losses recognized in prior periods are similar to those used for tangible assets.
2.7. TAX ASSETS AND LIABILITIES
The Spanish corporation tax expense is recognized in the income statement, except when it results from
transactions in which the effects are recognized directly in equity; in this case the related tax effect is also
recognized in equity.
The current income tax expense is calculated by aggregating the current tax arising from the application of
the related tax rate to the taxable profit (or tax loss) for the year (after deducting the tax credits allowable for
tax purposes) and the change in deferred tax assets and liabilities recognized in the income statement.
Deferred tax assets and liabilities include temporary differences, valued at the amount expected to be
payable or recoverable for the differences between the book values of assets and liabilities and their tax
bases, and tax loss and tax credit carry forwards. These amounts are measured applying to the temporary
difference the tax rates that are expected to apply in the year when the asset is realized or the liability settled
(Note 18).
Deferred tax assets are recognized to the extent that it is considered likely that the Bank will have sufficient
taxable profits in the future against which the deferred tax assets can be utilized.
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The recognized deferred tax assets and liabilities are reassessed by the Bank on each balance sheet date in
order to ascertain whether they still exist, and the appropriate adjustments are made on the basis of the
findings of the analyzes performed.
The income and expenses directly recognized in equity that do not increase or decrease taxable income are
accounted as temporary differences.
Deferred tax liabilities in relation to taxable temporary differences associated with investments in
subsidiaries, associates or jointly controlled entities are recognized as such, except where the Bank can
control the timing of the reversal of the temporary difference and it is unlikely that it will reverse in the
foreseeable future.
2.8. PROVISIONS, CONTINGENT ASSETS AND CONTINGENT LIABILITIES
The heading “Provisions” in the accompanying balance sheets includes amounts recognized to cover the
Bank’s current obligations arising as a result of past events. These are certain in terms of nature but
uncertain in terms of amount and/or cancellation date. The settlement of these obligations is deemed likely to
entail an outflow of resources embodying economic benefits (see Note 21). The obligations may arise in
connection with legal or contractual provisions, valid expectations that the Bank forms relating to third parties
in relation to the assumption of certain responsibilities or virtually certain developments of particular aspects
of applicable regulation, specifically draft legislation to which the Bank will certainly be subject.
Provisions are recognized in the balance sheet when each and every one of the following requirements is
met: The Bank has an existing obligation resulting from a past event and, on the balance sheet date, it is
more likely than not that the obligation will have to be settled; it is probable that to settle the obligation the
entity will have to give up resources embodying economic benefits; and a reliable estimate can be made of
the amount of the obligation. Among other items they include provisions for commitments to employees
mentioned in section 2.9, as well as provisions for tax and legal litigation.
Contingent assets are possible assets that arise from past events and whose existence is conditional on,
and will be confirmed only by the occurrence or non-occurrence of, events beyond the control of the Bank.
Contingent assets will not be recognized in the balance sheet or in the income statement; however, they will
be disclosed in the notes to the financial statements, provided that it is probable that these assets will give
rise to an increase in resources embodying economic benefits (see Note 31).
Contingent liabilities are possible Bank obligations that arise from past events and whose existence is
conditional on the occurrence or non-occurrence of one or more future events beyond the control of the
Bank. They include the existing obligations of the Bank when it is not probable that an outflow of resources
embodying economic benefits will be required to settle them or when, in extremely rare cases, their amount
cannot be measured with sufficient reliability (Note 31).
2.9. POST-EMPLOYMENT BENEFITS AND OTHER LONG-TERM COMMITMENTS TO EMPLOYEES
Below is a description of the most significant accounting criteria relating to the commitments to employees,
related to post-employment benefits and other commitments, of the Bank and branches abroad (Note 22).
Commitments valuation: actuarial assumptions and actuarial gains/losses recognition
The present values of the commitments are quantified on a case-by-case basis. Costs are calculated using
projected unit credit method, which sees each period of service as giving rise to an additional unit of
benefit/commitment and measures each unit separalely to build up the final obligation.
In adopting the actuarial assumptions, the following are taken into account:
• They are unbiased, in that they are not unduly aggressive nor excessively conservative.
• They are mutually compatible, reflecting the economic relationships between factors such as
inflation, rates of salary increase and discount rates.
• The future levels of salaries and benefits are based on market expectations on the balance sheet
date for the year over which the obligations are to be settled.
• The discount rate used is determined by reference to market yields on the financial statement date
on high-quality corporate bonds or debentures.
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The Bank recognizes all actuarial differences under “Provisions” (see Note 42) in the income statement in
the year in which they arise in connection with commitments assumed by the Bank in connection with
personnel availing of early retirement schemes, benefits awarded for seniority, pre-retirement widowhood
and disability benefits awarded based on the years of employee service in the Bank, and other similar items.
The Bank recognizes the actuarial gains or losses arising on all other defined post-employment benefit
commitments directly in "Reserves" within the Bank’s equity (Note 25) in accordance with standard 35 of
Bank of Spain Circular 4/2004 (and subsequent amendments).
The Bank does not apply the option of deferring actuarial gains and losses to any of its employee
commitments using the so-called corridor approach.
Post-employment benefits
- Pensions
Post-employment benefits include defined-contribution and defined-benefit commitments.
- Defined-contribution commitments
The amounts of these commitments are determined as a percentage of certain remuneration items and/or as
a pre-established annual amount. The current contributions made by the Bank for defined-contribution
commitments are recognized with a charge to the heading “Personnel Expenses – Contributions to external
pension funds” in the accompanying income statements (Notes 22 and 40).
-Defined-benefit commitments
The Bank has defined-benefit commitments for permanent disability and death of current employees and
early retirees; for death for certain retired employees; and defined-benefit retirement commitments applicable
only to certain groups of serving employees (unvested benefits), or early retired employees (vested benefits)
and of retired employees (ongoing benefits). Defined-benefit commitments are funded by insurance
contracts and internal provisions.
Pension commitments covered with insurance policies are recognized as follows:
i. Pension commitments to employees shall be recorded as pension provisions.
ii. The insurance policy shall be recorded on the asset side as an insurance contract linked to
pensions.
iii. The expense for the period shall be recorded under the heading “Personnel expenses” net of the
amount relating to the insurance contracts.
- Early retirement
The Bank has offered some employees in Spain the possibility of taking early retirement before the age
stipulated in the collective labor agreement then in force. The corresponding provisions by the Bank were
recognized with a charge to the heading “Provisions (net) – Pension funds and similar obligations” in the
accompanying income statements (Note 42). The present values are quantified on a case-by-case basis and
are recognized under the heading “Provisions - Pension funds and similar obligations” in the accompanying
balance sheets (Note 21).
The commitments to early retirees include the compensation and indemnities and contributions to external
pension funds payable during the year of early retirement. The commitments relating to this group of
employees after they have reached normal retirement age are included in the previous section “Pensions”.
- Other post-employment welfare benefits
The Bank has welfare benefit commitments the effects of which extend beyond the retirement of the
employees entitled to the benefits. These commitments relate to certain current employees and retirees,
depending upon the employee group to which they belong.
The present actuarial values of the vested obligations for post-employment welfare benefits are quantified on
a case-by-case basis. They are recognized under the heading “Provisions - Pension funds and similar
obligations” in the accompanying balance sheets (Note 21) and they are charged to the heading “Personnel
expenses – Other personnel expenses” in the accompanying income statements (Note 40).
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II. unmatured non-hedging forward foreign currency purchase and sale transactions, which are translated
at the exchange rates on the forward currency market at the end of each period published by the Bank
of Spain for this purpose.
The breakdown of the balances in foreign currencies of the balance sheet as of December 31, 2010 and
2009, based on the most significant foreign currencies, are set forth in Appendix X.
Structural currency positions
As a general policy, the Bank’s investments in foreign subsidiaries and the endowment funds provided to
branches abroad are financed in the same currency as the investment in order to eliminate the future
exchange risk arising from these transactions. However, the investments made in countries whose
currencies do not have a market which permits the obtainment of unlimited, lasting and stable financing at
long-term are financed in another currency.
2.14. RECOGNITION OF INCOME AND EXPENSES
The most significant criteria used by the Bank to recognize its income and expenses are summarized as
follows:
Interest income and expenses and similar items
As a general rule, interest income and expenses and similar items are recognized on the basis of their period
of accrual using the effective interest rate method. Specifically, the financial fees and commissions that arise
on the arrangement of loans, basically origination and analysis fees, must be deferred and recognized in the
income statement over the expected life of the loan. The direct costs incurred in arranging these transactions
can be deducted from the amount thus recognized. Bank of Spain’s Circular 4/2004 and subsequent
amendments establishes that, when there are no analytic accounting data to determine those direct costs,
they can be compensated with the arrangement commission up to a 0.4% of the amount of the loan with a
maximum limit of €400 per operation, which will be credited on the date of arrangement to the heading
“Other operating income” of the accompanying income statements and will diminish the aforementioned
accrued commissions.
On the other hand, dividends received from other companies are recognized as income when the Bank’ right
to receive them arises.
However, when a debt instrument is deemed to be impaired individually or is included in the category of
instruments that are impaired because of amounts more than three months past-due, the recognition of
accrued interest in the income statement is interrupted. This interest is recognized for accounting purposes
as income, as soon it is received, from the recovery of the impairment loss.
Commissions, fees and similar items
Income and expenses relating to commissions and similar fees are recognized in the income statement
using criteria that vary according to their nature. The most significant income and expense items in this
connection are:
• Those relating to financial assets and liabilities measured at fair value through profit or loss, which
are recognized when collected.
• Those arising from transactions or services that are provided over a period of time, which are
recognized over the life of these transactions or services.
• Those relating to a single act, which is recognized when the single act is carried out.
Non-financial income and expenses
These are recognized for accounting purposes on an accrual basis.
Deferred collections and payments
These are recognized for accounting purposes at the amount resulting from discounting the expected cash
flows at market rates.
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The reconciliation between the various headings in the balance sheet respect to the cash flow statement is
set out following the 2010 and 2009 cash flow statements.
To prepare the cash flow statements, the following items are taken into consideration:
• Cash flows: Inflows and outflows of cash and cash equivalents, the latter being short-term, highly
liquid investments subject to a low risk of changes in value, such Cash and Deposits.
• Operating activities: The typical activities of credit institutions and other activities that cannot be
classified as investing or financing activities.
• Investing activities: The acquisition, sale or other disposal of long-term assets and other investments
not included in cash and cash equivalents.
• Financing activities: Activities that result in changes in the size and composition of equity and of
liabilities that do not form part of operating activities
3. APPLICATION OF EARNINGS
In 2010, the Board of Directors of Banco Bilbao Vizcaya Argentaria, S.A. resolved to distribute the first,
second and third amounts against the 2010 dividends of the income, amounting to a total of €0.270 gross
per share. The aggregate amount of the interim dividends declared as of December 31, 2010 was €1,079
million and is recognized under “Stockholders' funds - Dividends and remuneration” in the accompanying
balance sheet. The provisional financial statements prepared in 2010 by Banco Bilbao Vizcaya Argentaria,
S.A. in accordance with legal requirements evidencing the existence of sufficient liquidity for the distribution
of the amounts to the interim dividend were as follows:
Millions of Euros
31-05-2010 31-08-2010 30-11-2010
Available Amount for Interim Dividend Payments
First Second Third
Profit at each of the dates indicated, after the provision for income tax 1,432 3,072 3,088
Less -
Estimated provision for Legal Reserve - - 73
Interim dividends paid - 337 675
Maximum amount distributable 1,432 2,735 2,340
Amount of proposed interim dividend 337 337 404
Millions of
Application of Earnings 2010
Euros
Net income for year of 2010 2,904
Distribution:
Dividends 1,079
Legal reserve 73
Voluntary reserves 1,752
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The dividends paid per share in 2010 and 2009 were as follows:
2010 2009
Amount Amount
% Over Euros per % Over Euros per
Dividends Paid (Millions of (Millions of
Nominal Share Nominal Share
Euros) Euros)
Ordinary shares 67% 0.330 1,237 86% 0.420 1,574
Rest of shares - - - - - -
Total dividends paid 67% 0.330 1,237 86% 0.420 1,574
Dividends with charge to income 67% 0.330 1,237 86% 0.420 1,574
Dividends with charge to reserve or share
premium - - - - - -
Dividends in kind - - - - - -
(*) The total dividens paid under the cash-flows criteria, are the total amount paid in cash each year
to shareholders, regardless of the year there were accued.
• Basic earnings per share is calculated by dividing the “Net income attributed to parent company” by the
weighted average number of shares outstanding during the period, excluding the average number of
treasury stock held throughout this period.
• Diluted earnings per share is calculated by using a method similar to that used to calculate basic
earnings per share; the weighted average number of shares outstanding, and the earnings attributed to
the parent company if appropriate, is adjusted to take into account the potential dilutive effect of certain
financial instruments that could generate the issue of new Bank shares (share option commitments with
employees, warrants on parent company shares, convertible debt instruments) or for discontinued
operations.
Two transactions were carried out in 2010 and 2009 that affect the calculation of basic and diluted earnings
per share:
• In 2010 the Bank has carried out a capital increase with the pre-emptive subscription right for former
shareholders (see Note 23). According to IAS 33, the calculation of the basic and diluted earnings per
share should be adjusted retrospectively for all years before the issue by using a corrective factor that
will be applied to the denominator (a weighted average number of shares outstanding). Said corrective
factor is the result of dividing the fair value per share immediately before the exercice of rights by the
theoretical ex-rights fair value per share. For these purposes the basic and diluted earnings per share
have been recalculated for 2009 from the following table.
• In 2009, the Bank issued subordinated convertible bonds amounting to €2,000 million (see Note 20.4.3).
Since the conversion is mandatory on the date of their final maturity, in accordance with the IAS 33
criteria, the following adjustments must be applied to both the calculation of the diluted earnings per
share as well as the basic earnings per share.
- In the numerator, the net income attributed to the parent company is increased by the amount of
the annual coupon of the subordinated convertible bond.
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- In the denominator, the weighted average number of shares outstanding is increased by the
estimated number of shares after the conversion if done that day.
As a result, as can be seen in the following table, for 2010 and 2009 the amount of the basic earnings per
share and diluted earnings per share coincide, as since the diluting effect of the conversion is mandatory, it
should also be applied to the calculation of the basic earnings per share.
The calculation of earnings per share in 2010 and 2009 is as follows:
As of December 31, 2010 and 2009, except for the aforementioned convertible bonds, there were no other
financial instruments, share option commitments with employees or discontinued transactions that could
potentially affect the calculation of the basic earnings per share for the years presented.
5. RISK EXPOSURE
Dealing in financial instruments can entail the assumption or transfer of one or more classes of risk by
financial institutions. The risks related to financial instruments are:
Credit risk: Credit risk defined as the risk that one party to a financial instrument will cause a financial
loss for the other party by failing to discharge an obligation.
Market risks: These are defined as the risks arising from the maintenance of financial instruments
whose value may be affected by changes in market conditions. It includes three types of risk:
- Foreign-exchange risk: this is the risk resulting from variations in foreign exchange rates.
- Interest rate risk: this arises from variations in market interest rates.
- Price risk: This is the risk resulting from variations in market prices, either due to factors
specific to the instrument itself, or alternatively to factors which affect all the instruments
traded on the market.
Liquidity risk: this is the possibility that a company cannot meet its payment commitments duly
without having to resort to borrowing funds under onerous conditions, or damaging its image and
reputation of the entity.
PRINCIPLES AND POLICIES
The general guiding principles that the Bank follows to define and monitor its risk profile are set out below:
• The risk management function is unique, independent and global.
• The assumed risks must be compatible with the target capital adequacy and must be identified,
measured and assessed. Monitoring and management procedures and sound control and mitigation
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Internal Control and Operational Risk Models, and likewise to monitor and locate the main
operational risks the Group is subject to, including those that are transversal in nature. This
Committee is therefore the highest operational risk management body in the Group.
This Risk Management Committee is made up of the risk managers from the Risk Units from the
business areas and those of the Corporate Risk Area. This body meets monthly and is responsible
for establishing the Group's risk strategy (especially as regards policies and structure of the
operation of the Group), presenting the risk strategy to the Group’s governing bodies for their
approval, monitoring the management and control of risks in the Group and, if necessary, adopting
the necessary actions.
The Global Risk Management Committee is made up of the corporate directors of the Group's risk
unit and those responsible for risks in the different countries. The Committee meets every week to
review the Group's risk strategy, and review and agree on the main risk projects and initiatives in the
business areas.
The Assets and Liabilities Committee (“ALCO”) is responsible for actively managing structural
interest rate and foreign exchange risk positions, global liquidity and the Group’s capital resources.
The Technology and Methodologies Committee is a forum that decides on the hedging needs of models and infrastructures in
the Business Areas within the framework of the operational model of GRM.
The functions of the New Products Committee are to assess, and if appropriate to approve, the
introduction of new products before the start of activity; to undertake subsequent control and
monitoring for newly authorized products; and to foster business in an orderly way to enable it to
develop in a controlled environment.
TOOLS, CIRCUITS AND PROCEDURES
The Bank has implemented an integral risk management system designed to cater for the needs arising in
relation to the various types of risk. This has prompted it to equip the management processes for each risk
with measurement tools for risk acceptance, assessment and monitoring and to define the appropriate
circuits and procedures, which are reflected in manuals that also include management criteria.
Specifically, the main risk management activities performed are as follows: calculation of the risk exposures
of the various portfolios, considering any related mitigating factors (netting, collateral, etc.); calculation of the
probability of default ( “PD”), loss severity and expected loss of each portfolio, and assignment of the PD to
the new transactions (ratings and scorings); values-at-risk measurement of the portfolios based on various
scenarios using historical simulations; establishment of limits to the potential losses based on the various
risks incurred; determination of the possible impacts of the structural risks on the income statement; setting
of limits and alerts to safeguard the Bank’s liquidity; identification and quantification of operational risks by
business line to enable the mitigation of these risks through corrective measures; and definition of efficient
circuits and procedures which contribute to the efficient achievement of the targets set.
INTERNAL CONTROL MODEL
The Group’s Internal Control Model is based on the best practices described in the following documents:
“Enterprise Risk Management – Integrated Framework” by the COSO (Committee of Sponsoring
Organizations of the Treadway Commission) and “Framework for Internal Control Systems in Banking
Organizations” by the Bank for International Settlements (BIS).
The Internal Control Model therefore comes within the Integral Risk Management Framework. Said
framework is understood as the process within an organization involving its board of directors, its
management and all its staff, which is designed to identify potential risks facing the institution and which
enables them to be managed within the limits defined, in such a way as to reasonably assure that the
organization meets its business targets.
This Integral Risk Management Framework is made up of Specialized Units (Risks, Compliance, Accounting
and Consolidation, Legal Services), the Internal Control Function, Operational Risk and Internal Audit.
The Internal Control Model is underpinned by, amongst others, the following principles:
• Risk identification, assessment and mitigation activities must be unique for each process.
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• The systems, tools and information flows that support internal control and operational risk activities
must be unique or, in any event, they must be wholly administered by a single unit.
• The specialized units promote policies and draw up internal regulations, the second-level
development and application of which is the responsibility of the Corporate Internal Control and
Operational Risk Unit.
One of the essential elements in the model is the Institution-level Controls, a top-level control layer, the aim
of which is to reduce the overall risk inherent in its business activities.
Each unit’s Internal Control and Operational Risk Management is responsible for implementing the control
model within its scope of responsibility and managing the existing risk by proposing improvements to
processes.
Given that some units have a global scope of responsibility, there are transversal control functions which
supplement the previously mentioned control mechanisms.
Lastly, the Internal Control and Operational Risk Committee in each unit is responsible for approving suitable
mitigation plans for each existing risk or shortfall. This committee structure culminates at the Group’s Global
Internal Control and Operational Risk Committee.
RISK CONCENTRATIONS
In the trading area, limits are approved each year by the Board’s Risk Committee on exposures to trading,
structural interest rate, structural currency, equity and liquidity risk at the banking entities and in the asset
management, pension and insurance businesses. These limits factor in many variables, including economic
capital and earnings volatility criteria, and are reinforced with alert triggers and a stop-loss scheme.
In relation to credit risk, maximum exposure limits are set by customer and country; generic limits are also
set for maximum exposure to specific deals and products. Upper limits are allocated based on iso-risk
curves, determined as the sum of expected losses and economic capital, and its ratings-based equivalence
in terms of gross nominal exposure.
There is also an additional guideline in terms of oversight of maximum risk concentration up to and at the
level of 10% of equity: stringent requirements in terms of in-depth knowledge of the counterparty, its
operating markets and sectors.
For retail portfolios, potential concentrations of risk are analyzed by geographical area or by certain specific
risk profiles in relation to overall risk and earnings volatility; where appropriate, the opportune measures are
taken, imposing cut-offs using scoring tools, via recovery management and mitigating exposure using pricing
strategy, among other approaches.
5.1 CREDIT RISK
Credit risk is defined as the risk that one party to a financial instrument will cause a financial loss for the
other party by failing to discharge a contractual obligation due to the insolvency or incapacity of the natural or
legal persons involved.
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Millions of Euros
For financial assets recognized in the accompanying balance sheets, credit risk exposure is equal to the
carrying amount, except for trading and hedging derivatives. The maximum exposure to credit risk on
financial guarantees issued is the maximum for which BBVA is liable if these guarantees are called in.
Regarding the renegotiated financial assets as of December 31, 2010, BBVA did not perform any
renegotiations that resulted in the need to reclassify doubtful risks as outstanding risks. The amount of
financial assets that would be irregular had their conditions not been renegotiated is not significant with
respect to the Bank's total loan portfolio as of December 31, 2010.
For trading and hedging derivatives, this information reflects the maximum credit risk exposure better than
the amount shown on the balance sheet because it does not only include the market value on the date of the
transactions (the carrying amount only shows this figure); it also estimates the potential risk of these
transactions on their due date.
Mitigation of credit risk, collateral and other credit enhancements, including risk hedging and
mitigation policies
In most cases, maximum exposure to credit risk is reduced by collateral, credit enhancements and other
actions that mitigate the Bank's exposure.
The Bank applies a credit risk protection and mitigation policy deriving from the banking approach focused
on relationship banking. On this basis, the provision of guarantees is a necessary but not sufficient
instrument when taking risks; therefore for the Bank to assume risks, it needs to verify the payment or
resource generation capacity to ensure the amortization of the risk incurred.
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The above is carried out through a prudent risk management policy which consists of analyzing the financial
risk in a transaction, based on the repayment or resource generation capacity of the credit recipient, the
provision of guarantees in any of the generally accepted ways (cash collateral, pledged assets, personal
guarantees, covenants or hedges) appropriate to the risk undertaken, and lastly on the recovery risk (the
asset’s liquidity).
The procedures for the management and valuation of collaterals are set out in the internal Manual on Credit
Risk Management Policies, which the Bank actively uses in the arrangement of transactions and in the
monitoring of both these and customers.
This Manual lays down the basic principles of credit risk management, which includes the management of
the collateral assigned in transactions with customers. Accordingly, the risk management model jointly
values the existence of an adequate cash flow generation by the obligor that enables him to service the debt,
together with the existence of suitable and sufficient guarantees that ensure the recovery of the credit when
the obligor’s circumstances render him unable to meet their obligations.
The procedures used for the valuation of the collateral are consistent with the market's best practices, which
involve the use of appraisal for real estate guarantees, market price for shares, quoted value of shares in a
mutual fund, etc.
All collaterals assigned are to be properly instrumented and recognized in the corresponding register, as well
as receive the approval of the Bank’s Legal Units.
The following is a description of the main collateral for each financial instrument class:
• Financial assets held for trading: The guarantees or credit enhancements obtained directly from
the issuer or counterparty are implicit in the clauses of the instrument. In trading derivatives, credit
risk is minimized through contractual netting agreements, where positive- and negative-value
derivatives with the same counterparty are offset for their net balance. There may likewise be other
kinds of guarantees, depending on counterparty solvency and the nature of the transaction.
• Available for sale financial assets: The guarantees or credit enhancements obtained directly from
the issuer or counterparty are inherent in the structure of the instrument.
• Held-to-maturity investments: The guarantees or credit enhancements obtained directly from the
issuer or counterparty are inherent in the structure of the instrument.
• Hedging derivatives: Credit risk is minimized through contractual netting agreements, where
positive- and negative-value derivatives with the same counterparty are settled at their net balance.
There may likewise be other kinds of guarantees, depending on counterparty solvency and the
nature of the transaction.
• Financial guarantees, other contingent exposures and drawable by third parties: They have
the counterparty’s personal guarantee and, in some cases, the additional guarantee from another
credit institution with which a credit derivative has been subscribed.
In addition, the derivatives carry contractual, legal compensation rights that have effectively reduced credit
risk by €27,443 and €27,026 million as of December 31, 2010 and 2009, respectively.
As of December 31, 2010, specifically in relation to mortgages, the average amount pending loan collection
represented 51.1% of the collateral pledged (51.5% as of December 31, 2009).
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Credit quality of financial assets that are neither past due nor impaired
BBVA has ratings tools that enable it to rank the credit quality of its operations and customers based on a
scoring system and to map these ratings to probability of default (“PD”) scales. To analyze the performance
of PD, the Bank has a series of tracking tools and historical databases that house the pertinent information
generated internally.
The scoring tools vary by customer segment (companies, corporate clients, SMEs, public authorities, etc).
Scoring is a decision model that contributes to both the arrangement and management of retail type loans:
Consumer loans, mortgages, credit cards for individuals, etc. Scoring is the tool used to decide to whom a
loan should be assigned, what amount should be assigned and what strategies can help establish the price,
because it is an algorithm that sorts transactions in accordance with their credit rating. The move towards
advanced risk management makes it possible to establish more proactive commercial relations with
customers. Proactive scoring establishes limits for customers that are then used when granting
transactions.
Rating tools, as opposed to scoring tools, do not assess transactions but focus on customers instead:
companies, corporate clients, SMEs, public authorities, etc. For wholesale portfolios where the number of
defaults is very low (sovereigns, corporates, financial entities) the internal ratings models are fleshed out by
benchmarking the statistics maintained by external rating agencies (Moody's, Standard & Poor’s and Fitch
Ibca). To this end, each year the Bank compares the PDs compiled by the agencies at each level of risk
rating and maps the measurements compiled by the various agencies to the BBVA master rating scale.
Once the probability of default for the transactions or customers has been determined, the so-called
business cycle adjustment starts. This involves generating a risk metric outside the context estimate, seeking
to gather information that represents behavior for an entire economic cycle. This probability is linked to
BBVA´s master rating scale.
BBVA maintains a master rating scale with a view to facilitating the uniform classification of the Bank’s
various asset risk portfolios. The table below shows the abridged scale which groups outstanding risk into
17 categories as of December 31, 2010:
Probability of default
Internal Rating
(basic points)
Minimum
Reduced List (17 groups) Average Maximum
from >=
AAA 1 - 2
AA+ 2 2 3
AA 3 3 4
AA- 4 4 5
A+ 5 5 6
A 8 6 9
A- 10 9 11
BBB+ 14 11 17
BBB 20 17 24
BBB- 31 24 39
BB+ 51 39 67
BB 88 67 116
BB- 150 116 194
B+ 255 194 335
B 441 335 581
B- 785 581 1,061
C 2,122 1,061 4,243
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The table below outlines the distribution of exposure including derivatives by internal ratings, to financial
entities and public institutions (excluding sovereign risk), of the Bank’s main institutions as of December 31,
2010 and 2009:
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Millions of Euros
2010 2009
Millions of Euros
Impaired Risks.
2010 2009
Breakdown by Type of Asset and by Sector
Impaired Risks on Balance
Available for sale financial assets 140 210
Debt securities 140 210
Loans and receivables 11,258 10,671
Loans and advances to credit institutions 76 84
Loans and advances to customers 11,172 10,573
Debt securities 10 14
Total Impaired Risks on Balance (1) 11,398 10,881
Impaired Risks Off Balance (2)
Impaired contingent liabilities 320 401
TOTAL IMPAIRED RISKS (1)+(2) 11,718 11,282
The changes in 2010 and 2009 in the impaired financial assets and contingent liabilities were as follows:
Millions of Euros
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Below are details of the impaired financial assets as of December 31, 2010, without considering impaired
contingent liabilities, classified by geographical location of risk and by the time since their oldest past-due
amount or the period since they were deemed impaired:
The table below shows the finance income accrued on impaired financial assets as of December 31, 2010,
and 2009:
Millions of Euros
2010 2009
Financial Income from Impaired Assets 1,267 1,001
This income is not recognized in the accompanying income statement due to the existence of doubts as to
the collectability of these assets.
Note 2.1.b gives a description of the individual analysis of impaired financial assets, including the factors the
entity takes into account in determining that they are impaired and the extension of guarantees and other
credit enhancements.
The following shows the changes in impaired financial assets written off from the balance sheet for the years
ended December 31, 2010 and 2009 because the possibility of their recovery was deemed remote:
Millions of Euros
Changes in Impaired Financial Assets Written-Off from the
2010 2009
Balance Sheet
Balance at the beginning 5,356 4,545
Increase: 2,015 1,141
Assets of remote collectability 1,594 833
Past-due and not collected income 421 289
Contributions by mergers - 19
Decrease: (303) (331)
Cash recovery (109) (80)
Foreclosed assets - (16)
Definitive derecognitions (194) (235)
Cancellation (95) (110)
Expiry of rights (1) -
Other causes (98) (125)
Net exchange differences 3 1
Balance at the end 7,071 5,356
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The Bank’s Non-Performing Assets (“NPA”) ratios for the headings "Loans and advances to customers" and
"Contingent liabilities" as of December 31, 2010, and 2009 were:
Percentage (%)
A breakdown of impairment losses by type of financial instrument registered in the accompanying income
statement and the recoveries of impaired financial assets in 2010 and 2009 is provided Note 43.
The accumulated balance of impairment losses broken down by portfolio as of December 31, 2010 and 2009
is as follows:
Millions of Euros
The changes in the accumulated losses for impairment on financial assets for the years 2010 and 2009 were
as follows:
Millions of Euros
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Most of the impairment on financial assets are included under the heading “Loans and receivables - Loans
and advances to customers” whose changes for the years ended 2010 and 2009 were as follows:
Millions of Euros
Changes in the Impairment Losses of the heading Loans and
2010 2009
Receivables - Loans and advances to customers
Balance at the beginning 5,029 4,113
Increase in impairment losses charged to income 3,380 3,702
Decrease in impairment losses credited to income (1,597) (2,105)
Aquisition of subsidiaries in the period - 144
Transfers to written-off loans (1,413) (780)
Exchange differences and other 126 (45)
Balance at the end 5,525 5,029
Of which:
For impaired portfolio 5,110 3,974
For current portfolio non impaired 415 1,055
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Validity tests are performed on the risk measurement models used to estimate the maximum loss that could
be incurred in the positions assessed with a certain level of probability (backtesting), as well as
measurements of the impact of extreme market events on risk positions (stress testing). The Group is
currently performing stress testing on historical and economic crisis scenarios drawn up by its Economic
Research Department.
Changes in market risk in 2010
The Bank’s market risk is higher in 2010 compared to the previous year. The average risk for 2010 stood at
€321 million (VaR calculation without smoothing). As regards annual trend, consumption fluctuated between
€15 and €27 million, with a slight rise in the second half of the year in interest-rate and credit spread risks as
a result of greater market volatility, together with greater exposure to interest-rate risk. The following is the
market risk trend for the Bank (VaR calculations without smoothing with a 99% confidence level and a 1-day
horizon):
The breakdown of VaR by risk factor as of December 31, 2010 and 2009 was as follows:
Millions of Euros
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In addition to measuring the sensitivity to 100-basis-point changes in market interest rates, the Bank
performs probability calculations that determine the economic capital and risk margin for structural interest
rate risk in the BBVA’s banking activity (excluding the Treasury area), based on interest rate curve simulation
models. The Bank regularly performs stress tests and sensitivity analysis to complement its assessment of
its interest rate risk profile.
All these risk measurements are subsequently analyzed and monitored, and levels of risk assumed and the
degree of compliance with the limits authorized by the Executive Committee are reported to the various
managing bodies of the Bank.
As part of the measurement process, the Bank established the assumptions regarding the movement and
behavior of certain items, such as those relating to products with no explicit or contractual maturity. These
assumptions are based on studies that estimate the relationship between the interest rates on these
products and market rates and enable specific balances to be classified into trend-based balances maturing
at long term and seasonal or volatile balances with short-term residual maturity.
c) Structural currency risk
Structural foreign exchange risk is basically caused by exposure to variations in foreign exchange rates that
arise in the Bank’s foreign subsidiaries and the provision of funds to foreign branches financed in a different
currency to that of the investment.
The ALCO is responsible for arranging hedging transactions to limit the capital impact of fluctuations in
exchange rates, based on their projected trend, and to guarantee the equivalent euro value of the foreign
currency earnings expected to be obtained from these investments.
Structural currency risk management is based on the measurements performed by the Risk Area. These
measurements use a foreign exchange rate scenario simulation model which quantifies possible changes in
value for a given confidence interval and a pre-established time horizon. The Executive Committee
authorizes the system of limits and alerts for these risk measurements, which include a limit on the economic
capital or unexpected loss arising from the foreign exchange risk of the foreign-currency investments.
d) Structural equity risk
The Bank’s exposure to structural equity risk comes largely from its holdings in industrial and financial
companies with medium- to long-term investment horizons, reduced by the short net positions held in
derivative instruments on the same underlying assets, in order to limit portfolio sensitivity to potential price
cuts.
The Risk Area measures and effectively monitors structural risk in the equity portfolio. To do so, it estimates
the sensitivity figures and the capital necessary to cover possible unexpected losses due to the variations in
the value of the equity portfolio at a confidence level that corresponds to the institution’s target rating, and
taking account of the liquidity of the positions and the statistical performance of the assets under
consideration. These figures are supplemented by periodic stress comparisons, back-testing and scenario
analyses.
5.3 LIQUIDITY RISK
The aim of liquidity risk management, tracking and control is to ensure, in the short-term, that the payment
commitments can be duly met without having to resort to borrowing funds under burdensome terms, or
damaging the image and reputation of the institution. In the medium term the aim is to ensure that the
financing structure is ideal and that it moves in the right direction, in the context of the economic situation,
the markets and regulatory changes.
Liquidity management and structural finance in the BBVA Group are based on the principle of the financial
autonomy of its subsidiaries. This management approach helps prevent or limit liquidity risk by reducing the
vulnerability of the BBVA Group during high-risk periods.
Once the decentralization is considered by geographical areas/subsidiaries, the management and monitoring
of liquidity risk is carried out comprehensively in each of the Group’s units with both a short and long-term
Approach. The short-term liquidity approach has a time horizon of up to 366 days. It is focused on the
management of payments and collections from Treasury and Markets and includes the operations specific to
the areas and the Bank's possible liquidity requirements. The second medium-term or medium-financing
approach is focused on financial management of all the balance sheet, with a time horizon of one year or
more.
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The comprehensive management of liquidity is carried out by the Assets and Liabilities Committee (ALCO) in
each Management Unit. The Financial Management unit, as part of the Financial Division, analyzes the
implications of the Bank’s various projects in terms of finance and liquidity and its compatibility with the target
financing structure and the situation of the financial markets. The Financial Management unit executes
proposals agreed by the ALCO in accordance with the agreed budgets and manages liquidity risk using a
broad scheme of limits, sub-limits and alerts approved by the Permanent Delegate Committee. The Risk
Area uses these limits to carry out its mediation and control work independently and provides the manager
with the support tools and metrics needed for decision-making. Each of the local risk areas, which are
independent from the local manager, complies with the corporative principles of liquidity risk control that are
established by the Global Market Risk (GRM) unit, which is the global structural risks unit for the whole
Group.
At the level of each entity, the managing areas request and propose a scheme of quantitative and qualitative
limits and alerts that affect liquidity risk in the short and medium term. Once agreed with GRM, controls and
limits are proposed to the Board of Directors through its delegate bodies, for approval at least once a year.
The proposals submitted by GRM are adapted to the situation of the market according to the risk tolerance
level aimed for by the Group.
The implementation of a new Liquidity and Finance Manual, which was approved in the last quarter of the
year, has meant the extension of schemes limiting the internal financing of business units, the financial
structure and financing concentration, as well as establishing alerts in qualitative liquidity indicators.
GRM carries out regular measurements of risk incurred and the monitoring of consumption of limits. It
develops tools and adapts valuation models, carries out regular stress tests and reports to ALCO and the
Group’s Management Committee on a monthly basis about liquidity levels. It also reports more often to the
management areas themselves and to the GRM Management Committee. The frequency of communication
and the amount of information under the current Contingency Plan is decided by the Liquidity Committee on
the proposal of the Technical Liquidity Group (TLG). The TLG carries out the initial analysis of the Bank's
short or long-term liquidity situation. The TLG is made up of specialized staff from the Short-Term Cash
Desk, Financial Management and the Global Market Risk Unit (UCRAM-Structural Risk). If the alert levels
suggest a deterioration of the relative situation, the TLG reports the matter to the Liquidity Committee, which
is composed of the managers of the related areas. If required, the Liquidity Committee is responsible for
calling the Financing Committee, which is made up of the President and COO, the Director of the Financial
Area, the Director of the Risk Area, the Director of Global Business and the Director of Business of the
country in question.
One of the most significant aspects regarding monitoring and management of liquidity risk in 2010 has been
the management and development of the sovereign risk crisis. In this sense, the role of the central banks
has been decisive in calming markets during the Eurozone debt crisis and the ECB has been proactive in
guaranteeing the liquidity conditions of the interbank markets. The BBVA Group has not needed to use the
extraordinary measures established by the Spanish and European authorities to mitigate tension in bank
financing.
On the regulatory side, the Basel Committee on Banking Supervision (Bank for International Settlements)
has proposed a new liquidity regulatory scheme based on two ratios: the Liquidity Coverage Ratio (LCR), to
enter into force in 2015; and the Net Stable Funding Ratio (NSFR), which will be implemented in 2018. The
Group participated in the corresponding impact study (QIS) and has included the new regulatory challenges
in its new general framework for action in the field of Liquidity and Finance.
47
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
Millions of Euros
Up to 1 1 to 3 3 to 12
2010 Demand 1 to 5 Years Over 5 Years Total
Month Months Months
ASSETS -
Cash and balances with central banks 4,165 - - - - - 4,165
Loans and advances to credit institutions 1,119 10,052 3,324 2,523 7,518 4,311 28,847
Loans and advances to customers 13,983 27,565 14,824 30,538 53,520 98,572 239,002
Debt securities 2 2,703 2,727 5,273 18,801 16,620 46,126
OTC derivatives - 510 1,490 3,575 13,725 17,318 36,618
LIABILITIES-
Deposits from central banks 3 5,008 3,129 2,704 - - 10,844
Deposits from credit institutions 1,505 19,021 3,986 2,178 9,287 5,890 41,867
Deposits from customers 55,886 56,159 16,373 38,409 17,131 1,355 185,313
Debt certificates (including bonds) - 5,017 9,747 4,483 27,370 14,377 60,994
Subordinated liabilities - - - 100 3,101 9,457 12,658
Other financial liabilities 3,994 391 28 89 12 11 4,525
OTC derivatives - 658 1,437 3,716 12,141 15,721 33,673
Millions of Euros
Up to 1 1 to 3 3 to 12
2009 Demand 1 to 5 Years Over 5 Years Total
Month Months Months
ASSETS -
Cash and balances with central banks 2,705 - - 578 - - 3,283
Loans and advances to credit institutions 1,144 10,582 1,990 2,600 7,004 4,505 27,825
Loans and advances to customers 695 23,917 12,854 28,262 58,336 108,817 232,881
Debt securities - 3,853 4,283 7,332 25,635 17,721 58,824
OTC derivatives - 460 2,023 4,022 13,975 12,305 32,785
LIABILITIES-
Deposits from central banks 7 4,224 3,783 12,292 - - 20,306
Deposits from credit institutions 1,322 15,471 4,054 5,202 6,341 7,657 40,047
Deposits from customers 56,287 43,202 30,814 26,315 13,509 1,294 171,421
Debt certificates (including bonds) - 6,113 15,972 11,502 27,938 13,446 74,971
Subordinated liabilities - - - - - - -
Other financial liabilities 3,249 90 38 92 1 1 3,471
OTC derivatives - 638 1,556 3,748 13,075 10,551 29,568
48
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
For financial instruments whose carrying amount is different from its fair value, fair value was calculated in
the following manner:
• The fair value of “Cash and balances with central banks”, which are short term by their very
nature, is equivalent to their carrying amount.
• The fair value of “Held-to-maturity investments” is equivalent to their quoted price in active
markets.
• The fair values of “Loans and receivables” and “Financial liabilities at amortized cost” were
estimated by discounting estimated cash flows using the market interest rates prevailing at each
year-end. The “Fair value changes of the hedged items in portfolio hedges of interest rate risk”
item registers the difference between the book value of the hedged deposits lent, registered
under "Loans and Receivables," and the fair value calculated using internal models and
observable variables of market data (see Note 13).
For financial instruments whose carrying amount corresponds to their fair value, the measurement processes
used are set forth below:
• Level 1: Measurement using market observable quoted prices for the financial instrument in
question, secured from independent sources and linked to active markets. This level includes
listed debt securities, listed equity instruments, some derivatives and mutual funds.
• Level 2: Measurement using valuation techniques the inputs for which are drawn from market
observable data.
• Level 3: Measurement using valuation techniques, where some of the inputs are not taken from
market observable data. Model selection and validation is undertaken at the independent
business units. As of December 31, 2010, level 3 financial instruments represented 1.48% of
financial assets accounted for at fair value and 0.07% of financial liabilities at fair value.
Model selection and validation was undertaken by control areas outside the business units.
49
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain
(See Note 1 and 54). In the event of a discrepancy, the Spanish-language version prevails.
The following table shows the main financial instruments carried at fair value in the accompanying balance
sheets as of December 31, 2010 and 2009, broken down by the valuation technique level used to determine
fair value:
Millions of Euros
2010 2009
Fair Value by Levels Notes Level 1 Level 2 Level 3 Level 1 Level 2 Level 3
ASSETS-
Financial assets held for trading 8 16,924 33,625 799 27,068 29,577 887
Debt securities 11,613 898 505 21,327 1,036 470
Other equity instruments 4,459 15 134 4,798 14 184
Trading derivatives 852 32,712 160 943 28,527 233
Available-for-sale financial assets 10 23,467 2,743 397 31,789 3,726 352
Debt securities 19,186 2,717 228 26,826 3,712 72
Other equity instruments 4,281 26 169 4,963 14 280
Hedging derivatives 13 - 2,988 - - 3,082 -
LIABILITIES-
Financial liabilities held for trading 8 4,285 31,370 25 4,330 27,517 96
Trading derivatives 899 31,370 25 964 27,517 96
Short positions 3,386 - - 3,366 - -
Hedging derivatives 13 - 1,391 - - 1,014 -
The heading “Available-for-sale-financial assets” in the accompanying balance sheet as of December 31,
2010 and 2009, additionally includes €105 and €97 million, respectively, accounted for at cost as indicated in
the Section “Financial instruments at cost”.
The changes in financial assets in Level 3 are shown later, in the table “Financial Assets Level 3: Changes in
the Year”.
The following table sets forth the main valuation techniques, hypotheses and inputs used in the estimation of
fair value in level 2 and 3, based on the type of financial instrument:
50
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain (See Note 1 and 54). In the event of a discrepancy, the Spanish-
language version prevails.
Trading portfolio
• Debt securities
Debt securities 898
• Risk premiums.
Calculation of the present value of financial instruments as the current value of future Equity instruments 15
cash flows (discounted at market interest rates), taking into account: • Observable market
Present-value method.
interest rates.
• Estimate of prepayment rates; Available-for-sale financial assets
51
Translation of financial statements originally issued in Spanish and prepared in accordance with generally accounting principles Spain (See Note 1 and 54). In the event of a discrepancy, the Spanish-
language version prevails.
Calculation of the present value of financial instruments as the current value of future Trading portfolio
cash flows (discounted at market interest rates), taking into account:
• Debt securities • “Time default” model for financial • Current market interest rates. • Default correlation.
instruments in the collateralized
debt obligations (CDOs) family • Credit spread (1) Equity instruments 134
• Net asset value (NAV) for hedge The “time-to-default” model uses a Gaussian copula to measure default probability. One • Credit spread. (1) Debt securities 228
funds and for equity instruments
• Equity instruments of the main variables used is the correlation of defaults extrapolated from several index
listed in thin and less active tranches (ITRAXX and CDX) with the underlying portfolio of our CDOs, using the • NAV supplied by the
markets fund manager. Equity instruments 169
expected loss as the basis.
• Monte Carlo simulations The options are valued through generally accepted valuation models, to which the • Reversion factor. (4)
LIABILITIES
observed implied volatility is added.
• Numerical integration • Volatility Spot
Correlation. (5)
• Heston
• Credit baskets These models assume a constant diffusion of default intensity. • Defaults correlation. Trading derivatives 25
(1) Credit spread: The spread between the interest rate of a risk-free asset (e.g. Treasury securities) and the interest rate of any other security that is identical in every respect except for quality rating. Spreads are considered as Level 3 inputs when referring to
illiquid issues. Based on spreads of similar entities.
(2) Correlation decay: The constant rate of decay that allows us to calculate how the correlation evolves between the different pairs of forward rates.
(3) Vol-of-Vol: Volatility of implicit volatility. This is a statistical measure of the changes of the spot volatility.
(4) Reversion Factor: The speed with which volatility reverts to its mean.
(5) Volatility- Spot Correlation: A statistical measure of the linear relationship (correlation) between the spot price of a security and its volatility.
52
The changes in 2009 and 2010 in the balance of Level 3 financial assets and liabilities were as follows:
Millions of Euros
2010 2009
Financial Assets Level 3
Assets Liabilities Assets Liabilities
Changes in the Period
Balance at the beginning 1,239 96 3,047 84
Valuation adjustments recognized in the income statement (124) (13) (122) 6
statement (18) - (7) -
Acquisitions, disposals and liquidations (133) (58) (304) (1)
Net transfers to level 3 233 - (1,375) 7
Exchange differences - - - -
Balance at the end 1,197 25 1,239 96
In 2010 the balance Level 3 financial assets did not register any significant changes. The net transfers in
Level 3 correspond to debt instruments of credit institutions whose inputs used in the valuation are no longer
observable. This increase is offset by sales, settlements and valuations of equity instruments.
The financial assets transferred between the different levels of valuation during 2010 were at the following
amounts in the accompanying balance sheets as of December 31, 2010:
Millions of Euros
From: Level I Level 2 Level 3
Transfer between levels To: Level 2 Level 3 Level 1 Level 3 Level 1 Level 2
ASSETS
Financial assets held for trading 27 - 4 118 - 55
Available-for-sale financial assets 263 4 3 205 - 53
Hedging derivatives - - - - - -
LIABILITIES-
Financial liabilities held for trading - - - - - -
Hedging derivatives - - - - - -
As of December 31, 2010, the potential effect on the valuation of Level 3 financial instruments of a change in
the main models if other reasonable models, more or less favorable, were used, taking the highest or lowest
value of the range deemed probable, would mean increasing or reducing the net gains and losses by the
following amounts:
Millions of Euros
Potential Impact on Income Statement Potential Impact on Total Equity
Financial Assets Level 3 Most Favorable Least Favorable Most Favorable Least Favorable
Sensitivity Analysis Hypotheses Hypotheses Hypotheses Hypotheses
ASSETS
Financial assets held for trading 43 (90) - -
Available-for-sale financial assets - - 10 (114)
Hedging derivatives - - - -
LIABILITIES-
Financial liabilities held for trading 3 (3) - -
Total 46 (93) 10 (114)
53
The table below outlines the financial assets and liabilities carried at cost that were sold in 2010 and 2009:
Millions of Euros
Millions of Euros
Cash and Balances with Central Banks 2010 2009
Cash 616 650
Balances at the Central Banks 3,549 2,633
Accrued interests - 3
Total 4,165 3,286
Millions of Euros
Millions of Euros
54
8.2. DEBT SECURITIES
The breakdown of the balance of this heading in the balance sheets as of December 31, 2010 and 2009 is
as follows:
Millions of Euros
Debt Securities Held-for-Trading
2010 2009
Breakdown by type of issuer
Issued by Central Banks 165 -
Spanish government bonds 7,953 13,463
Foreign government bonds 1,829 5,863
Issued by Spanish financial institutions 722 430
Issued by foreign financial institutions 369 742
Other debt securities 1,978 2,335
Total 13,016 22,833
The debt securities included under Financial Assets Held for Trading earned average annual interest of
1.874% in 2010 (2.289% in 2009).
8.3. EQUITY INSTRUMENTS
The breakdown of the balance of this heading in the balance sheets as of December 31, 2010 and 2009 is
as follows:
Millions of Euros
Equity Instruments Held-for-Trading
2010 2009
Breakdown by Issuer
Shares of Spanish companies
Credit institutions 304 666
Other sectors 2,470 2,319
Subtotal 2,774 2,985
Shares of foreign companies
Credit institutions 239 165
Other sectors 1,089 1,321
Subtotal 1,328 1,486
Shares in the net assets of mutual funds 506 525
Total 4,608 4,996
55
The breakdown, by transaction type and shown the organized markets and non-organized markets, of the
balances of this heading in the balance sheet as of December 31, 2010 and 2009 is as follows:
Organized markets
Financial futures - - - - - - -
Options (3) - (27) (11) (6) - (47)
Other products - - - - - - -
Subtotal (3) - (27) (11) (6) - (47)
OTC markets
Credit institutions
Forward transactions (51) - - - - - (51)
Future rate agreements (FRAs) - (6) - - - - (6)
Swaps - (1,785) (4) 1 24 - (1,764)
Options (110) (275) 40 - - - (345)
Other products - - - - - (175) (175)
Subtotal (161) (2,066) 36 1 24 (175) (2,341)
Other financial institutions
Forward transactions 54 - - - - - 54
Future rate agreements (FRAs) - (1) - - - - (1)
Swaps - 1,171 31 - (5) - 1,197
Options (12) (56) (231) - - - (299)
Other products - - - - - 319 319
Subtotal 42 1,114 (200) - (5) 319 1,270
Other sectors
Forward transactions 385 - - - - - 385
Future rate agreements (FRAs) - - - - - - -
Swaps - 1,621 145 - (34) - 1,732
Options (41) 84 393 - - - 436
Other products - - - - - (5) (5)
Subtotal 344 1,705 538 - (34) (5) 2,548
Subtotal 225 753 374 1 (15) 139 1,477
Total 222 753 347 (10) (21) 139 1,430
of which: Asset Trading Derivatives 4,738 24,124 3,602 12 123 1,125 33,724
of which: Liability Trading Derivatives (4,516) (23,371) (3,255) (22) (144) (986) (32,294)
Millions of Euros
Organized markets
Financial futures - - - - - - -
Options - - (30) - - - (30)
Other products - - - - - - -
Subtotal - - (30) - - - (30)
OTC markets
Credit institutions
Forward transactions 337 - - - - - 337
56
9. OTHER FINANCIAL ASSETS AND LIABILITIES DESIGNATED AT FAIR VALUE THROUGH PROFIT
OR LOSS
As of December 31, 2010 and 2009, this heading of the balance sheet had no balances.
Millions of Euros
Spanish Government and other government agency debt securities 1 (806) 12,324
Other debt securities 14 (124) 3,844
Subtotal 15 (930) 16,168
Foreign Debt Securities
United States - (21) 194
Government securities - (8) 120
US Treasury and other US Government agencies - (8) 120
States and political subdivisions - - -
Other debt securities - (13) 74
Other countries 12 (375) 5,769
Other foreign governments and other government agency debt securities 5 (327) 3,072
Other debt securities 7 (48) 2,697
Subtotal 12 (396) 5,963
Total 27 (1,326) 22,131
The decrease in the balance of the heading “Financial assets held for trading - Debt securities” in 2010 is
due, primarily, to the sale of securities and the changes in the valuations of these portfolios.
57
Millions of Euros
Unrealized Unrealized Fair
2009
Gains Losses Value
Domestic Debt Securities
Spanish Government and other government agency debt securities 262 (59) 15,353
Other debt securities 140 (115) 4,996
Subtotal 402 (174) 20,349
Foreign Debt Securities
United States 86 (23) 858
Government securities 2 (2) 155
US Treasury and other US Government agencies 2 (2) 155
States and political subdivisions - - -
Other debt securities 84 (21) 703
Other countries 279 (274) 9,403
Other foreign governments and other government agency debt securities 228 (225) 6,339
Other debt securities 51 (49) 3,064
Subtotal 365 (297) 10,261
Total 767 (471) 30,610
Millions of Euros
Unrealized Unrealized Fair
2009
Gains Losses Value
Equity instruments listed
Listed Spanish company shares 1,656 (8) 5,110
Credit institutions - - -
Other entities 1,656 (8) 5,110
Listed foreign company shares 2 (25) 146
United States - (8) 8
Other countries 2 (17) 138
Subtotal 1,658 (33) 5,256
Unlisted equity instruments
Unlisted Spanish company shares - - 23
Credit institutions - - 1
Other entities - - 22
Unlisted foreign companies shares - - 75
United States - - 51
Other countries - - 24
Subtotal - - 98
Total 1,658 (33) 5,354
58
The most significant change in 2009 in this heading was the reclassification of the investment in China
National Citic Bank (hereinafter “CNCB”) to “Investments in associates” described in Note 15.1.
During 2009, some credit institutions reached an agreement to restructure the Sacresa Group's debt. By
virtue of that agreement, through Anida Operaciones Singulares, S.L. (subsidiary fully owned by BBVA) the
Group received shares representing 9.1% of the common stock of Metrovacesa, S.A. as dation in repayment
of debt amounting to €362 million, and also acquired an extra 1.8% in Metrovacesa's common stock from
previous stockholders.
In November 2009, the investment that Anida Operaciones Singulares, S.L held in Metrovacesa S.A. at the
time, which was 11.4% of its common stock, was transfer to the Bank without this transfer generating any
equity changes.
10.4. GAINS/LOSSES
The changes in gains/losses, net of tax, in 2010 and 2009 were as follows:
Millions of Euros
(*) The amount transferred to 2010 and 2009 gains and losses was registered under the heading “Net gains (losses) on financial
assets and liabilities” of the accompanying income statements (Note 38).
The losses recognized under the heading “Impairment losses on financial assets (net) - Available for sale
assets” in the income statement for the year ended December 31, 2010 and 2009 amounted to €131 and
€183 million, respectively (see Note 43).
The losses recognized in the "Valuation adjustments – Available-for-sale assets” as of December 31, 2010,
were generated, principally, in a period of less than a year and mainly relate to debt securities
No impairment has been estimated following an analysis of these unrealized losses, therefore it can be
concluded that they are temporary, because: the interest payment periods of all the fixed-income securities
have been satisfied; and because there is no evidence that the issuer will not continue to comply with
payment obligations, and future payments of both principal and interests will be sufficient to recover the cost
of the debt securities.
59
11. LOANS AND RECEIVABLES
11.1. BREAKDOWN OF THE BALANCE
The breakdown of the balance of this heading in the balance sheets as of December 31, 2010 and 2009,
based on the nature of the related financial instrument, is as follows:
Millions of Euros
The increase in 2010 of the “Debt securities” item in the above table is mainly due to the reclassification of
some debt instruments issued by regional governments and registered under the heading "Available-for-sale
financial assets" in 2009.
11.2. LOANS AND ADVANCES TO CREDIT INSTITUTIONS
The breakdown of the balance of this heading in the balance sheets as of December 31, 2010 and 2009,
based on the nature of the related financial instrument, is as follows:
Millions of Euros
60
11.3. LOANS AND ADVANCES TO CUSTOMERS
The breakdown of the balance of this heading in the balance sheets as of December 31, 2010 and 2009,
based on the mode and location of operations, is as follows:
Millions of Euros
The breakdown, by borrower sector as of December 31, 2010 and 2009 was as follows:
Millions of Euros
Of all the “Loans and advances to customers" as of December 31, 2010, 4.3% were concluded with fixed-
interest conditions and 95.7% were variable interest.
The Bank, via several of its banks, provides its customers with financing to purchase assets, including
movable and immovable property, in the form of the finance lease arrangements recognized under this
heading. The breakdown of these finance leases as of December 31, 2010 and 2009 was as follows:
Millions of Euros
The heading “Loans and receivables – Loans and advances to customers” in the accompanying balance
sheets includes mortgage loans that, as mentioned in Note 30, are considered a suitable guarantee for the
issue of long-term mortgage covered bonds (Note 20.4.4), pursuant to the Mortgage Market Act.
61
Additionally, this heading of the accompanying balance sheets includes certain securitized loans that have
not been derecognized since the Bank has retained substantially all the related risks or rewards due to the
fact that it has granted subordinated financing or other types of credit enhancements that absorb either
substantially all expected credit losses on the asset transferred or the probable variation in attendant net
cash flows.
The balance sheet amounts of said securitized loans not derecognized as of December 31, 2010 and 2009
were:
Millions of Euros
Meanwhile, certain other securitized loans have been derecognized where substantially all attendant risks or
benefits were effectively transferred. As of December 31, 2010 and 2009, the outstanding balances of
derecognized securitized loans were as follows:
Millions of Euros
Spanish Government and other government agency debt securities 6,611 2 (671) 5,942
Other domestic debt securities 892 - (63) 829
Issue by credit institutions 290 - (13) 277
Issue by other issuers 602 - (50) 552
Subtotal 7,503 2 (734) 6,771
Foreign Debt Securities
Other foreign governments and other government agency debt
securities 2,181 10 (20) 2,171
Issue by credit institutions 262 6 (21) 247
Subtotal 2,443 16 (41) 2,418
Total 9,946 18 (775) 9,189
62
Millions of Euros
Spanish Government and other government agency debt securities 1,674 21 (13) 1,682
Other domestic debt securities 952 8 (18) 942
Subtotal 2,626 29 (31) 2,624
Foreign Debt Securities
Government and other government agency debt securities 2,399 64 (7) 2,456
Other debt securities 412 7 (6) 413
Subtotal 2,811 71 (13) 2,869
Total 5,437 100 (44) 5,493
The net increase in the balance in 2010 is mainly due to the acquisition of debt securities from the Spanish
government.
The Bank's foreign securities as of December 31, 2010 and 2009 in the held-to-maturity portfolio relate to
European issuers.
No impairment has been estimated following an analysis of the unrealized losses, therefore it can be
concluded that they are temporary, because: the interest payment periods of all the fixed-income securities
have been satisfied; and because there is no evidence that the issuer will not continue to comply with
payment obligations, nor that future payments of both principal and interests will not be sufficient to recover
the cost of the securities.
The following is a summary of the gross changes in 2010 and 2009 in this heading in the accompanying
balance sheets, not including impairment losses:
Millions of Euros
Held-to-Maturity Investments
2010 2009
Changes on the Period
Balance at the beginning 5,438 5,285
Acquisitions 4,969 426
Redemptions and other (460) (273)
Balance at the end 9,947 5,438
Impairment (1) (1)
Total 9,946 5,437
13. HEDGING DERIVATIVES (RECEIVABLE AND PAYABLE) AND FAIR VALUE CHANGES OF THE
HEDGED ITEMS IN PORTFOLIO HEDGES
The breakdown of the balance of these items in the accompanying balance sheets was as follows:
Millions of Euros
Hedging derivatives and Fair value changes of the hedged
2010 2009
items in portfolio hedges of interest rate risk
ASSETS-
Fair value changes of the hedged items in portfolio hedges of
interest rate risk 40 -
Hedging derivatives 2,988 3,082
LIABILITIES-
Fair value changes of the hedged items in portfolio hedges of
interest rate risk (2) -
Hedging derivatives 1,391 1,014
63
As of December 31, 2010 and 2009 the main positions hedged by the Bank and the derivatives assigned to
hedge those positions are:
• Cash-flow hedge:
Most of the hedged items are floating interest-rate loans: this risk is hedged using foreign-exchange and
interest-rate swaps.
Hedging Derivatives. Breakdown of the Fair Value by Markets and Transaction Type
Millions of Euros
64
Millions of Euros
The most significant cash flows that are expected to have an impact on the income statement in the coming
years for cash flow hedging held on the balance sheet as of December 31, 2010 are shown below.
Millions of Euros
From 3
3 Months or From 1 to 5 More than 5
Cash Flows of Hedging Instruments Less
Months to 1
Years Years
Total
Year
Receivable cash inflows 15 28 72 96 211
Payable cash outflows 15 28 70 133 246
The forecast cash flows will at most impact on the accompanying income statement for 2025. The amounts
previously recognized in equity from cash flow hedges that were removed from equity and included in the
income statement, either in the heading “Net gains (losses) on financial assets and liabilities” or in the
heading “Exchange differences (net)”, in 2010 and 2009 were €31and €5 million, respectively.
The amount for derivatives designated as accounting hedges that did not pass the effectiveness test in 2010
and 2009 was not significant.
14. NON-CURRENT ASSETS HELD FOR SALE AND LIABILITIES ASSOCIATED WITH NON-CURRENT
ASSETS HELD FOR SALE
The balance of the heading “Non-current assets held for sale” in the accompanying balance sheets, broken
down by the origin of the assets, is as follows:
Millions of Euros
Non-Current Assets Held-for-Sale
2010 2009
Breakdown by type of Asset
From:
Tangible fixed assets (net) 166 366
For own use 166 366
Assets leased out under an operating lease - -
Foreclosures or recoveries (net) 891 374
Foreclosures 830 348
Recoveries from financial leases 61 26
Accrued amortization (*) (48) (113)
Impairment losses (51) (57)
Total 958 570
(*) Until classified as non-current assets held for sale
65
As of December 31, 2010 and 2009, there were no liabilities associated with non-current assets held for
sale.
The changes in the heading “Non-current assets held for sale” of the balance sheets were as follows:
Millions of Euros
Recovered Assets
2010 Foreclosed from Operating From Own Use Total
Lease Assets (*)
Cost-
Balance at the beginning 348 26 253 627
Additions (Purchases) 939 75 - 1,014
Contributions from merger transactions - - - -
Retirements (Sales) (260) (28) (165) (453)
Transfers (197) (12) 30 (179)
Balance at the end 830 61 118 1,009
Impairment-
Balance at the beginning 41 8 8 57
Additions 185 9 3 197
Retirements (Sales) (22) (1) (4) (27)
Transfers (171) (5) - (176)
Balance at the end 33 11 7 51
Total 797 50 111 958
(*) Until classified as non-current assets held for sale
Millions of Euros
Recovered Assets
2009 Foreclosed from Operating From Own Use Total
Lease Assets (*)
Cost-
Balance at the beginning 91 10 64 165
Additions (Purchases) 344 65 - 409
Contributions from merger transactions - - 27 27
Retirements (Sales) (87) (49) (331) (467)
Transfers - - 493 493
Balance at the end 348 26 253 627
Impairment-
Balance at the beginning 8 5 3 16
Additions 57 3 5 65
Retirements (Sales) (74) - - (74)
Transfers 50 - - 50
Balance at the end 41 8 8 57
Total 307 18 245 570
(*) Until classified as non-current assets held for sale
66
In 2010 and 2009, a total of €113 and €31 million, respectively, were registered to the enclosed income
statement for income from rents (Note 40.2) corresponding to said lease contracts.
The sale agreements also established call options for each of the properties at the termination of each of the
lease agreements so that the Bank can repurchase these properties The repurchasing price of these call
options will be the market value as determined by an independent expert. For this reason, these transactions
have been considered as firm sales. Therefore, the Bank made a gross profit of 273 and €914 million euros,
recognized under the heading “Gains (losses) in non-current assets held for sale not classified as
discontinued operations" in the accompanying income statements for 2010 and 2009 (see Note 46).
The current value of the future minimum payments the Bank will incur in the mandatory period, as of
December 31, 2010, is €106 million in 1 year, €349 million between 2 and 5 years and €649 million in more
than 5 years.
14.2. FROM FORECLOSURES OR RECOVERIES
As of December 31, 2010 and 2009, the changes in the heading “Non-current assets held for sale -
Proceeding from foreclosures or recoveries”, in accordance with the type of asset, were as follows:
Millions of Euros
Non-Current Assets Held for Sale
2010 2009
From Foreclosures or Recoveries
Residential assets 733 287
Industrial assets 98 30
Agricultural assets 8 2
Total 839 319
The following table shows the period of ownership of the main assets held on the balance sheet as of
December 31, 2010 and 2009:
Millions of Euros
Non-Current Assets Held for Sale
2010 2009
Period of Ownership
Up to one year 598 245
From 1 to 3 years 232 64
From 3 to 5 years 6 5
Over 5 years 3 5
Total 839 319
In 2010, some of the sales operations of these assets were financed by the Bank. The amount of the loans
granted to the buyers of these assets in 2010 was €175 million, with an average percentage financed of
90.5% of the price of sale (aggregate €360 million).
As a result of the financed sale of assets, the unrecognized gains as of December 31, 2010 amounted to €31
million.
67
15. INVESTMENTS
15.1. INVESTMENTS IN ASSOCIATES
The breakdown, by currency and listing status, of this heading in the accompanying balance sheets is as
follows:
Millions of Euros
Millions of Euros
68
15.2. INVESTMENTS IN JOINTLY CONTROLLED ENTITIES
The breakdown, by currency and listing status, of this heading in the accompanying balance sheets is as
follows:
Millions of Euros
The changes in 2010 and 2009 in the balance of this heading in the accompanying balance sheets were as
follows:
Millions of Euros
Appendix III shows details of jointly controlled entities as of December 31, 2010.
Millions of Euros
69
The changes in 2010 and 2009 in the balance of this heading in the balance sheets, disregarding the
balance of the impairment losses, were as follows:
Millions of Euros
Subsidiaries. Changes in the period.
2010 2009
Balance at the beginning 21,597 21,275
Acquisitions and capital increases 666 984
Sales (7) (643)
Transfers - (16)
Exchange differences and other 507 (3)
Balance at the end 22,763 21,597
The most notable transactions performed in 2010 and 2009 were as follows:
2010
• Takeovers of Banco de Crédito Local de España, S.A. (Unipersonal) and BBVA Factoring E.F.C.,
S.A. (Unipersonal)
The Directors of the subsidiaries Banco de Crédito Local de España, S.A. (Unipersonal) and BBVA
Factoring E.F.C., S.A. (Unipersonal), in meetings of their respective boards of directors held on January
26, 2009, and of Banco Bilbao Vizcaya Argentaria, S.A. in its board of directors meeting held on January
27, 2009, approved respective projects for the takeover of both companies by BBVA and the subsequent
transfer of all their equity interest to BBVA, which acquired all the rights and obligations of the companies
it had purchased through universal succession.
The merger agreement was submitted for approval at the AGMs of the companies involved, which were
held during the first quarter 2009.
Both mergers were entered into the Companies Register on June 5, 2009, and on this date the
companies acquired were wound up, although for accounting purposes the merger was carried out on
January 1, 2009 (see appendices XIII and XIV)
70
• Other significant transactions
- In 2009, BBVA USA Bancshares, Inc performed two common stock increases amounting to €771
million, which BBVA fully subscribed.
- In 2009, there was a restructuring of BBVA Group's investments in Chile. BBVA Inversiones Chile
S.A. became the holding company of all local investments. As a result of this restructuring, BBVA
included its investment in BBVA Chile in the holding company, becoming one of its stockholders.
- In November 2009, BBVA Puerto Rico Holding Corporation increased its common stock by €67
million, which BBVA fully subscribed.
- In 2009, Dinero Express Servicios Globales, S.A. increased its common stock by €4 million, which
BBVA fully subscribed. BBVA also contributed funds to offset losses amounting to €18 million.
- In 2009, the BBVA Group restructured its investment in Grupo Financiero BBVA Bancomer, S.A.
As a result of this restructuring, the direct holding of BBVA, S.A. in this company became 100%
and BBVA International Investment Corporation was dissolved.
- In December 2009, BBVA, S.A. fully subscribed the Finanzia Autorenting, S.A. common stock
increase amounting to €35 million, acquiring a 27.13% investment.
15.4. NOTIFICATIONS ABOUT ACQUISITION OF HOLDINGS
Appendix V shown on acquisitions and disposals of holdings in associates or jointly controlled entities and
the notification dates thereof, in compliance with Article 86 of the Corporations Act and Article 53 of the
Securities Market Act 24/1988.
15.5. IMPAIRMENT
The breakdown of the changes in impairment losses in 2010 and 2009 in this heading is as follows:
Millions of Euros
As of December 31, 2009 the difference between the carrying amount of BBVA USA Bancshares, Inc. (fully
owned BBVA, S.A. subsidiary in the United States which specializes in financial services) and the current
value of the expected cash flows amounted to €1,581 million, which are recognized as impairment losses
under "Impairment losses on other assets (net)" on the 2009 income statement.
Out of the total amount recognized as impairment losses, €486 million relate to exchange losses resulting
from applying the dollar exchange rate as of December 31, 2009 and comparing it with the carrying amount
exchange rate (exchange rate at the time of the acquisition).
71
16. TANGIBLE ASSETS
As of December 31, 2010 and 2009, the details of the balance of this heading in the accompanying balance
sheets, broken down by the nature of the related items, were as follows:
Millions of Euros
For Own Use
Revalued cost -
Balance at the beginning 577 11 3,072 3,660 4 3,664
Additions 3 52 167 222 - 222
Contributions from merger transactions - - - - - -
Retirements - - (96) (96) - (96)
Transfers (44) - (6) (50) (2) (52)
Exchange difference and other - - 1 1 - 1
Balance at the end 536 63 3,138 3,737 2 3,739
Accrued depreciation -
Balance at the beginning 128 - 2,063 2,191 1 2,192
Additions 7 - 175 182 - 182
Retirements - - (91) (91) - (91)
Transfers (19) - (2) (21) - (21)
Exchange difference and other - - (1) (1) - (1)
Balance at the end 116 - 2,144 2,260 1 2,261
Impairment -
Balance at the beginning 8 - - 8 - 8
Additions 11 - 5 16 - 16
Retirements - - (5) (5) - (5)
Transfers - - - - - -
Exchange difference and other - - - - - -
Balance at the end 19 - - 19 - 19
Net tangible assets -
Balance at the beginning 441 11 1,009 1,461 3 1,464
Balance at the end 401 63 994 1,458 1 1,459
Millions of Euros
For Own Use
Revalued cost -
Balance at the beginning 1,234 - 3,028 4,262 15 4,277
Additions 65 11 192 268 - 268
Contributions from merger transactions - - 4 4 - 4
Retirements - - (124) (124) - (124)
Transfers (722) - (27) (749) (11) (760)
Exchange difference and other - - (1) (1) - (1)
Balance at the end 577 11 3,072 3,660 4 3,664
Accrued depreciation -
Balance at the beginning 368 - 2,004 2,372 3 2,375
Additions 12 - 173 185 - 185
Retirements - - (101) (101) - (101)
Transfers (252) - (13) (265) (2) (267)
Exchange difference and other - - - - - -
Balance at the end 128 - 2,063 2,191 1 2,192
Impairment -
Balance at the beginning 6 - - 6 1 7
Additions 2 - 17 19 - 19
Retirements - - - - - -
Transfers - - (17) (17) (1) (18)
Exchange difference and other - - - - - -
Balance at the end 8 - - 8 - 8
Net tangible assets - - - - - - -
Balance at the beginning 860 - 1,024 1,884 11 1,895
Balance at the end 441 11 1,009 1,461 3 1,464
The reduction in the balance of the heading “Tangible assets - For own use - Land and buildings” in 2009 is
mainly the result of the transfer of some properties owned by the Bank in Spain to the heading “Non-current
assets held for sale", as mentioned in Note 14.
As of December 31, 2010 and 2009, the totally amortized tangible assets still in use amounted to €1,387 and
1,370 million, respectively.
72
The Bank's main activity is carried out through a network of banking offices located geographically as shown
in the following table:
Number of Branches
As of December 31, 2010 and 2009, the percentage of branches leased from third parties in Spain was
85.34% and 80.24%, respectively. The remaining branches were owned by the Bank. The increase in the
number of branches leased in Spain is mainly due to the sale and leaseback operations carried out in 2010
and 2009 (see Note 14).
17. INTANGIBLE ASSETS
The breakdown of the balance of this heading in the balance sheets as of December 31, 2010 and 2009
relates in full to the net balance of the disbursements made on the acquisition of computer software.
The average life of the Bank's intangible assets is 5 years.
The breakdown of the changes in 2010 and 2009 in the balance of this heading in the balance sheets is as
follows:
Millions of Euros
Other Intangible Assets. Changes Over the Period 2010 2009
Balance at the beginning 246 166
Additions 260 138
Retirements (2) -
Amortization in the year (94) (58)
Exchange differences and other - -
Impairment - -
Balance at the end 410 246
73
directives and regulations and by Title VIII, Chapter VIII of Corporation Tax Act 43/1995 of 27 December.
The disclosures required under the aforementioned legislation are included in the notes to the financial
statements of the relevant entities for the period in which the transactions took place.
18.1. YEARS OPEN FOR REVIEW BY THE TAX AUTHORITIES
At the date these financial statements were prepared, the Bank had 2004 and subsequent years open for
review by the tax authorities for the main taxes applicable to it.
In 2008, as a result of the tax audits conducted by the tax authorities, tax assessments were issued against
the Bank for the years up to and including 2003, some of which were signed on a contested basis, which
became set in 2009.
After considering the temporary nature of certain of the items assessed, the amounts, if any, that might arise
from these assessments were provisioned in full in at 2010 year-end.
In view of the varying interpretations that can be made of the applicable tax legislation, the outcome of the
tax inspections of the open years that could be conducted by the tax authorities in the future could give rise
to contingent tax liabilities which cannot be objectively quantified at the present time. However, the Banks’
Board of Directors and its tax advisers consider that the possibility of these contingent liabilities becoming
actual liabilities is remote and, in any case, the tax charge which might arise therefore would not materially
affect the Bank’s financial statements.
18.2. RECONCILIATION
The reconciliation of the corporation tax expense resulting from the application of the standard tax rate to the
recognized corporation tax expense is as follows:
Millions of Euros
Reconciliation of the Corporate Tax Expense Resulting from the
Application of the Standard Rate and the Expense Registered by 2010 2009
this Tax
Corporation tax 1,024 1,034
Decreases due to permanent differences:
Tax credits and tax relief at consolidated Companies (277) (282)
Other items net (345) (374)
Net increases (decreases) due to temporary differences (209) 25
Charge for income tax and other taxes 193 403
Deferred tax assets and liabilities recorded (utilized) 209 (25)
Income tax and other taxes accrued in the period 402 378
Adjustments to prior years' income tax and other taxes 107 89
Income tax and other taxes 509 467
The Bank avails itself of the tax credits for investments in new fixed assets (in the scope of the Canary
Islands tax regime, for a non-material amount), tax relief, and training and double taxation tax credits, in
conformity with corporate income tax legislation.
The Bank and the acquired companies have opted to defer corporation tax on the gains on disposals of
tangible assets and shares in investees more than 5% owned by them, the breakdown of which by year is as
follows:
74
Under the regulations in force until December 31, 2001, the amount of the aforementioned gains for each
year had to be included in equal parts in the taxable profit of the seven tax years ending from 2000, 2001,
2002, 2003, 2004 and 2005, respectively. Following inclusion of the portion relating to 2001, the amount of
the gains not yet included was €1.639 billion, with respect to which the Bank availed itself of Transitional
Provision Three of Act 24/2001 (of December 27) on Administrative, Tax, Labor and Social Security
Measures. Almost all this amount (€1,634 million) was included as a temporary difference in the 2001
taxable profit.
The share acquisitions giving rise to an ownership interest of more than 5%, particularly investments of this
kind in Latin America, were assigned to meet reinvestment commitments assumed in order to qualify for the
above-mentioned tax deferral.
Since 2002 the Bank has availed itself of the tax credit for reinvestment of extraordinary income obtained on
the on the transfer for consideration of properties and shares representing ownership interests of more than
5%. The acquisition of shares over a 5% is done to comply with the reinvestment commitments relating to
the aforementioned tax credit.
The amount assumed in order to qualify for the above-mentioned tax deferral, is as follows:
In 2010 income attributable to the deduction for reinvestment amounted to €35 million, and the year’s
investment in the equity elements established by tax regulations was applied to reinvestment.
In 2010, the Bank included in taxable income approximately €26 million as a result of the changes in the
carrying amount of its investments in subsidiaries, jointly controlled entities and associates. The amounts
pending addition to taxable income at year-end in connection with the aforementioned investments stands at
approximately €434 million.
Millions of Euros
2010
Pending addition to taxable income as of December 31, 2009 460
Decrease income (included) 2010 (26)
Investments Equity as of December 31, 2009 1,019
Investments Equity as of December 31, 2010 1,104
Changes in Investments Equity 85
Pending addition to taxable income as of December 31, 2010 434
75
In addition to the income tax recognized in the Bank’s income statements, in 2010 and 2009 the Bank
recognized the following amounts in equity:
Millions of Euros
Millions of Euros
76
19. OTHER ASSETS AND LIABILITIES
The breakdown, by type of instrument, of the balances of these headings in the balance sheets as of
December 31, 2010 and 2009 is as follows:
Millions of Euros
Other Assets and Liabilities 2010 2009
ASSETS-
Transactions in transit 14 25
Accrued interest 199 229
Unaccrued prepaid expenses 18 12
Other prepayments and accrued income 181 217
Other items 218 464
Total 431 718
LIABILITIES-
Transactions in transit 36 32
Accrued interest 937 1,046
Discounted capital - 9
Unpaid accrued expenses 628 679
Other accrued expenses and deferred income 309 358
Other items 219 239
Total 1,192 1,317
Millions of Euros
77
20.2. DEPOSITS FROM CREDIT INSTITUTIONS
The breakdown of the balance of this heading in the accompanying balance sheets, based on the nature of
the related transactions, is as follows:
Millions of Euros
The breakdown by geographical area and the nature of the related instruments of this heading as of
December 31, 2010 and 2009, disregarding valuation adjustments, was as follows:
Millions of Euros
Demand Deposits with
2010 Repos Total
Deposits Agreed Maturity
Spain 916 10,854 340 12,110
Rest of Europe 156 16,403 6,115 22,674
The United States 150 2,080 16 2,246
Latin America 212 1,187 - 1,399
Rest of the world 55 3,383 - 3,438
Total 1,489 33,907 6,471 41,867
Millions of Euros
Deposits with
2009 Demand Deposits Repos Total
Agreed Maturity
Spain 452 11,573 822 12,847
Rest of Europe 416 15,753 4,686 20,855
The United States 297 1,012 - 1,309
Latin America 141 2,445 - 2,586
Rest of the world 16 2,434 - 2,450
Total 1,322 33,217 5,508 40,047
78
20.3. CUSTOMERS DEPOSITS
The breakdown of the balance of this heading in the accompanying balance sheets, based on the nature of
the related transactions, is as follows:
Millions of Euros
Millions of Euros
Shown below is accrued interest pending payment for the following headings:
Millions of Euros
79
The changes in 2010 and 2009 in the heading “Debt certificates (including bonds)” and “Subordinated
liabilities” were as follows:
Millions of Euros
Exchange
Balance at the Repurchase or Balance at the
2010 Issuances Differences
Beginning Redemption End
and Other
Debt certificates issued in the European
Union 74,167 111,191 (125,362) (80) 59,916
With information brochure 74,167 111,191 (125,362) (80) 59,916
Without information brochure - - - - -
Subordinated deposits 9,767 - (773) 196 9,190
Total 83,934 111,191 (126,135) 116 69,106
Millions of Euros
Exchange
Balance at the Repurchase or Balance at the
2009 Issuances Differences
Beginning Redemption End
and Other
Debt certificates issued in the European
Union 61,644 98,756 (86,187) (46) 74,167
With information brochure 61,644 98,756 (86,187) (46) 74,167
Without information brochure - - - - -
Subordinated deposits 10,525 927 (1,682) (3) 9,767
Total 72,169 99,683 (87,869) (49) 83,934
The detail of the most significant outstanding issuances, repurchases or refunds of debt instruments issued
by the Bank as of December 31, 2010 and 2009 are shown on Appendix IX.
20.4.1 PROMISSORY NOTES AND BILLS
The breakdown of the balance under this heading “Promissory notes and bills", by currency, is as follows:
Millions of Euros
As of December 31, 2010 and 2009, the heading “Promissory notes and bills” recorded the balance of
several issues with maturity of less than one year carried out under debt security issue programs for the
amount of $25,000 million (€18,710 million, approx.) and €20,000 million in 2010, and $20,000 million
(€13,883 million) and €15,000 million in 2009.
80
20.4.2. BONDS AND DEBENTURES ISSUED
The breakdown of the balance under this heading “Bonds and debentures issued”, by financial instrument
and currency, is as follows:
Millions of Euros
The “Nonconvertible bonds and debentures at floating rate” account, as of December 31, 2010, includes
mainly the following:
• Issue of €1,000 million, launched in June 2007 and maturing in June 2011, which bears variable
quarterly interest on the face value of the bonds equal to three-month EURIBOR plus 5 basis points.
• Issue of €245 million, launched in June 2009, set in five stages and maturing in June 2022, which
bears variable quarterly interest on the face value of the bonds equal to three-month EURIBOR plus
120 basis points.
The “Nonconvertible bonds and debentures at fixed rate” account, as of December 31, 2010, includes mainly
the following:
• Issue in October 2006 of €1,000 million which bear an annual 3.75% fixed interest on the face value
of the bonds until final redemption in October 2011.
Millions of Euros
81
This heading of the balance sheet includes those funds collected for the purpose of priority of claims that lies
behind all the common creditors.
The breakdown of the balance of this heading of the balance sheet, depending on the instrument, currency
and interest rate on the issue, without taking into account the valuation adjustments, are shown in Appendix
IX.
The “Subordinated debt" heading includes the issue by BBVA of convertible subordinated bonds amounting
to €2,000 million in September 2009. These bonds accrue an annual 5% fixed interest on the face value of
the bonds, payable quarterly, and they can be converted into Bank shares from the first year onwards, at the
Bank's discretion, on each of the coupon payment dates, which is obligatory until the final maturity date
(October 15, 2014). These bonds were recognized as liabilities since the number of Bank shares to be
delivered can vary. The number of shares will be equal to the number of shares that have a value at the time
of conversion (determined in accordance with the price for the last five sessions prior to the conversion date)
equivalent to the nominal value of the bonds.
The "Subordinated deposits" account of the foregoing breakdown as of December 31, 2010 and 2009,
includes the subordinated deposits taken relating to the subordinated debt and preference share issues
launched by BBVA Global Finance Ltd., BBVA Subordinated Capital S.A.U., BBVA International Preferred
S.A.U., BBVA International Ltd., and BBVA Capital Finance, S.A. which are unconditionally and irrevocably
secured by the Bank.
Early repayment of €750 million for a subordinated debt issue took place in 2010.
In 2010 and 2009 the subordinated debt accrued interests amounted to €518 and €524 million, respectively
(Note 34).
20.4.4. MORTGAGE MARKET SECURITIES
The following information relates to loans and mortgage loans in accordance with Royal Decree 716/2009,
April 24:
Millions of Euros
The Bank holds no derivative financial instruments relating to mortgage bond issues, as defined in the
aforementioned Royal Decree.
82
20.5. Other financial liabilities (*)
The breakdown of the balance of this heading in the accompanying balance sheets, based on the nature of
the related transactions, is as follows:
Millions of Euros
As of December 31, 2010, the “Interim dividend pending payment” from the table above corresponds to the
third interim dividend for 2010, paid on January 11, 2011 (see Note 3). As of December 31, 2009, said
heading did not include the third interim dividend, as it was paid in December 2009.
As of December 31, 2010, there were no significant amounts pending payment to commercial creditors
accumulating a deferment over the maximum legal payment term, as established in Act 3/2004, dated
December 29, amended by Act 15/2010, dated July 5.
21. PROVISIONS
The breakdown of the balance of this heading in the balance sheets as of December 31, 2010 and 2009 is
as follows:
Millions of Euros
The changes in 2010 and 2009 in the balances of the headings in the accompanying balance sheets were as
follows:
Millions of Euros
2010 2009
Commitments and
Pension fund and Taxes, other legal Pension fund and Commitments and Taxes, other legal
contingent
Provisions. Changes over the Period Note similar obligations
exposures
contingencies and similar obligations contingent exposures contingencies and
(Note 22) other provisions (Note 22) provisions other provisions
provisions
83
22. PENSION AND OTHER COMMITMENTS
The Bank has defined Employee Welfare Systems that include both defined-benefit and defined-contribution
post-employment commitments with its employees; the proportion of the latter benefits is gradually
increasing, mainly due to new hires and because pre-existing defined-benefit commitments have been
mostly closed.
The main Employee Welfare System has been implemented in Spain. Under the collective labor agreement,
Spanish banks are required to supplement the social security benefits received by employees or their
beneficiary right-holders in the event of retirement (except for those hired after March 8, 1980), permanent
disability, death of spouse or death of parent.
The employee welfare system in place at the Bank superseded and improved the terms and conditions of the
collective labor agreement for the banking industry; the commitments envisaged in the event of retirement,
death and disability cover all employees, including those hired after March 8, 1980. The Bank outsourced all
its commitments to serving and retired employees pursuant to Royal Decree 1.588/1999, October 15. These
commitments are instrumented in external pension plans, insurance contracts with a company unrelated to
the Bank and insurance contracts with BBVA Seguros, S.A. de Seguros y Reaseguros, which is 99.95%
owned by the Banco Bilbao Vizcaya Argentaria Group. This employee welfare system includes defined
contribution commitments, the amounts of which are determined, on a case-by-case basis, as a percentage
of certain compensation and/or as a pre-established fixed amount. Defined benefit commitments are funded
by insurance contracts.
22.1. PENSION COMMITMENTS THROUGH DEFINED-CONTRIBUTION PLANS
The commitments with employees for pensions in post-employment defined-contribution plans correspond to
current contributions the Bank makes every year on behalf of working employees. These contributions are
accrued and charged to the income statement in the corresponding financial year (Note 2.9). No liability is
therefore recognized on the accompanying balance sheets.
The contributions to the defined-contribution plans in 2010 and 2009 were €33 and €39 million, respectively
(see Note 40.1).
22.2. PENSION COMMITMENTS THROUGH DEFINED-BENEFIT PLANS AND OTHER LONG-TERM
BENEFITS
The following table shows the commitments under defined-benefit plans and the long-term post-employment
benefits, which are recognized under the heading "Provisions"” in the accompanying balance sheets (see
Note 21) for 2010, 2009, 2008, 2007 and 2006:
Millions of Euros
Commitments in Defined-Benefit Plans and Other Post-
2010 2009 2008 2007 2006
Employment Commitments
Pension and post-employment benefits 5,657 5,924 6,119 5,705 6,145
Assets and insurance contracts coverage 480 498 468 521 622
Total net liabilities 5,177 5,426 5,651 5,184 5,523
84
Pension commitments in defined-benefit plans and most long-term post-employment benefits, as well as the
plan assets and the insurance contracts covers in Spain and abroad as of December 31, 2010 and 2009, are
shown below:
Millions of Euros
Commitments in Spain Commitments Abroad Total BBVA Group
Pensions and Early-Retirement Commitments and Welfare
2010 2009 2010 2009 2010 2009
Benefits: Spain and Abroad
Post-employment benefits
Post-employment benefits 2,273 2,334 82 79 2,355 2,413
Early retirement 3,083 3,290 - - 3,083 3,290
Post-employment welfare benefits 219 221 - - 219 221
Total post-employment benefits (1) 5,575 5,845 82 79 5,657 5,924
Insurance contracts coverage
Post-employment benefits 426 451 - - 426 451
Other plan assets
Post-employment benefits - - 54 47 54 47
Post-employment welfare benefits - - - - - -
Total plan assets and insurance contracts coverage (2) 426 451 54 47 480 498
Net commitments (1) - (2) 5,149 5,394 28 32 5,177 5,426
of which:
With contracts to related companies 1,847 1,883 - - 1,847 1,883
Net commitments for these long-term post-employment benefits, amounting to €5,177 and €5,426 million,
are recognized under the heading “Provisions – Provisions for pensions and similar obligations” in the
accompanying balance sheets as of December 31, 2010 and 2009, respectively.
Additionally, there are other commitments to employees, including long-service awards, which are
recognized under the heading "Other provisions" in the accompanying balance sheets (see Note 21). As of
December 31, 2010 and 2009, they amounted to €11 and €13 million respectively (section 22.2.1).
The balance of the heading “Provisions - Provisions for pensions and similar obligations” of the
accompanying balance sheets as of December 31, 2010 included €209.3 million, for commitments for post-
employment benefits maintained with previous executive and non-executive members of the Board of
Directors and the Bank´s Management Committee.
No charges for those items were recognized in the accompanying income statement in 2010.
22.2.1. Commitments in Spain
The most significant actuarial assumptions used as of December 31, 2010 and 2009, to quantify these
commitments are as follows:
Actuarial Assumptions
2010 2009
Commitments with employees in Spain
Mortality tables PERM/F 2000P. PERM/F 2000P.
4.5% AA Corporate 4.5% AA Corporate
Discount rate (cumulative annual)
Bond Yield Curve Bond Yield Curve
Consumer price index (cumulative annual) 2% 2%
At least 3% At least 3%
Salary growth rate (cumulative annual)
(depending on employee) (depending on employee)
First date at which the employees are entitled to retire or
Retirement age contractually agreed at the individual level in the case of early
retirements
• Pension commitments
Pension commitments in defined-benefit plans correspond mainly to employees who have retired or taken
early retirement from the Bank and to certain groups of employees still active in the Bank in the case of
pension benefits, and to the majority of active employees in the case of permanent incapacity and death
benefits. These commitments are hedged through insurance contracts and internal funds.
85
The defined benefit commitments as of December 31, 2010 and 2009 were as follows:
Millions of Euros
The commitments mentioned in the previous table include commitments by defined benefit for which
insurance contracts have been contracted with BBVA Seguros, S.A. de Seguros y Reaseguros, which is
owned by the Group. The commitments are registered under the heading "Provisions - Pension funds and
similar obligations" of the accompanying balance sheets (Note 21) and the insurance contract assets are
recognized in the heading “Insurance contracts linked to pensions”. Insurance contracts have been
contracted with insurance companies not related to the Bank.
These commitments are covered by assets and therefore are presented in the accompanying balance
sheets for the net amount commitment less plan assets. As of December 31, 2010 and 2009, the amount of
the plan assets to the mentioned insurance contracts equaled the amount of the commitments covered,
therefore its net value was zero in the accompanying balance sheets.
The current contributions made by the Bank in relation to defined benefit retirement commitments are
recorded with a charge to the “Personnel Expenses – Contributions to external pension funds” account of the
accompanying income statement and amounted to €13 and €18 million in 2010 and 2009, respectively.
• Early retirements
The commitments to early retirees include the compensation and indemnities and contributions to external
pension funds payable during the period of early retirement. The commitments relating to this group of
employees after they have reached the age of effective retirement are included in the employee welfare
system.
In 2010 and 2009 the Bank offered certain employees the possibility of taking early retirement before
reaching the age stipulated in the collective labor agreement in force. This offer was accepted by 670 and
845 employees, respectively. The total cost of these agreements amounts to €290 and €423 million and the
corresponding provisions were recognized with a charge to the heading “Provisioning Expense (Net) -
Transfers to Funds for Pensions and Similar Obligations - Early Retirements” in the accompanying income
statement.
86
The changes in 2010 and 2009 in the present value of the vested obligations for commitments to early
retirees were as follows:
Millions of Euros
Early retirements commitments
2010 2009
Changes in the year
Current actuarial value at the begining of the year 3,290 3,408
+ Contributions from merger transactions - 14
+ Interest costs 126 134
+ Early retirements in the period 290 423
- Payments and settelments (624) (709)
+/- Other changes (5) 16
+/- Actuarial losses (gains) 6 4
Current actuarial value at the end of the year 3,083 3,290
Heading at the end of the year
In internal funds (*) 3,083 3,290
(*) This funds are recognized under the heading "Provisions-Provisions for
pension and similar obligation" in the accompanyng consolidated balance
sheets
Millions of Euros
The changes in 2010 and 2009 in the present value of the vested obligation for post-employment welfare
benefit commitments were as follows:
Millions of Euros
Post-employment Welfare Benefits Commitments
2010 2009
Changes in the year
Balance at the beginning 221 219
+ Interest costs 10 10
+ Current service cost 2 2
- Payments and settelments (18) (19)
+/- Past service cost - -
+/- Other changes 5 12
+/- Actuarial losses (gains) (1) (3)
Balance at the end 219 221
87
• Other commitments with employees - Long-service awards
In addition to the post-employment welfare benefits mentioned above, the Bank maintained certain
commitments in Spain with some employees, called "Long-service awards". These commitments were for
payment of a certain amount in cash and for the allotment of Banco Bilbao Vizcaya Argentaria S.A. shares,
when these employees complete a given number of years of effective service.
The Benefit Standardization Agreement mentioned above established that the long-service awards
terminated as of December 31, 2007. Employees meeting the seniority conditions established are entitled to
receive only the value of the commitment accrued to December 31, 2007.
The following is the breakdown of the commitments recognized as of December 31, 2010 and 2009 under
these headings:
Millions of Euros
The changes as of December 31, 2010 and 2009 in the present value of the long-service bonuses
commitments, both in cash and in shares, were as follows:
Millions of Euros
Long-Service Awards
2010 2009
Changes in Funds
Balance at the beginning 13 11
+ Interest costs - -
+ Current service cost - -
- Payments and settelments - -
+/- Efect of curtailments and settlements - -
+/- Other changes (2) 2
+/- Actuarial losses (gains) - -
Balance at the end 11 13
Heading at the end of the year
In internal funds (*) 11 13
(*) This funds are recognized under the heading "Provisions-Other
Provisions" in the accompanyng consolidated balance sheets
88
• Estimated future payments for commitments with employees in the Bank
The estimated benefit payments in millions of euros over the next 10 years for commitments with employees
in Spain, are as follows:
Millions of Euros
Estimated Future Payments for Post-
2011 2012 2013 2014 2015 2016-2020
Employment Commitments in Spain
Post-employment benefits 788 731 685 634 577 1,928
Of which:
Early retirements 592 538 494 445 390 1032
• Defined-benefit commitments:
the accrued liability for defined benefit commitments to current and/or retired employees, net, where
appropriate, of the specific assets assigned to fund them, amounted to €28 and €32 million as of 31
December 2010 and 2009, respectively, and is included under Provisions – Provisions for Pensions and
Similar Obligations in the accompanying balance sheets.
The present values of the vested obligations of the foreign network are quantified on a case-by-case basis,
and the projected unit credit valuation method is used for current employees. As a general rule, the actuarial
assumptions used are as follows: the discount rate is the AA corporate bond yield curve; the mortality tables
are those applicable in each local market when an insurance contract is arranged; and the inflation and
salary growth rates are those applicable in each local market.
These assumptions should be prudent and mutually compatible. The changes in 2010 and 2009, in the
foreign network as a whole, in the balances of Provisions – Pension funds and similar obligations were as
follows:
Millions of Euros
Net Commitments in Branches Abroad
2010 2009
Changes in the year
Balance at the beginning 32 28
+ Interest costs 1 -
+ Current service cost - -
- Payments and settelments (2) (2)
+/- Other changes 1 -
+/- Actuarial losses (gains) (5) 5
+/- Exchange differences 1 1
Balance at the end 28 32
89
22.2.3. Summary of effects on profit/loss and reserves
The charges corresponding to 2010 and 2009 for all commitments in post-employment benefits, both in
Spain and abroad, are summarized below:
Millions of Euros
Post-employments Benefits (Spain+Branches Abroad)
2010 2009
Income Statements and Equity Effects.
Interest and similar expenses
Interest cost of pension funds 34 137 144
Personnel expenses
Contributions and provisions to pensions funds 40.1 50 62
Welfare benefits 2 2
Provision (net)
Provisions to fund for pension and similar obligations
Pension funds 6 (21)
Early retirements 290 423
Welfare benefits (1) (3)
Total Effects in Income Statements 484 607
In 2010 and 2009, credits and debits to “Reserves” were recognized for (€5) and €5 million, respectively,
corresponding to actuarial losses and gains from the differences between the actuarial assumptions and
reality, or, where appropriate, from changes in the actuarial assumptions used.
90
individual shareholders with direct or indirect holdings greater than or equal to 3% of the BBVA common
stock, except in the case of the Blackrock Inc. which on February 4, 2010, reported to the Spanish Securities
and Exchange Commission (CNMV) that, as a result of the acquisition on December 1, 2009 of the Barclays
Global Investors (BGI) business, it had an indirect holding of BBVA common stock totaling 4.45% through
Blackrock Investment Management.
BBVA is not aware of any direct or indirect interests through which ownership or control of the Bank may be
exercised.
BBVA has not been notified of the existence of any agreements between shareholders to regulate the
exercise of voting rights at the Bank’s AGMs, or to restrict or place conditions upon the free transferability of
BBVA shares. The Bank is also not aware of any agreement that might result in changes in the control of the
issuer.
The AGM held on March 13, 2009, under the fifth point of the Agenda, resolved to confer authority on the
Board of Directors, pursuant to article 153.1.b) of the Corporations Act (now Article 297.1b) of the
Corporations Act), to resolve to increase the common stock on one or several occasions up to the maximum
nominal amount representing 50% of the Company’s common stock that is subscribed and paid up on the
date on which the resolution is adopted, i.e., €918,252,434.60. Article 159.2 of the Corporations Act (now
Article 506 of the Corporations Act) empowers the Board to exclude the pre-emptive subscription right in
relation to these share issues, although this power is limited to 20% of the Company’s share capital, under
the terms and with the limitations of the aforementioned agreement. The directors have the legally-
established time period during which to increase the common stock, i.e., five years from the date of the
adoption of the resolution by the AGM on March 13, 2009.
On the signing of this agreement, the Board of Directors agreed on a share capital increase of the Bank with
the pre-emptive subscription right, as described above, on November 1, 2010. The Board of Directors, at its
meeting on July 27, 2009, agreed to a share capital increase for the amount required to address the
conversion of the convertible obligations agreed upon on said date, as described below. This will be carried
out through the issue and release into circulation of up to 444,444,445 ordinary shares with a par value of
€0.49 each and without prejudice to the adjustments that may arise according to the anti-dilution
mechanisms.
At the AGM held on March 14, 2008 the shareholders resolved to delegate to the Board of Directors for a
five-year period the right to issue bonds, convertible and/or exchangeable into Bank shares for a maximum
total of €9,000 million. The powers include the right to establish the different aspects and conditions of each
issue, including the power to exclude the pre-emptive subscription right of shareholders in accordance with
the Corporations Act (now the Corporations Act), to determine the basis and methods of conversion and to
increase capital stock in the amount considered necessary. In virtue of said authorization, the Board of
Directors, at its meeting on July 27, 2009, agreed to proceed to the issue of convertible obligations for an
amount of €2,000 million with the exclusion of the right to pre-emptive subscription right (see Note 20), as
well as the corresponding Bank’s share capital increase needed to address the conversion of said
convertible obligations, on the basis of the conferral to the Board of Directors to increase share capital, as
adopted by the aforementioned AGM held on March 13, 2009.
Previously, the AGM held on March 18, 2006 had agreed to delegate to the Board of Directors the faculty to
issue, within a maximum legal period of five years as of said date, on one or several occasions, directly or
through subsidiary companies fully underwritten by the Bank, any kind of debt instruments through
debentures, any class of bonds, promissory notes, any class of commercial paper or warrants, which may be
totally or partially exchangeable for equity that the Company or another company may already have issued,
or via contracts for difference (CFD), or any other senior or secured nominative or bearer debt securities
(including mortgage-backed bonds) in euros or any other currency that can be subscribed in cash or kind,
with or without the incorporation of rights to the securities (warrants), subordinated or not, with a limited or
open-ended term. The total maximum nominal amount authorized is €105,000 million. This amount was
increased by €30,000 million by the Ordinary General Stockholders’ Meeting held on March 16, 2007, by
€50,000 million by the AGM on March 14 2008, and by an additional €50,000 million by the AGM on March
13, 2009. Accordingly, the maximum total nominal amount delegated by the General Meeting was €235,000
million.
91
24. SHARE PREMIUM
The amounts under this heading in the accompanying balance sheets total €17,104 and €12,453 million as
of 31 December, 2010 and 2009, respectively.
The change in the amount in 2010 is due to the share premium of the aforementioned capital increase.
The change in the balance in 2009 is the result of a charge of €317 million corresponding to the payment to
shareholders on April 20, 2009 as a complement to dividends for 2008, which was approved at the AGM on
March 13, 2009.
This payment consisted in a total of 60,451,115 treasury stock (see Note 26) at one (1) share for each sixty-
two (62) held by shareholders at market close on April 9, 2009. These shares are valued at €5.25 each (the
average weighted price per share of Banco Bilbao Vizcaya Argentaria, S.A. in the Spanish stock market
(continuous market) on March 12, the day before that of the AGM mentioned above.
The amended Spanish Corporation Act expressly permits the use of the share premium balance to increase
capital and establishes no specific restrictions as to its use.
25. RESERVES
The breakdown of the balance of this heading in the accompanying balance sheets as of December 31,
2010 and 2009 is as follows:
Millions of Euros
92
25.3. REVALUATION OF ROYAL DECREE-LAW 7/1996 (REVALUATION AND REGULARIZATION OF
THE BALANCE SHEET)
Prior to the merger, Banco de Bilbao, S.A. and Banco de Vizcaya, S.A. availed themselves of the legal
provisions applicable to the regularization and revaluation of balance sheets. In addition, on December 31,
1996, the Bank revalued its tangible assets pursuant to Royal Decree-Law 7/1996 by applying the maximum
coefficients authorized, up to the limit of the market value arising from the existing valuations. The resulting
increases in the cost and accumulated depreciation of tangible assets and, where appropriate, in the cost of
equity securities, were allocated as follows:
Millions of Euros
Following the review of the balance of the account Revaluation Reserve Royal Decree-Law 7/1996 on June
7, by the tax authorities in 2000, this balance would only be used, free of tax, to offset recorded losses and to
increase capital through January 1, 2007. From that date, the remaining balance of this account can also be
taken to unrestricted reserves, provided that the surplus has been depreciated or the revalued assets have
been transferred or derecognized. If this balance were used in a manner other than that described above, it
would be subject to tax.
2010 2009
Number of Millions of Number of Millions of
Treasury Stock
Shares Euros Shares Euros
Balance at beginning 16,642,054 224 61,539,883 720
+ Purchases 821,828,799 7,828 688,601,601 6,431
- Sales and other changes (780,423,886) (7,545) (733,499,430) (6,835)
+/- Derivatives over BBVA shares - 45 - (92)
Balance at the end 58,046,967 552 16,642,054 224
Of which:
Held by BBVA 2,838,798 84 8,900,623 128
Held by Corporación General Financiera, S.A. 55,207,640 469 7,740,902 96
Held by other subsidiaries 529 - 529 -
Average purchase price in euros 9.53 9.34
Average selling price in euros 9.48 8.95
Net gain or losses on transactions
(Stockholders' funds-Reserves) (106) (238)
The amount under the heading of "Sales and other changes" in the above table in 2009 includes the
allocation of treasury stock to the shareholders as an additional remuneration to complement the dividends
for 2008 (see Note 24).
93
The percentages of treasury stock held by the Bank in 2010 and 2009 were as follows:
2010 2009
Treasury Stock Min Max Min Max
The number of shares of BBVA with nominal value per share €0.49, accepted in pledge as of December 31,
2010 and 2009 was as follow:
The number of BBVA shares owned by third parties but managed by the Bank as of December 31, 2010 and
2009 was as follows:
Millions of Euros
The balances recorded under these headings are presented net of tax.
28. CAPITAL BASE AND CAPITAL MANAGEMENT
Capital base
Bank of Spain Circular 3/2008, of May 22, on the calculation and control of minimum capital base
requirements (Circular 3/2008), and subsequent amendments, regulates the minimum capital base
requirements for Spanish credit institutions –both as individual entities and as consolidated groups– and how
to calculate them, as well as the various internal capital adequacy assessment processes they should have
in place and the information they should disclose to the market.
94
Circular 3/2008 and subsequent amendments implement Spanish legislation on capital base and
consolidated supervision of financial institutions, as well as adapt Spanish law to the relevant European
Union Directives, in compliance with the Accord by the Basel Committee on Banking Supervision (Basel II).
The minimum capital base requirements established by Circular 3/2008 and subsequent amendments are
calculated according to the Group’s exposure to credit and dilution risk, counterparty and liquidity risk
relating to the trading portfolio, exchange rate risk and operational risk. In addition, the Group must fulfill the
risk concentration limits established in said Circular and the internal Corporate Governance obligations.
Likewise, as of December 31, 2010 and 2009, the Group's capital exceeded the minimum capital base
requirements mandatory under the applicable regulations in force, as shown below:
Millions of Euros
The results of the stress tests of European financial institutions, published on July 23, 2010, suggested that
the BBVA Group will maintain its current solvency levels in 2011, even in the most adverse scenario that
incorporates the additional impact of a possible sovereign risk crisis.
Capital management
Capital management in the Group has a twofold aim: to preserve the level of capitalization, in accordance
with the business objectives in all the countries in which it operates; and, at the same time, to maximize the
return on shareholders’ funds through the efficient allocation of capital to the different units, good
management of the balance sheet and appropriate use of the various instruments forming the basis of the
Group's equity: stock, preferential stock and subordinate debt.
This capital management is carried out in accordance with the criteria of the Bank of Spain Circular 3/2008
and subsequent amendments both in terms of determining the capital base and the solvency ratios. This
regulation allows each entity to apply its own internal ratings based (IRB) approach to risk and capital
management.
The Group carries out an integrated management of these risks, in accordance with its internal policies (see
Note 5) and its internal capital estimation model has received the Bank of Spain's approval for certain
portfolios.
Capital is allocated to each business area according to Economic Risk Capital (ERC) criteria, which are
based on the concept of unexpected loss with a specific confidence level, as a function of a solvency target
determined by the Group. This target is established at two levels: Core equity: which determines the
allocated capital and serves as a reference to calculate the return generated on equity (ROE) by each
business; and total capital, which determines the additional allocation in terms of subordinate debt and
preferred securities.
Because of its sensitivity to risk, ERC is an element linked to policies for managing the actual businesses.
The procedure provides a harmonized basis for assigning capital to businesses according to the risks
incurred and makes it easier to compare returns.
95
29. FINANCIAL GUARANTEES AND DRAWABLE BY THIRD PARTIES
The breakdown of the balance of this item as of December 31, 2010 and 2009 is as follows:
Millions of Euros
Financial Guarantees and Drawable by Third Parties 2010 2009
Contingent Exposures
Collateral, bank guarantees and indemnities 8,955 10,848
Rediscounts, endorsements and acceptances 1,606 1,003
Rest 47,203 46,323
Total 57,764 58,174
Contingent Commitments
Drawable by third parties 55,330 57,427
Credit institutions 2,289 2,259
Government and other government agency 4,105 4,444
Other resident sectors 25,114 27,834
Non-resident sector 23,822 22,890
Other commitments 3,555 7,001
Total 58,885 64,428
Since a significant portion of these amounts will reach maturity without any payment obligation materializing
for the Bank, the aggregate balance of these commitments cannot be considered as an actual future
requirement for financing or liquidity to be provided by the Bank to third parties.
In 2010 and 2009 no issuances of debt securities carried out by non-Group entities have been guaranteed.
30. ASSETS ASSIGNED TO OTHER OWN AND THIRD-PARTY OBLIGATIONS
In addition to those mentioned in other notes in these annual accounts (see Notes 11 and 20) as of
December 31, 2010 and 2009, the Bank's treasury assets assigned to its own operations amounted to
€67,984 and €71,728 million respectively. These amounts mainly correspond to the issue of long-term
covered bonds (Note 20.4) which, pursuant to the Mortgage Market Act, are admitted as third-party collateral
and to assets allocated as collateral for certain lines of short-term finance assigned to the Bank by the
European Central Bank.
As of December 31, 2010 and 2009, there were no additional assets assigned to third-party obligations to
those described in the different headings of the accompanying financial statements.
Millions of Euros
Purchase and Sale Commitments 2010 2009
Financial instruments sold with repurchase commitments 44,215 17,301
Financial instruments purchased with resale commitments 9,582 5,941
96
Below is a breakdown of the maturity of other future payment obligations due later than December 31, 2010:
Millions of Euros
Maturity of Future Payment Obligations Up to 1 Year 1 to 3 Years 3 to 5 Years Over 5 Years Total
Finance leases - - - - -
Operating leases 111 - - - 111
Purchase commitments 1 - - - 1
Technology and systems projects - - - - -
Other projects - - - - -
Tangible asset adquisitions 1 - - - 1
Total 112 - - - 112
Millions of Euros
Transactions on Behalf of Third Parties 2010 2009
Financial instruments entrusted by third parties 351,756 352,347
Conditional bills and other securities received for collection 3,033 3,397
Securities received in credit 175 41
As of December 31, 2010 and 2009, the off-balance sheet customer funds were as follows:
Millions of Euros
Off-Balance Sheet Customer Funds by Type 2010 2009
Investment companies and mutual funds 26,013 34,836
Pension funds 15,602 15,950
Saving insurance contracts 2,843 2,951
Managed customers portfolio 3,744 4,475
Total 48,202 58,212
Millions of Euros
Interest and Similar Income. Breakdown by Origin. 2010 2009
Central Banks 42 48
Loans and advances to credit institutions 425 672
Loans and advances to customers 6,737 8,982
Government and other government agency 497 501
Resident sector 5,651 7,630
Non resident sector 589 851
Debt securities 1,401 1,453
Trading 272 429
Investment 1,129 1,024
Rectification of income as a result of hedging transactions (14) 115
Other income 168 150
Total 8,759 11,420
97
The amounts recognized in equity in connection with hedging derivatives and the amounts derecognized
from total equity and taken to the income statement during 2010 and 2009 are disclosed in the
accompanying income statements.
The following table shows the adjustments in income resulting from hedge accounting, broken down by type
of hedge.
Millions of Euros
Adjustments in Income Resulting from Hedge
2010 2009
Accounting
Cash flow hedging 90 190
Fair value hedging (104) (75)
Total (14) 115
The breakdown of the balance of this heading in the accompanying income statements by geographic area
was as follows:
Millions of Euros
Interest and Similar Income.
2010 2009
Breakdown by Geographical Area
Domestic market 8,228 10,575
Foreign 531 845
European Union 292 524
Rest of OECD 49 70
Rest of countries 190 251
Total 8,759 11,420
The breakdown of the balance under this heading in the accompanying income statements was as follows:
Millions of Euros
Interest and Similar Expenses. Breakdown by Origin 2010 2009
Bank of Spain and other central banks 184 186
Deposits from credit institutions 595 891
Customers deposits 2,048 2,727
Debt certificates 1,733 1,988
Subordinated liabilities 518 524
Rectification of expenses as a result of hedging transactions (1,552) (1,171)
Cost attributable to pension funds 137 144
Other charges 55 41
Total 3,718 5,330
The following table shows the adjustments in expenses resulting from hedge accounting, broken down by
type of hedge:
Millions of Euros
Adjustments in Expenses Resulting from Hedge Accounting 2010 2009
Cash flow hedging 1 (34)
Fair value hedging (1,553) (1,137)
TOTAL (1,552) (1,171)
98
35. DIVIDEND INCOME
The breakdown of the balance under this heading in the accompanying income statements was as follows:
Millions of Euros
Dividend Income 2010 2009
Investments in associates 73 49
Investments in jointly controlled entities 4 10
Investments in group Entities 1,567 1,324
Other shares and equity instruments 485 390
Total 2,129 1,773
Millions of Euros
Millions of Euros
Fee and Commission Expenses. Breakdown by main
2010 2009
Items
Brokerage fees on lending and deposit transactions 3 3
Fees and commissions assigned to third parties 151 167
Other fees and commissions 116 133
Total 270 303
99
38. NET GAINS (LOSSES) ON FINANCIAL ASSETS AND LIABILITIES
The breakdown of the balance under this heading, by source of the related items, in the accompanying
income statements was as follows:
Millions of Euros
The breakdown of the balance of this heading in the accompanying income statements by the nature of
financial instruments was as follows:
Millions of Euros
Net Gains (Losses) on Financial Assets and Liabilities
2010 2009
Breakdown by Nature of the Financial Instrument
Debt instruments 343 185
Equity instruments (590) 1,079
Loans and advances to customers - -
Derivatives 947 (1,174)
Deposits from customers - -
Rest 38 6
Total 738 96
The breakdown of the balance of the impact of the derivatives (trading and hedging) on this heading in the
accompanying income statements, was as follows:
Millions of Euros
In addition, in 2010 and 2009, negative €287 and positive €52 million, respectively, have been recognized
under the heading "Net Exchange differences" in the accompanying income statement, through foreign
exchange trading derivatives.
100
39. OTHER OPERATING INCOME AND EXPENSES
The breakdown of the heading “Other operating income” of the accompanying income statements was as
follows:
Millions of Euros
Other Operating Income. Breakdown by main Items 2010 2009
Real estate income 3 1
Financial income from non-financial services 49 25
Rest of operating income 50 55
Total 102 81
The breakdown of the heading “Other operating expenses” of the accompanying income statements was as
follows:
Millions of Euros
Other Operating Expenses. Breakdown by main Item 2010 2009
Other operating expenses 106 98
Of which:
Contributions to guaranted banks deposits funds 46 47
Real estate agencies 17 10
Total 106 98
Millions of Euros
The detail, by professional category and gender, of the average number of employees as of December 31,
2010 and 2009, was as follows:
2010 2009
Average number of employees Male Female Male Female
Executives 899 175 873 165
Other line personnel 11,855 8,859 11,917 8,545
Clerical staff 2,435 1,918 2,749 2,221
General Services 23 4 29 8
Branches abroad 404 262 379 274
Total 15,616 11,218 15,947 11,213
As of December 31, 2010 and 2009, the Bank’s headcount was 26,657 and 26,502, respectively.
101
Equity-instrument-based employee remuneration
BBVA has a variable multi-year remuneration scheme in place as part of the remuneration policy established
for its executive team. It is based on the award of Bank shares that are instrumented through annual
overlapping medium- and long-term programs. These consist of allocating individuals theoretical shares
("units") that at the end of each program are converted into real BBVA shares, provided certain initially
established conditions are met, with the number depending on a scale linked to an indicator of value
generation for the shareholder, and dependent on the individual performing well during the period the
program is in operation.
At the conclusion of each program, the final number of shares to be granted will be equal to the result of
multiplying the initial number of assigned "units" by a coefficient on a scale of between 0 and 2, which is
linked to the movement of the Total Shareholders Return (TSR) indicator. This indicator measures the return
on investment for shareholders as the sum of the revaluation of the Bank's shares plus dividends or other
similar concepts during the period of each program/plan by comparing the movement of this indicator for a
group of banks of reference in Europe and the United States.
Below are the main features of each of the equity-based remuneration schemes currently in force.
Multi-Year Variable Share-Based Remuneration Plan for the BBVA Executive Team
The beneficiaries of these programs are the members of the Bank’s executive team, including executive
directors and the BBVA’s Management Committee members (see Note 50):
• 2009-2010 program
The Bank’s AGM on March 13, 2009 approved the 2009-2010 Program, with a completion date of
December 31, 2010.
As of December 31, 2010, the total number of “units” assigned to the beneficiaries of this program was
4.786.334.
Once the 2009/2010 Program period was completed, the TSR for BBVA and the 18 reference banks was
then determined; given the final positioning of BBVA, it resulted in the application of a multiplier ratio of 0
to the assigned units, the Program will be settled without the allocation of shares to the beneficiaries.
• 2010-2011 program
The Bank’s AGM on March 12, 2010 approved the 2010-2011 Program, with a completion date of
December 31, 2011.
This program incorporates some restrictions to granting shares to the beneficiaries after the settlement.
These shares are available as follows:
- 40 percent of the shares received shall be freely transferable by the beneficiaries at the time of
their delivery;
- 30 percent of the shares are transferable a year after the settlement date of the program; and
- 30 percent are transferable starting two years after the settlement date of the program.
As of December 31, 2010, the total number of “units” assigned to the beneficiaries of this program was
2.355.680.
During the period of operation of each of the schemes mentioned above, the sum of the commitment to be
accounted for at the date of the accompanying financial statements was obtained by multiplying the number
of "units" assigned by the expected share price and the expected value of the multiplier ratio, both estimated
at the date of the entry into force of each of the schemes.
The cost of these programs/plans is broken up throughout their operational life. The expense associated in
2010 and 2009 for those programs/plans reached €18 and €7 million, respectively. It is recognized under the
heading “Personnel expenses – Other personnel expenses” in the accompanying income statements, and a
balancing entry has been made under the heading “Stockholders’ funds – Other equity instruments” in the
balance sheets, net of tax effect.
102
40.2 GENERAL AND ADMINISTRATIVE EXPENSES
The breakdown of the balance under this heading in the accompanying income statements for 2010 and
2009 was as follows:
Millions of Euros
General and Administrative Expenses.
2010 2009
Breakdown by main concepts
Technology and systems 292 320
Communications 62 61
Advertising 143 105
Property, fixtures and materials 318 252
Of which:
Rent expenses (*) 231 153
Taxes 21 25
Other administration expenses 371 323
Total 1,207 1,086
(*) The Bank do not expect to terminate the lease contracts early.
Millions of Euros
Millions of Euros
103
43. IMPAIRMENT LOSSES ON FINANCIAL ASSETS (NET)
The details of impairment on financial assets broken down by the nature of these assets for the years 2010
and 2009 were as follows:
Millions of Euros
Impairment Losses on Financial Assets (Net)
2010 2009
Breakdown by main concepts
Available-for-sale financial assets 131 183
Debt securities 10 94
Other equity instruments 121 89
Held-to-maturity investments - (3)
Loans and receivables 1,794 1,518
Of which:
Recovery of written-off assets 109 80
Total 1,925 1,698
Millions of Euros
Impairment Losses on Other Assets (Net) 2010 2009
Tangible assets 16 19
For own use 5 17
Investment properties 11 2
Rest 242 1,727
Total 258 1,746
Millions of Euros
Gains and Losses on Derecognized Assets Not
2010 2009
Classified as Non-current Assets Held for Sale
Gains
Disposal of investments in entities 5 3
Disposal of intangible assets and other - -
Losses:
Disposal of investments in entities - -
Disposal of intangible assets and other - -
Total 5 3
104
46. GAINS (LOSSES) IN NON-CURRENT ASSETS HELD FOR SALE NOT CLASSIFIED AS
DISCONTINUED OPERATIONS
The breakdown of the heading “Gains and losses on non-current assets held for sale not classified as
discontinued operations” of the accompanying income statements was as follows:
Millions of Euros
Gains and Losses in Non-current Assets Held for
2010 2009
Sale
Gains for real estate 327 955
Of which:
Foreclosed 9 12
Sale of buildings for own use (Note 14.1) 273 914
Impairment of non-current assets held for sale (196) (65)
Gains on sale of available-for-sale financial assets - -
Other gains and losses (2) 2
Total 129 892
The gains amounting to €273 and €914 million recognized in 2010 and 2009 under sales of buildings for own
use relate to the sale-and-leaseback operation mentioned in Note 14.
Millions of Euros
Main Cash Flows in Investing Activities Cash Flows in Investment Activities
2009 Investments (-) Divestments (+)
Tangible assets 268 6
Intangible assets 138 -
Investments 1,039 21
Subsidiaries and other business units - -
Non-current assets and liabilities associated held for sale 436 1,350
Held-to-maturity investments 425 257
Other settlements related with investement activities - 16
105
48. ACCOUNTANT FEES AND SERVICES
The breakdown of the fees for the services provided to the Bank by their accountants in 2010 was as follows:
The breakdown of the other services different from audits provided to the Bank in 2010 is as follows:
The services provided by our accountants meet the independence requirements established under Act
44/2002, of 22 November, on Measures Reforming the Financial System and by the Sarbanes-Oxley Act of
2002 adopted by the Securities and Exchange Commission (SEC); accordingly they did not include the
performance of any work that is incompatible with the auditing function.
Millions of Euros
Balances arising from transactions with Entities of the
2010 2009
Group
Assets:
Loans and advances to credit institutions 13,657 12,310
Loans and advances to customers 5,972 4,689
Financial assets- Available for sale 547 1,039
Liabilities:
Deposits from credit institutions 5,128 7,120
Customers deposits 19,830 20,176
Debt certificates - -
Memorandum accounts:
Contingent exposures 29,150 31,506
Contingents commitments 413 766
106
As of December 31, 2010 and 2009 the balances of the main aggregates in the accompanying income
statements arising from the transactions carried out by the Bank with Group companies, which consist of
ordinary business and financial transactions carried out in normal market conditions, were as follows:
Millions of Euros
Balances of Income Statement arising from transactions
2010 2009
with Entities of the Group
Income statement:
Financial Revenues 936 1,016
Financial Expenses 1,033 1,277
There are no other material effects on the financial statements of the Bank arising from dealings with these
companies, other than the effects arising from using the equity method and from the insurance policies to
cover pension or similar commitments (Note 22).
In addition, as part of its normal activity, the Bank has entered into agreements and commitments of various
types with shareholders of subsidiaries and associates, which have no material effects on the financial
statements.
49.3 Transactions with directors and senior management
The information on the remuneration of key personnel (members of the Board of Directors of BBVA, S.A. and
senior management) is included in Note 50.
The amount disposed of the loans granted to members of Board of Directors as of December 31, 2010 and
2009 totaled €531 and €806 thousand, respectively.
The amount disposed of the loans granted as of December 31, 2010 and 2009 to the Management
Committee, excluding the executive directors, amounted to €4,924 and €3,912 thousand, respectively.
As of December 31, 2010 and 2009, there were no guarantees, finance leases or commercial loans provided
on behalf of members of the Bank’s Board of Directors or Management Committee.
The loans granted to parties related to key personnel (the members of the Board of Directors of BBVA and of
the Management Committee as mentioned above) as of December 31, 2010 and 2009 amounted to €28,493
thousand and €51,882 thousand, respectively.
As of December 31, 2010 and 2009, the other exposure, guarantees, financial leases and commercial loans
to parties related to key personnel amounted to €4,424 thousand and €24,514 thousand, respectively.
49.4 Transactions with other related parties
As of December 31, 2010 and 2009, the Bank did not perform any transactions with other related parties that
did not belong to the normal course of their business, that was not under market conditions and that was
relevant for the equity, income or the financial situation of the Bank.
107
50. REMUNERATION OF THE BANK’S DIRECTORS AND SENIOR MANAGEMENT
Remuneration and other benefits of the members of the Board of Directors and members of the
Management Committee.
Thousand of Euros
Thousand of Euros
Fixed Variable
Year 2010 Remuneration of Executive Directors Remuneration Remuneration (1)
Total
In addition, the executive directors received payment-in-kind during 2010 totaling €32 thousand, of which
€10 thousand relates to Chairman and CEO, €22 thousand relates to President and COO.
The Executive Directors accrued variable remuneration for 2010, to be paid in 2011, amounting to €3,011
thousand in the case of the Chairman and CEO and €1,889 thousand in the case of the COO.
These amounts are recognized under the item “Other liabilities – Accruals” on the liability side in the
accompanying balance sheet as of December 31, 2010.
108
• VARIABLE MULTI-YEAR STOCK REMUNERATION PROGRAM FOR EXECUTIVE DIRECTORS AND MEMBERS OF THE
MANAGEMENT COMMITTEE
SETTLEMENT OF THE MULTI-YEAR VARIABLE SHARE-BASED REMUNERATION PLAN FOR 2009-2010
The AGM of the Bank held on March 13, 2009 approved a Multi-Year Variable Share-Based Remuneration
Plan for shares for 2009/2010 (hereinafter, the 2009/2010 Program) for the members of the BBVA's
executive team, and whose result is obtained by multiplying the initial number of assigned "units" by a
coefficient on a scale of between 0 and 2, which is linked to the movement of the Total Shareholders Return
(TSR) indicator of the Bank during 2009/2010 compared with the change of this same indicator in a group of
international banks of reference.
The number of “units” allocated to executive directors under this program, in accordance with the resolution
of the AGM, was 215,000 for the Chairman and CEO, and 131,707 for the President and COO, and 817,464
for the members of the Management Committee who held this position as of December 31, 2010, excluding
executive directors.
Once the 2009/2010 Program period was completed, on December 31, 2010, the TSR for BBVA and the 18
reference banks was then determined; given the final positioning of BBVA, it resulted in the application of a
multiplier ratio of 0 to the assigned units, the Program was settled without the allocation of shares to the
beneficiaries.
MULTI-YEAR VARIABLE SHARE-BASED REMUNERATION PLAN FOR 2010-2011
The AGM of the Bank on March 12, 2010, approved a new multi-year variable share-based remuneration
scheme for 2010-2011 (hereinafter “the 2010-2011 program”) aimed at members of the BBVA executive
team. It is to end on December 31, 2011 and will be settled on April 15, 2012, although the Regulation that
governs it includes provisions for early settlement.
The precise number of shares to be given to each beneficiary of the 2010-2011 program is also calculated
by multiplying the number of units allocated by a coefficient of between 0 and 2. This coefficient reflects the
relative performance of BBVA’s total stockholder return (TSR) during the period 2010-2011 compared with
the TSR of a group of the Bank’s international peers.
These shares will be given to the beneficiaries after the settlement of the program. They will be able to use
these shares as follows: (i) 40 percent of the shares received will be freely transferable by the beneficiaries
at the moment they are received; (ii) 30 percent of the shares received will be transferable one year after the
settlement date of the program; and (iii) the remaining 30 percent will be transferable starting two years after
the settlement date of the program.
The number of units assigned for the executive directors under the AGM resolution is 105,000 for the
Chairman and CEO and 90,000 for the President and COO.
The total number of units assigned under this Program to the Management Committee members who held
this position on December 31, 2010, excluding executive directors, was 385,000.
109
The number of “theoretical shares” allocated to non-executive director beneficiaries under the deferred share
distribution scheme approved by the AGM for 2010, corresponding to 20% of the total remuneration paid to
each in 2009, is set out below:
Theorical Accumulated
Scheme for Remuneration of Non-Executive Directors
Shares Theorical
with Deferred Distribution of Shares assigned in 2010 Shares
Tomás Alfaro Drake 3,521 13,228
Juan Carlos Alvarez Mezquiriz 5,952 39,463
Rafael Bermejo Blanco 7,286 23,275
Ramón Bustamante y de la Mora 5,401 38,049
José Antonio Fernández Rivero 6,026 30,141
Ignacio Ferrero Jordi 5,952 40,035
Carlos Loring Martínez de Irujo 5,405 25,823
Enrique Medina Fernández 7,079 51,787
Susana Rodríguez Vidarte 4,274 24,724
Total (*) 50,896 286,525
(*) Additionally, were also assigned to Don Roman Knorr Borras, who resigned as director as of March 23, 2010, 5,198 theoretical shares
equivalent to 20% of the remuneration received by him in 2009.
• PENSION COMMITMENTS
The provisions registered as of December 31, 2010 for pension commitments to the President and COO are
€14,551 thousand, of which €941 thousand were charged against 2010 earnings. As of this date, there are
no other pension obligations to executive directors.
In addition, insurance premiums amounting to €95 thousand were paid on behalf of the non-executive
members on the Board of Directors.
The provisions registered as of December 31, 2010 for pension commitments for the Management
Committee members, excluding executive directors, amounted to €51,986 thousand. Of these, €6,756
thousand were charged against 2010 earnings.
51. DETAILS OF THE DIRECTORS’ HOLDINGS IN COMPANIES WITH SIMILAR BUSINESS ACTIVITIES
Pursuant to Article 229.2 of the Spanish Corporations Act, approved by Legislative Royal Decree 1/2010 of 2
July 2010, as of December 31, 2010, no members of the Board of Directors have a direct or indirect holding
in the common stock of companies engaging in an activity that is identical, similar or complementary to that
which constitutes the corporate purpose of BBVA. None of the directors hold executive or administrative
positions or functions at these companies.
Furthermore, it indicates that individuals associated to the members of the Board of Directors, as of
December 31, 2010 were holders of 6,594 shares of Banco Santander, S.A. and of 414 shares of Banco
Español de Crédito S.A. (Banesto).
110
52. OTHER INFORMATION
52.1. ENVIRONMENTAL IMPACT
Given the activities in which it engages, the Bank has no environmental liabilities, expenses, assets,
provisions or contingencies that could have a significant effect on its equity, financial situation and profits.
Consequently, as of December 31, 2010 there is no item in the financial statements that requires disclosure
in an environmental information report pursuant to the Ministry of Economy Order of October 8, 2001, and no
specific disclosure of information on environmental matters is included in these statements.
52.2. DETAIL OF AGENTS OF CREDIT INSTITUTIONS
Appendix XII contains an inventory of the agents of the banks as required in accordance with article 22 of
Royal Decree 1245/1995, July 14, of the Ministry of Economy and Finance.
52.3. REPORT ON THE ACTIVITY OF THE CUSTOMER CARE SERVICE AND THE CUSTOMER
OMBUDSMAN
The report on the activity of the Customer Care Department and the Customer Ombudsman required
pursuant to Article 17 of Ministry of Economy and Finance Order ECO/734/2004 of March 11 is included in
the Management Report accompanying these financial statements.
52.4. OTHER INFORMATION
The Group is party to certain legal actions in a number of jurisdictions, including, among others, Spain,
Mexico and the United States, arising out of its ordinary business operations. BBVA considers that none of
those actions is material and none is expected to result in a significant adverse effect on BBVA’s financial
position at either the individual or consolidated level. Management believes that adequate provisions have
been made in respect of the litigation arising out of its ordinary business operations. BBVA has not disclosed
to the markets any contingent liability that could arise from said legal actions as it does not consider them
material.
111
APPENDICES
112
APPENDIX I. CONSOLIDATED FINANCIAL STATEMENTS OF THE BBVA GROUP
BANCO BILBAO VIZCAYA ARGENTARIA, S.A. AND COMPANIES COMPOSING THE BANCO BILBAO
VIZCAYA ARGENTARIA GROUP
CONSOLIDATED BALANCE SHEETS AS OF DECEMBER 31, 2010, 2009 and 2008
Millions of Euros
113
BANCO BILBAO VIZCAYA ARGENTARIA, S.A. AND COMPANIES COMPOSING THE BANCO BILBAO VIZCAYA
ARGENTARIA GROUP
Millions of Euros
114
BANCO BILBAO VIZCAYA ARGENTARIA, S.A. AND COMPANIES COMPOSING THE BANCO BILBAO VIZCAYA
ARGENTARIA GROUP
Millions of Euros
Millions of Euros
115
BANCO BILBAO VIZCAYA ARGENTARIA, S.A. AND COMPANIES COMPOSING THE BANCO BILBAO VIZCAYA
ARGENTARIA GROUP
CONSOLIDATED INCOME STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2010, 2009 AND
2008
Millions of Euros
116
Millions of Euros
117
BANCO BILBAO VIZCAYA ARGENTARIA, S.A. AND COMPANIES COMPOSING THE BANCO BILBAO VIZCAYA
ARGENTARIA GROUP
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31,
2010, 2009 AND 2008
CONSOLIDATED STATEMENTS OF CHANGES IN TOTAL EQUITY
Millions of Euros
Total Equity Attributed to the Parent Company
Stockholders’ Funds
Reserves Non-
Valuation controlling Total
Less: Income Less:
Common Other Total Interests Equity
Share Premium Reserves (Losses) Treasury Attributed to Dividends Adjustments Total
Stock Accumulated from Entities Equity Stockholders'
2010 Stock the Parent and Remunerations
Reserves (Losses) Accounted for Using Instruments Funds
Company
the Equity Method
Balances as of January 1, 2010 1,837 12,453 11,765 309 12 (224) 4,210 (1,000) 29,362 (62) 29,300 1,463 30,763
Effect of changes in accounting policies - - - - - - - - - - - - -
Effect of correction of errors - - - - - - - - - - - - -
Adjusted initial balance 1,837 12,453 11,765 309 12 (224) 4,210 (1,000) 29,362 (62) 29,300 1,463 30,763
Total income/expense recognized - - - - - - 4,606 - 4,606 (708) 3,898 284 4,182
Other changes in equity 364 4,651 2,540 (254) 25 (328) (4,210) (67) 2,721 - 2,721 (191) 2,530
Common stock increase 364 4,651 - - - - - - 5,015 - 5,015 - 5,015
Common stock reduction - - - - - - - - - - - - -
Conversion of financial liabilities into capital - - - - - - - - - - - - -
Increase of other equity instruments - - - - 25 - - - 25 - 25 - 25
Reclassification of financial liabilities to other equity instruments - - - - - - - - - - - - -
Reclassification of other equity instruments to financial liabilities - - - - - - - - - - - - -
Dividend distribution - - - - - - (558) (1,067) (1,625) - (1,625) (197) (1,822)
Transactions including treasury stock and other equity instruments (net) - - (105) - - (328) - - (433) - (433) - (433)
Transfers between total equity entries - - 2,865 (213) - - (3,652) 1,000 - - - - -
Increase/Reduction due to business combinations - - - - - - - - - - - - -
Payments with equity instruments - - - - - - - - - - - - -
Rest of increases/reductions in total equity - - (220) (41) - - - - (261) - (261) 6 (255)
Balances as of December 31, 2010 2,201 17,104 14,305 55 37 (552) 4,606 (1,067) 36,689 (770) 35,919 1,556 37,475
Millions of Euros
Total Equity Attributed to the Parent Company
Stockholders’ Funds
Reserves
Non-controlling
Valuation Total
Less: Income Less: Interests
Common Other Total Equity
Share Premium Reserves (Losses) Treasury Attributed to Dividends Adjustments Total
Stock Accumulated from Entities Equity Stockholders'
Stock the Parent and Remunerations
2009 Reserves (Losses) Accounted for Using Instruments Funds
Company
the Equity Method
Balances as of January 1, 2009 1,837 12,770 8,801 609 89 (720) 5,020 (1,820) 26,586 (930) 25,656 1,049 26,705
Effect of changes in accounting policies - - - - - - - - - - - - -
Effect of correction of errors - - - - - - - - - - - - -
Adjusted initial balance 1,837 12,770 8,801 609 89 (720) 5,020 (1,820) 26,586 (930) 25,656 1,049 26,705
Total income/expense recognized - - - - - - 4,210 - 4,210 868 5,078 578 5,656
Other changes in equity - (317) 2,964 (300) (77) 496 (5,020) 820 (1,434) - (1,434) (164) (1,598)
Common stock increase - - - - - - - - - - - - -
Common stock reduction - - - - - - - - - - - - -
Conversion of financial liabilities into capital - - - - - - - - - - - - -
Increase of other equity instruments - - - - 10 - - - 10 - 10 - 10
Reclassification of financial liabilities to other equity instruments - - - - - - - - - - - - -
Reclassification of other equity instruments to financial liabilities - - - - - - - - - - - - -
Dividend distribution - - - - - - - (1,000) (1,000) - (1,000) (144) (1,144)
Transactions including treasury stock and other equity instruments (net) - - (238) - - 496 - - 258 - 258 - 258
Transfers between total equity entries - - 3,378 (178) - - (5,020) 1,820 - - - - -
Increase/Reduction due to business combinations - - - - - - - - - - - - -
Payments with equity instruments - (317) - - (87) - - - (404) - (404) - (404)
Rest of increases/reductions in total equity - - (176) (122) - - - - (298) - (298) (20) (318)
Balances as of December 31, 2009 1,837 12,453 11,765 309 12 (224) 4,210 (1,000) 29,362 (62) 29,300 1,463 30,763
Millions of Euros
Total Equity Attributed to the Parent Company
Stockholders’ Funds
Reserves
Non-controlling
Valuation Total
Less: Income Less: Interests
Common Other Total Equity
Share Premium Reserves (Losses) Treasury Attributed to Dividends Adjustments Total
Stock Accumulated from Entities Equity Stockholders'
Stock the Parent and Remunerations
2008 Reserves (Losses) Accounted for Using Instruments Funds
Company
the Equity Method
Balances as of January 1, 2008 1,837 12,770 5,609 451 68 (389) 6,126 (1,661) 24,811 2,252 27,063 880 27,943
Effect of changes in accounting policies - - - - - - - - - - - - -
Effect of correction of errors - - - - - - - - - - - - -
Adjusted initial balance 1,837 12,770 5,609 451 68 (389) 6,126 (1,661) 24,811 2,252 27,063 880 27,943
Total income/expense recognized - - - - - - 5,020 - 5,020 (3,182) 1,838 310 2,148
Other changes in equity - - 3,192 158 21 (331) (6,126) (159) (3,245) - (3,245) (142) (3,387)
Common stock increase - - - - - - - - - - - - -
Common stock reduction - - - - - - - - - - - - -
Conversion of financial liabilities into capital - - - - - - - - - - - - -
Increase of other equity instruments - - - - 21 - - - 21 - 21 - 21
Reclassification of financial liabilities to other equity instruments - - - - - - - - - - - - -
Reclassification of other equity instruments to financial liabilities - - - - - - - - - - - - -
Dividend distribution - - - - - - (1,002) (1,820) (2,822) - (2,822) (142) (2,964)
Transactions including treasury stock and other equity instruments (net) - - (172) - - (331) - - (503) - (503) - (503)
Transfers between total equity entries - - 3,431 33 - - (5,125) 1,661 - - - - -
Increase/Reduction due to business combinations - - 9 - - - - - 9 - 9 - 9
Payments with equity instruments - - - - - - - - - - - - -
Rest of increases/reductions in total equity - - (75) 125 - - - - 49 - 49 - 49
Balances as of December 31, 2008 1,837 12,770 8,801 609 89 (720) 5,020 (1,820) 26,586 (930) 25,656 1,049 26,705
118
BANCO BILBAO VIZCAYA ARGENTARIA, S.A. AND COMPANIES COMPOSING THE BANCO BILBAO VIZCAYA
ARGENTARIA GROUP
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31,
2010, 2009 AND 2008
STATEMENTS OF RECOGNIZED INCOME AND EXPENSES
Millions of Euros
119
BANCO BILBAO VIZCAYA ARGENTARIA, S.A. AND COMPANIES COMPOSING THE BANCO BILBAO VIZCAYA
ARGENTARIA GROUP
CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2010, 2009
AND 2008
Millions of Euros
Other financial assets designated at fair value through profit or loss 437 582 588
Available-for-sale financial assets (7,064) 15,741 (800)
Loans and receivables 18,590 (23,377) 30,866
Other operating assets 939 839 4,096
Net increase/decrease in operating liabilities 9,067 (12,359) 37,908
Financial liabilities held for trading 4,383 (10,179) 23,736
Other financial liabilities designated at fair value through profit or
loss 240 334 -
Financial liabilities at amortized cost 5,687 (3,564) 20,058
Other operating liabilities (1,243) 1,050 (5,886)
Collection/Payments for income tax 1,427 1,141 1,541
CASH FLOWS FROM INVESTING ACTIVITIES (2) (7,078) (643) (2,865)
Investment 8,762 2,396 4,617
Tangible assets 1,040 931 1,199
Intangible assets 464 380 402
Investments 1,209 2 672
Subsidiaries and other business units 77 7 1,559
Non-current assets held for sale and associated liabilities 1,464 920 515
Held-to-maturity investments 4,508 156 -
Other settlements related to investing activities - - 270
Divestments 1,684 1,753 1,752
Tangible assets 261 793 168
Intangible assets 6 147 31
Investments 1 1 9
Subsidiaries and other business units 69 32 13
Non-current assets held for sale and associated liabilities 1,347 780 374
Held-to-maturity investments - - 283
Other collections related to investing activities - - 874
(*) Presented for comparison purposes only.
120
Millions of Euros
Millions of Euros
COMPONENTS OF CASH AND EQUIVALENT AT END OF THE
2010 2009 (*) 2008 (*)
YEAR
Cash 4,284 4,218 3,915
Balance of cash equivalent in central banks 15,683 12,113 10,727
Other financial assets - - -
Less: Bank overdraft refundable on demand - - -
TOTAL CASH OR CASH EQUIVALENTS AT END OF THE YEAR 19,967 16,331 14,642
Of which:
121
APPENDIX II. Additional information on consolidated subsidiaries comprising the BBVA Group
APPENDIX II. ADDITIONAL INFORMATION ON CONSOLIDATED SUBSIDIARIES COMPRISING THE BBVA GROUP
%of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net Assets as Liabilities Profit
Equity
Company Location Activity Direct Indirect Total Carrying of as of (Loss)
12.31.10
Amount 12.31.10 12.31.10 12.31.10
ADMINISTRADORA DE FONDOS DE PENSIONES (AFP) PROVIDA, S.A. CHILE PENSION FUNDS MANAGEMENT 12.7 51.6 64.3 299,781 604,814 133,974 336,179 134,661
ADMINISTRADORA DE FONDOS PARA EL RETIRO-BANCOMER,S.A DE
C.V. MEXICO PENSION FUNDS MANAGEMENT 17.5 82.5 100.0 378,280 253,580 57,106 121,296 75,178
AFP GENESIS ADMINISTRADORA DE FONDOS Y FIDEICOMISOS, S.A. ECUADOR PENSION FUNDS MANAGEMENT - 100.0 100.0 5,705 9,911 4,191 1,251 4,469
AFP HORIZONTE, S.A. PERU PENSION FUNDS MANAGEMENT 24.9 75.2 100.0 57,956 93,038 23,097 53,875 16,066
AFP PREVISION BBV-ADM.DE FONDOS DE PENSIONES S.A. BOLIVIA PENSION FUNDS MANAGEMENT 75.0 5.0 80.0 2,063 9,634 4,263 3,942 1,429
AMERICAN FINANCE GROUP, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 15,599 16,529 930 14,370 1,229
ANIDA DESARROLLOS INMOBILIARIOS, S.L. SPAIN REAL ESTATE - 100.0 100.0 264,143 570,278 350,002 244,826 (24,550)
ANIDA DESARROLLOS SINGULARES, S.L. SPAIN REAL ESTATE - 100.0 100.0 (485,076) 1,613,790 2,134,176 (293,829) (226,557)
ANIDA GERMANIA IMMOBILIEN ONE, GMBH GERMANY REAL ESTATE - 100.0 100.0 4,358 20,130 15,566 4,289 275
ANIDA GRUPO INMOBILIARIO, S.L. SPAIN INVESTMENT COMPANY 100.0 - 100.0 - 186,112 596,399 (42,568) (367,719)
ANIDA INMOBILIARIA, S.A. DE C.V. MEXICO INVESTMENT COMPANY - 100.0 100.0 106,704 98,004 9 97,847 148
ANIDA INMUEBLES ESPAÑA Y PORTUGAL, S.L. SPAIN REAL ESTATE - 100.0 100.0 (11,543) 333,936 385,249 (7,631) (43,682)
ANIDA OPERACIONES SINGULARES, S.L. SPAIN REAL ESTATE - 100.0 100.0 (436,849) 2,152,664 2,644,200 (293,202) (198,334)
ANIDA PROYECTOS INMOBILIARIOS, S.A. DE C.V. MEXICO REAL ESTATE - 100.0 100.0 97,027 143,976 46,949 97,016 11
ANIDA SERVICIOS INMOBILIARIOS, S.A. DE C.V. MEXICO REAL ESTATE - 100.0 100.0 499 919 420 349 150
ANIDAPORT INVESTIMENTOS IMOBILIARIOS, UNIPESSOAL, LTDA PORTUGAL REAL ESTATE - 100.0 100.0 - 21,948 24,040 (1,207) (885)
APLICA SOLUCIONES ARGENTINAS, S.A. ARGENTINA SERVICES - 100.0 100.0 1,399 1,604 122 1,546 (64)
APLICA SOLUCIONES TECNOLOGICAS CHILE LIMITADA CHILE SERVICES - 100.0 100.0 (76) 431 506 3 (78)
APLICA TECNOLOGIA AVANZADA OPERADORA, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 3 3 - 3 -
APLICA TECNOLOGIA AVANZADA SERVICIOS, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 3 3 - 3 -
APLICA TECNOLOGIA AVANZADA, S.A. DE C.V.- ATA MEXICO SERVICES 100.0 - 100.0 4 60,114 46,651 7,129 6,334
APOYO MERCANTIL S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 2,115 268,134 267,388 1,122 (376)
ARIZONA FINANCIAL PRODUCTS, INC UNITED STATES FINANCIAL SERVICES - 100.0 100.0 718,853 721,440 2,586 705,529 13,325
AUTOMERCANTIL-COMERCIO E ALUGER DE VEICULOS AUTOM.,LDA PORTUGAL FINANCIAL SERVICES - 100.0 100.0 4,720 45,950 37,434 8,795 (279)
BAHIA SUR RESORT, S.C. SPAIN INACTIVE 100.0 - 100.0 1,436 1,438 15 1,423 -
BANCO BILBAO VIZCAYA ARGENTARIA (PANAMA), S.A. PANAMA BANKING 54.1 44.8 98.9 19,464 1,585,516 1,379,245 174,908 31,363
BANCO BILBAO VIZCAYA ARGENTARIA (PORTUGAL), S.A. PORTUGAL BANKING 9.5 90.5 100.0 338,916 8,094,054 7,801,158 301,751 (8,855)
BANCO BILBAO VIZCAYA ARGENTARIA CHILE, S.A. CHILE BANKING - 68.2 68.2 543,201 11,637,734 10,840,980 725,374 71,380
BANCO BILBAO VIZCAYA ARGENTARIA PUERTO RICO, S.A. PUERTO RICO BANKING - 100.0 100.0 178,673 3,614,532 3,205,830 403,714 4,988
BANCO BILBAO VIZCAYA ARGENTARIA URUGUAY, S.A. URUGUAY BANKING 100.0 - 100.0 17,049 754,090 697,780 58,543 (2,233)
BANCO CONTINENTAL, S.A. (1) PERU BANKING - 92.2 92.2 835,381 10,077,559 9,175,857 632,731 268,971
BANCO DE PROMOCION DE NEGOCIOS, S.A. SPAIN BANKING - 99.8 99.8 15,165 32,901 172 32,561 168
BANCO DEPOSITARIO BBVA, S.A. SPAIN BANKING - 100.0 100.0 1,595 986,755 906,042 56,174 24,539
BANCO INDUSTRIAL DE BILBAO, S.A. SPAIN BANKING - 99.9 99.9 97,220 212,691 1,120 191,414 20,157
BANCO OCCIDENTAL, S.A. SPAIN BANKING 49.4 50.6 100.0 16,464 18,014 272 17,576 166
BANCO PROVINCIAL OVERSEAS N.V. (2) NETHERLANDS ANTILLES BANKING - 100.0 100.0 35,236 424,812 388,592 25,019 11,201
BANCO PROVINCIAL S.A. - BANCO UNIVERSAL VENEZUELA BANKING 1.9 53.8 55.6 159,952 8,492,775 7,587,925 792,625 112,225
BANCOMER FINANCIAL SERVICES INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 1,930 778 (1,152) 1,922 8
BANCOMER FOREIGN EXCHANGE INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 7,412 8,593 1,181 5,945 1,467
BANCOMER PAYMENT SERVICES INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 34 22 (11) 37 (4)
(*) Information on foreign companies at exchange rate on December 31, 2010
(1) The percentage of voting rights is the result of the agreements entered into with shareholders that enable the control of the entity. The ownership percentage is 46.1%.
(2) The percentage of voting rights is the result of the agreements entered into with shareholders that enable the control of the entity. The ownership percentage is 48.0%.
122
Additional Information on Consolidated Subsidiaries composing the BBVA Group (Continued)
%of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net Assets as Liabilities Profit
Equity
Company Location Activity Direct Indirect Total Carrying of as of (Loss)
12.31.10
Amount 12.31.10 12.31.10 12.31.10
BANCOMER TRANSFER SERVICES, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 27,707 71,644 43,936 18,342 9,366
BBV AMERICA, S.L. SPAIN INVESTMENT COMPANY 100.0 - 100.0 479,328 880,779 21 880,228 530
BBVA & PARTNERS ALTERNATIVE INVESTMENT A.V., S.A. SPAIN SECURITIES DEALER 70.0 - 70.0 1,331 9,880 2,239 6,463 1,178
BBVA ASESORIAS FINANCIERAS, S.A. CHILE FINANCIAL SERVICES - 100.0 100.0 3,990 5,374 1,385 1,174 2,815
BBVA ASSET MANAGEMENT (IRELAND) LIMITED IRELAND FINANCIAL SERVICES - 100.0 100.0 245 270 34 311 (75)
BBVA ASSET MANAGEMENT ADMINISTRADORA GENERAL DE FONDOS
S.A. CHILE FINANCIAL SERVICES - 100.0 100.0 15,821 18,002 2,181 9,875 5,946
BBVA ASSET MANAGEMENT, S.A., SGIIC SPAIN FINANCIAL SERVICES 17.0 83.0 100.0 11,436 152,334 69,240 57,373 25,721
BBVA AUTORENTING SPA ITALY SERVICES - 100.0 100.0 66,793 314,830 281,221 30,091 3,518
BBVA BANCO DE FINANCIACION S.A. SPAIN BANKING - 100.0 100.0 64,200 703,047 630,388 72,438 221
BBVA BANCO FRANCES, S.A. ARGENTINA BANKING 45.7 30.4 76.0 64,589 5,249,989 4,563,209 459,362 227,418
BBVA BANCOMER FINANCIAL HOLDINGS, INC. UNITED STATES INVESTMENT COMPANY - 100.0 100.0 48,091 42,900 (5,324) 37,394 10,830
BBVA BANCOMER GESTION, S.A. DE C.V. MEXICO FINANCIAL SERVICES - 100.0 100.0 30,613 54,585 23,972 12,548 18,065
BBVA BANCOMER OPERADORA, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 41,407 304,008 262,600 30,568 10,840
BBVA BANCOMER SERVICIOS ADMINISTRATIVOS, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 534 24,503 23,969 394 140
BBVA BANCOMER, S.A. DE C.V. MEXICO BANKING - 100.0 100.0 6,561,797 69,666,830 63,107,804 5,212,420 1,346,606
BBVA BRASIL BANCO DE INVESTIMENTO, S.A. BRASIL BANKING 100.0 - 100.0 16,166 47,756 6,722 39,060 1,974
BBVA CORREDURIA TECNICA ASEGURADORA, S.A.) SPAIN FINANCIAL SERVICES 99.9 0.1 100.0 297 35,016 3,907 25,730 5,379
BBVA CAPITAL FINANCE, S.A. SPAIN FINANCIAL SERVICES 100.0 - 100.0 60 2,983,028 2,982,710 267 51
BBVA CARTERA DE INVERSIONES,SICAV,S.A. SPAIN VARIABLE CAPITAL 100.0 - 100.0 118,444 120,093 121 118,880 1,092
BBVA COLOMBIA, S.A. COLOMBIA BANKING 76.2 19.2 95.4 265,416 8,634,332 7,753,127 714,310 166,895
BBVA COMERCIALIZADORA LTDA. CHILE FINANCIAL SERVICES - 100.0 100.0 (1,154) 3,050 4,205 (710) (445)
BBVA COMPASS CONSULTING & BENEFITS, INC UNITED STATES FINANCIAL SERVICES - 100.0 100.0 13,449 13,723 275 13,143 305
BBVA COMPASS INSURANCE AGENCY, INC UNITED STATES FINANCIAL SERVICES - 100.0 100.0 146,614 155,943 9,328 140,493 6,122
BBVA COMPASS INVESTMENT SOLUTIONS, INC UNITED STATES FINANCIAL SERVICES - 100.0 100.0 51,158 56,021 4,862 40,773 10,386
BBVA CONSOLIDAR SEGUROS, S.A. ARGENTINA INSURANCES SERVICES 87.8 12.2 100.0 6,496 48,124 29,304 17,334 1,486
BBVA CONSULTING ( BEIJING) LIMITED CHINA FINANCIAL SERVICES - 100.0 100.0 477 683 182 440 61
BBVA CONSULTORIA, S.A. SPAIN SERVICES - 100.0 100.0 2,227 4,257 707 2,933 617
BBVA CORREDORA TECNICA DE SEGUROS LIMITADA CHILE FINANCIAL SERVICES - 100.0 100.0 13,377 15,902 2,501 7,075 6,326
BBVA CORREDORES DE BOLSA LIMITADA CHILE SECURITIES DEALER - 100.0 100.0 48,415 573,180 524,768 41,467 6,945
BBVA DINERO EXPRESS, S.A.U SPAIN FINANCIAL SERVICES 100.0 - 100.0 2,186 14,524 9,298 4,820 406
BBVA FACTORING LIMITADA (CHILE) CHILE FINANCIAL SERVICES - 100.0 100.0 6,765 31,974 25,207 5,443 1,324
BBVA FIDUCIARIA , S.A. COLOMBIA FINANCIAL SERVICES - 100.0 100.0 23,453 26,094 2,614 17,487 5,993
BBVA FINANCE (UK), LTD. UNITED KINGDOM FINANCIAL SERVICES - 100.0 100.0 3,324 24,867 13,603 11,198 66
BBVA FINANCE SPA. ITALY FINANCIAL SERVICES 100.0 - 100.0 4,648 6,860 1,332 5,398 130
BBVA FINANCIAMIENTO AUTOMOTRIZ, S.A. CHILE INVESTMENT COMPANY - 100.0 100.0 145,494 145,529 35 120,467 25,027
BBVA FINANZIA, S.p.A ITALY FINANCIAL SERVICES 50.0 50.0 100.0 29,200 600,187 573,633 38,061 (11,507)
BBVA FUNDOS, S.Gestora Fundos Pensoes,S.A. PORTUGAL FINANCIAL SERVICES - 100.0 100.0 998 8,679 445 6,448 1,786
BBVA GEST, S.G.DE FUNDOS DE INVESTIMENTO MOBILIARIO, S.A. PORTUGAL FINANCIAL SERVICES - 100.0 100.0 998 7,206 120 6,834 252
BBVA GLOBAL FINANCE LTD. CAYMAN ISLANDS FINANCIAL SERVICES 100.0 - 100.0 - 688,846 685,142 3,776 (72)
BBVA GLOBAL MARKETS B.V. NETHERLANDS FINANCIAL SERVICES 100.0 - 100.0 18 256,964 256,960 17 (13)
(*) Information on foreign companies at exchange rate on December 31, 2010
123
Additional Information on Consolidated Subsidiaries composing the BBVA Group (Continued)
%of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net Assets as Liabilities Profit
Equity
Company Location Activity Direct Indirect Total Carrying of as of (Loss)
12.31.10
Amount 12.31.10 12.31.10 12.31.10
BBVA HORIZONTE PENSIONES Y CESANTIAS, S.A. COLOMBIA PENSION FUNDS MANAGEMENT 78.5 21.4 100.0 62,061 162,934 35,812 102,872 24,250
BBVA INMOBILIARIA E INVERSIONES, S.A. CHILE REAL ESTATE - 68.1 68.1 5,652 44,049 35,750 8,641 (342)
BBVA INSTITUIÇAO FINANCEIRA DE CREDITO, S.A. PORTUGAL FINANCIAL SERVICES - 100.0 100.0 33,148 443,576 402,234 39,123 2,219
BBVA INTERNATIONAL LIMITED CAYMAN ISLANDS FINANCIAL SERVICES 100.0 - 100.0 1 503,692 501,107 2,751 (166)
BBVA INTERNATIONAL PREFERRED, S.A.U. SPAIN FINANCIAL SERVICES 100.0 - 100.0 60 1,697,891 1,697,121 378 392
BBVA INVERSIONES CHILE, S.A. CHILE FINANCIAL SERVICES 61.2 38.8 100.0 580,584 1,254,723 2,328 1,088,536 163,859
BBVA IRELAND PLC IRELAND FINANCIAL SERVICES 100.0 - 100.0 180,381 881,138 514,594 344,782 21,762
BBVA LEASIMO - SOCIEDADE DE LOCAÇAO FINANCEIRA, S.A. PORTUGAL FINANCIAL SERVICES - 100.0 100.0 11,576 28,620 18,456 10,422 (258)
BBVA LUXINVEST, S.A. LUXEMBOURG INVESTMENT COMPANY 36.0 64.0 100.0 255,843 1,477,238 65,971 1,406,909 4,358
BBVA MEDIACION OPERADOR DE BANCA-SEGUROS VINCULADO, S.A. SPAIN FINANCIAL SERVICES - 100.0 100.0 60 85,311 73,962 5,784 5,565
BBVA NOMINEES LIMITED UNITED KINGDOM SERVICES 100.0 - 100.0 - 1 - 1 -
BBVA PARAGUAY, S.A. PARAGUAY BANKING 100.0 - 100.0 22,598 1,121,259 1,010,091 71,269 39,899
BBVA PATRIMONIOS GESTORA SGIIC, S.A. SPAIN FINANCIAL SERVICES 100.0 - 100.0 3,907 28,634 3,404 20,143 5,087
PENSIONES SPAIN PENSION FUNDS MANAGEMENT 100.0 - 100.0 12,922 72,968 34,106 25,939 12,923
BBVA PLANIFICACION PATRIMONIAL, S.L. SPAIN FINANCIAL SERVICES 80.0 20.0 100.0 1 502 3 493 6
BBVA PROPIEDAD F.I.I. SPAIN REAL ESTATE INVESTMENT COMPANY - 100.0 100.0 1,384,561 1,469,283 74,743 1,474,196 (79,656)
BBVA PUERTO RICO HOLDING CORPORATION PUERTO RICO INVESTMENT COMPANY 100.0 - 100.0 322,837 179,048 6 179,107 (65)
BBVA RE LIMITED IRELAND INSURANCES SERVICES - 100.0 100.0 656 67,631 39,901 22,296 5,434
BBVA RENTING, S.A. SPAIN FINANCIAL SERVICES - 100.0 100.0 20,976 840,056 747,739 85,809 6,508
BBVA RENTING, SPA ITALY SERVICES - 100.0 100.0 8,453 56,154 50,629 7,891 (2,366)
BBVA SECURITIES INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 41,796 45,580 12,452 27,484 5,644
BBVA SECURITIES OF PUERTO RICO, INC. PUERTO RICO FINANCIAL SERVICES 100.0 - 100.0 4,726 6,963 755 6,082 126
BBVA SEGUROS COLOMBIA, S.A. COLOMBIA INSURANCES SERVICES 94.0 6.0 100.0 9,490 42,797 27,578 14,065 1,154
BBVA SEGUROS DE VIDA COLOMBIA, S.A. COLOMBIA INSURANCES SERVICES 94.0 6.0 100.0 13,242 329,602 278,040 41,754 9,808
BBVA SEGUROS DE VIDA, S.A. CHILE INSURANCES SERVICES - 100.0 100.0 56,178 397,262 341,085 45,780 10,397
BBVA SEGUROS INC. PUERTO RICO FINANCIAL SERVICES - 100.0 100.0 187 5,459 629 3,895 935
BBVA SEGUROS, S.A., DE SEGUROS Y REASEGUROS SPAIN INSURANCES SERVICES 94.3 5.7 100.0 414,659 10,913,118 10,164,287 508,373 240,458
BBVA SENIOR FINANCE, S.A.U. SPAIN FINANCIAL SERVICES 100.0 - 100.0 60 15,154,181 15,153,452 346 383
BBVA SERVICIOS CORPORATIVOS LIMITADA CHILE FINANCIAL SERVICES - 100.0 100.0 1,297 10,949 9,648 (1,968) 3,269
BBVA SERVICIOS, S.A. SPAIN SERVICES - 100.0 100.0 354 10,791 1,189 7,031 2,571
BBVA SOCIEDAD DE LEASING INMOBILIARIO, S.A. CHILE FINANCIAL SERVICES - 97.5 97.5 15,901 64,945 48,633 14,795 1,517
BBVA SUBORDINATED CAPITAL S.A.U. SPAIN FINANCIAL SERVICES 100.0 - 100.0 130 3,434,727 3,434,217 403 107
BBVA SUIZA, S.A. (BBVA SWITZERLAND) SWITZERLAND BANKING 39.7 60.3 100.0 58,107 1,406,692 1,008,595 377,797 20,300
BBVA TRADE, S.A. SPAIN INVESTMENT COMPANY - 100.0 100.0 6,379 21,274 11,035 8,171 2,068
BBVA U.S. SENIOR S.A.U. SPAIN FINANCIAL SERVICES 100.0 - 100.0 169 898,687 898,650 138 (101)
BBVA USA BANCSHARES, INC UNITED STATES INVESTMENT COMPANY 100.0 - 100.0 9,268,740 9,106,626 7,897 9,355,563 (256,834)
BBVA VALORES COLOMBIA, S.A. COMISIONISTA DE BOLSA COLOMBIA SECURITIES DEALER - 100.0 100.0 4,747 9,330 4,583 3,581 1,166
BBVA WEALTH SOLUTIONS, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 25,398 25,990 591 25,269 130
BCL INTERNATIONAL FINANCE. LTD. CAYMAN ISLANDS FINANCIAL SERVICES 100.0 - 100.0 - 4 4 (5) 5
BILBAO VIZCAYA AMERICA B.V. NETHERLANDS INIVESTMENT COMPANY - 100.0 100.0 746,000 629,416 22 608,766 20,628
(*) Information on foreign companies at exchange rate on December 31, 2010
124
Additional Information on Consolidated Subsidiaries composing the BBVA Group (Continued)
%of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net Assets as Liabilities Profit
Equity
Company Location Activity Direct Indirect Total Carrying of as of (Loss)
12.31.10
Amount 12.31.10 12.31.10 12.31.10
BILBAO VIZCAYA HOLDING, S.A. SPAIN INVESTMENT COMPANY 89.0 11.0 100.0 34,771 251,089 21,027 223,504 6,558
BLUE INDICO INVESTMENTS, S.L. SPAIN INVESTMENT COMPANY 100.0 - 100.0 49,106 55,957 207 60,897 (5,147)
C B TRANSPORT ,INC. UNITED STATES SERVICES - 100.0 100.0 12,427 13,622 1,195 12,803 (376)
CAPITAL INVESTMENT COUNSEL, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 22,807 24,088 1,280 21,037 1,771
CARTERA E INVERSIONES S.A., CIA DE SPAIN INVESTMENT COMPANY 100.0 - 100.0 92,016 253,247 48,030 201,140 4,077
CASA DE BOLSA BBVA BANCOMER , S.A. DE C.V. MEXICO FINANCIAL SERVICES - 100.0 100.0 77,423 99,183 21,758 47,743 29,682
CASA DE CAMBIO MULTIDIVISAS, SA DE CV MEXICO IN LIQUIDATION - 100.0 100.0 171 170 - 169 1
CIA. GLOBAL DE MANDATOS Y REPRESENTACIONES, S.A. URUGUAY IN LIQUIDATION - 100.0 100.0 108 187 2 185 -
CIDESSA DOS, S.L. SPAIN INVESTMENT COMPANY - 100.0 100.0 12,062 12,183 117 12,047 19
CIDESSA UNO, S.L. SPAIN INVESTMENT COMPANY - 100.0 100.0 4,754 898,460 22,374 994,155 (118,069)
CIERVANA, S.L. SPAIN INVESTMENT COMPANY 100.0 - 100.0 53,164 70,156 3,232 66,879 45
COMERCIALIZADORA CORPORATIVA SAC (1) PERU FINANCIAL SERVICES - 100.0 100.0 449 1,050 601 142 307
COMERCIALIZADORA DE SERVICIOS FINANCIEROS, S.A. COLOMBIA SERVICES - 100.0 100.0 587 1,738 752 680 306
COMPASS ASSET ACCEPTANCE COMPANY, LLC UNITED STATES FINANCIAL SERVICES - 100.0 100.0 363,575 363,575 - 362,726 849
COMPASS AUTO RECEIVABLES CORPORATION UNITED STATES FINANCIAL SERVICES - 100.0 100.0 3,125 3,125 - 3,127 (2)
COMPASS BANCSHARES, INC. UNITED STATES INVESTMENT COMPANY - 100.0 100.0 9,083,594 9,178,765 95,174 9,339,985 (256,394)
COMPASS BANK UNITED STATES BANKING - 100.0 100.0 9,049,899 51,111,008 42,061,111 9,289,908 (240,011)
COMPASS CAPITAL MARKETS, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 5,626,344 5,626,344 - 5,509,976 116,368
COMPASS CUSTODIAL SERVICES, INC. UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
COMPASS FINANCIAL CORPORATION UNITED STATES FINANCIAL SERVICES - 100.0 100.0 6,886 53,984 47,099 6,824 61
COMPASS GP,INC. UNITED STATES INVESTMENT COMPANY - 100.0 100.0 34,802 43,807 9,005 34,272 530
COMPASS INVESTMENTS, INC. UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
COMPASS LIMITED PARTNER, INC. UNITED STATES INVESTMENT COMPANY - 100.0 100.0 4,872,688 4,873,129 440 4,770,173 102,516
COMPASS LOAN HOLDINGS TRS, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 58,163 60,101 1,938 58,118 45
COMPASS MORTGAGE CORPORATION UNITED STATES FINANCIAL SERVICES - 100.0 100.0 1,938,209 1,938,459 249 1,924,839 13,371
COMPASS MORTGAGE FINANCING, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 26 26 - 26 -
COMPASS MULTISTATE SERVICES CORPORATION UNITED STATES SERVICES - 100.0 100.0 2,807 2,862 55 2,807 -
COMPASS SOUTHWEST, LP UNITED STATES BANKING - 100.0 100.0 4,008,054 4,008,406 351 3,916,928 91,127
COMPASS TEXAS ACQUISITION CORPORATION UNITED STATES INACTIVE - 100.0 100.0 1,694 1,711 17 1,693 1
COMPASS TEXAS MORTGAGE FINANCING, INC UNITED STATES FINANCIAL SERVICES - 100.0 100.0 26 26 - 26 -
COMPASS TRUST II UNITED STATES INACTIVE - 100.0 100.0 - 1 - 1 -
COMPASS WEALTH MANAGERS COMPANY UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
COMPAÑIA CHILENA DE INVERSIONES, S.L. SPAIN INVESTMENT COMPANY 100.0 - 100.0 580,313 590,050 3,534 585,508 1,008
COMUNIDAD FINANCIERA ÍNDICO, S.L. SPAIN SERVICES - 100.0 100.0 69 62 - 160 (98)
CONSOLIDAR A.F.J.P., S.A. ARGENTINA PENSION FUNDS MANAGEMENT 46.1 53.9 100.0 4,025 19,566 12,099 10,727 (3,260)
CONSOLIDAR ASEGURADORA DE RIESGOS DEL TRABAJO, S.A. ARGENTINA INSURANCES SERVICES 87.5 12.5 100.0 29,434 237,856 199,586 33,211 5,059
CONSOLIDAR CIA. DE SEGUROS DE RETIRO, S.A. ARGENTINA INSURANCES SERVICES 33.8 66.2 100.0 32,612 608,698 559,442 36,596 12,660
CONSOLIDAR COMERCIALIZADORA, S.A. ARGENTINA FINANCIAL SERVICES - 100.0 100.0 1,440 12,577 11,139 8,864 (7,426)
CONTENTS AREA, S.L. SPAIN INVESTMENT COMPANY - 100.0 100.0 1,251 1,456 44 3,789 (2,377)
CONTINENTAL BOLSA, SDAD. AGENTE DE BOLSA, S.A.(2) PERU SECURITIES DEALER - 100.0 100.0 6,243 12,399 6,156 5,283 960
(*) Information on foreign companies at exchange rate on December 31, 2010
(1) The percentage of voting rights is the result of the agreements entered into with shareholders that enable the control of the entity. The ownership percentage is 50.0%.
(2) The percentage of voting rights is the result of the agreements entered into with shareholders that enable the control of the entity. The ownership percentage is 46.1%.
125
Additional Information on Consolidated Subsidiaries composing the BBVA Group (Continued)
%of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net Assets as Liabilities Profit
Equity
Company Location Activity Direct Indirect Total Carrying of as of (Loss)
12.31.10
Amount 12.31.10 12.31.10 12.31.10
CONTINENTAL DPR FINANCE COMPANY (1) CAYMAN ISLANDS FINANCIAL SERVICES - 100.0 100.0 - 350,885 350,885 - -
CONTINENTAL S.A. SOCIEDAD ADMINISTRADORA DE FONDOS (1) PERU FINANCIAL SERVICES - 100.0 100.0 9,013 10,700 1,686 6,587 2,427
CONTINENTAL SOCIEDAD TITULIZADORA, S.A. (1) PERU FINANCIAL SERVICES - 100.0 100.0 440 467 27 437 3
CONTRATACION DE PERSONAL, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 2,633 11,486 8,853 2,221 412
CORPORACION DE ALIMENTACION Y BEBIDAS, S.A. SPAIN INVESTMENT COMPANY - 100.0 100.0 138,508 164,685 1,282 162,956 447
CORPORACION GENERAL FINANCIERA, S.A. SPAIN INVESTMENT COMPANY 100.0 - 100.0 509,716 1,704,190 44,359 1,604,045 55,786
DESARROLLADORA Y VENDEDORA DE CASAS, S.A MEXICO REAL ESTATE - 100.0 100.0 13 15 2 16 (3)
DESARROLLO URBANISTICO DE CHAMARTIN, S.A. SPAIN REAL ESTATE - 72.5 72.5 52,210 91,653 19,698 72,086 (131)
DESITEL TECNOLOGIA Y SISTEMAS, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 1,616 1,616 - 1,569 47
DINERO EXPRESS SERVICIOS GLOBALES, S.A. SPAIN FINANCIAL SERVICES 100.0 - 100.0 2,042 1,771 229 2,005 (463)
ECONTA GESTION INTEGRAL, S.L. SPAIN SERVICES - 100.0 100.0 372 1,829 1,639 1,305 (1,115)
EL ENCINAR METROPOLITANO, S.A. SPAIN REAL ESTATE - 99.0 99.0 6,253 7,240 1,056 5,378 806
EL OASIS DE LAS RAMBLAS, S.L. SPAIN REAL ESTATE - 70.0 70.0 167 473 191 257 25
ENTRE2 SERVICIOS FINANCIEROS, E.F.C., S.A. SPAIN FINANCIAL SERVICES - 100.0 100.0 9,139 9,515 12 9,570 (67)
ESPANHOLA COMERCIAL E SERVIÇOS, LTDA. BRASIL FINANCIAL SERVICES 100.0 - 100.0 - 985 313 6,945 (6,273)
ESTACION DE AUTOBUSES CHAMARTIN, S.A. SPAIN SERVICES - 51.0 51.0 31 30 - 30 -
EUROPEA DE TITULIZACION, S.A., S.G.F.T. SPAIN FINANCIAL SERVICES 87.5 - 87.5 1,974 23,916 1,328 16,407 6,181
FIDEICOMISO 28991-8 TRADING EN LOS MCADOS FINANCIEROS MEXICO FINANCIAL SERVICES - 100.0 100.0 2,259 2,259 - 2,150 109
FIDEICOMISO BBVA BANCOMER SERVICIOS Nº F/47433-8, S.A. MEXICO FINANCIAL SERVICES - 100.0 100.0 41,490 48,139 6,648 39,573 1,918
FINANCIERAS DERIVADAS CUENTA PROPIA MEXICO FINANCIAL SERVICES - 100.0 100.0 24,506 24,947 440 23,083 1,424
FINANCIERAS DERIVADAS CUENTA TERCEROS MEXICO FINANCIAL SERVICES - 100.0 100.0 39,772 40,540 767 36,556 3,217
FIDEICOMISO HARES BBVA BANCOMER F/ 47997-2 MEXICO REAL ESTATE - 80.3 80.3 28,371 35,433 2,275 28,979 4,179
MULTIPLE, INVEX GRUPO FINANCIERO, FIDUCIARIO (FIDEIC. 4
EMISION) MEXICO FINANCIAL SERVICES - 100.0 100.0 29 270,963 273,221 (355) (1,903)
FIDEICOMISO Nº.402900-5 ADMINISTRACION DE INMUEBLES MEXICO FINANCIAL SERVICES - 100.0 100.0 2,522 2,734 201 2,533 -
FIDEICOMISO Nº.711, EN BANCO INVEX, S.A. INSTITUCION DE BANCA
MÚLTIPLE, INVEX GRUPO FINANCIERO, FIDUCIARIO (FIDEICOMISO
INVEX 1ª EMISION) MEXICO FINANCIAL SERVICES - 100.0 100.0 - 111,196 107,748 5,365 (1,917)
FIDEICOMISO Nº.752 EN BANCO INVEX, S.A.,INSTITUCION DE BANCA
MULTIPLE, INVEX GRUPO FINANCIERO, FIDUCIARIO(FIDEIC.INVEX 2ª
EMISION) MEXICO FINANCIAL SERVICES - 100.0 100.0 - 51,183 49,731 2,185 (733)
FIDEICOMISO Nº.781EN BANCO INVEX, S.A.,INSTITUCION DE BANCA
MULTIPLE, INVEX GRUPO FINANCIERO, FIDUCIARIO (FIDEIC. 3ra
EMISION) MEXICO FINANCIAL SERVICES - 100.0 100.0 - 295,754 275,519 5,549 14,686
FINANCEIRA DO COMERCIO EXTERIOR S.A.R. PORTUGAL INACTIVE 100.0 - 100.0 51 35 - 36 (1)
FINANCIERA AYUDAMOS S.A. DE C.V., SOFOMER MEXICO FINANCIAL SERVICES - 100.0 100.0 3,405 7,428 4,023 4,811 (1,406)
FINANZIA AUTORENTING, S.A. SPAIN SERVICES 27.1 72.9 100.0 49,879 540,085 528,174 13,250 (1,339)
FINANZIA, BANCO DE CREDITO, S.A. SPAIN BANKING - 100.0 100.0 174,207 7,778,930 7,689,540 197,799 (108,409)
FRANCES ADMINISTRADORA DE INVERSIONES, S.A. ARGENTINA FINANCIAL SERVICES - 100.0 100.0 7,118 10,436 3,318 6,091 1,027
FRANCES VALORES SOCIEDAD DE BOLSA, S.A. ARGENTINA FINANCIAL SERVICES - 100.0 100.0 2,255 3,686 1,431 1,482 773
FUTURO FAMILIAR, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 439 1,176 736 340 100
GESTION DE PREVISION Y PENSIONES, S.A. SPAIN PENSION FUNDS MANAGEMENT 60.0 - 60.0 8,830 27,725 2,587 20,873 4,265
GESTION Y ADMINISTRACION DE RECIBOS, S.A. SPAIN SERVICES - 100.0 100.0 150 2,780 405 1,887 488
GOBERNALIA GLOBAL NET, S.A. SPAIN SERVICES - 100.0 100.0 947 2,977 1,408 1,553 16
GRAN JORGE JUAN, S.A. SPAIN REAL ESTATE 100.0 - 100.0 110,115 515,862 457,176 60,453 (1,767)
GRANFIDUCIARIA COLOMBIA IN LIQUIDATION - 90.0 90.0 - 218 128 136 (46)
GRUPO FINANCIERO BBVA BANCOMER, S.A. DE C.V. MEXICO FINANCIAL SERVICES 100.0 - 100.0 6,677,124 7,562,447 1,002 5,984,850 1,576,595
(*) Information on foreign companies at exchange rate on December 31, 2010
(1) The percentage of voting rights is the result of the agreements entered into with shareholders that enable the control of the entity. The ownership percentage is 46.1%.
126
Additional Information on Consolidated Subsidiaries composing the BBVA Group (Continued)
%of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net Assets as Liabilities Profit
Equity
Company Location Activity Direct Indirect Total Carrying of as of (Loss)
12.31.10
Amount 12.31.10 12.31.10 12.31.10
GRUPO PROFESIONAL PLANEACION Y PROYECTOS, S.A. DE C.V. MEXICO SERVICES - 58.4 58.4 4,049 23,913 16,981 7,368 (436)
GUARANTY BUSINESS CREDIT CORPORATION UNITED STATES FINANCIAL SERVICES - 100.0 100.0 27,132 28,524 1,391 25,838 1,295
GUARANTY PLUS HOLDING COMPANY UNITED STATES FINANCIAL SERVICES - 100.0 100.0 (23,927) 45,646 69,571 (22,290) (1,635)
GUARANTY PLUS PROPERTIES LLC-2 UNITED STATES FINANCIAL SERVICES - 100.0 100.0 35,040 35,193 153 34,866 174
GUARANTY PLUS PROPERTIES LLC-3 UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
GUARANTY PLUS PROPERTIES LLC-4 UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
GUARANTY PLUS PROPERTIES LLC-5 UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
GUARANTY PLUS PROPERTIES LLC-6 UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
GUARANTY PLUS PROPERTIES LLC-7 UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
GUARANTY PLUS PROPERTIES LLC-8 UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
GUARANTY PLUS PROPERTIES LLC-9 UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
GUARANTY PLUS PROPERTIES, INC-1 UNITED STATES FINANCIAL SERVICES - 100.0 100.0 9,349 9,351 2 9,730 (381)
HIPOTECARIA NACIONAL MEXICANA INCORPORATED UNITED STATES REAL ESTATE - 100.0 100.0 312 408 95 183 130
HIPOTECARIA NACIONAL, S.A. DE C.V. MEXICO FINANCIAL SERVICES - 100.0 100.0 58,701 91,122 11,779 80,170 (827)
HOLDING CONTINENTAL, S.A. PERU INVESTMENT COMPANY 50.0 - 50.0 123,678 884,998 5 628,029 256,964
HOMEOWNERS LOAN CORPORATION UNITED STATES INACTIVE - 100.0 100.0 7,786 8,062 275 7,970 (183)
HUMAN RESOURCES PROVIDER UNITED STATES SERVICES - 100.0 100.0 698,212 698,237 24 703,161 (4,948)
HUMAN RESOURCES SUPPORT, INC UNITED STATES SERVICES - 100.0 100.0 696,453 696,511 59 701,608 (5,156)
IBERNEGOCIO DE TRADE, S.L. SPAIN SERVICES - 100.0 100.0 3,687 3,688 - 1,688 2,000
INGENIERIA EMPRESARIAL MULTIBA, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 - - - - -
INMOBILIARIA BILBAO, S.A. SPAIN REAL ESTATE - 100.0 100.0 3,842 3,847 1 3,837 9
INMUEBLES Y RECUPERACIONES CONTINENTAL S.A (1) PERU REAL ESTATE - 100.0 100.0 5,392 6,583 1,192 1,873 3,518
INVERAHORRO, S.L. SPAIN INVESTMENT COMPANY 100.0 - 100.0 - 77,630 79,210 (918) (662)
INVERSIONES ALDAMA, C.A. VENEZUELA IN LIQUIDATION - 100.0 100.0 - - - - -
INVERSIONES BANPRO INTERNATIONAL INC. N.V. NETHERLANDS ANTILLEIN LIQUIDATION 48.0 - 48.0 11,390 37,837 1,173 25,460 11,204
INVERSIONES BAPROBA, C.A. VENEZUELA FINANCIAL SERVICES 100.0 - 100.0 1,307 1,258 132 801 325
INVERSIONES P.H.R.4, C.A. VENEZUELA IN LIQUIDATION - 60.5 60.5 - 26 - 26 -
INVERSORA OTAR, S.A. ARGENTINA INVESTMENT COMPANY - 100.0 100.0 3,276 65,392 8 42,299 23,085
INVESCO MANAGEMENT Nº 1, S.A. LUXEMBOURG FINANCIAL SERVICES - 100.0 100.0 9,753 10,344 623 9,825 (104)
INVESCO MANAGEMENT Nº 2, S.A. LUXEMBOURG FINANCIAL SERVICES - 100.0 100.0 - 7,769 17,071 (8,564) (738)
JARDINES DE SARRIENA, S.L. SPAIN INVESTMENT COMPANY - 85.0 85.0 255 457 159 172 126
LIQUIDITY ADVISORS, L.P UNITED STATES FINANCIAL SERVICES - 100.0 100.0 900,046 902,819 2,774 890,086 9,959
MEDITERRANIA DE PROMOCIONS I GESTIONS INMOBILIARIES, S.A. SPAIN INACTIVE - 100.0 100.0 1,189 1,251 60 1,187 4
MISAPRE, S.A. DE C.V. MEXICO FINANCIAL SERVICES - 100.0 100.0 17,342 23,937 8,087 16,910 (1,060)
MULTIASISTENCIA OPERADORA S.A. DE C.V. MEXICO INSURANCES SERVICES - 100.0 100.0 121 877 757 76 44
MULTIASISTENCIA SERVICIOS S.A. DE C.V. MEXICO INSURANCES SERVICES - 100.0 100.0 381 1,971 1,589 208 174
MULTIASISTENCIA, S.A. DE C.V. MEXICO INSURANCES SERVICES - 100.0 100.0 16,913 25,983 7,868 14,470 3,645
OPCION VOLCAN, S.A. MEXICO REAL ESTATE - 100.0 100.0 65,964 69,684 3,719 61,801 4,164
OPPLUS OPERACIONES Y SERVICIOS, S.A. (Antes STURGES) SPAIN SERVICES 100.0 - 100.0 1,067 19,109 11,467 4,602 3,040
OPPLUS S.A.C PERU SERVICES - 100.0 100.0 600 1,710 938 754 18
(*) Information on foreign companies at exchange rate on December 31, 2010
(1) The percentage of voting rights is the result of the agreements entered into with shareholders that enable the control of the entity. The ownership percentage is 46.1%.
127
Additional Information on Consolidated Subsidiaries composing the BBVA Group (Continued)
%of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net Assets as Liabilities Profit
Equity
Company Location Activity Direct Indirect Total Carrying of as of (Loss)
12.31.10
Amount 12.31.10 12.31.10 12.31.10
PARTICIPACIONES ARENAL, S.L. SPAIN INACTIVE - 100.0 100.0 7,574 7,582 4 7,553 25
PECRI INVERSION S.A SPAIN OTHER INVESTMENT COMPANIES 100.0 - 100.0 78,500 95,512 17,013 97,355 (18,856)
PENSIONES BANCOMER, S.A. DE C.V. MEXICO INSURANCES SERVICES - 100.0 100.0 156,591 2,529,143 2,372,547 89,097 67,499
PHOENIX LOAN HOLDINGS, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 319,718 338,561 18,844 331,675 (11,958)
PI HOLDINGS NO. 1, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 57,372 57,768 397 58,917 (1,546)
PI HOLDINGS NO. 3, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 21,423 21,650 228 21,055 367
PI HOLDINGS NO. 4, INC. UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
PORT ARTHUR ABSTRACT & TITLE COMPANY UNITED STATES FINANCIAL SERVICES - 100.0 100.0 1,839 2,176 336 1,878 (38)
PREMEXSA, S.A. DE C.V. MEXICO FINANCIAL SERVICES - 100.0 100.0 375 1,282 571 463 248
PREVENTIS, S.A. MEXICO INSURANCES SERVICES - 90.3 90.3 11,130 28,533 16,379 8,316 3,838
PRO-SALUD, C.A. VENEZUELA SERVICES - 58.9 58.9 - - - - -
PROMOCION EMPRESARIAL XX, S.A. SPAIN INVESTMENT COMPANY 100.0 - 100.0 1,039 12,641 11,112 1,120 409
PROMOTORA DE RECURSOS AGRARIOS, S.A. SPAIN SERVICES 100.0 - 100.0 139 122 - 125 (3)
PROMOTORA RESIDENCIAL GRAN EUROPA, S.L. SPAIN REAL ESTATE - 58.5 58.5 184 339 26 384 (71)
PROVIDA INTERNACIONAL, S.A. CHILE PENSION FUNDS MANAGEMENT - 100.0 100.0 44,125 48,133 4,010 32,246 11,877
PROVINCIAL DE VALORES CASA DE BOLSA, C.A. VENEZUELA FINANCIAL SERVICES - 90.0 90.0 2,344 11,277 7,966 1,362 1,949
PROVINCIAL SDAD.ADMIN.DE ENTIDADES DE INV.COLECTIVA, C.A. VENEZUELA FINANCIAL SERVICES - 100.0 100.0 1,489 1,488 143 1,105 240
PROVIVIENDA ENTIDAD RECAUDADORA Y ADMIN.DE APORTES, S.A. BOLIVIA PENSION FUNDS MANAGEMENT - 100.0 100.0 776 2,913 2,066 707 140
PROXIMA ALFA INVESTMENTS (UK) LLP UNITED KINGDOM IN LIQUIDATION - 51.0 51.0 - 85 2,298 (617) (1,596)
PROXIMA ALFA INVESTMENTS (USA) LLC UNITED STATES IN LIQUIDATION - 100.0 100.0 7,212 1,293 201 1,163 (71)
PROXIMA ALFA INVESTMENTS HOLDINGS (USA) II INC. UNITED STATES IN LIQUIDATION - 100.0 100.0 72 68 42 25 1
PROXIMA ALFA INVESTMENTS HOLDINGS (USA) INC. UNITED STATES IN LIQUIDATION 100.0 - 100.0 72 7,216 3,349 3,718 149
PROXIMA ALFA SERVICES LTD. UNITED KINGDOM FINANCIAL SERVICES 100.0 - 100.0 105 2,342 1 2,364 (23)
RESIDENCIAL CUMBRES DE SANTA FE, S.A. DE C.V. MEXICO REAL ESTATE - 100.0 100.0 8,938 9,456 1,145 8,433 (122)
RIVER OAKS BANK BUILDING, INC. UNITED STATES REAL ESTATE - 100.0 100.0 24,530 29,231 4,701 16,014 8,516
RIVER OAKS TRUST CORPORATION UNITED STATES INACTIVE - 100.0 100.0 1 1 - 1 -
RIVERWAY HOLDINGS CAPITAL TRUST I UNITED STATES FINANCIAL SERVICES - 100.0 100.0 233 7,765 7,531 210 24
RWHC, INC UNITED STATES FINANCIAL SERVICES - 100.0 100.0 542,101 542,734 634 539,968 2,132
S.GESTORA FONDO PUBL.REGUL.MERCADO HIPOT SPAIN INACTIVE 77.2 - 77.2 138 213 67 146 -
SCALDIS FINANCE, S.A. BELGIUM INVESTMENT COMPANY - 100.0 100.0 3,416 3,652 145 3,514 (7)
SEGUROS BANCOMER, S.A. DE C.V. MEXICO INSURANCES SERVICES 25.0 75.0 100.0 412,330 2,432,075 2,083,508 191,517 157,050
SEGUROS PROVINCIAL, C.A. VENEZUELA INSURANCES SERVICES - 100.0 100.0 31,340 53,778 22,546 16,946 14,286
SERVICIOS CORPORATIVOS BANCOMER, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 317 2,501 2,182 401 (82)
SERVICIOS CORPORATIVOS DE SEGUROS, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 1,099 6,000 4,899 858 243
SERVICIOS EXTERNOS DE APOYO EMPRESARIAL, S.A DE C.V. MEXICO SERVICES - 100.0 100.0 3,603 5,266 1,663 3,304 299
SERVICIOS TECNOLOGICOS SINGULARES, S.A. SPAIN SERVICES - 100.0 100.0 - 20,216 24,042 (297) (3,529)
SMARTSPREAD LIMITED (UK) UNITED KINGDOM SERVICES 100.0 - 100.0 1 137 - (188) 325
SOCIEDAD DE ESTUDIOS Y ANALISIS FINANCIERO.,S.A. SPAIN COMERCIAL 100.0 - 100.0 114,518 193,810 116 194,130 (436)
SOCIETE INMOBILIERE BBV D'ILBARRIZ FRANCE REAL ESTATE - 100.0 100.0 1,637 1,537 30 1,682 (175)
SOUTHEAST TEXAS TITLE COMPANY UNITED STATES FINANCIAL SERVICES - 100.0 100.0 529 727 198 529 -
(*) Information on foreign companies at exchange rate on December 31, 2010
128
Additional Information on Consolidated Subsidiaries composing the BBVA Group (Continued)
%of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net Assets as Liabilities Profit
Equity
Company Location Activity Direct Indirect Total Carrying of as of (Loss)
12.31.10
Amount 12.31.10 12.31.10 12.31.10
SPORT CLUB 18, S.A. SPAIN INVESTMENT COMPANY 100.0 - 100.0 23,412 53,093 29,785 25,183 (1,875)
STATE NATIONAL CAPITAL TRUST I UNITED STATES FINANCIAL SERVICES - 100.0 100.0 352 11,580 11,228 339 13
STATE NATIONAL STATUTORY TRUST II UNITED STATES FINANCIAL SERVICES - 100.0 100.0 233 7,725 7,493 225 7
TEXAS LOAN SERVICES, LP. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 894,559 895,031 472 882,589 11,970
TEXAS REGIONAL STATUTORY TRUST I UNITED STATES FINANCIAL SERVICES - 100.0 100.0 1,159 38,627 37,468 1,123 36
TEXASBANC CAPITAL TRUST I UNITED STATES FINANCIAL SERVICES - 100.0 100.0 582 19,396 18,813 565 18
TMF HOLDING INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 7,601 10,388 2,787 7,354 247
TRAINER PRO GESTION DE ACTIVIDADES, S.A. SPAIN REAL ESTATE - 100.0 100.0 2,886 2,931 - 3,261 (330)
TRANSITORY CO PANAMA REAL ESTATE - 100.0 100.0 124 1,435 1,407 154 (126)
TUCSON LOAN HOLDINGS, INC. UNITED STATES FINANCIAL SERVICES - 100.0 100.0 345,706 345,789 83 341,069 4,637
TWOENC, INC UNITED STATES FINANCIAL SERVICES - 100.0 100.0 (1,164) 1,117 2,282 (1,165) -
UNICOM TELECOMUNICACIONES S.DE R.L. DE C.V. MEXICO SERVICES - 100.0 100.0 1 3 2 - 1
UNIDAD DE AVALUOS MEXICO, S.A. DE CV MEXICO FINANCIAL SERVICES - 100.0 100.0 1,918 3,533 1,970 1,235 328
UNITARIA GESTION DE PATRIMONIOS INMOBILIARIOS SPAIN SERVICES - 100.0 100.0 2,410 2,633 1 2,624 8
UNIVERSALIDAD "E5" COLOMBIA FINANCIAL SERVICES - 100.0 100.0 - 3,250 1,085 1,888 277
UNIVERSALIDAD TIPS PESOS E-9 COLOMBIA FINANCIAL SERVICES - 100.0 100.0 - 94,309 81,086 3,882 9,341
UNO-E BANK, S.A. SPAIN BANKING 67.4 32.7 100.0 174,751 1,361,488 1,255,492 107,729 (1,733)
URBANIZADORA SANT LLORENC, S.A. SPAIN INACTIVE 60.6 - 60.6 - 108 - 108 -
VALANZA CAPITAL RIESGO S.G.E.C.R. S.A. UNIPERSONAL SPAIN VENTURE CAPITAL 100.0 - 100.0 1,200 16,026 491 14,743 792
VIRTUAL DOC, S.L. SPAIN IN LIQUIDATION - 70.0 70.0 - 467 620 318 (471)
VISACOM, S.A. DE C.V. MEXICO SERVICES - 100.0 100.0 1,134 1,135 - 1,052 83
(*) Information on foreign companies at exchange rate on December 31, 2010
129
APPENDIX III. Additional information on jointly controlled companies accounted for using the proportionate consolidation method in the BBVA Group
% of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net
Assets as Liabilities Profit
Carrying Equity
Company Location Activity Direct Indirect Total of as of (Loss)
Amount 12.31.10
12.31.10 12.31.10 12.31.10
ALTURA MARKETS, SOCIEDAD DE VALORES, S.A. SPAIN SECURITIES DEALER 50.0 - 50.0 12,600 1,038,431 998,424 30,381 9,626
ECASA, S.A. CHILE FINANCIAL SERVICES - 51.0 51.0 5,515 7,102 7,018 (4,943) 5,027
FORUM DISTRIBUIDORA, S,A, CHILE FINANCIAL SERVICES - 51.0 51.0 7,480 107,008 97,848 6,995 2,165
FORUM SERVICIOS FINANCIEROS, S.A. CHILE FINANCIAL SERVICES - 51.0 51.0 56,493 719,366 643,861 29,489 46,016
INVERSIONES PLATCO, C.A. VENEZUELA FINANCIAL SERVICES - 50.0 50.0 11,832 26,803 3,137 24,972 (1,306)
PSA FINANCE ARGENTINA COMPAÑIA FINANCIERA, S.A. ARGENTINA FINANCIAL SERVICES - 50.0 50.0 12,451 137,358 112,456 18,707 6,195
RENTRUCKS, ALQUILER Y SERVICIOS DE TRANSPORTE, S.A. SPAIN FINANCIAL SERVICES - 50.0 50.0 3,959 42,281 34,364 11,358 (3,441)
Information on foreign companies at exchange rate on December 31, 2010
(*) Jointly controlled companies accounted for using the equity method
130
APPENDIX IV. Additional information on investments and jointly controlled companies accounted for using the equity method in the BBVA Group
(Including the most significant entities, jointly representing 98% of all investment in this collective)
(Including the most significant entities, jointly representing 98% of all investment in this collective) % of Voting Rights Thousands of Euros (*)
Controlled by the Bank Affiliate Entity Data
Net Assets as Liabilities Profit
Equity
Company Location Activity Direct Indirect Total Carrying of as of (Loss)
12.31.10
Amount 12.31.10 12.31.10 12.31.10
ADQUIRA ESPAÑA, S.A. SPAIN SERVICES - 40.0 40.0 2,037 17,162 9,357 6,872 934 (2)
ALMAGRARIO, S.A. COLOMBIA SERVICES - 35.4 35.4 3,956 31,858 15,261 20,406 (3,809) (2)
ALTITUDE SOFTWARE SGPS, S.A.(*) PORTUGAL SERVICES - 30.5 30.5 9,842 18,619 9,994 6,144 2,481 (2)
AUREA, S.A. (CUBA) CUBA REAL ESTATE - 49.0 49.0 3,922 8,421 811 7,485 125 (2)
BBVA ELCANO EMPRESARIAL II, S.C.R., S.A. SPAIN VENTURE CAPITAL 45.0 - 45.0 37,491 104,885 15,355 89,454 77 (2)
BBVA ELCANO EMPRESARIAL, S.C.R., S.A. SPAIN VENTURE CAPITAL 45.0 - 45.0 37,487 104,958 15,355 89,457 146 (2)
CAMARATE GOLF, S.A.(*) SPAIN REAL ESTATE - 26.0 26.0 4,091 39,396 18,764 17,798 2,835 (3)
CHINA CITIC BANK LIMITED CNCB CHINA BANKING 15.0 - 15.0 3,557,759 180,608,192 169,601,243 9,478,880 1,528,069 (2)
CIFH HONG-KONG FINANCIAL SERVICES 29.7 - 29.7 464,339 11,063,029 9,619,672 1,357,742 85,616 (1) (2)
DESARROLLO S.A. SPAIN FINANCIAL SERVICES 21.8 - 21.8 14,413 61,967 7,126 53,086 1,755 (2)
C.V. MEXICO SERVICES - 50.0 50.0 4,706 8,854 1,558 6,564 732 (2)
EMPRESARIALES, S.A.(*) SPAIN INVESTMENT COMPANY - 50.0 50.0 71,027 808,482 371,929 402,838 33,715 (1) (2)
FERROMOVIL 3000, S.L.(*) SPAIN SERVICES - 20.0 20.0 6,275 649,334 619,575 27,470 2,289 (2)
FERROMOVIL 9000, S.L.(*) SPAIN SERVICES - 20.0 20.0 4,614 413,798 391,994 19,410 2,394 (2)
FIDEICOMISO F/70191-2 PUEBLA (*) MEXICO REAL ESTATE - 25.0 25.0 5,017 44,360 11,668 28,189 4,503 (3)
I+D MEXICO, S.A. DE C.V.(*) MEXICO SERVICES - 50.0 50.0 22,127 70,158 34,068 29,080 7,010 (1) (2)
IMOBILIARIA DUQUE D'AVILA, S.A. (*) PORTUGAL REAL ESTATE - 50.0 50.0 5,346 24,149 13,713 10,058 377 (2)
LAS PEDRAZAS GOLF, S.L.(*) SPAIN REAL ESTATE - 50.0 50.0 9,647 66,286 49,189 27,279 (10,183) (2)
OCCIDENTAL HOTELES MANAGEMENT, S.L.(*) SPAIN SERVICES - 41.7 41.7 87,579 756,194 493,789 336,310 (73,906) (1) (2)
PARQUE REFORMA SANTA FE, S.A. DE C.V. MEXICO REAL ESTATE - 30.0 30.0 3,544 66,363 55,103 9,923 1,337 (3)
PROMOTORA METROVACESA, S.L(*). SPAIN REAL ESTATE - 50.0 50.0 4,412 76,919 64,518 14,491 (2,089) (3)
ROMBO COMPAÑIA FINANCIERA, S.A. ARGENTINA FINANCIAL SERVICES - 40.0 40.0 9,849 86,232 65,463 13,868 6,901 (2)
SERVICIOS DE ADMINISTRACION PREVISIONAL, S.A. CHILE PENSION FUNDS MANAGEMENT - 37.9 37.9 5,460 15,263 4,506 6,387 4,370 (2)
SERVICIOS ELECTRONICOS GLOBALES, S.A. DE C.V. MEXICO SERVICES - 46.1 46.1 4,992 14,226 5,297 8,811 118 (2)
S.A. (SOLIUM)(*) SPAIN SERVICES - 66.7 66.7 4,056 7,710 4,488 2,902 320 (2)
PAGO, S.A. SPAIN FINANCIAL SERVICES 20.4 0.9 21.4 15,489 206,836 78,920 119,659 8,257 (1) (2)
TELEFONICA FACTORING, S.A. SPAIN FINANCIAL SERVICES 30.0 - 30.0 3,694 101,408 90,408 6,849 4,151 (2)
TUBOS REUNIDOS, S.A. SPAIN INDUSTRIAL - 23.0 23.0 50,726 664,368 436,637 226,672 1,059 (1) (2)
VITAMEDICA S.A DE C.V.(*) MEXICO INSURANCES SERVICES - 51.0 51.0 2,586 9,833 4,407 4,964 462 (2)
OTHER COMPANIES 90,554
TOTAL 4,547,037 196,149,259 182,110,166 12,429,047 1,610,047
(*) Jointly controlled companies accounted for using the equity method
(**) Data relating to the latest financial statements approved at the deta of preparation of these notes to the consolidated statements
Information on foreign companies at exchange rate on reference date
(1) Consolidated Data
(2) Financial statetement as of December 31, 2009
(3) Financial statetement as of December 31, 2008
131
APPENDIX V. Changes and notification of investments in the BBVA Group in 2010
Business Combinations and Other Acquisitions or Increase of Interest Ownership in Consolidated Subsidiaries and Jointly Controlled Companies Accounted for using the Proporcionate Method
Thousands of Euros % of Voting Rights
Price Paid in the
Fair Value of Equity Effective Date for the
Transactions + % Participation (net) Total Voting Rights
Type of Instruments Trasaction
Company Activity Expenses directly
issued for the
Acquired Controlled after the
(or Notification Date)
Transaction attributable to the in the Period Transactions
Transactions
Transactions
APLICA SOLUCIONES TECNOLOGICAS CHILE LIMITADA FOUNDING SERVICES 7 - 99.99% 99.99% 4-1-2010
MONTEALMENARA GOLF, S.L.* ACQUISITION REAL ESTATE 6,515 - 50.00% 100.00% 26-2-2010
DE C.V. ACQUISITION SERVICES 904 - 14.02% 58.40% 26-2-2010
BANCO CONTINENTAL, S.A. ACQUISITION BANKING 998 - 0.07% 92.15% 31-3-2010
ECONTA GESTION INTEGRAL, S.L.* ACQUISITION SERVICES 591 - 29.92% 100.00% 22-4-2010
BBVA PROPIEDAD F.I.I. ACQUISITION REAL ESTATE INVESTMENT C 55,774 - 3.89% 99.57% 30-4-2010
BANCO CONTINENTAL, S.A. ACQUISITION BANKING 1,490 - 0.07% 92.22% 31-5-2010
BBVA PROPIEDAD F.I.I. ACQUISITION REAL ESTATE INVESTMENT C - - 0.15% 99.75% 31-5-2010
RENTRUCKS, ALQUILER Y SºS DE TRANSPORTE, S.A.* ACQUISITION FINANCIAL SERVICES 8 - 7.08% 50.00% 30-6-2010
BBVA SEGUROS DE VIDA, S.A. ACQUISITION INSURANCES SERVICES - - 0.00% 100.00% 31-7-2010
OCCIVAL, S.A. ACQUISITION INVESTMENT COMPANY - - 0.00% 100.00% 31-7-2010
IBERDROLA SERVICIOS FINANCIEROS, E.F.C., S.A.* ACQUISITION FINANCIAL SERVICES 1,849 - 16.00% 100.00% 31-7-2010
BBVA PROPIEDAD F.I.I. ACQUISITION REAL ESTATE INVESTMENT C - - 0.25% 100.00% 31-8-2010
C.V. FOUNDING SERVICES 3 - 100.00% 100.00% 24-9-2010
APLICA TECNOLOGIA AVANZADA SERVICIOS, S.A. DE C.V. FOUNDING SERVICES 3 - 100.00% 100.00% 24-9-2010
BANCO PROMOCIÓN ACQUISITION BANKING 13 - 0.00% 99.84% 30-11-2010
BANCO CONTINENTAL, S.A. ACQUISITION BANKING - - 0.02% 92.24% 31-12-2010
FIDEICOMISO HARES BBVA BANCOMER F/ 47997-2 ACQUISITION REAL ESTATE 8,833 - 30.31% 80.31% 31-12-2010
(*) Notification realized
132
Disposals or Reduction of Interest Ownership in Consolidated Subsidiaries and Jointly Controlled Companies Accounted for Using the Proportionate Method
Thousands of Euros % of Voting Rights
Effective Date for the
% Participation Total Voting Rights Transaction
Type of Profit (Loss)
Company Activity in the Transaction
Sold Controlled after the (or Notification Date)
Transaction in the Period Disposal
133
APPENDIX V. Changes and notification of investments in the BBVA Group in 2010 (Continued)
Business Combinations and Other Acquisitions or Increases of Interest Ownership in Consolidated Subsidiaries and Jointly Controlled Companies Accounted for Using the Proportionate Method
Thousands of Euros % of Voting Rights
Price Paid in the Effective Date for the
Fair Value of Equity
Transactions + % Participation (Net) Total Voting Rights Transaction
Type of Instruments
Company Activity Expenses Directly
Issued for the
Acquired Controlled After the (or Notification Date)
Transaction Attributable to the in the Period Transactions
Transactions
Transactions
TELEFONICA FACTORING COLOMBIA, S.A. ACQUISITION COMERCIAL 350 - 24.30% 24.30% 31-1-2010
MICROMEDIOS DIGITALES, S.A. ACQUISITION SERVICES - - - 48.99% 26-2-2010
OPERADORA HITO URBANO, S.A. DE C.V. FOUNDING SERVICES 1 - 35.00% 35.00% 26-2-2010
CHINA CITIC BANK LIMITED CNCB ACQUISITION BANKING 1,197,475 - 4.93% 15.00% 30-4-2010
TELEFONICA FACTORING CHILE, S.A. FOUNDING COMERCIAL 139 - 24.30% 24.30% 31-5-2010
DESARROLLO URBANÍSTICO CHAPULTEPEC, S.A.P.I. DE C.V. FOUNDING SERVICES 280 - 50.00% 50.00% 24-6-2010
SOLIUM MEXICO, S.A. DE C.V. FOUNDING SERVICES - - 100.00% 100.00% 4-11-2010
ALTITUDE SOFTWARE SGPS, S.A. ACQUISITION SERVICES 9,842 - 30.47% 30.47% 29-12-2010
Disposal or Reduction of Interest Ownership in Consolidated Subsidiaries and Jointly Controlled Companies Accounted for Using the Proportionate Method
Thousands of Euros % of Voting Rights Effective Date for the
% Participation Total Voting Rights Transaction
Profit (Loss)
Company Type of Transaction Activity in the Transaction
Sold Controlled after the (or Notification Date)
in the Period Disposal
SERVICIO MERCANTIL DE OCCIDENTE, S.A. LIQUIDATION SERVICES - 25.00% - 31-05-10
INMUEBLES MADARIAGA PROMOCIONES, S.L. LIQUIDATION REAL ESTATE (34) 50.0% - 31-05-10
SDAD PARA LA PRESTACION SºS
ADMINISTRATIVOS, S.L. DISPOSAL SERVICES 485 30.0% - 30-06-10
INMOBILIARIA RESIDENCIAL LOS ARROYOS, S.A. CHARGE-OFF REAL ESTATE - 33.3% - 30-06-10
PRUBI, S.A. CHARGE-OFF REAL ESTATE - 24.0% - 30-06-10
FIDEICOMISO F/401555-8 CUATRO BOSQUES DISPOSAL REAL ESTATE 85 50.0% - 31-08-10
MOBIPAY INTERNATIONAL, S.A. LIQUIDATION SERVICES 1 50.0% - 06-08-10
TUBOS REUNIDOS, S.A. DISPOSAL INDUSTRIAL 141 0.1% 23.25% 30-09-10
TUBOS REUNIDOS, S.A. DISPOSAL INDUSTRIAL 278 0.2% 23.03% 31-10-10
FIDEICOMISOS DE ADMINISTRACION (COLOMBIA) DISPOSAL SERVICES 30 20.5% - 30-11-10
TUBOS REUNIDOS, S.A. DISPOSAL INDUSTRIAL 28 0.0% 23.00% 30-11-10
MICROMEDIOS DIGITALES, S.A. DISPOSAL SERVICES (129) 49.0% - 31-12-10
TUBOS REUNIDOS, S.A. DISPOSAL INDUSTRIAL 53 0.0% 22.95% 31-12-10
134
APPENDIX V. Changes and notification of investments in the BBVA Group in 2010 (Continued)
135
APPENDIX VI. Fully consolidated subsidiaries with more than 10% owned by non-Group shareholders as of 31 December, 2010
Fully Consolidated Subsidiaries with Over 10% Owned by Non-Group Stockholders as of December 31, 2010
% of Voting Rights
Controlled by the Bank
136
APPENDIX VII. BBVA Group’s securitization fund
Thousands of Euros
Total Securitized Total Securitized
Origination
Securitization Fund Company Exposures at the Exposures as of
Date Origination Date December 31, 2010
BBVA AUTOS I FTA BBVA, S.A. 10/2004 1,000,000 92,588
BBVA-3 FTPYME FTA BBVA, S.A. 11/2004 1,000,023 106,617
BBVA AUTOS 2 FTA BBVA, S.A. 12/2005 1,000,000 294,326
BBVA HIPOTECARIO 3 FTA BBVA, S.A. 06/2005 1,450,013 346,643
BBVA-4 PYME FTA BBVA, S.A. 09/2005 1,250,025 141,447
BBVA CONSUMO 1 FTA BBVA, S.A. 05/2006 1,499,999 415,721
BBVA-5 FTPYME FTA BBVA, S.A. 10/2006 1,900,022 402,815
BCL MUNICIPIOS I FTA BBVA, S.A. 06/2000 1,205,059 154,217
2 PS RBS (ex ABN) BBVA SDAD DE LEASING INMOBILIARIO, S.A. 09/2001 8,982 6,393
2 PS INTERAMERICANA BBVA CHILE, S.A. 09/2004 14,149 6,830
2 PS INTERAMERICANA BBVA SDAD DE LEASING INMOBILIARIO, S.A. 09/2004 20,211 10,175
BBVA-2 FTPYME ICO FTA BBVA, S.A. 12/2000 899,393 13,848
BBVA CONSUMO 2 FTA BBVA, S.A. 11/2006 1,500,000 582,053
BBVA CONSUMO 3 FTA FINANZIA BANCO DE CRÉDITO, S.A. 04/2008 651,788 354,982
BBVA CONSUMO 3 FTA BBVA, S.A. 04/2008 323,212 153,544
BBVA CONSUMO 4 FTA FINANZIA BANCO DE CRÉDITO, S.A. 12/2009 684,530 687,429
BBVA CONSUMO 4 FTA BBVA, S.A. 12/2009 415,470 390,774
BBVA CONSUMO 5 FTA FINANZIA BANCO DE CRÉDITO, S.A. 12/2010 827,819 821,700
BBVA CONSUMO 5 FTA BBVA, S.A. 12/2010 72,180 72,185
BBVA UNIVERSALIDAD E10 BBVA COLOMBIA, S.A. 03/2009 29,033 15,838
BBVA UNIVERSALIDAD E11 BBVA COLOMBIA, S.A. 05/2009 19,166 11,175
BBVA UNIVERSALIDAD E12 BBVA COLOMBIA, S.A. 08/2009 30,789 17,566
BBVA UNIVERSALIDAD E9 BBVA COLOMBIA, S.A. 12/2008 55,052 28,747
BBVA EMPRESAS 1 FTA BBVA, S.A. 11/2007 1,450,002 436,485
BBVA EMPRESAS 2 FTA BBVA, S.A. 03/2009 2,850,062 1,654,301
BBVA EMPRESAS 3 FTA BBVA, S.A. 12/2009 2,600,011 1,921,757
BBVA EMPRESAS 4 FTA BBVA, S.A. 07/2010 1,700,025 1,513,222
BACOMCB 07 BBVA BANCOMER, S.A. 12/2007 159,755 107,803
BACOMCB 08 BBVA BANCOMER, S.A. 03/2008 69,783 50,165
BACOMCB 08U BBVA BANCOMER, S.A. 08/2008 344,198 291,279
BACOMCB 08-2 BBVA BANCOMER, S.A. 12/2008 351,925 269,905
BACOMCB 09 BBVA BANCOMER, S.A. 08/2009 395,526 344,219
FannieMae- Lender No. 227300000 COMPASS BANK 12/2001 184,116 22,763
FANNIE MAE - LENDER No. 227300027 COMPASS BANK 12/2003 279,356 86,990
BBVA-FINANZIA AUTOS 1 FTA FINANZIA BANCO DE CRÉDITO, S.A. 04/2007 800,000 309,971
GAT FTGENCAT 2005 FTA BBVA, S.A. 12/2005 249,943 46,081
GC GENCAT II FTA BBVA, S.A. 03/2003 224,967 10,517
BBVA RMBS 1 FTA BBVA, S.A. 02/2007 2,500,000 1,787,623
BBVA RMBS 2 FTA BBVA, S.A. 03/2007 5,000,000 3,536,270
BBVA RMBS 3 FTA BBVA, S.A. 07/2007 3,000,000 2,366,245
BBVA RMBS 4 FTA BBVA, S.A. 11/2007 4,900,001 3,508,024
BBVA RMBS 5 FTA BBVA, S.A. 05/2008 5,000,001 4,053,846
BBVA RMBS 6 FTA BBVA, S.A. 11/2008 4,995,005 4,113,627
BBVA RMBS 7 FTA BBVA, S.A. 11/2008 8,500,005 6,530,597
BBVA RMBS 9 FTA BBVA, S.A. 04/2010 1,295,101 1,258,406
BBVA LEASING 1 FTA BBVA, S.A. 06/2007 2,500,000 921,962
BBVA-6 FTPYME FTA BBVA, S.A. 06/2007 1,500,101 452,240
BBVA-7 FTGENCAT FTA BBVA, S.A. 02/2008 250,010 98,519
BBVA-8 FTPYME FTA BBVA, S.A. 07/2008 1,100,127 539,816
BBVA RMBS 8 FTA BBVA, S.A. 07/2009 1,220,000 1,089,584
137
APPENDIX VIII: Information on data derived from the special accounting registry
The disclosure required by Bank of Spain Circular 7/2010 implementing the provisions of Spanish Royal
Decree 716/09, of 24 April (developing certain aspects of Act 2/1981, of March 25, on the regulation of the
mortgage market and other mortgage and financial market regulations), is detailed below:
A) CREDIT TRANSACTIONS
Millions of Euros
Total mortgage loans Elegibles (*)
Nominal value of all outstanding loans and
mortgage loans 2010 2009 2010 2009
By currency
In euros 111,380 110,998 85,407 83,627
In foreign currency 280 307 220 238
By rate
Fixed rate 2,752 2,631 2,107 2,105
Floating rate 108,908 108,674 83,520 81,760
Target of operations
For business activity 29,057 31,296 22,167 23,146
For households 82,603 80,009 63,460 60,719
Secured by completed assets/buildings 100,824 97,902 79,121 75,880
Residential use 88,608 85,395 69,840 66,688
Commercial 11,810 12,063 9,281 9,192
Other 406 444 - -
Secured by assets/buildings under construction 4,808 6,748 3,383 4,785
Residential use 4,141 6,022 2,864 4,250
Commercial 667 726 519 535
Other - - - -
Secured by land 6,028 6,655 3,123 3,200
Urban 3,358 3,704 1,553 1,644
Non-urban 2,670 2,951 1,570 1,556
Secured by public housing 8,781 8,602 7,118 6,925
(*) Not taking into account the thresholds established by Article 12 of Spanish Royal Decree 716/2009
Millions of Euros
Nominal value of all outstanding loans and mortgage loans Total mortgage loans Elegibles (*)
Breakdown by average residual maturity 2010 2009 2010 2009
Up to 10 years 19,332 19,221 15,299 14,668
10 to 20 years 28,915 29,578 25,643 25,677
20 to 30 years 40,912 41,388 32,596 32,118
Over 30 years 22,501 21,118 12,089 11,402
Total 111,660 111,305 85,627 83,865
(*) Not taking into account the thresholds established by Article 12 of Spanish Royal Decree 716/2009
138
Millions of Euros
2010 2009
Value of the total sum of all outstanding loans and mortgage loans eligible that, according to the
criteria set forth in Article 12 of Spanish Royal Decree 716/2009, may be calculated as collateral for
the issuance of mortgage bonds 56,714 53,342
Nominal value of all outstanding loans and mortgage loans that form part of the portfolio, but have
been mobilized through mortgage participations or mortgage transfer certificates. 32,217 33,872
Nominal value of available sums (committed and unused) from all loans and mortgage loans. 2,422 4,415
Of which:
Potentially eligible 2,303 4,187
Non-eligible 119 228
Nominal value of all loans and mortgage loans that are not eligible, as they do not respect the
thresholds set in Article 5.1 of Spanish Royal Decree 716/2009, but satisfy the rest of the eligibility
requirements indicated in Article 4 of the Royal Decree. 24,970 26,449
Nominal value of the replacement assets subject to the issue of covered bonds. - -
Millions of Euros
2010 2009
LTV (*) of home mortgages
Transactions with LTV up to 40% 14,446 14,198
Transactions with LTV between 40% and 60% 23,029 23,026
Transactions with LTV between 60% and 80% 39,523 38,243
Transactions with LTV over 80% 16,277 16,508
Total 93,275 91,975
Millions of Euros
Total mortgage loans Elegibles (*)
Nominal value of all outstanding loans and mortgage loans 2010 2009 2010 2009
Transactions rated as normal risk 105,985 106,392 82,445 81,207
Rest 5,675 4,913 3,182 2,658
Total 111,660 111,305 85,627 83,865
139
B) DEBIT OPERATIONS
Millions of Euros
2010 2009
Covered bonds 34,671 32,871
Of which: Issued through public offer 27,350 27,850
Mortgage transfer certificates 32,123 33,607
Of which: Issued by public offer 32,123 33,607
Mortgage bonds - -
Mortgage participations - -
Total 66,794 66,478
Millions of Euros
2010 2009
Breakdown by average residual Less than 3 Less than 3
3 to 5 years 5 to 10 years Over 10 years 3 to 5 years 5 to 10 years Over 10 years
maturity years years
Covered bonds
Issued through public offer 11,000 5,500 9,250 1,600 9,200 8,300 7,250 3,100
issued without public offer 1,168 2,370 3,009 774 1,168 900 2,154 799
Mortgage transfer certificates
Issued through public offer 11,809 5,076 7,760 7,479 11,519 5,482 8,432 8,173
issued without public offer - - - - - - - -
140
APPENDIX IX. Breakdown of the most significant outstanding issuances of debt instruments issued
by the Bank as of December 31, 2010 and 2009
Millions of Euros
Interest rate
2010 2009 in force in Maturity date
2010
Non-convertible
July-96 27 27 9.37% 22-dic-2016
November-03 - 750 4.50% 12-nov-2015
October-04 992 992 4.37% 20-oct-2019
February-07 297 297 4.50% 16-feb-2022
March-08 125 125 6.03% 3-mar-2033
July-08 100 100 6.20% 4-jul-2023
Convertible
September-09 2,000 2000 5.00% 15-oct-2014
Subtotal 3,541 4,291
Subordinated deposits 9,117 9,767
Total 12,658 14,058
141
Appendix X. Balance sheets as of December 31, 2010 and 2009 held in foreign currency
Millions of Euros
Pounds Other
USD TOTAL
2010 Sterling Currencies
Assets -
Financial assets held for trading 1,297 269 1,113 2,679
Available-for-sale financial assets 1,469 156 130 1,755
Loans and receivables 16,419 2,144 4,603 23,166
Investments 1,676 - 19,488 21,164
Tangible assets 4 1 2 7
Rest 177 93 39 309
Total 21,042 2,663 25,375 49,080
Liabilities -
Financial assets held for trading 1,015 216 382 1,613
Financial liabilities at amortized cost 35,240 7,965 3,277 46,482
Rest 65 60 42 167
Total 36,320 8,241 3,701 48,262
Millions of Euros
Pounds Other
2009 USD TOTAL
Sterling Currencies
Assets -
Financial assets held for trading 1,874 230 382 2,486
Available-for-sale financial assets 2,087 141 87 2,315
Loans and receivables 18,193 2,150 3,577 23,920
Investments 2,593 1 16,152 18,746
Tangible assets 4 1 2 7
Rest 195 93 33 321
Total 24,946 2,616 20,233 47,795
Liabilities -
Financial assets held for trading 674 196 264 1,134
Financial liabilities at amortized cost 71,735 11,822 3,125 86,682
Rest 208 83 22 313
Total 72,617 12,101 3,411 88,129
142
APPENDIX XI. Income statements for the first and second semesters of 2010 and 2009
Millions of Euros
1H10 1H09 2H10 2H09
143
APPENDIX XII. List of Agents
3U EMPRESA DE SERVICIOS PROFESIONALES, S.L. A-EXPERTRADE, S.L. ALDERNEY GESTION DE ACTIVOS, S.L.
A T ASESORIA DE TORRES, C.B. AFDA XXI, S.L. ALEIX SEGARRA ASSOCIATS, S.L.L.
A.M. ASSESSORS, C.B. AFISERCOM SLL ALF CONSULTORES Y SERVICIOS FINANCIEROS Y SEGUROS, S.L.
A.M. DE SERVEIS EMPRESARIALS LLEIDA, S.L. AFITEC INVERSIONES, S.L. ALFA JURIDICO DEPORTIVO, S.L.
ABACAD 19703, S.L. AGENCIA FERRERO Y LAGARES, S.L. ALFEVA 2000, S.L.
ABAD TORRECILLAS, ALEJANDRO AGENCIA JOSE OLIVA-JOV, S.L. ALGESORES NAVARRO Y ASOCIADOS, S.L.
ABC 2005 SERVICIOS JURIDICOS, S.L. AGEPIME SEGURFIN, S.L. ALKAIMENA, S.L.
ABOGADOS ASOCIADOS, C.B. AGL CONSEJEROS EMPRESARIALES, S.L. ALONSO BAJO, LORENZO
ABONA GESTION SERVICIOS INTEGRADOS, S.L. AGRAMUNT BUILDING, S.L. ALONSO CORTES, JOSE MANUEL
ABRIL SANCHEZ, REGINO AGRUPACION KAISER, S.L. ALONSO FERNANDEZ, LUIS MIGUEL
ACAPITAL ADVISORY, S.L. AGUILAR VELASCO, MARIA PAZ ALONSO GARCIA, JOSE ANGEL
ACENTEJO CONSULTORES, S.A.L. AGUSTIN FERNANDEZ CRUZ AFC, S.L. ALONSO HEVIA, AMPARO
ACEVES Y VILLANUEVA, S.L. AGUSTIN VILAPLANA, S.L. ALONSO PAREDES, JOSE IGNACIO
ACQUANI & CHIEPPI, S.L. AIFOS PROPERTIES & RENT, S.L. ALONSO Y SIMON ASOCIADOS, S.L.
ADA PROMOCIONES Y NEGOCIOS, S.A. ALARCON MIR, JOSE ALPHA SEEKER, S.A.
ADAMUZ ADAMUZ, JAIME ALBELLA ESTEVE, MARIA MERCEDES ALSINA MARGALL, MIREIA
ADAN ROLDAN, FRANCISCO DE ASIS ALBERDI ZUBIZARRETA, EDUARDO ALTERAREA EAFI, S.L.
ADELANTE SERVICIOS FINANCIEROS, S.L. ALBERICH FORTUNY, PILAR ALTURA PLATA, PASTORA
ADLANTA SERVICIOS PROFESIONALES, S.L. ALBERTO ROMERO FINANZAS PERSONALES, S.L. ALVAREZ EGEA, VALERIANO
ADMINISTRACION DIRECCION Y TECNOLOGIA CONSULTING, S.L ALBOREAR, S.L.L. ALZAGA ASESORES, S.L.
ADMINISTRACIONES TERESA PATRICIA CELDRAN, S.L. ALCANTARA IZQUIERDO, CRISTINA AMANO ASESORES, S.L.
ADVENT GLOBAL, S.L. ALCES GRUPO ASEGURADOR, S.L. AMENEIROS GARCIA, JOSE
ADVICE LABOUR FINANCE SOCIETY, S.L. ALCOR CONSULTORES Y ASESORES, S.L. AMOEDO MOLDES, MARIA JOSE
144
AESTE, S.L. ALDA CLEMENTE, MARIA LUISA AMOROSO ABUIN, DELFINA
ANALISIS Y SOLUCIONES DE GESTION, S.L. ARECHAVALA CASUSO, CARLOS ARTIÑANO DEL RIO, PABLO
ANDRES OLMEDA, SUSANA AREVALO AREVALO, MARÍA DEL CARMEN ASC, S.C.C.L.
ANDUGAR-CARBONELL ABOGADOS, S.L. ARGENTA MONTERO, JOSE MARCOS ASCENT CENTRO ASESOR, S.L.
ANEIROS BARROS, MARTINA ARGOITIA GARMENDIA, JOSEBA ANDONI ASDE ASSESSORS, S.L.
ANGOITIA LIZARRALDE, MARIA DEL CARMEN ARIAS TORRES, MIGUEL ASEFISTEN, S.L.
ANTEQUERA ASESORES, S.L. ARILLA CIUDAD ASESORES, S.L. ASEGAL, SOC. COOP. LTDA.
ANTONI MAYOL CORREDORIA D'ASSEGURANCES, S.L. ARIÑO MODREGO, FRANCISCO JAVIER ASEM INDAFISA GESTION EMPRESARIAL, S.L.
ANTONIO Y CATALINA TRAMULLAS, S.L. ARJANDAS DARYNANI, DILIP ASENA FISCAL, S.L.
ANTUNEZ FITEC CONSULTORES, S.L. ARMENDARIZ BARNECHEA, MIKEL ASENSIO ASESORES, S.L.
APALATEGUI GARCIA, JOSE RAMON ARNAUDAS ALVAREZ, LUIS CARLOS ASENSIO CANO, AMBROSIO JESUS
ARANDA GARRANCHO, ANA MARIA ARNELA MAYO, ISMAEL ASENSIO SORRIBES, ANTONIO MANUEL
ARANDA RODRIGUEZ, ANTONIO ARRANZ MAGDALENO, JUAN ALBERTO ASESORAMIENTO FINANCIERO E INMOBILIARIO MADRID 2002, S.L.
ARANE PROMOCION Y GESTION, S.L. ARRAUT Y ASOCIADOS, S.L. ASESORAMIENTO MADRILEÑO DE GESTION INTEGRAL DE EMPRES
ARANGUREN EIZAGUIRRE, LUIS MARIA ARROYO PORDOMINGO, JOSE MIGUEL ASESORAMIENTO TECNICO ENERGIAS LIMPIAS, S.L.
ARANZABAL SERVICIOS FINANCIEROS, S.L. ARROYO ROMERO, CARLOS GUSTAVO ASESORES ALFIME, S.L.
ARASANZ LAPLANA, JOSE ANTONIO ARROYO ROMERO, FRANCISCO JAVIER ASESORES CANARIOS, S.L.
ARAUJO VERICAT, CESAR ARRUFAT Y ASOCIADOS, S.L. ASESORES CONSULTORES ABOGADOS TORAN, S.L.
ARCAS GONZALEZ, JOSE MANUEL ARTAL PEREZ, JOSE CARLOS ASESORES DE EMPRESA Y GESTION ADMINISTRATIVA MARIN & MA
ARCI SERVEI INTEGRAL, S.L. ARTE Y NUMEROS, S.L. ASESORES MOLINA, S.L.
145
ARCOS GONZALEZ, FELIX ARTEKARITZA ALDAMA TAPIA , S.L. ASESORES PATRIMONIALES NAVARRA C-2, EAFI, S.L.
ARDORA CORPORATE, S.L. ARTI INVERSIONES Y PATRIMONIOS, S.L. ASESORES REUNIDOS ARGA, S.L.
ASESORES Y CONSULTORES AFICO, S.L. ASESORIA GORROTXA ASEGUROAK, S.L. ASFIPA , S.L.
ASESORIA AREGUME, S.L.U. ASESORIA INMOBILIARIA MIGUEL AGUILERA, S.L. ASMERI CORREDURIA DE SEGUROS, S.L.
ASESORIA ASETRA, S.L. ASESORIA INTEGRAL DE FARMACIAS Y EMPRESAS, S.L.L. ASOCIACION DE SERVICIOS PROFESIONALES LOS REALEJOS, S.L.L
ASESORIA BASTIAS, S.L. ASESORIA INTEGRAL GESTORES Y ASESORES, S.L. ASOCIADOS BILBOINFORM 2000, S.L.
ASESORIA BIRRETE, S.L. ASESORIA JIMENEZ, S.C. ASSESSORAMENT EMPRESARIAL CABRE I ASSOCIATS, S.L.
ASESORIA CATALAN FABO, S.L. ASESORIA JOSE ADOLFO GARCIA, S.L. ASSESSORIA CAMATS GARDEL CORREDURIA DE SEGUROS, S.L.
ASESORIA CECOINFI, S.L. ASESORIA JURIDICA Y DE EMPRESAS, S.L. ASSESSORIA DOMINGO VICENT, S.L.
ASESORIA CM, C.B. ASESORIA LAGUNA, SOC. COOP. ASSESSORIA FEBRER 87, S.L.
ASESORIA DE EMPRESAS CARANZA, S.L. ASESORIA LLERENA, S.L. ASSESSORIA GROS MONSERRAT, S.L.
ASESORIA DE EMPRESAS HERNANDEZ CAMINO, S.L. ASESORIA MERCANTIL DE ZALLA, S.L. ASSESSORIA PLA DE L'ESTANY, S.L.
ASESORIA DE EMPRESAS PINTADO Y JIMENEZ, S.L. ASESORIA MERCANTIL, S.L. ASSESSORIA POLIGEST, S.L.
ASESORIA EMPRESARIAL POSE, S.L. ASESORIA ORTEGA Y AYALA, S.L. ASTURECO PFS ASESORES, S.L.
ASESORIA EMPRESAS J. MADERA, S.C. ASESORIA PLANAS I PLANAS, C.B. ASUNFIN, S.L.
ASESORIA ERAKIN AHOLKULARITZA, S.L. ASESORIA PYME 2000, S.L. AT OPERALIA ASESORES, S.L.
ASESORIA EUROBILBAO, S.L. ASESORIA RODEJMA, S.C.P. ATENCION Y GESTION PROFESIONAL, S.L.
ASESORIA EXPANSION 2001, S.L. ASESORIA RURAL PARQUE, S.L.L. ATIENZA IBAÑEZ, CIPRIANO
ASESORIA FINANCIERA IBAIGANE, S.L. ASESORIA SAGASTIZABAL, S.L. ATIPA MAKER, S.L.
ASESORIA FINANCIERA LUGO, S.L. ASESORIA SANCHEZ & ALCARAZ, S.L. ATUTXA RODRIGUEZ, URKO
ASESORIA FISCAL CONTABLE Y LABORAL TRIBUTO, S.L. ASESORIA TOLEDO DE SACEDON, S.L. AUDAL CONSULTORES AUDITORES, S.L.
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ASESORIA GATEA, S.C. ASESORIA Y SERVICIOS, S.L. AURELIO ALVAREZ SALAMANCA, S.L.
ASESORIA GENERAL DE PONTEAREAS, S.L. ASESPA , S.L. AURIA CIUDAD ASESORES, S.L.
ASESORIA GONZALEZ VALDES, S.L. ASFI SERVICIOS INTEGRALES, S.L. AURVIR & PEÑA CONSULTORES, S.L.
AUXILIAR DE SERVICIOS ADMINISTRATIVOS DE ALCALA, S.L. BATISTE ANGLES, JOSEFA BLAYA FAJARDO, MARIA FERNANDA
AVENIDA DE CONSULTING DE NEGOCIOS, S.L. BC & IN ROMERAL, S.L. BOADO ORORBIA, LEOPOLDO
AYCE CONSULTING, S.L. BEDOVARG & ASESORES, S.L. BOLADO DURAN, BORJA LUIS
AYUELA LOBATO, JUAN JESUS BEHOBIDE PERALTA, JORGE BOLAPE UXO, S.L.
AYZA MIRALLES, JOAQUIN MIGUEL BELLIDO RODRIGUEZ, JOSE BONILLO GOMEZ, LOURDES
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B2M GESLAW, S.L. BELTRA GOMIS, MARIA PILAR BORDOY MARTIN, IGNACIO JAVIER
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BALIBREA LUCAS, MIGUEL ANGEL BENITO CORRES, JOSE LUIS BRAIN STA, S.L.
BALLESTER VAZQUEZ, IGNACIO JAVIER BENITO ZABACO, ANTONIO JOSE BRAVO MASA, Mª INMACULADA
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BAÑOS RODRIGUEZ, JOSE ANTONIO BERNAD GESTION FINANCIERA, S.L. BRIONES PEREZ DE LA BLANCA, FERNANDO
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BARBA FUENTES, CARLOS MARIA BERNOIS INVERSIONES, S.L. BRU FORES, RAUL
BARBESULA MAR, S.L. BETA MERCAT INMOBILIARI, S.L. BUFET MILARA, S.L.
BARCELO ALBERNI, MONTSERRAT BETRIU ADVOCATS, S.C.P. BUFETE CHAMIZO GALAVIS, S.L.
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BARDAJI PLANA, AGUSTIN BIRMANI PROMOCIONS, S.L. BUFETE MADRIGAL Y ASOCIADOS, S.L.
BARRANTES GIL, S.L. BLAI GABINET DE SERVEIS, S.L. BUFETE VARGAS DE LA CAL Y ASOCIADOS, S.C.
BARRIGA ROLO, IVAN BLANCO GARCIA, MIGUEL MANUEL BURGOS RECUENCO, ANGEL LUIS
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BARRIONUEVO VACA, JOSE LUIS BLANCO REGUEIRO, JOSE MANUEL BUSONS DEL CASTILLO CORREDURIA DE SEGUROS, S.L.
BARTOMEU FERRANDO, JOAN BLANCO RODRIGUEZ, JUAN ANTONIO BUSTAMANTE FONTES, MAYDA LOURDES
BASCHWITZ GOMEZ DE LAS BARCENAS, ANA LUCRECIA BLANCO Y PARADA ASESORES, S.C. CAAMAÑO CONDE, MIGUEL ANGEL
BASCUAS ASESORES, S.L. BLASCO SAMPIETRO, FRANCISCO JAVIER CABALLERO ASENCIO, ANTONIO
CABALLERO MARTINEZ, JUAN RAMON CAPAFONS Y CIA, S.L. CASTAÑEDA GOMEZ, MARIA
CABELLO ALMINGOL JOSE ANTONIO Y PABLO HERRERIAS FRANCAPITAL VALUE INVERSIONES GLOBALES EAFI, S.L. CASTAÑOSA ALCAINE, IGNACIO
CABEZA MELGAR, VICTOR MANUEL CARBO ROYO, JOSE JORGE CASTELL AMENGUAL, MARIA
CABEZAS LABRADOR, JUAN JOSE CARBONELL ALSINA, CHANTAL CASTELLANO CARDALLIAGUET, PABLO
CABREDO CUESTA, FERNANDO NORBERTO CARCELLE SUAREZ, RAMON CASTELLANOS JARQUE, MANUEL
CABRERA FRANCO, AURELIO CARCOLE ARDEVOL, JOSE CASTILLA ALVAREZ, RAFAEL JOSE
CABRITO FERNANDEZ, JUAN CRUZ CARDENAS DEL CARRE, JUAN CASTILLERO SORIA, ANGEL
CAEM SIGLO XXI, S.L. CARDENO CHAPARRO, FRANCISCO MANUEL CASTILLO MARZABAL, ALBERTO
CALDERON CALDERON, CLEMENCIA CARMEN VILA PONS ASSOCIATS, S.L. CASTILLO ORTEGA, NICOLAS
CALDERON CARDEÑOSA, MARIA LUISA CARNE SALES, MARIA JOSE CASTRILLO PEREZ, TRINIDAD
CALDERON MORILLO, MARIA LUISA CARO VIEJO, JUAN ANTONIO CASTRO JESUS, FRANCISCO JAVIER
CALVET GARCIA, FRANCISCO JAVIER CARRASCAL PRIETO, LUIS EUSEBIO CASTRO VEGA, XOSE
CALVO CUÑAT, CARLOS CESAR CARRASCO GONZALEZ, MARIA DEL AMOR CATALAN HERRERA, LUIS
CALVO PASAMONTES, JOSE JOAQUIN CARRASCO MARTIN, ELOY CAUCE CONSULTORES DE NEGOCIO, S.L.
CALVO REY, JOSE ANGEL CARRASCO MARTINEZ, RAMON CAURIA PROMOCIONES, S.L.
CAMACHO MARTINEZ, PEDRO CARRASCO MORALES, ANA ISABEL CEBRIAN CLAVER, JOSE JUAN
CAMP GLOBAL SERVICES INTEGRALS, S.L. CARRERA MARTIN, JOSE CECOFAR SOCIEDAD COOP. AND.
CAMPAÑA GARCIA, MARIA CARMEN CARRIL GONZALEZ BARROS, ALEJANDRO SERGIO CEJUDO RODRIGUEZ, JUAN CARLOS
CAMPDEPADROS CORREDURIA D'ASSEGURANCES, S.L. CARRILERO PEREZ, AGUSTIN CELDRAN CARMONA, JOSE MARIA
CAMPOS CARRERO, MARIA JOSEFA CARRILLO CARRILLO, MATIAS CENTRE ASSESSOR TERRAFERMA, S.L.
CAMPOS DE PALACIOS ASESORES CORREDURIA DE SEGUROS CASADO DE AMEZUA BUESA, GABRIEL CENTRE FINANCER BERENGUER SAPENA XABIA, S.L.
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CAMPOY RUEDA, GABRIEL CASADO GALLARDO, GERARDO CENTRO DE SERVICIOS EMPRESARIALES SETECO, S.L.
CANOVAS ASSESSORAMENT I GESTIO, S.L. CASADO HERRERO, JOSEFA CERDAN GARCIA, INMACULADA
CANTARERO MARTINEZ, BARTOLOME CASADO RODRIGUEZ, MARIA MARBELLA CERDEIRA BRAVO DE MANSILLA, ALFONSO
CANTELAR Y SAINZ DE BARANDA, S.L. CASAS ROYO, SATURIO CERQUEIRA CRUCIO, FERNANDO
CERRATO RUIZ, MARIA LUISA CONFIDENTIAL GESTION, S.L. CORREA GARCIA, ANTONIO
CERVERA AMADOR, ANTONIO CONOCIMIENTO, EXPERIENCIA Y SOLUCIONES, S.L. COSTA CALAF, MONTSERRAT
CESTER VILLAR, ANA MARIA CONSULTING DONOSTI, S.L. COSTAS NUÑEZ ASESORES, S.L.
CHACON ARRUE, MARIA CONSULTING INFORMATICO Y EMPRESARIAL CASTUERA, S.LCOSTAS SUAREZ, ISMAEL
CHACON MACIAS, ELADIO SALVADOR CONSULTING INMOBILIARIA 4B, S.L. COVIBAN ASESORES INMOBILIARIOS, S.L.
CHICAN AMERIGRUP, S.L. CONSULTOR FINANCIERO Y TRIBUTARIO, S.A. CREIXELL GALLEGO, XAVIER
CHORRO GASCO, RAFAEL CONSULTORA MANCHEGA, S.L. CRESPO SANTIAGO, MARIA GLORIA
CHULIA OLMOS, ENRIQUE SALVADOR CONSULTORES FINANCIEROS LABORALES, S.L. CRIADO ANAYA, LUIS
CIENYCERO ASESORES, S.L. CONSULTORES GRUPO DELTA PAMPLONA, S.L. CRISTOBAL LOPEZ, MANUEL DE
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CLAVER SANCHEZ, MARIA EUGENIA CONSULTORIA BALTANAS, S.L.U. CRUJEIRAS BRINGAS, JOSE LUIS
CLEMENTE BLANCO, PAULA ANDREA CONSULTORIA BARCELONA, SERVEIS I ASSESSORAMEN, S.L CS ASESORES VALDEPEÑAS, S.L.
CLIMENT MARTOS, MARIA ROSARIO CONSULTORIA FINANCIERA GARCIA CRUZ, S.L. CUADRADO BOIZA, ANTONIO
CLUSTER BUSINESS GROUP, S.L. CONSULTORIA SANTA FE, S.L. CUENCA OLIVEIRA, ANTONIO
COBO MACHIN, LUIS JORGE CONSULTORS I ADVOCATS ASSOCIATS MASIA RIBERA, S.L. DAENJOGEST, S.L.
COCA LOZA, Mª DOLORES GENOVEVA CONSULTYN LUIS TORRES, S.L.P. DALMAU GOMEZ, JORDI
CODEGUI, S.COOP.GALEGA CONTABILIDADES INFORMATIZADAS DE SAN ANTONIO, S.L. DÁVILA ÁLVAREZ, JULIO
CODINA ESPADA, MARIA BERENIAS COOP AGRICOLA SAN ISIDRO DE ALCALA DE XIVERT. COOP. DCD CONSULTORA, S.C.
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COLL PEREZ-GRIFO, ANA MARTA COOP. OLIVARERA SAN JOSE, SDAD. COOP. ANDALUZA DE CAMBRA ANTON, VICTOR
COLOIZ, S.L. COOPERATIVA AGRICOLA Y GANADERA MIGUELTURRA DE CARCER HURTADO DE MENDOZA, CARLOS
COMPAÑÍA VIZCAINA DE ASESORIA, S.L. COOPERATIVA FARMACEUTICA DE CIUDAD REAL SOCIEDAD DE CASTRO DIAZ, SILVANO
COMPINSA, S.L. COOPERATIVA LIMITADA AGRICOLA GANADERA SAN ISIDRO DE DIEGO MARTI, FRANCISCO JOSE
CONCHEIRO FERNANDEZ, JAIME CORCUERA BRIZUELA, JOSE MARIA DE HARO GONZALEZ, MARIA LUISA
CONDE SANCHEZ, PABLO CORNADO CUBELLS, GEORGINA DE IURE GABINETE ASESOR, S.L.
DE LA FUENTE & MARTIN ALONSO ABOGADOS, S.L. DIAZ DE ESPADA LOPEZ DE GAUNA, LUIS MARIA ECBATAN, S.L.
DE LA FUENTE TORRES, ANAIS BEATRIZ DIAZ FLORES, JUAN FRANCISCO ECHANIZ LIZAUR, MARIA BELEN
DE LA TORRE DEL CASTILLO, CANDELARIA DIAZ GARCIA, MARINA ECHART FERNANDEZ, CARLOS NORBERTO
DE PABLO DAVILA, MARIA VICTORIA DIAZ GÜEMES ESCUDERO, IGNACIO EFILSA, S.C.
DE PASCUAL BASTERRA, IÑIGO DIAZ MORALES, MARIA AGUSTINA EKO - LAN CONSULTORES, S.L.
DE RAMON DUARTE, MARIA BEGOÑA DIAZ-BENITO DIAZ-MADROÑERO, JUAN EKONO VALENCIA 96, S.L.
DE SOLA FABREGAS, FRANCESC DIEM ASESORES CONSULTORES, S.L. EL PINOS GESTION LABORAL, S.C.
DE VICENTE FERNANDEZ, JESUS JAVIER DIEZ AMORETTI, FRANCISCO ELCANO REAL STATE, S.L.
DECALA GESTION , S.L. DOBARGANES GOMEZ, JOSE MARIA ELGUEA OMATOS, EMILIO
DEL ARCO GONZALEZ, RAUL AGUSTIN DOBLAS GEMAR, ANTONIO EMASFA, S.L.
DEL CACHO CASADEBAIG, LUCAS LEON DOBLE A AVILA ASESORES, S.L. EMPRESA DE GESTION RIAZ, S.L.
DEL GUAYO MARTIN, MARIA NOEMI DOCUMENTS NOTARIALS, S.L. ENRIQUE AMOR CORREDURIA DE SEGUROS, S.L.
DEL RIO OLIVARES, FRANCISCO DOMINGO GARCÍA-MILA, JORDI ENRIQUE JORGE ASESORES, S.L.
DEL RIO SERRANO, JUAN FELIX DOMINGUEZ CANELA, INES EPC ASSESORS LEGALS I TRIBUTARIS, S.L.
DELFOS ASESORIA FISCAL, S.L. DOMINGUEZ JARA, RAFAEL JESUS ERAÑA AHOLKULARITZA, S.L.
DELGADO GARCIA, JOSE LUIS DOMINGUEZ RODES, JUAN LUIS EREAGA, S.A.
DELGADO GARCIA, MANUEL ANTONIO DOMUS AVILA, S.L. ERGE PATRIMONIAL, S.L.
DELTA CONSULTING FINANCES, S.L. DON ASESORES, S.L. ERQUIAGA BURGAÑA, IMANOL
DESPACHO ABACO, S.A. DONAYRE VALENZUELA, JUAN DE DIOS ESB Y COMPAÑIA, S.R.L.
DESPACHO FG Y ASOCIADOS, S.C. DORRONSORO URDAPILLETA, S.L. ESCALONA BELINCHON, JOSE ANTONIO
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DESPACHO GUADALIX PAJARES, S.C.P. DSA ASESORAMIENTO EMPRESARIAL E INFORMATICO, S.L. ESCAMILLA FERRO, MARIA MATILDE
DESPACHO J.M. COARASA, S.L. DUPAMA CONSULTING, S.L. ESCRIBANO ABOGADOS, S.L.
DESPACHO SANTIAGO, S.C. DURAN & MATUTE, S.C.P. ESCUDERO SANCHEZ, RAFAEL PEDRO
DESPACHO TRAMITACION Y GESTION DE DOCUMENTOS, S.L. DURAN PEREZ, MAXIMO ESCUTIA DOTTI, MARIA VICTORIA
DIANA VALDEOLIVAS, ANGEL DYE CONSULTING, S.L. ESPALLARGAS MONTSERRAT, MARIA TERESA
ESPAÑOL MARTIN, PEDRO JOSE EZQUERRO TEJADO, MARIA DOLORES FERNANDEZ TENA, JUAN ANTONIO
ESPARCIA CUESTA, FELISA F & N GABINETE FISCAL Y ECONOMICO XATIVA, S.L. FERNANDEZ TORTOSA, MARIA BELEN
ESPASA ROIG, YOLANDA FABAR GESTION 2020, S.L. FERNANDEZ-LERGA GARRALDA, JESUS
ESPIN INIESTA, MARIA JOSE FARIÑAS MARTINEZ, JOSE ANTONIO FERNANDEZ-MARDOMINGO BARRIUSO, MIGUEL JOSE
ESPUNY CURTO, Mª. NATIVIDAD FARMA IURIS, S.L. FERNANDO BAENA, S.L.
ESSENTIA CONSULTORES , S.L. FASER 89, S.L. FERREIRO CASTRO, MARIA TERESA
ESTEVAN SORIANO, MARIA CARMEN FELEZ MARTIN, FERMIN FERRIOL APARICIO, VICENTE JESUS
ESTRADA DA GRANXA 6, S.L. FER & FER ASESORES, S.L. FIGUEIRAS PEREZ, MARIA ROSARIO
ESTUDIO ENSEÑAT, C.B. FERNANDEZ ALMANSA, ANGEL ALEJANDRINO FINA VANCELLS, INMACULADA
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ESTUDIO JURIDICO MEXUAR, S.L. FERNANDEZ DE BAYA, JOSE IGNACIO ALVARO FINANCE CREDIT-LLEIDA, S.L.
ESTUDIO MELANTUCHE, S.L. FERNANDEZ MARTIN, EDUARDO FINANCIAL TOOLS BCN, S.L.
ETAYO REDRADO, CRISTINA FERNANDEZ MARTINEZ, JULIO FINANCIER AGENCY PYMES BIERZO, S.L.
ETSEBERRI SOLA, MARIA PILAR FERNANDEZ MORAY, EVA MARIA FINANCO CONSULTORES, S.L.
ETXEBARRIA GOTI, JUAN ANGEL FERNANDEZ ONTAÑON, DANIEL FINCAS DELLAKUN, S.L.
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EUROCONSULTING ECONOMISTAS, S.L. FERNANDEZ REBOLLO, JULIA FINSECRET, S.L.L.
EUROPEAN INVESTMENT CONSULTING TRUST, S.L. FERNANDEZ SERRA, S.L. FLORIDO VILLANUEVA, PILAR
EUROZONA GEST, S.L. FERNANDEZ SILVA, DIEGO MARIA FOCUS PARTNERS, S.L.
EXAMERON, S.L. FERNANDEZ SOUTO, MARIA TERESA FOMBELLA ALVARADO, ROSA MARIA
FONDO BERMUDEZ, CANDIDO GABINETE JURIDICO-FINANCIERO SERRANO, S.L. GARCIA GARRIDO, MARIA VICTORIA
FONTAN ZUBIZARRETA, RAFAEL GABINETE LUIS BURGUES, S.A. GARCIA GONZALEZ, PILAR
FONTECHA MAISO, S.L. GABRIEL CELMA, LUIS MIGUEL GARCIA GORDILLO, FRANCISCO
FORCEN LOPEZ, MARIA ESTHER GAGO FREITAS, MARIA CARMEN GARCIA HIERRO JIMENEZ, FRANCISCO JAVIER
FORMOSO DESPACHO INTEGRAL DE SERVICIOS, S.L. GAITICA LOPEZ, MANUEL GARCIA LUCHENA ASESORES, S.L.
FORNIES & GUELBENZU, S.L. GALDON CABRERA, RAFAEL GARCIA MARTI, MARIA PURA
FRANCIAMAR, S.L. GALLARDO BENITEZ, JUAN MANUEL GARCIA MEJIAS, JUAN ANTONIO
FRANCO MARTINEZ, JUAN JOSE GALMES RIERA, ANDRES GARCIA MUÑOZ, MARIA OLGA
FREJ HELLIN, FRANCISCO GAMAZO GARRAN, MAURICIO FRANCISCO GARCIA OVALLE, OSCAR
FUENTES & GESCOM, S.L. GAMINDE DIAZ EMPARANZA, MARGARITA GARCIA PEREZ, ALICIA
FUENTESECA FERNANDEZ, MIGUEL GANDARA DUQUE, MARIA DE LOS MILAGROS GARCIA PERIS, SANTIAGO DAVID
FUERTES CASTREJON, JOSE ANDRES GARAY AZCORRA, PEDRO ANGEL GARCIA RUBIO, ELENA
FURINDEN XXI SERVICIOS FINANCIEROS, S.L. GARAY GURBINDO, FELICIDAD MARIA ANGELES GARCIA SIERRA, JOSE MANUEL
FUSTER AMADES, MAGDALENA ROSA GARCIA ALVAREZ-REMENTERIA, ANTONIO GARCIA TORRES, BERNARDO
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FUSTER Y G. ANDRES ASOCIADOS, S.L. GARCIA BASCUÑANA, MARÍA CRISTINA GARCIA-VALENCIANO LOPEZ, LUIS
GABINET DE SERVICIOS EUROPEOS, S.L. GARCIA CACERES, JULIO GARLAN SOCIEDAD COOPERATIVA LIMITADA
GABINET D'ECONOMISTES ASSESSORS FISCALS, C.B. GARCIA DE LA TORRE, FRUTOS LUIS GARO ASESORIA CONSULTORIA Y AUDITORIA, S.L.
GABINETE AFIMECO ASESORES, S.A.L. GARCIA DIAZ, MARIA DEL CARMEN GARRIDO ABOGADOS, S.L.
GABINETE DE ASESORAMIENTO INTERNACIONAL ASINTE, S.L. GARCIA GALLEGO, JAVIER GARTXAMINA, S.L.
GABINETE DE MEDIADORES DE SEGUROS, S.L. GARCIA GARCIA, JOSE MIGUEL GARZON ASOCIADOS GESTION EMPRESARIAL, S.L.
GABINETE EMPRESARIAL SALMANTINO, C.B. GARCIA GARCIA, MARIA ANGELINA GASCON ASESORES, S.L.
GABINETE EXTREMEÑO DE GESTIONES EMPRESARIALES, S.L. GARCIA GARCIA, REMEDIOS GASEM SERVICIOS, S.L.
GAVILA MIÑANA, JESUS GESTIONES MARTIN BENITEZ, S.L. GIMENO FIGUERAS, IGNASI
GAVIÑO DIAZ, JUAN ANTONIO GESTIONES ORT-BLANC, S.L. GIOVANNA TORNABUONI, S.L.
GEFISCAL SANTA AMALIA, S.L. GESTIONS I ASSEGURANCES PERSONALITZADES, S.L. GLOBAL AVANTIS, S. COOP. V.
GENE TICO, REMEI GESTORED CONSULTING, S.L. GLOBAL TAX GESTION, S.L.
GENERAL DE SERVEIS LA SEGARRA, S.L. GESTORIA ADMINISTRADORA FAUS, S.L. GLOBAS 1028, S.L.
GENERIC GESTIO, S.L. GESTORIA ADMINISTRATIVA VIJANDE, S.L. GLOBE RESIDENCIAS Y HOTELES, S.L.
GENESTAR BOSCH, ANDRES GESTORIA ARANA, S.L. GOLOBART SERRA, ROSA MARIA
GESAL ASESORIA, S.L. GESTORIA GARCIA POVEDA, S.R.L. GOMEZ CAPELLA, ALBERT JOAN
GESCOFI OFICINAS, S.L. GESTORIA HERMANOS FRESNEDA, S.L. GOMEZ EBRI, CARLOS
GESINTAD, S.L. GESTORIA JUAN AMER, S.L. GOMEZ FERNANDEZ, JOSE IGNACIO
GESPIME ROMERO MIR, S.L. GESTORIA LUCERO ASESORES DE EMPRESAS, S.L. GOMEZ LOBO, JUAN
GESPYME GESTIO I ASSESSORAMENT DE PYMES, S.L. GESTORIA MONTELONGO, S.L. GOMEZ MARTINEZ, LUIS
GESTFREE CONSULTING, S.L. GESTORIA PARIS, S.L. GOMEZ MARTINEZ, PEDRO JOSE
GESTICONTA 2000, S.L. GESTORIA POUSA Y RODRIGUEZ, S.L. GOMEZ MOYA, S.L.
GESTIO EXTERNA INTEGRADA D'EMPRESES, S.L. GESTORIA RUIZ MILLAN, S.L. GOMEZ NOGALES, MELCHOR RAUL
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GESTION BALEAR DE PREVENCION, S.L. GEWARE COMERC, S.L. GOMEZ VELILLA, MARIA BRIGIDA
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GESTION DE INVERSIONES Y PROMOCIONES ELKA CANARIAS, SGIETALIA, S.L. GOMIS JIMENEZ, CARLOS
GESTION FINANCIERA CONSULTORA EMPRESARIAL, S.L. GIL BELMONTE, SUSANA GONADOB, S.L.
GESTION FINANCIERA MIGUELTURRA, S.L. GIL FERNANDEZ, JUAN JOSE GONVER GESTION DE EMPRESA Y GANADERIA, S.L.U.
GESTION JURIDICA BOENSA, S.L. GIL GARCIA, PEDRO ALFREDO GONZALEZ ALONSO, LUIS MIGUEL
GESTION PARERA, S.L. GIL LOPEZ, ROBERTO GONZALEZ BARRERO, JOSE ANTONIO
GESTION PATRIMONIAL DEL BAJO GALLEGO, S.C. GIL MANSERGAS, C.B. GONZALEZ BELTRAN, OLGA
GESTION Y FINANZAS ZARAGOZA, S.A. GIL ORTEGA, MIGUEL JOAQUIN GONZALEZ BORINAGA, IVANA
GESTION Y SERVICIOS CARMONA, S.L. GIL TIO, JULIA GONZALEZ DIAZ, VICTORINO
GESTIONES INMOBILIARIAS E INVERSIONES EL DESVAN, S.L.U. GIMENO CONSULTORES, S.L. GONZALEZ FERNANDEZ, MIGUEL ANGEL
GONZALEZ GALA, JUAN JOSE GRUPO FERRERO DE ASESORIA , S.L. HERNANDEZ MANRESA, JOSEFA
GONZALEZ GARCIA, DAVID GRUPO FINANCIERO TALAMANCA 11, S.L. HERNANDEZ MANRIQUE, CARLOS MANUEL
GONZALEZ GONZALEZ, JOSE MANUEL GRUPO RENTA VITALICIA MAYORES, S.A. HERRAIZ ARGUDO, CONSUELO
GONZALEZ GRACIA, S.L. GRUPO SURLEX, S.L. HERRANZ ROMERA, JUAN PEDRO
GONZALEZ MARIN, MANUEL GUARAS JIMENEZ, MARIA RESURRECCION HERRERIAS MIERA, FERNANDO
GONZALEZ MONTANER, JUAN JOSE GUARDIOLA CARRION, ANTONIO HERVE ASESORES Y CONSULTORES, S.L.
GONZALEZ PEREZ, MANUEL GUERRAS MARTIN, MARIA INMACULADA HIDALBEROLA CONSULTORES, S.L.
GONZALEZ PONCE, CARMELO GUERRERO GUERRERO, ANTONIA ANA HIDALGO GOMEZ, VALENTINA
GONZALEZ POO, ELDA GUERRERO VERGARA, JOSE ANTONIO HIDALGO ORTIZ DE PINEDO, ANTONIO
GONZALEZ SANZ, JOSE LUIS GUITART POCH, JOSE ANTONIO HOOPS SERVICIOS FINANCIEROS, S.L.
GONZALEZ TABOADA, JOSE GUIU ESTOPA, JOSE RAMON HORNOS CASTRO, JAVIER
GONZALEZ TORRES, JOAQUINA GURRUCHAGA AIZPEOLEA, JAVIER HUERTAS FERNANDEZ, JUAN ANTONIO
GOÑI IDARRETA, ANA MARIA GUTIERREZ GARCIA, AZAHARA IBAÑEZ IBAÑEZ, LUIS
GOPAR MARRERO, PABLO GUTIERREZ LORENZO, ANGEL IBAÑEZ NIETO, ADORACION MAR
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GORDO GUARDIA, MARIA ISABEL GUZMAN GARCIA, MARIA JESUS IBAÑEZ Y MARTINEZ, S.C.
GOROSTARZU DIAZ, MIGUEL ANGEL GUZMAN GONZALEZ, EMILIANO IBER DOMUS, S.L.
GORRIZ CONSULTING, S.L. H & COMMON ASESORES DE RIESGO, S.L. IBERFIS GESTION FINANCIERA, S.L.
GRASSA VARGAS, FERNANDO HELAS CONSULTORES, S.L. IBERKO ECONOMIA Y GESTION, S.L.
GRAUPERA GASSOL, MARTA HERBERSET CONSULTING, S.L. IDEA SERVEIS EMPRESARIALS, S.L.
GRILLO GRILLO, JUAN ATILANO HERCA CONSULTING, S.L. IDENTIA ASESORES, S.L.
GRUP DE GESTIO PONENT DOS ASSEGURANCES, S.L. HEREDERO POL, OSCAR EDUARDO IGEA JARDIEL, MANUEL
GRUP SBD ASSESSORAMENT I GESTIO, S.L. HERMOSO NUÑEZ, PEDRO IGLESIAS GONZALEZ, MARIA ARANZAZU
GRUPAMERO ADMINISTRACION, S.L. HERNANDEZ ANDRINO, CELIA IGLEVA SISTEMAS DE CONSULTORIA, S.L.
IMAGOMETRICA DE DIFUSION Y MERCADOTECNIA, S.L. ISDAGAR 2000, S.L. JOVER BENAVENT, ENRIQUE
IMPULSE ASESORES CORPORATIVOS, S.L. ISIDRO ISIDRO, ISABEL DEL CARMEN JUAN JOSE ORTIZ, S.L.
INICIATIVAS ARAGONESAS SOMAR, S.L. J L COLOMINA C CEBRIAN ERNESTO ANTON, C.B. JULIAN GOMEZ, AURELIA
INMOBILIARIA DONADAVI, S.L. J. E. BARTOLI & ASOCIADOS, S.L. KC INVERSIONES CONEJERAS, S.L.U.
INSTITUTO DE INVESTIGACIONES JURIDICAS, S.L. J. NAHARRO CONSULTORES, S.R.L. KRINO CONSULTORES, S.L.
INTASSE EMPRESARIAL, S.L. JAIME CASTRO CORREDURIA DE SEGUROS, S.L. L.G.A. CONSULTORES, S.L.
INTEGRAL ARANDA ASESORIA DE EMPRESAS, S.L. JANER VALENTI, IGNACIO LABAT PASCUAL, CRISTINA
INTELGROS CENTRO DE SERVICIOS, S.L. JANQUIN ROMERO, JEAN CLAUDE LABORALIA PLUS, S.L.U.
INTERCAMBIO DE NEGOCIOS Y FINANZAS, S.L. JARA GUERRERO, FRANCISCO LACALLE TARIN, S.L.
INVERSER CREDIT, S.L. JARVEST GESTION DE INVERSIONES, S.L. LAFUENTE ALVAREZ , JOSE ANTONIO
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INVERSIONES BARCARES 55, S.L. JAUREGUI ARCO, FLORENTINO LAJUSER GESTIONES Y ASESORAMIENTOS, S.L.
INVERSIONES CASTUERA, S.L. JAVIER CARRETERO Y ASOCIADOS, S.L. LAMY GARCIA, ANTONIO
INVERSIONES NEGOCIOS Y CARTERA JAI, S.L. JAVIER DE BENITO ASESORES , S.L. LANAU ALTEMIR, RAMON ANGEL
INVERSIONES TECNICAS GRUPO CHAHER, S.L. JAYLA CELA, S.L. LANBEI ASESORAMIENTO DE SERVICIOS, S.C.
INVERSIONES Y GESTION AINARCU, S.L. JGBR ABOGADOS Y ASESORES TRIBUTARIOS, S.L. LAPARRA MARTINEZ, FRANCISCO JAVIER
INVERSIONS I ALTRES HERBES, S.L. JIMENEZ CALERO, CONSUELO LAR CENTRO EMPRESARIAL, S.A.
INVERTIA SOLUCIONES, S.L. JIMENEZ USON Y BALLESTER, S.L. LARA VIDAL, FRANCISCO JOSE
INVEST GAIA, S.L. JOLIN CAETANO, MARCO ANTONIO LAUKIDE ABOGADOS, C.B.
IRIGOYEN GARCIA, VICTORIA EUGENIA JORGE SANZ DE BAYA, S.L. L'AUTENTIC, GESTIÓ FINANCERA, S.L.
ISACH GRAU, ANA MARIA JOSE ANGEL ALVAREZ, S.L.U. LAVADO MOTERA, FRANCISCO
LEASING E INVERSION EMPRESARIAL, S.L. LOPEZ MARTINEZ, MANUELA MAESTRE RODRIGUEZ, JUAN JESUS
LEGARDA REY, ENRIQUE LOPEZ RASCON, MARIA JESUS MAGAN HERNANDEZ, LAUREANO
LEÑA CAMACHO, ROSA MARIA LOPEZ SARALEGUI, ELENA MARIA TRINIDAD MAINCTA, C.B.
LEON CRISTOBAL, JOSE LUIS LOPEZ SEGURA, JUAN FRANCISCO MALAVER CASTILLO, JOSE MANUEL
LEON DOMECQ, SANTIAGO LOPEZ VIGIL, JOSE MANUEL MALLORCA VIILLA OWNERS DIRECT, S.L.
LEON FLEITAS, INMACULADA LORENCIO CILLER, MIGUEL ANGEL MALMAGRO BLANCO, ANTONIO
LEXXEL SERVICIOS EMPRESARIALES, S.L. LORENTE ROMERO, ADELINA MANRIQUE ASESORIA JURIDICA, S.L.
LEZAUN NAVARRO, ALFREDO LORENZO VILLAMISAR, JESUS MANUEL MANUEL LEMA PUÑAL Y FERNANDO GARCIA CASTRO, S.C.
LIMONCHI LOPEZ, HERIBERTO LORENZO MONTERO, FERNANDO MAP ECONOMISTAS CONSULTORES, S.L.
LINARES LOPEZ, RAMÓN LORENZO RAPA, JOSE DAVID MARANDI ASSL, MOHAMMAD
LLAMAS ABADIÑO, EDUARDO LORENZO SEGOVIA, SUSANA MARAÑON OTEIZA, MARIA CRISTINA
LLANA CONSULTORES, S.L. LORENZO VELEZ, JUAN MARCELINO DIAZ Y BARREIROS, S.L.
LLANDRICH LLANDRICH, CARMEN LORIENTE HERNANDORENA, ANA MARIA MARCOS SANTANA MENDOZA GES.ADM., S.L.
LLEDO YANGUAS, S.L. LOSADA LOPEZ , ANTONIO MARGALIDA GATNAU, JOSE MARIA
LLORACH CAMPAMA, JOSEP LOUBET MENDIOLA, JAVIER MARIN RUIZ, MARIA CARMEN
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LLORENTE MATEO, MARCELINO LTA ASESORES LEGALES Y TRIBUTARIOS, S.L. MARIN SERRA, CRISTINA ESTHER
LLORENTE ROSELLO, MARIA CARMEN LUCENTUM ASESORES, S.L. MARKETPLACE CONSULTING, S.L.
LLUSIÁ AZAGRA, JOSE LUIS LUIS F. SIMO, S.L. MARQUEZ GOMEZ, NATIVIDAD
LOBERA LOPEZ ASESORES, S.L. LUNA ARIZA, RAFAEL IGNACIO MARRERO ACOSTA, ORLANDO FRANCISCO
LOGARILL & ASOCIADOS, S.L LUQUE FERNANDEZ, JULIA MARTI TORRENTS, MIQUEL
LOGIN CONSULTORIA GENERAL, S.L. M CASTAÑO E HIJOS ASESORES, S.L. MARTIN BAEZ, JOSE MANUEL
LOPEZ ANDREU, JOSE FERNANDO M&B PLUS ASESORES, S.L.L. MARTIN GRANADOS, JUAN
LOPEZ CAPDEVILA, RAFAEL M.C.I. BUREAU CONSULTING DE GESTION, S.L. MARTIN HERREROS, JOSE
LOPEZ CARCAS, EDUARDO MAC PRODUCTOS DE INVERSION Y FINANCIACION, S.L. MARTIN JIMENEZ, MANUEL MARIA
LOPEZ FERNANDEZ, RAQUEL MACHIN CARREÑO, FELIX ALBERTO MARTIN LLOP, DANIEL RAMON
LOPEZ JIMENEZ, FRANCISCO MADRID CENTRO EMPRESARIAL, S.L. MARTIN MARTIN, JOSEFA
MARTIN MARTINEZ, ROSA MARIA MARTINEZ RUIZ, AMAYA MERCHANDASING E INVERSIONES, S.L.
MARTIN MAYOR, ANTONIO MARTINEZ Y CUTILLAS CONSULTORES, S.L. MERGES GEB. BECKER , MONIKA WILMA MARIA
MARTIN MIRALLES, ANTONIO MARTINON & ASOCIADOS, S.L.L MERIDIAN ASESORES, S.L.
MARTIN RIVERA, ANGELES MAS FORNS, MARIA ANGELES MERIGO LINDAHI, JOSEP MARIA
MARTIN SANCHEZ, IGNACIO MAS NEBOT, JOSE MARIA MERINO CORCOSTEGUI, ALVARO
MARTIN VALENCIANO, FERNANDO 000680010S, S.L.N.E. MASDEU BALLART, MONTSERRAT MERINO MARTINEZ, CESAR JOAQUIN
MARTIN VIZAN, MILAGROS MASSOT PUNYED, MONTSERRAT MESA IZQUIERDO ASOCIADOS, S.L.
MARTIN Y MORENO ABOGADOS, S.L. MATA GOMEZ, AMADOR MANUEL MESANZA QUERAL, ALBERTO GUILLERMO
MARTINENA RODRIGO, IÑIGO MATA MARCO, CARMEN MESONERO PEREZ, ANGEL LUIS
MARTINEZ AYBAR, TOMAS ANTONIO MATEO MARTINEZ, RAMON LUIS MEXICO NOROESTE GESTION EMPRESARIAL, S.L.
MARTINEZ BERMUDEZ, JOSE FRANCISCO MATEO59 AGENTE DE SEGUROS VINCULADO, S.L. MIALDEA CARRASCO, JULIA
MARTINEZ CASTRO, MANUEL FRANCISCO MATURANA VARGAS, JAIME ELOY MIGUEL BENITO, JOSE ANDRES
MARTINEZ CORUÑA, DOMINGO MAYO CONSULTORS ASSOCIATS, S.L. MILLAN JUNCOSA, ADOLFO
MARTINEZ DE ARAGON SANCHEZ, VICTOR GABRIEL MAYORAL MURILLO, FRANCISCO JAVIER EUSEBIO MILLENNIUM CAPITAL, S.L.
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MARTINEZ FERNANDEZ, HECTOR MAYORDOMO MAYORDOMO, ALBERTO MIÑO PEREZ, JOSE IGNACIO
MARTINEZ FERNANDEZ, HERMENEGILDO MAZA HURTADO, MARIA ILENIA MIQUEL VALLS ECONOMISTES & ASSOCIATS, S.L.
MARTINEZ FUNES, MARIO EDUARDO MAZON GINER, JOSE FERNANDO MIRABAUD FINANZAS SOCIEDAD DE VALORES, S.A.
MARTINEZ GARCIA, CARLOS MAZOR ASESORES, S.L. MODINO MARTINEZ, MANUEL ANGEL
MARTINEZ GEADA, JOSE LUIS MDF SERVICIOS FINANCIEROS E INMOBILIARIOS, S.L. MOHAMED MOHAMED, ABDELAZIZ
MARTINEZ GOMEZ, JOSE IGNACIO MECIA FERNANDEZ, RAMON MOLINA LOPEZ, RAFAEL
MARTINEZ GOMEZ, RAFAEL MEDINA VALLES, JUAN CARLOS MOLINA LUCAS, MARIA ALMUDENA
MARTINEZ PEÑARRUBIA, JOSE CARLOS MENA JUEZ, FRANCISCO MOLLEJA BELLO, MARIA CARMEN
MARTINEZ PEREZ, JOSE FRANCISCO MENDEZ BANDERAS, LUIS FELIPE MOLPECERES MOLPECERES, ANGEL
MARTINEZ PEREZ, JOSE MARIA MENDIVIL LAGUARDIA, JOSE LUIS MOLSAN INMOBILIARIA 2000, S.L.
MARTINEZ PICO, MARCELINO CRISTOBAL MENDOZA VAZQUEZ, MACARENA MONGE GARCIA, REYES
MARTINEZ PUJANTE, ALFONSO MERA PARDO, FRANCISCO JAVIER MONROY CABAÑAS, JULIAN
MONSALVEZ SEGOVIA, MARIA PILAR MORODO PASARIN, PURA NERAMA DE SERVICIOS, S.L.
MONSERRAT OBRADOR, RAFAEL MOROTE ESPADERO, RAFAEL NERVION AGENCIA DE VALORES 2003, S.A.
MONTAÑA MARTINEZ, ANTONIO MORUNO AMAYA, MARIA DEL CARMEN NEXUM SERVICIOS INTEGRALES PARA CANALES COMERCIALES, S
MONTE AZUL CASAS, S.L. MOSCHONIS TRASCASAS, PEDRO NIETO FERNANDEZ, OSCAR RUBEN
MONTEAGUDO NAVARRO, MARIA MUIÑO DIAZ, MARIA DEL MAR NIETO GARCIA, MARIA CELESTE
MONTES SADABA, FRANCISCO JAVIER MULA SALMERON, ANTONIO JOSE NISTAL PEREZ, FIDEL
MONTESINOS LOREN, MARIANO MULTIGESTION SUR, S.L. NOE GARCIA RODRIGUEZ, S.L.
MONTESINOS CONTRERAS, VICENTE MUÑOZ BERZOSA, JOSE RAMON NOECOR INVERSIONES, S.L.
MONTIEL GUARDIOLA, MARIA JOSEFA MUÑOZ BONET, JOAQUIN BERNARDO NOU ARAUCO, S.L.
MONTORI HUALDE ASOCIADOS, S.L.L. MUÑOZ BUSTOS, JOSE LUIS NOVAGESTION MARINA BAIXA, S.L.
MOR FIGUERAS, JOSE ANTONIO MUÑOZ MOLIO, JOSE NUÑEZ MAILLO, VICENTE JESUS
MORA LOPEZ, MARIA TRINIDAD MUÑOZ PEINADO, LUIS DIONISIO NUÑO NUÑO, AZUCENA
MORALES GUZMAN, ASCENSION MUÑOZO CHAMORRO, NARCISO ODIMED CONSULTORIA SERVICIOS, S.L.
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MORANTE E INCLAN, S.L. MUR CEREZA, ALVARO JESUS ODNODER HAUS, S.L.
MORENO ABATI, ENRIQUE JUAN MURGA CANTERO, RUBEN OFICINA SUPORT, S.L.
MORENO AVILA, MARIA MURILLO FERNANDEZ, MARIA PAZ OFICINAS ADMINISTRATIVAS FELIX, S.L.
MORENO CAMPOS, JOAQUIN MURO ALCORTA, MARIA ANTONIA OFICINAS EMA, S.L.
MORENO CARNASA, ROSA MARIA MUZAS BALCAZAR, JESUS ANGEL OLABE GARAITAGIOTIA, MARIA ELENA
MORENO DEL PINO, NICOLAS NACHER NAVARRO, MARIA VANESSA OLAIZ ASESORES, S.L.
MORENO DOMINGO ASESORES, S.L. NADALES REDONDO, FERNANDO OLALDE GOROSTIZA, LEONCIO LUIS
MORENO PUCHOL, JOSE LUIS NASH ASESORES, S.L.U. OLCADIA INVERSIONES, S.L.
MORERA GESTIO EMPRESARIAL, S.L. NAVARRO GONZALO, JESUS OLIVA PAPIOL, ENRIQUE
MORERA & VALLEJO FINANCIEROS, S.L. NAVARRO MORALES, JOAQUIN OLIVARERA DEL TRABUCO, S.C.A.
MORGA GUIRAO, MARIA PILAR NAVARRO UNAMUNZAGA, FRANCISCO JAVIER OLIVER GUASP, BARTOLOME
MORILLO MUÑOZ, C.B. NEGOCONT BILBAO 98, S.L. OLMEDO APARICIO, CARLOS
OMEGA GESTION INTEGRAL, S.L. PADILLA MOLINA, MARIA PEROLADA VALLDEPEREZ, ANDRES
OMF ASESORES, S.L. PADILLA ORTEGA, GENOVEVA PERUCHET GRUP CONSULTOR D'ENGINYERIA, S.C.P.
OPTIMA PREVISION, S.L. PAGISEGUR, S.L. PIÑOL & PUJOL ASSESSORIA D'EMPRESES, S.L.
OPTIMA SAT, S.L. PAJARES ESTEBAN, ANA MARIA PIRACES INVERSIONES, S.L.
ORDEN MONTOLIO, SANDRA DE LA PALAU CEMELI, MARIA PILAR PIREZ BAEZ, LUIS JORGE
ORDOYO CASAS, ANA MARIA PALAU DE NOGAL, JORGE IVAN PISONERO PEREZ, JAVIER
OREMFI LEVANTE, S.L. PANADES TOCINO, PEDRO ALEJANDRO PIZA PROHENS, BARTOMEU ANTONI
ORENES BASTIDA, JUAN MANUEL PANO MAYNAR, ENRIQUE PLA NAVARRO, EMILIA
ORGANIZACIÓN DE PRODUCTORES PESQUEROS DE SANT CAR PARADA TRAVESO, IVAN JOSE PLAMBECK ANDERL, WALTER
ORIBIO ASESORES, S.L. PARDINES GARCIA, ANTONIO PLANELLS ROIG, JOSE VICENTE
ORIENTA CAPITAL AGENCIA DE VALORES, S.A. PAREDES VERA, GRACIA PLANO IZAGUIRRE, JOSE DANIEL
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ORRIOLS GESE, JORDI PASOCORRECTO, S.L. PLASENCIA DARIAS, FRANCISCO REYES
ORTIZ I SIMO ASSESSORS, S.L. PEDEVILLA BURKIA, ADOLFO PONCE VELAZQUEZ, JOSEFA
ORTUÑO CAMARA, JOSE LUIS PEDROSILLO SANCHEZ, CARLOS PORTAL MURGA, LEONARDO
OTTESA FISCAL ASSOCIATS, S.L. PELAEZ REINAL, GONZALO PORTO PEDROSA, RUBEN
OVB ALLFINANZ ESPAÑA, S.L. PELLICER LUENGO, SALVADOR POUS ANDRES, JUAN
OVB ALLFINANZ ESPAÑA, S.L. PENA DIAZ, JOSE MANUEL POZA SOTO INVESTIMENTOS, S.L.
PABLOS MUÑOZ, MARIA JESUS PEÑA NAVAL, JESUS PRADILLO CONSULTORES, S.L.
PRATS COSTA, VALERIANO R. & J. ASSESSORS D' ASSEGURANCES ASEGUR XXI, S.L. REYES BLANCO, RAFAEL
PRESTACION DE SERVICIOS Y ASESORAMIENTO EN GENERAL YRACA INVERSIONES Y GESTION, S.L. REYES CARRION, JUAN CARLOS
PRETERSA, S.L. RAFAEL BORDERAS Y ASOCIADOS, S.L. REYES E HIJOS ASESORES, S.L.
PRIETO BENEITEZ, VICTOR JESUS RAMIREZ RUBIO, JOSE RAMON REYMONDEZ , S.L.
PRIETO RICO, MAURO RAMIREZ TORNES, ALAIN LAZARO RIBERA AIGE, JOSEFA
PRIETO RODRIGUEZ , JOSE MANUEL RAMIREZ Y ZAMBRANO, C.B. RIBES ESTRELLA, JOAN MARC
PRIMALANI DARYANANI, LALITKUMAR NARAIN RAMOS LAZARO, MIGUEL ANGEL RINCON GARCIA, FRANCISCO
PRIMICIA AZPILICUETA, ALEJANDRO RAMOS ROMERO, JUAN JESUS RINCON GUTIERREZ, MARIA PILAR
PROCESOS Y SOLUCIONES BARAKALDOKO, S.L. RANEDO VITORES, MARIA MILAGROS RIO RODRIGUEZ, MARIA VICTORIA
PROMOCIONES BOHNWAGNER, S.L. RAVELO RAMIREZ, JUAN ALFONSO RIOLOBOS GALLEGO, MERCEDES
PROYECTOS INTEGRALES FINCASA, S.L. REAMOBA, S.L. RIPOLL MONTAÑANA, MARIA EUGENIA
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PUENTE & B GESTION INTEGRAL, S.L. REBATE GALLEGO, JUAN JOSE RIVAS ANORO, FERNANDO
PUENTE DEL NIDO, JORGE REBOIRO MARTINEZ-ZAPORTA, LUIS RIVAS FERNANDEZ, RAFAEL
PUERTA DE ATOCHA ASESORES, S.L. REBOLLO CAMBRILES, JUAN ROMAN RIVAS RIVAS, PABLO
PUERTOLLANO GESTION FINANCIERA, S.L. REDONDO BERDUGO, MARIA DE LOS ANGELES RIVERA GARCIA, ROSARIO MARIA
PUJOL HUGUET, AMADEU REGLERO BLANCO, MARIA ISABEL ROALGA GESTION DE RIESGOS, S.L.
PUNTO 2000 ASESORES, S.L.L. REIFS PEREZ, MANUEL ROBHER ASESORES, S.L.
PYME BUSSINES TWO, S.L. REINA GARCIA, ANA ESTHER ROCA SANS, LUIS
PYME'S ASESORIA, S.L. RELAÑO CAÑAVERAS, CRISTOBAL ROCHE BLASCO Y ROCHE ASESORES, S.L.
QUERO GUTIERREZ, CARIDAD REMON ROCA, RAMON TOMAS RODES BIOSCA, CARLOS RAFAEL
QUILEZ CASTILLO, EDUARDO RENTABILIDAD VALOR Y UTILIDAD, S.L. RODRIGO TORRADO, JUAN JOSE
QUINTANA GALLEGO, PATRICIO RENTEK 2005, S.L. RODRIGUEZ ALVAREZ, JOSE ANTONIO
QUINTERO GONZALEZ, JOSE FERNANDO REY DE LA BARRERA, MANUEL RODRIGUEZ GALVAN, MARIA
RODRIGUEZ LLOPIS, MIGUEL ANGEL RUBIO BERNARDEAU, ANTONIA MILAGROSA SAINZ TAJADURA, MARIA VICTORIA
RODRIGUEZ LOPEZ, JOSE ENRIQUE RUBIO SIERRA, FRANCISCO JOSE SAINZ Y ASOCIADOS, S.L.
RODRIGUEZ NAVARRO, XAVIER RUEDA LOBO, CARLOS MIGUEL SAINZ-EZQUERRA LANAS, SANTIAGO
RODRIGUEZ SANCHEZ, MARCOS RUIZ ASESORES, S.C. SAIZ SEPULVEDA, FRANCISCO JAVIER
RODRIGUEZ VAZQUEZ, MARIA RUIZ AYUCAR Y ASOCIADOS, S.L. SALA AZORIN, AURORA
RODRIGUEZ Y RECHI ASOCIADOS, S.L. RUIZ BIOTA, ANA BELEN SALADICH OLIVE, LUIS
ROGADO ROLDAN, ROSA RUIZ CASAS, JUAN BAUTISTA SALES HERNANDEZ, JOSE
ROGNONI NAVARRO, CONCEPCION BARBARA RUIZ DEL RIO, ROSA MARIA SALMEAN VINACHES, CESAR JAVIER
ROIG FENOLLOSA, JUAN BAUTISTA RUIZ ESCALONA, ANTONIO SALMON ALONSO, JOSE LUIS
ROIG MONTANER, GUILLERMO VICENTE RUIZ MORENO, EVA SALVIA FABREGAT, M. PILAR
ROIG SERRA, TERESA RUIZ TARI, ROGELIO SALVO POMAR, JESUS MANUEL
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ROJAS ALBENDIN, S.L. RUIZ-ESTELLER HERNANDEZ, GUSTAVO SAMPEDRO RUNCHINSKY, MARCOS IGNACIO
ROJAS TRONCOSO, PEDRO S & B ADVOCATS, C.B. SANCHEZ CASTILLO, CONSOLACION ESTHER
ROLDAN SACRISTAN, JESUS HILARIO S.A.G. MEN, S.L. SANCHEZ CRUZ, JOSEP MARIA
ROMALDE CORRAL, SUSANA S.C.L. ECONOMISTAS CANARIOS SANCHEZ ELIZALDE, JUAN FRANCISCO
ROMAN BERMEJO, MARIA ISABEL S.M. ASESORES ARAÑUELO, S.L. SANCHEZ GARCIA, EZEQUIEL
ROMEO GARCIA, JOSE ANTONIO SABATE NOLLA, TERESA SANCHEZ GARCIA, YOLANDA
ROMERO MEGIAS, MARIA TERESA SABES TORQUET, JUAN CARLOS SANCHEZ HERNANDEZ, Mª BELEN
ROMERO MENDEZ, JUAN ANTONIO SACHEL 82, S.L. SANCHEZ LOPEZ, MIGUEL
ROSSELLO TORRES, MARIA SAENZ ARMAS, VERONICA SANCHEZ NUEZ, JOSE ANTONIO
ROTGER LLINAS, DANIEL SAEZ SAUGAR, ALEJANDRO JOSE SANCHEZ PICCHI, JULIO
ROY ASSESSORS, S.A. SAEZ ABOGADOS, S.L. SANCHEZ RICO JIMENEZ, ANGEL
ROYO RUIZ, JOSE LUIS SAEZ LOPEZ, DANIEL SANCHEZ RODRIGUEZ, Mª TERESA CARMEN
ROYO GARCIA, FRANCISCO JAVIER SAFE SERVICIOS DE ASESORAMIENTO FISCAL DE LA EMPRE SANCHEZ ROMERO, BENITO
ROYO POLA, ANA CARMEN SAFIN 2062, S.L. SANCHEZ SAN VICENTE, GUILLERMO JESUS
SANCHEZ SECO VIVAR, CARLOS JAVIER SEGUROS E INVERSIONES DEL CID & VILLAFAINA, S.L. SIERRA FERNANDEZ, S.C.
SANTAMANS ASESORES LEGALES Y TRIBUTARIOS, S.L. SENDRA TOSTADO, FELIPE DE JESUS SILJORINE, S.L.
SANTAMARIA DEL MORAL, ANTONINO SENTENCIA, S.L. SILLERO MARQUEZ & ASOCIADOS, S.L.
SANTANA RAMOS, ENCARNACION MARIA SERCOM ARAGON S.XXI, S.L. SIMON BENITO, JOSE JUAN
SANTOS CARBAYO, MARIA JESUS SERJACAT, S.L. SINVER CONSULTIORIA PROFESIONAL, S.L.
SANTOS ELORDUY, ESTIBALIZ SERRANO DOMINGUEZ, FRANCISCO JAVIER SISTEMA ASESORES FERROL, S.L.
SANTOS HERRERA, MERCEDES SERRANO ROJAS, JOSE MANUEL SISTEMAS INTEGRADOS DE GESTION PARA LA EMPRESA ANDALUZ
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SANTOS MACIAS, MARIA ESTHER SERRANO CAPILLA, VICENTE SIVERIO GARCIA, HILDA MERCEDES
SANTOS RACHON, MANUEL SERRANO QUEVEDO, RAMON SOCIAL ORGANIZACIÓN INTEGRACION DISCAPACITADOS
SANTOS ROMAN, MARIA NURIA SERRANO RODRIGUEZ, RAFAEL SOCIEDAD ASESORAMIENTO CEVI CONSULTING, S.L.
SANZ CALDERON, FRANCISCO JAVIER SERTE RIOJA, S.A.P. SOCIEDAD CONSULTORA DE ACTUARIOS, S.C.A.
SANZ EMPERADOR, JESUS ANGEL SERVEIS ADMINISTRATIUS ALT CAMP, S.L. SOCIEDAD COOPERATIVA AGRARIA SAN ANTONIO ABAD
SANZ VIDAL, GUILLERMO SERVEIS FINANCERS DE CATALUNYA, S.L. SOCIEDAD COOPERATIVA AGRICOLA NTRA SRA DEL CARMEN
SARDA ANTON, JUAN IGNACIO SERVEIS FINANCERS PALAFRUGELL, S.L. SOCIEDAD COOPERATIVA ANDALUZA OLIVARERA LA PURISIMA
SARDINERO CAMACHO, JAIME SERVICES BUSSINES ALONSO, S.L. SOCIEDAD COOPERATIVA NTRA SRA DE LOS REMEDIOS
SARRI SOLE, FRANCESC XAVIER SERVICIOS ALAVESES FISCALES, S.L. SOCIEDAD DE INTERMEDIACION DE ACTIVOS EXTREMADURA, S.L.
SARRIO TIERRASECA, LEON SERVICIOS FINANCIEROS AZMU, S.L. SOCIEDAD DE INVERISONES, C.B.
SASTRE & MASNOU, S.L. SERVICIOS FINANCIEROS JUGASA, S.L. SOLER SERRANO, MIGUEL ANGEL
SAURA MARTINEZ, PEDRO SERVICIOS INTEGRALES AC, S.L. SOLONKA INVERSIONES Y FINANZAS, S.L.
SAYAGO REINA, ANTONIO SERVICIOS Y ASESORAMIENTO LEYVA, S.L. SOLUCIONES FISCALES DE GALICIA, S.L.L.
SCG SERVICIOS DE CONSULTORIA GENERALES, S.L. SERVIGEST GESTION EMPRESARIAL, S.L. SOLUCIONES INTEGRALES DE EMPRESAS ALONSO, S.L.
SCP CONSULTORES R. BOBILLO, S.L. SEVILLANO MARTINEZ, JUAN SORIANO ORTEGA, MARIA SAMPEDRO
SECO FERNANDEZ, LUIS ALBERTO SHIRELA FINANCE, S.L. SORIANO RUIZ, MARIA DOLORES
SOSA LOZANO, JOSE RAUL TIO & CODINA ASSESSOR D'INVERSIONS, S.L. URRESTI SERBITZUAK, S.L.
SOTO SALGUERO, MANUEL TOGARING, S.L. V & B ASESORES INTEGRALES Y PATRIMONIALES, S.C.
SPI SERVICIOS JURIDICOS EMPRESARIALES, S.L. TOLEDO ANDRES, RAFAEL V.S. SERVICOS JURIDICOS, S.L.
SUAREZ CAMPOS, ALEJANDRO TOMAS SECO ASESORES, S.L. VADILLO ALMAGRO, MARIA VICTORIA
SUAREZ GARRUDO, JUAN FRANCISCO TORRECILLAS BELMONTE, JOSE MARIA VALCARCEL LOPEZ , ALFONSO A
SUAREZ GUTIERREZ, PABLO TORRES BONACHE, MARIA DEL CARMEN VALCARCEL GRANDE, FRANCISCO JAVIER
SUAREZ RODRIGUEZ, ASCENSION TORRES CALVO, AGUSTIN VALENCIA PROJECT MANAGEMENT, S.L.
SUAREZ RODRIGUEZ, Mª DEL CARMEN TORRES MONTEJANO, FELIX VALENCIA TRENADO, MANUEL RODRIGO
163
SUBCONTAB, S.L. TORRICO Y SALMERON, S.C. VALIENTE GARCIA, Mª CARMEN
SUGRAÑES ASSESSORS, S.L. TORRIJOS GINESTAR, MARIA ROSA VALLE PRIETO, VITAL CELSO
T.G.A. GRUP-49, S.L. TOVAR GELABERT, MARIA ENCARNACION VALLVE FORNOS, SALVADOR
TABORGA ONTAÑON, ANTONIO JOAQUIN TRAMITES FACILES SANTANDER ASESORES Y CONSULTORE VALOR AFEGIT OSONA, S.L.
TARRACO FORMAGEST AEH, S.L. TRUJILLO RODRIGUEZ, MANUEL JESUS VAZ FERNANDEZ, JUAN BENITO
TAX FIDES, S.L.P. TUGUI COMPANY HCA, S.L. VAZQUEZ DIEGUEZ, JOSE ANDRES
TEBAR LILLO, JULIO JAVIER TUÑON GARCIA, JOSE GIL VAZQUEZ FIGUEIRAS, JULIA
TECFIS, S.L. TURBON ASESORES LEGALES Y TRIBUTARIOS, S.L. VEGA & ASOCIADOS, S.C.C.L.
TECNICOS AUDITORES CONTABLES Y TRIBUTARIOS EN SERVIC TUSQUELLAS CARREÑO, ALBERTO VEGA CASTRILLO, FRANCISCO JAVIER
TEGA PROMOCIONES E INVERSIONES, S.L. TXIRRIENA, S.L. VEGA VEGA, ANTONIO DOMINGO
TEJEDOR & ASOCIADOS ABOGADOS, S.L. UBK PATRIMONIOS, S.L. VEIGUELA LASTRA, CARLOS MARIA
TIGALMA , S.L. UGARTE ASOCIADOS SERVICIOS EMPRESARIALES, S.L. VELASCO GONZALEZ, JOSE
TINAQUERO HERRERO, JULIO ANTONIO URIAGUERECA CARRILERO, FRANCISCO JAVIER VELASCO ROCA, IGNACIO
164
VIDAL JAMARDO, LUIS RAMON ZARATE IBARRA, TEODULO LORENZO
165
APPENDIX XIII. Balance Sheet of Banco de Crédito Local de España, S.A. (Unipersonal) and BBVA
Factoring E.F.C., S.A. (Unipersonal)
BANCO DE CRÉDITO LOCAL DE ESPAÑA, S.A.U.
Thousands Thousands
ASSETS of Euros LIABILITIES AND EQUITY of Euros
CASH AND BALANCES WITH CENTRAL BANKS 216,651 FINANCIAL LIABILITIES HELD FOR TRADING 86,186
FINANCIAL ASSETS HELD FOR TRADING 104,439 Deposits from central banks -
Loans and advances to credit institutions - Deposits from credit institutions -
Loans and advances to customers - Customers deposits -
Debt securities - Debt certificates -
Equity instruments - Trading derivatives 86,186
Trading derivatives 104,439 Short positions -
Memorandum item: Loaned or advanced as collateral - Other financial liabilities -
OTHER FINANCIAL ASSETS DESIGNATED AT FAIR VALUE THROUGH OTHER FINANCIAL LIABILITIES DESIGNATED AT FAIR VALUE THROUGH
PROFIT OR LOSS - PROFIT OR LOSS -
Loans and advances to credit institutions - Deposits from central banks -
Loans and advances to customers - Deposits from credit institutions -
Debt securities - Customer deposits -
Equity instruments - Debt certificates -
Memorandum item: Loaned or advanced as collateral - Subordinated liabilities -
AVAILABLE-FOR-SALE FINANCIAL ASSETS 2,376,983 Other financial liabilities -
Debt securities 2,376,983 FINANCIAL LIABILITIES AT AMORTIZED COST 10,591,784
Equity instruments - Deposits from central banks -
Memorandum item: Loaned or advanced as collateral 20,057 Deposits from credit institutions 3,369,315
LOANS AND RECEIVABLES 8,278,408 Customer deposits 2,536,519
Loans and advances to credit institutions 255,810 Debt certificates 4,626,370
Loans and advances to customers 8,022,598 Subordinated liabilities -
Debt securities - Other financial liabilities 59,580
FAIR VALUE CHANGES OF THE HEDGED ITEMS IN PORTFOLIO HEDGES OF
Memorandum item: Loaned or advanced as collateral - INTEREST RATE RISK -
HELD-TO-MATURITY INVESTMENTS - HEDGING DERIVATIVES 440,308
Memorandum item: Loaned or advanced as collateral - LIABILITIES ASSOCIATED WITH NON-CURRENT ASSETS HELD FOR SALE -
FAIR VALUE CHANGES OF THE HEDGED ITEMS IN PORTFOLIO HEDGES OF
INTEREST RATE RISK - PROVISIONS 22,054
HEDGING DERIVATIVES 214,013 Provisions for pensions and similar obligations 20,020
NON-CURRENT ASSETS HELD FOR SALE 27,400 Provisions for taxes and other legal contingencies -
INVESTMENTS - Provisions for contingent exposures and commitments 264
Associates - Other provisions 1,770
Jointly controlled entities - TAX LIABILITIES 17,137
Subsidiaries - Current 17,137
INSURANCE CONTRACTS LINKED TO PENSIONS 5,477 Deferred -
TANGIBLE ASSETS 983 OTHER LIABILITIES 8,634
Property, plants and equipment 983 TOTAL LIABILITIES 11,166,103
For own use 983
Other assets leased out under an operating lease - STOCKHOLDERS’ FUNDS 333,175
Investment properties - Common Stock 151,043
Memorandum item: Acquired under financial lease - Issued 151,043
INTANGIBLE ASSETS - Less: Unpaid and uncalled -
Goodwill - Share premium 10,662
Other intangible assets - Reserves 84,582
TAX ASSETS 86,681 Other equity instrum ents -
Current 459 Equity component of compound financial instruments -
Deferred 86,222 Other equity instruments -
OTHER ASSETS 861 Less: Treasury stock -
TOTAL ASSETS 11,311,896 Profit for the year 86,888
Less: Dividends and remuneration -
VALUATION ADJUSTMENTS -187,382
Available-for-sale financial assets -187,382
Cash flow hedging -
Hedging of net investment in a foreign transactions -
Exchange differences -
Non-current assets helf for sale -
Other valuation adjustments -
TOTAL EQUITY 145,793
TOTAL LIABILITIES AND EQUITY 11,311,896
MEMORANDUM ITEM
CONTINGENT EXPOSURES 710,293
CONTINGENT COMMITMENTS 1,001,006
166
BBVA FACTORING, E.F.C., S.A. (Unipersonal)
Thousands Thousands
ASSETS of euros LIABILITIES AND EQUITY of euros
CASH AND BALANCES WITH CENTRAL BANKS 30 FINANCIAL LIABILITIES HELD FOR TRADING -
FINANCIAL ASSETS HELD FOR TRADING - Deposits from central banks -
Loans and advances to credit institutions - Deposits from credit institutions -
Loans and advances to customers - Customers deposits -
Debt securities - Debt certificates -
Equity instruments - Trading derivatives -
Trading derivatives - Short positions -
Memorandum item: Loaned or advanced as collateral - Other financial liabilities -
OTHER FINANCIAL ASSETS DESIGNATED AT FAIR VALUE THROUGH OTHER FINANCIAL LIABILITIES DESIGNATED AT FAIR VALUE THROUGH
PROFIT OR LOSS - PROFIT OR LOSS -
Loans and advances to credit institutions - Deposits from central banks -
Loans and advances to customers - Deposits from credit institutions -
Debt securities - Customer deposits -
Equity instruments - Debt certificates -
Memorandum item: Loaned or advanced as collateral - Subordinated liabilities -
AVAILABLE-FOR-SALE FINANCIAL ASSETS 203 Other financial liabilities -
Debt securities - FINANCIAL LIABILITIES AT AMORTIZED COST 6,384,219
Equity instruments 203 Deposits from central banks -
Memorandum item: Loaned or advanced as collateral - Deposits from credit institutions 6,197,626
LOANS AND RECEIVABLES 6,633,114 Customer deposits -
Loans and advances to credit institutions 85,436 Debt certificates -
Loans and advances to customers 6,547,678 Subordinated liabilities -
Debt securities - Other financial liabilities 186,593
FAIR VALUE CHANGES OF THE HEDGED ITEMS IN PORTFOLIO HEDGES OF
Memorandum item: Loaned or advanced as collateral - INTEREST RATE RISK -
HELD-TO-MATURITY INVESTMENTS - HEDGING DERIVATIVES 3,178
Memorandum item: Loaned or advanced as collateral - LIABILITIES ASSOCIATED WITH NON-CURRENT ASSETS HELD FOR SALE -
FAIR VALUE CHANGES OF THE HEDGED ITEMS IN PORTFOLIO HEDGES OF
INTEREST RATE RISK - PROVISIONS 2,357
HEDGING DERIVATIVES 127 Provisions for pensions and similar obligations 282
NON-CURRENT ASSETS HELD FOR SALE - Provisions for taxes and other legal contingencies -
INVESTMENTS 574 Provisions for contingent exposures and commitments -
Associates 574 Other provisions 2,075
Jointly controlled entities - TAX LIABILITIES 13,102
Subsidiaries - Current 13,102
INSURANCE CONTRACTS LINKED TO PENSIONS 201 Deferred -
TANGIBLE ASSETS 114 OTHER LIABILITIES 3,898
Property, plants and equipment 114 TOTAL LIABILITIES 6,406,754
For own use 114
Other assets leased out under an operating lease - STOCKHOLDERS’ FUNDS 264,402
Investment properties - Common Stock 26,874
Memorandum item: Acquired under financial lease - Issued 26,874
INTANGIBLE ASSETS - Less: Unpaid and uncalled (-) -
Goodwill - Share premium 93,180
Other intangible assets - Reserves 110,254
TAX ASSETS 26,879 Other equity instrum ents -
Current - Equity component of compound financial instruments -
Deferred 26,879 Other equity instruments -
OTHER ASSETS 8,835 Less: Treasury stock -
TOTAL ASSETS 6,670,077 Profit for the year 34,094
Less: Dividends and remuneration -
VALUATION ADJUSTMENTS (1,079)
Available-for-sale financial assets -
Cash flow hedging (1,079)
Hedging of net investment in a foreign transactions -
Exchange differences -
Non-current assets helf for sale -
Other valuation adjustments -
TOTAL EQUITY 263,323
TOTAL LIABILITIES AND EQUITY 6,670,077
MEMORANDUM ITEM
CONTINGENT EXPOSURES -
CONTINGENT COMMITMENTS -
167
APPENDIX XIV. Years in which the dissolved companies: Banco de Crédito Local de España, S.A.
(Unipersonal) and BBVA Factoring E.F.C., S.A. (Unipersonal) acquired the assets subject to
amortization assigned to the Bank in order to be dissolved without going into liquidation.
Previous years 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 TOTAL
168
APPENDIX XV. Glossary
The acquisition cost of the securities less accumulated amortizations, plus interest
Adjusted acquisition cost
accrued, but not net of any other valuation adjustments.
The amortized cost of a financial asset is the amount at which it was measured at initial
recognition minus principal repayments, plus or minus, as warranted, the cumulative
Amortized cost amount taken to profit or loss using the effective interest rate method of any difference
between the initial amount and the maturity amount, and minus any reduction for
impairment or change in measured value.
Assets leased out under operating lease Lease arrangements that are not finance leases are designated operating leases.
Companies in which the Group is able to exercise significant influence, without having
Associates control. Significant influence is deemed to exist when the Group owns 20% or more of
the voting rights of an investee directly or indirectly.
Available-for-sale (AFS) financial assets are debt securities that are not classified as
Available-for-sale financial assets held-to-maturity investments or as financial assets designated at fair value through
profit or loss (FVTPL) and equity instruments that are not subsidiaries, associates or
jointly controlled entities and have not been designated as at FVTPL.
Basic earnings per share Calculated by dividing profit or loss attributable to ordinary equity holders of the parent
by the weighted average number of ordinary shares outstanding during the period
The merger of two or more entities or independent businesses into a single entity or
Business combination
group of entities.
Derivatives that hedge the exposure to variability in cash flows attributable to a
Cash flow hedges particular risk associated with a recognized asset or liability or a highly probable
forecast transaction and could effect profit or loss.
Income and expenses relating to commissions and similar fees are recognized in the
consolidated income statement using criteria that vary according to their nature. The
most significant income and expense items in this connection are:
• Feed and commissions relating linked to financial assets and liabilities measured
at fair value through profit or loss, which are recognized when collected.
Commissions and fees
• Fees and commissions arising from transactions or services that are provided over
a period of time, which are recognized over the life of these transactions or services.
• Fees and commissions generated by a single act are accrued upon execution of
that act.
Current obligations arising as a result of past events, certain in terms of nature at the
balance sheet date but uncertain in terms of amount and/or cancellation date,
Contingencies
settlement of which is deemed likely to entail an outflow of resources embodying
economic benefits.
Possible obligations that arise from past events and whose existence will be confirmed
Contingent commitments only by the occurrence or non-occurrence of one or more uncertain future events not
wholly within the control of the entity.
Transactions through which the entity guarantees commitments assumed by third
Contingent risks
parties in respect of financial guarantees granted or other types of contracts.
Current tax assets Taxes recoverable over the next twelve months.
Corporate income tax payable on taxable profit for the year and other taxes payable in
Current tax liabilities
the next twelve months.
Obligations and other interest-bearing securities that create or evidence a debt on the
part of their issuer, including debt securities issued for trading among an open group of
Debt obligations/certificates investors, that accrue interest, implied or explicit, whose rate, fixed or benchmarked to
other rates, is established contractually, and take the form of securities or book-entries,
irrespective of the issuer.
Taxes recoverable in future years, including loss carryforwards or tax credits for
Deferred tax assets
deductions and tax rebates pending application.
Deferred tax liabilities Income taxes payable in subsequent years.
Post-employment obligation under which the entity, directly or indirectly via the plan,
Defined benefit commitments retains the contractual or implicit obligation to pay remuneration directly to employees
when required or to pay additional amounts if the insurer, or other entity required to pay,
does not cover all the benefits relating to the services rendered by the employees when
insurance policies do not cover all of the corresponding post-employees benefits.
Defined contribution plans are retirement benefit plans under which amounts to be paid
as retirement benefits are determined by contributions to a fund together with
Defined contribution commitments investment earnings thereon. The employer's obligations in respect of its employees
current and prior years' employment service are discharged by contributions to the
fund.
Deposits of all classes, including loans and money market operations, received from
Deposits from central banks
the Bank of Spain and other central banks.
Deposits of all classes, including loans and money market operations received, from
Deposits from credit institutions
credit entities.
169
Redeemable cash balances received by the entity, with the exception of debt
Deposits from customers certificates, money market operations through counterparties and subordinated
liabilities, that are not received from either central banks or credit entities. This category
also includes cash deposits and consignments received that can be readily withdrawn.
This calculation is similar to that used to measure basic earnings per share, except that
the weighted average number of shares outstanding is adjusted to reflect the potential
dilutive effect of any stock options, warrants and convertible debt instruments
outstanding the year. For the purpose of calculating diluted earnings per share, an
entity shall assume the exercise of dilutive warrants of the entity. The assumed
Diluted earnings per share proceeds from these instruments shall be regarded as having been received from the
issue of ordinary shares at the average market price of ordinary shares during the
period. The difference between the number of ordinary shares issued and the number
of ordinary shares that would have been issued at the average market price of ordinary
shares during the period shall be treated as an issue of ordinary shares for no
consideration. Such shares are dilutive and are added to the number of ordinary shares
outstanding in the calculation of diluted earnings per share.
Employees that no longer render their services to the entity but which, without being
Early retirements legally retired, remain entitled to make economic claims on the entity until they formally
retire.
Economic capital Eligible capital for regulatory capital adequacy calculations.
Discount rate that exactly equals the value of a financial instrument with the cash flows
estimated over the expected life of the instrument based on its contractual period as
Effective interest rate
well as its anticipated amortization, but without taking the future losses of credit risk into
consideration.
The residual interest in an entity's assets after deducting its liabilities. It includes owner
Equity or venturer contributions to the entity, at incorporation and subsequently, unless they
meet the definition of liabilities, and accumulated net profits or losses, fair value
adjustments affecting equity and, if warranted, minority interests.
An equity instrument is any contract that evidences a residual interest in the assets of
Equity instruments
an entity after deducting all of its liabilities.
The equity method is a method of accounting whereby the investment is initially
recognized at cost and adjusted thereafter for the post-acquisition change in the
Equity method
Group's share of net assets of the investee, adjusted for dividends received and other
equity eliminations.
Gains and losses generated by currency trading and the differences arising on
Exchange/translation differences translating monetary items denominated in foreign currency to the functional currency,
exchange differences on foreign currency non-monetary assets accumulated in equity
and taken to profit or loss when the assets are sold and gains and losses realized on
the disposal of assets at entities with a functional currency other than the euro.
The amount for which an asset could be exchanged, or a liability settled, between
Fair value
knowledgeable, willing parties in an arm's length transaction.
Derivatives that hedge the exposure of the fair value of assets and liabilities to
Fair value hedges
movements in interest rates and/or exchange rates designated as a hedged risk.
Fees See Commissions, fees and similar items
A financial guarantee contract is a contract that requires the issuer to make specified
payments to reimburse the holder for a loss it incurs because a specified debtor fails to
make payment when due in accordance with the original or modified terms of a debt
Financial guarantees instrument, irrespective of its instrumentation. These guarantees may take the form of
deposits, technical or financial guarantees, irrevocable letters of credit issued or
confirmed by the entity, insurance contracts or credit derivatives in which the entity sells
credit protection, among others.
A financial instrument is any contract that gives rise to a financial asset of one entity
Financial instrument
and to a financial liability or equity instrument of another entity.
Financial liabilities that do not meet the definition of financial liabilities designated at fair
Financial liabilities at amortized cost value through profit or loss and arise from the financial entities' ordinary activities to
capture funds, regardless of their instrumentation or maturity.
• Ιn preparing consolidated financial statements, an entity combines the balance
sheets of the parent and its subsidiaries line by line by adding together like items of
assets, liabilities and equity. Intragroup balances and transactions, including amounts
payable and receivable, are eliminated in full.
• Group entity income statement income and expense headings are similarly combined
Full consolidation line by line into the consolidated income statement, having made the following
consolidation eliminations: a) income and expenses in respect of intragroup
transactions are eliminated in full. b) profits and losses resulting from intragroup
transactions are similarly eliminated.
• The carrying amount of the parent's investment and the parent's share of equity in
each subsidiary are eliminated.
170
This heading reflects fair value changes in financial instruments - except for changes
attributable to accrued interest upon application of the interest rate method and asset
impairment losses (net) recognized in the income statement - as well as gains or losses
Gains or losses on financial assets and liabilities, net
generated by their sale - except for gains or losses generated by the disposal of
investments in subsidiaries, jointly controlled entities and associates an of securities
classified as held to maturity.
Goodwill acquired in a business combination represents a payment made by the
Goodwill acquirer in anticipation of future economic benefits from assets that are not able to be
individually identified and separately recognized.
Hedges of net investments in foreign operations Foreign currency hedge of a net investment in a foreign operation .
Held-to-maturity investments Held-to-maturity investments are financial assets with fixed or determinable payments
and fixed maturity that an entity has the positive intention and ability to hold to maturity.
Financial assets and liabilities acquired or incurred principally for the purpose of selling
or repurchasing them in the near term with a view to profiting from variations in their
prices or by exploiting existing differences between their bid and ask prices.
Held for trading (assets and liabilities)
This category also includes financial derivatives not qualifying for hedge accounting,
and in the case of borrowed securities, financial liabilities originated by the firm sale of
financial assets acquired under repurchase agreements or received on loan (“short
positions”).
Financial assets whose carrying amount is higher than their recoverable value,
Impaired/doubtful/non-performing portfolio
prompting the entity to recognize the corresponding impairment loss
A financial asset is deemed impaired, and accordingly restated to fair value, when there
is objective evidence of impairment as a result of one or more events that give rise to:
1. A measurable decrease in the estimated future cash flows since the initial
Impaired financial assets
recognition of those assets in the case of debt instruments (loans and receivables and
debt securities).
2. A significant or prolonged drop in fair value below cost in the case of equity
instruments.
Dividends and income on equity instruments collected or announced during the year
Income from equity instruments
corresponding to profits generated by investees after the ownership interest is acquired.
Income is recognized gross, i.e., without deducting any withholdings made, if any.
Insurance contracts linked to pensions The fair value of insurance contracts written to cover pension commitments.
Assets, other than financial instruments, under production, construction or
Inventories development, held for sale during the normal course of business, or to be consumed in
the production process or during the rendering of services. Inventories include land and
other properties held for sale at the real estate development business.
The balance of liabilities directly associated with assets classified as non-current assets
Liabilities associated with non-current assets held for sale
held for sale, including those recognized under liabilities in the entity's balance sheet at
the balance sheet date corresponding to discontinued operations.
The technical reserves of direct insurance and inward reinsurance recorded by the
Liabilities under insurance contracts consolidated entities to cover claims arising from insurance contracts in force at period-
end.
Loans and receivables, irrespective of their type, granted to third parties that are not
Loans and advances to customers credit entities and that are not classified as money market operations through
counterparties.
171
Fixed-income securities guaranteed with the mortgage loans for the issuing entity,
Mortgage-backed bonds which, in accordance with current legislation to that effect, are not subject to the
issuance of mortgage bonds.
A non-current asset or disposal group, whose carrying amount is expected to be
realized through a sale transaction, rather than through continuing use, and which
meets the following requirements:
Non-current assets held for sale
a) it is immediately available for sale in its present condition at the balance sheet date,
i.e. only normal procedures are required for the sale of the asset.
b) the sale is considered highly probable.
This heading reflects the increase in equity resulting from various forms of owner
Other equity instruments contributions, retained earnings, restatements of the financial statements and valuation
adjustments.
• Assets and liabilities that are deemed hybrid financial assets and liabilities and for
which the fair value of the embedded derivatives cannot be reliably determined.
• These are financial assets managed jointly with “Liabilities under insurance
contracts” valued at fair value, in combination with derivatives written with a view to
Other financial assets/liabilities at fair value through profit or significantly mitigating exposure to changes in these contracts' fair value, or in
loss combination with financial liabilities and derivatives designed to significantly reduce
global exposure to interest rate risk.
These headings include customer loans and deposits effected via so-called unit-linked
life insurance contracts, in which the policyholder assumes the investment risk.
Own/treasury shares
The amount of own equity instruments held by the entity.
All compensation accrued during the year in respect of personnel on the payroll, under
permanent or temporary contracts, irrespective of their jobs or functions, irrespective of
the concept, including the current costs of servicing pension plans, own share based
Personnel expenses
compensation schemes and capitalized personnel expenses. Amounts reimbursed by
the state Social Security or other welfare entities in respect of employee illness are
deducted from personnel expenses.
Retirement benefit plans are arrangements whereby an enterprise provides benefits for
Post-employment benefits
its employees on or after termination of service.
Buildings, land, fixtures, vehicles, computer equipment and other facilities owned by the
Property, plant and equipment/tangible assets
entity or acquired under finance leases.
The venturer combines and subsequently eliminates its interests in jointly controlled
entities' balances and transactions in proportion to its ownership stake in these entities.
Proportionate consolidation method The venturer combines its interest in the assets and liabilities assigned to the jointly
controlled operations and the assets that are jointly controlled together with other joint
venturers line by line in the consolidated balance sheet. Similarly, it combines its
interest in the income and expenses originating in jointly controlled businesses line by
line in the consolidated income statement.
Provisions include amounts recognized to cover the Group’s current obligations arising
Provisions as a result of past events, certain in terms of nature but uncertain in terms of amount
and/or cancellation date.
Provisions recognized during the year, net of recoveries on amounts provisioned in
Provision expenses prior years, with the exception of provisions for pensions and contributions to pension
funds which constitute current or interest expense.
Provisions recorded to cover exposures arising as a result of transactions through
which the entity guarantees commitments assumed by third parties in respect of
Provisions for contingent exposures and commitments financial guarantees granted or other types of contracts, and provisions for contingent
commitments, i.e., irrevocable commitments which may arise upon recognition of
financial assets.
Constitutes all provisions recognized to cover retirement benefits, including
Provisions for pensions and similar obligation commitments assumed vis-à-vis beneficiaries of early retirement and analogous
schemes.
Accumulated net profits or losses recognized in the income statement in prior years
and retained in equity upon distribution. Reserves also include the cumulative effect of
Reserves adjustments recognized directly in equity as a result of the retroactive restatement of
the financial statements due to changes in accounting policy and the correction of
errors.
A fund that is configured as a separate equity and administered by a management
Securitization fund company. An entity that would like funding sells certain assets to the securitization fund,
which, in turn, issues securities backed by said assets.
The amount paid in by owners for issued equity at a premium to the shares' nominal
Share premium
value.
Financial liabilities arising as a result of the final sale of financial assets acquired under
Short positions
repurchase agreements or received on loan.
Financing received, regardless of its instrumentation, which ranks after the common
Subordinated liabilities
creditors in the event of a liquidation.
172
Companies which the Group has the power to control. Control is presumed to exist
when the parent owns, directly or indirectly through subsidiaries, more than one half of
an entity's voting power, unless, exceptionally, it can be clearly demonstrated that
ownership of more than one half of an entity's voting rights does not constitute control
of it. Control also exists when the parent owns half or less of the voting power of an
entity when there is:
· an agreement that gives the parent the right to control the votes of other
Subsidiaries
shareholders;
· power to govern the financial and operating policies of the entity under a statute or an
agreement; power to appoint or remove the majority of the members of the board of
directors or equivalent governing body and control of the entity is by that board or body;
· power to cast the majority of votes at meetings of the board of directors or equivalent
governing body and control of the entity is by that board or body.
All debt instruments and contingent risks which do not meet the criteria to be classified
individually as non-performing or written-off, but show weaknesses that may entail for
Substandard risk
the entity the need to assume losses greater than the hedges for impairment of risks
subject to special monitoring.
Tax liabilities All tax related liabilities except for provisions for taxes.
Trading derivatives
The fair value in favor of the entity of derivatives not designated as accounting hedges.
Value at Risk (VaR ) is the basic variable for measuring and controlling the Group’s
market risk. This risk metric estimates the maximum loss that may occur in a portfolio’s
market positions for a particular time horizon and given confidence level
VaR figures are estimated following two methodologies:
- VaR without smoothing, which awards equal weight to the daily information for the
Value at Risk (VaR) immediately preceding last two years. This is currently the official methodology for
measuring market risks vis-à-vis limits compliance of the risk.
- VaR with smoothing, which weights more recent market information more heavily.
This is a metric which supplements the previous one.
VaR with smoothing adapts itself more swiftly to the changes in financial market
conditions, whereas VaR without smoothing is, in general, a more stable metric that will
tend to exceed VaR with smoothing when the markets show less volatile trends, while it
will tend to be lower when they present upturns in uncertainty.
173
BANCO BILBAO VIZCAYA ARGENTARIA, S.A.
MANAGEMENT REPORT FOR THE YEAR ENDED
DECEMBER 31, 2010
CONTENTS
3. INCOME STATEMENT……………………………………………………………………………………..3
7. APPLICATION OF EARNINGS…………………………………………………………………...……….5
8. CORPORATE GOVERNANCE……………………………………………………………………………5
13. REPORT REQUIRED BY ARTICLE 116.BIS.OF THE SPANISH SECURITIES MARKET ACT...13
1
BANCO BILBAO VIZCAYA ARGENTARIA, S.A.
MANAGEMENT REPORT FOR THE YEAR ENDED DECEMBER 31, 2010
Banco Bilbao Vizcaya Argentaria, S.A. (hereinafter, the Bank or BBVA) is a private-law entity, subject to the
rules and regulations governing banking institutions operating in Spain. The Bank conducts its business
through branches and offices located throughout Spain and abroad.
The Bank's management report has been prepared based on the individual book and management entries of
Banco Bilbao Vizcaya Argentaria, S.A.
BBVA is the parent company of the BBVA Group (the Group), which is an international diversified financial
group with a significant presence in retail banking, asset management, private banking and wholesale
banking.
The financial information included in this management report is presented in accordance with the criteria
established by Bank of Spain Circular 4/2004, December 22, 2004, International Public and Confidential
Financial Reporting Standards and Financial Statement Models, and their subsequent amendments.
2
inflation, this is forcing the authorities to take further adjustment measures, including a recent rise in interest
rates and increased reserve ratios. Given the determination of the authorities to contain growth and inflation
in order to prevent overheating of the economy, we continue to expect moderate growth, which nevertheless
will reach 10% in 2010. Likewise, new monetary adjustment measures are expected to be taken in 2011 to
check loan growth and control hikes in real estate prices. In this regard, the authorities have publicly
announced their intention to switch to a “prudent” monetary policy.
In terms of exchange rates, there has been a general appreciation of all the currencies that affect the
Group's financial statements, except in the case of the Venezuelan bolivar and the average exchange rate of
the Argentinean peso. During the quarter, the negative differentiation of the euro in the currency markets has
led to widespread appreciation of the most relevant currencies for the Group’s results. In all, the effect of the
exchange rates on both the year-on-year comparison of the Bank’s income statements and on the quarter-
on-quarter performance is positive.
3. INCOME STATEMENT
In 2010, the Bank's pre-tax profit was €3,413 million (€3,448 million in 2009). Net profit was €2,904 million
(€2,981 million in 2009).
The “Administration costs" heading increased from €3.337 million in 2009 to €3,409 million in 2010, mainly
due to the increase in rental costs.
In 2010 gross income was €9,552 million, versus €9,846 million in 2009.
In 2010 the net interest income stood at €5,041 million, versus €6,090 million in 2009.
3
5. THE GROUP'S CAPITAL BASE
Millions of Euros
The BBVA Group’s capital base, calculated according to rules defined in accordance with the Basel II
capital accord, is €42,924 million as of 31 December 2010, 8.8% more than at December 31, 2009, mainly
due to the share capital increase in 2010, and the profits generated but not distributed.
Risk-weighted assets (APR) increased by 7.7% in the period to €313,327 million as of December 31, 2010,
due mainly to the appreciation of currencies on the Group’s non-euro positions. Excess of capital
resources over the 8.0% of risk-weighted assets required by the regulation stood at €17,858 million.
Core capital as of December 31, 2010 stood at €30,087 million, more than €6,906 million higher than the
figure as of December 31, 2009, due primarily to the effect of the capital increase and the withheld
attributable profit. This core capital represents 9.6% of risk-weighted assets, compared with 8.0% as of
December 31, 2009. It is important to note that If the expected effect of the incorporation of Garanti is
included, with €2,107 million for goodwill and €11,780 million for increased RWA, this core ratio would be
8.6%.
Adding preference shares to core capital, Tier I as of December 31, 2010 stood at €33,023 million, 10.5% of
the risk-weighted assets. This is an increase of 117 basis points on the figure as of December 31, 2009.
Preference shares amount to 15.6% of the total core capital (Tier I).
Other eligible capital (Tier II) mainly consists of subordinated debt, latent capital gains and excess generic
provisions up to the limit set forth in regulations. As of December 31, 2010, Tier II stood at €9,901 million,
i.e., 3.2% of risk-weighted assets. The reduction in this ratio on the figure for December 2009 is basically
due to the amortization of subordinated debt instruments over the year and the increase in deductions for
holdings in financial institutions due to the purchase of the additional stake in CNCB.
By aggregating Tier I and Tier II, as of December 31, 2010, the BIS total capital ratio was 13.7%, 15 basis points above
the figure of 13.6% as of December 31, 2009.
4
6. COMMON STOCK AND TREASURY STOCK
Information about share capital and transactions with treasury shares is included in Notes 23 and 26 of the
accompanying financial statements.
In addition, the information relating to Common stock which is required by article 116.bis of the Stock
Markets Act can be found in section 13 of this Management Report.
7. APPLICATION OF EARNINGS
Information about application of earnings is included in Note 3 of the accompanying financial statements.
8. CORPORATE GOVERNANCE
In accordance with the provisions of Article 116 of the Spanish Securities Market Act, the BBVA Group has
prepared the Annual Corporate Governance Report for 2009, which is an integral part of this Management
Report, following the content guidelines set down in Order ECO 3722/2003 dated December 26 and in the
CNMV Circular 4/2007, dated December 27, including a section detailing the degree to which the Bank is
compliant with existing corporate governance recommendations in Spain.
In addition, all the disclosure required by article 117 of the Spanish Securities Market Act, as enacted by Act
26/2003 and by Order ECO 3722/2003 dated December 26, can be accessed on BBVA’s website
(www.bbva.es) in the section entitled “Corporate Governance”.
The information required by Article 116.bis of the Spanish Securities Market Act can be found in section 13
of this Management Report.
9. REPORT ON THE ACTIVITY OF THE CUSTOMER CARE SERVICE AND CUSTOMER OMBUDSMAN
In Spain the Bank has a Customer Care Service in place to manage customer complaints and grievances. In
addition, if a customer is not satisfied with the solution proposed by the Customer Care Service, he or she
has a second line of defense in the Customer Ombudsman.
In accordance with the stipulations of Article 17 of the Ministry for the Economy Order ECO/734/2004, dated
March 11 regarding Customer Care and Consumer Ombudsman departments at financial institutions, and in
line with the Bank’s "Internal Regulations for Customer Protection in Spain" approved by the Board of
Directors of Banco Bilbao Vizcaya Argentaria, S.A. in its meeting of July 23, 2004, the following is a
summary of related activities in 2010:
a) Report on the activity of the Customer Care Service department in 2010
Statistical summary of the grievances and complaints handled in 2010.
The number of customer complaints received by BBVA’s Customer Care Service in 2010 was 6,095, of
which 523 were finally not processed because they did not comply with the requirements of the Ministerial
Order ECO/734. 93.1% of the complaints (5,189 case files) were resolved within the year and 383
complaints had not yet been analyzed as of December 31, 2010.
5
The complaints managed can be classified as follows:
Percentage of
Type of Complaint to the Customer Care Service
Complaints
Assets products 30.8%
Operations 17.9%
Investments - Derivatives 14.8%
Commisions and expenses 14.7%
Customer information 8.9%
Financial and welfare products 4.3%
Collection and payment services 3.8%
Insurance 1.6%
Other 3.2%
Total 100.0%
The complaints handled in 2010, broken down by the nature of their final resolution, are as follows:
The principles and methods used by the Customer Care Service to resolve complaints are based on the
application of the rules on transparency and customer protection and best banking practices. This
department adopts its decisions independently, notifying the various units involved of any actions which
require review or adaptation to the related regulations.
Recommendations or suggestions
In 2010, the Customer Care Service aided in the resolution of a significant number of claims, working closely
with customers in branch offices. This encouraged amicable settlements to disputes which, undoubtedly,
boost customer satisfaction and perceptions of quality. An action plan has also been put in place in order to
improve claim response times.
The Customer Care Service has participated actively in projects and initiatives from the various units,
conveying the criteria issued by the regulators with a view to improving and optimizing the Bank’s processes
and the service it provides to its customers.
6
The grievances and complaints handled are classified in the table below in line with the criteria established
by the Claims Service of the Bank of Spain in its half-yearly requests for information:
Number of
Type of Complaint
Complaints
Assets operations 602
Investment services 423
Liabilities operations 270
Other banking products (cash, ATM, etc.) 111
Collection and payment services 102
Insurance and welfare products 78
Other 223
Total 1,809
The details of the files resolved in 2010, broken down according to their final resolution, were as follows:
Number of
Final Resolution
Complaints
In favor of the person submitting the complaint 70
Partially in favor of the person submitting the complaint 888
In favor of the BBVA Group 765
Total 1,723
Based on the above, it can be concluded that more than 53% customers bringing a complaint before the
Customer Ombudsman were in some way satisfied, either as a consequence of the final resolution of the
Ombudsman or because of its role as mediator between the customer and the Bank.
The Customer Ombudsman's decisions are based on current legislation, the contractual relationships in
place between the parties, current standards on transparency and customer protection, on best banking
practices and, especially, on the principle of equity.
The independent nature of the role of the Customer Ombudsman is essential and is a required to earn the
trust of the institution’s clientele. The decisions handed down by the Ombudsman in favor of the customer
are binding on BBVA.
Recommendations or suggestions
Among the various initiatives implemented by the Entity at the behest of the Ombudsman in 2010, we would
highlight the following:
- On behalf of the Ombudsman, the corresponding departments have been notified of suggested ways
to improve the Bank’s claims processes in order to improve and increase satisfaction with the
Customer Care Service; some of these will be adopted over the coming year.
- Special monitoring of contractual compliance with requirements imposed by MiFID Directive
regulations was made.
- Operational recommendations to improve the customer service and defense system, as regards the
implementation of the electronic signature.
- Recommendations have been made on adapting the product profile to the customer profile, on
advertising and advertising messages, and on streamlining the process of wills.
- Bank representatives are in constant contact and meet regularly with the Claims Services of the
Bank of Spain, the CNMV and the Spanish General Directorate of Insurance and Pension Funds, all
7
with a common goal of harmonizing criteria and fostering more robust customer protection and
security.
Customers not satisfied with the resolution of the Customer Ombudsman can appeal before the Bank of
Spain, the CNMV or the Spanish General Directorate of Insurance and Pension Funds. The Ombudsman
always informs the customers of this option.
In 2010, 218 claims were filed against BBVA, S.A. by clients. (12% of those processed) before the various
public institutions, which were processed in the Office of the Ombudsman previously.
8
Development of virtual banking
In 2010, the BBVA Group made significant efforts to improve accessibility in non-presential channels. These
efforts will continue throughout 2011 with the firm commitment to ensure that all our websites have an
accessibility level of at least AA based on the standards defined by W3C.
Adaptation of the Internet Channel websites to Web 2.0 technologies was completed. These technologies
offer a number of benefits to the customers, such as better user experience, greater customization capacity
and functionalities better adapted to day-to-day needs.
As far as the Cell Phone Channel is concerned, new developments for intelligent terminals or smartphones
have been added to the existing SMS and bbva.mobi services, which offer the customer a better user
experience in mobility.
Transformation of the distribution model
Consolidation of the multi-channel distribution model and of commercial management truly focused on the
customer have been the goals pursued by two of the most relevant initiatives in 2010, in terms of evolution of
the physical distribution model: the creation of a Contact Center Global and an original Sales Network
Objectivation system based on “Customer Centric” models.
Transformation of the Contact Center Model was proposed to define the common operation systematics of
the Group’s contact centers, integrating them into the multi-channel customer management processes using
a transversal work team in which all the Business Units and Technology participate in order to define their
future vision.
The Objectivation and Incentive Model is a key lever for transformation towards customer-centric
management. Given the Group’s diversity, this project, which will yield its first results in 2011, will identify
“winner” models for each geography and network, supporting the growth process of the Group’s Strategic
Plan over the next five years.
Marketing and customers
In order to guarantee global implementation of the corporate principle of “customer centric” and be able to
grow, distinguish ourselves and be recognized by our customer orientation, in 2010 we worked basically on
the evolution of the commercial intelligence and customer research disciplines, on the development of
marketing strategies aimed at building new commercial highways in the digital world, and on the global
quality, satisfaction and customer care model.
Once the capacity to extract customer insight in various segments and through various types of research
has been established, the traditional marketing concept needs to be evolved towards strategic marketing,
which is capable of analyzing customer needs and aspirations in a segmented way, in order to develop
solutions and experiences in a competitive manner.
In this regard, work has been carried out to define the strategic segments, go more deeply into customer
insight, identify the current situation of the business units, establish the requirements for developing
solutions and experiences, and define a strategic action plan.
In parallel, the digital marketing discipline has been launched in order to strengthen new forms and
channels of communication with the customer: e-mail marketing, social networks, cell phone marketing, on
site marketing, etc.
In terms of quality and customer care, the complaint management reference model has been aligned
with the Group’s new Differentiation Plan focused on the customer –customer centric– as its guiding
principle.
New customer experience analysis processes have also been developed, based on IReNe -Net
Recommendation Rate-, which make it possible to measure and increase customer satisfaction, as well as
transform the customer’s experience at critical moments using thousands of surveys aimed at assessing
BBVA, as a financial institution, and its products and distribution channels.
These processes have been implemented in Spain and Portugal, Mexico, South America and the United
States.
9
Transformation of branch processes
With strong contribution to branch transformation, a number of initiatives have been developed: First
Contact Sale –improvement of the binding offer ratio during the first contact with the customers–, for the
main products contracted by individual customers, Framework Contract, which develops multi-product
clauses to simplify as far as possible subsequent contracts with the same customer through any channel,
product catalog purging, or the development of a structural model for measuring “hidden” servicing
(MAR), which enables the activity carried out at the branch to be analyzed by function and categorize it
homogeneously throughout the Group in order to increase in 2011 at least by 10% the time allocated to
selling and reduce by 30% the time that managers devote to other types of activity.
In addition, work has been carried out to reduce branch reporting, thus making their daily activity easier
and improving the conditions for better commercial dedication.
Moreover, other initiatives have been launched aimed at improving and simplifying the Group’s way of
operating:
Simplification of the budget and procurement process for improving budget-related dialog with
the Business Units, reducing current granularity and simplifying authorization circuits.
Standardization of criteria and procedures for the outsourcing of activities, as well as the
contribution of Best Outsourcing Practices to the Group.
Other initiatives related to effective and efficient presentations, mail streamlining, meeting
optimization, etc.
Technology and operations
In 2010, technology and operations at BBVA evolved according to the Strategic Plan 2007-2010 and
progressed in line with the increased efficiency envisaged in its various areas:
Technology and Operation: significant progress has been made in service industrialization, reaching
virtualization ratios at the branches of 45:1, i.e., the applications of 45 office positions are being run
on each virtual server, resulting in considerable management and maintenance saving and in
reductions in response times in the event of breakdowns. This measure has been complemented
with the deployment of the “Todomovil” project, which offers branches the possibility of
communicating in an ubiquitous manner, thus separating the activity from the physical work position.
The “Mainframe Downsizing” project has also been implemented, which will enable back-office
systems to evolve towards new technologies in the coming years.
Design and Development: continuing with the development of the BBVA Platform, progress has
been made in many commercial functionalities which improve the manager’s agenda management
and cross-selling of products and services. Major progress has also been made in the development
of the new on-line banking, which has been described by Forrester as a benchmark in proper use of
the so-called Web 2.0. Finally, the design of the future WB&AM technological platform has begun,
which will increase its functionalities in a disruptive manner in the coming years.
Operations and Production: the new Operations Model based on service industrialization through the
OpPlus centers and new technologies has been consolidated, generating €14 million in saving this
year, a figure which is expected to increase as the model is deployed in all geographies. An
expansion plan has been put in place to make the most of the model’s potential.
The new Strategic Plan 2011-2015 has been designed, which proposes new internal goals to make a new
quantitative and qualitative leap in the area’s results that will enable a new frontier of excellence to be
reached:
Strengthening its role as the Group’s main driving force for transformation through large technology
projects (new technology projects to respond to the expansion plans of the Business Areas, USA
Platform, WB&AM platform…) which constitute the BBVA of the 21st century.
Transforming its production and delivery model to be able to solve the equation of having to do
“much more” with “more quality, more flexibility and more efficiency”.
10
Development and coordination of Innovation and Technology
Finally, the Area is responsible for coordinating the Group’s Growth and Differentiation Plan, support to the
Business Continuity function and Global Management of Fraud risk.
In order to coordinate the Group’s Growth and Differentiation Plan, which has been defined for the next five
years, a Global Project Office has been created, aimed at strengthening the Plan, supporting the definition
and monitoring of corporate metrics, and collaborating in cultural evolution initiatives and in the associated
Communication Plan.
The Business Continuity area has redefined 128 continuity plans in 25 countries. Some of them were
activated during the year, such as in the case of snowstorms in Spain, etc.
Being aware that Business Continuity also has a major systemic derivative, BBVA continues to actively
promote the creation of collaboration and exchange areas for best business practices with other financial
institutions, regulatory and supervisory authorities, and other sectors through participation and support in
institutions and platforms created for this purpose in various countries, such as CECON (Spanish Business
Continuity Consortium) in Spain.
2010 saw the consolidation of the Global Management of Fraud Risk function in the BBVA Group, with a
parallel gradual evolution towards its integral management in virtually all countries and businesses in which
the Group is present. The first internal forum on Fraud Risk took place, setting out the Group’s best practices
and the trends in this area, and which in turn established the bases for the development of global plans. In
addition, the publication of the BBVA Group’s Anti-fraud Program helped to strengthen the function.
• Ongoing improvement in its ability to identify and manage the environmental risks incidental to
BBVA's financing and investment activities
• Eco-efficiency in the use of natural resources, including setting and delivery of targets for
improvement
• To exert a positive influence on the environmental records of its stakeholders by communicating with
them and raising their awareness of the importance of the environment as an additional input in
business and human management practice
• Inform, communicate, raise awareness and train its employees on environmental matters
• To support the main initiatives to fight against and prevent climate change
11
• United Nations Global Compact (since 2002) www.globalcompact.org
• Meeting each of the targets of the Global Eco-Efficiency Plan 2008-2012, designed to minimize
BBVA’s direct environmental impacts, and which has been allocated a budget of €19 million. The
Plan will involve an annual saving of €1.5 million, as a result of efficient use of natural resources.
The Plan’s goals per employee are as follows:
- A 20% reduction in BBVA's carbon emissions
- A 10% reduction in paper consumption
- A 7% reduction in water consumption
- A 2% reduction in energy consumption
- 20% of employees to work in ISO 14001 certified buildings
- LEED Gold certification for the new headquarters in Madrid, Mexico and Paraguay
• Improved environmental risk management systems in project finance (Equator Principles), and in
determining borrower’s credit profiles (Ecorating)
• Support for major international initiatives to fight against climate change. In 2010, the BBVA Group
subscribed the following international environmental initiatives: CDP Water Disclosure Project,
Cancun Communiqué and the Global Investor Statement on Climate Change.
• Launch of an internal communication plan within the framework of the 2008-2012 Global Eco-
Efficiency Plan in order to raise environmental awareness among all BBVA Group employees.
As of December 31, 2010, there were no items in BBVA’s financial statements that warranted inclusion in the
environmental information document set out in the Ministry of the Economy Order dated October 8, 2001.
12
12. OTHER INFORMATION AND SUBSEQUENT EVENTS
Exceptional factors
2010 saw the exceptional factors described in section 1: Economic environment in 2010 in this management
report, which shaped the performance of the global financial system and, by extension, the Bank’s
performance.
Subsequent events
The Directors of the subsidiaries Banco de Crédito Local de España, S.A. (Unipersonal) and BBVA
Factoring E.F.C., S.A. (Unipersonal), in meetings of their respective boards of directors held on January 28,
2011 and February 1, 2011, respectively, have approved a project for the takeover of Finanzia Banco de
Crédito, S.A.U. by Banco Bilbao Vizcaya Argentaria, S.A. and the subsequent transfer of all its equity
interest to Banco Bilbao Vizcaya Argentaria, S.A., which will acquire all the rights and obligations of the
companies it had purchased through universal succession.
The merger agreement will be submitted to shareholders for approval at the AGM during the first quarter of
the year. Given that the merged company is fully owned by Banco Bilbao Vizcaya Argentaria, S.A. in
accordance with Article 49.1 of Act 3/2009 of 3 April 2009 on the structural modifications of trading
corporations, it will not be necessary to carry out any share capital increase of Banco Bilbao Vizcaya
Argentaria, S.A. or prepare reports by the managers of the companies involved in the merger, or by
independent experts on the merger proposal.
As of January 17, 2011, Banco Bilbao Vizcaya Argentaria, S.A. acquired its condition as sole shareholder as
a result of the acquisition of shares in possession of the Corporación General Financiera, S.A. and Cidessa
Uno, S.L. as of December 31, 2010.
Since January 1, 2011 until the preparation of these financial statements, no other significant events, not
mentioned above, have taken place that affect the Bank’s results or its equity position.
13. REPORT REQUIRED BY ARTICLE 116.BIS OF THE SPANISH SECURITIES MARKET ACT
Pursuant to Article 116.bis of the Securities Market Act, this explanatory report has been drawn up with
respect to the following aspects:
a) Common stock structure, including securities not traded on a regulated EU market, with an
indication, where applicable, of the different classes of shares and, for each class of shares, the
rights and obligations they confer and the percentage of total common stock they represent:
The BBVA Board of Directors, at its meeting on November 1, 2010, under the delegation conferred by the
AGM held on March 13, 2009, agreed to a BBVA capital increase (including the right to pre-emptive
subscription for former shareholders) that was completed for a nominal amount of €364,040,190.36, with the
issue and release into circulation of 742,939,164 new ordinary shares of the same class and series as the
previously existing ones, with a par value of €0.49 each and represented through book-entry accounts. The
subscription price of the new shares was €6.75 per share, of which forty-nine euro cents (€0.49)
corresponded to the par value and six euros and twenty-six cents (€6.26) corresponded to the share
premium (Note 28), therefore, the total effective amount of the common stock increase was €5,014,839,357.
After the aforementioned capital increase, BBVA’s share capital amounts to €2,200,545,059.65, divided into
4,490,908,285 fully subscribed and paid-up registered shares, all of the same class and series, at €0.49 par
value each, represented through book-entry accounts.
All BBVA shares carry the same voting and dividend rights and no single stockholder enjoys special voting
rights. There are no shares that do not represent an interest in the Bank’s common stock.
BBVA shares are traded on the continuous market in Spain, as well as on the London and Mexico stock
markets. American Depositary Shares (ADSs) traded on the New York Stock Exchange are also traded on
the Lima Stock Exchange (Peru), under an exchange agreement between these two markets.
Also, as of December 31, 2010, the shares of BBVA Banco Continental, S.A., Banco Provincial S.A., BBVA
Colombia, S.A., BBVA Chile, S.A., BBVA Banco Frances, S.A. and AFP Provida were listed on their
respective local stock markets, the last two also being listed on the New York Stock Exchange. BBVA Banco
13
Frances, S.A. is also listed on the Latin American market of the Madrid Stock Exchange.
b) Any restriction on the transferability of securities
There are no legal or bylaw restrictions on the free acquisition or transfer of common stock other than those
established in articles 56 et seq. in Act 26/1988, of July 29, on discipline and oversight in financial
institutions, amended by Act 5/2009, dated June 29, which establish that any individual or corporation, acting
alone or together with other parties, intending to directly or indirectly acquire a significant holding in a
Spanish financial institution (as defined in article 56 of the aforementioned Act 26/1998) or directly or
indirectly increase its holding so that the voting rights or owned stock is equal to or more than 20, 30 or 50
percent, must first inform the Bank of Spain. The Bank of Spain then has 60 working days, starting on the
date of the acknowledgement of receipt of the information, to evaluate the operation and, if appropriate,
oppose the proposed acquisition for legal reasons.
c) Significant direct or indirect holdings in the common stock
As of December 31, 2010, Manuel Jove Capellán owned 5,07% of BBVA common stock through the
company Inveravante Inversiones Universales, S.L.
State Street Bank and Trust Co. Chase Nominees Ltd. and The Bank of New York Mellon, S.A. NV, in their
capacity as international custodian/depository banks, as of December 31, 2010, held 7.22%, 5.95% and
3.65% of BBVA common stock, respectively. From these holdings by the custodian banks, there are no
individual shareholders with direct or indirect holdings greater than or equal to 3% of the BBVA common
stock, except in the case of the Blackrock Inc. which on February 4, 2010, reported to the Spanish Securities
and Exchange Commission (CNMV) that, as a result of the acquisition on December 1, 2009 of the Barclays
Global Investors (BGI) business, it had an indirect holding of BBVA common stock totaling 4.45% through
Blackrock Investment Management.
d) Any restriction on voting rights.
There are no legal or bylaw restrictions on the exercise of voting rights.
e) Agreements between stockholders
BBVA has not received any information on stockholder agreements including the regulation of the exercise
of voting rights at its general meetings or restricting or placing conditions on the free transferability of BBVA
shares.
f) Regulations applicable to appointments and substitution of members of governing bodies and the
amendment of company bylaws
Appointment and Re-election
The rules applicable to the appointment and re-election of members of the Board of Directors are laid down
in Articles 2 and 3 of the board regulations, which stipulate that members shall be appointed to the board by
the AGM without detriment to the Board’s right to co-opt members in the event of any vacancy.
In any event, proposed candidates for appointment as directors must meet the requirements of applicable
legislation in regard to the special code for financial entities, and the provisions of the Company’s bylaws.
The Board of Directors shall put its proposals to the AGM of the Bank’s stockholders in such a way that, if
approved, the Board would contain a large majority of external directors over executive directors and at least
one third of the seats would be occupied by independent directors.
The proposals that the Board submits to the Bank’s General Meeting for the appointment or re-election of
directors and the resolutions to co-opt directors made by the Board of Directors shall be approved at (i) the
proposal of the Appointments Committee in the case of independent directors and (ii) on the basis of a report
from said committee in the case of all other directors.
The Board’s resolutions and deliberations shall take place in the absence of the director whose re-election is
proposed. If the director is at the meeting, he/she must leave the room.
Directors shall remain in office for the term defined by the corporate bylaws (currently Article 36 sets this
term at three years) under a resolution passed by the AGM. If they have been co-opted, they shall work out
the term of office remaining to the director whose vacancy they have covered through co-option, unless a
proposal is put to the AGM to appoint them for the term of office established under the corporate bylaws.
14
Termination of Directorship
Directors shall resign from their office when the term for which they were appointed has expired, unless they
are re-elected.
Directors must apprise the board of any circumstances affecting them that might harm the Company’s
reputation and credit and, in particular, of any criminal charges brought against them, and any significant
changes that may arise in their standing before the courts.
Directors must place their office at the disposal of the board and accept its decision regarding their continuity
in office. Should the board resolve they not continue, they shall accordingly tender their resignation in the
situations envisaged in article 12 of the board regulations.
Directors shall resign their positions on reaching 70 years of age. They must present their resignation at the
first meeting of the Bank’s board of directors after the AGM that approves the accounts for the year in which
they reach this age.
Changes to the corporate bylaws
Article 30 of the BBVA bylaws establishes that the General Meeting of Stockholders has the power to amend
the Bank bylaws and/or confirm and rectify the interpretation of said bylaws by the Board of Directors.
To such end, the regime established under articles 285 and following of the Corporations Act will be
applicable.
Notwithstanding the foregoing, article 25 of the Bylaws lays down that in order to adopt resolutions for
substituting the corporate object, transforming, breaking up or winding up the company or amending the
second paragraph of this article, the General Meeting on first summons must be attended by two thirds of
the subscribed common stock with voting rights and on second summons, 60% of said common stock.
g) Powers of the board members and, in particular, powers to issue and/or buy back shares
The executive directors shall hold broad powers of representation and administration in keeping with the
requirements and characteristics of the posts they occupy.
In addition, in terms of the capacity of the Board of Directors to issue BBVA shares, the AGM held on March
13, 2009, under the fifth point of the Agenda, resolved to confer authority on the Board of Directors, pursuant
to article 153.1.b) of the Corporations Act (Ley de Sociedades Anónimas) (now Article 297.1b) of the
Corporations Act Ley de Sociedades de Capital), to resolve to increase the common stock on one or several
occasions up to the maximum nominal amount representing 50% of the Company’s common stock that is
subscribed and paid up on the date on which the resolution is adopted, i.e., €918,252,434.60. Article 159.2
of the Corporations Act (now Article 506 of the Corporations Act) empowers the Board to exclude the
preferred subscription right in relation to these share issues, under the terms and with the limitations of the
aforementioned agreement. The directors have five years from the date of the adoption of the agreement by
the General Meeting, i.e. March 13, 2009, to perform this common stock increase.
On the signing of this agreement, the Board of Directors agreed on a share capital increase of the Bank with
the right to preferential subscription, as described in Note 27, on November 1, 2010. The Board of Directors,
at its meeting on July 27, 2009, agreed to a share capital increase for the amount required to address the
conversion of the convertible obligations agreed upon on said date, as described below. This will be carried
out through the issue and release into circulation of up to 444,444,445 ordinary shares with a par value of
€0.49 each and without prejudice to the adjustments that may arise according to the anti-dilution
mechanisms.
At the AGM held on March 14, 2008 the shareholders resolved to delegate to the Board of Directors for a
five-year period the right to issue bonds, convertible and/or exchangeable into Bank shares for a maximum
total of €9,000 million. The powers include the right to establish the different aspects and conditions of each
issue, including the power to exclude the preferential subscription rights of shareholders in accordance with
the Corporations Act, to determine the basis and methods of conversion and to increase capital stock in the
amount considered necessary. In virtue of said authorization, the Board of Directors, at its meeting on July
27, 2009, agreed to proceed to the issue of convertible obligations for an amount of €2,000 million, as well
as the corresponding Bank’s share capital increase needed to address the conversion of said convertible
obligations, on the basis of the conferral to the Board of Directors to increase share capital, as adopted by
the aforementioned AGM held on March 13, 2009.
15
The AGM held on March 13, 2009, pursuant to Article 75 of the Spanish Corporations Act, authorized the
Company, directly or through any of its subsidiary companies, for a maximum of five years, to buy Banco
Bilbao Vizcaya Argentaria, S.A. shares at any time and as often as deemed opportune, by any means
accepted by law up to a maximum of 5% of the common stock of Banco Bilbao Vizcaya Argentaria, S.A. or,
as applicable, the maximum amount authorized under applicable legislation.
h) Significant resolutions that the company may have passed that come into force, are amended or
conclude in the event of any change of control over the company following a public takeover bid.
This exception will not apply when the company is legally bound to publish this information.
No significant agreement is known by the Company that enters into force, is modified, or is terminated if
there is a change in the control of the company resulting from a takeover bid.
i) Agreements between the Company and its directors, managers or employees establishing
indemnity payments when they resign or are dismissed without due cause or if the employment
contract expires due to a takeover bid
There were no commitments as of December 31, 2010 for the payment of compensation to executive
directors.
In the case of the Chief Operating Officer, the contract lays down that in the event that they lose this status
due to a reason other than their own will, retirement, invalidity or dereliction of duty, they will take early
retirement with a pension, which can be received as life income or common stock, equal to 75% of their
pensionable salary if this occurs before they reach 55 years old, or 85% after that age.
The Bank recognized the entitlement of some members of its management team, 45 senior managers, 13 of
them belonging to the Management Committee, to be paid indemnity should they leave on grounds other
than their own will, retirement, invalidity or dereliction of duty. The amount of this indemnity will be calculated
in part as a function of their annual remuneration and the number of years they have worked for the
Company.
The Bank has agreed clauses with some staff (50 technical and specialist employees) to indemnify them in
the event of dismissal without due cause. The amounts agreed are calculated based on the professional and
wage conditions of each employee.
14. ANNUAL CORPORATE GOVERNANCE REPORT
16
ANNUAL CORPORATE GOVERNANCE REPORT
LISTED COMPANIES
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
ANNUAL CORPORATE GOVERNANCE REPORT FOR
LISTED COMPANIES
For a better understanding of this specimen report and completion hereof, it is necessary to read the
instructions on how to complete it included at the end of this report.
A.1. Complete the following table about the share capital of the Company:
State whether there are different classes of shares with different rights attaching thereto:
No
A.2. Breakdown of direct and indirect holders of significant shareholdings in the Company as of the end of the
fiscal year, excluding directors:
MANUEL JOVE
0 227,553,840 5.067
CAPELLAN
INVERAVANTE
MANUEL JOVE
INVERSIONES 227,553,840 5.067
CAPELLAN
UNIVERSALES, S.L.
Indicate the most significant changes in the shareholding structure that have occurred during the fiscal
year:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
A.3. Complete the following tables about members of the Board of Directors of the Company who have voting
rights attaching to shares of the Company:
Complete the following tables about members of the Company’s Board of Directors who hold rights to
shares of the Company:
A.4. Describe, if applicable, the family, commercial, contractual or corporate relationships between significant
shareholders, to the extent known to the Company, unless they are immaterial or result from the ordinary
course of business:
A.5. Describe, if applicable, the commercial, contractual or corporate relationships between significant
shareholders and the Company and/or its group, unless they are immaterial or result from the ordinary
course of business:
A.6. Indicate whether any paracorporate (shareholders’) agreements affecting the Company pursuant to the
provisions of Section 112 of the Securities Exchange Act have been reported to the Company. If so,
briefly describe them and list the shareholders bound by the agreement:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
No
Indicate whether the Company is aware of the existence of concerted actions among its shareholders. If
so, briefly describe them:
No
Expressly indicate whether any of such agreements, arrangements or concerted actions have been
modified or terminated during the fiscal year.
A.7. Indicate whether there is any individual or legal entity that exercises or may exercise control over the
Company pursuant to Section 4 of the Securities Market Law. If so, identify it:
NO
A.8. Complete the following tables about the Company’s treasury stock:
At year-end:
Number of direct shares Number of indirect shares (*) Total % of share capital
2,838,798 55,208,169 1.293
(*) Through:
Total: 58,046,967
List significant changes occurring during the year, pursuant to royal decree 1362/2007:
Date reported Total number of direct shares Total number of Total % of the
acquired indirect shares share capital
acquired
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
24/MAY/2010 12,756,082 60,253,803 1.948
Gain/(Loss) on the Company’s own shares disposed of during the period -105,665
(thousands of euros)
A.9. Detail the terms and conditions of the current AGM authorisation to the board of directors to buy
and/or transfer treasury stock.
The following is a transcription of the resolution adopted by the Annual General Meeting of Banco Bilbao
Vizcaya Argentaria, S.A. shareholders, 12th March 2010, under agenda item seven:
“1.- Repealing the part not availed from the resolution adopted at the Annual General Meeting, 13th
March 2009, under its agenda item seven, to authorise the Bank, directly or via any of its
subsidiaries, for a maximum of five years as of the date of this present AGM, to purchase Banco
Bilbao Vizcaya Argentaria, S.A. shares at any time and on as many occasions as it deems
appropriate, by any means permitted by law. The purchase may be charged to the year’s earnings
and/or to unrestricted reserves and the shares may be sold or redeemed at a later date. All this
shall comply with article 75 and others of the Companies Act.
2.- To approve the limits or requirements of these acquisitions, which shall be as follows:
- The nominal value of the shares acquired, added to those that the Bank and its subsidiaries
already own, may at no time exceed ten per cent (10%) of the subscribed Banco Bilbao Vizcaya
Argentaria, S.A. share capital, or, where applicable, the maximum amount authorised under
prevailing legislation at any time. In all cases, such acquisition will respect the limits on treasury
stock established by the regulatory authorities on the markets where Banco Bilbao Vizcaya
Argentaria, S.A. shares are listed for trading.
- A restricted reserve be charged to the Bank's net total assets on the balance sheet equivalent
to the sum of treasury stock booked under Assets This reserve must be maintained until the
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
shares are sold or redeemed.
- The purchase price will not be below the nominal price nor more than 20% above the listed price
or any other price associated to the stock on the date of purchase. Operations to purchase treasury
stock will comply with securities markets’ standards and customs.
3.- Express authorisation is given to earmark all or some of the shares purchased by the Bank or any
of its subsidiaries hereunder for Company workers, employees or directors when they have an
acknowledged right, either directly or as a result of exercising the option rights they hold, as
established in the final paragraph of article 75, section 1 of the Companies Act.
4.- Reduce share capital in order to redeem such treasury stock as the Bank may hold on its Balance
Sheet, charging this to profits or unrestricted reserves and to the amount which is appropriate or
necessary at any time, up to the maximum value of the treasury stock held at any time.
5.- Authorise the board, in compliance with article 30c) of the corporate bylaws, to implement the above
resolution to reduce share capital, on one or several occasions and within the maximum period of
five years from the date of this AGM, undertaking such procedures, processes and authorisations
as necessary or as required by the Companies Act and other applicable provisions. Specifically,
the Board is delegated powers, within the deadlines and limits established for the aforementioned
implementation, to establish the date(s) of each capital reduction, its timeliness and
appropriateness, taking into account market conditions, listed price, the Bank’s economic and
financial position, its cash position, reserves and business performance and any other factor
relevant to the decision. It may specify the amount of the capital reduction; determine where to
credit said amount, either to a restricted reserve or to freely available reserves, where relevant,
providing the necessary guarantees and complying with legally established requirements amend
article 5 of the company bylaws to reflect the new figure for share capital; request de-listing of the
redeemed stock and, in general, adopt such resolutions as necessary regarding this redemption
and the consequent capital reduction, designating the people able to formalise these actions.´
A.10. Indicate, where applicable, any legal or bylaw restriction on the exercise of voting rights, and
legal restriction on the acquisition and/or transfer of shares in the company’s capital. Indicate whether
there are any legal restrictions on the exercise of voting rights:
NO
Maximum percentage of voting rights that a shareholder may exercise due to legal 0
restrictions
Indicate whether there are by-law restrictions on the exercise of voting rights:
NO
Maximum percentage of voting rights that a shareholder may exercise due to by-law 0
restrictions
Indicate whether there are legal restrictions against the acquisition or transfer of interests in the share capital:
YES
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Description of the legal restrictions on the acquisition or transfer of shares in the company’s capital:
Compliant with the provisions of articles 56 and following in Act 26/1988, 9th July, on discipline and
oversight in financial institutions, amended by Act 5/2009, 29th June, which establishes that any
individual or corporation, acting alone or in concert with others, intending to directly or indirectly acquire
a significant holding in a Spanish financial institution (as defined in article 56 of the aforementioned Act
26/1998) or to directly or indirectly increase their holding in one in such a way that either the percentage
of voting rights or of capital owned were equal to or more than 20, 30 or 50%, or by virtue of the
acquisition, might take control over the financial institution, must first notify the Bank of Spain. The
Bank of Spain will have 60 working days after the date on which the notification was received, to
evaluate the transaction and, where applicable, challenge the proposed acquisition on the grounds
established by law.
A.11. Indicate whether the General Meeting has approved measures to neutralise a public takeover bid,
pursuant to Act 6/2007.:
NO
If applicable, describe the approved measures and the terms on which the restrictions will become ineffective.
B.1.1. State the maximum and minimum number of Directors set forth in the By-Laws:
B.1.2. Complete the following table identifying the members of the Board of Directors:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
JOSE ANTONIO DIRECTOR 28/02/2004 13/03/2009 VOTE AT
FERNANDEZ GENERAL
SHAREHOLDE
RIVERO RS’ MEETING
JOSE DIRECTOR 28/01/2000 13/03/2009 VOTE AT
MALDONADO GENERAL
SHAREHOLDE
RAMOS RS’ MEETING
JUAN CARLOS DIRECTOR 28/01/2000 18/03/2006 VOTE AT
ALVAREZ GENERAL
SHAREHOLDE
MEZQUIRIZ RS’ MEETING
RAFAEL DIRECTOR 16/03/2007 16/03/2007 VOTE AT
BERMEJO GENERAL
SHAREHOLDE
BLANCO RS’ MEETING
RAMON DIRECTOR 28/01/2000 12/03/2010 VOTE AT
BUSTAMANTE Y GENERAL
SHAREHOLDE
DE LA MORA RS’ MEETING
SUSANA DIRECTOR 28/05/2002 18/03/2006 VOTE AT
RODRIGUEZ GENERAL
SHAREHOLDE
VIDARTE RS’ MEETING
DIRECTOR 18/03/2006 18/03/2006 VOTE AT
TOMAS ALFARO GENERAL
DRAKE SHAREHOLDE
RS’ MEETING
Total Number of Directors 12
Indicate which directors have left their seat on the board during the period:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
B.1.3.Fill in the following tables on the Board members and their different kinds of directorship:
EXECUTIVE DIRECTORS
Profile
CHAIRMAN OF THE BOARD’S REMUNERATION COMMITTEE. SPECIALIST IN CORPORATE
GOVERNANCE. OTHER RELEVANT POSTS: PARTNER AT ABOGADOS GARRIGUES LAW-
FIRM.
READ LAW AT UNIVERSIDAD COMPLUTENSE DE MADRID
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Name of director (person or company)
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Name of director (person or company)
Detail the reasons why they cannot be considered shareholder-nominated or independent directors
and their affiliations with the company or its management or its shareholders.
Reasons
Mr José Maldonado Ramos was Company & Board Secretary of BBVA until 22nd December 2009, when the Board
resolved his retirement as executive in the Company. Thus, pursuant to article 1 of the Board Regulations, Mr Maldonado is
an external director of the Bank.
Indicate any changes that may have occurred during the period in the type of directorship of each director:
B.1.4. Describe, if applicable, the reasons why proprietary directors have been appointed at the proposal of
shareholders whose shareholding interest is less than 5% of share capital.
State whether formal petitions for presence on the Board have been received from shareholders whose
shareholding interest is equal to or greater than that of others at whose proposal proprietary directors
have been appointed. If so, describe the reasons why such petitions have not been satisfied.
NO
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
B.1.5. State whether any director has withdrawn from his/her position before the expiration of his/her term of
office, whether the director has given reasons to the Board and by what means, and in the event that
he/she gave reasons in writing to the full Board, describe at least the reasons given by the director:
YES
Name of Director
RD
ON 23 MARCH 2010, ROMÁN KNORR BORRAS PRESENTED HIS RESIGNATION AS BOARD MEMBER AS
HER HAD REACHED THE AGE LIMIT ESTABLISHED IN THE BOARD REGULATIONS. THIS RESIGNATION HAS
BEEN REPORTED TO THE SECURITIES EXCHANGE SUPERVISOR (CNMV) IN A RELEVANT EVENT FILING..
Brief description
Brief description
HOLDS BROAD RANGING POWERS OF REPRESENTATION AND ADMINISTRATION IN KEEPING
WITH THE CHARACTERISTICS AND NEEDS OF THE POST OF CHAIRMAN & CEO IN THE
COMPANY THAT HE OCCUPIES
B.1.7. Identify the members of the Board, if any, who are managers or directors of other companies within
the listed company’s group:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
B.1.8. List, where applicable, any company directors that sit on boards of other companies publicly
traded in Spain outside the group, of which the company has been informed:
B.1.9. Indicate and, where applicable, explain whether the company has established rules on the number of
boards on which its directors may sit:
YES
Description of rules
Article 11 of the Board Regulations establishes that in the performance of their duties, directors
shall be subject to the incompatibility regime established under current legislation and in particular
under Act 31/1968, 27th July, on senior-management incompatibilities in the private-sector banking
industry. This establishes the maximum number of boards to which a bank director may belong.
Directors shall not provide professional services to companies competing with the Bank or of any of
its Group companies. They shall not agree to be an employee, manager or director of such
companies unless they have received express prior authorisation from the Board of Directors or
unless these activities had been provided or conducted before they joined the Bank Board and they
had informed the Bank of them at that time.
Directors of the Bank shall not hold office in any company in which it holds an interest or in any
company of its Group.
By way of exception, executive directors may, at the proposal of the Bank, take up directorships in
companies directly or indirectly controlled by the Bank with the approval of the Executive committee,
and in other associate companies with the approval of the Board of Directors. Loss of the office of
executive director carries an obligation to resign from any office in a subsidiary or associate
company that is held by virtue of such directorship.
Non-executive directors may hold office in the Bank's associate companies or in any other Group
company provided this is not related to the Group's holding in such companies and after prior
approval from the Bank's board of directors.
B.1.10. Regarding the recommendation no. 8 of the Unified Code, list the general strategies and
policies in the company that the board reserves for plenary approval:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
B.1.11 Fill in the following tables on the aggregate remuneration of directors accruing
during the year:
Total: 12,989
b) For company directors sitting on other boards of directors and/or belonging to the senior
management of group companies:
Total: 0
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
c) Total remuneration by type of directorship:
Total: 12,989 0
B.1.12 Identify the members of the senior management that are not also executive directors, and indicate
the total remuneration accruing to their name during the year:
Name Position
VICENTE RODERO RODERO SOUTH AMERICA
JUAN ASUA MADARIAGA SPAIN & PORTUGAL
JUAN IGNACIO APOITA GORDO HUMAN RESOURCES &
SERVICES
EDUARDO ARBIZU LOSTAO
LEGAL SERVICES, TAX
SERVICES, AUDIT &
COMPLIANCE
B.1.13 Identify on an aggregate basis whether there are ring-fencing or guarantee clauses in the event of
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
severance or changes of control in favour of members of the senior management, including executive
directors, of the company or of its group. Indicate whether these contracts must be disclosed and/or
approved by the company or group governance bodies:
Number of beneficiaries 13
B.1.14. Indicate the process to establish remuneration of board members and the relevant bylaw clauses.
Process to set the compensation of the members of the Board of Directors and by-law provisions
The remuneration system for the board members’ pay as directors has to be approved by the board,
pursuant to article 36 of the Board Regulations, at the proposal of the Remuneration committee, made
up by external directors.
Section b) of article 17 of the board regulations establishes that the board reserves the powers to
approve the directors’ remuneration and any additional remuneration to executive directors for executive
responsibilities and other terms and conditions that their contracts must include.
´From the proceeds obtained during the financial year, the net profit shall be calculated by deducting all
general expenses, interest, bonuses and taxes, as well as any sums that must be charged to provisions
and depreciation.
The resulting profit, after the allocations referred to in the previous paragraph, will be distributed in the
following order:
a) Appropriations to the reserves and provisions required by current legislation and, as may be the
case, the minimum dividend contemplated in article 13 of the bylaws.
b) Four per cent of the paid-up capital, at least, as a dividend for shareholders, in accordance with
article 130 of the Companies Act.
c) Four per cent of the paid-up capital as remuneration for the services of the board of directors and of
the Executive committee, except where the board resolves to reduce that percentage participation in
those years when it considers it appropriate to do so. The resulting figure shall be at the disposal of the
board of directors for distribution amongst its members at such time, in such manner and in such
proportion as the board may determine. The payment of said sum may be made in cash or, following
an AGM resolution pursuant to the Companies Act, in shares or share options or through remuneration
indexed to the value of the shares.
The said sum may only be drawn after the shareholders have been allocated the minimum dividend of
four per cent indicated in the previous paragraph.´
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Article 50 b of the BBVA bylaws establishes the following for executive directors:
´Article 50 b
Directors who have provided services in the company attributed to them, whatever the nature of their
legal relation with it, will be entitled to receive remuneration for the provision of these services. This will
consist of: a fixed sum, adequate to the services and responsibilities assumed, a variable
complementary sum and the incentive schemes established with a general nature for the bank’s senior
management, which may comprise the delivery of shares, or option rights to these or remuneration
indexed to the value of the shares subject to the requirements laid down in the legislation in force at
any time And also a benefit part, which will include the relevant retirement and insurance schemes and
social security. In the event of severance not due to dereliction of duties, the directors will be entitled to
compensation.´
Under the BBVA Board Regulations, the Remuneration committee has powers to determine the extent
and amount of the remuneration, entitlements and other economic rewards for the chairman, the chief
operating officer and other executive directors of the Bank, so that these can be submitted to the Board
of Directors.
The Remuneration committee, which must comprise only external directors (and currently comprises
the majority of independent directors), annually determines the updating of the fixed and variable
remuneration of the executive directors and establishes the targets applicable to them in order to
determine the variable remuneration
Thus, the Bank's General Meeting of shareholders, 12th March 2010, adopted a Multi-annual Variable
Remuneration Programme in Shares for 2010 and 2011. The Programme allocates each beneficiary
(members of the senior management, including executive directors and members of the BBVA
Management committee) a number of units, in accordance with their levels of responsibility, which, at
the end of the Programme may give rise to the delivery of ordinary shares in BBVA as a function of
BBVA's TSR performance benchmarked against a peer group.
Pursuant to article 53 of the Board Regulations, the Board of Directors adopted a remuneration system
for the Company directors that is not applicable to the executive directors. The system determines a
fixed amount for the directorship, valuing the responsibility, dedication and incompatibilities the
directorship entails. It also comprises another fixed amount for the members of the different
committees, valuing the responsibility, dedication and incompatibilities sitting on these committees
entails, applying a heavier weighting to the post of chairman on each committee
The AGM, 18th March 2006, adopted a remuneration system with deferred delivery, comprising the
annual allocation over five years of “theoretical BBVA shares” to non-executive directors in the Bank, as
part of their pay, which will be delivered, where applicable, on the date on which they cease to be
directors for any cause other than serious dereliction of duty
State whether the board in full has reserved powers to approve the following resolutions
At the proposal of the Company’s chief executive, the appointment and, if applicable, the YES
removal of senior managers, as well as their indemnity provisions.
The compensation of directors and, in the case of executive directors, the additional YES
compensation for their executive duties and other terms and conditions that must be
included in their contracts.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
B.1.15. Indicate whether the board of directors approves a detailed remuneration policy and explain on which
issues it pronounces its opinion
YES
Amount of fixed components, with a breakdown, if applicable, of fees payable for YES
attendance at meetings of the Board and its Committees and estimated annual fixed
compensation arising therefrom
Variable compensation items YES
Main characteristics of the social security systems, with an estimate of the amount thereof YES
or equivalent annual cost.
Terms and conditions that must be included in the contracts with executive directors YES
performing senior management duties
B.1.16 Indicate whether the Board puts to vote at the General Meeting, as a separate item on the agenda, and
by way of consultation, a report on the directors' remuneration. If so, explain the aspects of the report
with respect to the remuneration policy adopted by the Board for future years, the most significant changes
in such policies compared to those applied during the year and an overall summary of how the remuneration
policy was applied during the year. Give details of the role played by the Remuneration Committee and if any
external advisory services were used, the identity of the external consultants:
NO
The report contains explanations on the general principles behind the BBVA directors' pay policy, the
system for remunerating executive directors, which includes both fixed and variable pay, long-term
rewards, distribution of total annual remuneration, corporate pension and annuity system and other
remunerations; the main characteristics of the executive directors' contracts with BBVA; the
remuneration system for non-executive directors of BBVA, including their fixed remuneration and the
remuneration scheme for remuneration through deferred delivery of shares; the evolution of the total
remuneration of the Board and future policy, thereby offering maximum transparency in this matter.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
4. Propose the senior management remuneration policy and core conditions in their contracts.
5. Ensure the remuneration policy established by the Company is observed, and periodically review
the remuneration policy applied to executive directors and senior management.
B.1.17 Indicate, where applicable, the identity of board members who also sit on boards or form part of the
management of companies that hold significant shareholdings in the listed company and/or in its group
companies:
Where applicable, list the relevant relationships other than those covered in the previous point, between
members of the Board of Directors and any significant shareholders and/or companies within its group:
B.1.18. Indicate whether during the year there has been any change in the board regulations:
YES
Description of amendments
th
The Board of Directors, 25 May 2010 resolved to create two new Committees: the Appointments
Committee and the Remuneration Committee.
These replace the previous Appointments & Remuneration Committee. This entailed amending the
Board Regulations with respect to the regulation and composition and operation of these
Commissions.
B.1.19. Indicate procedures for appointment, re-election, evaluation and removal of directors. List the
competent bodies, the procedures to be followed and the criteria to be employed in each procedure.
Appointment of directors
Articles 2 and 3 of the Board Regulations stipulate that members shall be appointed to the Board
by the General Meeting without detriment to the Board’s right to co-opt members in the event of any
vacancy.
In any event, persons proposed for appointment as directors must meet the requirements of applicable
legislation in regard to the special code for financial entities, and the provisions of the Company’s bylaws.
The Board of Directors shall put its proposals to the Company AGM in such a way that there is an ample
majority of external directors to executive directors on the Board and that the number of independent
directors accounts for at least one third of the total seats.
Proposals put by the Board to the AGM for appointment or re-election of directors and its resolutions to co-
opt directors shall be approved at the proposal of the Appointments & Remuneration committee in the
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
case of independent directors and following a report from said committee for all other directors.
The Board’s resolutions and deliberations on these matters shall take place in the absence of the director
whose re-election is proposed. If the director is at the meeting, she/he must leave.
Directors shall work out the term defined by the Company's bylaws under a resolution passed by the AGM.
If they have been co-opted, they shall work out the term of office remaining to the director whose
vacancy they have covered through co-option, unless a proposal is put to the AGM to appoint them for
the term of office established under the Company’s bylaws.
Re-election of directors
Evaluation of directors
Article 17 of the Board Regulations indicates that the Board of Directors shall be responsible for
assessment of the quality and efficiency in the operation of the Board and its committees, on the basis of
the reports that said committees submit.
Also assessment of the chairman of the Board’s performance of his/her duties and, where pertinent, of the
Company’s chief executive officer, on the basis of the report submitted by the Appointments &
Remuneration committee.
Moreover, article 5 of the Board Regulations establishes that the chairman, who is charged with the
efficient running of the board, will organise and coordinate with the chairs of the relevant committees to
carry out periodic assessment of the board, and of the chief executive officer of the Bank, should it not be
one and the same with the chairman of the board.
Severance
Directors shall resign their office when the term for which they were appointed has expired, unless
they are re-elected.
Directors must apprise the board of any circumstances affecting them that might harm the Company’s
reputation and credit and, in particular, of any criminal charges brought against them, and any
significant changes that may arise in their standing before the courts.
Directors must place their directorship at the disposal of the board and accept its decision regarding their
continuity in office. If its decision is negative, they are obliged to tender their resignation under the
circumstances listed in section B.1.20 below.
Directors will resign their positions on reaching 70 years of age. They must present their
resignation at the first meeting of the Bank’s board of directors after the General Meeting that approves
the accounts for the year in which they reach this age.
B.1.20. Indicate the circumstances under which directors are obliged to resign.
Article 12 of the BBBVA Board Regulations establishes that board members must place their directorship
at the disposal of the board of directors and accept the board’s decision on whether or not they are to
continue to sit on it.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Should the board decide against their continuity, they are obliged to present their formal resignation. Such
circumstances would arise in the following cases:
- When they are affected by circumstances of incompatibility or prohibition as defined under prevailing
legislation, in the Company’s bylaws or in the director’s charter.
- When significant changes occur in their professional situation or that may affect the condition by virtue
of which they were appointed to the Board.
- When the director, acting as such, has caused severe damage to the Company’s assets or its reputation
or credit, and/or no longer displays the commercial and professional honour required to hold a Bank
directorship.
B.1.21. Explain whether the role of chief executive officer in the company is played by the chairman of the
board If so, indicate the measures taken to limit the risks of accumulating powers in a single person
YES
Under the company bylaws, the chairman shall, in all cases, shall be the highest-ranking representative
of the Company.
However, under article 45 and 46 of the bylaws, the Company has an Executive committee with the
following powers:
´To formulate and propose policy guidelines, the criteria to be followed in the preparation of programmes
and to fix goals, to examine the proposals put to it in this regard, comparing and evaluating the actions
and results of any direct or indirect activity carried out by the entity; to determine the volume of
investment in each individual activity; to approve or reject transactions, determining methods and
conditions; to arrange inspections and internal or external audits of all areas of operation of the entity;
and in general to exercise the faculties delegated to it by the board of directors.´
Likewise, article 49 of the bylaws establishes that the Company has a president and chief operating
officer. He/she has broad-ranging powers delegated by the Board, with the powers inherent to this post
to administer and represent the Company. The heads of all the Company's business areas and the
Company's support areas report to him/her.
Finally, the Board has the support of various committees to help it better perform its duties. These
include the Audit & Compliance committee, the Appointment and Remuneration committee and the Risks
committee. They help the Board on issues corresponding to business within the scope of their powers.
Their composition and the rules governing their organisation and working are given in section B.2.3.
Indicate and, as applicable, explain if rules have been established to empower one of the independent
directors to request board meetings be called or new items be included on the agenda, to coordinate and
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
voice the concerns of external directors and direct the evaluation by the Board of Directors
NO
Description of rules
B.1.22. Are reinforced majorities required, other than the legal majorities, for any type of resolution?
NO
Indicate how resolutions are adopted in the board of directors, giving at least the minimum quorum for
attendance and the type of majorities required to adopt resolutions
Description of resolution :
1) Appointment of an Executive committee and appointment of President & Chief Operating Officer
Quorum %
Type of Majority %
Description of resolution :
Other resolutions
Quorum %
Type of Majority %
B.1.23. Explain whether there are specific requirements, other than the requirements relating to Directors, to
be appointed Chairman.
NO
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Matters on which a tie-breaking vote may be cast
.
B.1.25. Indicate whether the By-Laws or the Regulations of the Board of Directors set forth any age limit for
directors:
YES
Age limit for the Chairman Age limit for the CEO Age limit for Directors
0 0 70
B.1.26. Indicate whether the By-Laws or the Regulations of the Board of Directors establish any limit on the
term of office for independent directors:
YES
B.1.27. If the number of women directors is scant or nil, describe the reasons therefore as well as the
initiatives adopted to correct such situation.
The Board’s resolutions and deliberations on these matters shall take place in the absence of the
director whose re-election is proposed. If the director is at the meeting, she/he must leave.
The Appointments committee is tasked with formulating and providing information for the proposals to
appoint and re-elect directors.
To such end, the committee shall evaluate the skills, knowledge and experience that the Board requires,
as well as the conditions that candidates should display to fill the vacancies arising, assessing the
dedication necessary to be able to suitably perform their duties in light of the needs that the Company’s
governing bodies may have at any time.
The committee shall ensure that when filling new vacancies, the selection procedures are not marred by
implicit biases that may hinder the selection of female directors, trying to ensure that if there are few or no
women on the Board, women who display the professional profile being sought after are included on the
shortlists.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
In particular, state whether the Nominating and Compensation Committee has established procedures
which ensure that selection processes are free from any implied bias hindering the selection of women
directors and which allow for the free search for women candidates that meet the required profile:
YES
B.1.28. Indicate whether there are formal procedures for proxy-voting at meetings of the Board of Directors. If
so, briefly describe them.
The BBVA Board Regulations establishes that directors are obliged to attend the meetings of
corporate bodies and the meetings of the board committees on which they sit, unless for a justifiable
reason. Directors shall participate in the discussions and debates on matters submitted for their
consideration.
However, article 21 of the Board Regulations establishes that should it not be possible for a director to
attend any of the Board meetings, she or he may give a proxy to another director to represent and vote
for her or him. This shall be done by a letter, fax, telegram or electronic mail sent to the Company with
the information required for the proxy director to be able to follow the absent director's indications.
B.1.29. Indicate the number of meetings that the Board of Directors has held during the fiscal year. In
addition, specify the number of meetings, if any, at which the Chairman was not in attendance:
Indicate the number of meetings held by the different committees of the Board of Directors during the
fiscal year:
B.1.30. Indicate the number of meetings held by the Board of Directors during the fiscal year at which not all
of its members have been in attendance. Proxies granted without specific instructions must be counted
as absences:
B.1.31. Indicate whether the annual individual financial statements and the annual consolidated financial
statements that are submitted to the Board for approval have been previously certified:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
NO
Identify, if applicable, the person/persons that has/have certified the annual individual and consolidated
financial statements of the Company for their approval by the Board:
B.1.32. Explain the mechanisms, if any, adopted by the Board of Directors to avoid any qualifications in the
audit report on the annual individual and consolidated financial statements approved by the Board of
Directors and submitted to the shareholders at the General Shareholders’ Meeting.
Article 2 of the BBVA audit and compliance committee’s regulations establishes that the
committee, consisting exclusively of independent directors, shall have the task of assisting the Board
of Directors in supervising the BBVA Group’s financial statements and in the exercise of its oversight
duties for the BBVA Group. The following are included within the scope of its duties: Supervising the
sufficiency, adequacy and effectiveness of the internal oversight systems and to ensure the accuracy,
reliability, scope and clarity of the financial statements of the Company and its consolidated Group in the
annual and quarterly reports. This also applies to the accounting and financial information required by
the Bank of Spain or other regulatory bodies of countries where the Group operates.
The Committee shall verify that the audit schedule is being carried out under the service agreement
with suitable periodicity, and that it satisfies the requirements of the competent authorities (in particular
the Bank of Spain) and the Bank’s governing bodies. The committee will also require the auditors, at
least once each year, to assess the quality of the Group's internal oversight procedures.
The committee shall also be apprised of any infractions, situations requiring corrections, or anomalies of
relevance that may be detected while the external audit is being carried out. Relevance shall mean
any that, on their own or together as a whole, may originate significant material damage or impact
on the Group’s net worth, earnings or reputation. It is up to the external auditor’s discretion to decide
what is of relevance and, in the event of any doubt, the auditor shall opt for communication.
B.1.34. Explain the procedures for appointment and removal of the Secretary of the Board, stating whether
the appointment and removal thereof have been reported upon by the Appointment Committee and
approved by the full Board.
Is the Secretary of the Board responsible for specially ensuring compliance with good governance
recommendations?
YES
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Comments
Article 23 of the Board Regulations establishes that the secretary, as well as performing the duties
attributed by law and by the Company bylaws, shall be concerned with the formal and material
legality of the Board’s actions, ensuring they are in compliance with the Company bylaws, the
AGM regulations and the board regulations, and that they take into account any recommendations
on good governance that the Company has underwritten at any time.
B.1.35. Indicate the mechanisms, if any, used by the Company to preserve the independence of the auditor,
the financial analysts, the investment banks and the rating agencies.
The BBVA Audit & Compliance committee regulations establish that this committee’s duties, described
in section B.2.3.2, include ensuring the independence of the external audit in two senses
- ensuring that the auditors' warnings, opinions and recommendations cannot be compromised.
- establishing the incompatibility between the provision of audit services and the provision of
consultancy, unless there are no alternatives in the market to the auditors or companies in the auditors’
group of equal value in terms of their content, quality or efficiency. In such event, the Committee must
grant its approval, which can be done in advance by delegation to its Chairman.
This matter is subjected to special attention by the Audit committee, which holds periodic meetings with
the external auditor, to know the details of the progress and quality of the external audit work. It
monitors the engagement of consultancy services to ensure compliance with the Committee’s
Regulations and the applicable legislation in order to safeguard the independence of the
external auditor.
Additionally, BBVA, as its shares are listed on the New York stock exchange, is subject to
compliance with the standards established in this respect under the Sarbanes Oxley Act and its
ramifications.
Likewise, in compliance with additional provision eighteen in the Securities Exchange Act, the
corresponding reports have been issued on the independence of the auditor.
B.1.36. Indicate whether the Company has changed the external auditor during the fiscal year. If so, identify
the incoming and the outgoing auditor:
NO
If there has been any disagreement with the outgoing auditor, describe the content thereof:
NO
B.1.37. Indicate whether the audit firm performs other non-audit work for the Company and/or its Group. If so,
state the amount of the fees paid for such work and the percentage they represent of the aggregate fees
charged to the Company and/or its Group.
YES
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Amount of non-audit work / Aggregate
9.300 12.660 11.440
amount billed by the audit firm (%)
B.1.38. State whether the audit report on the Annual Financial Statements for the prior fiscal year has
observations or qualifications. If so, state the reasons given by the Chairman of the Audit Committee to
explain the content and scope of such observations or qualifications.
NO
B.1.39. Indicate the consecutive number of years for which the current audit firm has been auditing the
annual financial statements of the Company and/or its Group. In addition, state the percentage
represented by such number of years with respect to the total number of years in which the annual
financial statements have been audited:
Company Group
Number of consecutive years 8 8
Company Group
Number of years audited by the current audit firm / Number of 88.8 88.8
years in which the company has been audited (%)
B.1.40. Indicate the interests of members of the Board of Directors in the share capital of companies that
engage in the same, similar or complementary activities, both with respect to the Company and its
Group, and which have been reported to the company. In addition, state the position or duties of such
Directors in such companies:
B.1.41. Indicate whether there is any procedure for Directors to hire external advisory services, and if so,
describe it:
YES
Description of procedure
Article 6 of the BBVA Board Regulations expressly recognises that the directors have the
possibility of requesting any additional information and advice they require to perform their
duties, and may request the Board of Directors provide help from experts outside the Bank
services in those matters submitted to their consideration that are especially complex or
important.
The Audit & Compliance committee, pursuant to article 31 of the Board Regulations, may
engage external advisory services for relevant issues when it considers that these cannot be
properly provided by experts or technical staff within the Group on grounds of specialisation or
independence.
Articles 34 and 37 of the Board Regulations establish that the Appointments & Remuneration
committee may have such advice as may be needed to inform a sound judgement on issues
within the scope of its powers and that this shall be arranged through the company secretary.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
B.1.42. Indicate whether there is any procedure for Directors to obtain sufficiently in advance the information
required to prepare for meetings of management-level decision-making bodies and, if so, describe it:
YES
Description of procedure
Article 6 of the Board Regulations establishes that directors shall dispose of sufficient
information to be able to form their own opinions regarding the questions that the Bank’s
governing bodies are empowered to deal with. They may request any additional information or
advice they require to comply with their duties.
Exercise of these rights shall be channelled through the chairman and/or secretary of the Board
of Directors. The chairman and/or secretary shall attend to requests by providing the information
directly or by establishing suitable arrangements within the organisation for this purpose, unless
a specific procedure has been established in the regulations governing the Board committees.
B.1.43. State whether the Company has established any rules requiring Directors to inform the Company —
and, if applicable, resign from their position— in cases in which the credit and reputation of the Company
may be damaged. If so, describe such rules:
YES
Directors must place their office at the disposal of the board and accept its decision regarding
their continuity in office. Should the board resolve they not continue, they shall accordingly
tender their resignation when the director, acting as such, has caused severe damage to the
Company’s assets or its reputation or credit, and/or no longer displays the commercial and
professional honour required to hold a Bank directorship.
B.1.44. State whether any member of the Board of Directors has informed the Company that he has become
subject to an order for further criminal prosecution upon indictment or that an order for the
commencement of an oral trial has been issued against him for the commission of any of the crimes
contemplated in Section 124 of the Companies Law:
NO
Indicate whether the Board of Directors has analyzed the case. If so, provide a duly substantiated
explanation of the decision adopted regarding whether or not the Director should remain in office.
NO
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
B.2. Committees of the Board of Directors
B.2.1. List all the committees of the Board of Directors and the members thereof:
EXECUTIVE COMMITTEE
AUDIT COMMITTEE
APPOINTMENTS COMMITTEE
REMUNERATION COMMITTEE
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
RISKS COMMITTEE
B.2.2. State whether the Audit Committee has the following duties:
Supervise the process of preparation and the integrity of the financial information YES
relating to the Company and, if applicable, to the Group, monitoring compliance with
legal requirements, the proper delimitation of the scope of consolidation, and the
correct application of accounting principles
Periodically review the internal control and risk management systems, in order for the YES
main risks to be properly identified, managed and made known
Ensure the independence and effectiveness of the internal audit area; make YES
proposals regarding the selection, appointment, re-election and withdrawal of the
head of the internal audit area; propose the budget for such area; receive periodic
information regarding its activities; and verify that senior management takes into
account the conclusions and recommendations contained in its reports
Establish and supervise a mechanism whereby the employees may give notice, on a YES
confidential basis and, if deemed appropriate, anonymously, of any potentially
significant irregularities, especially of a financial and accounting nature, that they
notice at the Company
Submit to the Board proposals for the selection, appointment, re-election and YES
replacement of the external auditor, as well as the contractual terms under which it
should be hired
Regularly receive from the external auditor information regarding the audit plan and YES
the results of the implementation thereof, and verify that senior management takes its
recommendations into account
Ensure the independence of the external auditor YES
In the case of groups of companies, favor the auditor of the Group as the auditor YES
responsible for audit work at the companies that form part thereof
B.2.3. Describe the rules of organization and operation of, and the duties assigned to, each of the Board
committees.
APPOINTMENTS COMMITTEE
Brief Description:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Article 32. Composition
The Appointments committee shall consist of at least three members, appointed by the Board of
Directors which will also appoint the committee chairman. All the committee members must be external
directors, with a majority of independent directors. Its chairman must be an independent director. In the
absence of the chairman, the sessions shall be chaired by the longest-serving member of the committee and
in the event of senior members with equal service, by the oldest.
1.- Draw up and report proposals for appointment and re-election of directors under the terms and conditions
established in the first paragraph of article 3 above. To such end, the committee shall evaluate the skills,
knowledge and experience that the Board requires, as well as the conditions that candidates should display
to fill the vacancies arising, assessing the dedication necessary to be able to suitably perform their duties
in light of the needs that the Company’s governing bodies may have at any time. The committee shall ensure
that when filling new vacancies, the selection procedures are not marred byimplicit biases that may hinder
the selection of female directors, trying to ensure that if there are few or no women on the Board, women who
display the professional profile being sought after are included on the shortlists.
Likewise, when drawing up proposals for the appointment and re-election of directors, the committee shall
take into account, in case they may be considered suitable, any applications that may be made by any Board
member for potential candidates to fill the vacancies.
2.- Annually review the condition of each director so that this can be stated in the annual report on corporate
governance.
3. Report on the performance of the functions of the chairman of the board and, where applicable, the chief
executive officer, for the purpose of periodic evaluation by the Board in the terms established under these
Regulations.
4. Should the chairmanship of the board or the post of chief executive officer fall vacant, the committee shall
examine or organise, in the manner it deems suitable, the succession of the chairman and/or chief executive
officer and put corresponding proposals to the board for an orderly, well-planned succession.
5.- Report the appointments and severances of senior managers and propose senior-management
remuneration policy to the Board, along with the basic terms and conditions for their contracts.
6.- Any others that may have been allocated under these regulations or attributed to the committee by a
Board of Directors resolution.
In the performance of its duties, the Appointments committee shall consult with the Company chairman
and, where applicable, the chief executive officer via the committee chair, especially with respect to matters
related to executive directors and senior managers.
The Appointments committee shall meet as often as necessary to perform its duties, convened by its
chairman or by whomsoever stands in for its chairman in accordance with article 32 above.
The committee may request the attendance at its sessions of persons with positions in the group that are
related to the committee's functions. It may also obtain advice as necessary to establish criteria related to its
business. This shall be done through the Board secretary.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
The system for convening meetings, quorums, the adoption of resolutions, minutes and other details of
its operation shall be in accordance with the provisions of these Board of Directors regulations insofar as
they are applicable.´
REMUNERATION COMMITTEE
Brief Description:
The Remuneration committee shall consist of at least three members, appointed by the Board
of Directors which will also appoint the committee chairman. All the committee members must
be external directors, with a majority of independent directors. Its chairman must be an
independent director. In the absence of the chairman, the sessions shall be chaired by the
longest-serving member of the committee and in the event of senior members with equal service,
by the oldest.
1.- Propose the remuneration system for the Board of Directors as a whole, in accordance with the
principles established in the Company’s bylaws. This system shall deal with the system’s items,
amounts and method of payment.
2.- Determine the extent and amount of the remuneration, entitlements and other economic
rewards for the chairman, the chief operating officer and other executive directors of the Bank, so
that these can be reflected in their contracts. The committee’s proposals on such matters shall be
submitted to the Board of Directors.
3.- Submit an annual report on the directors remuneration policy to the board of directors. This shall
be reported to the Annual General Meeting of the Company’s shareholder.
4.- Propose to the Board the remuneration policy for senior management and the basic conditions of
their contracts.
5.- Ensure observance of the remuneration policy established by the Company and periodically
review the remuneration policy applied to executive directors and senior management.
6.- Any others that may have been allocated under these regulations or attributed to the
committee by a Board of Directors resolution.
In the performance of its duties, the Remuneration committee shall consult with the Company
chairman and, where applicable, the chief executive officer via the committee chair, especially with
respect to matters related to executive directors and senior managers.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
The Remuneration committee shall meet as often as necessary to perform its duties,
convened by its chairman or by whomsoever stands in for its chairman in accordance with
article 35 above.
The committee may request the attendance at its sessions of persons with positions in the group that
are related to the committee's functions. It may also obtain advice as necessary to establish criteria
related to its business. This shall be done through the Board secretary.
The system for convening meetings, quorums, the adoption of resolutions, minutes and other
details of its operation shall be in accordance with the provisions of these Board of Directors
regulations insofar as they are applicable.´
EXECUTIVE COMMITTEE
Brief Description:
´In accordance with Company bylaws, the Board of Directors may appoint an Executive committee,
once two-thirds of its members vote for it and record of the resolution is duly filed at the Companies
Registry. It shall try to ensure that it has a majority of external directors to executive directors
and that independent directors occupy at least one third of the total seats.
The Executive committee shall be chaired by the chairman of the Board of Directors, or when this is
not possible, by whomever the Company bylaws determines.
The secretary shall be the company secretary who, if absent, may be substituted by whomever
is appointed by the meeting’s members.´
Article 27 of the Board Regulations establishes the duties of the Executive committee within the
company, as follows:
´The Executive committee shall deal with the business that the Board of Directors delegates to it in
accordance with prevailing legislation or with the Company’s bylaws.
Specifically, the Executive committee is entrusted with evaluation of the bank's system of
corporate governance. This shall be analysed in the context of the company’s development and of
the results it has obtained, taking into account any regulations that may be passed and
recommendations made regarding best market practices, adapting these to the company’s specific
circumstances.´
Additionally, article 28 of the Board Regulations establishes the following rules regarding the
committee’s organisation and running:
´The Executive committee shall meet on the dates indicated in the annual calendar of meetings and
when the chairman or acting chairman so decides.
All other aspects of its organisation and operation shall be subject to the provisions these
regulations establish for the Board of Directors.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Once the minutes of the meeting of the Executive committee are approved, they shall be signed
by the secretary and countersigned by whomever chaired the meeting.
Directors will be given access to the approved minutes of the Executive committee at the
beginning of Board meetings, so that they can be aware of the content of its meetings and the
resolutions it has passed.´
AUDIT COMMITTEE
Brief Description:
The BBVA Audit & Compliance committee shall be formed exclusively by independent
directors who are not members of the Bank’s Executive committee. They are tasked with
assisting the Board of Directors in supervising the financial statements and exercising
oversight for the BBVA Group.
It shall have a minimum of four members appointed by the Board in the light of their
knowledge and experience in accounting, audit and risk management. One of these
shall act as chairman, also by Board appointment.
Members of the committee do not necessarily have to be experts in financial matters but
must understand the nature of the Group's businesses and the basic risks associated with
it. It is also necessary that they be prepared to apply the judgement skills ensuing from
their professional experience, with an independent and critical attitude. In any event,
the committee chairman shall have experience in financial management and shall
understand the accounting procedures and standards required by the bodies regulating
the sector.
When the chairman cannot be present, his/her duties shall be performed by the most
senior member of the committee, and, where more than one person of equal seniority are
present, by the oldest.
The committee shall appoint a secretary who may or may not be a committee
member but may not be an executive director.
The committee will have the powers established under the Company bylaws, with the following
scope:
- Supervise the internal control systems' sufficiency, appropriateness and efficacy in order
to ensure the accuracy, reliability, scope and clarity of the financial statements of the
Company and its consolidated Group in their annual and quarterly reports. Also
supervise the accounting and financial information that the Bank of Spain or other
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
regulators from Spain and abroad may require, including those in countries where the
Group operates.
- Ensure that the internal codes of ethics and conduct and securities market trading, as
they apply to Group personnel, comply with legislation and are properly suited to the
Bank.
- Especially to enforce compliance with provisions contained in the BBVA directors charter,
and ensure that directors satisfy applicable standards regarding their conduct on the
securities markets.
As part of this objective scope, the Board shall detail the duties of the committee in
specific regulations establishing procedures by which it may perform its mission.
These shall supplement the provisions of these regulations.
The Audit & Compliance committee shall meet as often as necessary to comply with its
functions although an annual calendar of meetings shall be drawn up in accordance with
its duties.
Executives heading the Accounts & Consolidation, Internal Audit and Regulatory
Compliance departments can be invited to attend its meetings and, at the request of
these executives, other staff from these departments who have particular knowledge or
responsibility in the matters contained in the agenda, can also be invited when their
presence at the meeting is deemed appropriate. However, only the committee members
and the secretary shall be present when the results and conclusions of the meeting are
evaluated
The committee may engage external advisory services for relevant issues when it
considers that these cannot be properly provided by experts or technical staff within the
Group on grounds of specialisation or independence.
The committee may call on the personal co-operation and reports of any employee or
member of the management team when it considers that this is necessary to carry out its
functions with regard to relevant issues. The usual channel for a request of this nature
shall be through the reporting lines of the Company organisation. However, in exceptional
cases the request can be notified directly to the person in question.
The system for convening meetings, quorums, the adoption of resolutions, minutes
and other details of its operation shall be in accordance with the provisions of these
Board of Directors regulations insofar as they are applicable, and with whatever the
specific regulations for this Committee may establish.´
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
RISKS COMMITTEE
Brief Description:
The Risks committee shall have a majority of external directors, with a minimum of three
members, appointed by the Board of Directors, which shall also appoint its chairman.
If its chairman is absent, its meetings shall be chaired by the longest-serving member of
the committee and, in the event of more than one person with equal seniority, by the
oldest.
. Analyse and evaluate proposals related to the Group's risk management and
oversight policies and strategy. In particular, these shall identify:
b) The setting of the level of risk considered acceptable according to the risk profile
(expected loss) and capital map (risk capital) broken down by the Group’s businesses and
areas of activity;
c) The internal information and oversight systems used to oversee and manage risks;
d) The measures established to mitigate the impact of risks identified should they
materialise.
. Monitor the match between risks accepted and the profile established.
. Analyse and approve any risks that might compromise the Group's capital adequacy
or recurrence of its earnings in view of their size or might entail operational or reputation
risk.
. Check that the Group possesses the means, systems, structures and resources
benchmarked against best practices to allow implementation of its risk management
strategy.
The Risks committee shall meet as often as necessary to comply with its duties, convened
by its chairman or by whomever stands in for its chairman in accordance with the
provisions of the previous item although an annual calendar of meetings shall be drawn
up in accordance with its tasks.
The system for convening meetings, quorums, the adoption of resolutions, minutes
and other details of its operation shall be in accordance with the provisions of these
Board of Directors regulations insofar as they are applicable, and whatever is
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
established in the specific regulations of this Committee.´
B.2.4. Indicate the advisory and consultative powers as well as the delegated powers, if any, of each of the
committees:
Name of committee
APPOINTMENTS COMMITTEE
Brief description
SEE B.2.3.4
Name of committee
RENUMERATION COMMITTEE
Brief description
SEE B.2.3.5
Name of committee
EXECUTIVE COMMITTEE
Brief description
Article 45 of the bylaws establishes that BBVA has an Executive committee, to which
the Board has delegated all its powers of administration, except those that the law
and/or bylaws deem undelegatable due to their essential nature.
´The Executive committee shall meet as often as its chairman or the person acting in
his/her stead considers appropriate or at the request of a majority of the members
thereof, and it shall consider those matters falling within the responsibility of the
Board of Directors which the Board, in accordance with the applicable legislation or
these bylaws, resolves to entrust to it, including, by way of illustration only, the following
powers:
To formulate and propose policy guidelines, the criteria to be followed in the
preparation of programmes and to fix goals, to examine the proposals put to it in
this regard, comparing and evaluating the actions and results of any direct or indirect
activity carried out by the Entity; determine the volume of investment in each
individual activity; approve or reject transactions, determining methods and conditions;
arrange inspections and internal or external audits of all areas of operation of the entity;
and in general to exercise the faculties delegated to it by the board of directors.´
Any investment or divestment worth over €50m must be submitted to Executive committee
approval.
Name of committee
AUDIT COMMITTEE
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Brief description
Article 48 of the bylaws establishes that the Audit committee be entrusted with the supervision of
financial statements and the exercise of oversight. This committee shall have the authority and
necessary means to carry out this fundamental role within the corporation.
The Audit committee shall have, as a minimum, the following powers:
a) to report, at the AGM on issues that shareholders bring up there regarding matters within the
scope of its powers.
b) to propose to the Board of Directors, for submission to the AGM, the appointment of the Auditor
of Accounts referred to in article 204 of the Companies Act and, where applicable, the
conditions under which they are to be hired, the scope of their professional remit, and
the termination or renewal of their appointment.
d) to be apprised of the financial information process and the internal control systems.
e) to maintain relations with the Accounts Auditor to receive information on such questions as
could jeopardise the Accounts Auditor’s independence, and any others related to the process
of auditing the accounts, as well as receive information and maintain communications
with the Accounts Auditor as established under the legislation of accounts audits and
the technical auditing standards.
Name of committee
RISKS COMMITTEE
Brief description
SEE B.2.3.3
B.2.5. Indicate, if applicable, the existence of regulations of the Board committees, where such regulations may
be consulted and the amendments made during the fiscal year. Also indicate if any annual report of the
activities performed by each committee has been voluntarily prepared.
Name of committee
APPOINTMENTS COMMITTEE
Brief description
The Board Regulations, amended in May 2010, as detailed in section B.2.3 of this report, include
specific sections for each committee, regulating their composition, duties and operation. The Chair
of the Appointments committee presented a report to the BBVA Board of Directors on its activities
during 2010, describing the tasks carried out with respect the appointments, re-elections and
severances of directors and other matters, such as the review of the status of the independent
directors.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Name of committee
RENUMERATION COMMITTEE
Brief description
The Chair of the Remuneration committee presented a report to the BBVA Board of Directors on its
activities during 2010, describing the tasks carried out with respect to the annual report on the
Board remuneration policy.
Name of committee
AUDIT COMMITTEE
Brief description
The BBVA Audit & Compliance committee has a set of specific regulations approved by the
Board, which govern its operation and powers, amongst other things. These regulations are
available on the Company's website (www.bbva.com).
During 2010, no amendments have been made to said Audit & Compliance committee
regulations.
The Board Regulations, as detailed in section B.2.3 of this report,include specific sections for each
committee, regulating their composition, duties and operation.
The chair of the Audit committee presented the Board of Directors a report on its activities,
describing the tasks the committee carried out with respect to its duties and, especially, with
respect to the financial statements of the Bank and its Group, its work with the Group’s external
auditors and the core features of the external audit plan for 2010, the monitoring of the internal
control on financial information and the communications sent to the Group by the different regulators
and the approval of the Regulatory Compliance Plan for the year.
Name of committee
RISKS COMMITTEE
Brief description
The BBVA Risks committee has a set of specific regulations approved by the Board, which govern
its operation and powers, etc. These regulations are available on the Company's website
(www.bbva.com).
During 2010, no amendments have been made to said BBVA Risks committee regulations.
The Board Regulations, amended in December 2007, as detailed in section B.2.3 of this report,
include specific sections for each committee, regulating their composition, duties and operation.
The Risks Committee presented a report to the Board of Directors regarding the most
significant aspects of what it did during 2010, describing the analysis and evaluation of proposals
on the Group's risk policies and strategies on the global risk map; the monitoring of the degree to
which the risks borne by the Bank match the profile established and checking of the implementation
of suitable means, systems and structures to implement its strategy in risk management.
B.2.6. Indicate whether the composition of the Executive Committee reflects the participation of the different
directors in the Board of Directors based on their category:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
YES
C. RELATED-PARTY TRANSACTIONS
C.1. State whether the Board as a full body has reserved for itself the power to approve, after a favorable
report of the Audit Committee or any other committee entrusted with such duty, transactions carried out by
the Company with Directors, with significant shareholders or shareholders represented on the Board, or
with persons related thereto:
YES
C.2. Describe the relevant transactions that involve a transfer of funds or obligations between the
Company or entities within its Group and the Company’s significant shareholders:
C.3. Describe the relevant transactions that involve a transfer of funds or obligations between the
Company or entities within its Group and the directors or managers of the Company:
C.4. Describe the relevant transactions made by the Company with other companies belonging to the
same group, provided they are not eliminated in the preparation of the consolidated financial statements
and they are not part of the ordinary course of business of the Company as to their purpose and
conditions:
C.5. State whether the members of the Board of Directors have been subject to any conflict of interest
situation during the fiscal year pursuant to the provisions of Article 127 ter of the Companies Law.
NO
C.6. Describe the mechanisms used to detect, determine and resolve potential conflicts of interest
between the company and/or its Group, and its directors, managers or significant shareholders.
Articles 8 and 9 of the Board Regulations regulate issues relating to possible conflicts of interest as
follows:
´Article 8.
For this reason directors must notify the Board of any direct or indirect conflict that they might have with
the Company's interests, any stake they might have in a company whose activities are the same, similar or
complementary to the Company’s corporate object and the offices or functions which they perform in it.
They must also notify the Board of any activities that are the same, similar or complementary to those
pursued by the Company when performed on their own behalf or on behalf of a third party.
The directors must inform the Appointments committee of their other professional obligations, in case
these might interfere with the dedication required to comply with their duties as directors.
Article 9.
Directors must refrain from taking part or intervening in those cases where a conflict of interest with the
Company might arise. Directors shall not be present when the corporate bodies to which they belongs
are discussing matters in which they might have a direct or indirect vested interest, or matters that
might affect persons with whom they are related or affiliated under legally established terms and
conditions.
Directors must also refrain from taking a direct or indirect interest in businesses or enterprises in which
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Bank or companies of its Group hold an interest, unless such interest was held prior to joining the
Board or the moment when the Group took out its interest in such business or enterprise, or unless such
companies are listed on domestic or international stock exchanges, or unless authorised to do so by the
Board of Directors.
Directors may not use their position in the Company to obtain material gain. Nor may they take advantage
directly for themselves or indirectly for persons related to them, from any business opportunity that they
have become aware of as a result of their Bank directorship, unless this opportunity has been previously
offered to the Bank and the Bank had decided not to take it up and the director has been authorised to
do so by its Board.
Directors must comply at all times with the applicable provisions of the BBVA Group code of conduct for
stock-exchange trading, with legislation and with any other internal codes regarding requests for loans,
bank bonds and guarantees made to the financial subsidiaries of the BBVA Group. They must refrain
from conducting or from suggesting to a third party any transaction involving shares of the Company
and/or its subsidiary, affiliated or associate companies when their directorship has led to possession of
privileged or confidential information before such information is known to the public.´
Since BBVA is a financial institution, it is subject to Act 31/1968 on incompatibilities and limitations of
chairmen, directors and senior managers in the non-State banking sector. This act states that
chairmen, deputy chairmen, directors and general managers or similar operating in the private-sector
banking industry in Spain may not obtain credits, bonds or guarantees from the bank on whose board or
management team they work, unless expressly authorised by the Bank of Spain.
All the members of the Board and the senior management are subject to the company’s code of conduct
on securities markets
The BBVA Group’s code of conduct on the securities markets is intended to control possible conflicts of
interest. It establishes that everyone subject to the code must notify the head of their area and the
Regulatory Compliance department of situations that could potentially and under specific circumstances
may entail conflicts of interest that could compromise their impartiality, before they engage in any
transaction or conclude any business in which they could arise.
The above notwithstanding, the parties subject to the code have a permanent form filed with the
Regulatory Compliance department, which they must keep up to date, with a standard declaration that
they are given, declaring certain economic and family affiliations specified in the code.
Where there is any doubt about the existence of conflicts of interest, any party subject to the code must
show maximum prudence and notify the head of his/her area and the Regulatory Compliance department
of the specific circumstances surrounding their case, so that they may judge the situation for themselves.
NO
Identify the subsidiaries listed in Spain:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
D. RISK CONTROL SYSTEMS
D.1. General description of the risk control policy adopted by the Company and/or its Group,
describing and assessing the risks covered by the system and providing a justification for the
adjustment of such system to the profile of each kind of risk.
BBVA believes that excellence in the management of risk is an essential part of its competitive
strategy. The Board of Directors approves the risk management and control policy, and the
periodic monitoring of the internal reporting and control systems. To better carry out its duties, the
Board has the support of the Executive committee and the Risks committee, whose main mission is to
help it pursue its duties related to risk management and control. The functions allocated to it pursuant
to article 36 of the Board Regulations are described in section D3. The general principles guiding the
Group in its definition and monitoring of risk profiles are as follow:
2. The risks accepted must be compatible with the Group's target capital adequacy levels. They
must be identified, measured and valued, with procedures in place for monitoring and management,
as well as sound control mechanisms.
3. All risks must be integrally managed throughout their life cycle, treating different types of risk
differently and actively managing portfolios based on a common measurement (economic capital).
4. The business areas are responsible for proposing and maintaining the risk profile within their
level of accountability and within the framework of the corporate activity (defined as the set of Risks
procedures and policies).
5. The risk infrastructure must be suitable in terms of people, tools, data bases, reporting systems
and procedures. It must facilitate a clear definition of roles and responsibilities, ensuring efficient
allocation of resources between the corporate area and the risks units in the business areas.
On the basis of these principles, the Group has developed a global risk management system
structured in three main blocks:
A corporate risk governance scheme, separating out functions and responsibilities and aligned
with international tendencies and recommendations, adapted to the regulatory requirements of each
country and reflecting the most advanced practices in the markets where the Group operates.
A set of tools, circuits and procedures that incorporate the risk management model into strategic,
tactical and operational decision processes within the Group’s daily operations;
A system of internal controls. The Group's risks system is managed by the Risks Area of the Corporate
Centre, which combines a view of each risk type with a global vision.
The risks function is distributed between the risks units in the business areas and the Corporate Risks
Area. The Corporate Risks Area defines global strategies and policies, while the risks units in the
business areas propose and maintain the risk profile for each customer on an autonomous basis, but
within the corporate framework.
The Corporate Risks Area combines the vision by risk type with a global vision. It comprises the
Corporate Risks Management unit, which covers the different types of risk, the Technical Secretariat
responsible for technical comparisons, along with the transversal units of Structural Management,
Asset Allocation, Technology and Risk Evaluation Methods and Validation Control, which includes
internal control and operational risk. This approach in the risks function ensures firstly the integration,
control and management of all the Group's risks; secondly, application of standardised risk metrics,
policies and principles throughout the entire Group; and thirdly, the necessary knowledge of each
geographical area and each business.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
This organisational set-up is supplemented with various committees, including the following:
The Global Asset Allocation Committee comprising the Chief Operating Officer of the Group, the CFO,
the director of corporate development and structure and the director of Global Risk Management. This
committee plans the process for risk acceptance, proposing an objective risk profile and proposes the
objective risk profile to the Board's Risks Committee.
The Global Internal Control & Operational Risk Committee is intended to periodically review, at Group
level and at the level of each unit, the control environment and the way that the Internal Control &
Operational Risk models are working, monitoring and locating the main operational risks open in the
Group, including those that are transversal in nature. This committee becomes the highest instance of
operational risk management in the Group.
The Risks Management Committee comprises the heads of the risks units in the business areas and
the heads of the Corporate Area Risks units. This body meets each month and is responsible for
defining the Group risks strategy (especially regarding the function's policies and structure within the
Group), for proposing the risks strategy to the Group Governing Bodies for approval, for monitoring the
management and control of risks in the Group and, where applicable, adopting the corresponding
measures. The Global Risk Management Committee comprises the corporate heads of the risks
function in the Group and the heads of risk in the different countries. This committee meets every six
months. Its remit includes reviewing the Group risks strategy and the review and pooling of the main
risks initiatives and projects in the business areas.
The Risk Management Committee comprises the following permanent members: the head of Global
Risk Management, the head of Corporate Risk Management and the head of the Technical Secretariat.
The rest of the members will depend on the transactions it must analyse, in each of its sessions. The
committee analyses and decides which financial programmes and operations fall within its remit and
debate those that fall outside it, passing them on, where applicable with a favourable opinion, to the
Risks Committee.
The ALCO has powers to actively manage the structural positions for the Group in interest rates and
exchange rates, global liquidity and equity. The Technology & Methods Committee is the forum in
which the hedging is decided to cover the requirements of models and infrastructure in the business
areas within the GRMoperational model.The New Products Committee is charged with studying and,
where applicable, approving the implementation of new products before initiating new activities; the
later monitoring and control for the new products that are authorised, and the orderly development of
the business and how to enable it to develop in a controlled environment.
CREDIT RISK.
Credit risk is defined as the loss that may occur stemming from the failure by a customer to fulfil the
agreed contractual obligations in financial transactions with BBVA or from impairment of their asset
quality.
Credit risk management includes managing counter-party risk, issuer risk, liquidation risk and country
risk. The Group's credit risk management starts with the process of analysis prior to taking decisions,
the decision-making, instrumentation and monitoring of the transactions formalised and may end with
their recovery. It also covers the entire process of control and reporting at customer, segment,
sector, business-unit or subsidiary level.
Any credit risk decision must be suitably valued and all customers must be classified in order to put
the decision to the body with their respective profile. The main underpinnings for decisions on
credit risk are: sufficient generation of customer funds to bear the repayments of the capital and
interest owing on the loans, sufficient assets and the constitution of suitable and sufficient
security to enable effective recovery of the transaction. All the credit transactions booked and
paid up must be accompanied by the basic information for studying their risk, the risk proposal.
They must be supported by the approval documents, reflecting the terms and conditions granted by
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
the pertinent body. The Group's credit risk management is based on an integrated structure covering
all the functions, permitting objective, independent decision-making throughout the life cycle of the
risk.
The Group has standardised criteria for action and conduct in how to deal with credit risk in an
independent manner without detriment to the specialisation of each business unit or the specificities of
the legislation prevailing in each country. In order to guarantee this standardisation, the definitions and
proposal of the management criteria for credit risk, circuits, procedures, structure and oversight of
the management are the responsibility of the Corporate Risks Area. Managing credit risk
according to the defined criteria is the responsibility of the business units as a function of the
decision routing. In the case of retail segments, the decision routing works as follows: Authorisation
comes from the empowerment level granted to the branches and retail business units and decisions
are formalised as a function of what is dictated by the scoring tools. Changes in weighting and
variables within these tools must be validated by the Corporate Risk Area. For the wholesale
segments, the decision routing works as follows: Authorisation comes from the empowerment level
granted according to the delegation rules and the decisions are formalised in the respective Risks
committees.
The decisions adopted in Risks Committees are not collegiate but joint and several, the person with
the highest-level delegation deciding the criterion. The rule of delegation specifies those cases
where the decision on policies for customers or transactions cannot be delegated due to possibilities
of reputational risk or others that the governing bodies deem opportune. In other cases, the delegation
will be based on an iso-risk curve plotted by BBVA rating validated by the Corporate Risk Area. This
means that the main risks with customers or transactions in each business unit will be decided at the
level of the Corporate Risk Area committees or higher. The criteria for the development and use of the
scoring and rating tools are established by the Corporate Centre Risks Area, including the
construction, implementation and monitoring of models from Corporate Risk Management and their
importance in calculating the EC, EP, customer monitoring, pricing. On the basis of the empowerment
granted by the governing bodies to the president & COO and in compliance with the rule of delegation,
the Corporate Risk Area is responsible for proposing the terms of delegation in each of the business
units. This proposal will at all times be coherent with the characteristics of each unit's business; the
relative sixe of its economic capital; the extent to whichthe Group's decision routing, procedures and
standardised tools have been implemented; and the suitable organisational structure for correct credit
risk management.
In order to mitigate credit risk concentration in any geographical area, individual or industry, the
Group constantly updates its individual and industry concentration indexes with respect to the
different variables that may impact credit risk. Thus the Financial Quota or presence of the Group in
one customer is based on that customer's asset quality, the type of transaction, and the Group's
presence in a market, according to the following guidelines: The balance between the customer's
financial requirements, distinguishing between commercial/financial, short/long term needs, and the
degree to which it is an attractive investment for BBVA. These elements give the most favourable
mix of transactions compatible with the customer's requirements. Other conditioning factors are
the legal requirements of each country, the ratio between the Bank's lending to the customer and its
equity, avoiding excessive concentration of risks in too few customers. Likewise, it takes into account
the conditioning factors stemming from the market, the customer, internal regulations, legislation and
the macroeconomic climate. Suitable portfolio management makes it possible to identify
concentrations and trigger action. Any transactions with customers or groups with an expected loss
plus capital of more than €18m is decided at the level of the Risks Committee. This benchmark is
equivalent to an exposure of 10% of the eligible equity for a AAA rating and 1% for a BB
rating. This entails the oversight of the main concentrations of individual risk by the highest-level
governing bodies for risk, as a function of asset quality. There is a maximum concentration of 10% of
eligible equity. Up to that level the operational approach is linked to detailed customer insight and
knowledge of the markets and the industry in which the customer operates.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
MARKET RISK:
This risk arises as a consequence of activity on the markets, using financial instruments whose
value may be subject to changes in market conditions, reflected in changes in the different assets and
financial risk factors. The risk may be mitigated or even eliminated by hedging with other products
(assets/liabilities or derivatives) or undoing the open position/transaction. There are three key risk
factors affecting market prices:
Interest-rate risk: This arises from changes in the time structure of market interest rates for the different
currencies.
Exchange-rate risk: this arises from changes in the exchange rates between difference currencies.
Price risk: this arises from changes in market prices, either in factors specific to the instrument itself
or in factors impacting all the instruments traded on the market.
There are also other risks that must be considered for certain positions: credit spread risk, base risk,
volatility or correlation risk.
The basic variable used to measure and control the Group’s market risk is Value-at-Risk (VaR). This
estimates the maximum loss, at a certain confidence level, that could occur on the market positions of
a trading book for a specific time horizon. The Group calculates VaR with a 99% level of confidence
and a time horizon of 1 day. The current model for market risk limits consists of a global structure
encompassing economic risk of capital (ERC) and the VaR and the VaR sub-limits and the stop-loss
limits for each of the Group's business units. The global limits are approved each year by the
Executive committee, at the proposal of the Central Unit for Risks in Market Areas, after hearing the
Risks Committee presentation. The limits structures is drawn up by identifying specific risks by type,
activities and desks. The coherence between global and specific limits and VaR sub-limits and delta
sensitivity is safeguarded by the market risk units. This is supplemented with an analysis of the impact
on the income statement by stress testing risk factors, considering the impact of past financial crises
and economic scenarios that could come being in the future. In order to consider the performance of
the business units over the year, the accumulation of negative results is linked to a reduction in the
VaR limits established. To anticipate the application of this dynamic methodology and mitigate effects
of adverse conditions, the structure is complemented with stop loss limits and warning signals that
automatically activate procedures to deal with situations that could have a potential negative impact on
market activities. The model for measuring market risks incorporates back-testing and
measurements of the impact of extreme market movements on risk positions maintained (stress
testing). At present stress testing is done on historic crisis scenarios and on impacts based on
crisis scenarios drawn up by the Group’s Research Department.
STRUCTURAL RISKS:
Managing the interest risk on the balance sheet aims to keep the Group's exposure to changes of
market interest rates at levels in keeping with its risk profile and strategy. For this, the ALCO
develops management strategies to maximise BBVA's economic value, safeguarding the recurrent
generation of earnings through the net interest income. It not only considers market expectations, but
also ensures that the exposure levels match the risk profiles defined by the Group management bodies
and that an equilibrium is maintained between the expected earnings and the level of risk borne. The
implementation of a system of transfer rates that centralises the Group's interest-rate exposure on the
ALCO books helps to foster a suitable risk management of the balance sheet. The control and
monitoring of the structural interest rate risk is done in the Risks Area. Acting as an independent unit,
this area guarantees proper separation between risk control and risk management functions, in
compliance with the Basel Committee on Banking Supervision recommendations. These functions
include the design of measurement models and systems and the development of monitoring, reporting
and control policies. Risks carries out monthly measurements of the structural interest rate risk, which
support Group management. It is tasked with controlling and analysing the risk, and its work feeds into
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
the main governing bodies, above all the Executive committee and the Risks committee. Changes in
the market interest rates impact the Bank's net interest income in the short and in the medium term.
For its economic value, a long-term focus is applied. The main source of risk is the time lag between
re-pricing and maturities for the products on the banking book. The Group's structural interest rate risk
measurement model uses a set of metrics and tools to quantify and evaluate its risk profile. Models
have been developed to reflect risks on the balance sheet, establishing hypotheses regarding early
repayment of loans and the performance of deposits with no explicit maturity date. A simulation is
carried out of interest rate curves to quantify the probabilities of risks and pick up any additional
sources of risk apart from flow mismatching, coming not just from parallel movements but also
from changes in steepness and curvature, based on the past behaviour of each currency. This
simulation model generates the income at risk (YaR) and the economic capital (EC), with maximum
deviations with a negative impact on the net interest income and the economic value, respectively, at a
certain level of confidence over a defined period of time. These negative impacts are limited in each
of the Group's entities by its limits policy. The risk measurement model is supplemented with
scenario analyses and stress tests. Sensitivity to a standard variation of 100 basis points is measured
on all market curves.
Structural Exchange Risk. Structural exchange risk mainly originates in exposure to changes in
exchange rates arising in the Group's non-euro subsidiaries and the provisions to the branches outside
Spain that are financed in a currency other than that of the loan-book. The changes in exchange rates
impact the total net assets, the capital adequacy ratios and the budget compliance in BBVA's earnings,
as there is an exposure due to the contribution made by the non-euro-area subsidiaries. The Finance
Department, through ALCO (Assets & Liabilities Committee) actively manages the exchange rate
risk by drawing up hedging policies to minimise the impact on the Group's capital ratios from
fluctuations in parities, and guaranteeing the countervalue in euros of the earnings that its subsidiaries
generate in other currencies. The Risks area acts as an independent unit, tasked with designing
measurement models, perform the risk calculations and ensure compliance with the limits. It reports
on all this to the Risks Committee and the Executive committee. Measuring structural exchange
rate risk is done on the basis of a simulation modelling of exchange rate scenarios. This makes it
possible to quantify changes in value that could occur for a confidence level of 99% and a
predetermined time horizon. This simulation generates a distribution of possible impacts on the Group's
net assets and its income statement. Thus the maximum unfavourable deviation can be determined
along both axes for a predetermined level of confidence and time horizon, which depends on the
market liquidity in each of the currencies. Additionally, this simulation model is used to generate a
distribution of impacts on capital ratios, disaggregating the net assets and the risk weighted assets
down to the level of each different currency. The Finance Department incorporates these measures
into decision making, in order to match the Group's risk profile to the guidelines stemming from the
limits structure authorised by the Executive committee on the basis of these same metrics.
Structural equities risk. The Group's exposure to structural risk on equities mainly stems from its
holdings in industrial and financial companies with mid-term and long-term investment horizons. It is
reduced by the short net positions maintained in derivative instruments on the same underlyings
in order to limit the portfolio's sensitivity to potential drops in prices. The Risks area carries out the
effective measurement and monitoring of structural equities risk in order to limit its negative impact on
the capital adequacy and the recurrence of the Group's earning that could arise from poor
performance of the value of the holdings that it has in the capital of other industrial and financial
companies. The monitoring perimeter comprises the positions of this nature in the investment
portfolio. For reasons of prudence and efficiency in management, this includes holdings that
consolidate, even if the changes in their value would not have an immediate impact on the net worth
of the Group. Moreover, to determine exposure, the positions in derivatives over underlyings of the
same nature are considered, used to limit the portfolio's sensitivity to potential falls in prices. In order
to ensure that this risk is kept within levels compatible with the Group's target risk profile, a control and
stop-loss mechanism has been structured, working on the coordinates of exposure, earnings and
economic capital. The Risks area estimates the levels of risk borne and also does periodic stress
testing and back testing and scenario analysis. It monitors the degree of compliance with the limits
authorised by the Executive committee and periodically reports on all aspects of its mission to the
senior management. The measurements of economic capital are also integrated into the
measurements of risk adjusted returns used to foster efficient management of the Group's capital.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Liquidity risk.
Liquidity risk is the possibility that an entity may not be able to meet its payment commitment or that in
order to do so, it may have to raise funds under burdensome conditions, impairing its reputation and
public image. The Group centralises its liquidity risk monitoring in each bank, with two focal objectives:
The short-term focus covers up to 90 days. It mainly centres on managing the payments and
collections of Treasury and Markets, including proprietary trading in the area and the possible
liquidity requirements of the bank as a whole. The medium-term structural focus centres around
the financial management of the balance sheet, with a minimum one-yearly time horizon in its
monitoring. The evaluation of liquidity risk on assets is based on whether or not the assets are
eligible for re-discounting from the corresponding central bank. Under normal situations, maximum
liquidity assets, whether for the short or the mid-term focus, are considered to be assets that are on the
list of eligible assets published by the ECB or the corresponding monetary authority. Non-eligible
assets, listed or not for public trading, will only be considered a second line of liquidity for the Group
when analysing crisis scenarios. The integrated management of liquidity is carried out by the ALCO
through the Finance Department. It takes into account a wide range of limits, sub-limits and
alerts approved by the Executive committee. With these, the Risks area independently takes
measurements and exercises oversight. It also provides the tools manager with support and metrics for
decision making. Each of the local risks areas, all independent of the local manager, comply with
the corporate principles of liquidity risk control established by the Central Structural Market Risks
Unit (UCRAM) for the Group as a whole. At the level of each entity, the managing areas request
and propose a set of quantitative and qualitative limits and alerts that affect both short and mid-term
liquidity risk. Such requests must be authorised by the Executive committee. The Risks area also
performs daily and monthly measurements of risk incurred, develops valuation tools and models,
does periodic stress testing, measures the degree of concentration with inter-bank counterparties. It
draws up manuals on policies and procedures and monitors the authorised limits and alerts, reviewing
them at least once a year. The information on liquidity risks are periodically submitted to the Group's
ALCO and to the managing areas concerned. Under the Contingency Plan, the Technical Liquidity
Group (GTL) carries out the initial analysis of the Group's short and long-term liquidity situation
when there is any alert signal or sign of a possible crisis. The Technical Liquidity Group comprises
specialists from the short-term trading desk in Treasury, the Finance Department and UCRAM.
Structural risks. When such alerts might reflect a certain degree of gravity, the GTL reports to the
Liquidity committee, made up of the heads of the corresponding areas. The Liquidity committee is
tasked with calling the Crisis Committee in the event of extreme necessity.
OPERATIONAL RISK:
Operational risk is the risk of loss due to failures or mismatches of processes, staff and internal
systems or due to external events. Since 2000, the Group has had an operational risk model based on
identifying and quantifying all the risks individually. The model is based on the concept of anticipation.
This means it must be able to identify operational risks and their possible consequences before they
materialise in the form of events. BBVA has various tools implemented to cover the qualitative and
quantitative aspects of operational risk:
Ev-Ro: this is a tool for identifying and quantifying operational risk factors, ie, any circumstances that
cause or could cause losses. Their frequency and impact on the business and support areas is
estimate in terms of the direct cost, the indirect cost (inefficiency) and their opportunity cost
(manque à gagner). This tool is implemented throughout the Group and is updated each year. Ev-Ro
identifies priority operational risk factors, which represent 80% of the quantified risk. The Operational
Risk committees focus nearly all their attention on these factors.
TransVaR: to supplement Ev-Ro, the Group has an operational risk management tool using indicators.
An indicator is a variable associated to a process that measures its attributes, such as quality.
Consequently, it also serves to measure operational risk. This tool fundamentally serves to monitor
the risk performance and to establish alert signals. TransVar indicators are associated to the
causes of operational risk. They are predictive by nature. The most important indicators are volumes
processed, systems availability, the regularity of account reconciliation and the number of incidents in
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
processes. SIRO: operational risk events tend to have a negative impact on the income statement. To
keep exhaustive control over them, they are recorded to a data base called SIRO. For this to be
trustworthy, it is fed directly from the accounts department. The internal SIRO data are supplemented
with information from an external data base that come from the ORX consortium (Operational Risk
Exchange, [email protected]. BBVA was a founding member of this non-profit association, which now has
50 first-line banks from 18 countries as members.
The operational risk events are classified into the risk categories established under Basel 2:
processes, fraud (internal and external); technology, human resources, trading practices, disasters
and suppliers. The Group also has its internal control model that informs the best practices contained
in the documents Enterprise Risk Management – Integrated COSO Framework and the BIS
Framework for Internal Control Systems in Banking Organisations. The Internal Control Model fits into
the Integral Risk Management Framework, which is a process within the organisation that involves its
board of directors, its senior management and all its staff. It is designed to identify potential risks facing
the institution, to ensure these are managed within the limits established, such that the business
objectives can be guaranteed, insofar as this is reasonable. This Integrated Risks Management
Fraework includes specialist units, the Internal Control and Operational Risk function and Internal
Audit.
D.2. Indicate whether any of the various types of risks (operational, technological, financial, legal,
reputational, tax-related, etc.) affecting the Company and/or its Group materialized during the fiscal
year.
YES
If so, indicate the circumstances giving rise to them and whether the established control systems have
worked:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Risk materialised in the financial year
Risk is inherent to financial activities and therefore the materialisation of risk, to a greater or lesser
degree, is absolutely unavoidable.
The Group has sophisticated systems and tools for measuring and controlling risk of whatever kind. Its
aim is to limit the maximum impact that risks could trigger were they to materialise. The control
systems have worked satisfactorily during 2010. Below, we detail the most relevant parameters of risk
management in 2010 for the BBVA Group.
CREDIT RISK
Mitigation of credit risk, collaterals and other credit enhancements, including hedging
and risk mitigation policies.
The Group's policy for covering and mitigating credit risk derives from its business model in banking.
It is, above all, a relationship-oriented bank. On the basis of this relational banking model, the
constitution of security is a necessary instrument, but not sufficient when granting risks. Thus, for the
Group to bear a risk, it must first verify the payment capacity or the capacity to generate funding to
meet the repayment schedule on the risk taken.
The procedures used to value collateral security reflect best practices in the market. This means
using appraisals for real-estate collateral, market pricing for exchange-traded securities, listed
prices for holdings in mutual funds, etc.
All collateral must be correctly instrumented an duly registered. It must also be approved by the
Group's Legal Affairs units.
The following is a description of the main collateral received for each category of financial
instruments:
Trading portfolio: The collateral or credit enhancement obtained directly from the issuer or
counterparty are implicit in the clauses of the instrument. In trading derivatives the credit risk is
minimised by contractual clearing agreements, in which derivative assets and liabilities with the same
counterparty are netted out for settlement. There may also be other kinds of security, depending on
the solvency of the counterparty and the nature of the transaction.
Other financial assets at fair value with changes in profits and losses: The collateral or credit
enhancement obtained directly from the issuer or counterparty are inherent in the structure of the
instrument.
Financial assets available for sale: The collateral or credit enhancement obtained directly from the
issuer or counterparty are inherent in the structure of the instrument.
Credit investments:
- Deposits in financial institutions: These have the personal guarantee of the counterparty and, in some
cases, additional guarantees from another financial institution which a credit derivative has been
established.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
- Customer credit: Most transactions include a personal guarantee from the counterparty. However,
additional collateral is required to assure lending transactions with customers. This can be
mortgage guarantees, money guarantees, pledges of securities or other property-based collateral.
Other kinds of credit enhancement can be carried out, such as: credit derivatives, guarantees.
- Securities representing debt: The collateral or credit enhancement obtained directly from the
issuer or counterparty are inherent in the structure of the instrument.
Portfolio of investments held to maturity: The collateral or credit enhancement obtained directly
from the issuer or counterparty are inherent in the structure of the instrument.
Hedging derivatives: Credit risk is minimised by contractual clearing agreements, in which derivative
assets and liabilities with the same counterparty are netted out for settlement. There may also be
other kinds of security, depending on the solvency of the counterparty and the nature of the
transaction. Financial guarantees, other contingent liabilities and available for third parties: These have
the personal guarantee of the counterparty and, in some cases, additional guarantees from another
financial institution which a credit derivative has been established.
At 31st December 2010, the average amount pending collection on mortgage loans was 53.1% of the
value of the collateral on the loans.
The balance of financial assets that have mature but are not considered impaired, at 31st
December 2010, including any amount due at that date, was €1,670m. Of these, 64.8% had over-run
the first maturity date by less than one month, while 18.6% had over-run the first maturity date by
between one and two months and 16.6% had over-run first maturity date by between two and three
months.
The balance of impaired financial assets at 31st December 2010 was €15,472m. Of this sum,
€15,936m come from the loan book and €140m from debt securities. At 31st December 2010, the
amount of impaired contingent liabilities was €324m.
The estimated value of the assets securing doubtful risks with collateral at 31st December 2010 was
greater than the amount outstanding on such risks.
Changes have been booked during 2010 for the financial assets and contingent liabilities that have
impaired. A total of €13,207m have been added; €9,138m have been recovered; €4,307m have been
charged down and €247m have been booked as exchange rate and other differences.
The Group's non-performing asset ratio on ´Customer credit´ and ´Contingent Liabilities' at 31st
December 2010 was 4.1%, ie, two percentage point increase against the previous year.
At 31st December 2010, the amount of renegotiated financial assets, which could have
been impaired had their terms and conditions not been negotiated, did not vary
significantly against the previous year.
MARKET RISK
Market risk in 2010
The BBVA Group's market risk has risen slightly in 2010 compared against earlier years.
The average exposure in 2010 (calculated as VaR without curve flattening) was €32.9m.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
During the first half of the year, there was higher exposure to interest rates by some of the
Group companies in South America and Bancomer, as interest rates were expected to
fall. When they did, this meant significant cutbacks in the short part of the local curves.
This has a positive impact on the earnings from business volumes. This greater exposure
was limited gradually, as the central banks began to stabilise their interest rates,
contributing to a reduction in the market risks in the region. This was taken up positively by
the markets, which showed a reduction in volatility. During the second half of 2010, the
Group's market risk performance was marked by increased exposure in Global Markets
Europe, especially in long-term interest rates and equities volatility.
D.3. Indicate whether there is any committee or other decision-making body in charge of establishing
and supervising these control mechanisms.
YES
RISKS COMMITTEE
Description of duties
According to the recommendations of the Basel Committee, monitoring and supervision of risk
management at financial entities is the duty of the board of directors which is the ultimate body
responsible for approval and periodic review of the bank's strategies and policies on risk,
reflecting its risk tolerance and the expected level of return. However, the growing complexity of
risk management at financial institutions requires them to define a risk profile that matches their
strategic goals. They must advance gradually, as circumstances permit, towards a model that
establishes a system of delegation based on amounts and ratings. This also applies to active
tracking of exposure to quantifiable risks by means of a map of risk capital, expected losses and
control on non-quantifiable risks.
Thus analysis and periodic tracking of risk management with regard to the attributes of the
administrative bodies of the bank, made it advisable to set up a specific board committee for
this purpose. Within the scope of its defined functions, this committee should apply the
necessary dedication to analyse the way risk is handled in the entire Group. Consequently,
the Risks committee of the Board has been assigned the following duties, in accordance with the
board regulations:
. Analyse and evaluate proposals related to the Group's risk management and oversight
policies and strategy. In particular, these shall identify:
a) The setting of the level of risk considered acceptable according to the risk profile (expected
loss) and capital map (risk capital) broken down by the Group’s businesses and areas of activity;
b) The internal reporting and internal control systems used to oversee and manage risks;
. Monitor the match between risks accepted and the profile established.
. Analyse and approve any risks that might compromise the Group's capital adequacy or
recurrence of its earnings or might entail significant operational or reputation risk.
. Check that the Group possesses the means, systems, structures and resources
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
benchmarked against best practices to allow implementation of its risk management strategy.
D.4. Identification and description of the procedures for compliance with the various regulations that
affect the Company and/or its Group.
The Group's Risks Area is the highest instance tasked with ensuring compliance with all the different
regulations affecting the Bank and its Group. To that end, it operates independently from the business
units to ensure that it guarantee not only regulatory compliance, but also the application of the best
standards and most advanced practices.
There are also two basic mechanisms that guarantee compliance with the different regulations that
affect the Group's companies. These are based on the controls that are applied by the following areas.
The Internal Audit area monitors compliance with internal procedures and their adaptation to regulatory
requirements.
And the Compliance area ensures global compliance with legal requirements that affect the Group.
More particularly, in 2010, within Risk Management, parallel to closer integration of risk management
and business decision-making, the Bank of Spain approved the advanced internal models that the
Group presented for calculating minimum eligible equity for credit-card risk in Mexico, and is now in
the final stage for approving the advanced model for operating risk in Spain and in Mexico, which is
expected to come through at the beginning of 2010. It also has internal models that have already
been approved by the supervisor for calculating market risk capital consumption and credit risk
capital consumption in Spain.
The Group is actively co-operating with the supervisors to move forward in a consistent and co-
ordinated fashion with validation of the advanced models.
E.1. Indicate and, if applicable, explain whether there are differences with the minimum requirements
set out in the Companies Law in connection with the quorum needed to hold a valid General
Shareholders’ Meeting.
YES
Description of differences
Article 194 of the Capital Companies Act (103 of the Companies Act) establishes that in order for a
General Meeting (whether annual or extraordinary) to validly resolve to increase or reduce capital or any
other amendment to the bylaws, bond issuance, the suppression or limitation of the pre-emptive
subscription rights over new shares, or the transformation, merger or break-up of the company and
global assignment of assets and liabilities and the off-shoring of domicile, the shareholders present and
represented on first summons must possess at least fifty percent of the subscribed capital with voting
rights.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
On second summons, twenty-five percent of said capital will be sufficient.
The above notwithstanding, article 25 of the BBVA bylaws established that a reinforced quorum of two
thirds of subscribed capital is required on first summons and of 60% of said capital on second summons,
in order for the following resolutions to be validly adopted: substitution of the corporate object,
transformation, total break-up, winding-up of the company and amendment of the article in the bylaws
establishing this reinforced quorum.
E.2. Indicate and where applicable give details, whether there are any differences from the minimum
standards established under the Companies act with respect to the adoption of corporate resolutions.
NO
Describe the difference from the rules provided by the Companies Law.
E.3. Explain the rights of the shareholders regarding general shareholders’ meetings which are
different from the rights provided for in the Companies Law.
There are no shareholders’ rights in the Company other than those established under the Companies
Act with respect to General Meetings.
Shareholders’ rights in this respect are also shown in detail in the General Meeting regulations, which are
publicly available on the Company website
E.4. Indicate, if applicable, the measures adopted to encourage the participation of shareholders at General
Shareholders’ Meetings.
BBVA, in order to encourage the participation of its wide base of shareholders in its General Meetings,
apart from establishing all the information channels required by law, also sends an attendance card to
the domicile of all shareholders with the right to attend, sufficiently in advance of the Meeting. This includes
the agenda and information on the date, time and place where the General Meeting is to be held.
It also posts information regarding the General Meeting on its website, with the agenda, details on its
arrangements, the proposed resolutions that the board of directors will put to it and the channels of
communication between the company and its shareholders, via which shareholders may apply for further
details on the General Meeting.
To facilitate our shareholders’ participation in the AGMs, a procedure has been established, in compliance
with sections 2 and 3 of article 189 of Capital Company Act (sections 4 and 5 of article 105 of the
Companies Act,) to enable shareholders that are not planning to attend the AGM to vote by proxy or
remotely. This procedure has been used in all General Meetings held over the last four years.
In this manner, and in accordance with the Companies Act and the bylaws, voting rights on proposals
regarding agenda items may be delegated or exercised by the shareholder by post, e-mail or any other
remote means of communication, provided the voter’s identity is duly guaranteed.
Pursuant to article 528.2 of the consolidated text of the Capital Companies Act, has previewed to set up an
Online Shareholder Forum on the Bank-s website (www.bbva.com) for the run-up to the General Meeting.
Votes and proxies can also be sent via electronic mail, through the bank’s website
(www.bbva.com), following the instructions given there. This information is available in
English and Spanish.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
E.5. Indicate whether the chairman of the General Shareholders’ Meeting is also the chairman of the
Board of Directors. Describe, if applicable, the measures adopted to ensure the independence and
proper operation of the General Shareholders’ Meeting:
YES
Description of measures
Article 26 of the corporate bylaws establishes that “the Chairman of the General Meeting shall
be Chairman of the Board of Directors. When there is no such or he/she is absent, the
General Meeting shall be chaired by the Deputy Chairman. If there should be several Vice-
Chairmen, in accordance with the order laid down by the Board when appointing them, failing
which, by the oldest vice-Chairman. If no persons hold the said offices or if they are absent,
the Meeting shall be chaired by the Director appointed for that purpose by the Board of
Directors. Likewise, the Secretary of the Board shall act as the Secretary of the Meeting, and
if no person holds that office or if he is absent, there person appointed by the Board to replace
him shall act as Secretary of the Meeting.
The correct operation of the General Meeting is guaranteed under the General Meeting
Regulations approved by the company shareholders at the AGM, February 2004.
General Meetings shall be convened at the initiative and according to the agenda determined
by the board of directors. The board must necessarily convene a General Meeting when so
requested by shareholders representing a minimum of five percent of the share capital.
Should the board of directors call the General Meeting for within the following thirty days as of
the date on which required to do so by notarised document, it shall mention its compliance
with this requirement in the notice convening it. The notice shall cover the matters that said
notarised document puts forward as grounds for holding the meeting.
Annual and extraordinary General Meetings must be called by notices that the board of
directors or its agents shall publish in the Official Gazette of the Companies Registry and in
one of the highest-readership daily newspapers in the province of its registered offices, at
least one month before the date established for the meeting, pursuant to the Companies Act.
The notice shall state on which date the General Meeting is to meet at first summons and all
the business it will deal with. It must contain all references stipulated under the Companies
Act. It must also state the date on which the General Meeting will be held at second
summons. Shareholders representing at least five percent of the share capital may request a
supplement to the notice calling a general meeting be published adding one or more agenda
items.
The notice of meeting for the General Meeting shall state the shareholders’ right, as of the
date of its publication, to immediately obtain at the registered offices any proposed
resolutions, reports and other documents required by law and by the bylaws, free of charge.
It shall also include necessary details regarding shareholder information services, indicating
telephone numbers, email address, offices and opening hours. Once the notice of meeting
has been published, documents relating to the General Meeting shall be posted to the
Company website, with information on the agenda, the proposals from the Board of Directors,
and any relevant information shareholders may need to issue their vote. Where applicable,
information shall be provided on how to follow the General Meeting from a remote location
employing duly established broadcast systems. Information on anything else considered
useful or convenient for the shareholders for such purposes shall be included.
Until the seventh day before the General Meeting date, shareholders may ask the board for
information or clarification, or send in written questions regarding agenda items and
information available to the public that the company may have furnished to the CNMV (the
Spanish exchange authorities) since the last general meeting was held. After this deadline
shareholders have the right to request information and clarification or ask questions during
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
the General Meeting as established under article 18 of the General Meeting regulations.
The right to information may be exercised through the company website, which shall publish
the lines of communication open between the company and its shareholders and explain how
shareholders may exercise their right. It shall indicate the postal and email addresses to
which shareholders may send their requests and queries.
The General Meetings the Company holds may be attended by anyone owning the minimum
number of shares established in the Bylaws, providing that, five days before the date on
which the General Meeting is to be held, their ownership is recorded on the corresponding
company ledgers and they retain at least this same number of shares until the General
Meeting is actually held. Holders of fewer shares may group together until achieving the
required number, appointing a representative.
The bylaws establish that shareholders may vote on proposals on matters in the agenda
items at any kind of General Meeting by proxy or by post, e-mail or any other remote means
of communication, provided the voter’s identity is duly guaranteed in the manner described in
sections E.4, E.9 and E.10 of this report and articles 8 to 10 of the General Meeting
Regulations. The General Meetings shall be held in such fashion as to guarantee the
shareholders’ participation and exercise of political rights. The Company shall take such
measures as it deems necessary to preserve the proper order in running the General
Meeting.
Proper means of surveillance, protection and law enforcement shall be established for each
General Meeting. These will include such entrance control and identification systems as may
be deemed suitable at any time in view of the circumstances under which the sessions are
held.
The General Meeting regulations contain clauses on how the attendance list is to be drawn
up, how the Meetings are to be organised and how the proposed resolutions are to be voted
in such a way as to guarantee the smooth running of the General Meetings.
E.6. Indicate the amendments, if any, made to the Regulations for the General Shareholders’ Meeting
during the fiscal year.
There have been no changes to the General Meeting Regulations during 2010.
E.7. Indicate the data on attendance at the general shareholders’ meetings held during the fiscal year
referred to in this report:
Attendance data
Date of % of shareholders % of % voto a distancia Total
General present in person shareholders Vote by Others
Shareholder represented by electronic
s’ Meeting proxy means
12/03/2010 2.350 36.880 0.030 20.050 59.310
E.8. Briefly describe the resolutions adopted by the shareholders acting at the general shareholders’
meetings held during the fiscal year to which this report refers and the percentage of votes by which
each resolution was passed.
A summary is given below of the resolutions adopted at the AGM, 12th March 2010, along with the
percentage of votes by which each was passed.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
ITEM ONE.- Examination and approval, where forthcoming, of the annual accounts and management
report for Banco Bilbao Vizcaya Argentaria, S.A. and its consolidated financial group. Application of
earnings; dividend payout. Approval of corporate management. All these refer to the year ended 31st
December 2009.
ITEM TWO.- Adoption of the following resolutions on ratification and re-election of Board members:
Pursuant to paragraph 2 of article 34 of the Company Bylaws, determination of the number of directors
at whatever it may be at the moment according to the resolutions adopted under this agenda item, of
which the General Meeting will be apprised for all due effects.
ITEM THREE.- Authorisation for the Company to buy back treasury stock directly or
through Group companies pursuant to article 75 of the consolidated text of the Companies
Act, establishing the limits or requirements for such acquisitions, and with express powers to
reduce share capital to redeem treasury stock, delegating to the board of directors all
necessary powers to implement the resolutions adopted by the General Meeting in this
th
respect, repealing, insofar as unavailed, the authorisation granted by the AGM, 13 March
2009.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Resolution Three adopted by 95.29%.
ITEM FOUR.- Approval, for application by the Bank and its subsidiaries of a variable
remuneration schem in BBVA shares for 2010-2011 for members of the senior management,
including executive directors and members of the Management Committee, entailing the
delivery of BBVA shares to its beneficiaries.
ITEM FIVE.- Re-election of the audit firm for the accounts of Banco Bilbao Vizcaya
Argentaria, S.A. and its consolidated Group in 2010.
ITEM SIX.- Conferral of authority to the Board of Directors, with powers to in turn delegate
such authority, to formalise, correct, interpret and implement the resolutions adopted by the
General Meeting..
E.9. Indicate whether there are any by-law restrictions requiring a minimum number of shares to
attend the General Shareholders’ Meeting.
YES
E.10. Indicate and justify the policies followed by the company with respect to proxy-voting at the
General Shareholders’ Meeting.
As indicated above, any shareholders entitled to attend may be represented at the AGM by another
shareholder, using the form of proxy established by the Company for any General Meeting, that will be
displayed on the attendance card. No shareholder may be represented at the General Meeting by more
than one proxy.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Representation conferred to someone not eligible at Law to act as proxy shall neither be valid nor
effective. Proxies conferred by holders in trust or in agency may be rejected
Proxies must be conferred in writing or by means of remote communication that comply with the
requirements of article 189 of Capital Company Law (article 105 of the Companies Act) and other
applicable legislation regarding distance voting. This must be specific for each General Meeting.
Representation shall always be revocable. Should the shareholder represented attend the General
Meeting in person, his/her representation shall be deemed null and void.
E.11. Indicate whether the Company is aware of any policy of institutional investors as to participating
or not in the decisions of the Company:
NO
E.12. Indicate the address and manner for accessing corporate governance content on your website.
The content that must be published pursuant to Act 26/2003, 17th July, on the transparent governance of listed
companies, as ramified under Ministerial Order ECO/3722/2003, 26th December, and the content required under
CNMV Circular 1/2004, 17th March, on the annual report on corporate governance of listed companies, appendix I
whereof was amended by CNMV Circular 4/2007, 27th December, amending the standard annual report form on
corporate governance of listed companies, is directly accessible at www.bbva.com.
Indicate the company’s degree of compliance with the recommendations of the Unified Good Governance
Code.
If the company does not comply with any of such recommendations, please explain the recommendations,
standards, practices or criteria applied by the company.
1. The by-laws of listed companies do not limit the maximum number of votes that can be cast by a single
shareholder, or impose other obstacles to the takeover of the company by means of the acquisition of its
shares on the market.
See sections: A.9, B.1.22, B.1.23 and E.1, E.2
Complies
2. When both the parent company and a company controlled by it are listed companies, they both provide
detailed public disclosure on:
a) Their respective areas of activity, and any business dealings between them, as well as between the
controlled listed company and other companies belonging to the group;
b) the mechanisms in place to resolve any conflicts of interest that may arise.
See sections: C.4 and C.7
Not applicable
3. Even if not expressly required under applicable commercial Laws, transactions involving a structural
change of the company and, in particular, the following, are submitted to the shareholders at the General
Shareholders’ Meeting for approval:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
a) The transformation of listed companies into holding companies through “subsidiarization,” i.e.,
reallocating core activities to controlled entities that were previously carried out by the company itself, even
if the latter retains full ownership of the former;
b) The acquisition or disposal of key operating assets, when it involves an actual change in the corporate
purpose;
c) Transactions whose effect is tantamount to the liquidation of the company.
Complies
4. Detailed proposals of the resolutions to be adopted at the General Shareholders’ Meeting, including the
information to which recommendation 28 refers, are made public at the time of publication of the notice of
call to the General Shareholders’ Meeting.
Complies
5. Matters that are substantially independent are voted on separately at the General Shareholders’
Meeting, in order to allow the shareholders to express their voting preferences separately. This rule
applies, in particular:
Complies
6. Companies allow split votes so financial intermediaries who are recorded as having shareholder status
but act for the account of different clients can divide their votes in accordance with the instructions given
by such clients.
See section: E.4
Complies
7. The Board performs its duties with a unity of purpose and independent judgment, affording equal
treatment to all shareholders in furtherance of the corporate interests, which shall be understood to mean
the optimization, in a sustained fashion, of the financial value of the Company.
It likewise ensures that in its dealings with stakeholders, the Company abides by the laws and regulations,
fulfills its obligations and contracts in good faith, respects the customs and good practices of the industries
and territories in which it carries on its business, and upholds any other social responsibility standards to
which it has voluntarily adhered.
Complies
8. The Board assumes responsibility, as its core mission, for approving the company’s strategy and the
organization required to put it into practice, and to ensure that Management meets the objectives set while
pursuing the company’s interest and corporate purpose. As such, the full Board reserves for itself the right
to approve:
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
vii. The risk control and management policy, as well as the periodic monitoring of internal information
and control systems;
viii. The dividend policy and the policy regarding treasury stock and, especially, the limits thereto.
See sections: B.1.10, B.1.13, B.1.14 and D.3
c) Transactions made by the company with directors, with significant shareholders or shareholders with
Board representation, or with other persons related thereto (“related-party transactions”).
However, Board authorization need not be required in connection with related-party transactions that
simultaneously meet the following three conditions:
1. They are governed by standard-form agreements applied on an across-the-board basis to a large
number of clients;
2. They are conducted at prices or rates generally set by the party acting as supplier of the goods or
services in question;
3. The amount thereof is not more than 1% of the Company’s annual revenues.
It is recommended that related-party transactions only be approved by the Board upon the prior favorable
report of the Audit Committee or such other committee handling the same function; and that the directors
affected thereby should neither exercise nor delegate their votes, and should withdraw from the meeting
room while the Board deliberates and votes on the transaction.
It is recommended that the powers granted herein to the Board are conferred without the power of
delegation, except for those mentioned under b) and c) above, which may, for urgent reasons, be adopted
by the Executive Committee subject to subsequent ratification by the full Board.
See sections: C.1 and C.6
Complies
9. In order to operate effectively and in a participatory manner, the Board ideally is comprised of no fewer
than five and no more than fifteen members.
See section: B.1.1
Complies
10. External directors, proprietary and independent, occupy an ample majority of the Board and the
number of executive directors is the minimum necessary number, bearing in mind the complexity of the
corporate group and the percentage interest held by the executive directors in the Company’s share
capital.
See sections: A.2, A.3, B.1.3 and B.1.14
Complies
11. If there is an external director who cannot be deemed either proprietary or independent, the company
explains such circumstance and the links such director maintains with the company or its managers or with
its shareholders.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
See section: B.1.3
Complies
12. Among external directors, the relation between the number of proprietary directors and independent
directors reflects the proportion existing between the share capital of the company represented by
proprietary directors and the rest of its capital.
This strict proportionality standard can be relaxed so that the weight of proprietary directors is greater than
would correspond to the total percentage of the share capital that they represent:
1. In large cap companies where few or no equity stakes attain the legal threshold as significant, but there
are shareholders holding interests with a high absolute value.
2. In companies with a plurality of shareholders represented on the Board but not otherwise related.
See sections: A.2, A.3 and B.1.3
Complies
13. The number of independent directors represents at least one-third of the total number of directors.
See section: B.1.3
Complies
14. The status of each director is explained by the Board at the General Shareholders’ Meeting at which
the shareholders are to make or ratify their appointment and that such status is confirmed or reviewed, as
the case may be, annually in the Annual Corporate Governance Report, after verification by the
Nominating Committee. Said report also discloses the reasons for the appointment of proprietary directors
at the proposal of shareholders controlling less than 5% of the share capital, as well as the reasons for not
having accommodated formal petitions, if any, for presence on the Board from shareholders whose equity
stake is equal to or greater than that of others at whose proposal proprietary directors have been
appointed.
See sections: B.1.3 and B.1.4
Complies
15. When women directors are few or non-existent, the Board explains the reasons for this situation and
the measures taken to correct it; and in particular, the Nominating Committee takes steps to ensure that,
when new vacancies are filled:
a) Selection procedures do not have an implied bias that hinders the selection of women directors;
b) The company deliberately looks for women with the target professional profile and includes them among
the potential candidates.
See sections: B.1.2, B.1.27 and B.2.3
Complies
16. The Chairman, as the person responsible for the effective operation of the Board, ensures that
directors receive adequate information in advance of Board meetings; promotes debate and the active
involvement of directors during Board meetings; safeguards their rights to freely take a position and
express their opinion; and, working with the chairmen of the appropriate committees, organizes and
coordinates regular evaluations of the Board and, where appropriate, the Chief Executive Officer.
See section: B.1.42
Complies
17. When a company's chairman is also its chief executive, an independent director should be empowered
to request a board meeting be called or new business included on the agenda; to coordinate and give
voice to the concerns of external directors; and to lead the board’s evaluation of the chairman.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Explain
Article 5 of the Board Regulations establishes that the chairman of the board shall also be the Bank’s chief
executive officer unless the Board resolves to separate the posts of chairman and chief executive officer
on the grounds of the Company’s best interests.
Under the company bylaws, the chairman shall, in all cases, shall be the highest-ranking representative
of the Company.
However, under article 45 of the bylaws, the Company has an Executive committee with the following
powers:
´To formulate and propose policy guidelines, the criteria to be followed in the preparation of programmes
and to fix goals, to examine the proposals put to it in this regard, comparing and evaluating the actions
and results of any direct or indirect activity carried out by the entity; determine the volume of investment in
each individual activity; approval or rejection of operations, determining methods and conditions;
arrange inspections and internal or external audits of all areas of operation of the entity; and in
general to exercise the faculties delegated to it by the board of directors.´
Article 49 of the bylaws establishes that the Company has a chief operating officer who has broad-ranging
powers delegated by the Board, with the powers inherent to this post to administer and represent the
Company. The heads of all the Company's business areas and the Company's support areas report to
him/her.
Finally, the Board has the support of various committees to help it best perform its duties. These include
the Audit & Compliance committee, the Appointment & Remuneration committee and the Risks committee,
which help the Board on issues corresponding to business within the scope of their powers. Their
composition and the rules governing their organisation and working are given in the corresponding
sections.
The Board Regulations also establish the possibility if at least one quarter of the board members appointed
at any time so wish, they may request a board meeting be held. The agenda shall include the matters
determined by the chairman of the Board, either at his/her own initiative or at the suggestion of any
director, deemed to be advisable for the Company’s best interests.
18. The Secretary of the Board takes particular care to ensure that the Board’s actions:
a) Adhere to the letter and the spirit of laws and their implementing regulations, including those approved
by the regulatory authorities;
b) Comply with the company’s By-Laws and the Regulations for the General Shareholders’ Meeting, the
Regulations of the Board and other regulations of the company;
c) Are informed by those good governance recommendations included in this Unified Code as the
company has subscribed to.
And, in order to safeguard the independence, impartiality and professionalism of the Secretary, his
appointment and removal are reported by the Nominating Committee and approved by the full Board; and
that such appointment and removal procedures are set forth in the Regulations of the Board.
See section: B.1.34
Complies
19. The Board meets with the frequency required to perform its duties efficiently, in accordance with the
calendar and agendas set at the beginning of the fiscal year, and that each Director is entitled to propose
items of the agenda that were not originally included therein.
See section: B.1.29
Complies
20. Directors’ absences are limited to unavoidable cases and quantified in the Annual Corporate
Governance Report. And when there is no choice but to grant a proxy, it is granted with instructions.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
See sections: B.1.28 and B.1.30
Complies
21. When directors or the Secretary express concerns about a proposal or, in the case of the directors,
regarding the running of the company, and such concerns have not been resolved at a Board meeting,
such concerns are recorded in the minutes at the request of the person expressing them.
Complies
23. All directors are able to exercise the right to request any additional information they require on matters
within the Board’s competence. Unless the By-laws or the Regulations of the Board provide otherwise,
such requests are addressed to the Chairman or the Secretary of the Board.
See sections: B.1.4 and B.1.42
Complies
24. All directors are entitled to call on the company for the advice they need to carry out their duties. The
company provides suitable channels for the exercise of this right, which, in special circumstances, may
include external advice at the company’s expense.
See section: B.1.41
Complies
25. Companies organize induction programs for new Directors to rapidly and adequately acquaint them
with the Company and its corporate governance rules. Directors are also offered refresher training
programs when circumstances so advise.
Complies
26. Companies require that directors devote sufficient time and effort to perform their duties efficiently,
and, as such:
a) Directors apprise the Nominating Committee of their other professional duties, in case they might
detract from the necessary dedication;
b) Companies lay down rules about the number of boards on which their directors may sit.
See sections: B.1.8, B.1.9 and B.1.17
Complies
27. The proposal for the appointment or re-election of directors that the Board submits to the shareholders
at the General Shareholders’ Meeting, as well as the interim appointment of directors to fill vacancies, are
approved by the Board:
a) On the proposal of the Nominating Committee, in the case of independent directors;
b) Subject to a prior report from the Nominating Committee, in the case of other directors.
See section: B.1.2
Complies
28. Companies post the following director information on their websites, and keep such information
updated:
a) Professional and biographical profile;
b) Other Boards of Directors of listed or unlisted companies on which they sit;
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
c) Indication of the director’s classification, specifying, for proprietary directors, the shareholder they
represent or to whom they are related;
d) Date of their first and subsequent appointments as a company director; and
e) Shares held in the company and options thereon held by them.
Complies
29. Independent directors do not hold office as such for a continuous period of more than 12 years.
See section: B.1.2
Complies
30. Proprietary directors tender their resignation when the shareholder they represent sells its entire
shareholding interest. The appropriate number of them do likewise when such shareholder reduces its
interest to a level that requires the reduction of the number of its proprietary directors.
See sections: A.2, A.3 and B.1.2
Complies
31. The Board of Directors does not propose the removal of any independent director prior to the
expiration of the term, set by the by-laws, for which he was appointed, except for good cause found by the
Board upon a prior report of the Nominating Committee. In particular, good cause shall be deemed to exist
whenever the director has failed to perform the duties inherent in his position or comes under any of the
circumstances described in section III.5 (Definitions) of this Code.
The removal of independent directors may also be proposed as a result of Tender Offers, mergers or other
similar corporate transactions that entail a change in the equity structure of the Company, when such
changes in the structure of the Board follow from the proportionality standard mentioned in
Recommendation 12.
See sections: B.1.2, B.1.5 and B.1.26
Complies
32. Companies establish rules obliging directors to report and, if appropriate, to resign in those instances
as a result of which the credit and reputation of the company might be damaged and, in particular, they
require that such directors report to the Board any criminal charges brought against them, and the
progress of any subsequent proceedings.
If a director is indicted or tried for any of the crimes described in Section 124 of the Companies Law, the
Board examines the matter as soon as practicable and, in view of the particular circumstances thereof,
decides whether or not it is appropriate for the director to continue to hold office. And the Board provides a
substantiated account thereof in the Annual Corporate Governance Report.
See sections: B.1.43, B.1.44
Complies
33. All directors clearly express their opposition when they feel that any proposed resolution submitted to
the Board might be contrary to the best interests of the company. And in particular, independent directors
and the other directors not affected by the potential conflict of interest do likewise in the case of decisions
that could be detrimental to the shareholders lacking Board representation.
When the Board adopts material or reiterated resolutions about which a director has expressed serious
reservations, such director draws the pertinent conclusions and, if he chooses to resign, sets out the
reasons in the letter referred to in the next recommendation.
This recommendation also applies to the Secretary of the Board, even if he is not a director.
Complies
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
34. Directors who give up their place before their tenure expires, through resignation or otherwise, explain
the reasons in a letter sent to all members of the Board. Without prejudice to such withdrawal being
communicated as a significant event, the reason for the withdrawal is explained in the Annual Corporate
Governance Report.
See section: B.1.5
Complies
35. The compensation policy approved by the Board specifies at least the following points:
a) The amount of the fixed components, with a breakdown showing the fees, if any, for attending the
meetings of the Board and its Committees and an estimate of the fixed annual fixed compensation they
give rise to;
b) Variable compensation items, including, in particular:
i) The classes of directors to which they apply, as well as an explanation of the relative
weight of variable to fixed compensation items;
ii) Performance evaluation criteria used to calculate entitlement to compensation in shares,
share options or any other variable component;
iii) Main parameters and grounds for any system of annual bonuses or other non-cash
benefits; and
iv) An estimate of the absolute amount of variable compensation arising from the proposed
compensation plan, as a function of the degree of compliance with benchmark assumptions
or targets.
c) The main characteristics of pension systems (for example, supplementary pensions, life insurance and
similar systems), with an estimate of the amount thereof or the equivalent annual cost;
d) Terms and conditions that must be included in the contracts of executive directors performing senior
management duties, which will include:
i) Duration;
ii) Notice periods; and
iii) Any other provisions relating to hiring bonuses, as well as indemnity or “golden
parachute” provisions in the event of early or other termination of the contractual relationship
between the company and the executive director.
See section: B.1.15
Complies
36. Compensation paid by means of delivery of shares in the company or companies that are members of
the group, share options or instruments indexed to the price of the shares, and variable compensation
linked to the company’s performance or pension schemes is confined to executive directors.
This recommendation shall not apply to the delivery of shares when such delivery is subjected to the
condition that the directors hold the shares until they cease to hold office as directors.
See section: A.3 and B.1.3
Complies
37. The compensation of external directors is such as is necessary to compensate them for the dedication,
qualifications and responsibility required by their position, but is not so high as to compromise their
independence.
Complies
38. The compensation linked to company earnings takes into account any qualifications included in the
external auditor’s report that reduce such earnings.
Complies
39. In the case of variable compensation, compensation policies include technical safeguards to ensure
that such compensation reflects the professional performance of the beneficiaries thereof and not simply
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
the general performance of the markets or of the industry in which the company does business or
circumstances of this kind.
Complies
40. The Board submits a report on director compensation policy to the vote of the shareholders at a
General Shareholders’ Meeting, as a separate item on the agenda and for advisory purposes. This report
is made available to the shareholders separately or in any other manner that the Company deems
appropriate.
Such report shall focus especially on the compensation policy the Board has approved for the current year,
as well as on the policy, if any, established for future years. It will address all the points referred to in
Recommendation 35, except those potentially entailing the disclosure of commercially sensitive
information. It will emphasize the most significant changes in such policies with respect to the policy
applied during the fiscal year prior to that to which the General Shareholders’ Meeting refers. It shall also
include an outline of the manner in which the compensation policy was applied in such prior fiscal year.
The Board also reports on the role played by the Compensation Committee in the preparation of the
compensation policy and, if external advice was provided, it states the name of the external advisors that
have given such advice.
See section: B.1.16
Complies in part
The Company is planning to put to a consultative vote the approval of the report on the Board
Remuneration Policy in the next AGM, to be held 11th March 2011. At its meeting, 3rd February 2010,
pursuant to article 36 of the Board Regulations, the Board of Directors considered the report on the
remuneration policy approved by the Appointments & Remuneration Committee, whose text was made
available to shareholders when the call to meeting was published for the AGM held 12th March 2010.
The report contains an explanation of the general principles informing the remuneration policy for the
BBVA directors, the remuneration system for the executive directors and its component, which include
both fixed and variable remuneration, long term rewards, distribution of total annual remuneration, pension
system, and other remuneration items; the main characteristics of the executive directors' contracts with
BBVA; the remuneration system for non-executive BBVA directors, which includes fixed remuneration and
the remuneration system with deferred delivery of shares; the evolution of the total remuneration of the
Board and future policy, thereby offering maximum transparency in this matter.
The functions of the Remuneration Committee, which are covered in the Board of Directors Regulations in
article 36, are as follows:
1.- Propose, within the framework established in the Company bylaws, the remuneration and
compensation system for the Board of Directors as a whole, in with respect to the system’s items, amounts
and method of payment.
2.- Determine the extent and amount of the remuneration, entitlements and other economic rewards for the
chairman, the chief operating officer and, where applicable, other executive directors of the Bank, so that
these can be reflected in their contracts. The committee’s proposals on such matters shall be submitted to
the Board of Directors. Determine the extent and amount of the remuneration, entitlements and other
economic rewards for the chairman, the chief operating officer and, where applicable, other executive
directors of the Bank, so that these can be reflected in their contracts. The committee’s proposals on such
matters shall be submitted to the Board of Directors.
3.- Issue a report on the directors' remuneration policy annually. This shall be submitted to the Board of
Directors, which shall apprise the Company's Annual General Meeting of this each year.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
4.- Propose the remuneration policy for senior management to the Board, and the core terms and
conditions to be contained in their contracts.
5. It shall oversee observance of the remuneration policy that the Company establishes and periodically
review the remuneration policy applied to the executive directors and senior management.
6.- Any others that may have been allocated under these regulations or attributed to the committee by a
Board of Directors resolution.
41. The Notes to the Financial Statements list the individual directors’ compensation during the fiscal year,
including:
Complies
42. When there is an Executive Committee (hereinafter, “Executive Committee”), the breakdown of its
members by director category is similar to that of the Board, and its secretary is the Secretary of the
Board.
See sections: B.2.1 and B.2.6
Complies
43. The Board is always kept informed of the matters dealt with and the resolutions adopted by the
Executive Committee, and all members of the Board receive a copy of the minutes of the meetings of the
Executive Committee.
Complies
44. In addition to the Audit Committee mandatory under the Securities Market Law, the Board of Directors
forms a single Nominating and Compensation Committee as a separate committee of the Board, or a
Nominating Committee and a Compensation Committee.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
The rules governing the make-up and operation of the Audit Committee and the Nominating and
Compensation Committee or committees are set forth in the Regulations of the Board, and include the
following:
a) The Board appoints the members of such Committees, taking into account the background knowledge,
qualifications and experience of the Directors and the responsibilities of each Committee, discusses its
proposals and reports, and receives a report, at the first meeting of the full Board following the meetings of
such committees, on their activities and the work performed;
b) These Committees are formed exclusively of external directors and have a minimum of three members.
The foregoing is without prejudice to the attendance of executive directors or senior managers, when
expressly resolved by the members of the Committee;
c) Committee Chairmen are independent directors;
d) They may receive external advice, whenever they feel this is necessary for the discharge of their duties;
e) Minutes are prepared of their meetings, and a copy is sent to all Board members.
See sections: B.2.1 and B.2.3
Complies
45. Supervising compliance with internal codes of conduct and corporate governance rules is entrusted to
the Audit Committee, the Nominating Committee or, if they exist separately, to the Compliance or
Corporate Governance Committee.
Complies
46. The members of the Audit Committee and, particularly, the Chairman thereof, are appointed taking into
account their background knowledge and experience in accounting, auditing and risk management
matters.
Complies
47. Listed companies have an internal audit function which, under the supervision of the Audit Committee,
ensures the smooth operation of the information and internal control systems.
Complies
48. The head of internal audit presents an annual work plan to the Audit Committee; reports to it directly on
any issues arising in the execution of such plan; and submits an activities report to it at the end of each
fiscal year.
Complies
Complies
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
a) To monitor the preparation and the integrity of the financial information relating to the company and, if
appropriate, to the group, checking compliance with legal requirements, the appropriate demarcation of the
scope of consolidation, and the correct application of accounting standards.
b) To periodically review internal control and risk management systems so main risks are properly
identified, managed and disclosed.
c) To ensure the independence and efficacy of the internal audit function; propose the selection,
appointment, reappointment and removal of the head of the internal audit service; propose the
department’s budget; receive regular reports on its activities; and verify that senior management takes into
account the findings and recommendations of its reports.
d) To establish and supervise a mechanism whereby staff can report, confidentially and, if appropriate,
anonymously, potentially significant irregularities within the company that they detect, in particular financial
or accounting irregularities.
The BBVA Audit & Compliance committee regulations establish broad-ranging powers with respect to the
internal audit, which are detailed in section B.2.2 of this report. These include ensuring the independence
and efficacy of the internal audit function and being aware of the appointment and severance of the
head of the internal audit service. However, its duties do not include proposing the selection of the service
or its budget, as this is considered an integral part of the Bank’s overall organisation.
51. The Audit Committee may cause any company employee or manager to appear before it, and
even order their appearance without the presence of any other manager.
Complies
52. The Audit Committee reports to the Board, prior to the adoption thereby of the corresponding
decisions, on the following matters specified in Recommendation 8:
a) The financial information that the Company must periodically make public due to its status as a listed
company. The Committee should ensure that interim financial statements are prepared under the same
accounting standards as the annual financial statements and, to this end, consider whether a limited
review by the external auditor is appropriate.
c) Related-party transactions, unless such prior reporting duty has been assigned to another supervision
and control committee.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
See sections: B.2.2 and B.2.3
Complies
53. The Board of Directors seeks to present the financial statements to the shareholders at the General
Shareholders’ Meeting without reservations or qualifications in the auditor’s report and, in the exceptional
instances where they do exist, both the Chairman of the Audit Committee and the auditors give a clear
account to the shareholders of the content and scope of such reservations or qualifications.
See section: B.1.38
Complies
54. The majority of the members of the Appointments Committee –or of the Appointments and
Remuneration Committee, if one and the same– are independent directors.
See section: B.2.1
Complies
55. The Nominating Committee has the following duties, in addition to those stated in the earlier
Recommendations:
a) To assess the qualifications, background knowledge and experience necessary to sit on the Board,
defining, accordingly, the duties and qualifications required of the candidates to fill each vacancy, and
decide the time and dedication necessary for them to properly perform their duties.
b) To examine or organize, in the manner it deems appropriate, the succession of the Chairman and the
chief executive and, if appropriate, make proposals to the Board for such succession to take place in an
orderly and well-planned manner.
c) To report on senior manager appointments and removals that the chief executive proposes to the
Board.
d) To report to the Board on the gender diversity issues discussed in Recommendation 14 of this Code.
See section: B.2.3
Complies
56. The Nominating Committee consults with the Company’s Chairman and chief executive, especially on
matters relating to executive directors.
And that any board member may request that the Nominating Committee consider possible candidates to
fill vacancies for the position of director, if it finds them suitably qualified.
Complies
57. The Compensation Committee is responsible for the following duties, in addition to those set forth in
the earlier recommendations:
a) To propose to the Board of Directors:
i) The compensation policy for directors and senior managers;
ii) The individual compensation of executive directors and other terms of their contracts;
iii) The basic terms and conditions of the contracts with senior managers.
See sections: B.1.14 and B.2.3
Complies
58. The Compensation Committee consults with the Chairman and chief executive of the Company,
especially on matters relating to executive directors and senior managers.
Complies
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
G OTHER INFORMATION OF INTEREST
If you believe that there is any relevant principle or aspect regarding the corporate governance practices
applied by your company that has not been discussed in this report, please mention it and explain it below.
Further to section A1: The BBVA Board of Directors, 1st November 2010, resolved under the authority
conferred by the General Meeting, 11th March 2009, to issue BBVA share capital. This issue was finally
made for a nominal amount of € 364,040,190.36, by the issue and placement of 742,939,164 new ordinary
shares, each with a nominal value of €0.49, of the same class and series as those already outstanding,
represented by book entries. The subscription price for the new shares was €6.75, of which €0.49
represented the nominal price and €6.26 the issue premium, such that the total cash amount by which the
capital was increased was €5,014,839,357.
Further to section A.2: State Street Bank and Trust Co, Chase Nominees Ltd. And the Bank of New York
Mellon, SA. NV as international custodian/depositary banks, on 31st December 2010 held 7.22%, 5.95%
and 3.65% of BBVA’s share capital, respectively. Regarding the positions maintained by the custodians, it
is not known that there are any individual shareholders with direct or indirect holdings equal to or higher
than 3% of BBVA share capital, except in the case of the company, Blackrock Inc. which, on 4th February
2010, notified the CNMV that, as a consequence of the acquisition on 1st December 2009 of the business
of Barclays Global lnvestors (BGI), it took over an indirect stake in the BBVA share capital of 4.45%,
through the company, Blackrock lnvestment Management.
Further to section A.3: Pursuant to the instructions in CNMV Circular 412007, no direct holder of indirect
holdings are identified from the members of the Board of Directors, as none reach the 3% threshold, or the
1% threshold applicable to residents in tax havens.
Further to the section on rights to shares held by Board members: the AGM, 12th March 2010 approved a
new Multi-Year Programme for Variable Remuneration in shares for the years 2010 and 2011 for members
of the BBVA management, including executive directors and members of the Management Committee.
The programme allocates each beneficiary a number of units reflecting their level of responsibility, which at
the end of the programme will trigger the delivery of ordinary BBVA shares as a function of the
performance of BBVA’s TSR comparative to its benchmark group. The number of units allocated to
executive directors under the AGM resolution, is 105,000 for the Chairman & CEO and 90,000 for the
President & COO.
In the Multi-Year Programme for Variable Remuneration in Shares for the years 2009 and 2010 adopted
by the AGM, 13th March 2009, 215,000 units were allocated to the Chairman & CEO and 131,707 to the
President & COO. The total number of units allocated at 31st December 2010 for the sum of both
programmes was 320,000 units for the Chairman & CEO and 221,707 units for the President & COO. The
former director and Company Secretary, José Maldonado Ramos, has 29,024 units allocated under the
2009/2010 Programme. Once the 2009/2010 Programme concluded, on 31st December 2010, pursuant to
the conditions established at the outset, BBVA’s TSR performance was measured against that of a peer
group of 18 banks. This led to the application of a multiplier of zero to the units allocated, such that the
2009/2010 Programme has been settled without delivering any shares to the beneficiaries.For more detail
about the Programmes, please refer to the note to section B.1.11.
Francisco González holds 1,248,000 call options (included in the corresponding section, A.3) and 624,000
put options over shares, as recorded in the corresponding CDO forms filed with the CNMV, where the
conditions of the options are described. Both the call and the put options, as a consequence of the capital
increase mentioned in section AI, were subject to a technical adjustment in the number of options
communicated in the corresponding declarations, with the sole object of maintaining the economic value of
the option contracts. This was notified through the corresponding form for disclosure of transactions on
financial instruments (Annex IV) dated 29th November 2010, filed with the CNMV.
Further to section A.5: see Note to section C (related-party transactions).
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Further to section A.8: With reference to the earnings obtained on the proprietary trading portfolio,
standard 21 in Circular 4/2004 and IAS 32 paragraph 33, expressly forbid recognition on the income
statement of profits or losses from transactions carried out with the company’s own capital instruments,
including their issue and redemption. Such profits or losses are directly charged to the company’s net
equity. In the table of significant changes, in the section with the date of notification, the date on which the
CNMV recorded the entry of Annexes VI of transactions with treasury stock is included. The capital loss on
the treasury stock given in section A8 is expressed in thousand euros.
Further to section B.1.3: Francisco González was appointed BBVA director by the General Meetings for
the Merger of BBV and Argentaria, 18th December 1999 and was re-elected in 2005, pursuant to the
transition provision in the company bylaws approved by the General Meetings for the Merger. Angel Cano,
under the board resolution pursuant to article 2 of the Board Regulations, from the session held 29th
September 2009, with a favourable report from the Appointments & Remuneration Committee, was co-
opted as a member of the Board and as President & COO. Both Francisco González and Ángel Cano
were later re-elected at the General Meeting, 12th March 2010, having been given a favourable report from
the Appointments & Remuneration Committee. José Maldonado was appointed as a BBVA director by the
General Meetings for the Merger of BBV and Argentaria, 18th December 1999, and was re-elected by the
General Meeting, 13th March 2009, with a favourable report from the Appointments & Remuneration
Committee, as established in section B.1.19.
Further to section B.1.7: Ángel Cano is deputy director standing in for Francisco González in the Mexican
companies, Grupo Financiero BBVA Bancomer, SA. de CV and BBVA Bancomer, SA.
Further to section B.1.11: the sum of €531 thousand included in the section on credits granted
corresponds to the amount drawn down against the credit facilities granted 31st December 2010 by the
Bank as a financial institution within the ordinary course of its business and at arms’ length condition to the
members of the Board of Directors.
Further to B.1.11 and B.1.14: below is an itemised list of the remuneration of BBVA directors during 2010,
including the Bank’s pension obligations:
Remuneration and other benefits of the members of the Board of Directors and members of the
Management Committee.
The remuneration paid to individual non-executive members of the Board of Directors in 2010 is indicated
below, broken down by type of remuneration:
Thousand of Euros
(1) José Antonio Fernández Rivero, apart from the amounts listed in the previous table, also received
a total of €652 thousand during 2010 in early retirement payments as a former member of the
BBVA management.
(2) José Maldonado Ramos, who stood down as BBVA executive on 22nd December 2009, apart
from the amounts shown in the previous table, also received a total of €805 thousand during 2010
as variable remuneration accrued during 2009 for his former position as Company Secretary.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
(3) Roman Knörr Borrás, who stood down as director on 23rd March 2010, received a total of €74
thousand in 2010 as remuneration for belonging to the Board of Directors and the Executive
Committee until that date.
(4) Under a Board of Directors resolution, 25th May 2010, two new board committees were set up,
the Appointments Committee and the Remuneration Committee, to replace the former
Appointments & Remuneration Committee.
(5) Remuneration payable as of 1st June 2010.
The remuneration paid to individual executive directors in 2010 is indicated below, broken down by type of
remuneration:
In addition, the executive directors received payment-in-kind during 2010 totaling €32 thousand, of which
€10 thousand relates to Chairman and CEO, €22 thousand relates to President and COO.
The Executive Directors accrued variable remuneration for 2010, to be paid in 2011, amounting to €3,011
thousand in the case of the Chairman and CEO and €1,889 thousand in the case of the President and
COO.
These amounts are recognized under the item “Other liabilities – Accruals” on the liability side in the
accompanying consolidated balance sheet as of December 31, 2010.
In addition, the members of the Management Committee received remuneration in kind and other items
totaling €807 thousand in 2010.
(*) This section includes information on the members of the Management Committee as of December 31,
2010, excluding the executive directors.
• VARIABLE MULTI-YEAR STOCK REMUNERATION PROGRAM FOR EXECUTIVE DIRECTORS AND MEMBERS OF THE
MANAGEMENT COMMITTEE
The AGM of the Bank held on March 13, 2009 approved a Multi-Year Variable Share-Based Remuneration
Plan for shares for 2009/2010 (hereinafter, the 2009/2010 Program) for the members of the BBVA's
executive team, and whose result is obtained by multiplying the initial number of assigned "units" by a
coefficient on a scale of between 0 and 2, which is linked to the movement of the Total Shareholders
Return (TSR) indicator of the Bank during 2009/2010 compared with the change of this same indicator in a
group of international banks of reference.
The number of “units” allocated to executive directors under this program, in accordance with the
resolution of the AGM, was 215,000 for the Chairman and CEO, and 131,707 for the President and COO,
and 817,464 for the members of the Management Committee who held this position as of December 31,
2010, excluding executive directors.
Once the 2009/2010 Program period was completed, on December 31, 2010, the TSR for BBVA and the
18 reference banks was then determined; given the final positioning of BBVA, it resulted in the application
of a multiplier ratio of 0 to the assigned units, the Program was settled without the allocation of shares to
the beneficiaries.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
MULTI-YEAR VARIABLE SHARE-BASED REMUNERATION PLAN FOR 2010-2011
The Annual General Meeting of the Bank on March 12, 2010, approved a new multi-year variable share-
based remuneration scheme for 2010-2011 (hereinafter “the 2010-2011 program”) aimed at members of
the BBVA executive team. It is to end on December 31, 2011 and will be settled on April 15, 2012,
although the Regulation that governs it includes provisions for early settlement.
The precise number of shares to be given to each beneficiary of the Program 2010/2011 will also be
determined by multiplying the number of units allocated by a coefficient of between 0 and 2. This
coefficient reflects the relative performance of BBVA’s total stockholder return (TSR) during the period
2010-2011 compared with the TSR of a group of the Bank’s international peers.
These shares will be given to the beneficiaries after the settlement of the program. They will be able to use
these shares as follows: (i) 40 percent of the shares received will be freely transferable by the beneficiaries
at the moment they are received; (ii) 30 percent of the shares received will be transferable one year after
the settlement date of the program; and (iii) the remaining 30 percent will be transferable starting two years
after the settlement date of the program.
The number of units assigned for the executive directors under the AGM resolution is 105,000 for the
Chairman and CEO and 90,000 for the President and COO.
The total number of units assigned under this Program to the Management Committee members who held
this position on December 31, 2010, excluding executive directors, was 385.000.
The Bank’s AGM on March 18, 2006 resolved under agenda item eight to establish a remuneration
scheme using deferred distribution of shares to the Bank’s non-executive directors, to replace the earlier
post-employment scheme in place for these directors.
The plan is based on the annual assignment to non-executive directors of a number of "theoretical shares"
equivalent to 20% of the total remuneration received by each of them in the previous year, The share price
used in the calculation is the average closing price of the BBVA shares in the seventy stock market
sessions before the dates of the ordinary AGMs that approve the annual accounts for each year. The
shares will be given to each beneficiary on the date he or she leaves the position of director for any reason
except serious breach of duties.
The number of “theoretical shares” allocated to non-executive director beneficiaries under the deferred
share distribution scheme approved by the AGM for 2010, corresponding to 20% of the total remuneration
paid to each in 2009, is set out below:
• PENSION COMMITMENTS
The provisions registered as of December 31, 2010 for pension commitments to the President and COO
are €14,551 thousand, of which €941 thousand were charged against 2010 earnings. As of this date, there
are no other pension obligations to executive directors.
In addition, insurance premiums amounting to €95 thousand were paid on behalf of the non-executive
members on the Board of Directors.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
The provisions registered as of December 31, 2010 for pension commitments for the Management
Committee members, excluding executive directors, amounted to €51,986 thousand. Of these, €6,756
thousand were charged against 2010 earnings.
There were no commitments as of December 31, 2010 for the payment of compensation to executive
directors.
In the case of the COO, the provisions of his contract stipulate that in the event that he loses this position
for any reason other than of his own will, retirement, invalidity or serious dereliction of duty, he will take
early retirement with a pension that may be received as a life annuity or a capital sum equal to 75% of his
pensionable salary if this should occur before he reaches 55 years of age, or 85% after this age.
Further to section B.1.13, at the date of this report, there are no commitments to pay compensation to
executive directors. With regard to the senior management, the explanatory report on the Management
Report required by article 116 b of the Stock Exchange Act provides information about the agreements
between the Company and the members of the senior management who are entitled to compensation
when they resign or if they are unfairly dismissed.
Further to section B.1.26, article 1 of the regulations establishes that external directors shall cease to be
independent directors if they maintain said condition for an uninterrupted period of over 12 years.
Further to the information provided in section B.1.29 and section B.2.3, the Risk Committee held 48
meetings in 2010. Two new Committees were created by agreement of the Board meeting held on 25th of
May 2010, to replace the Appointments & Remunerations Committee.
Further to section B.1.31: as BBVA is listed on the New York Stock Exchange, it is subject to the
supervision of the Securities and Exchange Commission and therefore, pursuant to the Sarbanes Oxley
Act and its regulations, the Chairman & CEO, the President & COO and the executive responsible for
drawing up the accounts sign and present the annual certifications referred to in Sections 302 and 906 of
this Act, concerning the content of the Annual Financial Statements. Said certificates are attached to the
annual 20F protocols that the Company files with this authority.
Further to section B.1.40 and section C.5, and pursuant to article 229.2 of the Capital Companies Act, at
31 December 2010, persons related to members of the BBVA Board of Directors were the holders of 6,594
Banco Santander SA shares and of 414 Banco Español de Credito SA (Banesto) shares.
With regard to the duties of the Audit & Compliance Committee established in section B.2.2: the duties of
the Audit Committee allocated by their Regulations include ensuring that Internal Audit has adequate skills
and resources to carry out their duties in the Group, regarding personnel, material resources, systems,
procedures and manuals and that they should be aware of any obstacles to carrying out their duty that
may have arisen. Said committee shall also analyse and approve the Annual Internal Audit Plan and any
other occasional or specific plans that may be required due to regulatory changes or due to the need to
organise the Group business. They shall also be aware of the degree to which the audited units are
complying with the corrective measures recommended by Internal Audit during previous interventions, and
they shall inform the Board of any such cases that may represent an important risk for the Group. The
Committee shall be informed of any irregularities, anomalies or breaches provided that these are
important, that Internal Audit may have detected in the course of their work. “Important” is understood to be
those that could cause significant material impact or damage to the equity, income or reputation of the
Group, which Internal Audit is responsible for calibrating. In the event of any doubt, Internal Audit must
report it. On the other hand, they shall be aware of and issue an opinion on the appointment or substitution
of the Director of Internal Audit, although they do not approve his/her appointment nor do they propose the
budget for this department.
Further to section B.2.6, pursuant to article 26 of the Regulations, in accordance with the Corporate
Bylaws, the Board may appoint an Executive Committee, with the votes in favour of two thirds of its
members and its entry in the Companies Registry, making every attempt to ensure that external directors
hold a majority over executive directors in its composition and that the independent directors represent at
least one third of all its members.
Further to section C (Related-party transactions): see Note 55 of the BBVA consolidated Annual Financial
Statements for 2010.
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.
Further to section D.2, detailed information on the BBVA Group’s exposure to risk is included in the BBVA
Management Report, including the most relevant figures.
Further to section E.9: the holders of a smaller number of shares than the number established in the
Company Bylaws to entitle the holder to attend, if they do wish to attend, they should apply to Shareholder
Office the web site or any BBVA branch office for an invitation, which will be provided within the
considerations of the limited space available in the premises in which the Meetings can be held and the
large number of Company shareholders.
Concerning Recommendation number 42 of Section F: The BBVA Board Regulations, article 2, establish
that the Board of Directors will present their proposals for appointments or the re-election of directors to
the Company General Meeting, making every effort to ensure that the external directors represent an
ample majority over the executive directors on the Board and that the number of independent directors
represent at least one third of the total number of directors. The Regulations also establish, in article 26,
that the Board may appoint an Executive Committee, making every effort to ensure that the external
directors have a majority over the executive directors and that the number of independent directors
represents at least one third of the total number of its members. The composition of the BBVA Board of
Directors and the Executive Committee reflect the stipulations of the Regulations as they are made up of
an ample majority of independent directors, with only two executive directors forming part of both corporate
bodies.
With regard to Recommendation number 45 of Section F: Pursuant to article 30 of the Board Regulations,
it is the responsibility of the Audit Committee to supervise the In-House Code of Conduct on the Stock
Exchange. On the other hand, article 27 of the Board Regulations attributes the responsibility for
evaluating the Bank’s System of Corporate Governance to the Executive Committee. This will be analysed
in accordance with the performance of the Company, the results gained in the implementation of any
regulations that may be established and any recommendations that are made concerning market best
practices adapted to the corporate context.
In general, for the purposes of this report, it should be pointed out that certain modifications are set to be
made to the BBVA in-house regulations after the close of 2010, as a consequence of the recent legislative
modifications made in company law, which, once approved by the corresponding corporate bodies, will be
published on the Company web site.
In this section, you may include any other information, clarification or comment relating to the prior
sections of this report.
Specifically, indicate whether the company is subject to laws other than Spanish laws regarding corporate
governance and, if applicable, include such information as the company is required to provide that is
different from the information required in this report.
Indicate whether any of the independent directors has or has had any relationship with the Company, its
significant shareholders or its managers which, had it been sufficiently significant or important, would have
resulted in the director not qualifying for consideration as independent pursuant to the definition set forth in
sub-section 5 of the Unified Good Governance Code:
NO
This annual corporate governance report was approved by the Board of Directors of the Company at its
meeting of
Indicate whether any Directors voted against or abstained in connection with the approval of this Report.
NO
WARNING: The English version is only a translation of the original in Spanish for information purposes. In case of a discrepancy,
the Spanish original prevails.