1 Creating the leading banking platform in Slovenia 17 septembre 2001

2 Société Générale : a leading International Banking Group International Retail Banking : a Central European focused strategy SKB - SG : a perfect fit The process : a successful acquisition

3 Société Générale a leading International Banking Group Over 10 million customers in France and abroad 3,300 branches 500 offices in 80 countries 81,000 employees - 25,000 outside France

4 Société Générale a leading International Banking Group 6th largest market capitalisation of the banks in the Euro zone : € 28 bn (4th of september 2001) 300,000 individual shareholders Ratings : AA- (S&P), Aa3 (Moody’s), AA (IBCA) Key financials 2000  Total assets €456bn  Equity €12.1bn (after dividend payment), BIS ratio 12.5%, of which 8.9% Tier 1  Net profit €2.7bn, ROE 22.4%

5 Société Générale: A Global Presence Among the fifteen largest banks in the world with 500 offices in 80 countries across all continents

6 Organisation based on 3 pillars Asset Management and Private Banking Retail Banking Investment Banking

7 Retail banking Over 7 million customers of which 2 million outside France 53,000 employees 3,300 branches of which 700 outside France Market share : 8% deposits / loans in France 6.5 products per customer Strong growth % of 2000 Group NBI 49% ROE 18.5% 16.3% 15.2%

8 Corporate and investment banking 44% of group NBI 14,000 employees 5,700 selected customers Breakdown of division NBI % 78% Investment banking Corporate banking % of 2000 Group NBI 44%

9 AUM % of 2000 Group NBI 7% Asset management & private banking €300 bn assets managed pursuant to the acquisition of TCW 1,500 employees 28% CAGR in AUM since 1996 Leader with 13% share of French mutual fund market CAGR +28%

10 Société Générale : a leading International Banking Group International Retail Banking : a Central European focused strategy SKB - SG : a perfect fit The process : a successful acquisition

11 International Retail Banking : definition Retail banking means neither personal banking nor a network, but universal banking, i.e. a bank which provides a wide range of services to a large number of customers, individuals and corporates

12 International Retail Banking Capitalizing on the french strong franchise  Retail banking in France : A Continuous Success  The core business of the Société Générale Group  The largest private retail bank in France with 5 million customers  High, recurrent and steadily increasing profitability  1997: successful integration of Crédit du Nord (turnaround, start of a multi brand strategy)  Regularly adding 120,000 new clients per year

13 International Retail Banking An expanding network EUROPE Bulgaria Czech Republic Greece Romania Slovakia Slovenia Yugoslavia MEDITERRANEAN Algeria Cyprus Egypt Jordan Lebanon Morocco United Arab Emirates OTHERS Argentina Burkina Faso Cameroon Chad Equatorial Guinea Guinea Ivory Coast Madagascar Senegal French West Indies French Polynesia New Caledonia

14 Bulgaria Czech Republic Hungary Slovakia Poland Ukraine Turkey Romania Yugoslavia Russia Slovenia Central and Eastern Europe : a target market

15 KEY FIGURES as at 31/12/2001 (E)

16 Retail Banking: Efficient Multi-Channel Distribution Customers Electronic Banking  First bank to launch an e- service  Minitel: 350,000 users  Internet: 330,000 users Telephone Banking  Call centres: 140,000 calls monthly  Telemarketing: 245,000 calls monthly Branch Banking  Largest private retail network with 2,600 branches in France Automatic Banking  ATMs: 2,500  Automated Voice Server: 4.0 million calls monthly

17 Société Générale : a leading International Banking Group International Retail Banking : a Central European focused strategy SKB - SG : a perfect fit The process : a successful acquisition

18 Slovenia: a cornerstone in Société Générale’s strategy  Slovenia is integral to SG’s Central and Eastern European strategy  Stable economy with well functioning institutions and legal system  High GDP per capita  Sophisticated retail customer base and growing “middle class” segment  Significant growth potential for mortgage banking, asset management and insurance  High level of cross border trade  Significant opportunities in corporate restructuring pre and post EU accession  Springboard to the Balkans

19 SKB and SG are Highly Complementary... The leading retail bank in Slovenia What SKB Banka brings.. Local brand Domestic distribution channels Local contacts Domestic corporate and retail client base High quality Human resources What SG brings.. Global risk management New product expertise Private banking / wealth management Asset management: money market funds, mutual funds, equity and fixed income funds Investment banking expertise: debt, forex, equity and M&A International network

20 ENLARGED SCOPE OF PRODUCTS ENLARGED SCOPE OF PRODUCTS Asset Management and Private Banking Retail Banking Corporate & Investment Banking Individual Customers New Entrepreneurial Business Small & Medium Sized Companies Financial Institutions Public Institutions Corporates Multinational Companies Banking in Slovenia INPUT OF KNOW-HOW … to develop a universal banking model

21 Creating the leading banking platform in Slovenia Société Générale Group International Retail Banking Strategy SKB - SG : a perfect fit The process

22 Analyse the risks and opportunities generated Analyse the risks and opportunities generated Agreement on price Regulator ’s acceptance Regulator ’s acceptance Implement business plan Implement business plan Define and agree strategy Define and agree strategy Staff and management buy-in Staff and management buy-in Agreement on key strategic objectives Agreement on key strategic objectives Assess the existing operations and activities Assess the existing operations and activities Société Générale : the preferred bidder Due Diligence Selection of SG as strategic partner Selection of SG as strategic partner Implementation Successful take-over bid Launch of a take-over bid Launch of a take-over bid Acquisition of 96,47% stake in capital Acquisition of 96,47% stake in capital Determine the adjusted net asset value of the target Determine the adjusted net asset value of the target Quantify the investments needed and potential returns associated Quantify the investments needed and potential returns associated Establish a business plan

23 Due Diligence  Analysis of conditions in, and the economic outlook for, the banking industry.  Analysis of general market data, including economic and governmental forces, that may affect the value of the Bank.  Discussions concerning the history and the future operations of the Bank with management.  Discussions with management to obtain an explanation and clarification of data provided.

24 Due Diligence  Analysis of the Bank’s operating results including audited financial statements covering three years up to the date of valuation.  Analysis of commitments and contingencies and operating projections.  Gathering and analysis of financial data for publicly traded banks engaged in the same or similar lines of service to develop appropriate valuation multiples and operating comparisons to apply to the Bank.  Estimation of appropriate valuation discounts or premiums (e.g. marketability and country risk) to apply to the results of our valuation analysis.

25 Selection of SG as strategic partner A price based on various methodologies Dividend Discount Model (DDM) Dividend Discount Model (DDM) Single Period ModelsMulti Period Model Net Asset Approach Transactional benchmarks Trading multiples of comparable banks

26 Selection of SG as strategic partner Structure of our valuation model Business Plan Analysis Competitive Advantage Period Analysis of European and Slovene banking market Identification of Market trends and Key factors driving the market Identification of Relevant Market Derivation of Cost of Capital Price/Earnings Derivation of Value Range Analysis of the Bank Products Strategy Past results Competitive Position and SWOT Analysis of the Bank Identification of major value drivers Sensitivity Analysis

27 Successful take-over bid  The bid was launched on 22 February 2001 and valid until 20 April  The bid represented a cash payment for the SKB Shares.  Société Générale offered the shareholders of SKB the SIT equivalent of EUR 19 per SKB Share.  The take-over bid was conditional to the acquisition by Société Générale of at least 51% of SKB’s capital.  Société Générale acquired through the take-over bid 96,47% of SKB’s capital.

28 Implementation : strategic headlines  marketing : Introduction of marketing techniques such as customer segmentation, market analysis and loyalty programmes,  distribution : Developing further modern alternative channels of distribution,  IT : Implementation of IT systems necessary for the development strategy,  internal control and quality : Improving internal control methodology and practice,  international network : Access to Société Générale’s international network.

29 Implementation : applicable areas Operations  maintain the SKB brand,  cooperate in the possible expansion into countries of the Balkans  merge the business of BANKA SOCIETE GENERALE LJUBLJANA with SKB to capitalise on the synergies between the two operations. Human Resources and Training  strengthen SKB management by seconding SG’s specialists.  launch appropriate training programs.