Board of Directors internal code of rules

The internal rules of the Board of Directors of Dexia SA, which were set up in 1999, codify a set of rules designed to allow the Board to exercise its full powers and to optimize the contribution of each member, were substantially modified sinds 2005, and the lasted time in November 13, 2008, when the Board of Directors decided to intensify the corporate governance into the company.

The major elements of the rules concern:

• general organizational principles of the Board of Directors;
• specialist committees;
• confidentiality obligation for members of the Board;
• training Board members;
• conflicts of interest;
• transactions between a company of the Dexia Group and Board members;
• proprietary trading in Dexia securities;
• profile of competence of the directors;
• independence criteria.