Movilidad urbana sustentable

The following table sets forth certain information regarding the beneficial ownership of our ordinary shares as of December 31, 2014, by each person who, to our knowledge, beneficially own more than 5% of our ordinary shares. These persons do not have different voting rights.

Ordinary Shares Beneficially Owned At December 31, 2014

Beneficial Owner Number of Shares

Percentage of Shares Outstanding

Banco Bilbao Vizcaya Argentaria S.A. 244,870,968 45.61%

BBV América SL 160,060,144 29.81%

The Bank of New York Mellon (1) 52,840,785 9.84%

Administración Nacional de Seguridad Social 42,439,494 7.90%

(1) As holder agent of ADSs.

In September 2011 the total number of authorized and issued ordinary shares, par value 1.00 each, increased by 516,544 as a result of the merger by absorption of Consolidar Comercializadora S.A. into BBVA Francés.

On March 26, 2012, the Ordinary and Extraordinary General Shareholders’ Meetings of BBVA Francés and Otar approved the preliminary merger agreement, for which the Bank approved the increase in capital stock by issuing 50,410,182 book-entry, ordinary shares with a par value of Ps.1 each and 1 vote per share. In addition, immediately after the above-mentioned capital increase, BBVA Francés would redeem the 50,410,182 book-entry, ordinary shares, with a par value of Ps.1 each and right to 1 vote each that it owns subject to the previous capital stock reduction stemming from the merger.

Accordingly, our capital stock at December 31, 2014 was 536,877,850 shares and BBVA maintained its equity interest in the Bank at 75.93%.

On January 4, 2012 BBVA Francés was notified of the registration in the Public Registry of Commerce of Madrid of the merger between Bilbao Vizcaya América B.V. and BBV América SL, in its capacity as successor company. The merger has been carried out as part of a corporate reorganization plan of the Group. Also for a description of the merger between BBVA Francés and Inversora Otar S.A. see “Item 4. Information on the Company –History and Development of the Company”.

We are a corporation registered under Argentine law whose shareholders restrict their liability to the shares they have subscribed and paid-in under the Business Companies Law. Therefore, and in terms of Law Nr. 25,738, no shareholder of the Bank, whether foreign or local, is liable beyond such paid-in shares for obligations deriving from transactions made by the Bank.

Except as described above, we are unaware of any arrangements the operation of which may, at a subsequent date, result in a change of control of BBVA Francés.

As of December 31, 2014, according to our records 16 holders of ordinary shares and 32 registered holders of ADSs (in accordance with the records of BoNY, as depositary for the ADSs) have an address in the United States representing 10.06% of our issued and outstanding ordinary shares.

B. Related Parties Transactions

The following table presents the loans granted, guarantees given and extensions of credit granted (unused portions) to related parties for the fiscal years ended December 31, 2014 and 2013. Related parties include controlled companies, controlling shareholders and entities under common control, key management and directors and associated entities.

The loans described below (a) were made in the ordinary course of business, (b) were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with other persons, and (c) did not

December 31, 2014 December 31, 2013 Related Party Largest Outstanding Amount (1)(2) Interest Rates Amount Outstanding (2) Interest Rates Nature Largest Outstanding Amount (1)(2) Interest Rates Amount Outstanding (2) Interest Rates Nature

Controlled, Controlling and Under Common Control Entities

BBVA and subsidiaries 248,866 — 169,878 — Guarantees given,

other loans and correspondents

160,561 — 120,184 — Guarantees given and correspondents BBVA Francés Valores S.A. 32,475 0.12% 25,209 — Advances, other

loans and equity investment

21,896 — 21,244 — Other loans and equity investment BBVA Francés Asset Management S.A. 355,907 — 79,153 32.73% Other loans, credit

card loans, guarantees given and equity investment

69,219 32.73% 69,219 32.73% Other loans, credit card loans and equity investment Consolidar AFJP S.A. (undergoing liquidation

proceedings) 11,511 — 11,507 — Other loans, guarantees given and equity investment 11,534 45.00% 11,507 — Advances, other loans, guarantees given and equity investment PSA Finance 1,431,765 32.49% 1,382,477 35.61% Call money, other

loans, guarantees given and equity investment

1,252,472 29.92% 1,252,472 29.92% Advances, call money, other loans, guarantees given and equity investment BBVA Consolidar Seguros S.A. 71,056 31.88% 68,427 32,36% Advances, credit

card loans, other loans and equity investment

47,531 30.90% 47,531 30.90% Credit card loans, other loans and equity investment

Associated Entities

Rombo Cia Financiera S.A. 1,251,062 32.32% 978,961 33.97% Call money, other loans, guarantees given and equity investment

1,259,290 31.32% 1,259,290 31.32% Call money, other loans, guarantees given and equity investment Key Management Personnel (3) _{16,718 28.50% 15,417 28.50% Advances, credit}

card loans, personal loans, other loans and real estate mortgage

11,060 22.90% 11,060 22.90% Advances, credit card loans, personal loans, other loans and real estate mortgage

(1) Largest amount during the period indicated.

(2) In thousands of pesos.

(3) Includes directors, senior managers, members of the audit committee and managers with relevant authority.

The transactions included in this section (a) were made in the ordinary course of business, (b) were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with other persons, and (c) did not involve more than the normal risk of collectibility or present other unfavorable features.

As of December 31, 2014, the Bank did not have outstanding any financial assistance from BBVA. C. Interest of Experts and Counsel

Not applicable.