Obligation Banque Fédérale du Crédit Mutuel 6% ( XS0207764712 ) en EUR

Banque Fédérale du Crédit Mutuel

100 % ▲

France

XS0207764712 ( en EUR )

6% par an ( paiement semestriel )

Perpétuelle

Prospectus brochure de l'obligation Banque Federative du Credit Mutuel XS0207764712 en EUR 6%, échéance Perpétuelle

15/12/2025 ( Dans 164 jours )

La Banque Fédérative du Crédit Mutuel est l'établissement central du groupe Crédit Mutuel, assurant la cohésion et la gestion du système fédératif des caisses régionales.

L'Obligation émise par Banque Fédérale du Crédit Mutuel ( France ) , en EUR, avec le code ISIN XS0207764712, paye un coupon de 6% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le Perpétuelle

Base Prospectus dated 6 July 2018

Euro 45,000,000,000
Euro Medium Term Note Programme
Under the Euro Medium Term Note Programme (the "Programme") described in this Base Prospectus (the "Base Prospectus"), Banque Fédérative du Crédit Mutuel ("BFCM" or the "Issuer"),
subject to compliance with all relevant laws, regulations and directives, may from time to time issue Euro Medium Term Notes to be governed either by English law (the "English Law Notes"), by
French law (the "French Law Notes") or by the law of New South Wales, Australia (the "Australian Law Notes") and, together with the English Law Notes and the French Law Notes, the
"Notes"). The aggregate principal amount of Notes outstanding will not at any time exceed euro 45,000,000,000 (or the equivalent in other currencies). This Base Prospectus supersedes and replaces
the Base Prospectus dated 6 July 2017 and all supplements thereto.
Notes will be issued in one or more series (each a "Series"). Notes of each Series may be issued in one or more tranches (each a "Tranche") on different issue dates and on terms otherwise identical
(except in relation to the interest commencement dates and certain other matters related thereto). Notes may be either senior ("Senior Notes") or subordinated ("Subordinated Notes"). Senior Notes
may be either senior preferred Notes ("Senior Preferred Notes") or senior non-preferred Notes ("Senior Non-Preferred Notes"). The terms and conditions of the English Law Notes (the "English
Law Conditions") are set out herein in the section headed "Terms and Conditions of the English Law Notes" and the terms and conditions of the French Law Notes (the "French Law Conditions")
are set out herein in the section headed "Terms and Conditions of the French Law Notes" (the English Law Conditions and the French Law Conditions together, the "Terms and Conditions" or the
"Conditions").
Application has been made for approval of this Base Prospectus to the Autorité des marchés financiers (the "AMF") in France in its capacity as competent authority pursuant to Article 212-2 of its
Règlement Général which implements Directive 2003/71/EC of 4 November 2003 on the prospectus to be published when securities are offered to the public or admitted to trading, as amended (the
"Prospectus Directive"). Application may be made, for the period of 12 months from the date of approval by the AMF of this Base Prospectus, for Notes issued under the Programme to be listed
and admitted to trading on Euronext Paris, to be listed on the official list of the Luxembourg Stock Exchange (the "Official List") and admitted to trading on the regulated market of the Luxembourg
Stock Exchange (the "Luxembourg Stock Exchange") and/or to the competent authority of any other Member State of the European Economic Area ("EEA") for Notes issued under the
Programme to be listed and admitted to trading on a Regulated Market (as defined below) in such Member State. Euronext Paris and the regulated market of the Luxembourg Stock Exchange are
regulated markets for the purposes of the Markets in Financial Instruments Directive 2014/65/EU, as amended, appearing on the list of regulated markets published by the European Securities and
Markets Authority (a "Regulated Market"). The relevant final terms (the "Final Terms") (forms of which are contained herein) in respect of the issue of any Notes will specify whether or not such
Notes will be listed and admitted to trading on a Regulated Market and, if so, the relevant Regulated Market. The Issuer may also issue Notes under the Programme for which no prospectus is
required to be published under the Prospectus Directive (the "Exempt Notes"). Such Exempt Notes may be listed or admitted to trading on a market, such as the EuroMTF Market of the
Luxembourg Stock Exchange ("EuroMTF"), and on any stock exchange which is not a Regulated Market.
The Australian Law Notes will not be admitted to trading or listed on any market or stock exchange and nor will they be offered to the public in any jusrisdiction. The terms and conditions of, and
the form of Final Terms with respect to, Australian Law Notes is contained in the Australian Law Deed Poll dated the date of this Base Prospectus (the "Australian Law Deed Poll").
The visa no. 18-291 granted by the AMF on 6 July 2018 to this Base Prospectus is only applicable for English Law Notes and French Law Notes to be listed and admitted to trading on a Regulated
Market and/or offered to the public in France and/or in the Grand Duchy of Luxembourg and/or any other Member State of the EEA in which this Base Prospectus has been passported from time to
time. It is not relevant for Australian Law Notes and Exempt Notes, as such Notes will not be admitted to trading or listed on any Regulated Market, nor will they be offered to the public in any
Member State of the EEA.

Neither this Base Prospectus nor any other disclosure document in relation to the Notes has been, or will be, lodged with the Australian Securities and Investments Commission. No action has been
taken which would permit an offering of the Notes in circumstances that would require disclosure under Parts 6D.2 or 7.9 of the Corporations Act 2001 of Australia.

The Issuer is neither a bank nor an authorised deposit-taking institution which is authorised under the Banking Act 1959 of Australia (the "Australian Banking Act"). The Notes will not be the
obligations of the Australian Government and, in particular, the Notes will not be guaranteed by the Commonwealth of Australia. The Issuer is not supervised by the Australian Prudential Regulation
Authority. An investment in any Notes issued by the Issuer will not be covered by the depositor protection provisions in section 13A of the Australian Banking Act and will not be covered by the
Australian Government's bank deposit guarantee (also commonly referred to as the Financial Claims Scheme).

Notes will be in such denomination(s) as may be specified in the relevant Final Terms.

English Law Notes will be issued in bearer form. English Law Notes of each Tranche of each Series will initially be represented by a temporary global note in bearer form (each, a "Temporary
Global Note") or a permanent global note in bearer form (each, a "Permanent Global Note" and, collectively with any Temporary Global Note, the "Global Notes"), each without interest coupons.
Interests in a Temporary Global Note will be exchangeable, in whole or in part, for interests in a Permanent Global Note on or after the date being 40 days after the relevant issue date (subject to
postponement as provided in the Temporary Global Note), upon certification as to non-U.S. beneficial ownership. If the Global Notes are stated in the applicable Final Terms to be issued in new
global note ("NGN" or "New Global Note") form, they are intended to be eligible collateral for Eurosystem monetary policy and the Global Notes will be delivered on or prior to the original issue
date of the relevant Tranche to a common safekeeper (the "Common Safekeeper") for Euroclear Bank SA/NV ("Euroclear") and Clearstream Banking S.A. ("Clearstream"). English Law Notes
which are not issued in NGN form ("Classic Global Notes" or "CGNs") will be deposited on the issue date of the relevant Tranche with a common depositary on behalf of Euroclear and
Clearstream or as otherwise agreed between the Issuer and the relevant Dealer (as defined herein). The provisions governing the exchange of interests in Global Notes for other Global Notes and
Definitive Notes (as defined herein) are described in "Summary of Provisions relating to the English Law Notes while in Global Form".

French Law Notes may be issued in either dematerialised form ("Dematerialised Notes") or materialised form ("Materialised Notes"). Materialised Notes will be in bearer form only and may only
be issued outside France. Dematerialised Notes will at all times be in book entry form in compliance with Articles L.211-3 et seq. and R.211-1 of the French Code monétaire et financier. No
physical documents of title will be issued in respect of the Dematerialised Notes. Dematerialised Notes will be issued in either (i) bearer dematerialised form (au porteur) inscribed as from the
relevant issue date in the books of Euroclear France ("Euroclear France") as central depositary which shall credit the accounts of Euroclear France Account Holders (as defined below) including
Euroclear and the depositary bank for Clearstream or (ii) registered form (au nominatif) and, in such latter case, at the option of the relevant Noteholder in either (x) administered registered form (au
nominatif administré), in which case they will be inscribed in the accounts of the Euroclear France Account Holders designated by the relevant Noteholders or (y) fully registered form (au nominatif
pur), in which case they will be inscribed in an account in the books of Euroclear France maintained by the Issuer or by the registration agent acting on behalf of the Issuer (the "Registration
Agent"). "Euroclear France Account Holder" means any authorised intermediary institution entitled to hold directly or indirectly accounts on behalf of its customers with Euroclear France, and
includes Euroclear and the depositary bank for Clearstream. A temporary global certificate in bearer form without interest coupons attached (a "Temporary Global Certificate") will initially be
issued in connection with French Law Notes issued as Materialised Notes. No interest will be payable on the Temporary Global Certificate. Such Temporary Global Certificate will be exchanged for
Definitive Notes as descried in "Provisions relating to Temporary Global Certificates issued in respect of Materialised Notes". Temporary Global Certificates will (a) in the case of a Tranche
intended to be cleared through Euroclear and/or Clearstream, be deposited on the relevant issue date with a common depositary on behalf of Euroclear and/or Clearstream and (b) in the case of a
Tranche intended to be cleared through a clearing system other than or in addition to Euroclear and/or Clearstream or delivered outside a clearing system, be deposited as agreed between the Issuer
and the relevant Dealer. See "Provisions relating to the Temporary Global Certificates issued in respect of Materialised Notes".
Autralian Law Notes will be issued in dematerialised registered form only and no document of title will be issued in respect of them.
BFCM has been assigned the following long-term credit ratings: A by S&P Global Ratings France S.A.S. ("S&P"), Aa3 by Moody's France SAS ("Moody's"), and A+ by Fitch Ratings Limited
("Fitch Ratings"). S&P, Moody's and Fitch Ratings are all established in the EU and registered under Regulation (EC) No 1060/2009 (the "CRA Regulation"). Tranches of Notes will be rated or
unrated. Where a Tranche of Notes is to be rated, such rating will not necessarily be the same as the rating assigned to the Notes already issued. Whether or not a rating in relation to any Tranche of
Notes will be treated as having been issued by a credit rating agency established in the European Union and registered under the CRA Regulation will be disclosed in the relevant Final Terms. A

security rating is not a recommendation to buy, sell or hold securities and may be subject to suspension, reduction or withdrawal at any time by the assigning rating agency.
Prospective investors should have regard to the factors described under the section "Risk Factors" in this Base Prospectus before deciding to invest in the Notes issued under the
Programme.

Arranger for the Programme
BNP PARIBAS
Dealers
BANQUE FÉDÉRATIVE DU CRÉDIT MUTUEL
BARCLAYS
BNP PARIBAS
GOLDMAN SACHS INTERNATIONAL
HSBC
J.P. MORGAN SECURITIES PLC
NATWEST MARKETS
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EMEA 115717494

IMPORTANT MIFID II PRODUCT GOVERNANCE / TARGET MARKET: The Final Terms in respect of
any Notes will, where applicable, include a legend entitled "MiFID II Product Governance" which will outline
the determination of the type of clients in the context of the target market assessment in respect of such Notes
and which channels for distribution of the Notes are appropriate. Any person subsequently offering, selling or
recommending such Notes (a "distributor") should take into consideration such determination; however, a
distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the
Notes (by either adopting or refining the target market assessment) and determining appropriate distribution
channels.
A determination will be made in relation to each issue about whether, for the purpose of the MiFID Product
Governance rules under EU Delegated Directive 2017/593 (the "MiFID Product Governance Rules"), any
Dealer subscribing for any Notes is a manufacturer in respect of such Notes, but otherwise neither the Arranger
nor the Dealers nor any of their respective affiliates will be a manufacturer for the purpose of the MiFID
Product Governance Rules.

IMPORTANT EEA RETAIL INVESTORS: If the Final Terms in respect of any Notes include a legend
entitled "Prohibition of Sales to EEA Retail Investors", the Notes are not intended to be offered, sold or
otherwise made available to and, should not be offered, sold or otherwise made available to any retail investor
in the EEA. For these purposes, a "retail investor" means a person who is one (or more) of: (i) a retail client as
defined in point (11) of Article 4(1) of Directive 2014/65/EU ("MiFID II"); (ii) a customer within the meaning
of Directive 2002/92/EC (as amended, the Insurance Mediation Directive"IMD"), where that customer would
not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified
investor as defined in the Prospectus Directive. Consequently no key information document required by
Regulation (EU) No 1286/2014 (the "PRIIPs Regulation") for offering or selling the Notes or otherwise
making them available to retail investors in the European Economic Area has or will have been prepared and
therefore offering or selling the Notes or otherwise making them available to any retail investor in the European
Economic Area may be unlawful under the PRIIPs Regulation.
This Base Prospectus, containing or incorporating by reference all relevant information with regard to the
Issuer and the Issuer and its subsidiaries and affiliates taken as a whole (the "Group") as well as the Terms and
Conditions of the English Law Notes and French Law Notes to be issued under the Programme together with (i)
any supplements to this Base Prospectus from time to time (each, a "Supplement" and together the
"Supplements") and (ii) the Final Terms issued in relation to each Tranche of English Law Notes and French
Law Notes, constitutes a Prospectus for the purposes of Article 5.4 of the Prospectus Directive. In relation to
each separate issue of Notes, the final offer price and the amount of such Notes will be determined by the Issuer
and the relevant Dealers at the time of the issue of the Notes and will be set out in the relevant Final Terms.
This Base Prospectus is to be read in conjunction with any document and/or information which is or may be
incorporated herein by reference in accordance with Article 28 of Commission Regulation (EC) no. 809/2004 as
amended (the "Prospectus Regulation"), as described in "Documents Incorporated by Reference" below. This
Base Prospectus shall be read and construed on the basis that such documents are so incorporated and form
part of this Base Prospectus.
This Base Prospectus (together with all Supplements thereto from time to time) may only be used for the
purposes for which it has been published.
No person has been authorised to give any information or to make any representation other than those
contained or incorporated by reference in this Base Prospectus in connection with the issue or sale of the Notes
and, if given or made, such information or representation must not be relied upon as having been authorised by
the Issuer or any of the Dealers or the Arranger (as defined in "Subscription and Sale"). Neither the delivery of
this Base Prospectus nor any sale made in connection herewith shall, under any circumstances, create any
implication that there has been no change in the affairs of the Issuer or the Group since the date hereof or the
date upon which this Base Prospectus has been most recently supplemented or that there has been no adverse
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EMEA 115717494

change in the financial position of the Issuer or the Group since the date hereof or the date upon which this
Base Prospectus has been most recently supplemented or that any other information supplied in connection with
the Programme is correct as of any time subsequent to the date on which it is supplied or, if different, the date
indicated in the document containing the same.
The distribution of this Base Prospectus and the offering or sale of the Notes in certain jurisdictions may be
restricted by law. Persons into whose possession this Base Prospectus comes are required by the Issuer, the
Dealers and the Arranger to inform themselves about and to observe any such restrictions. In particular, there
are restrictions on the distribution of this Base Prospectus and the offer or sale of the Notes in the EEA and
certain member states thereof (France, Belgium and the United Kingdom), Australia, Japan, the United States,
the People's Republic of China ("PRC") and Hong Kong. See "Subscription and Sale" below.
The Notes have not been and will not be registered under the United States Securities Act of 1933, as amended
(the "Securities Act") or with any securities regulatory authority of any state or other jurisdiction of the United
States of America and are subject to U.S. tax law requirements. Subject to certain exceptions, Notes may not be
offered, sold or delivered within the United States or to, or for the account or benefit of, U.S. persons (as defined
in the U.S Internal Revenue Code of 1986, as amended and regulations thereafter). For a description of certain
restrictions on offers and sales of Notes and on distribution of this Base Prospectus, see "Subscription and
Sale".
This Base Prospectus does not constitute and may not be used in connection with, an offer, or an invitation to
any person to whom it is unlawful to make such offer or invitation by or on behalf of the Issuer or the Dealers to
subscribe for, or purchase, any Notes.
To the fullest extent permitted by law, none of the Dealers (other than Banque Fédérative du Crédit Mutuel in its
capacity as Issuer) or the Arranger accept any responsibility for the contents of this Base Prospectus (including
any documents incorporated by reference herein) or for any other statement, made or proposed to be made by
the Arranger or a Dealer on its behalf in connection with the Issuer or the issue and offering of the Notes. The
Arranger and each Dealer (other than Banque Fédérative du Crédit Mutuel in its capacity as Issuer)
accordingly disclaims all and any liability whether arising in tort or contract (save as referred to below) which
it might otherwise have in respect of this Base Prospectus or any such document or statement. Neither this Base
Prospectus nor any financial statements are intended to provide the basis of any credit or other evaluation and
should not be considered as a recommendation by any of the Issuer, the Arranger or the Dealers that any
recipient of this Base Prospectus or any financial statements should purchase the Notes. Each potential
purchaser of Notes should determine for itself the relevance of the information contained or incorporated by
reference in this Base Prospectus and its purchase of Notes should be based upon such investigation as it deems
necessary. None of the Dealers (other than Banque Fédérative du Crédit Mutuel in its capacity as Dealer) or the
Arranger undertakes to review the financial condition or affairs of the Issuer during the life of the arrangements
contemplated by this Base Prospectus nor to advise any investor or potential investor in the Notes of any
information coming to the attention of any of the Dealers or the Arranger.
In this Base Prospectus, unless otherwise specified or the context otherwise requires, references to "Euro"
"euro" and "" are to the single currency which was introduced in the participating member states of the
European Union on 1st January 1999, references to "A$", "AUD" and "Australian Dollar" are to the lawful
currency of Australia, references to "£", "pounds sterling" and "Sterling" are to the lawful currency of the
United Kingdom, references to "U.S.$" "USD" and "dollars" are to the lawful currency of the United States of
America and references to "CNY", "RMB" and "Renminbi" are to the lawful currency of the People's
Republic of China.

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TABLE OF CONTENTS
Page
SUMMARY ................................................................................................................................................... 6
RESUME EN FRANÇAIS (SUMMARY IN FRENCH) ............................................................................... 41
RISK FACTORS .......................................................................................................................................... 79
RETAIL CASCADES: CONSENT TO USE THE PROSPECTUS ........................................................... 114
FORWARD-LOOKING STATEMENTS ................................................................................................... 116
DOCUMENTS INCORPORATED BY REFERENCE .............................................................................. 117
SUPPLEMENT TO THE BASE PROSPECTUS ...................................................................................... 126
TERMS AND CONDITIONS OF THE ENGLISH LAW NOTES ............................................................ 127
TERMS AND CONDITIONS OF THE FRENCH LAW NOTES ............................................................. 179
SUMMARY OF PROVISIONS RELATING TO THE ENGLISH LAW NOTES WHILE IN GLOBAL
FORM ................................................................................................................................................ 237
PROVISIONS RELATING TO TEMPORARY GLOBAL CERTIFICATES ISSUED IN RESPECT
MATERIALISED NOTES ................................................................................................................ 243
USE OF PROCEEDS ................................................................................................................................. 245
BANQUE FÉDÉRATIVE DU CRÉDIT MUTUEL .................................................................................. 246
TAXATION ................................................................................................................................................ 247
SUBSCRIPTION AND SALE ................................................................................................................... 252
FORM OF WHOLESALE FINAL TERMS .............................................................................................. 257
FORM OF RETAIL FINAL TERMS ......................................................................................................... 279
GENERAL INFORMATION ..................................................................................................................... 304
PERSONS RESPONSIBLE FOR THE INFORMATION GIVEN IN THE BASE PROSPECTUS ......... 307

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SUMMARY
Summaries are made up of disclosure requirements known as "Elements" the communication of which is
required by Annex XXII of the Regulation EC No 809/2004 of 29 April 2004 as amended by Commission
Delegated Regulation (EU) No 486/2012 of 30 March 2012 and Commission Delegated Regulation (EU) No
862/2016 of 4 June 2012. These Elements are numbered in Sections A to E (A.1 to E.7).
This summary contains all the Elements required to be included in a summary for this type of securities and
Banque Fédérative du Crédit Mutuel. Because some Elements are not required to be addressed, there may be
gaps in the numbering sequence of the Elements.
Even though an Element may be required to be inserted in the summary because of the type of securities and
Issuer, it is possible that no relevant information can be given regarding such Element. In this case, a short
description of the Element is included in the summary and marked as "Not Applicable".
This summary is provided for purposes of the issue by the Issuer solely of English Law Notes or French Law
Notes under the Programme (each as defined below) (other than English Law Notes or French Law Notes
which are Exempt Notes, Subordinated Notes or Senior Non-Preferred Notes which will not be issued in a
denomination of less than 100,000 or its equivalent in another currency or any Notes which will be issued
using a drawdown or tranche prospectus of a denomination of less than 100,000 which are offered to the public
or admitted to trading on a regulated market of the European Economic Area (the "EEA")). The issue specific
summary relating to this type of Notes will be annexed to the relevant Final Terms (as defined below) and will
comprise (i) the information below with respect to the summary of the Base Prospectus and (ii) the information
below included in the items "issue specific summary".
Section A Introduction and warnings
A.1
General
This summary must be read as an introduction to the base prospectus dated 6
disclaimer
July 2018 (the "Base Prospectus") relating to the Euro 45,000,000,000 Euro
regarding the
Medium Term Note Programme (the "Programme") of the Issuer (as defined
summary
below). Any decision to invest in senior preferred notes issued under the
Programme (the "Notes") should be based on a consideration by any investor of
the Base Prospectus as a whole, including any documents incorporated by
reference and any supplement from time to time. Where a claim relating to
information contained in the Base Prospectus is brought before a court, the
plaintiff may, under the national legislation of the Member State of the EEA
where the claim is brought, be required to bear the costs of translating the Base
Prospectus before the legal proceedings are initiated. Civil liability attaches only
to those persons who have tabled the summary, including any translation
thereof, but only if the summary is misleading, inaccurate or inconsistent when
read together with the other parts of this Base Prospectus or it does not provide,
when read together with the other parts of this Base Prospectus, key information
in order to aid investors when considering whether to invest in the Notes.
In the context of any offer of Notes in France, the Grand Duchy of Luxembourg
A.2
Information
and/or any other jurisdiction of the European Union in which this Base
regarding
Prospectus has been passported from time to time (the "Public Offer
consent by the
Jurisdictions") that is not within an exemption from the requirement to publish
Issuer to the use a prospectus under the Directive 2003/71/EC on the prospectus to be published
of the
when securities are offered to the public or admitted to trading, as amended
Prospectus
("Prospectus Directive") (a "Public Offer"), the Issuer consents to the use of
the Base Prospectus and the relevant Final Terms (together, the "Prospectus") in
connection with a Public Offer of any Notes during the offer period specified in
the relevant Final Terms (the "Offer Period") and in the Public Offer
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EMEA 115717494

Section A Introduction and warnings
Jurisdiction(s) specified in the relevant Final Terms by:
(1) subject to conditions set out in the relevant Final Terms, any financial
intermediary designated in such Final Terms; or
(2) if so specified in the relevant Final Terms, any financial intermediary which
satisfies the following conditions: (a) acts in accordance with all applicable
laws, rules, regulations and guidance of any applicable regulatory bodies
(the "Rules"), from time to time including, without limitation and in each
case, Rules relating to both the appropriateness or suitability of any
investment in the Notes by any person and disclosure to any potential
investor; (b) complies with the restrictions set out under "Subscription and
Sale" in the Base Prospectus which would apply as if it were a Dealer (as
defined below) appointed in relation to the Programme or for a specific
issue; (c) acknowledges the determination of the type of clients in the
context of the target market assessment in respect of the Notes and
distribution channels identified under the "MiFID II product governance"
legend set out in the relevant Final Terms; (d) ensures that any fee (and any
commissions, rebates or benefits of any kind) received or paid by that
financial intermediary in relation to the offer or sale of the Notes does not
violate the Rules and is fully and clearly disclosed to investors or potential
investors; (e) holds all licences, consents, approvals and permissions
required in connection with solicitation of interest in, or offers or sales of,
the Notes under the Rules; (f) retains investor identification records for at
least the minimum period required under applicable Rules, and shall, if so
requested and to the extent permitted by the Rules, make such records
available to the relevant Dealer(s) and the Issuer or directly to the
appropriate authorities with jurisdiction over the Issuer and/or the relevant
Dealer(s) in order to enable the Issuer and/or the relevant Dealer(s) to
comply with anti-money laundering, anti-bribery, anti-corruption and
"know your client" rules applying to the Issuer and/or the relevant
Dealer(s); (g) does not, directly or indirectly, cause the Issuer or the
relevant Dealer(s) to breach any Rule or any requirement to obtain or make
any filing, authorisation or consent in any jurisdiction; and (h) satisfies any
further conditions specified in the relevant Final Terms (in each case an
"Authorised Offeror"). None of the Dealers or the Issuer shall have any
obligation to ensure that an Authorised Offeror complies with applicable
laws and regulations and shall therefore have no liability in this respect."
The consent referred to above relates to Offer Periods (if any) ending no later
than the date falling 12 months from the date of the approval of the Base
Prospectus by the Autorité des marchés financiers.
An Investor (as defined below) intending to acquire or acquiring any Notes
from an Authorised Offeror will do so, and offers and sales of the Notes to
an Investor by an Authorised Offeror will be made, in accordance with any
terms and other arrangements in place between such Authorised Offeror
and such Investor including as to price allocations, settlement arrangements
and expenses to be charged to the Investor (the "Terms and Conditions of the
Non-exempt Offer"). The Issuer will not be a party to any such
arrangements with Investors (other than Dealers) in connection with the
offer or sale of the Notes and, accordingly, the Base Prospectus does not and
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EMEA 115717494

Section A Introduction and warnings
any Final Terms will not contain such information. The Terms and
Conditions of the Non-exempt Offer shall be provided to Investors by that
Authorised Offeror at the time of the Non-exempt Offer. Neither the Issuer
nor any of the Dealers or other Authorised Offerors has any responsibility
or liability for such information.

Issue specific Summary:

[In the context of the offer of the Notes in [] (the "Public Offer
Jurisdiction[s]") which is not made within an exemption from the requirement
to publish a prospectus under the Prospectus Directive (the "Public Offer"), the
Issuer consents to the use of the Prospectus in connection with such Public Offer
of any Notes during the period from [] until [] (the "Offer Period") and in the
Public Offer Jurisdiction[s] by [] / [any financial intermediary] (the
"Authorised Offeror[s]"). [The Authorised Offeror[s] must satisfy the
following conditions: [].]]

[None of the Dealers or the Issuer shall have any obligation to ensure that an
Authorised Offeror complies with applicable laws and regulations and shall
therefore have no liability in this respect.]

[The Issuer accepts responsibility, in the Public Offer Jurisdiction[s], for the
content of the Prospectus in relation to any person (an "Investor") in such
Public Offer Jurisdiction[s] to whom an offer of any Notes is made by any
Authorised Offeror and where the offer is made during the period for which that
consent is given. However, neither the Issuer nor any Dealer has any
responsibility for any of the actions of any Authorised Offeror, including
compliance by an Authorised Offeror with applicable conduct of business rules
or other local regulatory requirements or other securities law requirements in
relation to such offer.]

[An Investor intending to acquire or acquiring any Notes from an
Authorised Offeror will do so, and offers and sales of the Notes to an
Investor by an Authorised Offeror will be made, in accordance with any
terms and other arrangements in place between such Authorised Offeror
and such Investor including as to price allocations and settlement
arrangements (the "Terms and Conditions of the Public Offer"). The Issuer
will not be a party to any such arrangements with Investors (other than
Dealers) in connection with the offer or sale of the Notes and, accordingly,
the Base Prospectus and any Final Terms will not contain such information.
The Terms and Conditions of the Public Offer shall be provided to Investors
by that Authorised Offeror at the time of the Public Offer. Neither the
Issuer nor any of the Dealers or other Authorised Offerors has any
responsibility or liability for such information.]/[Not Applicable]

Section B Issuer
B.1
The legal and
Banque Fédérative du Crédit Mutuel ("BFCM" or the "Issuer").
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EMEA 115717494

Section B Issuer
commercial
name of the
Issuer
B.2
The domicile
The Issuer is organised under the laws of France and registered in France as a
and legal form
limited liability company (société anonyme) governed by a Board of Directors
of the Issuer, the (Conseil d'administration) and subject to legal and regulatory provisions
legislation
applicable to limited liability companies and any specific laws governing the
under which the Issuer and its by-laws. The Issuer was granted approval as a bank by the
Issuer operates
Committee of credit institutions and investment companies (Comité des
and its country
établissements de crédit et des entreprises d'investissement) of the Banque de
of incorporation France on 1 January 1984. The Issuer is registered at the Strasbourg Trade
Registry (Registre du commerce et des sociétés de Strasbourg) under reference
number 355 801 929. As at the date of this Base Prospectus, the share capital of
the Issuer stands at 1,688,529,500 divided into 33,770,590 shares. Its registered
and principal office is located at 4, rue Frédéric-Guillaume Raiffeisen, 67000
Strasbourg, France.
B.4b
Description of
During 2018, tax reform in the United States will further add to the upsurge in
any known
activity generated by investment recovery. In the Eurozone, the lower political
trends affecting
risk and good outlook allow for high growth to be built upon across all countries.
the Issuer and
This economic and financial context reduces the necessity of accommodative
the industries in
central bank monetary policy.
which it
operates
In an environment marked by a financial and regulatory shift, as well as a digital
and behavioural revolution, the Crédit Mutuel-CM11 Group is intensifying its
commercial development in all aspects of its work in the service of its 24.3
million clients: improving savings and credit business, good performance in
insurance and diversification into innovative services for its clients and
members.

B.5
A description of

the Issuer's
Group and the
Issuer's position
within the
Group
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EMEA 115717494

Section B Issuer

BFCM is a subsidiary of the Caisse Fédérale de Crédit Mutuel controlled by the
11 "Fédérations" of the Crédit Mutuel: "Centre Est Europe, Sud-Est, Ile de
France, Savoie-Mont Blanc, Midi-Atlantique, Centre, Loire-Atlantique et Centre
Ouest, Normandie, Méditerranéen, Dauphiné Vivarais-Valence and Anjou". The
above entities form the 11 Fédérations (the "11 Fédérations"). Crédit Industriel
et Commercial ("CIC") is the holding company of the CIC group (the "CIC
Group"), a commercial banking network of five mainly regional banks active
throughout France and with international branches in New York, London and
Singapore. The consolidated 11 Fédérations, CIC Group and BFCM (which
includes BFCM's main subsidiaries, such as, among others, CIC, Groupe des
Assurances du Crédit Mutuel (GACM), TARGOBANK and Cofidis) form the
"Crédit Mutuel-CM11 Group". The Crédit Mutuel-CM11 Group shall also be
referred to as the "Group".
The total network of the Crédit Mutuel-CM11 Group is composed of 4,527 sales
points, 24.3 million customers and 69,670 employees.
As a holding company, BFCM plays two principal roles in the Crédit Mutuel-
CM11 Group. First, BFCM is the central financing arm of the Crédit Mutuel-
CM11 Group, acting as the principal issuer of debt securities in international
markets. Second, BFCM coordinates and develops the business activities of the
Crédit Mutuel-CM11 Group undertaken through its minority and majority
holdings in financial establishments, insurance, real estate and service
companies.
BFCM holds up to 100% of Crédit Industriel et Commercial, with 93.7%
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EMEA 115717494