BANCA COMERCIALA CARPATICA S.A.

CONSOLIDATED FINANCIAL STATEMENTS Prepared in accordance with International Financial Reporting Standards For the year ended 31 December 2005

Banca Comerciala Carpatica S.A. Consolidated Financial Statements as of and for the year ended 31 December 2005

Contents

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Independent Auditors Report Consolidated Balance Sheet Consolidated Income Statement Consolidated Cash Flow Statement Consolidated Statement of Changes in Equity Notes to the Consolidated Financial Statements

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INDEPENDENT AUDITORS' REPORT TO THE SHAREHOLDERS OF BANCA COMERCIALA CARPATICA S.A. 1. We have audited the accompanying consolidated financial statements of Banca Comerciala Carpatica S.A. and its subsidiaries (the Group) as of 31 December 2005, which comprise the consolidated balance sheet and the related consolidated income statement, consolidated statement of cash flows and consolidated statement of changes in equity for the year then ended, and a summary of significant accounting policies and other explanatory notes for the year then ended. These financial statements are the responsibility of the Bank's management. Our responsibility is to express an opinion on these financial statements based on our audit. This report is made solely to the Bank's shareholders, as a body. Our report has been undertaken so that we might state to the Bank's shareholders those matters we are required under International Standards on Auditing to state to them in an auditors' report and for no other purpose. To the fullest extent required by the law, we do not accept or assume responsibility to anyone other than the company and the company's shareholders as a body, for our audit work, for this report, or for the opinions we have formed. We conducted our audit in accordance with International Standards on Auditing. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements present fairly, in all material respects, the financial position of the Group as of 31 December 2005 and the results of its operations and its cash flows for the year then ended in accordance with International Financial Reporting Standards.

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Ernst &Young Assurance Services SRL

Bucharest, Romania Date: 15 April 2006

BANCA COMERCIALA CARPATICA S.A. CONSOLIDATED BALANCE SHEET as of 31 December 2005

(All amounts are expressed in thousand RON (RON000), unless otherwise indicated)

Note ASSETS Cash Accounts with the Central Bank Due from banks Treasury bills and treasury bonds Loans, net Investment securities, held-for-trading Equity investments, available for sale Property and equipment Intangibles Deferred tax assets, net Other assets TOTAL ASSETS 4 5 6 7 8 9a 9b 10 10 15 11

31 December 2005 34,041 162,363 38,292 46,408 542,261 4,113 2,284 68,256 2,076 552 4,244 904,890

31 December 2004 14,254 89,136 21,544 29,023 232,340 535 481 45,681 545 5,690 439,229

LIABILITIES AND SHAREHOLDERS' EQUITY Due to banks Due to customers Borrowings Deferred tax liabilities, net Other liabilities Total Liabilities Share capital, nominal Share capital restatement surplus Treasury shares Reserves Total shareholders equity attributable to the equity holders Minority interest Total Shareholders Equity TOTAL LIABILITIES AND SHAREHOLDERS EQUITY

12 13 14 15 16

126,378 590,581 51,955 4,398 773,312

28,052 250,099 35,205 152 7,490 320,998 91,560 24,802 (856) 2,617

17 17

103,285 24,802 (2,013) 5,319

131,393 185 131,578

118,123 108 118,231

904,890

439,229

The financial statements were approved by the management on 15 April 2006 and signed on its behalf by:

Nicolaie Hoanta Chief Executive Officer

Viorel Grigore Vice-president

The accompanying notes are an integral part of these financial statements 2

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