BPCE - 2018 Registration document

1 PRESENTATION OF GROUPE BPCE Organization of Groupe BPCE

Balanced governance The company directors of the Banque Populaire banks, Chairmen of the Boards of Directors and Chief Executive Officers of the Caisses d’Epargne, Chairmen of the Supervisory Board and the Management Board, all actively take part in the governance and development of Groupe BPCE. Through their contributions to the various decision-making bodies, they are able to harmonize their actions and participate in the major decisions and strategic objectives that bind all entities of the Group. The BPCE SA group Supervisory Board has 19 members: 7 members of the Banque Populaire banks, 7 members of the Caisses d'Epargne, 3 independent members and 2 employee representatives. The Supervisory Board includes six Non-Voting Directors. The BPCE SA group Management Board has 5 members, appointed by the Supervisory Board.

The Supervisory Board’s role is to continuously oversee the management decisions taken by the Management Board. It exercises its authority over both the opportunity and legality of Management Board initiatives. Cooperative shareholders are represented by the Chairmen of the Boards of Directors for the Banque Populaire banks and by the Chairmen of the Steering and Supervisory Boards for the Caisses d'Epargne. Five specialized committees lay the groundwork for the deliberations and decisions of the Supervisory Board (Audit Committee, Risk Committee, Appointment Committee, Compensation Committee, Cooperative and CSR Committee). They are equally comprised of companies directors of the Banque Populaire and Caisse d'Epargne networks.

APPOINTMENT OF A NEW MANAGEMENT BOARD

The Supervisory Board appointed Laurent Mignon as Chairman of the Management Board of BPCE, replacing François Pérol as from June 1, 2018. The new Management Board, appointed by the Supervisory Board on October 4, 2018, consists of: Laurent Mignon, Chairman of the Management Board; ●

Christine Fabresse, member of the Management Board, Head of Retail Banking and Insurance; ● Catherine Halberstadt, member of the Management Board, Head of Human Resources; ● Nicolas Namias, member of the Management Board, Chief Financial Officer; ● François Riahi, member of the Management Board, Chief Executive Officer of Natixis. ●

See Chapter 3 – Corporate governance.

KEY FIGURES – GOVERNANCE ➡

91.9% Overall participation rate

12 Supervisory Board meetings in 2018

41%

Gender parity on the Supervisory Board

8

Registration document 2018