BPCE - 2019 Universal Registration Document

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REPORT ON CORPORATE GOVERNANCE

RULES AND PRINCIPLES GOVERNING THE DETERMINATION OF PAY AND BENEFITS

STANDARDIZED TABLES SUMMARIZING PAY GRANTED TO COMPANY DIRECTORS, IN ACCORDANCE WITH AMF RECOMMENDATIONS AMF TABLE 1 STATEMENT OF PAY, STOCK OPTIONS AND SHARES GRANTED TO EACH COMPANY DIRECTOR FROM JANUARY 1 TO DECEMBER 31, 2019

Total pay due in respect of the period (fixed and variable) (Table 2) €1,462,790 €2,458,800

Total pay received during the period (fixed and

Value of stock options

Value of performance shares granted during the year (Table 6)

Value of multi-year variable pay received during the year (1)

allocated during the year (Table 4)

Fiscal year

variable) (Table 2) €700,000 €1,428,837

Laurent Mignon

2018 2019 2018

€0 €0 €0

€0 €0 €0

€0 €0

Chairman of the Management Board (since June 1, 2018) Member of the Management Board – Chief Executive Officer of Natixis (2) (until May 31, 2018) and Chairman of the Natixis Board of Directors since June 1, 2018 Member of the Management Board – Head of Retail Banking and Insurance (since November 1, 2018) Member of the Management Board – Head of Human Resources Member of the Management Board – Chief Financial Officer (since June 1, 2018) Chief Financial Officer of Natixis (4) (from January 1 to May 31, 2018) Member of the Management Board – Chief Executive Officer of Natixis (5) (since June 1, 2018) In respect of his duties as Member of the Management Board in charge of Group Finance from January 1, 2018 to May 31, 2018

€1,028,552 €1,839,335 (3)

€47,460

2019 2018 2019 2018 2019 2018 2019 2018 2019 2018 2019 2018

€300,000 €1,300,371 (3)

€0 €0 €0 €0 €0 €0 €0 €0 €0 €0 €0 €0

€0 €0 €0 €0 €0 €0 €0 €0 €0 €0 €0 €0

€0 €0 €0 €0 €0 €0

Christine Fabresse

€156,822

€84,162

€968,746 €980,153 €963,680 €655,346

€588,746 €825,011 €907,710 €350,123 €773,164 €371,428 €173,996

Catherine Halberstadt

Nicolas Namias

€1,112,599

€0

€331,253

€8,649

€0

€0

€996,245 €1,295,791 (6)

François Riahi

€93,333 (7)

€1,790,646 €1,551,632 (6)

€160,000 (7)

€602,359

€323,396

€0

2019 €0 No multi-year variable pay or bonus share plan were granted during the 2018 and fiscal year 2019s, except for Laurent Mignon, François Riahi, and Nicolas Namias, by Natixis, for (1) their duties at Natixis, respectively as Chief Executive Officer of Natixis from January 1 to May 31, 2018, Chief Executive Officer of Natixis since June 1, 2018, and Chief Financial Officer of Natixis and member of the Natixis Executive Management Committee from January 1 to May 31, 2018. Laurent Mignon did not receive pay for his duties as a member of the BPCE Management Board and Chief Executive Officer of Natixis. Laurent Mignon received pay from Natixis, (2) a company under the control of BPCE as defined by Article L. 233-16 of the French Commercial Code, for his duties as Chief Executive Officer of Natixis, and receives pay from Natixis for his duties as Chairman of the Board of Directors of Natixis. This amount includes the payment and awarding of shares related to deferred variable pay in respect of previous years and granted for his duties as Chief Executive Officer of (3) Natixis. Deliveries of shares relating to the long-term incentive plans for members of the Nataxis Executive Management Committee are presented in AMF Table 7. In addition, a benefit in kind of €7,066 for a supplementary health care plan was reported in 2018 for Laurent Mignon. Nicolas Namias received pay from Natixis, a company under the control of BPCE as defined by Article L. 233-16 of the French Commercial Code, for his duties as Chief Financial (4) Officer of Natixis from January 1 to May 31, 2018. François Riahi does not receive pay for his duties as a member of the BPCE Management Board and Chief Executive Officer of Natixis. François Riahi receives pay from Natixis, a (5) company under the control of BPCE as defined by Article L. 233-16 of the French Commercial Code, for his duties as Chief Executive Officer of Natixis. Of which a family allowance of €2,384 in 2019 and €1,388 in 2018. (6) Value of the shares at the grant date, i.e. a fair value of €79,587 for 2019 and €55,372 for 2018. (7) €0 €111,585 €0 €0

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