BPCE - 2019 Universal Registration Document

7

LEGAL INFORMATION

CHARTER OF INCORPORATION AND ARTICLES OF ASSOCIATION

Charter of incorporation and articles 7.1 of association

7.1.1

General information

coordinating the sales policies of each of its networks and – taking all measures necessary for the Group’s development, including acquiring or holding strategic equity interests, representing the Group and each of its networks to assert – its shared rights and interests, including before the banking sector institutions, as well as negotiating and entering into national and international agreements, representing the Group and each of its networks as an – employer to assert its shared rights and interests, as well as negotiating and entering into collective industry-wide agreements, taking all measures necessary to guarantee the liquidity of – the Group and each of its networks and, to that end, determining rules for managing the Group’s liquidity, including by defining the principles and terms and conditions of investment and management of the cash flows of its constituent entities and the conditions under which these entities may carry out transactions with other credit institutions or investment companies and carry out securitization transactions or issue financial instruments, and performing any financial transaction necessary for liquidity management purposes, taking all measures necessary to guarantee the solvency of – the Group and each of its networks, including implementing the appropriate Group internal financing mechanisms and setting up a Mutual Guarantee Fund shared by both networks, for which it determines the rules of operation, the terms and conditions of use in addition to the funds provided for in Articles L. 512-12 and L. 512-86-1, as well as the contributions of affiliates for its initial allocation and reconstitution, defining the principles and conditions for organizing the – internal control system of Groupe BPCE and each of its networks, as well as controlling the organization, management and quality of the financial position of affiliated institutions, including through on-site checks within the scope defined in paragraph 4 of Article L. 511-31, defining risk management policies and principles and the – limits thereof for the Group and each of its networks, and ensuring permanent risk supervision on a consolidated basis, approving the articles of association of affiliated entities and – local savings companies and any changes thereto, approving the persons called upon, in accordance with – Article L. 511-13, to determine the business orientation of its affiliated entities, calling for the financial contributions required to perform its – duties as a central institution, ensuring that the Caisses d’Epargne duly fulfill the duties – provided for in Article L. 512-85; to be a credit institution, officially approved to operate as a • bank. On this basis, it exercises, both in France and other countries, the prerogatives granted to banks by the French Monetary and Financial Code, and provides the investment services described in Articles L. 321-1 and L. 321-2 of said Code; it also oversees the central banking, financial and technical organization of the network and the Group as a whole;

BPCE 50, avenue Pierre Mendès France – 75013 Paris Tel.: +33 (0)1 58 40 41 42 – www.groupebpce.com

A French limited liability company (société anonyme) with a Management Board and a Supervisory Board, governed by its articles of association, the regulations applicable to commercial companies, and the French Monetary and Financial Code (Code monétaire et financier). The company was incorporated on January 22, 2007, the date on which BPCE, a non-trading company, was formed to hold the assets contributed by the Banque Populaire and Caisse d’Epargne groups. The company’s duration is 99 years. Paris Trade and Companies Register Number 493 455 042 (this number is listed on Page 1 of BPCE’s articles of association) NAF (business activity) code: 6419Z – LEI number: 9695005MSX10YEMGDF46 The company’s fiscal year runs from January 1 to December 31. BPCE, founded by the French act of June 18, 2009, is the central institution of Groupe BPCE, a cooperative banking group. As such, it represents the credit institutions affiliated with it. The affiliated institutions, within the meaning of Article L. 511-31 of the French Monetary and Financial Code, are: the 14 Banque Populaire banks and their 36 Mutual Guarantee • Companies, whose sole corporate purpose is to guarantee loans issued by the Banque Populaire banks; the 15 Caisses d’Epargne, whose share capital is held by • 208 local savings companies (LSCs); Natixis; Banque BCP SAS (France); Banque de Tahiti; Banque • de Nouvelle-Calédonie; Banque Palatine; Crédit Foncier de France; Compagnie de Financement Foncier; Cicobail; Société Centrale pour le Financement de l’Immobilier (SOCFIM); BPCE International; Batimap; Batiroc Bretagne Pays de Loire; Capitole Finance-Tofinso; Comptoir Financier de Garantie; BPCE Lease Nouméa; BPCE Lease Réunion; BPCE Lease Tahiti; Sud-Ouest Bail; Oney Bank. The company’s role is to guide and promote the business and expansion of the cooperative banking group comprising the Banque Populaire network, Caisse d’Epargne network, the affiliated entities and, in general, the other entities under its control. The purpose of the company is: to be the central institution for the Banque Populaire network, • the Caisse d’Epargne network and the affiliated entities, as provided for by the French Monetary and Financial Code. Pursuant to Articles L. 511-31 et seq . and Article L. 512-107 of the French Monetary and Financial Code, it is responsible for: defining the Group’s policy and strategic guidelines as well – as those of each of its constituent networks,

660

UNIVERSAL REGISTRATION DOCUMENT 2019 | GROUPE BPCE

www.groupebpce.com

Made with FlippingBook - professional solution for displaying marketing and sales documents online