BPCE - 2020 Universal Registration Document

2020 UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT

Contents

5

FINANCIAL REPORT

237

IFRS Consolidated Financial Statements 5.1 of Groupe BPCE as at December 31, 2020 Statutory Auditors’ report on the consolidated 5.2 financial statements IFRS Consolidated Financial Statements of 5.3 BPCE SA group as at December 31, 2020 Statutory Auditors’ report on the consolidated 5.4 financial statements BPCE parent company annual financial 5.6 statements Statutory Auditors’ report on the annual 5.7 financial statements Controls of accounting and financial 5.8 reporting quality Persons responsible for auditing the financial 5.9 statements RISK FACTORS & RISK MANAGEMENT 587 Key figures 6.1 589 Risk factors 6.2 593 Risk management system 6.3 605 Capital management and capital adequacy 6.4 620 Credit risks 6.5 632 Counterparty risk 6.6 660 Securitization transactions 6.7 663 Market risks 6.8 668 Liquidity, interest rate and foreign exchange 6.9 risks 674 Legal risks 6.10 684 Non-compliance and security risks 6.11 688 Operational risks 6.12 693 Insurance, asset management, 6.13 financial conglomerate risks 697 Climate risks 6.14 704 Remuneration policy 6.15 709 530 574 578 584 239 381 389 516 523 BPCE management report 5.5

Message from the chairman of the management board

3 4 4

Group profile

Groupe BPCE at a glance

A solid group generating robust performances

6 8

Balanced governance

A group more committed than ever

10

1

PRESENTATION OF GROUPE BPCE

13

1.1

Group history

14 16 18

Understanding the Group’s organization 1.2

Highlights 1.3

TEC 2020: a strategic plan focused on digital 1.4 transformation, commitment and growth

20 24 43 43

6

The Group’s business lines 1.5

Calendar 1.6 Contacts 1.7

2

NON-FINANCIAL PERFORMANCE STATEMENT Putting our cooperative identity to work 2.1 for regional development Applying CSR in the entities, business lines 2.2 and processes Supporting the energy, ecological and social 2.3 transition in local regions Being a responsible group in its internal 2.4 and external practices appointed as an independent third party, on the consolidated statement of non-financial performance included in the Group management report Cross-reference table of the main social, 2.7 environmental and societal information CSR reporting methodology 2.5 Report of one of the Statutory Auditors, 2.6

45

48

58

71

93

126

130

7

LEGAL INFORMATION

711

132

Charter of incorporation and articles 7.1 of association

712 714

Share capital 7.2

3

REPORT ON CORPORATE GOVERNANCE

Ownership structure and distribution 7.3 of voting rights

133

716 717 717

Material contracts 7.4 Material changes 7.5

Introduction 3.1

134 134

Corporate Governance Code 3.2

Statutory Auditors’ special report 7.6 on related-party agreements and commitments

Management and Supervisory Bodies 3.3 136 Role and operating rules of governing bodies 3.4 176 Rules and principles governing the 3.5 determination of pay and benefits 187 Potential conflicts of interest 3.6 208

718

8

ADDITIONAL INFORMATION

733

Statement by the person responsible for the 8.1 universal registration document and for the annual financial report Cross-reference table for the universal 8.3 registration document Cross-reference table for the annual financial 8.4 report and the management report Documents on display 8.2

4

ACTIVITIES AND FINANCIAL INFORMATIONS 2020

211 212 212 217 231 233 233 234

734 735

Foreword 4.1

Significant events of 2020 4.2 Groupe BPCE financial data 4.3 BPCE SA group financial data 4.4

736

739 742

Investments 4.5

Glossary 8.5

Post-balance sheet events 4.6 Outlook for Groupe BPCE 4.7

Items contained in the Annual Financial Report are flagged in the Table of Contents with the following icon AFR The Statement of Non-Financial Performance is identified in the summary using the following icon SNFP

This logo recognises the most transparent Universal Registration Documents according to the criteria of the Classement Annuel de la Transparence (http://www.grandsprixtransparence.com).

2020 UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT

Operating in more than 40 COUNTRIES

cooperative shareholders 9 MILLION

Groupe BPCE, the second largest banking group in France, performs a full range of banking and insurance activities. Its 100,000 employees , serve 36 million customers around the world – individuals, professionals, businesses, investors, and local authorities. It provides retail banking and insurance services in France through its two major cooperative networks, Banque Populaire and Caisse d’Epargne. With Natixis, it also provides Asset & Wealth Management, Corporate & Investment Banking and Payment services around the world.

www.groupebpce.com

The English version of this report is a free translation from the original which was prepared in French. All possible care has been taken to ensure that the translation is an accurate presentation of the original. However, in matters of interpretation, views or opinion expressed in the original language version of the document in French take precedence over the translation . Only the French version of the universal registration document has been submitted to the AMF. It is therefore the only version that is binding in law. The original universal registration document was filed on March 24, 2021 with the AMF, in its capacity as the competent authority in respect of Regulation (EU) No. 2017/1129, without prior approval pursuant to Article 9 of said regulation. Groupe BPCE's universal registration document may only be used for the purposes of a public offering or admission of securities to trading on a regulated market if it is accompanied by a memorandum pertaining to the securities and, where applicable, an executive summary and all amendments made to the universal registration document. The complete package of documents is approved by the AMF in accordance with Regulation (EU) No. 2017/1129. Copies of this universal registration document may be obtained free of charge from BPCE, 50, avenue Pierre Mendès-France 75013 Paris.

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board

MESSAGE FROM THE CHAIRMAN OF THE MANAGEMENT BOARD

Message from the Chairman of the Management Board

T he year 2020 will remain an exceptional year, marked by the global health crisis and its unprecedented economic and social consequences. In this context, all of the Group’s companies have come together to serve our customers, our employees and, more broadly, society as a whole. The Banques Populaires and the Caisses d’Epargne, Natixis and Banque Palatine have provided extensive support to all our clients, be they individuals, professionals, companies, local authorities or institutions. As a result, nearly 200,000 state-guaranteed loans were granted, representing an amount of €31 billion, and more than 500,000 loan extensions were granted.We have also taken exceptional measures to help the sectors or populations most affected, such as the public hospital sector, professionals, and students and trainees, in particular. In addition to the attention paid to our customers, our companies took part in the great movement of solidarity towards caregivers, the hospital sector and medical research. Numerous initiatives were launched locally in our various regions to support people made vulnerable by the crisis and local non-profit associations. In this extraordinary environment, we stayed the course and built on the major transformations under way, notably with the creation of a European leader in 100% SRI fixed-income and insurance-related asset management with Ostrum Asset Management. With this transaction, the Asset and Wealth Management business lines of Natixis now represent a total of €1,100 billion in assets under management.

At the same time, we ramped up our “Digital Inside” strategy in both our networks: today, 80% of our main banking customers use our digital channels and more than six million of them are active on the mobile apps of the Banques Populaires and the Caisses d’Epargne. At the same time, we also completed the digitization of all our credit journeys. In terms of corporate social responsibility, we accelerated the momentum that the Group’s companies have been building for several years to promote a more sustainable economy and more inclusive finance to serve our customers and society. This commitment was praised by the non-financial rating agencies Eiris Vigeo and CDP, which rank us as a leader in the banking sector. Our Group was able to weather this difficult year thanks to solid fundamentals: our decentralized cooperative model, our robust financial strength, which sets an example in Europe, the strength of our brands, our regional foothold, and the dynamic momentum of our teams. These are all assets that bolster our ability to support the economic recovery as soon as it materializes and to enable our customers to develop their projects.

Laurent MIGNON Chairman of the Management Board

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Groupe BPCE at a glance

GROUP PROFILE

Groupe BPCE at a glance

A full-service cooperative banking model serving the Group’s customers and the economy.

WE BASE OUR PERFORMANCE ON THE STRENGTH OF OUR COOPERATIVE MODEL AND OUR EXPERTISE. Our solid universal cooperative banking model, built around strong brands, Banque Populaire, Caisse d’Epargne and Natixis, enables us to pursue a long-term approach. Its decentralized structure promotes team spirit and decision-making with close ties to its customers. The Fédération Nationale des Banques Populaires (FNBP) and the Fédération Nationale des Caisses d’Épargne (FNCE), the bodies that provide deliberation, communication and representation for the two networks and their cooperative shareholders, play an essential role in defining, coordinating and promoting the banks’ cooperative spirit and social responsibility initiatives, in accordance with Groupe BPCE’s commercial and financial objectives. We firmly believe that our cooperative model is open to the future and in tune with society’s expectations. Groupe BPCE is the No. 2 banking group (1) in France, funding more than 20% (2) of the French economy.

WE HELP OUR CUSTOMERS ACHIEVE THEIR GOALS All our customers, be they individuals, professionals, associations, corporate customers of all sizes or institutional customers, have constantly evolving expectations, with increasing demands in terms of availability, feedback, advice and service. The Group has four main business lines in France and abroad. With this structure, it is able to meet these needs by offering appropriate products and services across all distribution channels: Retail Banking & Insurance, Asset & Wealth Management, Corporate & Investment Banking, and Payments.

cooperative shareholders 9 million

customers 36 million

of the French economy > 20 % WE FUND

PRESENT INMORE THAN

40 countries

employees 100,000

(at 12/31/2020) CET1 Ratio 16 %

€ 1,100 bn ASSETS UNDER MANAGEMENT

€ 22.5 bn

(at 12/31/2020) >

in net banking income

(in 2020)

(1) Market shares: 22% in customer savings and 21.5% in customer credit (Banque de France Q3-2020 all non-financial customer categories). (2) 21.5% market shares on total non-financial customer loan outstandings (Banque de France Q3-2020).

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PAYMENTS

CORPORATE & INVESTMENT BANKING

GROUP PROFILE GROUPE BPCE AT A GLANCE

Management of domestic, European and international payment instruments Natixis Payments

Capital markets, Financing, Trade & Treasury Solutions Natixis

Strong, recognized brands

Diversified business lines in France and internationally

RETAIL BANKING & INSURANCE

ASSET &WEALTHMANAGEMENT

Banking and financial services, Insurance, Specialized Financing

Asset management, Wealth management Natixis Investment Managers, Natixis Wealth Management

Banque Populaire, Caisse d’Epargne, Banque Palatine, Natixis Assurances, Financial Solutions & Expertise Oney

PAYMENTS

CORPORATE & INVESTMENT BANKING

Management of domestic, European and international payment instruments Natixis Payments

Capital markets, Financing, Trade & Treasury Solutions Natixis

The defining characteristics of our banking model

LOCAL PRESENCE

PARTICIPATORY GOVERNANCE

ABILITY TO TAKE ACTION OVER THE LONG TERM

SOCIETAL SOLIDARITY

ENVIRONMENTAL COMMITMENT

The cooperative shareholders elect their representatives to sit on the Boards of the Banques Populaires and Caisses d’Epargne (1) (1) Through the election of directors of Local Savings Companies. 29 banks operating in all the different regions of mainland France and overseas territories

Indivisible reserves

1.6 million jobs supported by the activities of the Banque Populaire and Caisse d’Épargne networks

€11.35 billion in outstanding loans for the energy transition

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GROUP PROFILE

A solidgroupgenerating robust performances

A diversified revenue base

GROUPE BPCE – SUMMARY INCOME STATEMENT

2020

2019

2018

in millions of euros

Net banking income Gross operating income

22,540 5,896 73.8% (2,998)

24,305 6,722 72.3% (1,367)

24,001 6,314 73.7% (1,299)

Cost/income ratio

Cost of risk

Income before tax

2,789 1,610

5,538 3,030

5,297 3,026

NET INCOME ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT

CONTRIBUTION DES MÉTIERS AU RÉ EN 2019 (En %)

BUSINESS LINE CONTRIBUTIONS TO NBI (1) IN 2020 (As a %)

Corporate & Investment Banking 12 %

12 %

Asset & Wealth Management 14 %

19 %

Retail Banking & Insurance 74 %

2 %

1

%

4 %

6 %

5 %

63 %

6 %

● Networks ● Financial Solutions & Expertise ● Insurance ● Payments

GROUPE BPCE – ACTIVITY

12/31/2020

12/31/2019

12/31/2018

in billions of euros

Balance sheet total

1,446.3

1,321.6

1,273.9

Customer loans (gross loan outstandings)

760.3

706.1

671.9

(1) Excluding the Corporate Center .

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GROUP PROFILE

A SOLID GROUP GENERATING ROBUST PERFORMANCES

High levels of solvency and liquidity

CREDIT RATINGS AT DECEMBER 31, 2020 The following ratings concern BPCE and also apply to Groupe BPCE.

GROUPE BPCE - CAPITAL RATIOS

A+ Standard & Poor’s

19.6 %

18.8 %

18.1 %

Fitch Ratings

Moody’s

R&I

A+

A1

A+

Long-term rating

15.9 %

15.7 %

16.0 %

F1

P-1

-

A-1

Short-term rating

15.8 %

15.7 %

16.0 %

Outlook

Negative

Stable

Stable

Negative

12/31/2018

12/31/2019

12/31/2020

● Common Equity Tier 1 ratio ● Tier 1 ratio ● Total capital ratio

GROUPE BPCE - LIQUIDITY RESERVE (In €bn)

307

231

204

12/31/2018

12/31/2019

12/31/2020

BPCE SA group indicators (1)

SUMMARY INCOME STATEMENT

2020

2019

2018

in millions of euros

Net banking income Gross operating income

9,816 1,854

11,145

10,800

2,286 1,923

2,005 1,856

Income before tax

500 176

EQUITY ATTRIBUTABLE TO EQUITY HOLDERS OF THE PARENT

631

685

FINANCIAL STRUCTURE

12/31/2020

12/31/2019

12/31/2018

in billions of euros

Equity attributable to equity holders of the parent

20.2 19.0

20.4 19.9

19.6 19.0

Tier 1 capital

Tier 1 ratio

10.5% 15.5%

11.2% 18.6%

10.9% 19.1%

Total capital ratio

(1) BPCE SA group includes BPCE SA and its subsidiaries. The Banques Populaires and Caisses d’Epargne do not contribute to the results of BPCE SA group.

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GROUP PROFILE

Balanced governance

Key Supervisory Board figures

At 12/31/2020

members meetings 12 19

non-voting directors 6

diversity rate 41.2

attendance rate 98 %

%

BPCE EMPLOYEE REPRESENTATIVES 2

3

INDEPENDENT MEMBERS

Valérie PANCRAZI ● ●

Anne-Claude PONT ● ●

Kadidja SINZ ● ●

Vincent GONTIER ●

Frédéric HASSAINE

SUPERVISORY BOARD

7

7

BANQUE POPULAIRE REPRESENTATIVES

CAISSE D’EPARGNE REPRESENTATIVES

Thierry CAHN ● Vice-Chairman

Pierre VALENTIN ● Chairman

On a consultative basis

Gérard BELLEMON ●●

Bernard DUPOUY ●●

Catherine AMIN-GARDE ●●

Alain DENIZOT ●

6

Yves GÉVIN ●●●●

Michel GRASS ● ●

Françoise LEMALLE ● Eric FOUGÈRE ●

Dominique GOURSOLLE-NOUHAUD ●●

NON-VOTING DIRECTORS From the Banques Populaires Sylvie GARCELON , Daniel KARYOTIS From the Caisses d’Epargne

Olivier KLEIN ●

Catherine MALLET

Didier PATAULT ●●●●

Pierre CARLI , Joël CHASSARD Non-voting directors Chairman of the FNBP André JOFFRE ● Chairman of the FNCE Jean ARONDEL ●

● Audit Committee

● Risk Committee

● Appointments Committee

● Remuneration Committee

● Cooperative and CSR Committee

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BALANCED GOVERNANCE GROUP PROFILE

Supervisory Board members’ expertise

6

Retail Banking & Insurance

Financial accounting and financial disclosures

Risk management, compliance verification and Internal Audit

Strategic planning and understanding of business strategy

Management skills and experience

Cooperative banking experience

> 50%

SUPERVISORY BOARD MEMBERS’ EXPERTISE

3

Financial markets, capital markets, capital adequacy and models

Legal and regulatory expertise

International

30% TO 50%

HEALTH CRISIS: Specific monitoring by the Supervisory Board

In the context of the health crisis, the Supervisory Board, working alongside the Management Board, regularly monitored the situation at its meetings and at the meetings of the Audit and Risk Committees, with points dedicated to crisis management (business continuity plan, employee safety, business recovery scenario, handling of customers in difficulty, etc.) The arrangements for organizingmeetings, mainly remote, were adapted to the circumstances and themembers of the Boardmade themselves available despite the sometimes very short notice of meetings.

1

10% TO 30%

Information systems and digital expertise

The Board’s 5 specialized committees

In 2020

APPOINTMENTS COMMITTEE 7 members 3 meetings 100 % attendance rate

REMUNERATION COMMITTEE 8 members 4 meetings 91 % attendance rate

COOPERATIVE AND CSR COMMITTEE

AUDIT COMMITTEE 6 members 6 meetings 100 % attendance rate

RISK COMMITTEE 6 members 9 meetings 96 % attendance rate

6 members 2 meetings 92 % attendance rate

Management Board members

Since September 14, 2020

GENDER EQUALITY 40 % are women

5 MEMBERS

Laurent MIGNON Chairman of the Management Board and CEO

Christine FABRESSE Head of Retail Banking & Insurance

Catherine HALBERSTADT Head of Group Human Resources

Jean-François LEQUOY Head of Group Finance and Strategy

Nicolas NAMIAS Chief Executive Officer of Natixis

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GROUP PROFILE

A group more committed than ever

Supporting all players in the economy and supporting customers towards economic recovery

Proximity, solidarity, responsiveness and innovation—all of the Group’s companies mobilized throughout the year to find relevant solutions adapted to the needs of their customers and help them prepare for the future.

ADAPTING OUR ORGANIZATION IN RECORD TIME

ASSET & WEALTH MANAGEMENT • Launch of the NatixisAccess Series platform to help clients better understand market issues (webinars, podcasts led by economists, financial market experts and portfolio managers), • Labeling of the Mirova Dynamic Job Insertion fund , to direct savings towards economic recovery plan projects. CORPORATE & INVESTMENT BANKING • Increased commercial focus on the needs of customers in terms of financing, hedging, and investment solutions, • Greater interaction between customers and the economic research team , including sectoral focuses (Real Estate, Infrastructure, etc.) and sessions dedicated to “C-suites.” SOLIDARITY OPERATIONS ACROSS ALL REGIONS With donations of masks, financial donations, calls for solidarity to help the most vulnerable people, innovative operations offered on their collection platforms, support for individual operations at the initiative of employees and more. Mutual aid has taken many forms.

• The rise of remote working, changes in the organization of work, both to ensure continuity of service and maintain employee security, • Nearly 90% of branches open during the first lockdown, • Accelerated adoption and ownership of digital services by our customers: historical connection records, simplification of current operations, deployment of electronic signatures, etc. RETAIL BANKING & INSURANCE • Implementation of the State-guaranteed loan in just a fewdays’ time, automatic deferral of loan maturities by six months , a one-year extension of the deferred amortization of loan capital for corporate and professional customers who requested it, • Initiatives in favor of the most-affected sectors or population (public hospital sector, younger generations, nursing homes, municipalities, vulnerable customers, etc.), • Contribution of €60 million to the economic recovery plan via the“ Assureurs - Caisse des Dépôts Relance Durable France ” investment program and other market initiatives; implementation of non-contractual measures to benefit policyholders in the context of a pandemic, • Innovative payment solutions/facilities provided by Fintechs (PayPlug with sauvetonresto.com, etc.); facilitating merchants’ click & collect experience through online payments.

KEY FIGURES at 12/31/2020

€ 30 bn (193,000 loans, of which more than 80,000 signed remotely) disbursed

Branches (during the first lockdown) open 90 %

Principal active customers on digital channels 80 %

+ 43 (+3 pp vs. 2019)

Digital NPS

State-guaranteed loans

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GROUP PROFILE A GROUP MORE COMMITTED THAN EVER

Acting responsibly and sustainably for society

In keeping with Groupe BPCE’s cooperative values, social and environmental responsibility is at the heart of its business as a banker and insurer. For several years, the Group’s companies have been committed to more inclusive finance, a more sustainable and environmentally friendly society. The current period invites us to accelerate this dynamic. In this context, the Group is strengthening its commitments in all areas and making CSR a strategic priority.

SUPPORTING THE ENERGY AND ENVIRONMENTAL TRANSITION • Support for our customers in the transformation of their way of life (energy renovation, soft mobility) and their business models; valuing their social or environmental commitment with innovative and virtuous financing mechanisms (social and environmental impact loans), • Renewable energy expertise: €10bn in f inancing outstandings granted, • Mobilization for the financing of a more sustainable economy : €6.6bn in outstanding Green, Social and Transition bonds issued by Groupe BPCE. STEERING SAVINGS TOWARDS A MORE RESPONSIBLE ECONOMY • A historical leader in socially responsible investment and solidarity savings with €140bn in outstandings, • Promote innovative savings and investment solutions : green bond for individual customers, retirement savings, and social engineering.

INCORPORATE ESG CRITERIA INTO OUR FINANCING AND ASSET MANAGEMENT ACTIVITIES • Signatory to the Equator Principles since 2010, • Integration of ESG criteria in sector risk policies , • Reinforcement of fossil fuel exclusion policies : schedule for the total phase-out of coal, exit from financing for shale oil & gas exploration and production projects, • Integration of ESG criteria in the investment decisions and voting policies of asset management affiliates. FOLLOW A TRAJECTORY COMPATIBLE WITH A SECOND SCENARIO • Work on measuring the carbon footprint and aligning portfolios with the Paris Agreements, • Natixis Assurances is in line with its objective of aligning the investment portfolio with the Paris Agreements by 2030.

Support for the Sustainable Development Goals (SDGs)

The SDGs constitute a reference framework for all actions carried out by Groupe BPCE as part of its CSR policy: nine priority SDGs are positively impacted by the Group’s actions in its businesses and operations.

Increase in non-financial ratings at 12/31/2020

The Group’s greater integration of environmental, social and governance factors into its strategy and operations is recognized by non- financial rating agencies. Groupe BPCE is one of the best-rated banks.

64/100 AVERAGE PERFORMER

60/100 (ADVANCED)

ISS ESG C-Prime

MSCI AA

V.E.

SUSTAINALYTICS

In 2020, for its first assessment by CDP, Groupe BPCE obtained an A- rating, one of the highest in the banking sector

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1

PRESENTATION OF GROUPE BPCE

1.1

Group history

14

TEC 2020: a strategic plan focused on 1.4 digital transformation, commitment and growth

20

Understanding the Group’s organization 1.2

16

The Group’s business lines 1.5

24

Highlights 1.3

18

Calendar 1.6

43

Contacts 1.7

43

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PRESENTATION OF GROUPE BPCE

GROUP HISTORY

Group history 1.1

Groupe BPCE was established in 2009 through the merger of Groupe Banque Populaire and Groupe Caisse d’Epargne. This marked the combination of two leading cooperative banks, created in 1878 and 1818 respectively, sharing common values rooted in solidarity, a local presence, democratic governance and a long-term vision.

The first step to forming the Group took place in 2006, with the creation of Natixis from the merger of Ixis and Natexis Banques Populaires. True to its roots, Groupe BPCE is as committed as ever to bringing about transformations and meeting the pressing challenges of its time, particularly when it comes to the energy and ecological transition. CAISSE D’EPARGNE FIRST CAISSE D'EPARGNE FOUNDED to promote, collect, 1818: and manage people's savings. The Caisses d'Epargne become “private institutions 1835: in the public interest.” The Caisses d'Epargne conduct operations of general 1895: interest . The Caisses d'Epargne become not-for-profit credit 1983: institutions . The Caisses d'Epargne become cooperative banks . 1999: By purchasing CDC Ixis, the Groupe Caisse d’Epargne 2004: branches out into investment banking .

BANQUE POPULAIRE FIRST BANQUE POPULAIRE FOUNDED 1878:

The Banques Populaires were founded by and for entrepreneurs, to make it easier to finance their projects. The Banques Populaires quickly become major players in 1917: their region's economy , working for craftsmen, small retailers, and SMEs. The Banques Populaires open their services to individual 1962: customers . The acquisition of Natexis gives the Groupe Banque Populaire 1998: a listed vehicle .

2006: THE BANQUE POPULAIRE AND CAISSE D'EPARGNE GROUPS UNITE THEIR STRENGTHS BY CREATING A JOINT SUBSIDIARY, NATIXIS

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PRESENTATION OF GROUPE BPCE

GROUP HISTORY

2010

2014

2009

1

GROUPE BPCE ESTABLISHED FROMTHE MERGER OF GROUPE BANQUE POPULAIRE AND GROUPE CAISSE D’EPARGNE

The first strategic plan, “Together”, mobilizes all

The strategic plan for 2014-2017, “Another way to grow”, is focused on development and transformation, with the goal of constantly striving to better meet the expectations and needs of customers, while affirming the Group’s difference as a cooperative banking structure Natixis sets up a single insurance division, enabling the Group to become a fully fledged bancassurer

Group entities to become the preferred banks of the French people and their companies

2018

2017

2016

Two regional bank mergers completed: creation of Banque Populaire Méditerranée and Banque Populaire Auvergne Rhône Alpes

Caisse d’Epargne Grand Est Europe established

Groupe BPCE launches “TEC 2020”, the strategic plan for 2018-2020: a combination of digital transformation in order to seize opportunities created by the ongoing technological revolution, Engagement towards customers, employees and cooperative shareholders, and Growth in all its core businesses Two new regional bank mergers completed: creation of Caisse d’Epargne Hauts de France and Banque Populaire Grand Ouest

2019

2020

A CHANGING GROUP: • Purchase of a 50.1% stake in Oney Bank

• Exceptional mobilization by all Group companies and all employees throughout the year to find solutions that are pertinent and appropriate to their customers’ needs • F ollowing the finalization of the operation with LBP AM, creation of a major European player in fixed-income and insurance asset management , Ostrum Asset Management, which provides asset management and investment services

• Talks between Groupe BPCE and La Banque Postale: plan to establish a top-tier European asset manager specializing in insurance-related asset management with LBPAM and renewed partnership with CNP Assurances A STREAMLINED GROUP : integration of Crédit Foncier’s activities and expertise and integration of Natixis Specialized Financial Services into BPCE SA Groupe BPCE is the first Premium Partner of the Olympic and Paralympic Games Paris 2024 Signature of the Principles for Responsible Banking

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1

UNDERSTANDING THE GROUP’S ORGANIZATION PRESENTATION OF GROUPE BPCE

Understanding the Group’s organization 1.2

Overview

The Banques Populaires and Caisses d’Epargne are banks in their own right. They collect deposits and savings, distribute loans and define their priorities. Important members of their regional economies sit on the Board of Directors of the Banques Populaires and on the Steering and SupervisoryBoard of the Caisses d’Epargne. Their resources are first and foremost allocated to meet the needs of local areas and regional customers.

The Banques Populaires and the Caisses d’Epargne are owned by nine million cooperative shareholders. This highly stable shareholding structure is imbued with a strong cooperative spirit. BPCE SA, the central institution of Groupe BPCE, is wholly-owned by the 14 Banques Populaires and 15 Caisses d’Epargne. It defines the policies and strategic objectives of the Group and coordinates the sales policies of each network.

9 MILLION COOPERATIVE SHAREHOLDERS

100%

100% (1)

FNBP (2)

FNCE (3)

50%

50%

14 BANQUES

15

CAISSES D’EPARGNE

POPULAIRES

71% (4)

BPCE

SUBSIDIARIES

NATIXIS

Banque Palatine, Subsidiaries grouped together within the Financial Solutions & Expertise division, Oney Bank

(1) Indirectly through local savings companies (2) Fédération Nationale des Banques Populaires (3) Fédération Nationale des Caisses d’Epargne (4) Float: 29%

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UNIVERSAL REGISTRATION DOCUMENT 2020 | GROUPE BPCE

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UNDERSTANDING THE GROUP’S ORGANIZATION PRESENTATION OF GROUPE BPCE

Three-pillar structure

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1 TWO BPCE SA COOPERATIVE SHAREHOLDER NETWORKS

2 BPCE SA: THE CENTRAL INSTITUTION DEDICATED

3 SPECIALIZED SUBSIDIARIES

TO ACHIEVING THE GROUP’S AMBITIONS

BPCE SA is responsible for the strategy, coordination and organization of the Group as well as each of the networks. The main duties of the central institution, as defined by the French act of June 18, 2009, are: • coordinating business policies; • representing the Group and its networks, and negotiating national/ international agreements on their behalf; • representing the Group and its networks as an employer; • taking all necessary measures to ensure the Group’s liquidity and solvency, risk management and internal control. All credit institutions affiliated with the central institution are covered by a guarantee and solidarity mechanism. The scope of affiliated entities is mainly comprised of the Banque Populaire and the Caisse d’Epargne networks, and Natixis.

Natixis boasts several areas of expertise, which are organized into four main business divisions: Asset & Wealth Management, Corporate & Investment Banking, Insurance and Payments. It serves its own customer base of corporates, financial institutions and institutional investors, as well as the individual, professional and SME customers of both Groupe BPCE networks and its subsidiaries. As a bank for corporate and wealth management customers, Banque Palatine helps its customers achieve their personal and professional goals alike. Oney , a 50.1%-owned subsidiary of Groupe BPCE since October 2019, is a French bank with an international presence that supports the daily lives of its customers by offering in-store and online shopping experiences.

Under the cooperative banking model, cooperative shareholding customers are the focal point of the Group’s governance. The Banques Populaires and Caisses d’Epargne are credit institutions wholly-owned by their cooperative shareholders (via LSCs – Local Savings Companies – for the Caisses d’Epargne). Cooperative shareholding customers – both individuals and legal entities – play an active part in the life, ambitions and development of their bank. Being a cooperative shareholder means owning a cooperative share (a percentage of the share capital not quoted on the stock exchange), representing a portion of the share capital in a Banque Populaire or an LSC for a Caisse d’Epargne, and playing a role in the bank’s operation by taking part in Annual General Shareholders’ Meetings and voting to approve the financial statements and resolutions, validating management decisions and electing Directors. Each institution is governed by a Board of Directors and a Chief Executive Officer for the Banques Populaires, or a Steering and Supervisory Board and a Management Board for the Caisses d’Epargne.

SEE CHAPTER 7 “LEGAL INFORMATION”

SEE CHAPTER 3 “CORPORATE GOVERNANCE”

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UNIVERSAL REGISTRATION DOCUMENT 2020 | GROUPE BPCE

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PRESENTATION OF GROUPE BPCE

HIGHLIGHTS

Highlights 1.3

January 2020

The Banques Populaires and the Caisses d’Epargne are among the four financial partners that offer loans guaranteed by the National Initiative for French Agriculture (INAF). It is a structure designed as part of the Major Investment Plan 2018-2022by the European Investment Fund (EIF), in collaboration with the French Ministry of Agriculture. INAF is expected to catalyze more than €1 billion in investment.

The Banques Populaires and the Caisses d’Epargne are launching a Tour de France dubbed “Entreprendre 2024” to facilitate the access of VSEs and SMEs and social and solidarity economy structures to the opportunities generated by the organization of the Olympic and Paralympic Games Paris 2024. Since its launch, more than 2,000 companies and partners have taken part in these meetings.

February 2020

The Group publishes its first study on the sports economy in France. This unprecedented economic, statistical and behavioral analysis aims to understand what the sports sector represents in France, its economic weight, and its regional disparities and specificities, and to identify its players and its economic challenges.

March 2020

The Banques Populaires and the Caisses d’Epargne mobilize to support their customers facing difficulties related to the health crisis. Numerous immediate measures have been taken, in particular: postponing loan repayments for professional and corporate customers for up to six months, and accelerating the processing of claims and their compensation for insured customers. The Group is also the first French bank to offer the electronic signature of the State-guaranteed loan (SGL).

In financial markets disrupted by the health crisis, Groupe BPCE is the first major European banking group to make a successful return to the bond market with a covered bond issue of €1 billion (issue guaranteed by housing loans originated by the Banque Populaire and Caisse d’Epargne networks).

April 2020

The Group confirms its leadership in digital. It is among the leading European banks in terms of customer satisfaction on mobile applications during the lockdown period (Covid-19 report by the D-Rating agency).

May 2020

Groupe BPCE successfully completes the placement of its first covered bond issue to refinance energy-efficient homes, for an amount of €1.25 billion and a maturity of ten years. It confirms its leading position as a player committed to responsible regional financing. The Caisses d’Epargne launch a large-scale support plan for public hospitals with an exceptional funding envelope of €1 billion. This support plan, which comes in the context of a health crisis, includes cash loans that can be mobilizedwithin 48 hours,

a medium/long-termfinancing offer and, finally, a credit solution for very-long-term investment needs over periods of up to 40 years. The Banques Populaires and the Caisses d’Epargne are launching a support plan for students and apprentices to help them get through the crisis. Concrete actions have been taken, such as the repayment of their multi-risk home insurance for young people for three months, or the granting of a student loan of up to €5,000 at 0%.

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UNIVERSAL REGISTRATION DOCUMENT 2020 | GROUPE BPCE

www.groupebpce.com

PRESENTATION OF GROUPE BPCE

HIGHLIGHTS

July 2020

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The Banques Populaires and the Caisses d’Epargne signed an and start-ups with fewer than 3,000 employees who invest in agreement with the EIF to finance loans of €75 million to innovative, adaptation or transformation projects related to the support the recovery of businesses. This new agreement aims health crisis. to facilitate access to financing for SMEs, mid-sized companies

September 2020

The Banques Populaires and the Caisses d’Epargne offer a new Individual Retirement Savings Plan (PERI), created by Natixis Assurances. Composed in the form of a multi-vehicle life insurance policy, denominated in euros and unit-linked funds, this PERI enables everyone to build up standardized retirement savings with a positive social and environmental impact.

The Banques Populaires support the recovery of their professional customers with the SOCAMA Relance Loan . This new loan, without a personal guarantee from the manager, his or her family, or a third party, is fully guaranteed by SOCAMA ( société de caution mutuelle artisanale ) and supported by the European Investment Fund (EIF).

October 2020

The Group’s rating is confirmed at A+ by the rating agencies Fitch Ratings, R&I, and Standard & Poor’s, thus recognizing the Group’s financial strength. The Caisse d’Epargne launches the Impact Loan , an offer to promote the social or environmental commitment of its real

estate and social housing customers. For each Impact Loan subscribed, the interest rate is indexed to a non-financial social or environmental performance objective of its customers, and the bonus received can be paid back to an association.

November 2020

Natixis and La Banque Postale create Ostrum Asset €590 billion through its service platform. As a result of this Management, a European leader in rate and insurance transaction, Natixis’ Asset & Wealth Management businesses management.The new entity managesmore than €430 billion in represent more than €1,000 billion in assets under assets at the end of September 2020, and manages more than management.

December 2020

Throughout the year, the Group pursued its Digital Inside strategy: 80% of the main banked customers now use digital channels (web or mobile apps), and 10 million customers logged on at least once with strong authentication branchless banking for an NPS, up three points year-on-year to +43 at the end of December 2020. Remote banking services continued to be enhanced. All loans (real estate, consumer, and professional equipment) have become omnichannel with fully digital processes. With a view to its next strategic plan, the Group is

strengthening its digital system by creating a new Innovation,

Data and Digital department.

The Group’s non-financial rating was upgraded to “Advanced” by the Vigeo Eris agency. For its first assessment by CDP (an independent international organization that works for the environmental transparency of companies and governments), Groupe BPCE obtained an A- rating, one of the highest in the banking sector.

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UNIVERSAL REGISTRATION DOCUMENT 2020 | GROUPE BPCE

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PRESENTATION OF GROUPE BPCE

TEC 2020: A STRATEGIC PLAN FOCUSED ON DIGITAL TRANSFORMATION, COMMITMENT AND GROWTH

TEC 2020: a strategic plan focused on digital 1.4 transformation, commitment and growth

The strategic plan for the 2018-2020period, entitled “TEC 2020” focuses on a combination of Digital transformation in order to seize opportunities created by the ongoing technological revolution, Engagement towards the Group’s customers, employees and cooperative shareholders, and Growth in all its core businesses.

The Covid-19 health crisis in 2020 impacted the last year of the strategic plan and the Group’s businesses. However, it has highlighted the relevance and effectiveness of the systems put in place for business continuity in service of customers and the economy.

Digital transformation

The Group continued its Digital Inside strategy, initiated two years ago, which consists in disseminating digital technology in all companies in order to radically transform them. It involves the appropriationof digital technologyby all employeesby giving them a key role, that of prescriber and actor with customers. This digital transformation is led by the 89C3 Factory, the dedicated organization in charge of supporting the technological vision and development of digital products, in collaborationwith the Banques Populaires, the Caisses d’Epargne, and the IT operators of the I-BP, IT-CE, BPCE-IT group. The objective is to achieve the best possible scores in terms of customer satisfaction by raising the Group’s digital NPS (Net Promoter Score) to the level of pure players. To achieve this, the Group has developed joint customer interfaces and has raised the account managementweb spaces to the level of mobile apps, with functionalities that are constantly upgraded (authentication, card management, budget summary, account aggregation, and application process). The development of the digital spaces has made it possible to achieve the highest level of quality of service and customer satisfaction, with an NPS of +43 at the end of December 2020, an increase of four points since the start of the plan, and scores of 4.4/5 on stores for mobile applications. Digital application processes have been developed for consumer and home loans for individual customers and equipment loans for professional customers. Thus, in 2020, the share of consumer loans initiated via digital channels amounted to 20% for the Caisses d’Epargne and 14% for the Banques Populaires. All these achievementshave contributed to the increased use of digital channels by customers. At the end of 2020, more than 76% of the main customers of the Banques Populaires and Caisses d’Epargne had used one of the digital channels available to them, representing an increase of nearly ten points over the duration of the strategic plan. The Group also continued to optimize its operating model in retail banking, with the multi-year program to encourage

electronic signatures and paperless documents. In 2020, electronic signatures were used widely for applications and amendments, making life easier for customers and reducing printing costs. In the context of the health crisis, the Sign’it electronic signature solution made it possible to finalize more than 117,000 contracts with companies and professionals, including State-guaranteed loans. The Group also deployed virtual assistants to automate processes, particularly in the back office, and increase efficiency, and continued to use automatic document recognition and reading technologies. The Group gradually rolled out Office 365 to facilitate collaborationand sharing, including across businesses and while on the move. New communities were created (digital ambassadors, digital champions, and data management officers) to support, disseminate and bring to life the digital transformation within the Group’s companies. In the context of the health crisis, the widespread deployment of digital tools enabled Group employees to work remotely, wherever they were, while maintaining a high level of safety. Over the entire duration of the strategic plan, more than 40% of IT investments were dedicated to digital. The Group also strengthened its technological resources by acquiring a private cloud available to the Banque Populaire and Caisses d’Epargne’s IT businesses. MyCloud is part of the DevOps strategy that aims to bring developers and operations teams together. Equipped with a catalog of hosting and development solutions (servers, software, databases, etc.), MyCloud enables institutions to create banking and non-banking applications independently and to manage their private needs ( e.g. showcase sites, HRIS, etc.). Finally, a new organizationwas put in place around digital, data, artificial intelligence, and innovation in view of the next strategic plan.

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UNIVERSAL REGISTRATION DOCUMENT 2020 | GROUPE BPCE

www.groupebpce.com

PRESENTATION OF GROUPE BPCE

TEC 2020: A STRATEGIC PLAN FOCUSED ON DIGITAL TRANSFORMATION, COMMITMENT AND GROWTH

Our engagement towards our customers, staff and cooperative shareholders

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MORE CONVENIENCE, EXPERTISE AND SOLUTIONS FOR OUR CUSTOMERS In retail banking, the Banques Populaires and the Caisses d’Epargne continue to develop their multi-channel relationship model that lets customers choose how much or how little support they require. Central to this model, together with developments in online and mobile banking services, are the Group’s actions to overhaul branch formats (points of sale and business centers), establishing multi-site branches, refocusing on advisory services, reception areas that foster a “side-by-side” rather than “face-to-face” relationship, and creating collaborative workspaces. In the context of the Covid-19 health crisis, agencies and advisors remained at the service of customers while systematically favoring remote solutions. Customer service expertise was strengthened with the recruitment of more than 1,500 additional specialist advisors. Customer satisfaction increased significantly over the duration of the plan, with an increase in NPS of 20 points for individual customers and of 23 points for professional customers. In order to offer its customersmore expertise and solutions, the Asset & Wealth Management business line is strengthening its position as world leader in active investment strategies thanks to its size, profitability, capacity for innovation, and the development of its international distribution platform via its multi-boutique network. With its 22 affiliated management companies, Natixis Investment Managers offers more than 200 investment strategies. Meanwhile, Corporate & Investment Banking is developing recognized expertise in four specific sectors: Energy & Natural Resources, Infrastructure, Aviation, Real Estate, and Hospitality. It offers its customers a complete range of tailor-made expertise, with investment and financing solutions adapted to their needs: strategic advice, mergers and acquisitions, capital markets, structured financing, trade finance, and treasury solutions. A STRONG EMPLOYER PROMISE As an employer, the Group is committed to enhancing employee value through training and internal mobility, developing its employer brand in order to attract and retain top talent and to continuing its efforts to promote diversity among executives and company directors. To achieve this, in 2018 the Group signed another three-year Occupation and Skills Forecasting (GPEC) agreement with labor representatives in order to establish a structured framework in today’s fast-changing environment undergoing considerable technological innovation. In this respect, major commitments have been adopted, including investing in the development of business skills in order to increase employability, strengthening digital skills, advancing the spirit of service, renewingmanagerial practices by adapting them to new ways of organizing work, facilitating functional and geographical mobility, and, lastly, improving the employee experience by promoting more participatory methods and optimizing work tools. An unprecedented training drive is underway, with an increase of more than 25% in the number of hours spent on professional training and an investment of 8.7 million training hours over the duration of the plan.

Further efforts have been made to improve gender equality: the percentage of women in executive roles was 44.5% for a target of 45% at end-2020, and the proportion of female company directors reached 27.9%, an increase of 7.5 points since the start of the plan. The Group has set up a dedicated intranet platform to facilitate job mobility. In 2020, Natixis was the only financial institution to appear in the Glassdoor TOP 25 ranking of “Best Employer” and received the TOP EMPLOYER label in France from the Top Employer Institute. The Group is committed to serving the wider community by contributing to the regions and local ecosystems, fostering green growth and ESG and providing products and services to vulnerable customers. As such, the Group finances around 20% of the French economy (housing, transport, energy, telecommunications, universities, hospitals, etc.). Outstanding loans to retail banking customers amounted to €612.5 billion at the end of 2020 (+11.1% compared to 2019), of which €260 billion for the Banques Populaires and €316 billion for the Caisses d’Epargne, the remainder being financed by the subsidiariesof the Financial Solutions & Expertise division (factoring, leasing, etc.). At the end of 2020, the Group was allocating €11.35 billion to the financing of the energy transition in France and abroad, for a target set at €10 billion. The savings banks launched the Impact Loan , a new offer to promote the social or environmental commitment of its customers in the real estate and social housing sector. Natixis is the first bank to actively manage the climate impact of its balance sheet by implementing its internal “Green Weighting Factor” mechanism. This latter favors the most virtuous financing for the climate and the energy transition to a low-carbon economy, and, conversely, penalizes financing that carries environmental risks. The Group manages €139.8 billion in responsible savings, for an initial target of €35 billion, testifying to its dynamism and commitment. For its refinancing, the Group is pursuing its policy of issuing green and social bonds for environmentally and socially responsible investors, with issues of €2.2 billion in 2020 and outstandings of €6.6 billion euros at the end of 2020. For the first time, a green bond was issued for individual customers of the Banques Populaires and Caisses d’Epargne. The funds collected are used to finance the construction and renovation of buildings with a low environmental footprint. Groupe BPCE’s CSR commitment has been recognized by the NGO InfluenceMap. The Group is among the trio of financial institutions that work hardest for European regulations on sustainable finance. The rating agency MSCI ESG Research awarded Groupe BPCE an AA rating, recognizing the Group’s integration of environmental, social and governance (ESG) issues in its policies (development, human resources, risks, business ethics, cybersecurity, etc.). A RESPONSIBLE GROUP, PRODUCTIVELY ENGAGED IN SOCIETY

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