BPCE - 2020 Universal Registration Document

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REPORT ON CORPORATE GOVERNANCE

RULES AND PRINCIPLES GOVERNING THE DETERMINATION OF PAY AND BENEFITS

AMF TABLE 2 Summary statement of pay granted and paid to each executive corporate officer In the following statements:

The expression “amount granted” corresponds to the pay and benefits granted to a corporate officer in respect of their duties during the fiscal year, regardless of the date of payment;

The expression “amount paid” corresponds to the pay and benefits actually paid to a corporate officer in respect of their duties during the fiscal year, regardless of the grant date.

PAY STATEMENT: LAURENT MIGNON

Fiscal year 2019

Fiscal year 2020

Amounts allocated €1,200,000 €1,258,800 (1)

Amounts allocated €1,200,000 €830,640 (3)

Chairman of the Management Board

Amounts paid

Amounts paid

Fixed pay

€1,200,000 €228,837 (2)

€1,200,000 €560,910 (4)

Annual variable pay Multi-year variable pay

€0 €0 €0 €0 €0

€0 €0 €0 €0 €0

€0 €0 €0 €0

€0 €0 €0 €0

Exceptional pay

Benefits in kind (company car, housing and other benefits)

Attendance fees

Other pay

€140,529 (5) €2,171,169

€140,529 (5) €1,901,439

TOTAL

€2,458,800

€1,428,837 €1,300,371 (7)

Other pay for Laurent Mignon for his duties at Natixis (6) €839,924 (7) Variable pay in respect of 2019, of which €377,640 (30%) paid in 2020 and the balance deferred over three years in equal shares of €293,720 before indexation and performance (1) conditions. Amount paid in 2019 for the variable portion due in respect of 2018. (2) Variable pay in respect of 2020, of which €332,256 (40%) paid in 2021 and the balance (60%) deferred over three years in equal shares of €166,128 before indexation and (3) performance conditions. Amount paid in 2020 for the variable portion due in respect of 2019 (€377,640) and the deferred portion of variable pay in respect of 2018 (€183,270). (4) CGP/R2E compensatory allowance. (5) Laurent Mignon 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 Executive (6) 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 (7) Natixis. Deliveries of shares related to long-term incentive plans for members of the Natixis Executive Management Committee are presented in AMF Table 7. €300,000 €300,000

PAY STATEMENT: CHRISTINE FABRESSE

Fiscal year 2019

Fiscal year 2020

Amounts allocated €500,000 €419,600 (1)

Amounts allocated €500,004 €276,885 (3)

Member of the Management Board – Retail Banking and Insurance

Amounts paid

Amounts paid

Fixed pay

€500,000 €36,330 (2)

€500,004 €222,270 (4)

Annual variable pay Multi-year variable pay

€0 €0

€0 €0

€0 €0

€0 €0

Exceptional pay

Benefits in kind (company car, housing and other benefits)

€49,146 (3)

€49,146 (3)

€8,961 (6)

€8,961 (6)

Attendance fees

€0

€0

€0

€0

Other pay

N/A (4)

€3,270 (5) €588,746

€39,456 (9) €825,306

€61,492 (10)

TOTAL €792,727 Variable pay in respect of 2019, of which €209,800 (50%) paid in 2020 and the balance (50%) deferred over three years in equal shares of €69,933 before indexation and (1) performance conditions. Amount paid in 2019 for the variable portion due in respect of 2018. (2) Variable pay in respect of 2020, of which €138,442.5 (50%) paid in 2021 and the balance (50%) deferred over three years in equal shares of €46,147.5 before indexation and (3) performance conditions. Amount paid in 2020 for the variable portion due in respect of 2019 (€209,800) and the deferred portion of variable pay in respect of 2018 (€12,470). (4) Company car allowance of €9,104 and move-in bonus of €40,042. (5) Company car allowance of €8,961 (6) Under her employment contract, Christine Fabresse benefits from BPCE's profit-sharing agreement ("accord d'intéressement"). The individual amount granted to Christine (7) Fabresse for the year in question is not yet known as of the publication date of the universal registration document for the year in question. Under her employment contract, Christine Fabresse benefits from BPCE’s profit-sharing agreement paid in 2019 in respect of fiscal year 2018. (8) CGP/R2E compensatory allowance, i.e. €39,456, plus the profit-sharing granted to Christine Fabresse for the fiscal year (not yet known as of the publication date of the universal (9) registration document). CGP/R2E compensatory allowance, i.e. €39,456. Christine Fabresse also benefits from BPCE’s profit-sharing agreement paid in 2020 in respect of 2019 in the amount of €22,036. (10) €968,746

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UNIVERSAL REGISTRATION DOCUMENT 2020 | GROUPE BPCE

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