BPCE - 2020 Universal Registration Document

FINANCIAL REPORT

IFRS CONSOLIDATED FINANCIAL STATEMENTS OF BPCE SA GROUP AS AT DECEMBER 31, 2020

ORDINARY SHARES AND EQUITY INSTRUMENTS ISSUED

5.15

Accounting principles Financial instruments issued by the Group qualify as debt or equity instruments depending on whether or not the issuer has a contractualobligationto deliver cash or another financial asset to the holder of the instrument, or to exchange the instrumentunder conditionsthat are potentiallyunfavorableto the Group. This obligationmust arise from specific contractual terms and conditions, not merely economic constraints. In addition, when an instrument qualifies as equity: Its remuneration impacts equity. However, in accordance • with the amendment to IAS 12 of December 2017, which applies from January 1, 2019, the tax consequences of dividend payments can be recognized in retained earnings, gains and losses recognized directly in other comprehensive income, or in income, depending on the source of the amounts paid. Accordingly, when the payment corresponds to the notion of a dividendwithin the meaning of IFRS 9, the tax consequence is taken to 5.15.1 BPCE SA’s share capital amounted to €174 million at December 31, 2020 (€170 million at December 31, 2019), i.e . 34,722,740 shareswith a par value of €5 per share, and can be broken down as follows: 17,361,370ordinary shares held by the Banques Populaires for • €87 million; SHARE CAPITAL

income. This rule applies to interest on perpetual deeply subordinated notes, which is treated as a dividend for accounting purposes; it cannot be an underlying instrument eligible for hedge • accounting; if the issue is in a foreign currency, the instrument is fixed • at its historical value resulting from its conversion to euros at its initial date of transfer to equity. Finally, when these instruments are issued by a subsidiary, they are included in “Non-controlling interests”. When their remuneration is of a cumulative nature, it is charged to “Income attributable to equity holders of the parent” and increasesthe incomeof “Non-controllinginterests”.However, when their remuneration is not of a cumulative nature, it is drawn from retained earnings attributableto equity holders of the parent.

17,361,370 ordinary shares held by the Caisses d’Epargne for • €87 million. At December 31, 2020, additional paid-in capital amounted to €14,333 million versus €14,015 million at December 31, 2019.

5

5.15.2

PERPETUAL DEEPLY SUBORDINATED NOTES CLASSIFIED AS EQUITY

Nominal (in millions of euros) (1)

Amount (in original currency)

Issuing entity

Interest step-up date (2)

Issue date

Currency

Call date

Rate

12/31/2020

12/31/2019

BPCE

November 30, 2018

EUR

700 million September 30, 2023 September 30, 2023

5.35%

700 700

700 700

TOTAL

Nominal amount translated into euros at the exchange rate in force at the date of classification as equity. (1) Interest step-up date or date of transition from fixed to variable rate. (2)

Issues of perpetual deeply subordinated notes are recognized in equity due to the discretionary nature of their remuneration.

443

UNIVERSAL REGISTRATION DOCUMENT 2020 | GROUPE BPCE