NATIXIS -2020 Universal Registration Document

2 CORPORATE GOVERNANCE

Management and oversight of corporate governance

a balanced representation of women and men within the Board V (with a long-term gender balance of 40%) and as regards the Chairmanship of its specialized Committees; a balance in terms of directors’ seniority with, on the one hand, V the term of office of director set at four years and, on the other hand, the rule for determining independence (for independent directors, not having been a director for more than 12 years when reappointed); and international outreach with regard to Natixis’ activities and V geographical deployment. This policy will be applied when a new director is appointed and when the Appointment Committee and the Board perform their annual review of the Board’s composition. Accordingly, whenever a director is appointed, a “fit and proper” report outlining the candidate’s experience and skills, as well as their status with respect to other offices held simultaneously, availability, integrity and conflicts of interest, accompanied by their résumé, is sent to the members of the Appointment Committee for review. The Committee then provides the Board with its opinion. It is specified that the Appointment Committee favors the complementarity of skills and the diversity of cultures and experiences in order to have sufficiently rich and variedprofiles. Implementation and monitoring of the diversity policy The Board of Directors (and its Appointment Committee) regularly examines the best way to balance its membership and that of its Committees. To this end, the Appointment Committee periodically assesses, at least once a year, the structure, size, membership and effectivenessof the Board with regard to the missions assigned to it and submits any useful recommendations to the Board. As part of the review of the Board’s diversity, at its meeting of December 11,2020, the AppointmentCommitteeexaminedan updated mappingof the skills and expertiseof Board members to assess the level of knowledgeand expertise of Boardmembersand the expertise of each director for each area of expertise considered(including the four Natixis business lines and eleven other areaseoxfpertise). Analysisof thismappingrevealeda greatdiversityandcomplementarity in terms of the directors’ knowledge, skills and experience. In accordancewith the opinionof the AppointmentCommittee,the Board of Directors, at its meeting of December 17, 2020: noted that the evaluation of the balance and diversity of V knowledge, skills and experience that the Board members have, both individually and collectively, had provided satisfactory results; and determined the qualifications deemed necessary for the duties to V be performed within the Board of Directors as presented to it for fiscal year 2021. Skills and expertise of the members of the Board of Directors

B – Procedure for staggering terms of office In accordance with the staggered appointments procedure initiated at the Combined General Shareholders’ Meeting on May 23, 2018, the current terms of office expire as follows: 2021 AGM Nicolas de Tavernost 2022 AGM Dominique Duband, Philippe Hourdain, Anne Lalou, Bernard Oppetit 2023 AGM Laurent Mignon, BPCE (represented by Catherine Halberstadt), Daniel de Beaurepaire, Catherine Leblanc, Catherine Pariset, Christophe Pinault, Diane de Saint Victor (and the non-voting member, Henri Proglio) 2024 AGM Alain Condaminas, Nicole Etchegoïnberry, Sylvie Garcelon Subject to the approval by the General Shareholders’ Meeting of the corresponding resolutions, the staggering of the terms of office above will be modified in order to avoid the renewal of seven terms en bloc in 2023 and to spread them more harmoniously over time (for more details, see the report of the Board of Directors to the General Shareholders’ Meeting). C – Diversity policy of the Board of Directors Convinced that the quality of the Board of Directors should be assessed in the light of the complementarity of the profiles and ethics of its members, Natixis has implemented a diversity policy pursuant to Articles L.22-10-10of the French Commercial Code and 7.2 of the Afep-Medef Code. The initial version of this policy was approved by the Board of Directors at its meeting of February 12, 2019 and updated on December 17, 2020. This diversity policy highlights the specific characteristicsof Natixis’ governance as well as the skills that the Board of Directorsmust bring together, with the appropriatenessof the directors' profile being assessed with regard to the collective and balanced representation of skills, as illustrated by the skills map detailed below. Diversity policy statement The objective of the Natixis Board of Directors’ diversity policy is to ensure that members of the Board are able, at all times, to make informed, judicious and objective decisions by taking into consideration Natixis’ business model, its risk appetite, its strategy and the markets in which Natixis operates, and secondly, to challenge and monitor the decisions taken by Senior Management. In addition to the rules governing the composition of the Natixis Board of Directors, this policy describes the criteria used to ensure the diversity of the Board, in particular: the knowledge and qualificationsneededto performthe dutiesof a V Board member in particular in relation to Natixis’ specific activities (solid understandingof the banking and financial sector, financial management and accounting principles applicable to credit institutions, corporatemanagement, risk managementand internal control, corporatestrategy, technologiesand digital transformation, Human Resources, international development, regulatory environment and governance, social and environmental responsibility);

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2020

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