NATIXIS -2020 Universal Registration Document

2 CORPORATE GOVERNANCE

Management and oversight of corporate governance

Natixis applies the concept of a “reference banker”, i.e. “a banker essential to all requirements of the Company”, to assess the importance of business relationships, identify any situation of dependency on Natixis, and finally gauge whether these relationships are likely to affect the independence of the director’s judgment. To this end, the Board of Directors analyzes a range of indices, criteria and parameters including the duration, extent and nature of the banking, trade or consulting relationships, the volume of commitments and the weight of Natixis compared to total indebtedness, and the Company’s liquidity requirements. Based on this review, it determined that Natixis is not the “reference banker” for companies in which its independent directors exercise their executive corporate officer duties or their professional activity, in particular as regards the Web School Factory, Centaurus Capital Limited and the M6 group. Cannot be or have been during the last five years: an employee or executive corporate officer of Natixis; V an employee, executive corporate officer or director of a company V consolidated by Natixis; an employee, executive corporate officer or director of BPCE V or of a company consolidated by BPCE. Is not an executive corporate officer of a company in which Natixis directly or indirectly holds a Directorship, or in which an employee of Natixis or an executive corporate officer of Natixis (currently or within the last five years) holds a Directorship. OK Is not a major customer, supplier, or corporate or investment banker or advisor (or linked directly or indirectly to these persons) to the Company or the group; does not derive a significant portion of business from the Company or its Group. OK OK Criteria for appraisal (a) Has not been a Board member of the Company for more than 12 years (independent director status is lost once a Board member has served for 12 years). Is not a Board member representing a major shareholder of Natixis or BPCE. Does not receive variable compensation in cash or in shares, or any performance-linked compensation from Natixis or the Group. Gender balance As of December 31, 2020, the Board of Directors consisted of seven women and eight men. Natixis went from being a Board of Directors composed of 33% women five years ago (five women and ten men) to a Board composed of 47% women (seven women and eight men). Four of the six Board Committees are also chaired by a woman. OK OK OK See section 2.2.1.2. B of this chapter. (a) Has no close family ties with a corporate officer OK Has not been an auditor of the Company in the previous five years.

Natixis has few or no business relations with any of these companies. Furthermore, to date, the independent directors are not in a position of conflict of interest in respect of the non-executive corporate offices they hold in other companies, in accordance with the Compliance Charter applicable to all Board of Directors’ members under which they undertake to inform the Company of any conflict of interest in which they will be involved and to comply with the process related to the handling of the said conflict of interest. Natixis’ Board of Directors therefore determined that Anne Lalou, Bernard Oppetit, Catherine Pariset, Diane de Saint Victor and Nicolas de Tavernost meet the necessary independence criteria.

Diane de Saint Victor

Anne Lalou

Bernard Oppetit

Catherine Pariset

Nicolas de Tavernost

OK

OK

OK

OK

OK

OK

OK

OK

OK

OK

OK

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OK

OK

OK

OK

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OK

OK

OK

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OK

OK

OK

OK

OK

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OK

OK

OK

OK

Balance in terms of seniority The average length of service of the members of the Board of Directors was four years at December 31, 2020. No independent director has been a member of the Board for more than twelve years. International outreach Nine directors have international experience, either because they have held a position outside France or exercised an activity in an international group as part of their professional career, or because they hold or have held one or more mandates in foreign companies (see skills map above) .

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2020

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