NATIXIS -2020 Universal Registration Document

CORPORATE GOVERNANCE Management and oversight of corporate governance

at its meeting of 23 June 2020, the agreement (memorandum of V understanding) aimed at formalizing a partnership to create a leading European player in asset management by combining, within Ostrum Asset Management (subsidiary of Natixis Investment Managers), the euro rate and credit management activities and expertise, as well as the insurance management of Ostrum Asset Management and LBP Asset Management. The common officers who did not take part in the deliberationsor take part in the vote in accordance with Article L.225-40 of the French Commercial Code were: Laurent Mignon, Chairman of the Management Board of BPCE V (BPCE is also a Director of Natixis Investment Managers and Ostrum Asset Management) and Chairman of the Board of Directors of Natixis; CatherineHalberstadt,member of the BPCE ManagementBoard V (BPCE is also a Director of Natixis Investment Managers and Ostrum Asset Management) and permanent representative of BPCE on the Board of Directors of Natixis; Alain Condaminas, Director of Natixis and Ostrum Asset V Management; Christophe Pinault, Director of Natixis and Natixis Investments V Managers; François Riahi, member of the Management Board of BPCE, V Chief Executive Officer of Natixis and Chairman of the Board of Directors of Natixis Investment Managers. The Board of Directors considers that the transaction is justified in view of the Company’s corporate interest in thaitt aims to implement the overall project between Natixis and La Banque Postale to create a major player in the sector. insurancemanagement in France and in Europe through the grouping of some of their asset management activities within a joint venture. The agreement was signed on June 28, 2020. In addition, in accordance with Article L.225-40-1 of the French CommercialCode, at its meetingof December 17,2020, the Board of Directors examinedagreementsentered into and authorizedduring previous financial years that were still being executed in the past fiscal year . At the end of this review, the Board: approved the downgradingof four agreementsrelated to the Smith V disposal agreement authorized by Natixis’ Board of Directors on February 12,2019 (TSA/SLA, ReverseTSA, TSA/SLA IT and expired mandate agreement); and duly noted the lapse, termination and expiry of three other V regulatedagreements(agreements made in favor of FrançoisRiahi upon his appointment as Chief Executive Officer, Natixis’ adherence to the insurance policy taken out by BPCE with Arial CNP Assurances and authorization of an underwriting agreement).

This information on regulated agreements is included in the Statutory Auditors’ special report presented to the General Shareholders’ Meeting. (see section 8.2.4 of Chapter 8 of this universal registration document) .

E – Agreements entered into between an officer or a significant shareholder and a controlled company

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The memorandum of understanding as authorized by the Board of Directors on June 23, 2020 as a regulated agreement (see details above) is also an agreement identified under Article L.225-37-4(2) of the French Commercial Code. This agreement, to which Natixis Investment Managers, a wholly-owned subsidiary of Natixis, Natixis and Ostrum Asset Management, a subsidiary of Natixis Investment Managers with a stake of 57%, are parties, was signed by BPCE, a shareholder of Natixis with a stake of 70.57%. in 2020 The Board of Directors held a total of 15 meetings in 2020. The attendance rate was 96% for the year as a whole (versus 91% in 2019). Each director’s individual attendance rate for Board of Directors’ Meetings is provided in section 2.1.4 of this chapter (see directors’ individual fact sheets) . All documents relating to the agenda are attached to the convening notice or are sent or handed to the directors within a reasonable timeframe, prior to the meeting via a secure digital platform. Exceptionally, they may be provided at a meeting. The Chief Executive Officer attended all meetings, except for the meeting during which his compensationwas discussed, so that the Board members could hear his opinion on important issues and ask him any questions that they deemed relevant. The Chief Financial Officer, the Corporate Secretary and, as and when required, one or more business line heads have been invited to provide further information on subjects raised in meetings. Finally, the representatives of the Social and Economic Committee were invited to every Board of Directors Meeting. The year 2020 was marked by an exceptional health crisis that justified the organization of an increased number of meetings compared to previous years. In particular, the Board monitored the crisis management system put in place from January 21, 2020, in coordination with BPCE, with a dual objective: ensuring the continuationof its critical activities and protecting its employees. Work of the Board of Directors 2.2.1.3

The main topics addressed by the Board of Directors in 202w0 ere as follows:

Financial position and monitoring of Natixis activity

Review of the quarterly and half-yearly financial statements and approval of the annual financial statements V (parent company and consolidated); Approval of the change in the allocation of income in the context of the health crisis; V Approval of the individual financial statements of Natixis S.A. at December 31, 2019 under IFRS; V Review and approval of the budgets for 2020 and 2021; V Economic and benchmark reviews/Business market review, sustainable finance review and Life of the stock; V Review and approval of press releases V Approval of the Board’s management report including the corporate governance report and the report V on the use of authorizations to increase the Company’s share capital; Feedback on the work of the Audit Committee. V

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2020

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