NATIXIS -2020 Universal Registration Document

CORPORATE GOVERNANCE Management and oversight of corporate governance

Renewal of the Natixis liquidity contract; V Information on the capital increase following the bonus share allocations of the 2017 and 2018 plans; V Examination and authorization of strategic projects; V Opinion of the Social and Economic Committee on the Company’s financial and economic position in accordance V with Article L.2312-22 (2) of the French Labor Code; Renewal of bond and warrant issue authorizations for fiscal year 2021; V Reversal of issuance decision and delegation of powers in relation to issuance of US Commercial Paper (USCP). V

Financial transactions and/or strategy

Health crisis

Regular updates on the impact of the health crisis. V

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Other

Approval of the declaration related to the Modern Slavery Act; V Closing and opening of branches and representative offices abroad; V Total transfers of assets and liabilities (TUP) from Natixis subsidiaries to Natixis. V

In addition, in accordance with the recommendations of the Afep-Medef Code, as part of the assessment of the actual contribution of each director to the work of the Board of Directors, each of them was invited to assess and express their views on the individual skills of the Board members. The results of the interviews were collated in a detailed evaluation report, a summary of which was presented at the meeting of the Board of Directors held on February 11, 2021. The report shows that the directors have a very positive view of the Board of Directors, and consider that the directors are involved, diligent and constructive. The directors believe that the performance of the Board of Directors is good and that it was involved and in a position to react quickly in the context of the health crisis. With regard to the composition of the Board of Directors, the directors consider that it is balanced in terms of profiles and experience as illustrated by the skills mapping updated in2020. The directors emphasized the role and involvement of the Chairman of the Board of Directors in the organizationand facilitationof Board meetings. They noted more specifically that the latter promotes debates, encourages discussions and ensures that responses are provided. The separation of duties between the Chairman of the Board of Directors and the Chief Executive Officer is considered functional. The directors believe that Board meetings are conducted in a courteous and constructive environment, with open debates where participants are free to speak their minds. They suggest making greater use of executive summaries in order to optimize the management of meetings with heavy schedules and to ensure a more detailed follow-up of certain decisions, particularly in terms of external growth. The directors also believe that the Board devotes a significantportion of its time to regulatorymatters and would like the time devoted to strategy and business to be increased at Board meetings, given that these topics are discussed elsewhere during meetings of the Strategy Committee. The directors also believe that the Board’s cohesion could be improved, in particular by organizing informal opportunities for discussion. As for the training of directors, the training program is considered to be of excellent quality. Lastly, as regards the committees, the directors consider that the work carried out is of good quality and, like the Board, suggest using more executive summaries, particularly for the meetings of the Risk Committee, whose agendas are also dense.

Assessment of the work

2.2.1.4

of the Board of Directors in 2020 As in previous years, Natixis assessed the work of its Board of Directors and Special Committees, in accordance with recommendations set out in the Afep-Medef Code regarding the correct governance of listed companies. Every three years (2010, 2013, 2016, 2019), Natixis enlists the services of an independent outside firm to assess the work of its Board and Special Committees. Natixis conducts its own internal assessment for the other years. As such, for 2020, Natixis conducted an internal assessment to review the structure and operation of the Board of Directors and its Special Committees and evaluate their overall performance. With regard to the follow-up given at the previous assessment, the Board of Directors decided at its meeting of December 17, 2020, to create an ESR Committee, whose first meeting was held in January 2021. The assessment for the fiscal year 2020 focused on the following themes: the makeup and size of the Board of Directors; V director integration and development, including training; V organization of Board meetings; V how the separation of functions works; V the quality of the information; V the decision-making and information process, particularly in the V context of a crisis; board performance monitoring; V contribution to financial communications; V monitoring of risk management; V contributions to strategy; V the composition and functioning of the specialized committees. V Each director as well as the non-voting director and the Chairman of the Board of Directors answered the questionnaire in an individual interview. An interview was also conducted with a representative of the SEC (Social and Economic Commitee).

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2020

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