NATIXIS -2020 Universal Registration Document

CORPORATE GOVERNANCE Policies and rules established for determining compensation and benefits of any kind for corporate officers

Pursuant to Article L.22-10-8 III of the French Commercial Code, in exceptional circumstances, the Board of Directorsmay adapt certain provisions of the compensationpolicy, in line with its principles and provided that this deviation from standard policy is temporary, in the corporate interest and necessary to guarantee the sustainability or viability of the Company.

If there is a change in governance or a new corporate officer is appointed, the Board of Directors will ensure compliance with the core principles of the compensation policy and may decide to deviate therefrom depending on the interested parties’ profiles. The policy described below is in line with the compensation policy submitted to the General Shareholders’ Meeting in recent years and this version has not undergone any material changes.

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Non-executive corporate officers 2.3.1.1 The members of the Board of Directors of Natixis receivedcompensation subject to the terms and conditions set out below. The overall annual budget for compensation to be allocated to members of the Board of Directors for attendance at Board and Committee Meetings is €650,000 (see the 36th resolution of the Combined GeneraSl hareholders’ Meeting of May 19, 2015) . The main changes to the compensation policy as approved by the Board of Directors on February 11, 2021 on the proposal of the Compensation Committee are as follows: the adjustment of the methods for distributing the overall annual compensation package to be allocated to the members of the Board of V Directors in order to take into account the creation of the CSRCommittee; waiver by the Chairman of the Board of Directors of ancyompensation due in respect of his office as director (1) . V

On the basis of fifteen Directorshipsand one non-votingmember, the compensationof the members of the Board of Directors complies with the following rules:

Compensation

Fixed portion (prorated to the term of office)

Variable portion

Governing body Board of Directors Chairman

N/A

N/A

€2,000/meeting (capped at 7 meetings)

Member

€8,000

Audit Committee Chairman

€17,000 €3,000

€2,000/meeting (capped at 6 meetings) €1,000/meeting (capped at 6 meetings)

Member

Risk Committee Chairman

€2,000/meeting (capped at 6 meetings) €1,000/meeting (capped at 6 meetings)

€17,000 €3,000

Member

Appointment Committee Chairman

€15,000 €2,000

€2,000/meeting (capped at 3 meetings) €1,000/meeting (capped at 3 meetings)

Member

Compensation Committee Chairman

€15,000 €2,000

€2,000/meeting (capped at 4 meetings) €1,000/meeting (capped at 4 meetings)

Member

CSR Committee Chairman

€12,000 €2,000

€2,000/meeting (capped at 2 meetings ) €1,000/meeting (capped at 2 meetings)

Member

Strategic Committee Chairman

N/A N/A

€12,000/meeting (capped at 1 meeting) €2,000/meeting (capped at 1 meeting)

Member

This amount will be divided between incoming and outgoing Directors in the event of a change in the compositionof the Board of Directors during a given fiscal year.

Board members receive a fixed portion of €8,000 per year for participating in Board Meetings as well as a variable portion of €2,000 per meeting, attributable according to their attendance, the number of global meetings paid over a full year being capped at seven; as a result, the maximum amount paid for meetings of the Board of Directors may not exceed €22,000 for any directorship.

In accordance with the rules applicable within Groupe BPCE, the portion of compensation due to Laurent Mignon, as a director, was allocated and paid directly to BPCE. (1)

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2020

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