NATIXIS // 2021 Universal Registration Document

NATIXIS // 2021 Universal Registration Document

SOMMAIRE

INTERVIEW

2 4 8

PROFILE

STRATEGY

RISK MANAGEMENT ESR COMMITMENTS

12 14

NATIXIS OVERVIEW 1

7

17 18 20

ACCOUNTABILITY REPORT ENVIRONMENTAL AND SOCIAL RESPONSIBILITY 2021 Strategic outlines and organization 7.1 of the ESR policy Business line contributions to green 7.2 and sustainable growth Managing environmental, social 7.3 and governance risks Managing our direct environmental impact 7.4

459

History and links with BPCE 1.1

Natixis business lines 1.2

CORPORATE GOVERNANCE 2

31

460

Natixis governance at February 10, 2022 2.1 Management and oversight of corporate 2.2 governance Compensation policy for corporate officers 2.3

32

466

61 85

488 495

Human Resources management 7.5 and employee commitment

3

RISK FACTORS, RISK MANAGEMENT AND PILLAR III

97

506 518

Reporting frameworks and methodology 7.6 Moderate assurance report by one of the 7.7 Statutory Auditors on the verification of selected social and environmental information

Risk factors 3.1

99 111

Risk management 3.2

Basel 3 Pillar III disclosures 3.3

164

521

COMMENTS OF THE FISCAL YEAR 4

237

LEGAL AND GENERAL INFORMATION 8 523 Legal notices and practical information 8.1 relating to Natixis 524 Natixis bylaws 8.2 525 Distribution and change in share capital 8.3 and voting rights 530 Statutory Auditors’ special report 8.4 on related-party agreements 537 General Shareholders’ Meetings of 2022 8.5 545 Person responsible for the universal 8.6 registration document and the annual financial report 546 Statement of responsibility for the universal 8.7 registration document 546 Documents available to the public 8.8 546 Cross-reference table of the universal 8.9 registration document 547 GLOSSARY 9 551

Highlights of 2021 4.1 238 Management report as of December 31, 2021 4.2 245 Main investments and divestments 4.3 performed over the period 255 Post-closing events 4.4 256 Information about Natixis S.A. 4.5 256 Outlook for Natixis 4.6 258 Definitions and Alternative Performance 4.7 Indicators 260

5

CONSOLIDATED FINANCIAL STATEMENTS AT DECEMBER 31, 2021

261

Consolidated financial statements and notes 5.1 263 Statutory Auditors’ report 5.2 on the consolidated financial statements 408

6

INDIVIDUAL FIANCIAL STATEMENTS

417

Individual financial statements and notes 6.1 Statutory Auditors’ report on the parent 6.2 company financial statements

418

453

● The items in the Annuel Financial Report are identified in the summary using the pictogram The Statement of Non-Financial Performance is identified in the summary using the pictogram ■

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

UNIVERSAL REGISTRATION DOCUMENT 2021

and Annual Financial Report

Natixis, creator of customized solutions in asset management, financing, investment, insurance* and payments*

natixis.com

This universal registration document was filed with the French Financial Markets Authority (Autorité des Marchés Financiers – AMF) on March 11, 2021, as the competent authority designatedunder EU regulation 2017/1129without prior approval in accordancewith Article 9 of said regulation. The universal registration document of Natixis may be used for the purposes of a public offer of securities or admission of securities for trade on a regulated market if supplemented by a securities note and, where applicable, a summary of all amendments to the universal registration document. All these are approved by the AMF in accordance with EU regulation 2017/1129.

*  The transfer of the Insurance and Payments business lines to BPCE will be submitted for approval to the General Shareholders' Meeting of March 22, 2022. For more details on the project, please refer to Note [1.2.2] of the notes to the consolidated financial statements in Chapter [5] of this Universal Registration Document.

1

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

INTERVIEW

Nicolas Namias, Chief Executive Officer of Natixis

A year and a half after his arrival at the helm of Natixis, Nicolas Namias takes stock of a pivotal year for our company, marked by the return of a commercial dynamic and new strategic ambitions, thus opening up good prospects for our business lines and support f or our cust omers.

Howdo you see the year 2021 and the role of financial players? It was an exceptional year in more ways than one. The health crisis has caused profound upheavals and financial players have played a key role in mitigating the effects of the crisis over the past two granting more than €130bn in EMP, and asset managers have helped to direct savings towards recovery plan projects. In addition, this year, the environmental, technological and societal transitions of our customers have accelerated and the years; for example, banks have supported more than 650,000 customers in France,

financial industry has a role to play in these major transitions that affect all sectors. In this context, all Natixis teams have demonstrated a remarkable commitment alongside our customers, whomwe have actively advised and supported in their many challenges. fintechs, and by continuously investing to adapt its offer to new customer uses. This year, we also continued to develop our expertise platform in Porto, thus optimizing the services provided to our various business lines, and thus to our customers. The performances recorded in 2021 are fully in line with the new strategic ambitions of our business lines, revealed as part of BPCE 2024, our group’s strategic plan.

Howhave Natixis' business lines changed? Our four business lines recorded very good results and confirmed the growth momentum started at the end of 2020. In our two international business lines, all indicators are green. In Asset &

posted excellent performances in all our markets, in all our geographies, while reducing their cost of risk. This momentum concerns all activities, both Global markets and Investment Banking, structured finance and mergers and acquisitions. In the retail business lines, the financial and commercial results of insurance continued to grow. The payments business line continued to expand, benefiting from the dynamism of its

Wealth Management, we strengthened our profitability and took full advantage of a more favorable environment. The growth in net inflows, margins and revenues is another testament to the strength and relevance of our model. For their part, the Corporate & Investment Banking business lines

2

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

What are your strategic ambitions for 2024? BPCE 2024 is above all a development

thus hold 100% of these two companies, will contribute to our strategic objectives. Our asset management growth will also be sustainable: we are targeting €600bn in assets under sustainable or impact management by 2024 - i.e. more than 50% of our assets under management. In addition, we want to make Natixis Corporate & Investment Banking the new brand of our Corporate & Investment Banking, the benchmark bank for our customers in eight key sectors: energy, metals & mining, real estate, transport, telecom & tech, environment, health and insurance. We will grow while supporting our customers in their sustainable growth strategy, thanks to our expertise in green

finance developed within the Green & Sustainable hub, and by developing our offer to support our customers in their technological transition thanks to the recent creation of a dedicated Tech Hub. In the retail business lines, we want to accelerate the deployment of responsible insurance solutions for customers of Groupe BPCE networks, by capitalizing on the investments made. And we want to make the payments business ever more innovative, a source of growth for the Group and differentiation for its networks. To support these strategic ambitions, we have implemented a vast project to develop our business lines and simplify them within Groupe BPCE.

plan for all our business lines. We will use three main levers: diversify, for the benefit of our customers and our development; commit to energy transition and SRI finance; transforming ourselves and investing to create sustainable value. In each of our business lines, our objectives for 2024 are ambitious. In Asset & Wealth Management, we will assert Natixis Investment Managers as a world leader thanks to our unique model, decentralized expertise, unified distribution and strengthened controls. The entry into exclusive negotiations with La Banque Postale to acquire 40% of the share capital of AEW and 45% of the share capital of Ostrum AM, and

"We have a major role to play in supporting our customers in their environmental, technological and societal transitions, and this is an opportunity for our business lines and our employees"

What challenges does this Group project address? This project, implemented in March 2022, will allow us to raise our ambitions even higher.

the growth potential of the retail business lines, positioned as close as possible to their main customers. For their part, the Asset & Wealth Management and Corporate & Investment Banking business lines are brought together in a new business unit called Global Financial Services, thus welcoming Groupe BPCE’s fully committed to our customers in a very difficult international context. We have learned a lot again this year and I have confidence in the talents of the men and women of Natixis to continue to sustain and grow the winning model that we have built.

international financial expertise. In this new framework, the aim is to provide them with greater strategic leeway and to offer them more direct access to the Group’s resources. Finally, the Group’s project aims to rethink the operating model for the functional channels between Natixis and the BPCE community.

In concrete terms, the insurance and payments activities are joining Groupe BPCE’s retail banking business lines. This completes the movement initiated by the creation of the Financial Solutions and Expertise division and strengthens A final message? As we approach this new milestone for our business lines and all our employees, I am delighted with the many assets we have in hand to continue to transform, develop and innovate. I want to approach 2022 with the conviction that we have a role to play in environmental, technological and societal transitions and that we remain

3

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

PROFILE

Natixis at a glance

As a designer of customized financial solutions, we support companies, banks, institutions and customers of the Banque Populaire and Caisse d'Epargne networks in the realization of their projects, all over the world, and design customized financial solutions for them. We build a sustainable business model with our customers thanks to our proximity, the quality of the strategic dialogue and the combination of our expertise.

Strong expertise in four business lines

BPCE (1)

RB&I (3)

GFS (2)

> Asset management > Wealth Management > Employee Savings Plans ASSET & WEALTH MANAGEMENT

CORPORATE & INVESTMENT BANKING > Consulting & investment banking > Financing > Corporate banking > Capital markets

INSURANCE

PAYMENTS

> L ife & personal protection insurance > N on-life insurance

> Processing > Digital payment > Service vouchers and employee benefits

Corporate & Investment Banking

Asset & Wealth Management

worldwide for infrastructure financing No.2 MLA

worldwide for eur o bond issues No.2

>80 %

1/3

of funds ranked in the 1 st and 2 nd quartiles

of assets under management

for financial institutions (Dealogic)

by value (IJGlobal, r anking as o f today)

by Morningstar f or over past 5 y ears

for clients invested in sustainable developmen t str ategies

(1) BPCE: The transfer of the Insurance and Payments business lines to BPCE will be submitted for approval to the General Shareholders' Meeting of March 22, 2022. For more details on the project, please refer to Note [1.2.2] of the notes to the consolidated financial statements in Chapter [5] of this Universal Registration Document. (2) GFS: Global Financial Services (www.natixis.com). (3) RB&I: Retail Banking and Insurance.

4

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

A subsidiary of Groupe BPCE

Shareholders

FNCE (3)

FNBP (1)

100%

100% (2)

14

15

50% 50%

BANQUES POPULAIRES

CAISSES D’EPARGNE

BPCE

BANKING SUBSIDIARIES AND BUSINESS LINES

Banque Palatine Oney Bank (4) Insurance business lines Digital & Payments business lines Financial Solutions and Expertise business lines

Natixis Investment Managers (5) Natixis Corporate and Investment Banking (5)

(1) Fédération Nationale des Banques Populaires (2) Indirectly through Local Savings Companies

(3) Fédération Nationale des Caisses d’Epargne (4) 50.1% owned

(5) Via Natixis SA

A worldwide presence

Over 17,000 employees in 35 countries

EMEA (1) 13,000

NORTH AND SOUTH AMERICA 2,700+

ASIA PACIFIC ≈ 800

(1) EMEA: Europe, Middle East, Africa (headcount as at December 31, 2021) excluding financial investments.

5

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

PROFILE

Key figures 2021 In 2021, Natixis posted a positive net income of €1,403m, up sharply thanks to amarked rebound in its business lines. These good results demonstrate the agility of its business model and the daily commitment of its teams to serving its customers. Through its results and sound financial position, Natixis demonstrates its ability to create sustainable value for all its stakeholders.

Natixis posted strong growth in net income thanks to a strong rebound in its business lines

Net income (GS) € 1,403 m

€ 8,9

CET 1 Basel 3 fully loaded 11.6 %

*

bn

Net banking income

* Net Banking Income (NBI) of the business lines including the contributions to NBI of the Insurance and Payments business lines, reclassified as “income from discontinued operations” in the consolidated financial statements at December 31, 2021.

Non-financial results

sustainable bond issues € 18.5 bn

Outstanding in assets under management SRI certified € 116.5 bn

Bank in the ranking of women N°1

in SBF 120 governing bodies

Financial results

2021

(in millions of euros) Net Banking Income Gross operating income

NATIXIS

2020 (1)

2019 (1) 8,485 2,369 2,745 1,897 72.1% 71.3% 11.1%

2018 9,616 2,793 2,661 1,577 71.0% 70.9%

2017 9,467 2,835 2,651 1,669 70.1% 68.9%

8,996 2,295 2,152 1,403 74.5% 73.3%

7,306 1,478

Pre-tax profit

579 101

NET INCOME (GROUP SHARE) REPORTED

Cost/income ratio reported Underlying cost/income ratio (2)

79.8% 77.3% (0.1)%

RoE reported

6.6% 8.5%

9.2% 9.4%

9.6% 9.9%

2.4%

7.8%

Underlying RoE (2)

RoTE reported

10.2% 11.1%

(0.1)%

14.3% 10.0%

11.8% 12.0%

11.9%

Underlying RoTE (2) 12.3% (1) The figures are restated following the announcement of the sale of a 29.5% stake in Coface, as communicated on April 20, 2020, published accounting data. (2) Excluding exceptional items. 3.0%

6

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

Business lines

Business lines' Net B anking Income (4) (in €m)

Pre-tax profit by business line (5) (in €m)

R OE (1) after tax by business line (in %)

2,590

8,904

456 57

489 964

12.7 %

7,201

904 430

3,800

1,017

1,026

3,096

398 46

5.0 %

1,061

3,651

2,770

725

-143

31/12/21

31/12/21

31/12/21

31/12/20 (3)

31/12/20 (3)

31/12/20 (3)

Corporate & Investment Banking

A WM (2)

P ayments

I nsurance

(1) Reported figures including non-recurring items. Excluding non-recurring items, RoE 2020 of 6.0%, ROE 2021 of 13.6%. (2) Asset & Wealth Management. (3) Proforma of the new analytical standards applied in 2021. (4) Net Banking Income (NBI) generated by the main business lines including the contributions to NBI of the Insurance and Payments business lines, reclassified as “income from discontinued operations” in the consolidated financial statements at December 31, 2021. (5) Pre-tax profit of the business lines including the contributions to the EBITDA of the Insurance and Payments business lines, reclassified as “income from discontinued operations” in the consolidated financial statements at December 31, 2021.

Common Equity Tier 1 ratio Basel 3 (phased) (%) Financial structure

RWA Basel 3 (phased) (in €bn)

Balances sheet total (in €bn)

11.6 %

11.6%

568.6

11.3% (1)

108.3

109.2

10.9 %

105.0

513.2 (2)

501.1 (3)

495.5

98.9

31/12/21

31/12/21

31/12/21

31/12/18 31/12/19

31/12/20

31/12/18

31/12/19

31/12/20

31/12/19 31/12/18

31/12/20

(1) In accordance with the ECB's recommendations, the 2019 dividend was reintegrated into Natixis' capital - see the press release of March 31, 2020. (2) Restated. (3) Amounts restated in relation to the financial statements at December 31, 2020 (see note 5.4 of chapter 5.1).

Extra-financial ratings Natixis’ main ESR ratings

Long- and short-term rating (Situation on February 28, 2022)

A- A

2016 2017 2018 2019

B

AAA

AAA

0 10 20 30 40 50 60 70 80 90 100

Natixis gradually im ESG ratings…

61/ 100

Standard & Poor’s Moody’s

Fitch Ratings

59/ 100

59/ 100

80

72

Long-term rating

59

A1

A

A+

55

…To become one o sector’s leader con focus on sustainab

C+/prime

C/prime

2019 ESR rating 2020 ESR rating 2021 ESR rating

Short-term rating

A-1 P-1 F1

Carbon Disclosure Project (CDP)

Perspective stable

Stable Negative

* Since 2020, Natixis has completed the Carbon Disclosure Project (CDP) questionnaire with its parent company BPCE.

7

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

STRATEGY

BPCE 2024, an ambitious stra tegic developmen t plan

On July 8, 2021, Groupe BPCE unveiled BPCE 2024, its strategic plan for 2024 which includes Natixis' strategic objectives.

"To be a leader in banking, insurance and asset management f or every one"

3 strategic priorities

WINNING SPIRIT

CUSTOMER

CLIMATE

Additional revenues of €1.5bn in five priority areas

the highest quality of service with an adapted relationship model

concrete and measurable commitments as part of a Net zero trajectory

3 key principles

SIMPLE

INNOVATIVE

SECURE

join forces to improve efficiency and satisfaction, with a simpler and more readable organization and the transformation of our banking information systems and services.

strengthen our capacity for innovation, particularly around the use of data and accelerate payments to support the digitization of retail.

focus on the security of our development model based on economic performance and financial strength, risk management and a strong trusted third party.

Financial targets for 2024

Cost of risk <25 basis points

Group cost / income ratio < 65 %

Net income (Group share) > € 5 bn

Group NBI ~ € 25.5 bn

Group CET1 > 15.5 %

8

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

NATIXIS at the heart of BPCE 2024

We want to be part of the three major transitions in our economies: the environmental and ecological transition, the technological transition, and the societal transition that creates new expectations for our customers.

Our ambition for 2024: Activate three main levers:

V Selectively enhance our value proposition to better support our clients and target the highest satisfaction rates V Combine our strengths with the networks to increase our footprint on high-potential segments (e.g. French Midcaps and Healthcare) V Conquer new clients in EMEA, the Americas and Asia-Pacific

DIVERSIFY , for the benefit of ou r cust omers and our developmen t

V Cement our positioning as our clients’ go-to financial partner for their energy transition strategy, by leveraging the expertise of our Green revenues for Natixis V Position ESG at the center of our asset management and insurance activities V Align our balance sheet and our investments on a “net zero” trajectory, in line with the Paris Agreement and the +1.5°C objective, by capitalizing on our existing Green Weighting Factor methodology V Offer our clients responsible finance solutions focused on natural capital and social dimensions V Operate at the highest standards of corporate responsibility, especially regarding our direct impacts on the environment V Continue to invest in the robustness of our infrastructure and of our oversight framework to ensure sustainable growth consistent with our risk appetite V Invest in technology, particularly data and APIs, in order to develop our businesses and enhance our efficiency V Develop the skills of our employees to promote mobility towards the jobs of the future V Evolve and simplify our ways of working to cultivate our agility and collective engagement

COMMIT , to energy transition and r esponsible finance

TRANSFORM , and invest to deliver sustainable value

9

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

STRATEGY

A value-creating model for our customers in each of our business lines

Natixis' global business lines

NATIXIS INVESTMENT MANAGERS Pursue a selective and diversified development strategy for our clients’ benefit

Ambition

#DIVERSIFY BecomeanESGleader inEuropeanddevelopanofferingmatchingthediverseneedso f clients. #COMMIT Invest to strengthen the resilience and efficiency of our multi-affiliate model. #TRANSFORM Become the go-to bank for our clients in selected and diversified areas of expertise.

Objectives for 2024: V CAGR 2020-2024 NBI > 3% , with a very limited market effect and excluding external growth V Cumulative net inflows (2021-2024) ~€100bn

V >€600bn , i.e. 50%ofoutstandings, under sustainableor impactmanagement V -2 points' decrease in the cost/income ratio between 2020 and 2024

NATIXIS CORPORATE & INVESTMENT BANKING Become the go-to bank for our clients in selected and diversified areas of expertise

Ambition

#DIVERSIFY our client base, our expertise on our 8 core industries and geographic footprint. #COMMIT Be our clients’ go-to financial partner for their energy transition and align our portfoliowith a +2.5°C trajectory by 2024, and +1.5°C by 2050, by leveraging the Green Weighting Factor. #TRANSFORM Accelerate our investments to strengthen our resilience, competitiveness and a ttractiveness.

Objectives for 2024: V CAGR 2020-2024 GNP ~7% V Additional revenues in the eight core industries: + €500m in 2024 vs. 2020 V Alignment of the balance sheet on a trajectory of + 2.5°C by 2024 and +1.5°C by 2050

V Investments in technology: ~ €400m between 2021 and 2024 V More than ten points decrease in the cost/income ratio between 2020 and 2024

* 8 core industries: Energy (Oil & Gas, Power & Renewables), Metals & Mining, Real estate, Transportation, Telecom & Tech., Environment, Health & Insurance. .

NATIXIS WEALTH MANAGEMENT

Ambition

Provide a high value-added offer to our direct HNWI and BP & CE network customer.

10

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

Retail business lines

INSURANCE

Accelerate the rollout of responsible insurance solutions for the clients of the networks, by capitalizing on the investments we have made

#DIVERSIFY Accelerate the rollout of responsible insurance solutions for the clients of the networks, by capitalizing on the investments we have made. #COMMIT Foster the development of our talents and our positive impact on society. #TRANSFORM Attain profitability for our three activities, while maintaining our investment efforts.

Objectives for 2024: V CAGR 20-24 NBI ~6% V P&C equipment rates (individuals) 35% V Growth in professional contracts IARD +50%

V % of units linked to life insurance gross inflows 40% V NPS IARD customer relationship platform >40 V Combined IARD ratio <94%

PAYMENTS

An innovative payments business line that acts as a source of growth for Groupe BPCE and of differentiation for the networks

#DIVERSIFY Make payments a comparative advantage for the BPCE networks and continue our development on external clients, thanks to the excellence of our offering and customer experience. #COMMIT Foster the development of our talents and our positive impact on society. #TRANSFORM Attain profitability for our three activities, while maintaining our investment efforts.

Objectives for 2024 : V NBI growth of ~9% tcam 2020-2024 V Growth in VOLUMES (tcam 2020-2024) V Processing (Transactions processed) ~10%

V Digital (merchant flows): >30% V Benefits (Apetiz volumes): ~15% V Percentage of direct customers >55%

11

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

RISK MANAGEMENT

Risk management: a key issue

The economic environment remains strongly marked by uncertainties related to the Covid-19 pandemic, central bank policies and geopolitical tensions. In this context, the guidelines of the 2024 Strategic Plan have been drawn up in line with the Risk Appetite Framework. Adaptations to the risk supervision framework have been implemented andwill continue to support changes in our business lines and anticipate emerging risks.

Risk governance

Natixis has set up a risk management system rolled out throughout the Company and supervised by the Board of Directors.

BOARD OF DIRECTORS and its special committees

SENIOR MANAGEMENT COMMITTEE

Main committees chaired by Senior Management contributing to risk supervision

Global Risks Committee

Culture & Conduct Committee

Special Risk Committees (Credit, Market, Operational, Model, etc.)

ALM Committee

BPCE

FIRST LINE OF DEFENSE

SECOND LINE OF DEFENSE

THIRD LINE OF DEFENSE

Control Functions Coordination

COMPLIANCE FUNCTION

Group Internal Control Coordination Committee (3 CIGs) and Special Committees

GENERAL INSPECTION

COMPLIANCE GLOBAL TECHNOLOGY RISK MANAGEMENT

OPERATIONAL DEPARTMENTS Controls 1.1 (operational) Controls 1.2 (hierarchical / functional)

Committee (CFCC)

IT RISKS SECTOR

RISK FUNCTION

RISKS

FINANCIAL CONTROL FUNCTION

PERMANENT FINANCIAL CONTROL

INTERNAL AUDIT FUNCTION

Permanent control under the responsibility of the Secretary General, executive officer ("dirigeant effectif")

Periodic control

Risk management system The Risk Appetite Statement and the Risk Appetite Framework define and frame the nature and level of risk that Natixis agrees to take as part of its business model and strategy. They are drawn up annually in line with the bank’s strategic and financial management exercises and Groupe BPCE’s risk appetite framework. They are reviewed by the Senior Management Committee and approved by the Board of Directors.

Natixis risk appetite principles are ar ticulated in the Risk Appetite Statement . In particular, they establish the search for sustainable and consistent profitability and the refusal to commit to uncontrolled activities, with a view to creating sustainable value for all stakeholders. They are fully in line with Natixis' ambitious Corporate Social Responsibility strategy and the promotion of a strong risk culture.

Risks considered as material for Natixis are governed by indicators and tolerance thresholds defined in the Risk Appetite Framework . These indicators are subject to regular and consolidated monitoring, presented to the Senior Management Committee and to the Risk Committee of the Board of Directors. Any breach of the tolerance thresholds is subject to a notification and escalation procedure.

12

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

CREDIT RISK

DEFINITION:

Credit risk is the risk of financial loss due to a debtor’s inability to honor its contractual obligations.

Change in capital requirements for credit and counterparty risk (in billions of euros)

Cost of risk (in bps) (1)

78,7

128 128

78,7

128

78.7

76,6

76,6

76.6

52

52

52

28

28

28

21

28

28

21

21

9

9

9

2021

2021 2021

2020

1Q21

2Q21

2Q21

2020 2020

4Q21

2021

2020

1Q21

2Q21

2Q21

4Q21

2021

2

2020

1Q21

2Q21

2Q21

2020

4Q21

(1) C ost of risk for business lines excluding credit institutions. Cost of risk expressed in bps of total outstandings, beginning of period.

MARKET RISK

DEFINITION:

Market risk is the risk of loss in value caused by any adverse fluctuations in market parameters.

Change in capital requirement for market risk and CVA (in billions of euros)

Global VaRNatixis -

Trading portfolio (VaR 99%, 1 day)

(in €M)

15

12

128

15.4

15.7

9

53

6

17

17

11

4Q21 11

2021

2021

2020

1Q21

2Q21

2Q21

1021

3

31/12/20 31/01/21 28/02/21 31/03/21 30/04/21 31/05/21 30/06/21 31/07/21 31/08/21 30/09/21 31/10/21 30/11/21 31/12/21

VaR NATIXIS Negociation

OPERATIONAL RISK

DEFINITION:

Operational risk is the risk of loss resulting from an inadequacy or failure of internal processes.

Change in capital requirements for operational risk (in billions of euros)

Breakdown of reported incidents by net amount, date and Basel category

85%

85%

76%

76%

63%

63%

13.9

13.9

13

13

21%

21%

17%

17%

15%

15%

10%

10%

4%

4%

2% 1%

1% 1%

1% 1% 0% Clients, produits t pratiques ommerciales

2% 1%

1% 1%

0% 2% 0% Dommages

% 0% 0% Fraude interne

1% 1% 0% Commercial customers, products and practices

0% 2% 0% Damage to property plant and equipment

0% 0% 0% Internal fraud

21

2020

Fraude externe

Execution, livraison et gestion des processus

I terruption d’activité et dysfonctionnements des systèmes

Pratiques en matière d’emploi t sécurité sur le lieu de travail

2021

2020

External fraud

Execution, delivery and procedures

Business interruption and Information System deficiencies

Employment and workplace safety practices

aux ac ifs corporels

2019

2020

2021

2019

2020

2021

STRUCTURAL BALANCE SHEET RISKS

DEFINITION:

Structural balance sheet risks cover the risk of managing the bank's liquidity in order tomeet its liquidity commitments, the risk of losses linked to changes in interest rates and credit spreads in bank portfolios, structural foreign exchange risk and the management of regulatory constraints and ratios.

Liquidity coverage ratio (LCR)

Leverage ratio

4.6 % 4.4 % 4.3 %

4.6 % 4. % 4.3 %

4.3 % 4.4%

4.3 % 4.4%

105 % 103 % 108 % 106 % 107%

105 % 103 % 108 % 106 % 107%

31/12/21

31/12/21

31/12/21

31/12/21

31/03/21

31/03/21

31/03/21

31/03/21

31/12/20

31/12/20

31/12/20

31/12/20

30/06/21

30/06/21

30/09/21

30/09/21

30/06/21

30/06/21

30/09/21

30/09/21

13

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

ESR COMMITMENTS

Committed to sustainable finance

Natixis places environmental and social responsibility at the heart of its strategic ambitions. ESR/ESG commitments permeate all of its business lines and functions and support customers towards a sustainable business model.

The ESR policy has three priorities

Development of sustainable business

Direct impact & mobilization

Risk management

Contributing to the energy transition and helping clients move towards a sustainable business model.

Raising employee awareness, reducing the environmental footprint, responsible purchasing, commitment to solidarity initiatives.

Integration of ESG criteria in our financing and investments.

Support for the Sustainable Development Goals (SDGs)

The Group’s ESR policy actively contributes to 13 SDGs in its business lines and operations

Increasing employee engagement on ESR topics

ESR e-learning trainingE Dedicated awareness-raising events (SEDD, SERD) Solidarity mobilization (solidarity day, mobilization with Natixis Foundation)

14

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

Our strategic ESR ambitions for 2024

IN OUR BUSINESS LINES

Commitment to the energy transition and SRI finance

Assertingourstatusasakeyfinancial partner for our customers in their energy transition strategy, drawing on the expertise of our Green & Sustainable Hub Position ESG at the heart of our asset management and insurance activities Align our balance sheet and our investments on a net zero trajectory in line with the Paris Agreement and a +1.5°C targetandbasedonour GreenWeighting Factormethodology Offer our customers SRI finance solutions focused on natural and social capital Operate at the highest level of corporate responsibility , particularly for our direct impacts on the environment

Objectifs 2024 : V X 1.7 Green Natixis CIB revenues (1) V > €600bn, i.e. >50% of Natixis IM assets under sustainable or impact management (2) in 2024 V + 1.5°C V temperature trajectory of theNatixisCIB balance sheet by 2050 (+2.5°Cby 2024) V temperature trajectory of the general life insurance fund by 2030 (+2°C by 2024) V -20% carbon footprint per employee in 2024 vs. 2019

(1) Green revenues: revenues from the Green and Sustainable Hub, the Renewables sector and customers and dark green andmediumgreen transactions of the GreenWeighting Factor (2) Sustainable: Article 8 SFDR equivalent, Impact: Article 9 SFDR equivalent.

IN OUR OPERATION

Commitment to the energy transition and SRI finance Operating as a responsible company: our commitments by 2024

ENVIRONMENT improve our direct environmental impact

EMPLOYEES be a responsible employer

COMMUNITY promote social inclusion

Sustainable working environment Reduce the energy consumption of our buildings by - 40% (vs. 2019) 0 single - use items

Employee employability Train 1,000+ employees through Step Up Academy programs

Access to education/ labor market

1 day of volunteering per year available to each employee for a charitable commitment

Reduce the carbon footprint per employee by 20% (vs. 2019)

Support for change E.g. systematize YourPulse surveys to measure employee engagement during transformations and support them Diversity & Inclusion 40% women in all our leadership circles 3 000 leaders trained in inclusion / unconscious bias

Mobilization of our

Deploy the “My Green Footprint x” tool to enable employees to measure their ecological footprint

Digital sobriety Reduce our IT carbon footprint - 10 % (vs. 2020)

Actions for solidarity

on projects with a social and environmental component

Soft mobility Promote modal shift, electric cars and alternatives to air transport

Responsible suppliers Systematize social and sustainability criteria in our procurement process

15

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

16

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

1

NATIXIS OVERVIEW

1.1

History and links with BPCE

18

1.2

Natixis business lines Asset & Wealth Management Corporate & Investment Banking

20

1.1.1 1.1.2

History

18

1.2.1 1.2.2 1.2.3 1.2.4 1.2.5

20 22 27 29 29

Financial solidarity mechanism

with BPCE

19

Insurance Payments

Financial investments

17

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

1 NATIXIS OVERVIEW

History and links with BPCE

History and links with BPCE 1.1

History

1.1.1

2013 Natixis launches its 2014-2017 strategic plan NewFrontier centered on the goal of becoming a bank for high value-added solutions, focused exclusively on its clients

2009 Groupe BPCE, the N°2 banking group in France, is formed from the merger of CNCE and the Banque Fédérale des Banques Populaires 2009 Natixis launches its 2009-2013 strategic plan New Deal; securing its position as the corporate and investment banking, savings, solutions and specialized financial services arm of Groupe BPCE

2014 Natixis creates a unique insurance division, paving the way for Groupe BPCE to become a fully-fledged bancassurer

2017 VV Natixis creates the newPayments business line aimed at becoming a major player in the payments sector in Europe VV Natixis unveils its new brand territory and the new visual identity, reflecting its shared culture: the PurpleTouch

2019 BPCE Group and Natixis sign the Principles for Responsible Banking and commit to strategically aligning their activities with the United Nations’ Sustainable Development Goals and the Paris Agreement on climate change VV Natixis becomes the first bank to actively manage the climate impact of its balance sheet by implementing the GreenWeighting Factor VV BPCE Group and Banque Postale Asset Management hold discussions to allow Natixis to become a major European insurance manager and euro fixed income manager

2018 VV Natixis launches its 2018-2020 strategic plan New Dimension, founded on three pillars: Deepen, Digitalize & Differentiate VV Groupe BPCE decides to transfer Natixis’ Specialized Financial Services business lines to BPCE S.A. in order to better meet clients’ needs across the Banques Populaires and Caisses d’Epargne networks

2020 VV During the health crisis, Natixis is stepping up support for its customers across all its business lines, with adapted products and services and ever more advice VV Natixis and La Banque Postale create a European leader in fixed-income and insurance-related asset management: Ostrum Asset Management, which provides an asset management offering and dedicated investment services VV Natixis announces its withdrawal from shale oil and gas and accelerates its exit from the coal industry

2021 VV Launch by Groupe BPCE of the Pléiade project comprising both a simplified tender offer for Natixis shares and an operation to simplify the Group’s organization VV Signature of the “LGBT+ Engagement Charter” of L’Autre Cercle by the Senior Management Committee to strengthen Natixis’ diversity and inclusion policy and promote a work environment that respects everyone VV Announcement of the strategic ambitions of Natixis’ business lines, as part of “BPCE 2024”, based on three principles: diversify, for the benefit of our clients and our development; commit to the energy transition and SRI finance; transform ourselves and invest to create sustainable value VV Opening of exclusive negotiations by Natixis Investment Managers to acquire the non-controlling interests held by La Banque Postale in Ostrum Asset Management and AEW Europe

18

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

NATIXIS OVERVIEW History and links with BPCE

Financial solidarity mechanismwith BPCE 1.1.2 Including Natixis, all the institutions affiliated with the central institution of Groupe BPCE benefit from a guarantee and solidarity mechanism, the purpose of which, according to Articles L.511-31 and L.512-107-6 of the French Monetary and Financial Code, is to guarantee the liquidity and capital adequacy of all affiliated institutions, and to organize financial support within the Group. This financial support is based on legislative provisions imposing a legal solidarity mechanism by which the central institution is required to restore the liquidity or capital adequacy of affiliates in difficulty, and/or all affiliates of the Group, by providing, as necessary, the total capacity and regulatory capital of all contributing affiliates. Thus, in the event of difficulties for Natixis, (i) BPCE will firstly mobilize its own funds as a shareholder; (ii) if they are not sufficient, BPCE could call on the mutual guarantee fund created by BPCE, with, as of December 31, 2021, a total of €344.8 million in assets contributed equally by the two banking networksof Banque Populaireand Caisse d’Epargne, which is expected to grow through annual contributions (subject to the amounts that would be used in the event of a call to the fund); (iii) if BPCE’s own funds and the mutual guarantee fund were not sufficient, BPCE could call on the guarantee funds of each of the two networks of Banque Populaire and Caisse d’Epargne for a total amount (in equal shares) of €900 million and on the mutual guarantee fund of the Banque Populaire and Caisse d’Epargne,made up of depositsmade by the Banque Populaire banks and the Caisses d’Epargne in the books of BPCE in the form of term accounts with a fixed-term deposit duration of ten years and renewable indefinitely. Lastly, (iv) if the use of BPCE’s regulatory capital and these three guarantee funds is insufficient, additional amounts would be requested from all the Banques Populaires and Caisses d’Epargne. It should be noted that the guarantee funds referred to above comprise a Groupe BPCE internal guaranteemechanismactivated at the initiative of the BPCE Management Board, or a competent authority dealing with banking crises which may request their use if deemed necessary.

1

In the event of court-ordered liquidation concerning all the affiliates, the external creditors with equal ranking or identical rights of all the affiliates would be managed in hierarchicalorder of creditors in equal fashion and irrespective of their associationwith any given affiliated entity. Consequently, holders of AT1 capital and other pari passu securities would be more affected than holders of T2 capital and other pari passu securities, who would be more affected than holders of senior non-preferred external debt, who, in turn, would be more affected than holders of senior preferred external debt. In the event of termination,and in accordancewith Article L.613-55-5of the French Monetary and Financial Code, identical depreciation and/or conversion rates would be applied to debts and receivables of the same rank, regardless of their attachment to a particular affiliated entity in the order of the hierarchy mentioned above. Due to Natixis’ affiliation with the BPCE central institution and the systemic nature of Groupe BPCE, and the assessment currently made by the resolution authorities, resolution measures would be more likely to be taken, if necessary, than the opening of court-ordered liquidation proceedings. Resolution proceedings may be initiated against BPCE and all affiliated entities if (i) the default of BPCE and all affiliatedentities is proven or foreseeable, (ii) there is no reasonableprospect that another measure could prevent this default within a reasonable timeframe, and (iii) a resolution measure is required to achieve the resolution objectives: (a) guarantee the continuity of critical functions, (b) avoid significant adverse effects on financial stability, (c) protect Government resources by minimizing the use of exceptional public financial support and (d) protect the funds and assets of clients, in particular those of depositors. An institution is considered in default when it does not comply with the conditions of its authorization, if it is unable to pay its debts or other commitmentswhen they fall due, or if it requests exceptional public financial support (subject to limited exceptions) or the value of its liabilities exceeds that of its assets. In addition to the bail-in power, resolution authorities are given expandedpowers to implementother resolutionmeasures in relation to failing institutionsor, in certain circumstances,their groups, which may include, amongothers: the sale of all or part of the activity of the institution to a third party or a bridge institution, the separation of assets, the replacementor substitutionof the institutionas debtor of the debt instruments,changesin the terms and conditionsof the debt instruments(includingmodificationof the maturityand/or amount of interest payable and/or the temporary suspension of payments), suspension of admission to trading or official listing of the financial instruments, and the removalof executiveofficersor the appointment of a temporaryadministrator(special administrator)and the issue of capital or equity.

As a result of this full and complete legal solidarity, one or more affiliates cannot find themselves in compulsory liquidation, or be affected by resolution measures within the meaning of the EU Directive No. 2014/59 for the recovery and resolution of credit institutions, as amended by EU Directive No. 2019/879 (the “BRRD”), without all affiliates being in the same position. In accordance with Article L.613-29 of the French Monetary and Financial Code, the judicial liquidation procedure would therefore be implemented in a coordinated manner with regard to the central institution and all of its affiliates.

19

www.natixis.com

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

1 NATIXIS OVERVIEW Natixis business lines

Natixis business lines 1.2

Asset & Wealth Management 1.2.1

Ranked among the leaders in asset managementworldwide (€1,245.5 billionin assets under management as of end-December 2021),Natixis Investment Managers supports investors in building portfolios by offering them a range of diversified and responsiblesolutions.

Asset Management 1.2.1.1 With its multi-affiliatemodel, which draws on the expertise of more than 20 asset management companies around the world, Natixis Investment Managers offers a wide range of solutions to enable its clients to achieve their investment objectives, whatever the market conditions. The Company is developing its offer around four key areas of expertise: fundamental active management, management under liability constraints, real assets and quantitative management. In 2021, Natixis Investment Managers continued to strengthen its multi-affiliate model by announcing the purchase of La Banque Postale’s shares in AEW Europe (40%) and in Ostrum AM (45%). Natixis Investment Managers also continued its withdrawal from H2O AM, with the management company gradually resuming the distribution of funds, in the interest of unitholders and in agreement with the regulatory authorities. The year 2021 was marked by favorable market conditions, solid management performances across all asset classes, and very dynamic inflows of €21.5 billion, of which €13 billion collected by Natixis Investment Managers’ distribution platforms, across all geographic areas. This positive context has enabled Natixis Investment Managers to strengthen its positions: the growth of its assets under management (+8%), its margins and its revenues testifies to the solidity and relevance of its active multi-affiliate management model. In the United States, Natixis Investment Managers continues to benefit from solid sales momentum (€17 billion in inflows) and is developing its distribution network, particularly with retail clients, through strengthened strategic distribution partnerships. In July 2021, the direct indexing activities, portfolio construction, multi-asset class portfolios and the portfolio management analysis and advisory activities were merged into Natixis Investment Managers Solutions to serve clients with a more legibleoffering.

In Europe, Latin America and Asia Pacific, inflows were positive (€4.5 billion in inflows), particularly in responsible equity managementstrategies and infrastructure.Major institutional clients have renewed their trust in Natixis Investment Managers’ management companies, and distribution through the Banques Populaires and Caisses d’Epargne networks has generated solid gross inflows from European affiliates. Alongside its affiliates, Natixis InvestmentManagers is continuing its commitment to financing a transition to a more sustainable economy, with the aim of achieving 50% of sustainable or impactful assets under management by 2024. As active managers, Natixis Investment Managers and its affiliates make their voices heard through actions of individual or collective commitment, active voting policies, but also through their participation in key market initiatives to advance responsible investment, which already represents nearly 33% of its business. At the end of 2021, 99% of Natixis Investment Managers’ assets were managed by asset management companies that have signed the PRI (Principles for Responsible Investment). The implicit temperature rise in the Natixis Investment Managers (1) equity and listed bond portfolios, published in the TCFD reports (Task Force on Climate-Related Financial Disclosures) of Groupe BPCE and Natixis, was found to be less than 3°C and at the temperature of its benchmark index (50% MSCI ACWI + 50% Bloomberg Barclays Global Aggregate Corporate Index). Lastly, Natixis InvestmentManagers is continuing its investments to support its sustainable development objectives. In particular, it has invested, alongside other investors, in Iceberg Data Lab, a fintech specialized in data, which developsmodels to measure the impact of investments on the environment and biodiversity. Natixis InvestmentManagers also intends to consolidate its position as a leading player in the Asset Management sector by becoming one of the most client-centric asset managers in the world by 2024. As such, the Company has recruited a Client Experience Manager, whose aim will be to support the Company in achieving this objective, in particular through the optimizationof client journeysand the implementation of a Net Promoter Score.

Measurement at December 31, 2020 on 72% of assets under management. (1)

20

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021

Made with FlippingBook Annual report maker