NATIXIS // 2021 Universal Registration Document
LEGAL AND GENERAL INFORMATION Distribution and change in share capital and voting rights
Other information concerning Natixis’ share capital 8.3.6 and securities Form and transfer of shares (Chapter II, Article 4 of the bylaws) The shares of the Company are in registered form. They are registered in share accounts and are transferred according to the terms provided for by law and regulations.
Stock subscription option No stock options were granted by the Company in fiscal years 2009 to 2021. Natural or legal persons exercising or potentially exercising control over Natixis As the main shareholder of Natixis, BPCE assumes the responsibilities provided for by banking regulations. The application of the Afep-Medef Corporate Governance rules and the rules set out for members of the Board of Directors prevent the risk of abusive exercise of control.
Securities not conferring rights to the share capital
On November 25, 1985, Banque Française du Commerce Extérieur, Natixis’ predecessor, issued 140,000 non-voting shares with a par value of FRF 5,000 (€762.25). The coupon is payable annually on November 25. Redemptions are at the initiative of the borrower. As of December 31, 2021, 46,438 non-voting shares were outstanding.
Other information on the capital In fiscal year 2021, Natixis did not pledge any of its shares.
Potential authorized capital 8.3.7 Current delegations and financial authorizations and use by the Board of Directors As of the date of this document, the Board of Directors of the Company has the following delegationsand financial authorizationsgranted to it by the General Shareholders’ Meeting.
Resolution No.
Amount authorized Duration Date used Amount used
Purpose of authorization
Date of GM
2.5%/0.1% (b) of the share capital
37 months 10/04/2020 €5,757,411 (0.11402%) 20/05/2020 €428,189 (0.00847%)
28/05/2019 25
To award bonus shares to employees and corporate officers of the Company and related companies, with cancelation of preferential subscription rights
28/05/2021 20
To reduce share capital by canceling treasury shares
10% of the shares constituting the Company’s share capital
26 months None.
None.
€1.5bn (a)
26 months None.
None.
28/05/2021 21
To increase share capital through the issue of shares and/or securities that give access to the capital of the Company or entitling holders to the allotment of debt securities, with preferential subscription rights maintained To increase the share capital through the issue, by public offering, of shares and/or securities that give access to the capital of the Company or entitling holders to the allotment of debt securities, with cancelation of preferential subscription rights To increase the share capital through the issue, by an offering as set out in Article L.411-2 1° of the French Monetary and Financial Code, of shares and/or securities that give access to the capital of the Company or entitling holders to the allotment of debt securities, with cancelation of preferential subscription rights
8
28/05/2021 22
€500m (a) (c)
26 months None.
None.
€500m (a) (d)
26 months None.
None.
28/05/2021 23
533
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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021
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