NATIXIS // 2021 Universal Registration Document
LEGAL AND GENERAL INFORMATION Statutory Auditors’ special report on related-party agreements
Statutory Auditors’ special report 8.4 on related-party agreements
General Shareholders’ Meeting called to approve thefinancial statements for the fiscal year ended December 312,021
To the shareholders, NATIXIS SA 30 avenue Pierre-Mendès-France 75013 Paris, France
In our capacity as your Company’s Statutory Auditors, we hereby submit our report on related-party agreements. We are required to inform you, on the basis of the information provided to us, of the key features, terms and conditions as well as the reasons justifying the relevance for the Company of the contractual agreements that have been indicated to us or that we may have identified in the performance of our assignment. It is not our role to comment whether they are beneficial, or to ascertain the existence of any other agreements. It is your responsibility, in accordancewith Article R.225-31of the French Commercial Code (Code de commerce), to assess the benefits resulting from these agreements prior to their approval.
In addition, we are required to inform you, in accordance with Article R.225-31 of the French Commercial Code, of the execution during the past fiscal year of the agreements already approved by the General Shareholders’ Meeting. We performed the procedures we considered necessary to comply with the professional code of the Compagnie Nationale des Commissaires aux Comptes (France’s National Association of Statutory Auditors) relating to this assignment. Our work consisted in verifying that the information provided to us is consistent with the underlying documents from which it was extracted.
Agreements submitted for the approval of the General Shareholders’ Meeting Agreements authorized and entered into during the past fiscal year
In accordancewith Article L.225-40 of the French Commercial Code, we were informed of the following agreements entered into during the past fiscal year that were approved by the Board of Directors. NSFR borrowing transactions between BPCE and Natixis On June 23, 2021, the Board of Directors authorized the temporary implementation of open money market cross-transactions (with no maturity date) with an early redemption option with prior notice between BPCE and Natixis for an amount of approximately €47 billion (equivalent to €42.75 billion corresponding to Natixis' NSFR requirement) for a price of between 5 and 15 bp (with a review of the latter half-yearly depending on market conditions to date). It should be noted that the transaction is justified with regard to the corporate interests of Natixis and BPCE Group in order to comply with the prudential requirements relating to the NSFR ratio and pending formal exemption authorization from the ECB and will be unwound if an NSFR exemption is granted by the regulator. 1.
This agreement is subject to the approval of the General Shareholders’ Meeting of May 24, 2022. Corporate officers concerned on the day of the transaction: Laurent Mignon, Chairman of the Board of Directors, Catherine Halberstadt (permanent representative of BPCE on the Board of Natixis and member of the BPCE Senior Management Committee), and Nicolas Namias (Chief Executive Officer of Natixis and member of the BPCE Management Board). Over fiscal year 2021, Natixis recorded coupon paymentson the loan of €108,747,159.77in accrued interest and €4,812,570.61of accrued interest not yet due. Interest expenses generated an income of €113,559,730.38. Over fiscal year 2021, Natixis recognized a loan of €120,820,079.41 in accrued interest and €5,340,348.35in accrued interest not yet due. Interest expenses generated an income of €113,559,730.38.
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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021
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