NATIXIS // 2021 Universal Registration Document

2 CORPORATE GOVERNANCE

Management and oversight of corporate governance

issuing an opinion and making recommendations to the Board V of Directors on the selection/appointment of directors; evaluating the balance and diversity of knowledge, skills and V experience that the Board members have, both individually and collectively; detailing the duties and the qualifications required for serving on V Natixis’ Board of Directors, and assessing the time to be spent on that service; deciding on a set of targets for the balanced representationof men V and women on the Board of Directors. The Committee prepares a policy aimed at achieving those targets. Natixis’ target and policy as well as the implementation procedures are made public; periodically, at least once a year, assessing the structure, V size, composition and effectiveness of the Board of Directors with regard to the responsibilitiesthat are assigned to it, and submitting any useful recommendations to the Board; periodically, at least once a year, assessing the knowledge, skills V and experience of the Board of Directors, both individually and collectively, and presenting it with a report on this topic; and periodically scrutinizing the policies of the Board of Directors on V selecting and appointingNatixis’ executivemanagers, Deputy Chief Executive Officers and the Chief Risk Officer and making recommendations thereon. Qualification as an independent director is discussed by the Appointments Committee, which prepares a report for the Board. Each year, based on this report and before the publication of the annual report, the Board of Directors reviews the status of each of its members based on independence criteria set out in the Board of Directors’ Internal Rules (see section 2.2.1.2 A of this chapter). C – Work of the Appointments Committee in 2021 The Appointments Committee met four times in fiscal year 2021. The attendance rate was 96%. Each director’s individual attendance rate at Appointments Committee Meetings is provided in section 2.1.4 of this chapter (see directors’ individual fact sheets). Within a reasonable amount of time before a Committee Meeting, a file containing the items on the agenda is sent to each director via a secure digital platform for review and analysis in preparation for the meeting.

The Appointments Committee 2.2.2.4 A – Organization The Appointments Committee has six members. As of February 10, 2022, its members were:

Diane de Saint Victor

Chairwoman

Didier Dousset (since February 10, 2022 – position previously held by Daniel de Beaurepaire) Laurent Roubin (since September 22, 2021 – position previously held by Nicole Etchegoïnberry)

Member

Member

Philippe Hourdain

Member Member Member

Anne Lalou

Nicolas de Tavernost

Three of the six members are independent (Anne Lalou, Diane de Saint Victor and Nicolas de Tavernost). The number of independent directors on the Appointments Committee is not greater thahnalf the total number of members, despite the recommendation by the Afep-Medef code. It has a balanced composition (50% independent, 50% non-independent) and is chaired by an independent director (see summary table on compliance with Afep-Medef code recommendations in section 2.1.3 of this chapter). Furthermore, the opinions and proposalsof the AppointmentsCommitteeare adopted if the majority of members present, including the Chairman, vote for them. Natixis’ Chief Executive Officer is involved as required with the Appointments Committee’s work. The Appointments Committee has been chaired by Diane de Saint Victor since April 4, 2019. B – Role and powers The responsibilities assigned to Natixis’ Appointments Committee are, in essence, reviewing the selection of corporate officers and members of the Board, and assessing their individual and collective expertise, as well as the effectiveness of the Board of Directors. The Appointments Committee’s powers and operating procedures are described in detail in the Internal Rules of the Board of Directors, the latest version of which was approved on December 17, 2014. The Committee’s primary duties are: issuing an opinion and, upon request from Natixis’ Board, making V proposals and recommendationsto the Board on the appointment of a CEO and, when appropriate, one or more Deputy Chief Executive Officers of Natixis;

In 2021, the Committee focused on the following areas:

Independence of directors

Verification of independence criteria for each director V

Makeup of the Board of Directors and reorganizing governance

Review of the policy for the selection and appointment of the Chief Risk Officer V Opinion on the co-option of four new directors V Opinion on the renewal of a director V Opinion on the appointment of three directors V Review of the self-assessment of the functioning of the Natixis Board of Directors and its Committees V Examination of the qualifications of independent directors V Analysis of the qualifications needed for the duties carried out on the Board of Directors V Evaluation of the balance and diversity of knowledge, skills and experience that the Board members have, V both individually and collectively Identification of a person or a dominant group within the Board of Directors who might be detrimental to Natixis’ V interests

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021