NATIXIS - Meeting notice combined general shareholder's meeting

Summary table on the financial resolutions submitted to the General Shareholders’ Meeting by your Board of Directors

Price or procedures for determining the price › Price set by your Board of Directors, at least equal to the Legal Minimum Price*

Reasons for possible uses of the delegated power Specific ceiling

Other information for comments › May issue shares following the issue of securities giving access to your Company's capital by your Company's Subsidiaries* › May issue, by public offer, (i) securities giving access to shares to be issued by a Subsidiary and/or (ii) shares giving access to existing share capital or entitling holders to the allotment of the debt securities of a third party company › May introduce on the French market, circumstances permitting, a non-negotiable priority subscription right* (with over-subscription privileges*, if applicable), to be exercised as determined by the Board of Directors › Unusable authorization during public share offers › May issue shares following the issue of securities giving access to your Company's capital by your Company's Subsidiaries* › May issue, by public offer, (i) securities giving access to shares to be issued by a Subsidiary and/or (ii) shares giving access to existing share capital or entitling holders to the allotment of the debt securities of a third party company › Unusable authorization during public share offers

N° Purpose Duration

28 Issue, by public offer, of shares

› Ceiling: five hundred (500) million euros › Issue to be deducted from the Overall Ceiling* › Ceilings exclude any additional amounts issued in order to preserve the rights of holders of securities giving access to the capital*

› May be used by your Board of Directors to decide on these issues and proceed with these allocations to shareholders with waiving of preferential subscription rights, in France or in foreign countries, by public offer › May be used to issue shares or securities giving access to the Company's capital* in consideration for shares in a company meeting the criteria laid down in Article L.225-148 of the French Commercial Code in connection with a public exchange offer initiated by your Company in France or abroad under local rules, in which case your Board of Directors would be free to set the exchange ratio, the pricing rules set out belowwould not apply

26months

and/or securities giving access to the Company's

capital* or granting a right to debt

instruments with waiving of PSRs*

29 Issuewith waiving of

› Ceiling: five hundred (500) million euros › May under no circumstances exceed the legal ceiling set for this type of issue (currently 20% of the share capital per year) › Issue to be deducted from the Overall Ceiling* and from the ceiling of €500 million stipulated by the resolution relating to issues by public offer of shares and/or securities giving access to the Company's capital or granting a right to debt instruments

› Price set by your Board of Directors, at least equal to the Legal Minimum Price* › Price of shares and securities giving access to the share capital* set in the same way as for resolution twenty-seven

› May be used by your Board of Directors to decide on these issues and proceed with issues through private placement*

26months

PSRs* of shares and/or securities giving access to the Company's capital* and/ entitling holders to the allotment of debt securities through an offer as set out in Article L.411-2(II) of the French Monetary and Financial Code or the issue of securities

with waiving of PSRs › Ceilings exclude any

additional amounts issued in order to preserve the rights of holders of securities giving access to the capital*

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NATIXIS 2019 MEETING NOTICE