NATIXIS_REGISTRATION_DOCUMENT_2017

Publication Animée

BEYOND BANKING

REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT 2017

Table of contents

6 ENVIRONMENTAL AND SOCIAL RESPONSIBILITY

INTERVIEW

2

391

1 PRESENTATION OF NATIXIS

Strategicoutlines and organization of the ESR 6.1 policy Business line contributions to green 6.2 and sustainable growth Management of ESG risks in our business 6.3 lines Internal mobilization and management 6.4 of our direct impacts Reporting frameworks and methodology 6.5 Reportby one of the StatutoryAuditors, 6.6 a designated independent third-party body, on the consolidated social, environmental and societal information contained in the management report

5

392

NatixisCodeof Conduct 1.1 Business line presentation 1.2 Historyand links with BPCE 1.3

6 8

399

10 12 14 30

406

2017 Key figures 1.4 Natixis’ businesses 1.5

412 433

Natixisand its shareholders 1.6

2 CORPORATE GOVERNANCE

35

Corporate governance at March 1, 2018 2.1 Additional information on the directors’ 2.2 positions Management andoversightof corporate 2.3 governance Policies and rules established for determining 2.4 compensation and benefits of any kind for corporate officers 84 3 RISKS AND CAPITAL ADEQUACY 99 Summary of annual risks 3.1 100 Organization of Natixis’ internal control 3.2 system 109 Governance and riskmanagement system 3.3 113 Capitalmanagement andcapital adequacy 3.4 118 Credit and counterparty risks 3.5 127 Securitization transactions 3.6 139 Marketrisks 3.7 140 Operational risks 3.8 147 Overall interest rate, liquidity and structural 3.9 foreignexchange risks 151 Non-compliance risk 3.10 163 Legal risks 3.11 167 Other risks 3.12 170 At-risk exposures 3.13 174 4 OVERVIEW OF THE FISCAL YEAR 177 Management report at December 31, 2017 4.1 178 Post-closing events 4.2 190 Information concerning Natixis S.A. 4.3 190 5 FINANCIAL DATA 193 Consolidated financial statements and notes 5.1 194 StatutoryAuditors’ report on the consolidated 5.2 financialstatements 338 Parent company financialstatements 5.3 and notes 344 StatutoryAuditors’ report on theparent 5.4 company financial statements 382 Internal control procedures relating 5.5 to accounting and financial information 387 36 38 63

436

7 LEGAL INFORMATION

439

Natixisbylaws 7.1

440 445 450

General information on Natixis’ capital 7.2 Distributionof share capital and voting rights 7.3

Information from Article L.225-37-5 7.4 of the French Commercial Code

453

Draftresolutions of the Combined General 7.5 Shareholders’ Meeting of May 23, 2018

454

StatutoryAuditors’ special report 7.6  on related-party agreements and commitments

468

8 ADDITIONAL INFORMATION Statement by thePerson responsible 8.1 for the registration document

475

476 477 478

Documents available to the public 8.2

Cross-reference table of registration document 8.3 Cross-reference table fortheannualfinancial 8.4  report

480

Cross-reference table 8.5

for the management report

481

Cross-reference table between articles 8.6 of the CRR,Basel Committee/ EBAtables and statements, and the Pillar III report EDTFrecommendation cross-reference table 8.8 Cross-reference table of Environmentalnd 8.9 Social Responsibility Information Table Index 8.7

482 485 487 488 490

Glossary 8.10

LABEL BRONZE

This label recognizes the most transparent Registration Documents according to the criteria of the Annual Transparency Ranking.

2017 Registration Document and Annual Financial Report

This registration document was filed with the French Financial Markets Authority on March 23, 2018, in accordance with Article 212-13 of the general regulations of the French Financial Markets Authority. It may be used in connection with a financial transaction only if accompanied by a transaction note approved by the French Financial Markets Authority. The document has been prepared by the issuer and its signatories incur liability in this regard. This registration document includes all components of the annual financial report mentioned in Section I of Article L.451-1-2 of the French Monetary and Financial Code and Article 222-3 of the general regulations of the French Financial Markets Authority. A cross-reference table showing documents referred to in Article 222-3 of the general regulations of the French Financial Markets Authority and the corresponding sections of this registration document appear on page 478. The English language version of this report is a free translation from the original, which was prepared in French. All possible care has been taken to ensure that the translation is an accurate presentation of the original. However, the original language version of the document in French prevails over the translation. Copies of the present registration document are available free of charge from Natixis, Immeuble Arc de Seine, 30, avenue Pierre Mendès France, 75013 Paris, France.

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Natixis Registration Document 2017

INTERVIEW

LaurentMignon Natixis’Chief ExecutiveOfficer

Services business also continued to expand on the back of its paymentsand specializedfinancingactivities. We continedto developour internationalpresence:almost 50% of our business is now conductedabroad.We also pursued an active acquisition strategy in asset management, payments and insurance:we acquiredInvestorsMutualLimited,one of Australia’s most successful asset managers; we consolidated our payment activities by acquiring Dalenys, a fintech company specialized in e-retailer solutions; and we internalizedthe entire insurance value chain by acquiring MAIF and MACIF's equity interests in BPCE Assurancesin the fourthquarter.

What were the highlights of 2017 for Natixis? 2017 was a particularly active year for Natixis across all its businesses.Our main financial indicators , particularly in terms of commercialdevelopment,profitabilityand financialsolidity,confirm this vitality. There was growth in all our businesses. In AssetManagement, Natixis is now one of the top ten asset managers by revenue. In Corporate & Investment Banking we continued to gain market share and outperformed our competitors in Europe and the UnitedStates. Buoyed by strong sales momentum,Insurance also emerged as a sustainablegrowth driver. The SpecializedFinancial

We successfullycompleted our New Frontier strategic plan. As a customers for the quality of its expertise, and take on our new result of the dedication and effort of Natixis’ 17,000 employees, strategicchallengesfor 2018-2020with confidence. we are now a solid, profitable company, that is recognized by

“With New Dimension, we will anchor our success over time by deepening the transformation of our business model and investing in digital. We are determined to differentiate ourselves by drawing on our teams’ widely recognized expertise to become a leading player and our clients' first point of reference.”

With New Dimension, we will anchor our success over time by deepening the transformationof our businessmodel (Deepen)and investing in digital (Digitalize). We are determined to differentiate ourselves (Differentiate) by drawing on our teams’ widely recognized expertise to become a leading player and our clients' first point of reference. We firmly believe that maintaining the highest professional standards based on ethics and accountability across our businesses is key to retaining and increasing the invaluable trust and confidence of our customers, our shareholdersand all of our partners. In 2018, Natixis will therefore adopt a Code of Conduct whichwill apply to all employeesand stakeholdersworldwide.

What are your ambitions for 2018 and your medium-term vision for Natixis? The global economic environment is favorable, with solid growth prospectsaround the world. However,we have observedrenewed volatility on the markets in the opening months of 2018, which meanswe need to remain alert and continueto pay close attention to our risk management,as well as deepen our transformationso that we adapt even faster to change. 2018 marks the first year of our new strategic plan “New Dimension”, which is designed to deliver sustainable growth in every one of our businesses.

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Natixis Registration Document 2017

4

Natixis Registration Document 2017

1

PRESENTATION OF NATIXIS

1.1 1.2 1.3 1.3.1 1.3.2 1.3.3

NATIXIS CODE OF CONDUCT BUSINESS LINE PRESENTATION

1.6

NATIXIS AND ITS SHAREHOLDERS

6 8

30 30

Key share data at December 31, 2017

1.6.1 1.6.2

HISTORY AND LINKS WITH BPCE

10 10 10 11

Breakdown of share capital at

December 31, 2017 Shareholder scorecard Share price information

30 30 31 32 33 34 34

History

1.6.3 1.6.4 1.6.5 1.5.6 1.6.7 1.6.8

Financial solidarity mechanism

BPCE organization chart

Natixis and its individual shareholders

1.4

2017 KEY FIGURES Natixis income statement

12

Investor relations

12

2018 Investor Relations calendar

Contacts

1.5 1.5.1 1.5.2 1.5.3 1.5.4 1.5.5

NATIXIS’ BUSINESSES Asset & Wealth Management Corporate & Investment Banking

14 14 16 23 26 29

Insurance

Specialized Financial Services

Corporate center

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Natixis Registration Document 2017

1 PRESENTATION OF NATIXIS Natixis Code of Conduct

Natixis Code of Conduct 1.1

Present in almost 40 countries, Natixis, together with all the companies it comprises, operates in a diverse range of businesses.It owes its growth to the trust it has instilled in its clients, teams, shareholders, regulators and in society as a whole. In the interestof preservingand enhancingthis asset, Natixishas decided to establish its Code of Conduct to affirm and formalize its commitment to act in accordance with the highest professional ethics, to put clients’ interests first and to act responsibly towards society. It is the result of the collective efforts by all the Natixis business lines and support functions, and was approved by the Senior Management Committee and the Boardof Directors.

The Code of Conduct applies to all individuals employed on a permanentor temporarybasis at Natixis, or in an entity in which Natixis holds a stake of at least 50%, whether in France or abroad. Suppliers and contractors are also required to comply with the rules applicable to each Natixis entity, in accordance with the principlesof the Code of Conduct. The Code comprises two key sections. The first defines the commitments making up Natixis' “DNA”: to add value to its clients, staff, shareholdersand society as a whole. The second section presents all the guidelines, detailed below, to help staff in their actionsand decisions:

CONDUCT BEHAVIORS

CONDUCT BEHAVIORS

BE CLIENT CENTRIC

BEHAVE ETHICALLY

ACT RESPONSIBLY TOWARDS SOCIETY

PROTECT NATIXIS AND GROUPE BPCE ASSETS

AND REPUTATION

BE CLIENT CENTRIC  Protect clients’ interests  Communicate clearly with clients  Protect clients’ information and data  Handle clients’ after-sales requests in a fair and timely manner

BEHAVE ETHICALLY  Respect employees and ensure their personal development  Demonstrate professional ethics  Ensure market integrity

ACT RESPONSIBLY TOWARDS SOCIETY  Behave in accordance with Natixis

PROTECT NATIXIS AND GROUPE BPCE ASSETS  Protect assets  Ensure business continuity  Communicate responsibly with AND REPUTATION

commitments with regard to

Environmental and Social Responsibility

external stakeholders

 Ensure financial security

CORRESPONDING CONDUCT GUIDELINES

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Natixis Registration Document 2017

PRESENTATION OF NATIXIS Natixis Code of Conduct

1

These guidelines are illustrated using examples that are representativeof the activitiesand dutiesperformedat Natixis. All the Natixis businesslines and support functionsare in charge of adapting, from an operational standpoint and with the assistance of the ComplianceDepartment,the principles of the Code to the performanceof their activities. A Conduct Committee, comprising members of Natixis’ Senior Management Committee, is in charge of the oversight and

regular monitoringof matters pertaining to the rules of conduct, including updates to the Code and deciding on complex cases. An escalationprocessis also in place to consultthe Committeeif required. The Code of Conduct does not, however, have a rule for every situation: it is the responsibilityof each individualto exercise his or her personal judgment with regard to their duties. To do so, the followingconductchecklistis provided:

CONDUCT CHECKLIST

While the Code of Conduct, as well as relevant internal policies and procedures, provide clear guidelines for behavior, not every situation that arises in day-to-day activities can be directly covered by a rule. Making the right decision will require personal judgment, taking account of Natixis DNA and the spirit of the Code of Conduct principles.

If you are unsure about the consistency of what you intend to do with the Code of Conduct guidelines, ask yourself:

WOULD I BE CONFORTABLE EXPLAINING THE DECISION TO A THIRD PARTY (supervisor, in court) OR READING ABOUT IT IN THE HEADLINES?

DOES IT COMPLY WITHOUR CULTURE PROMOTING THE BEST INTEREST OF THE CLIENT OVER THE LONG TERM?

HAVE I CONSIDERED ALL THE RISKS INVOLVED FOR NATIXIS OR GROUPE BPCE?

DOES IT COMPLY WITH THE LETTER OF OUR POLICIES & PROCEDURES?

yes

yes

yes

yes

IS IT LEGAL?

no ?

no ?

no ?

no ?

no ?

If the answer to one of these questions is no, or if you are unsure about it, please seek guidance from an appropriate authority: Ask for help from your line manager, or relevant teams (e.g., Compliance, Environmental and Social Responsibility (ESR), Human Resources, Legal).

Escalate to the relevant committee (ultimately to the Natixis Conduct committee)

All staff are required to complete mandatory training on the Code of Conduct and must each commit to complyingwith the rules. Managers and leaders also ensure that their teams

understand and adhere to the Code of Conduct and to the internalpoliciesand proceduresensuringits application.

The Code of Conductis availableon the Natixiswebsite https://www.natixis.com/natixis/jcms/rpaz5_65435/en/code-of-conduct

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Natixis Registration Document 2017

1 PRESENTATION OF NATIXIS Business line presentation

2,700

Business line presentation 1.2

employees

AMERICAS

1.2 Business line presentation

With more than 17,000 employees in 38 countries, Natixis has a number of areas of expertise that are organized into four main business lines: Asset & Wealth Management, Corporate & Investment Banking, Insurance and Specialized Financial Services. A global player, Natixis has its own client base of companies, financial institutions and institutional investors as well as the client base of individuals, professionals and small and medium-size businesses of Groupe BPCE’s banking networks, the second-largest banking group in France (1) .

ASSET ANDWEALTH MANAGEMENT

CORPORATE & INVESTMENT BANKING

ASSET MANAGEMENT NATIXIS INVESTMENT MANAGERS 26 asset management companies (Natixis Asset Management, Loomis Sayles, Harris Associates, AEW…) applying multiple investment approaches: Specialized Fixed Income Distinctive Equities Insurance Solutions Multi-Asset Solutions Innovative Alternatives and Real Assets Money Market

GLOBAL TRANSACTION BANKING Trade finance

WEALTH MANAGEMENT NATIXISWEALTH MANAGEMENT Financial Investment Management Wealth management advisory Corporate Advisory Life Insurance under French and Luxembourg law Loans Private Equity Real-Estate Investments

COVERAGE GLOBAL MARKETS Fixed Income, Credit, Forex & Commodities Markets Equity Markets (Cash & Derivatives) Cross-Expertise Research (Equity, Credit, Economic, SRI) & Quantitative Research GLOBAL FINANCE Aviation, Export & Infrastructure Finance Commodity and Energy Finance Real Estate Finance Syndication/ distribution Global Portfolio Management

Liquidity management Cash management for Corporates Cash management for Financial Institutions INVESTMENT BANKING Strategic and Acquisition Finance Equity & Debt Markets Capital & Rating Advisory Strategic Equity Transaction

MERGERSAND ACQUISITIONS

(1) Market shares: 21.6% in customer savings deposits, and 21.1% in customer loans (source: Banque de France Q3 2017 – for all non-financial customers).

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Natixis Registration Document 2017

PRESENTATION OF NATIXIS Business line presentation

employees 13,600

1

EMEA*

700

employees

ASIA PACIFIC

* EMEA: Europe, Middle East, Africa. Headcount - end of December 2017 (Excluding Coface, Private Equity, Natixis Algerie).

SPECIALIZED FINANCIAL SERVICES

INSURANCE

Design and development of multiple market surety and financial guarantee services LEASING NATIXIS LEASE Equipment and real estate lease financing (equipment leasing, to buy, IT operational leasing, Sofergie loans and long-term leasing) CONSUMER FINANCE NATIXIS FINANCEMENT Redeemable loans Personal loan management real estate leasing, operations leasing, leasing with option

FILM INDUSTRY FINANCING NATIXIS COFICINÉ Cash flow or structured loans Medium-term or corporate loan

PAYMENTS NATIXIS PAYMENT SOLUTIONS Payment and prepaid activities and solutions, in proximity, by internet FINANCING FACTORING NATIXIS FACTOR Management and optimization of customer receivables Factoring and financing Business information and collection SURETIES AND FINANCIAL GUARANTEES COMPAGNIE and by mobile SPECIALIZED

LIFE INSURANCES Individual life insurance, savings, transfer of assets, retirement, death insurance, long-term care insurance and borrower’s insurance NON-LIFE INSURANCES Car insurance, home insurance, home and leisure accidents insurance, health insurance, legal protection insurance and means of payment insurance

FINANCIAL SERVICES EMPLOYEE SAVINGS SCHEME NATIXIS INTERÉPARGNE Employee savings schemes Pension plans Collective non-life and provident insurance Employee share ownership SECURITIES SERVICES EUROTITRES DEPARTMENT Retail and private banking custody with back office functions

EUROPÉENNE DE GARANTIES ET CAUTIONS

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Natixis Registration Document 2017

1 PRESENTATION OF NATIXIS History and links with BPCE

History and links with BPCE 1.3

HISTORY 1.3.1

Directorsand the CNCESupervisoryBoard.The last step in the formation of Groupe BPCE was completed on July 31, 2009, with the votes at the GeneralShareholders’Meetingsof BFBP, CNCE and BPCE. With the formationof Groupe BPCE, BPCE took the place of a CNCEandBFBP,becomingthemajorityshareholderof Natixis. Natixis has been affiliatedwith BPCE since July 31, 2009 (not a inclusive),replacingthe dual affiliationof Natixiswith CNCEand BFBP. On August 6, 2013, Natixis sold all the cooperative investment certificates(CCIs) that it held internally to the Banque Populaire and Caissed’Epargnebanks. This transactionwas part of a move to simplifyNatixis’ structure. GroupeBPCEis the No. 2bankinggroupin Francethroughits two flagship brands: Banque Populaire and Caisse d’Epargne. With 106,500 employees, it serves 31 million customers, of whom 9 million are cooperativeshareholders.Groupe BPCE develops a broad range of bankingand financialservicesfor a wide varietyof customers. With the 14 Banque Populaire banks, 16 Caisses d’Epargne, Natixis,Crédit Foncier,BanquePalatineand BPCE Internationalet Outre-mer,Groupe BPCE offers its customersa broad range of productsand services,includingsolutionsfor savings,investment, cash management, financingand insurance. GroupeBPCEprovidesa guaranteeand solidaritysystemcovering all banks affiliated with it. Pursuantto Article L.511-31of the FrenchMonetaryand Financial Code (Code monétaire et financier), BPCE shall, as the central institution,take any measuresnecessaryto guaranteethe liquidity and solvency of Groupe BPCE. Natixis, in its capacity as an institution affiliated with BPCE, is covered by the Groupe BPCE financial solidarity mechanism. Thus, in the event Natixis encounters financial difficulty, (i) BPCE would firstly provide support using its own capital in accordancewith its duty as a shareholder; (ii) should this prove insufficient, it would use the mutual guarantee fund created by BPCE, which at December 31, 2016 totaled €362.6 million in assets provided jointly by the Banque Populaire and Caisse d’Epargnenetworks, and which is increasedthroughan annual contribution(subjectto the amountswhichwouldbe used in the eventof a call for funds); (iii) if BPCE’scapital and this mutual guaranteefund should prove insufficient,BPCE would call on (in equal proportions)both the BanquePopulaireand Caissed’Epargnenetworks’own guarantee funds of €900 million in total and; finally (iv) if calls on BPCE’s capital and these three guaranteefunds shouldprove insufficient, additionalsums would be requestedfrom all BanquesPopulaires and Caisses d’Epargne. It should be noted that the guarantee funds referred to above consist of a Groupe BPCE internal guarantee mechanism activated at the initiative of the BPCE Executive Board or the French banking regulator, which may request that it be used if deemednecessary. FINANCIAL SOLIDARITY MECHANISM 1.3.2

Natixis was formed in 2006 through the combinationof Natexis BanquesPopulairesand varioussubsidiariesof the GroupeCaisse d’Epargne,notablyIxis Corporate &InvestmentBank(Ixis CIB)and Ixis Asset Management (IxisAM): Natixis Banques Populaires itself was created from the a contributionin July 1999of the operatingactivitiesof the Caisse Centrale des Banques Populaires, founded in 1921, to Natexis S.A., a holding company that was formed from Crédit National, founded in 1919 and which had acquired a 100% stake in Banque Française du Commerce Extérieur, founded in 1946. At December 31, 2000, Groupe Banque Populaireheld 79.23%of NatexisBanquesPopulairesfollowing a capitalincrease largely taken up by retail investors; Ixis CIB and Ixis AM were originallypart of CDC Ixis, itself part a of the Caissedes Dépôts.The Ixis CIB and Ixis AM businesses were then contributed to the Caisse Nationale des Caisses d’Epargne(CNCE) as part of the transformationof the Groupe Caisse d’Epargneinto a major full-servicebanking group at the end of2004. Natixis was formed by the execution of the following contributions: CNCE’s contributionto Natexis Banques Populaires of certain a subsidiaries and shareholdings in corporate, investment and service banking businesses, as well as a share of the cooperativeinvestmentcertificates(CCI) issued since 2004 by each Caissed’Epargneet de Prévoyance; and the contribution to Natexis Banques Populaires by SNC a Champion, a vehicle set up by the Banque Fédérale des BanquesPopulaires(BFBP) and the BanquesPopulaires,of the remainingCaissesd’EpargneCCIs not contributedby CNCEand which had previously been acquired by SNC Champion from CNCE.In addition,CNCEand SNCChampioncontributedstakes in Ixis CIB and Ixis AM that they had previouslyacquiredfrom Sanpaolo IMI. As a result of these contributions,CNCE and BFBP (directly and indirectly through SNC Champion) each had a 45.52% stake in Natexis Banques Populaires, the name of which was then changed to Natixis. In addition to these contributions,each Banque Populaire issued CCIs representing20%of their capitalin favorof NatexisBanques Populaires, which hasincebecomeNatixis. BetweenNovember 18,2006 and December 5,2006, CNCE and BFBP (throughSNC Champion)sold some of their Natixis shares on the market via a Retail Public Offering in France for retail investorsand a Global Offering for institutionalinvestorsboth in and outside France. Once the transactionwas completed,CNCE and BFBPeachhelda 34.44%stake inNatixis. On February 26,2009,the BFBPBoardof Directorsand the CNCE Supervisory Board approved the terms and conditions of the mergerof their two central institutions,leading to the creationof the number two banking group in France. The underlying principles of BPCE, the central institution of a Groupe BPCE created by Law No. 2009-715of June 18, 2009, were approved on June 24, 2009 by the BFBP Board of

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Natixis Registration Document 2017

PRESENTATION OF NATIXIS History and links with BPCE

BPCE ORGANIZATION CHART 1.3.3

1

At December 31,2017, BPCE held 71% of the share capital of Natixis (71.02%of voting rights) mechanism) . The structureof GroupeBPCEat December 31,2017was as follows:

(see Section 1.3.2Financial solidarity

Groupe BPCE

9 million cooperative shareholders

100%

100% (1)

Banques Populaires

Caisses d’Epargne

50% 50%

BPCE central institution

71%

NATIXIS

29%

Free float

(1) IndirectlythroughLocal Savings Companies

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Natixis Registration Document 2017

1 PRESENTATION OF NATIXIS 2017 Key figures

2017 Key figures 1.4

RÉSULTAT NATIXIS

NATIXIS INCOME STATEMENT

2016

2015

2014

(en millions d’euros)

Produit Net Bancaire

8 718 2 480 (305) 2 287

8 704 2 749 (291) 2 473

7 512 2 073 (302) 1 838 2014 7,512 2,073 (302) 1,838 1 138 8,3 % 1,138 72,4 % 8.3 72.4%

Résultat Brut d’Exploitation (in millions of euros)

2017

2016

2015

Coût du risque

Net revenues

9,467 2,835 (258) 2,651

8,718 2,480 (305) 2,287

8,704 2,749 (291) 2,473

Résultat Avant Impôt Gross operating income Provision for credit losses RÉSULTAT NET PART DU GROUPE

1 374

1 344

Pre-tax profit

NET INCOME (GROUP SHARE)

1,669

1,374

1,344

ROTE

9,9 %

9,8 %

Coefficient d’exploitation ROTE

71,6 %

68,4 % 9. %

11.9% 70.1%

9.9%

Cost/Income ratio

71.6%

68.4%

BUSINESSES*

Businesses’ net revenues

Businesses’ pre-tax profit

Businesses’ ROE** after tax

in €m

in %

in €m

8,810 7,995

8,810

8,810

2,926

2,926

2,926

13.8%

13.8%

13.8%

7,995

7,995

8,810

2,515

2,515

2,515 2,926

11.9%

11.9%

11.9% 13.8%

7,995

3,581

3,581

3,581

2,515

3,270

3,270

3,270

11.9%

1,300

1,300

1,300

3,581

1,043

1,043

1,043

3,270

1,300

1,043

3,113

3,113

3,113

2,718

2,718

2,718

746

746

746

947

947

947

3,113

2,718

746

947

287 440

287 440

287 440

1,382 734

1,382 734

1,382 734

655 1,352

655 1,352

655 1,352

371 308

371 308

371 308

287 440

1,382 734

655 1,352

371 308

12.31.2016 12.31.2017 2.31.20 6 12.31.2016

2.31.2017

2.31.2017

12.31.2016 12.31.2017 2.31.20 6 12.31.2016

2.31.2017

2.31.2017

12.31.2016 12.31.2017

2.31.2016 12.31.2017

2.31.2016 2.31.2017

12.31.2016 12.31.2017

Corporate & Investment Banking Asset & Wealth Management Specialized Financial Services Insurance Corporate & Investment Banking Asset & Wealth Management Specialized Financial Services Insurance 12.31.2016 12.31.2017

12.31.2016 12.31.2017

Corporate & Inv stme t Banking Asset & Wealth Management Special zed F nancial Services Insurance

Corporate & Investme t Banking Asset & Wealth Management Special zed Financial Services I surance

* Pro forma figures reflecting methodological and reporting changes as published on November 13, 2017 (https://www.natixis.com/natixis/upload/docs/ application/pdf/2017-11/natixis_pr___restated_quaterly_series.pdf) ** Reported figures including non-recurring items. Excluding non-recurring items, 2017 ROE of 13.8%, 2016 ROE 12.2%.

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Natixis Registration Document 2017

PRESENTATION OF NATIXIS 2017 Key figures

1

FINANCIAL STRUCTURE

Basel 3 Common EquityTier 1 ratio (Phased-in) in %

Basel 3 risk-weighted assets (Phased-in)

in €bn

115.2

115.2

115.5

115.5

113.3

113.3

110.7

110.7

11.0% 10.8%

11.0% 10.8%

10.8%

10.8%

10.9%

10.9%

115.2

115.5

115.2

113.3

115.5

113.3

110.7

11.0% 10.8%

110.7

11.0% 10.8%

10.8%

10.9%

10.8%

10.9%

12.31.2016 12.31.2015 12.31.2014 12.31.2017 2.31. 016 2.31. 015 2.31. 014

12.31.2016 12.31.2015 12.31.2014 12.31.2017 2.31. 016 2.31. 015 2.31. 014

2.31.2017

2.31.2017

(in €bn)

(€)

(in €bn)

(€)

12.31.2016 12.31.2015 12.31.2014 12.31.2017 Book value per share* 2.31. 016 2.31. 015 2.31. 014

Total assets 2.31. 015 12.31.2016 12.31.2015 12.31.2014 12.31.2017 2.31. 016 2.31. 014

12.31.2017

2.31.2017

5.38

5.38

590.4

590.4

5.31

5.31

in €bn

5.27

5.27

(€) in €

(in €bn)

(in €bn)

(€)

520.0

5.18

520.0

5.18

527.8

527.8

500.3

500.3

5.38

5.38

590.4

590.4

5.31

5.31

5.27

5.27

520.0

5.18

527.8

520.0

5.18

527.8

500.3

500.3

12.31.2016 12.31.2015 12.31.2014 12.31.2017 2.31. 016 2.31. 015 2.31. 014

12.31.2016 12.31.2015 12.31.2014 12.31.2017 2.31. 016 2.31. 015 2.31. 014

2.31.2017

2.31.2017

12.31.2016 12.31.2015 12.31.2014 12.31.2017 2.31. 016 2.31. 015 2.31. 014

12.31.2016 12.31.2015 12.31.2014 12.31.2017 2.31. 016 2.31. 015 2.31. 014

2.31.2017

2.31.2017

OTHER INDICATORS

Board of directors

Board of directors

Long and short-term rating (As of end-February 2018) Ratings agency Long-term

Short-term Long and short-term rating (As of nd-February 2018) Ratings agency Long-term

Short-term

8

40 %

8

40 %

Standard & Poor’s

A (positive)

A-1

Standard & Poor’s

A (positive)

A-1

Moody’s

A2 (positive)

P-1

Moody’s

A2 (positive)

P-1

Meetings

Gender balance

Meetings

Gender balance

Fitch

A (positive)

F1

Fitch

A (positive)

F1

95 %

33 %

95 %

33 %

Net dividend per share in 2017** €0.37

Net dividend pe share in 2017** €0.37

Global rate of participation in board meeting

Independent directors I

Global rate of par cipation in board meeting

pend nt directors

Presence in the CSR indexes

Pres nce in the CSR indexes

Payout ratio in 2017 74 %

Payout ratio in 2017 74 %

* After paying out the proposed dividend for the fiscal years in question. ** Proposal presented to the May 23, 2018 Shareholders’ Meeting.

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Natixis Registration Document 2017

1 PRESENTATION OF NATIXIS Natixis’ businesses

Natixis’ businesses 1.5

Natixis is the international corporate and investment banking, asset management, insurance and financial services arm of Groupe BPCE, the second largest banking group in France. Natixis has a number of areas of expertise that are organized into four main businesses — Asset & Wealth Management, Corporate & Investment Banking, Insurance and Specialized Financial Services — and include the activities of the Corporate Center. Natixis operates in three key regions: the Americas (28% of net revenues (1) ), Asia-Pacific (5% of net revenues (1) ) and EMEA (Europe, Middle East and Africa, 67% of net revenues (1) ). Asset Management and Wealth Management continue to be centered on Natixis’ expertise in asset management, among the largest and most profitable asset managers worldwide. Asset Management 1.5.1.1 In 2017, Natixis announced a series of strategic goals for its Asset Management division in line with its 2018-2020 New Dimension Plan, and its continued commitment to its global multi-affiliate model. To better align with its business model, the Asset Management business was rebranded and a new brand platform was introduced. The newly named Natixis Investment Managers includes 26 specialized investment managers in the US, Europe and Asia. Natixis Investment Managers’ new brand platform is based on the Active Thinking SM concept, reinforcing its commitment to highly active, high-conviction investment management and highlighting its broad range of investment expertise. Natixis Investment Managers: a global player Natixis Investment Managers ranks 15 th globally by assets under management (Cerulli Associates: Global Markets 2017 report based on AuM as of December 2016; revenue and operating profit based on ranking of publicly traded asset managers). Natixis Investment Managers is a multi-affiliate business with a portfolio of 26 autonomous asset managers providing a diversified suite of distinctive active investment management expertise, with the support of a value-adding holding company. Natixis Investment Managers supports the growth of each affiliate through its global distribution platform, financial support for innovation and global oversight to ensure the consistency of the operational risk management our clients expect. ASSET & WEALTH MANAGEMENT 1.5.1

Natixis Investment Managers’ global distribution platform comprises two major segments: institutional investors (public and private pension funds, insurers and banks, sovereign funds and central banks, etc.) and distribution/retail (fund of funds, Private Banking, platforms and IWMAs). Natixis Investment Managers has distribution operations in over 20 countries with its main support functions based in Boston, London and Paris. For Natixis Investment Managers, 2017 featured solid investment performance, a meaningful increase in its asset base and significant new client wins, and strong financial results. Fund flows rebounded, driven by a well-diversified business mix. European and US affiliates generated €9 billion and €13.9 billion in net inflows respectively. By platform, the international distribution, US and Canadian platforms attracted a roughly equal proportion of net inflows. These inflows were also well-diversified across affiliates. The macroeconomic environment was very positive throughout the year with strong US growth, renewed optimism in Europe, strong corporate profitability, ample liquidity on the markets, and accommodative monetary policy in Europe. Investment performance was strong across the range of investment affiliates, helping to produce a 15% increase in revenues, 27% increase in operating profits, and €24 billion in net inflows. Strong net inflows and market action were offset by currency impacts and by the sale of its share in IDFC and the planned transfer of a portion of assets managed for CNP Life insurance. AuM at the beginning of the year stood at €831.5 billion and ended the year at €830.8 billion, a decrease of 6% at a constant euro basis. Natixis Investment Managers also expanded its affiliate range with the acquisition of a majority ownership stake in Australian equities manager, Investors Mutual Limited (IML), a successful, well-respected manager with a long-term, conservative, quality- and value-based investment style. IML has a long-term performance record across a range of funds with a broad retail client base. The acquisition brings Natixis Investment Managers expertise in Australian equities and additional exposure to the Australian retirement savings market. Over the next decade, the Asia Pacific will be one of the fastest growing markets in the world in terms of assets under management, and the region is critical to the growth of Natixis Investment Managers. Building on its current leading market position and its innovative and differentiating multi-affiliate business model, Natixis Investment Managers intends to further enhance the reach of its distribution network, continue to diversify its lineup of affiliate investment offerings, simplify its global operating model, and expand its global footprint and capabilities.

See Chapter 5 of this registration document — Note 16.2 of the Appendices to the consolidated financial statements. (1)

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Natixis Registration Document 2017

PRESENTATION OF NATIXIS Natixis’ businesses

Natixis InvestmentManagerswill continue to cement itself as a leading global player in the asset management industry, anchored by mature, market-leadingbusinesses in the US and France,a growingpresenceacross Europe,and continuedstrong growth in other critical regions, including the Asia-Pacific, the MiddleEast and Latin America.

Overall, it is targetingan annual revenue growth rate of 6% and net flows of €100 billion for the period2018-2020.Its objectiveis to generatemore than €1 billion in operatingincome in 2020 and reach€1 trillion of assets under management by the end of 2020.

1

Natixis Investment Managers: 26 specialized investment managers in the US, Europe and Asia (at end-2017 — assets under management in billions of euros) Natixis Asset Management (€316.3 billion): fixed income, European equities, investment and client solutions, volatility and a structured products, global emerging; Loomis Sayles (€223.2 billion): equities (growth, core, value) and fixed income (core to high yield); a Harris Associates (€116.9 billion): US and international value stocks; a AEW Europe (€27.7 billion): real estate asset management, real estate investment trusts (SCPI) and real estate mutual a funds (OPCI); AEW Capital Management (€20.8 billion): real estate asset management; a

DNCA Investments (€25.3 billion): fixed income and equities; a Managed Portfolio Advisors (€9.9 billion): overlay strategies; a Seeyond * (“NAM US”) (€7.2 billion): structured products and volatility; a H2O Asset Management (€15.8 billion): global macro multi-strategy and international fixed income; a Gateway Investment Advisers (€10.4 billion): hedged equity; a McDonnell Investment Management (€9.6 billion): municipal bonds; a Vaughan Nelson Investment Management (€11.0 billion): value stocks and bonds; a Mirova (€8.7 billion): SRI equity and fixed income, infrastructure project financing; a VEGA Investment Managers (€6.6 billion): funds of funds and fund selection; a Investors Mutual Limited (IML) (€6.4 billion): value-based Australian equities; a Ossiam (€2.9 billion): strategy-based ETFs (Exchange Traded Funds); a Dorval Asset Management (€2.5 billion): flexible management; a Darius Capital Partners (€0.6 billion): alternative investment advisory (hedge funds); a

Alpha Simplex group (€6.5 billion): quantitative investment management; a Active Investment Advisors (€1.0 billion): discretionary index-based strategies; a Private Equity Division (€7.9 billion): Alliance Entreprendre, Caspian Private Equity, Euro Private Equity, Naxicap Partners, a Seventure Partners.

Wealth management 1.5.1.2 In 2017, Natixis decided to reposition its wealth management business by focusing on the High Net Worth Individuals/ Family Office segment to better integrate this expertise within the Group,and by simplifyingand digitalizingits businessmodel. With this in mind, the brand BanquePrivée 1818 becameNatixis Wealth Management, covering the business in France, Luxembourg and Belgium. Natixis Wealth Management brings together a full range of expertise based on Private Equity, structuredproducts,real estate and asset managementsolutions offeredby NatixisInvestmentManagers. In addition, Natixis Wealth Managementhas developed its own expertise in wealth engineering, credit facilities, corporate

finance consulting and securities hedging. Natixis Wealth Management also relies on its asset management subsidiary, VEGA InvestmentManagers,and on all the affiliatesof the group for their specificexpertise. The Wealth Management Division serves two types of clients: group sourcing (the wealth management customers of BPCE banking network and business from Natixis) and direct clients. The Sélection 1818 platform, which addresses Independent Wealth Management Advisors for a clientele mainly “mass affluent”is in the processof being sold. In 2017, Natixis Wealth Management had net inflows of €1.4billion and managesa total of €31.6billion.

Since January 1, 2018, Seeyond – formerly the quantitative investment division of Natixis Asset Management – has become an investment * management company in its own right and an affiliate of Natixis Investment Managers. The AuM figures mentioned above are as of December 31, 2017, ie. before the Seeyond spin-off. Seeyond’s AuM are therefore included in Natixis Asset Management’s AuM.

15

Natixis Registration Document 2017

1 PRESENTATION OF NATIXIS Natixis’ businesses

CORPORATE & INVESTMENT 1.5.2 BANKING

In 2017, Corporate& InvestmentBanking continued to expand internationally:in March 2017,the Asia-Pacificplatformopened a branch in Taipei to support its business development in the Greater China region, and obtained a license to provide M&A advisoryservicesin HongKong. On November 20, 2017, Natixis unveiled its new 2018-2020 strategic plan called “New Dimension”under which Corporate & InvestmentBankingaims to: be recognized as a provider of innovative, tailor-made a solutions; become the go-to-bank in four selected key sectors: Energy a and natural resources, Infrastructure,Aviation, Real Estate & Hospitality. In addition,Corporate& InvestmentBankingintendsto increase businesswith insurersand financialsponsors,becomea leading player in green business and continue to expand internationally with a goal to generate over 40% of its revenues in the Americasand the Asia-Pacificregionby the end of the plan. The business will grow by maintaining very stringent risk and asset-liabilitymanagement using the O2D model in particular. Starting from high revenues in 2017, Natixis aims to increase the net revenues of its Corporate & Investment Banking business by 3% per annum over the course of the plan, with a returnon equity target of 14% in 2020. As part of this process, in October 2017 Corporate & Investment Banking announced a project to enhance the organizational structure of Global Finance. It includes the creation of an Energy & Natural Resourcesbusiness line and a Real Assets business line, including the Infrastructure,Aviation and Real Estate & Hospitality businesses. To consolidate the O2D model, the syndication activity in these sectors is being mergedwith the Global PortfolioManagementbusiness,which is also steppingup its role in the activemanagementof the loan book. The aim of this projectis to: capitalizemore effectivelyon the sector expertiseacquired in a energy and commodities, infrastructure, aircraft and real estatefinance; develop commercial relations with customers in these a sectors; promote the development of the Investment Banking and a M&Abusinesslines. The implementationof this projectis scheduledfor March 2018. In keeping with Natixis’ strategic ambitions for the green, sustainable economy, Corporate & Investment Banking has continued to consolidate the green franchise, particularly in renewable energy financing, SRI research, green bonds, and “climateequity”investmentsolutions. In order to offer new opportunities to issuers and investors globally, in late July 2017,Corporate& InvestmentBanking set up a Green & Sustainable Hub to deliver a continuum of dedicatedsolutionsand expertise.These includestructuringand origination of financing solutions (bonds, credit, securitization), structuring and engineering of investment solutions (equities, rates, credit), market intelligence,and advice for investors and issuersthat are clientsof the bank. Among the international initiatives, the Asia-Pacific platform strengthened its local offering and integrated China’s Green Finance Committee,an offshoot of the Chinese central bank to better meet the needs of local issuers and investors and supportthe developmentof the greenbankingindustry.

At December 31, 2017, the Corporate & Investment Banking (CIB) business line comprised 2,984 employees (FTEs) in 30 countriesaround the world. 52.9% of the employeeswere locatedin France,and 47.1% internationally. Corporate & Investment Banking serves corporate clients, financial institutions, institutional investors, investment funds, public sector entitiesand the GroupeBPCE networks.It advises them and develops innovative tailor-made solutions to support their strategy, drawing on the full range of its expertise in InvestmentBanking and Mergers& Acquisitions,on the capital markets, in financingand in transactionbanking. Its objective is to develop a strategic dialog with each of its clients over the long term, by building a close working relationship with them througha strongregionaland internationalpresence. Corporate &InvestmentBanking is structuredas five areas of expertise : Capital Markets (Global Markets) : a wide range of a diversified, standard and bespoke products and solutions on the fixed income, credit, forex, commodities and equities markets; Financing (Global Finance) : origination, arrangement and a syndication of structured financing, as well as portfolio managementfor all vanilla and structured financing under an originate-to-distribute (O2D)model; Global Transaction Banking : trade finance, liquidity a management,cash managementsolutionsfor corporatesand financial institutions,and workingwith clients to developtheir businessin Franceand internationally; Investment Banking : strategic financing and acquisitions, a financing on the primary markets for bonds and equities, financial engineering applied to holdings, and financial structureand rating advisoryservices; Mergers & Acquisitions : preparation and execution of a disposals and mergers, fundraising, restructuring and capital protection. These areas of expertise are adapted locally across the three internationalplatforms : Americas : Argentina, Brazil, Canada, Chile, Colombia, a Mexico,Peru and the United States; Asia-Pacific : Australia, China, Hong Kong, India, Indonesia, a Japan, Malaysia, Singapore, South Korea, Taiwan and Thailand; EMEA (Europe,the MiddleEast and Africa):France,Germany, a Italy, Kazakhstan, Russia, Spain, Switzerland, Turkey, the United Arab Emirates, and the United Kingdom. Corporate& InvestmentBankinghas a cross-business Coverage teamdedicatedto Natixis’clientcoverage.This teamseesclients througheverystageof their development,drawingon all areasof Natixis' expertise to anticipate clients' needs and offer them targetedadvice on the challengesthey face. Organizedby client type(financialinstitutionsand the publicsector,investmentfunds and corporates), the Coverage function has a strong regional presence in France, and is supported internationallyby all the Natixisteamsworkingin 38 countries.This structureencourages responsiveness,close, personalized working relationships and in-depth strategic dialog over the long term withclients.

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Natixis Registration Document 2017

PRESENTATION OF NATIXIS Natixis’ businesses

On December 6, 2017, Natixis and ODDO BHF announced plans for a long-term partnership on the equity markets (cash equity, equity research, equity capital markets) with a view to delivering a unique solution for investors and issuers that is consistent with the regulatory changes associated with MiFID II. The aim is to create a leading player on equity broking and equity capital markets in continental Europe. The combination of research and sales teams serving corporate and investors, the strength of Natixis’ Corporate & Investment Banking business and ODDO BHF’s distribution capabilities should enable them to gain market share. This partnership will result in: the transfer of Natixis’ equity broking and equity research a activities in France to ODDO BHF; the reunion of both players’ equity capital markets activities in a France under Natixis; the acquisition by Natixis of a 5% equity interest in ODDO a BHF. Global markets (capital markets) 1.5.2.1 In fixed income, credit, forex, commodities and equity markets, Natixis offers its corporate and institutional (both private and public sectors) clients and Groupe BPCE network clients a wide range of investment, financing and hedging products that tie into its widely recognized research. Underpinned by extremely rigorous risk management, the capital markets business is based on a strategy focused on delivering solutions in which innovation and responsiveness to clients’ specific needs are strong differentiating factors. The financial engineering and sales teams therefore play a central role in this strategy, which focuses squarely on dialog with clients, thereby strengthening long-term relationships. A multi-underlying approach is being developed for clients, as shown by the creation of the Global Securities Financing team which operates in both the fixed income and equity markets. This approach is being applied in the international platforms, especially in Asia, where a number of specialists have been hired to develop the offer of multi-underlying solutions. The prestigious “Structured Products House of the Year” award won in Asia for 2017 (source: AsiaRisk) reflects the bank’s strong position in this highly competitive market. As a result of the strategy implemented over the past four years, Global Markets delivered an excellent performance in 2017, outperforming the market and with revenues up sharply despite a difficult environment, particularly in the third quarter, which was marked by low volatility. Fixed income, credit, forex and commodities markets On the fixed income markets , our teams offer clients financing, investment and hedging products and solutions on the credit, fixed income and forex markets in OECD and emerging countries. The teams are located in Europe (Paris, London, Milan, Madrid and Frankfurt), the Middle East (Dubai), Asia (Singapore, Tokyo, Hong Kong, Shanghai and Taipei) and the Americas (New York, Houston and São Paulo). In early January 2017, a cross-business European sales and financial engineering team was created, making financial

engineering a key component of the fixed income business. The team is dedicated to driving the development and sale of innovative solutions for clients on the credit, fixed income and forex markets, while increasing the added value of those solutions among target clients. 2017 saw a rise in the intensity and international reach of activities across the three geographical zones, leading to the expansion of the following teams: the sales teams in Germany, the United Kingdom (mainly for a the sale of securitization assets) and Eastern Europe (mainly for Russian clients); the financial engineering, sales and Global Structured Credit & a Solutions (GSCS) teams, in order to cover Asian and Australian customers; the sales teams for North American and Latin American a clients. The focus on the development of solutions is paralleled by the digitalization of activities, including the increasing electronization of flows. A new digital interface has also been developed to enhance the oversight of business development and ensure better client follow-up. On the credit market , to address structural issues related to the growing disintermediation of financial markets, the GSCS teams offer clients solutions geared towards efficient asset and liability management, such as advisory and financing solutions for balance sheet reduction, arrangement of alternative financing or regulatory optimization. GSCS launched ABS/CLO trading activities in 2017. This new team complements the existing origination, structuring and syndication business, and means that Natixis is able to offer clients services right across the structured credit value chain. Business in this market segment was brisk across the three international platforms in 2017. In Europe, the Merius investment platform, which was set up in 2016, reached over €1 billion in investments at the end of 2017, underlining investor interest in this innovative solution on the Dutch residential mortgage market. On the catastrophe (cat) bonds market, Natixis successfully co-arranged and placed an innovative bond issue (including a Rule 144A placement on the US market) worth €90 million, providing the Covéa group with three-year coverage against storm risks in Europe. Growing interaction between the international teams has also led to some major deals, including the BSL (broadly syndicated loan) CLO in early 2017 for US asset manager Voya. The CLO was distributed in the Americas, Europe and Asia, and its equity tranche, placed with Taiwanese investors, was named “Best Insurance Deal of the Year, APAC” (source: SRP Asia Pacific Awards 2017) . A good example of our ability to innovate, this tranche was structured to comply with the specific regulatory constraints of Taiwanese insurers and allow them to invest in the equity tranche of this US-originated CLO. Natixis is a recognized arranger and placement agent in the US CLO market, where it was the sixth largest CLO arranger in 2017 (source: Thomson Reuters) . The bank participated in the entry of new issuers into this market, with inaugural deals such as the Nassau 2017-I Ltd CLO and the Pacific Asset Management CLO. It was also involved in a number of landmark transactions, such as the $1.5 billion Fortress Credit Opportunities IX CLO Ltd deal for a subsidiary of the Fortress Investment Group, in which Natixis acted as sole lead manager, and which was placed with US, Japanese, Danish, UK and Australian investors.

1

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Natixis Registration Document 2017

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