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