NATIXIS_REGISTRATION_DOCUMENT_2017

FINANCIAL DATA Consolidated financial statements and notes

CAPITAL MANAGEMENT

NOTE 12

Share capital 12.1

Ordinary shares

Number of shares

Par value

Capital in euros 5,019,319,328

At January 1

3,137,074,580

1.60 1.60

Capital increase

285,658

457,053

AT DECEMBER 31

3,137,360,238

5,019,776,381

1,431,936treasurysharesat December 31,2017, and 1,457,006sharesat December 31,2016. The capital increase in 2017 is linked to the award of free shares to some Natixis employeesunder the 2012 and 2013 Retentionand PerformancePlans, for whichpaymentis share-based (see Note 5.17and Note 11.2.2.) .

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Capital Management 12.2 Natixis’ main capital managementobjectives are to ensure that the Group meets the capital requirements imposed by its external environment and maintains an adequate rating to supportits activityand maximizeshareholdervalue. Natixis adapts the management of its capital structure in line with changes in economicconditionsand in the risk profile of its operations. Its objectives, policies and procedures remained unchangedin 2017. Equity instruments issued 12.3 Perpetual deeply subordinated notes 12.3.1 and preference shares In accordance with IAS 32, issued financial instruments are classified as debt or equity depending on whether or not they incorporatea contractualobligationto delivercash to the holder. Since December 31, 2009, issues of perpetual deeply subordinatednotes and preferenceshares have been recognized as equity instruments issued in accordance with a clause concerningdividend paymentswhich has become discretionary, and have been booked to “Consolidated reserves” in the consolidatedbalancesheet. The conversion of these debt instruments into equity instruments had generated a gain of €418 million recognized in incomeon June 30,2009. Issues after June 30, 2009 were always classified as equity given the discretionarynatureof their interest.

Deeply subordinated notes amounted to €2,232 million, comparedwith €1,611 millionat December 31,2016, an increase of €621 million correspondingto issues and redemptionsmade during2017. Note that the gross amount of exchange rate fluctuations in deeply subordinated notes in foreign currencies recorded in income at December 31, 2017 amounted to €103.9 million, or €68.1 million after tax, compared with €9.4 million at December 31,2016, or €6.1millionafter tax. The main features of undated deeply subordinated notes are outlinedin the Chapter [14]of the Pillar III report. Liquidity contract management 12.3.2 Natixis entered into a liquidity contract with an independent service provider,and in accordancewith the ComplianceCharter established with the French Financial Markets Association (Association des Marchés Financiers) on September 23, 2008, approved by the Autorité des Marchés Financiers on October 1, 2008. Under this contract, this service provider is mandated to intervene in Natixis’ treasury shares with a view to increasing transaction liquidity and the trading of Natixis shares so as to avoid price gaps unjustifiedby markettrends. This authorization is based on the twelfth resolution of the General Shareholders’ Meeting of May 23, 2017. It authorizes Natixis to acquire, at a maximum price of €10 per share, a number of shares not exceeding 10% of the shares making up the capitalof Natixis. Pursuant to this contract, Natixis holds 1,219,389 shares representing€8 millionas at December 31,2017.

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Natixis Registration Document 2017