NATIXIS_REGISTRATION_DOCUMENT_2017

7 LEGAL INFORMATION Natixis bylaws

accounting documents imposed by both the laws governing companiesand by bankingregulations. All these documentsare placed at the disposal of the Statutory Auditorsaccordingto legal and regulatoryprovisions. Article 33 – Earnings for the fiscal year – Dividends From the earnings of each fiscal year, minus any losses carried forward as the case may be, at least 5% is levied to create the legal reserve. This levy ceases to be mandatory when said reserve reaches a sum equal to one-tenthof the share capital. It must be resumedwhen this reservefalls belowone-tenth. The balance of the earnings constitutes,along with any retained earnings, the distributable profit of which the Ordinary General Shareholders'Meeting disposes freely in the framework of the laws in force, and which it can carry forward,or place on reserve, or distribute partially or entirely, on the proposal of the Board of Directors. The OrdinaryGeneral Shareholders’Meetingmay also decide to distribute sums levied from retained earnings or from the reserves at its disposal; in such case, the decision expressly referencesthe reserveitems fromwhich the levies are made. The OrdinaryGeneralShareholders’Meetingmay offer an option to the shareholders,for all or a part of the dividend distributed, between payment of the dividend in cash or in shares. In this second option, payment will take place through the allocationof Company shares in accordance with the applicable legal and regulatoryprovisions. Under the legal conditions in force, the Board of Directors may decideto pay interimdividendsin cash or in shares. The annual dividends are paid at the dates established by the Board of Directors within a period of nine monthsfollowing the close of the fiscal year. Chapter VI: Dissolution – Liquidation Article 34 – Equity capital below one-half of the share capital If, due to losses recognized in the accounting documents, the Company’s equity falls below one-half of the share capital, the Board of Directors is required, within four monthsfollowing the approval of the financial statements having revealed these losses, to convene the Extraordinary General Shareholders’ Meeting in order to decide whether it is fitting to dissolve the Companyearly. Should the Board of Directors fail to convene the Extraordinary General Shareholders’ Meeting, the Statutory Auditors may do so. Article 35 – Dissolution – Liquidation At the Company’sexpiry, or in the event of early dissolution,the General Shareholders’ Meeting determines the liquidation method,on the proposalof the Board of Directorsand subject to the legal requirements in force, and appoints one or more liquidatorswhosepowersit determines.

Article 27 – Right of discovery All shareholdersare entitled to receive, on the conditionsand on the dates stipulatedby law, the documentsnecessaryto enable them to make an informed decision on the Company’s managementand control. The nature of the documents and the terms and conditions for their dispatch or availability are determined by law and regulations. Ordinary General Shareholders’ Meetings Article 28 – Date of the meeting Shareholders are convened annually to an Ordinary General Shareholders’Meetingby the Board of Directors,prior to the end of the fifth month following the close of the fiscal year, on the date, at the time and at the location stated in the notice of the meeting. Article 29 – Prerogatives The Ordinary General Shareholders’ Meeting, which must be held annually, hears the report on the Company’s business drafted by the Board of Directorsand presentedby its Chairman, as well as the report by the Statutory Auditors and any other report stipulatedin the regulations. It discusses,approves,rejectsor adjuststhe financialstatements and determinesthe profit to be distributed. It appoints the directors, the non-voting members and the StatutoryAuditors. It determinesthe amountof the directors'fees to be allocatedto the Boardof Directors. It votes on all proposalsenteredonto the agenda. Extraordinary General Shareholders’ Meetings Article 30 – Prerogatives The Extraordinary General Shareholders’ Meeting may be convened at any time either by the Board of Directors or pursuant to any legal provision. It may amend any of the provisionsof these bylaws, in particularit can increaseor reduce the share capital, extend the Company’s duration or decide its early dissolution, however, it cannot change the Company’s nationalityor increasethe shareholders’commitments. Chapter V: Fiscal year – Parent company financial statements – Appropriation of earnings Article 31 – Fiscal Year The Company’s fiscal year begins on January 1 and ends on December 31. Article 32 – Inventory – Annual Financial Statements Each quarter, a brief statement of the Company’s assets and liabilities is prepared. This statement is at the disposal of the Statutory Auditors and is published according to the laws in force. Furthermore, at the end of each fiscal year, an inventory is drafted of the Company’s various assets and liabilities and

Chapter VII: Disputes Article 36 – Disputes

Any dispute arising among the shareholders concerning the performance of these bylaws shall be submitted to the courts having jurisdictionwherethe Companyhas its registeredoffice.

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Natixis Registration Document 2017