NATIXIS_REGISTRATION_DOCUMENT_2017

CORPORATE GOVERNANCE Management and oversight of corporate governance

Anne Lalou

Bernard Oppetit

Catherine Pariset

Henri Proglio

Nicolas de Tavernost

Criteria for appraisal*

In the last five years, be or have been: - an employee or executive corporate officer of Natixis; - an employee, executive officer, executive corporate officer or director of a company consolidated under the Company; - an employee, executive corporate officer or director of BPCE or of a company consolidated by BPCE Is not an executive corporate officer of a company in which Natixis holds a directorship either directly or indirectly, or in which a designated employee of Natixis or an executive corporate officer of Natixis (currently or within the last five years) holds a directorship Is not a major customer, supplier, or corporate or investment banker (or linked directly or indirectly to these persons) to the Company or the Group; does not derive a significant portion of business from the Company or its Group Has not been an auditor of the Company in the previous five years Has not been a Board member of the Company for more than 12 years (period after which the capacity of Board member ceases) Is not a Board member representing a major shareholder of Natixis or BPCE Does not receive and has not received any significant additional compensation from the Company or Group other than director’s fees, including participation in any stock option plan or any other performance-related compensation plan See Section 2.3.1.2.B of this registration document. * The term of office for Natixis directors was reduced from six to four years at the Combined General Shareholders’ Meeting of May 19, 2015. This change was applied not only to terms of office renewedat the General Shareholders’Meetingbut also to any new terms of office and terms in progressat that date. Since April 30, 2009, the Board of Directorshas been chaired by François Pérol, Chairman of the BPCE Management Board. At the end of the General Shareholders’ Meeting, the Board of Directors, at its meeting of May 19, 2015, unanimously reappointed François Pérol as Chairman of the Board of Directors. Changes made to the Board of Directors in 2017 and since January1, 2018: on May 23, 2017, the Combined General Shareholders’ a Meetingof Natixis: ratifiedthe co-optingof CatherineParisetas a Directorby the j Board of Directors on December 14, 2016, to replace Laurence Debroux, to serve out the remainder of her predecessor’s term of office, i.e. until the General Shareholders’Meeting of 2019 held to approve the financial statementsfor the year endingon December 31,2018, Has no close family ties with a director

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renewed the term of office of Nicolas de Tavernost for four j years, i.e. until the General Shareholders’Meeting of 2021 held to approve the financial statementsfor the year ending on December 31,2020; on May 24,2017, Michel Grass resignedfrom his positionas a a Director of Natixis and from his roles as a member of the Compensation Committee and the Strategic Committee following his appointment as Chairman of the Supervisory Boardof BPCE; on August 1, 2017, the Board of Directors co-opted a BernardDupouy to replace Michel Grass, to serve out the remainder of his predecessor’s term of office, i.e. until the General Shareholders’ Meeting of 2019 held to approve the financial statements for the year ending on December 31, 2018; on December 21, 2017, the Board of Directors enacted the a replacement of Marguerite Bérard-Andrieu with Catherine Halberstadt as Permanent Representative of BPCE on the Boardof Directorsof Natixis,effectiveJanuary 1,2018.

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Natixis Registration Document 2017