NATIXIS_REGISTRATION_DOCUMENT_2017

2 CORPORATE GOVERNANCE

Policies and rules established for determining compensation and benefits of any kind for corporate officers

Policies and rules established for 2.4 determining compensation and benefits of any kind for corporate officers

COMPENSATION AND BENEFITS 2.4.1 OF ANY KIND FOR MEMBERS OF THE BOARD OF DIRECTORS The members of the Board of Directors of Natixis received directors’ fees for the 2017 fiscal year subject to the terms and conditionsset out below. The overall annual budget for directors’ fees to be allocated to members of the Board of Directors is €650,000 (see the 36 th resolution of the Combined General Shareholders’ Meeting of May 19,2015) . Directors’fees are grantedaccordingto the followingrules:

Furthermore, in accordance with the rules applicable within Groupe BPCE, the portion of directors’ fees going to BPCE directors (including that of the Chairman) is granted and paid to BPCEand not to the directors. Until December 31, 2017, directors’ fees were subject to total withholdingtax of 36.5%for residentsof France. COMPENSATION AND BENEFITS 2.4.2 OF ANY KIND FOR THE CHAIRMAN OF THE BOARD OF DIRECTORS AND THE CHIEF EXECUTIVE OFFICER Compensation and benefits 2.4.2.1 of any kind for the Chairman of the Board of Directors, François Pérol, in 2017 In accordance with the principles approved by the General Shareholders’Meetingon May 23,2017, FrançoisPérol received no compensation in 2017 for his duties as Chairman of the NatixisBoardof Directors. of any kind for Laurent Mignon in connection with his duties as Chief Executive Officer of Natixis in 2017 The components of Laurent Mignon’s compensation for 2017 comply with the principles approved by the General Shareholders’Meetingof May 23,2017. Fixed compensation The fixed compensation for 2017 for Laurent Mignon was €960,000. Annual variable compensation The annual variable compensationin respect of fiscal year 2017 was calculated on the basis of quantitativeand strategic criteria first reviewedby the CompensationCommitteethen validatedby the Board of Directors, and submitted to a vote at the General Shareholders’Meetingon May 23,2017. Compensation and benefits 2.4.2.2

Directors’ fees

Fixed portion (prorated to the term of office)

Governing body

Variable portion

Board of Directors Chairman

N/A

N/A

Member (maximum of €22,000)

€2,000/meeting (capped at 7 meetings)

€8,000

Audit Committee

€2,000/meeting (capped at 6 meetings) €1,000/meeting (capped at 6 meetings) €2,000/meeting (capped at 6 meetings) €1,000/meeting (capped at 6 meetings) €2,000/meeting (capped at 2 meetings) €1,000/meeting (capped at 2 meetings) €2,000/meeting (capped at 4 meetings) €1,000/meeting (capped at 4 meetings) €12,000/meeting (capped at 1 meeting) €2,000/meeting (capped at 1 meeting)

Chairman

€17,000

Member

€3,000

Risk Committee

Chairman

€17,000

Member

€3,000

Appointments Committee

Chairman

€15,000

Member

€2,000

Compensation Committee

Chairman

€15,000

Member

€2,000

Strategic Committee

Chairman

N/A

Member

N/A

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Natixis Registration Document 2017