NATIXIS - Universal registration document and financial report 2019

8 GENERAL SHAREHOLDERS’ MEETINGS

Terms and conditions of attendance by shareholders at Shareholders’ Meetings

Terms and conditions of attendance 8.1 by shareholders at Shareholders’ Meetings

Convening notices 8.1.1 General Shareholders’ Meetings are convened by the Board of Directors or, failing this, under the conditions of Article L.225-103 of the French Commercial Code. Notices of meeting are prepared in accordance with the conditions laid out in the applicable regulations (Article 21 of the bylaws).

Meetings take place either at the registered office or at another location specified in the notice.

Different types of meetings 8.1.2

Shareholders’ Meetings may take the form of Ordinary, Extraordinary or Combined Meetings depending on the items on the agenda.

Extraordinary General Shareholders’ Meeting (EGM) The EGM is convened each time there are decisions concerning a change in the bylaws, notably in the event of a financial transaction affecting the share capital. Decisions are made by a two-thirds majority vote of the shareholders present or represented at the meeting. Combined Shareholders’ Meeting (CSM) The CSM combines the two previous types of meetings (OGM and EGM) on the same date under the same notice of meeting. With respect to holders of bearer shares, proof of their status as a shareholder must be provided directly to the centralizing body of the meeting by the authorized intermediaries holding their bearer share accounts. The intermediaries do so by producing a certificate that must be attached to the voting form or admission card request in the name of the shareholder or the name of the registered intermediary acting on behalf of the shareholder. A certificate is also delivered to shareholders who wish to attend the meeting in person and who have not received an admission card by D-2, midnight Paris time. Under the terms and conditions set forth by law and regulations, shareholders may send their proxy and absentee voting ballots, either in paper format or, on the decision of the Board of Directors published in the notices of meeting, electronically. The Board of Directors may also decide that shareholders may participate and vote at any General Shareholders’ Meeting by conference call or electronic transmission under the terms and conditions set by the regulations.

Ordinary General Shareholders’ Meeting (OGM)

The OGM is held annually and its purpose is to inform shareholders about the running of the Company. Their principal objective is to give an opinion on the financial statements of the previous fiscal year, to determine the appropriation of income, and to set the dividend and the conditions for its payment. The OGM may also be used to appoint or re-appoint directors, non-voting members and Statutory Auditors and, if necessary, ratify the co-option of a member of the Board. Decisions are made by simple majority vote of the shareholders present or represented at the meeting. Shareholders’ Meetings include all the shareholders whose securities have no outstanding payments due. Pursuant to Article R.225-85 of the French Commercial Code, those shareholders who can prove their shares are in a custody account (pursuant to Section 7 of Article L.228-1 of the French Commercial Code) in their name or in the name of an intermediary acting on their behalf, either in the registered share accounts held by the Company or in the bearer share accounts held by their authorized intermediaries, no later than two working days before the date of the meeting (by midnight Paris local time hereinafter referred to as D-2), may attend the meetings. An authorized proxy (namely the shareholder’s spouse or another shareholder, a partner with whom the shareholder has a civil partnership, or any other individual or legal entity of their choice) may always represent a shareholder at Shareholders’ Meetings. This proxy may not represent another person. For holders of registered shares, an entry in the registered share accounts by D-2 is sufficient for them to be able to attend the meeting. Conditions for admission 8.1.3

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2019