NATIXIS - Universal registration document and financial report 2019

8 GENERAL SHAREHOLDERS’ MEETINGS

Combined General Shareholders’ Meeting of May 20, 2020

Resolution four: Approval of the agreements covered by Articles L.225-38 et seq. of the French Commercial Code The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, having reviewed the special report of the Statutory Auditors on the agreements subject to the provisions of Articles L.225-38 et seq. of the French Commercial Code, hereby approves all provisions of this report and the new agreements mentioned therein (other than that authorized by the Board of Directors on February 12, 2019, which was already submitted to the General Shareholders’ Meeting on May 28, 2019), having been authorized by the Board of Directors and entered into during the fiscal year ended December 31, 2019, or after this date up until the Board of Directors’ Meeting in which the financial statements for the year ended December 31, 2019, were approved. Resolution five: Approval of the disclosures referred to in Article L.225-37-3(I) of the French Commercial Code, pursuant to Article L.225-100(II) of the French Commercial Code The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby approves, pursuant to Article L.225-100(II) of the French Commercial Code, the disclosures referred to in Article L.225-37-3(I) of the French Commercial Code, as set out in the corporate governance report presented in Chapter 2, Section 2.4 and Chapter 8, Section 8.2.2 of the 2019 Natixis universal registration document. Resolution six: Approval of the fixed, variable and non-recurring items constituting the total compensation and benefits of any kind paid during fiscal year 2019 or granted in respect of the same fiscal year to the Chairman The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby approves, pursuant to Article L.225-100(III) of the French Commercial Code, the fixed, variable and non-recurring items constituting the total compensation and benefits of any paid during fiscal year 2019 or granted in respect of the same fiscal year to Laurent Mignon, Chairman of the Board of Directors, as set out in the corporate governance report presented in Chapter 2, Section 2.4 and Chapter 8, Section 8.2.2 of the 2019 Natixis universal registration document. Resolution seven: Approval of the fixed, variable and non-recurring items constituting the total compensation and benefits of any kind paid during fiscal year 2019 or granted in respect of the same fiscal year to the Chief Executive Officer, pursuant to Article L.225-100(III) of the French Commercial Code The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby approves, pursuant to Article L.225-100 of the French Commercial Code, the fixed, variable and non-recurring items constituting the compensation and benefits of any paid during fiscal year 2019 or granted in respect of the same fiscal year to François Riahi, Chief Executive Officer, as set out in the corporate governance report presented in Chapter 2, Section 2.4 and Chapter 8, Section 8.2.2 of the 2019 Natixis universal registration document. of the Board of Directors, pursuant to Article L.225-100(III) of the French Commercial Code

Resolution eight: Approval of the compensation policy for the Chairman of the Board of Directors,

pursuant to Article L.225-37-2 of the French Commercial Code

The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, pursuant to Article L.225-37-2 of the French Commercial Code, hereby approves the compensation policy for the Chairman of the Board of Directors, as set out in the corporate governance report presented in Chapter 2, Section 2.4 and Chapter 8, Section 8.2.2 of the 2019 Natixis universal registration document. Resolution nine: Approval of the compensation policy for the Chief Executive Officer, pursuant to Article L.225-37-2 of the French Commercial Code The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, pursuant to Article L.225-37-2 of the French Commercial Code, hereby approves the compensation policy for the Chief Executive Officer, as set out in the corporate governance report presented in Chapter 2, Section 2.4 and Chapter 8, Section 8.2.2 of the 2019 Natixis universal registration document. Resolution ten: Approval of the compensation policy for the members of the Board of Directors, pursuant to Article L.225-37-2 of the French Commercial Code The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, pursuant to Article L.225-37-2 of the French Commercial Code, hereby approves the compensation policy for the members of the Board of Directors, as set out in the corporate governance report presented in Chapter 2, Section 2.4 and Chapter 8, Section 8.2.2 of the 2019 Natixis universal registration document. Resolution eleven: Overall budget for compensation paid to the employees referred to in Article L.511-71 of the French Monetary and Financial Code during the fiscal year ended December 31, 2019 The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, consulted pursuant to Article L.511-73 of the French Monetary and Financial Code, hereby approves the overall budget for compensation of any kind in the amount of €180 million, paid during the fiscal year ended December 31, 2019, to employees referred to in Article L.511-71 of the same Code.

Resolution twelve: Ratification of the co-opting of Dominique Duband as a director

The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby ratifies the co-opting by the Board of Directors at its meeting on February 6, 2020, of Dominique Duband as a director to replace Françoise Lemalle, who resigned, for the remainder of her term of office, i.e. until the adjournment of the 2022 General Shareholders’ Meeting held to approve the financial statements for the year ending December 31, 2021.

524

NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2019

Made with FlippingBook Annual report