NATIXIS - Universal registration document and financial report 2019

8 GENERAL SHAREHOLDERS’ MEETINGS

Combined General Shareholders’ Meeting of May 20, 2020

Statutory Auditors’ special report on related-party 8.2.4 agreements

General Shareholders’ Meeting called to approve the financial statements for the fiscal year ended December 31, 2019

To the Shareholders, NATIXIS S.A. 30 avenue Pierre Mendès-France 75013 Paris

In our capacity as your Company’s Statutory Auditors, we hereby submit our report on related-party agreements. We are required to inform you, on the basis of the information provided to us, of the key features, terms and conditions as well as the reasons justifying the relevance for the Company of the contractual agreements that have been indicated to us or that we may have identified in the performance of our assignment. It is not our role to comment whether they are beneficial, or to ascertain the existence of any other agreements. It is your responsibility, in accordance with Article R. 225-31 of the French Commercial Code (code d e commerce), to assess the benefits resulting from these agreements prior to their approval.

In addition, we are required to inform you, in accordance with Article R. 225-31 of the French Commercial Code, of the execution during the past fiscal year of the agreements already approved by the General Shareholders’ Meeting. We performed the procedures we considered necessary to comply with the professional code of the Compagnie Nationale des Commissaires aux Comptes (France’s National Association of Statutory Auditors) relating to this assignment. Our work consisted in verifying that the information provided to us is consistent with the underlying documents from which it was extracted.

Agreements submitted for the approval of the General Shareholders’ Meeting Agreements authorized and entered into during the past fiscal year In accordance with Article L. 225-40 of the French Commercial Code, we were informed of the following agreements entered into during the past fiscal year that were approved by the Board of Directors.

Amendment to the Tranche 1 new business reinsurance treaty, b) entered into by BPCE Vie and CNP Assurances in the presence of Natixis and pertaining to the quota share reinsurance of euro-denominated guarantees issued by BPCE Vie through BPCE Vie life insurance and accumulation contracts for retirement savings, distributed by entities within the Retirement Savings scope, except for the contracts identified in Article R. 342-9 of the French Insurance Code (code des a ssurances). These agreements will be presented for approval at the May 20, 2020 General Shareholders’ Meeting. Corporate officers concerned on the applicable date: Laurent Mignon, Chairman of the Management Board of BPCE and Chairman of the Board of Directors of Natixis; Catherine Halberstadt, a member of the Management Board of BPCE and permanent representative of BPCE at Natixis; Bernard Dupouy, a member of the Supervisory Board of BPCE and a member of the Board of Directors of Natixis; Thierry Cahn, Vice-Chairman of the Supervisory Board of BPCE and a member of the Board of Directors of Natixis; and Françoise Lemalle, a member of the Supervisory Board of BPCE and a member of the Board of Directors of Natixis. These agreements had no financial impact in 2019.

New partnership agreements entered into by CNP Assurances, BPCE, Natixis S.A. and BPCE Vie At its meeting of December 19, 2019, the Board of Directors authorized the following new partnership agreements between CNP Assurances, BPCE, Natixis S.A. and BPCE Vie: Agreement modifying the new partnership agreements entered a) into by CNP Assurances, BPCE, Natixis and BPCE Vie: this agreement modifies the Memorandum of Understanding reached in 2015 and several of the new partnerships enacted to implement it. As stated previously, this agreement, which entered into force on January 1, 2020, provides for the extension of the initial expiration date of the existing agreements (currently December 31, 2022) to December 31, 2030 with the possibility of renewing these agreements upon each expiration for successive three-year periods until 2052, and a change to the coinsurance breakdown for collective payment protection insurance, to be shared equally (50/50) between CNP Assurances and Groupe BPCE effective January 1, 2020; 1.

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2019