We firmly believe that maintaining the highest professional standards based on ethics and accountability across our businesses is key to retaining and increasing the invaluable trust and confidence of our customers, our shareholders and all of our partners. In 2018, Natixis will therefore adopt a Code of Conduct which will apply to all employees and stakeholders worldwide.
In December 2017, Natixis and ODDO BHF announced plans for a long-term partnership in order to create a continental European leading player in the equity markets. This partnership will result in the transfer of Natixis’ equity research activities in France to ODDO BHF.
Quantitative research contributes to the adaptation of our offering on the capital markets. It supports the bank’s financial innovation process and ensures that it remains competitive in today’s fast-changing markets. Its teams help develop pricing and risk management models and quantitative asset allocation strategies.
In France, Natixis was mandated as guarantor bank for LVMH’s public takeover bid for the Christian Dior fashion house, in which it acted as MLA/bookrunner and underwriter, and as MLA/bookrunner of a bond issue. Natixis also participated in the acquisition of Cerba Healthcare by Partners group and PSP Investment via the arrangement of a Term Loan B, a senior uncovered bond issue and a revolving credit facility. Natixis also provides financing for general corporate purposes and contributed to the refinancing of Banijay’s debt via a syndicated loan, and an inaugural high-yield bond issue. In Spain, it acted as sole arranger and underwriter for the acquisition of a 25% stake in Compania Logistica de Hidrocarburos (CLH) by CVC Capital Partners. Acting as bookrunner, in the UK it arranged financing for the acquisition of the UK company Civica by the Swiss Private Equity firm Partners group. In Italy, Natixis acted as bookrunner and MLA in arranging €5.45 billion for Pirelli’s debt financing and then as co-manager in the company’s IPO.
In five years, the bank has established a strong presence among major corporates in France and has developed a regular strategic dialog with them. In 2017, it carried out a number of landmark deals as, for example, financial adviser to Vivendi for the acquisition contract for the 60% stake in Havas held by the Bolloré group. Natixis also continued to expand its business with mid caps and investment funds via Natixis Partners, which notably advised PAI Partners in the sale of Cerba Healthcare to Partners group.
As part of its strategy to concentrate its energies on four strategic sectors, Corporate & Investment Banking and its affiliates have also built sector-based teams to deliver optimum solutions to clients in these sectors, drawing on the full range of international expertise.
These solid performances allowed the Caisse d’Epargne and Banque Populaire banks to gain market share, highlighting the effectiveness of the model developed by Natixis Financement with the BPCE networks.
After initially targeting a French client base, Natixis Coficiné is now expanding its activities in several countries in the European Union (Germany, Belgium, Spain, Italy, Luxembourg, the UK and Nordic countries), the United States and Canada.
Call for applications Every year a third of the Committee is renewed. Throughout the year, interested shareholders are invited to put forward their application.
CORPORATE GOVERNANCE Additional information on the directors’ positions 39Natixis Registration Document 2017
Permanent Representative a of CE Holding Promotion, Member of the Board of Nexity (1) (2) (since 07.25.2012) (until 09.14.2015) Permanent Representative of BPCE, a Member of the Supervisory Board of FLCP (2) (from 2012 to 09.30.2013) Chairman of the Board of Directors a of Meilleurtaux (2) (from 10.18.2012 to 04.16.2013) Chairman of OTEROM a HOLDING SAS (from 07.10.2012 to 12.04.2013) Permanent Representative a of GCE Participations, Member of the Board of Demain S.A. (2) (from 07.10.2012 to 04.09.2013)
Member of the Supervisory Board and Risk Committee of BPCE (sincea 12.16.2015)
Permanent Representative of CE a Holding Promotion, Member of the Board of Habitat en Région Services and Valoénergie (until 09.01.2015) Member of the Board of Habitat en a Région (since 2013) (until 12.14.2016) Permanent Representative of a CENFE, Chairman of Savoirs pour Réussir en Nord Pas de Calais (since 06.29.2011) (until 03.08.2016)
Chairman and Chief Executive Officer of Groupe DUPOUY S.A. (sincea 07.22.1993)
Chairman of: Villa Primrose (since 2000), Madikera Management 2Ma SAS (since 07.12.2016)
Member of the Board of Fondation d’Entreprise Banque Populairea (since 06.14.2016)
Michel Grass has been Chairman of Banque Populaire Bourgogne Franche-Comté since 2010.
Judge with the Commercial Court a of Sens (since 2009) (until 12.31.2014) Manager of SARL 2G (2) a
Key advisory skills: entrepreneurial experience, expertise in areas relating to M&A, finance and corporate strategy.
In addition, she has been a member of the Board of IMF Créasol(2) since 2013 and a member of the association’s Audit Committee.
Since April 2015, Françoise Lamalle is Chairman of the Steering and Supervisory Board of Caisse d'Epargne Côte d'Azur.
Chairman of the Management Board of Caisse d’Epargne Rhône-Alpes (CERA)a (since 12.05.2011)
* Member of the Supervisory Board of Natixis from November 17, 2006 to April 30, 2009.
A graduate of the IEP in Bordeaux and holder of a DES in public law, Nicolas de Tavernost began his career in 1975 with the cabinet of Norbert Ségard, Secretary of State for Foreign Trade, and then for Post and Telecommunications. In 1986, he took over as Head of Audiovisual Operations at Lyonnaise des Eaux during which time he oversaw plans to create M6. In 1987, he was appointed Deputy CEO of Métropole Télévision M6 where he has served as Chairman of the Management Board since 2000.
French 04.30.2009 2019 AGM Extensive knowledge of local and regional authorities
The number of independent directors on Natixis’ Appointments Committee is not greater than half the total number of members as recommended by the Afep-Medef code. It has a balanced composition (50% independent, 50% non-independent), and the Committee is chaired by an independent director. Like the Audit Committee, following the Afep-Medef code recommendations on the composition of the Appointments Committee to the letter would require that Natixis’ independent directors sit on more than three Special Committees, at the risk of diluting the quality of that Committee’s work, in light of the resulting increased workload. That is why Natixis promotes a balance of directors within the Committee, which is, additionally, always chaired by an independent director.
The five independent directors at Natixis are: Catherine Pariset (since released from her professional duties); Anne Lalou (Dean of the Web School Factory, and CEO of the Innovation Factory); Bernard Oppetit (Chairman of Centaurus Capital Limited, which he founded); Henri Proglio (Chairman of Henri Proglio Consulting); Nicolas de Tavernost (Chairman of the Management Board of Groupe M6).
Natixis applies the concept of a “reference banker”, i.e. "a banker essential to all requirements of the company”, to assess the importance of business relationships, identify any situation of dependency on Natixis, and finally gauge whether these relationships are susceptible to affect the independence of the director’s judgment.
At its meeting of December 21, 2017, in accordance with Article L.511-99 of the French Monetary and Financial Code, the Board of Directors, in view of the report submitted by the Appointments Committee, reiterated its gender parity target of 40% on the Board of Directors, meaning six women out of fifteen members, with each replacement of an outgoing director taking this goal into account.
Inside information In accordance with Regulation 596/2014 of the European Parliament and Council (together with the delegated and enforcement regulations of Article 621-1 of the general regulation of the Autorité des Marchés Financiers (AMF – French Financial Markets Authority), the Market Abuse Regulation (MAR)): “Inside information is any information of a precise nature that has not been made public, relating directly or indirectly to one or more issuers of financial instruments, or to one or more financial instruments, and which, if it were made public, would be likely to have a significant influence on the prices of the relevant financial instruments or on the prices of related derivative financial instruments.”
Reporting obligations Each director must declare any trading in Company shares to Natixis and the AMF within the three business days following the date of the transaction and in accordance with the conditions set out by the MAR Regulation.
In addition, all directors must receive training including by attending, where necessary, the training modules provided by the Company (see Section 2.3.1.5).
The directors feel that terms of office could be more evenly staggered in order to meet corporate governance requirements and, at the next General Shareholders' Meeting, would like to advocate for terms of office to be staggered in such a way so as to avoid reappointing large numbers of directors at once in 2019.
Review of the quarterly and half-yearly parent company and consolidated financial statementsa
Natixis manager (including managers of one of the main subsidiaries or the Chairman of its Risk Committee*) who is able to shed light on the work of the Risk Committee, as well as the Chief Finance and Strategy Officer, the Chief Risk Officer, the Corporate Secretary, the Natixis Head of Internal Audit, the BPCE Head of Internal Audit, and Natixis’ Statutory Auditors.
Within a reasonable amount of time before a Committee meeting, each director receives via a secure website a file containing the items on the agenda for review and analysis in preparation for the meeting.
– Role and powersB The roles that devolve to Natixis’ Appointments Committee are, in essence, reviewing the selection of directors and members of the Board, and assessing their individual and collective expertise, as well as the effectiveness of the Board of Directors. The Appointments Committee’s powers and operating procedures are described in detail in the Internal Rules of the Board of Directors, the latest version of which was approved on December 17, 2014.
Gender parity Deciding on a policy and targets for a balanced representation of men and women on the Board of a Directors
– Role and powersB The scope of responsibility of the Strategic Committee relates to thoroughly examining the global strategy of Natixis and its business lines, and sharing senior management’s vision for Groupe BPCE.
Additionally, pursuant to Article L.511-13 of the French Monetary and Financial Code, Natixis’ Board of Directors appointed three
Any individual or legal entity that owns, directly or indirectly, alone or jointly, a 1% share of the voting rights (based on all voting rights attached to the shares, including those deprived of voting rights), or any multiple of this percentage, must notify the Company, by registered letter with acknowledgment of receipt, of the number of voting rights that they possess. This notice must be made within a period of 15 days following each acquisition or sale of this fraction.
In accordance with regulations, a list of the functions performed by the directors of Natixis is included in this document. The knowledge, skills, and experience of the directors, both individually and collectively, give the Board of Directors the breadth of expertise necessary to ensure that the Company is properly run and its business strategy is effective.
Until December 31, 2017, directors’ fees were subject to total withholding tax of 36.5% for residents of France.
This amount includes payment of deferred variable compensation in respect of previous years.(b)
Compensation paid to Laurent Mignon in 2017 was composed of year, the portion relating to the three previous periods was paid €962,379 in fixed compensation and fringe benefits and to the beneficiary. The difference between amounts granted and €1,660,863 in variable compensation, the components of which the amounts actually paid is correlated: the cash portion is are broken down below. The performance condition for the correlated to the market capitalization at the Euribor rate, and the deferred portion of variable compensation granted to portion indexed to the Natixis share price is correlated to the Laurent Mignon is that Natixis’ net operating income should be change in the share price.
No subscription or call options were exercised in fiscal year 2017.
CORPORATE GOVERNANCE Policies and rules established for determining compensation and benefits of any kind for corporate officers 93Natixis Registration Document 2017
Nicolas de Tavernost n/a 2) Natixis CEO in 2017: Laurent Mignon n/a
Options held in respect of the issuer and the companies referred to above, exercised during the period, by the top ten salaried employees of the issuer and of these companies holding the highest number of options purchased or subscribed 0 n/a n/a
CORPORATE GOVERNANCE Policies and rules established for determining compensation and benefits of any kind for corporate officers 95Natixis Registration Document 2017
Natixis may be unable to meet the objectives set out in its “New Dimension” strategic plan for the period from 2018 to 2020, or in any future or replacement strategic plan. The New Dimension plan, announced on November 20, 2017, aims to contribute to the development of high value-added solutions for Natixis’ clients. The strategy focuses on three initiatives: deepening the transformation of Natixis’ business models; investing in digital technologies; and seeking to become clients’ key representatives in areas where Natixis’ teams have developed strong and recognized expertise.
Changes in accounting principles may have an impact on Natixis’ financial statements and capital ratios and result in additional costs
If these or other factors were to adversely affect demand for Natixis’ products, net inflows would be reduced and, as a result, assets under management would be lower, causing a reduction in Natixis’ net revenues and negatively impacting its results of operations.
Natixis could suffer losses if any of the instruments and hedging strategies it uses to hedge the various types of risk to which it is exposed prove ineffective. Many of these strategies are based on observation of historical market behavior and historical correlation analysis. For example, if Natixis holds a long position in an asset, it could hedge the risk by taking a short position in another asset whose past performance has allowed it to offset the performance of the long position. However, in some cases, Natixis may only be partially hedged, or its strategies may not fully hedge future risks or effectively reduce risk in all market configurations, or may even cause an increase in risks. Any unexpected change in the market can also reduce the effectiveness of these hedging strategies. In addition, the manner in which gains and losses resulting from certain ineffective hedges are recorded may increase the volatility of Natixis’ reported earnings.
Technological advances and the growth of e-commerce have made it possible for non-bank institutions to offer products and services that traditionally were banking products, and for financial institutions and other companies to provide electronic and Internet-based financial solutions, including electronic securities trading. These new players may exert downward price pressure on Natixis’ products and services and affect Natixis’ market share. In addition, new payment systems and currencies, such as bitcoin, and new technologies facilitating transaction processing, such as blockchain, have become increasingly common. It is difficult to predict the effects of the emergence of such new technologies, which face comparatively little regulation, but their increased use may reduce the market share of, or redirect amounts that might have otherwise been invested in portfolios operated by, more established financial institutions such as Natixis.
An extended market decline may reduce the liquidity of assets and make it more difficult to sell them, potentially giving rise to significant losses
In some of Natixis’ businesses, a prolonged fall in asset prices could threaten business levels or reduce liquidity in the market concerned. This situation would expose Natixis to significant losses were it unable to rapidly close out its potentially loss-making positions. This is particularly true in relation to intrinsically illiquid assets. Certain assets, such as derivatives traded between banks, that are not traded on a stock exchange, regulated market, or offset through a clearing house are generally valued using models rather than on the basis of the market price. Given the difficulty in monitoring changes in prices of these assets, Natixis could suffer unforeseen losses.
RISKS AND CAPITAL ADEQUACY Summary of annual risks 107Natixis Registration Document 2017
Natixis is subject to the tax regulations in force in the various countries in which it operates. As an international group doing business in several countries, Natixis has structured its commercial and financial activities in light of diverse regulatory requirements and its commercial and financial objectives. Natixis aims to create value in serving its customers by drawing on the synergies and sales capacities of its various entities.
is based on Natixis’ own interpretations of applicable tax laws and regulations, on the opinions received from independent tax advisers and occasionally on authorizations or rulings by the tax authorities. Since tax laws and regulations in the various jurisdictions in which Natixis operates may not always provide clear-cut or definitive guidelines, there can be no assurance that the tax authorities will not seek to challenge such interpretations in the future, in which case Natixis could be subject to tax reassessments. More generally, any failure to comply with the tax laws or regulations of the countries in which Natixis operates may result in reassessments, late payment interests, fines and penalties.
(Data certified by the statutory Auditors in accordance with IFRS 7)
112 Natixis Registration Document 2017 upgrading the teams’ skills through technical and professionala training initiatives; improving the quality of audits, through efforts to reduce thea turnaround times for audit reports and recommendation follow-ups, and to prioritize and limit the number of recommendations; resuming drafting and update work on audit guides carried outa jointly with BPCE’s Internal Audit Department; strengthening the system for following up recommendationsa by bringing in the final phase of tightening the alert system for recommendations whose implementation is significantly overdue.
The risk management governance is a structured organization involving all the levels of the bank: the Board of Directors and its specialized Committees (Riska Committee, Audit Committee, etc.); the Executive Managers and the specialized Risk Committeesa they chair within the bank; the central divisions, independent of the businesses;a and the businesses (Asset & Wealth Management, Corporate &a Investment Banking, Insurance, Specialized Financial Services).
For each identified risk and selected indicator, the risk appetite operating mechanism relies on two successive levels: an overall limit setting the risk envelope allocated to thea business lines; and a warning threshold on the maximum risk which, ifa exceeded, would pose a risk to Natixis’ continuity and/or stability.
In accordance with regulations concerning systemic financial institutions, Groupe BPCE has drawn up a recovery and resolution plan (PRR).
At December 31, 2017, the transition from shareholders' equity to regulatory CET1 capital, Tier 1 capital and total capital after applying phase-in arrangements, is summarized in the table below.
RISKS AND CAPITAL ADEQUACY Capital management and capital adequacy 123Natixis Registration Document 2017
CHANGES IN REGULATORY CAPITAL, REGULATORY OWN FUND REQUIREMENTS 3.4.4 AND RATIOS IN 2017
Consolidated shareholders’ equity (Group share), net of DSNs and PSNs 17,563 18,225
Operational risk was up +€1.1 billion due to the replacement of the benchmark indicator for fiscal year 2017 with that of fiscal year 2014 (standard practice is to calculate operational risk using the average indicator for the previous three years).
Natixis’ credit risk measurement and management procedures are based on: a standardized risk-taking process, structured via a system ofa limit authorizations and decision-making Committees; independent analyses carried out by the Risk division duringa the loan approval review process; rating tools and methodologies providing standardized anda tailored assessments of counterparty risk, thereby making it possible to evaluate the probability of default within one year and the loss given default; information systems that give an overview of outstandinga loans and credit limits.
With respect to country risk, the system is based on sovereign ratings and the establishment of a rating for each country that is the highest possible rating that can be given to non-sovereign
The findings and results of the model validation process performed at Natixis are presented to the Risk Model Oversight Committee for confirmation, then submitted to the Model Risk Management Committee for approval before being sent to the Standards and Methods Committee of the Groupe BPCE Risks, Compliance and Permanent Control division for final validation and possible submission to the regulator. The Risk Model Oversight Committee is chaired by the Head of the Model Risk &
RISKS AND CAPITAL ADEQUACY Credit and counterparty risks 133Natixis Registration Document 2017
It is then put on the watch list, as decided by the Risk division or the competent Credit Committee depending on the amount of exposure.
Natixis’ internal VaR model was approved by the Autorité de Contrôle Prudentiel et de Résolution in January 2009. Natixis thus uses VaR to calculate capital requirements for market risks within approved scopes, and to manage and supervise market risks. The approved scope covers the majority of Corporate & Investment Banking activities.
Its duties as described in the operational risk policies and procedures validated by the Natixis Operational Risk Committee include: recording incidents via a network of Operational Risk Officersa across all business lines and support functions; investigating serious incidents including an escalation process;a qualitative and quantitative mapping of potential risks;a links with other control functions;a establishing key risk indicators and environmental variables of aa predictive nature.
“Protection of Digital Assets against cyber risks” and thej consecutive “losses in banking activities”, for up to €100 million per claim and per insured year.
BREAKDOWN OF GROSS FUNDING STRUCTURE BY ■ CURRENCY, AT CONSTANT USD EXCHANGE RATES – 12.31.2017
The sensitivity of Natixis' main entities to interest rates variations represented a total of €1,8 million (for an immediate parallel shift
Finally, Natixis analyzes the sensitivity of net interest income (ΔNII) to changes in market interest rates using NII stress tests. At December 31, 2017, the sensitivity of the Bank’s NII to changes in interest rates was as follows: NII SENSITIVITY AND ECONOMIC VALUE OF EQUITY (IRRBB – TABLE B)R
As part of its refinancing activities, and repurchase agreements in particular, Natixis is required to pledge part of its assets as collateral. It also receives collateral, some of which can be reused as collateral.
Other financial liabilities at fair value through profit or loss 87 2 22 15 3 3 3 8 5 26
Other financial liabilities at fair value through profit or loss 85 1 27 10 3 3 3 6 9 23
Close tracking of upgrade requests – set up in the fourth quarter of 2017 – should also reduce Natixis’ exposure to ITSS and BC risks.
In April 2012, MMR Investment Ltd filed a joint claim against Natixis and the financial intermediary before the Commercial Court of Paris, claiming not to have received the bonds, despite having paid the subscription price to the financial intermediary. The claim mainly concerns the reimbursement of the subscription price of the bonds and, and as an alternative, the annulment of the subscription on the grounds of defect in consent. On February 6, 2017, the Commercial Court of Paris dismissed all of MMR Investment Ltd's claims.
Selcodis is asking for compensation for the losses purportedly suffered as a result of the court-ordered liquidation of its EDA subsidiary, and is requesting that the defendants be ordered to pay damages and interest, which it assesses to be €32 million. For its part, EDA is requesting that the defendants be ordered to bear the asset shortfall in its entirety, with its amount being calculated by the court-appointed receiver.
Coface has implemented an investment policy that incorporates the management of financial risk through the definition of its strategic allocation, as well as regulations governing insurance companies and constraints related to the management of its liabilities. Management of financial risks is thus based on a rigorous system of standards and controls which is constantly reviewed: interest rate risk and credit risk: The majority of Coface'sa allocations are in fixed-income products, ensuring stable and recurring revenues. The overall maximum sensitivity of the bond portfolio has been deliberately capped at 4 and stood at 3.6 at December 31, 2017. Coface still has no exposure to Portuguese and Greek sovereign debt. The Group continued to increase its international diversification in 2017, particularly in the developed countries of North America, in order to benefit from higher rates of return and to follow the various interest rate hikes. Interest rate hedges were applied to a portion of exposure to European sovereign debt; foreign exchange risk: the majority of Coface’s investmenta instruments are denominated in euros. Subsidiaries and branches using other currencies must observe the same principles of congruence. In 2017 systematic hedging operations against the euro were arranged in the portfolio containing all of Coface’s European entities, to hedge bond investments denominated in dollar, British pound and Australian dollar; equity risk: exposure is capped at less than 10% of thea portfolio and is concentrated in the euro zone, in connection with its core business. At December 31, 2017, listed equities represented 7.5% of the investment portfolio. These investments were subject to hedging for 30% of the invested portfolio through the purchase of put options on Eurostoxx indices. This hedging can be adjusted in line with investments and the amount of unrealized capital gains or losses on shares held; The instantaneous loss ratio is a weekly indicator that reproduces the change in the loss ratio. It is monitored for each region and each country and(1) is reported weekly by Coface, particularly so that underwriters can monitor the change in their portfolio and detect any deterioration in order to introduce corrective actions as early as possible.
Net exposure at 12.31.2017 AAA AA A BBB BB B CCC CC
(in millions of euros) Gross exposure at December 31, 2016 (a) Total gross exposure Provisions (b)
POST-CLOSING EVENTS4.2 190 INFORMATION 4.3 CONCERNING NATIXIS S.A. 190 Natixis S.A.’s parent company income 4.3.1 statement 190
within Specialized Financial Services, the Payments businessa has been extracted from Payment Services to form a separate, stand-alone business line; Financial Investments has been eliminated and is hencefortha incorporated in the Corporate Center.
The global economy ended 2017 on solid ground: annual growth was at a one-year high of 3.9% in the third quarter, marking the fifth consecutive quarter of acceleration. Contributing to the global upturn were the emerging economies, whose currencies stabilized to trigger sharp disinflation, allowing some central banks (Brazil, Russia, India and Indonesia) to ease monetary conditions. Global trade also recovered. Inflation remained under control, going no higher than 2.9% globally.
Against this backdrop, the French economy has grown at a quarterly pace of +0.5% since the end of 2016, mostly on the back of private consumption. Inflation continued its steady rise following the rally in oil prices. Averaged over the year, inflation (CPI) should reach 1% in 2017, up +0.2% from 2016 but still moderate and with little impact on purchasing power. Thanks to persistently favorable lending conditions (low interest rates, tax reduction under the Pinel scheme, interest-free loans), and despite the slight rise in interest rates, home loan demand from French households picked up significantly in the first half of the year before slowing down in the third quarter on account of fewer renegotiations. In contrast, corporate demand for loans continued to heat up. Lastly, the new government’s finance bill reaffirms France’s determination to uphold its European commitments to consolidate public finances. The government aims to simultaneously reduce public spending and the tax and social contributions rate, thereby lowering the public deficit by two GDP points and debt by five GDP points. As a result of these strategies for the French economy, the 10-year OAT ended the year at only 20 bp above the German benchmark—its narrowest spread since 2010, but still wider than pre-financial crisis levels.
With €6.4 billion in assets under management at December 31, 2017, Sélection 1818 represented more than 5% of the distribution platform market and came second in the Gestion de Fortune awards in the banking platform category.
In 2017, the final year of the New Frontier strategic plan (2014-2017), Corporate & Investment Banking’s business and profitability grew substantially. Its three international platforms continued to expand while extending their expertise and increasing their visibility.
To comply with the obligations of the French law on the separation of banking activities, the Treasury and Collateral Management team, which used to report to Global Markets, has reported to the Finance Department since April 1, 2017.
Expenses also rose, but to a lesser degree, by 9.9% (+11.4% at constant exchange rates).
At December 31, 2017, net revenues stood at €2,971.7 million, up 15% year-on-year (i.e. 17% at constant exchange rates), driven by higher fees on AuM across the regions due to the increase in average AuM and in the commission rate over the
Gross operating income amounted to €1,387 million, up 14.6% compared to 2016. The cost/income ratio was 61.3% in 2017, up 1.3 points compared to 2016 (62.6%).
OVERVIEW OF THE FISCAL YEAR Management report at December 31, 2017 187Natixis Registration Document 2017
Assets under management in Employee Savings Schemes continued to climb and posted annual growth of 11%.
At December 31, 2017, the balance sheet totaled €410,598 million vs. €424,543 million at December 31, 2016.
Pursuant to Article D.441-4 of the French Commercial Code, the following table breaks down supplier invoices that have been received but remain unpaid at the reporting date (for a total amount including tax of €37.2 million): Invoices received but still unpaid at the end of the period 0 day
Appendix to 4.1.3 – Consolidated results 1 – MANAGEMENT RESULTS RECLASSIFIED AS CONSOLIDATED RESULTS IN 2017R
-€73 million in call options granted to minority shareholders in Peter J. Solomon Company (PJSC); -€24 million in call options granted to minority shareholders in Ciloger; -€65 million related to the revaluation and unwinding of the discount on call options granted to minority shareholders of DNCA France; -€18 million for the acquisition of 40% of AEW Europe; -€44 million in translation adjustments following the repayment of USD 400 million in retained earnings by the New York branch.
Non-basic (“non-SPPI”) financial assets include mutual fund units and convertible bonds or mandatory convertible bonds with a fixed conversion ratio.
Equity instruments are recorded by default at fair value through profit or loss unless the entity has irrevocable elected to value them at fair value through other comprehensive income (provided they are not held for trading purposes and accordingly classified as financial assets at fair value through profit or loss), without the option of subsequently reclassifying gains or losses to profit or loss (i.e., with no recycling).
IFRS 9 introduces an amended hedge accounting model which is better aligned with risk management activities.
Work on estimating the amount of the rights of use to be recorded in the balance sheet began in 2016 and continued in 2017. At this stage, the implementation of IFRS 16 will mainly affect real estate assets leased for operational purposes as offices. Natixis expects this to have a material impact on fixed assets (i.e., Property, plant and equipment and Intangible assets) and on Financial liabilities in the balance sheet.
The following accounting treatment is applied to business combinations giving rise to control: IFRS 3 before revision if they are prior to January 1, 2010,a except for those that occurred before January 1, 2004. On the initial application date of IFRS, Natixis chose the option offered by IFRS 1 “First-Time Adoption” to not retrospectively restate business combinations previous to January 1, 2004 pursuant to IFRS 3; revised IFRS 3 (IFRS 3R) if they occur after January 1, 2010.a IFRS 3R can be applied prospectively to business combinations if their acquisition date is the same or later than the adoption date of IFRS 3R.
The goodwill arising from the transaction resulting in the creation of Natixis amounted to €484 million, which breaks down as follows: €229 million on IAMG, €21 million on IXIS CIB and €8 million on Novacrédit, plus the goodwill recorded in
Prospective analysis of the deferred profit-sharing asset’s recoverability is therefore carried out to demonstrate the ability and intention of companies to meet liquidity requirements over the remaining recoverability period without selling investments in unrealized losses. This process corresponds to a forward-looking view of future cash flows, built following regulatory and contractual conditions applied to contracts and with the help of economic scenarios based on historic probability.
Natixis exercises control over these two entities within the meaning of IFRS 10, and fully consolidates them.
The NAM activities dedicated to volatility managementa products and structured products were carried to NAM Austerlitz 1, previously presented as investments in non-consolidated affiliates in Natixis IM’s consolidated financial statements. As part of this transaction, NAM Austerlitz 1 was renamed Seeyond and is now a consolidated entity.
Deconsolidation of the Ossiam Emerging Market Minimuma fund in the first quarter of 2017 as the percentage interest fell below eligible levels.
Consolidation of the Selectiz fund in the third quarter of 2017a after the percentage interest rose above eligible levels.
Available-for-sale financial assets are tested for impairment at each reporting date. Where there is objective evidence that an asset is impaired and a decline in the fair value has already been recognized directly in equity, the cumulative impairment loss is removed from equity and taken to income under “Provision for credit losses” (debt instruments) or “Net revenues” (equity instruments).
Reverse transactions are also recognized on the settlement date. For repurchase and reverse repurchase transactions, a financing commitment received or given respectively is recognized between the transaction date and the settlement date when these transactions are recognized in “Liabilities” and “Loans and receivables” respectively. When repurchase and reverse repurchase transactions are recognized in “Assets and liabilities at fair value through profit or loss”, the repurchase commitment is recognized as a forward interest rate derivative.
In the first risk group comprising individual and small business customers, pre-disputed loans are recognized as impaired.
Derivatives held for trading purposes are recorded in the balance sheet under “Financial assets at fair value through profit or loss” when their market value is positive, and under “Financial liabilities at fair value through profit or loss” when their market value is negative.
Overall hedging of interest rate risk The subsidiary Natixis Financial Products LLC documents overall hedging of its interest rate risk in accordance with fair value hedging rules. To account for these transactions, the subsidiary applies the carve-out provisions of IAS 39 as adopted by the European Union. The accounting treatment of derivative financial instruments designated for accounting purposes as structural fair value hedges is similar to that applied to fair value hedging derivatives. Changes in the fair value of portfolios of hedged instruments are reported on a specific line of the balance sheet (“Revaluation adjustments on portfolios hedged against interest rate risk”), with a corresponding entry in income.
Non-monetary items denominated in foreign currencies and measured at historical cost are translated at the exchange rate on the transaction date (or the date of reclassification in equity for perpetual deeply subordinated notes issued: see Note 12.3.1).
This adjustment is the difference between the bid price and the ask price corresponding with the selling costs. It reflects the cost requested by a market player in respect of the risk of acquiring a position or of selling at a price proposed by another market player.
The method for determining the CVA is primarily based on the use of market inputs in connection with professional market practices for all counterparty segments included in this calculation. In the absence of liquid market inputs, proxies by type of counterparty, rating and geographic area are used.
The relevant assets are classified in the “Non-current assets held for sale” line item and cease to be amortized as soon as they are reclassified. An impairment loss is recognized if their book value is higher than their fair value less costs to sell. Associated liabilities are also identified on a separate line of the balance sheet.
In the event of early redemption of financial liabilities designated at fair value through profit or loss, realized fair value gains or losses attributable to own credit risk are directly transferred from “Revaluation of own credit risk on financial liabilities designated at fair value through profit or loss” to “Consolidated reserves” under equity.
Changes to the terms and conditions of a cash-settled employee retention and performance plan indexed to the value of the Natixis share which would lead to the latter being reclassified as an employee retention and performance plan settled in shares would trigger the derecognition of the debt recorded for the initial plan indexed to the value of the Natixis share and the recognition of a debt equivalent to the services provided for the new employee retention and performance plan settled in shares as at the date of modification. The difference between the recognition in equity and the derecognition of the debt is taken directly to profit or loss.
The tax expense for the year comprises: tax payable by French companies at the rate of 44.43% for thea 2017 fiscal year and of 34.43% for the 2016 fiscal year, and by foreign companies and branches at the local rate. In 2017, the French rate of 44.43% included exceptional and additional contributions of 5%, adopted as part of the Amended Finance Act for 2017, which are applicable only for 2017 and affect businesses with revenue exceeding €1 billion and €3 billion, respectively, with companies whose revenue exceeds €3 billion being required to pay both the exceptional and additional contributions; deferred taxes arising from temporary differences between thea book value of assets and liabilities and their tax basis, which are calculated using the balance sheet liability method.
In preparing its financial statements, Natixis is required to make certain estimates and assumptions based on available information that is likely to require expert judgment. These estimates and assumptions constitute sources of uncertainty which may affect the calculation of income and expenses in the income statement, the value of assets and liabilities in the balance sheet and/or certain disclosures in the notes to the financial statements. As a result, future results of certain operations may differ significantly from the estimates used in the financial statements at December 31, 2017.
These assets and liabilities are measured at fair value at the reporting date, with changes in value, including interest, recognized in income under “Net gains or losses on financial instruments at fair value through profit or loss”, except for changes in fair value attributable to own credit risk on financial liabilities at fair value through profit or loss, which are recognized as “Revaluation of own credit risk on financial liabilities at fair value through profit or loss” under other comprehensive income (see Note 8.1) for which this component of IFRS 9 is applied early.
Of which €44,444 million for insurance activities at December 31, 2017, and €41,048 million at December 31, 2016.(c)
For overdrafts, arrears are counted as of the date when the customer is notified; the amount shown represents the total overdraft.
Other financial assets under the fair value option through profit or loss 52,219 22 51,398 799 54,294 53,683 611
i.e. a sensitivity impact representing a valuation increase of €9.9 million (reflecting an improvement in the above-mentioned inputs) or a valuation decrease of €9.4 million (reflecting a deterioration in said inputs(2)).
Certain goodwill recorded on the United States gives rise to a tax amortization over 15 years due to the difference between the book value of the goodwill and its fiscal value. This difference in treatment generated a deferred tax liability of €530.4 million as at December 31, 2016.
Provisions for unearned premium income reflect the portion (calculated on an accrual basis) of premiums issued during the fiscal year that relate to a period after the reporting date.
Impairment and amortization of property, plant and equipment and intangible assets (6) 4 (2)
the repayment of a loan from BPCE for €480 million;the repayment of a loan from BPCE for €476 million.-
Securities issued for trading purposes 26,096 25,750 345 0 23,137 22,113 1,024
In 2016, its organizational structure was adapted to better support its customers, by strengthening strategic dialog, and to accelerate the implementation of the “Originate to Distribute” model. This led to the creation of two new business lines: Investment Banking, whose mission is to develop strategica dialog with customers and incorporates the Strategic and Acquisition Finance, Capital & Rating Advisory, Equity Capital Markets, Strategic Equity Transactions and Corporate Loan Structuring business lines. It also includes Bond origination; Global Finance which combines all the players in thea “Originate to Distribute” chain: loan origination;j loan syndication;j portfolio Management.j
FINANCIAL DATA Consolidated financial statements and notes 297Natixis Registration Document 2017
Financial liabilities at fair value through profit or loss 99 141,012 3,327 (9) 106 350 144,885
Net income for the period (group share) 508 285 660 43 173 1,669
As a reminder, at December 31, 2016, following changes to the terms and conditions of the 2015 employee retention and performance plan indexed to the value of the Natixis share, this plan was reclassified as an employee retention and performance plan paid in Natixis free shares (see below). The resulting impact of this change recognized in profit or loss for fiscal year 2016 totaled €5.3 million.
Plans settled in cash indexed to the Natixis share price Total
Fair value of plan assets (270) (88) 0 0 (359) (267) (9) 0 0 (276)
Actuarial liabilities at end of period 577 256 63 123 1,020 636 238 60 125 1,059
Revaluation adjustments - Return on assets 25 (0) 25 6 (0) 6
-1% change in rate of increase in salaries and income (incl. inflation) (9.57)% (10.49)% (6.96)% (9.28)% (10.86)% (8.20)%
A financing commitment given is a contingent liability, defined by IAS 37 as: a potential obligation arising from past events whose existencea will be confirmed only by the occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the entity; or a present obligation arising as a result of past events but nota recognized because: it is not likely that an outflow of economic benefits will bej required to settle the obligation, or the amount of the obligation cannot be measured withj sufficient reliability.
BPCE Banque Populaire group Caisse d’Epargne group BPCE Banque Populaire group Caisse d’Epargne group
FINANCIAL DATA Consolidated financial statements and notes 327Natixis Registration Document 2017
Credit insurance and related services FC 41 41 41 41 Japan
Credit insurance and related services FC 41 41 41 41 Ecuador
FINANCIAL DATA Consolidated financial statements and notes 337Natixis Registration Document 2017
AEW Asia Limited, a subsidiary of AEW Capital Management in Hong Kong, opened an Australian office in 2017. This entity was consolidated in (ee) the fourth quarter of 2017.
The determination of individual impairment allowances for non-performing loans requires a significant amount of judgement, particularly in terms of identifying impairment and calculating the impairment loss to be recognized.
We used the actuarial specialists within our firms to assist us in auditing these items.
FINANCIAL DATA Parent company financial statements and notes 345Natixis Registration Document 2017
DISCLOSURES CONCERNING NOTE 8 SUBSIDIARIES AND ASSOCIATES (ARTICLE L.233-15 AND R.123-197 OF THE FRENCH COMMERCIAL CODE) 360
The applicable classification and measurement rules are as follows: market-making operation. Securities bought or sold for the purposes of the specialized management of a trading portfolio are also classed as securities held for trading. To be eligible in this category, these securities must, when initially recognized, be traded on an active market with easily obtainable prices representing actual and regularly occurring market transactions on an arm’s length basis.
securities held for trading: securities that are originallya bought or sold with the intention of reselling or repurchasing them in the short term, and securities held as part of a
investments in associates: investments in the form ofj securities the durable possession of which is deemed useful to Natixis’ business.
Treasury shares: Natixis holds treasury shares to regulate itsa share price under a liquidity agreement. These shares are recognized as securities held for trading and follow the same rules as other securities in this category. Moreover, treasury shares acquired through arbitraging on stock market indexes are recognized as securities held for trading.
After acquisition, fixed assets are carried at cost less any cumulative write-down, amortization and impairment losses.
The Montreal, Taiwan and Porto subsidiaries opened in 2016 and were included in Natixis’ separate financial statements as at
Receivables eligible for refinancing with the Banque de France and/or the European Central Bank amounted to €1,579 million at December 31, 2017 versus €1,470 million at December 31, 2016.
a reversal of provisions on Coface shares for €112 million;a reversal of provisions on Natixis HCP shares for €50 million;a reversal of provisions on Nexgen Financial Holding shares for €31 million;a reversal of provisions on CEGC shares for €27 million.-
A - BREAKDOWN OF INVESTMENTS WITH A GROSS VALUE OF OVER 1% OF THE REPORTING COMPANY’S CAPITAL Subsidiaries and investments (holdings in excess of 10%) Coface SA 1 place Costes et Bellonte – CS20003 92276 Bois-Colombes L 314,496 EUR 939,774 EUR 41.24%
Securities transactions 62,296 58,231 o/w trading securities, liabilities on borrowed securities 36,508 35,465 o/w trading securities, other liabilities on securities 25,781 22,752 o/w accrued interest 7 14
Redeemable subordinated debt issued by Natixis includes medium- or long-term loans or securities equivalent to ordinary subordinated debt. They are redeemable before the contractual maturity date in the event of liquidation of the issuer, and rank after other creditors but before holders of the super subordinated notes.
(in millions of euros) Capital Issue premium Legal reserve General reserve Long-term capital gains regulated reserve Other reserves Retained earnings Total
Financing commitments given to: Guarantees provided on behalf of: Under Article 1124-61 of Regulation No. 2014-07 on transactions between related parties, Natixis has no additional information to disclose, since these transactions are either excluded from the reporting scope (wholly-owned subsidiaries), or entered into under normal market conditions.
Depreciation, amortization and impairment of property, plant and equipment and intangible assets (78) (69)
Net income from investment and trading portfolio transactions 1,422 190 3 (20) 1 1,596 1,602 43 (1) 1,644
Information on risk management is presented in Section [3.5] of Chapter [3], “Credit and counterparty risks”.
OR TERRITORIES WITHIN THE MEANING OF ARTICLE 238-0A OF THE FRENCH GENERAL TAX CODE
Social security and other employee benefits 365,395,752.03 389,150,406.91 349,581,989.26 388,380,689.14 503,004,737.45
FINANCIAL DATA Statutory Auditors’ report on the parent company financial statements 385Natixis Registration Document 2017
As of December 31, 2017, PricewaterhouseCoopers Audit was in its second year of appointment without interruption and Mazars was in its twelfth year. As of that date, the length of Deloitte & Associé's uninterrupted appointment was over 20 years, including 12 years since the combination of the Ixis business of the Caisse Nationale des Caisses d'Epargne (CNCE) and the Natexis Banques Populaires business of Banque Fédérale des Banques Populaires (BFBP), which on November 17, 2006 resulted in the incorporation of Natixis through the transfer of CNCE's subsidiary shares and equity investments to the Natexis Banques Populaires entity, which was renamed Natixis.
The reliability of these process is based on the following core principles: definition and dissemination of the accounting and regulatorya principles applicable to Natixis companies, including the analysis and interpretation of new standards published during the period; documentation and oversight of the different stages in thea preparation of these reports; audit trails justifying all published accounting and managementa data, based on the individual contributions made by each entity and restatements made centrally; formal, documented first- and second-level controlsa contributing to the management of risks relating to accounting and financial information (balance sheet, income statement, regulatory and financial information); data archiving and security procedures;a provision of support and appropriate training to the accountinga and regulatory reporting teams of those consolidated entities that use the consolidation and data collection tools, thus allowing for best practices to be spread within the Company.
In order to perfect its overall data collection system, Natixis is continuing to develop and add new modules or adapt existing modules to new standards (including the update of IFRS 9 as of January 1, 2018) in its consolidation package, thus facilitating the compilation and preparation of certain regulatory filings (COREP capital reporting and FINREP).
Lastly, Natixis and Groupe BPCE as a whole ensure the publication of their financial information in accordance with the industry-wide schedule.
Through its three main areas of focus (internal mobilization, risk management business development), the ESR Department is responsible for steering and coordinating the integration of ESR in Natixis’ operation and activities, thus helping to meet the growing demand of customers, investors and corporates for the incorporation of ESR criteria in their own growth model.
to conduct an extensive analysis of the way they allocate financing and how to gradually decarbonize their investment portfolios.
Financial players boast substantial leverage to make this transition happen, with the influence to steer their investments and financing activities towards sectors and projects with a reduced impact on the environment. To this end, they will need
Partnership with Akuo Energy and the EIB On Climate Finance Day in December 2017, Natixis Energeco announced the renewal of its partnership with Akuo Energy and the European Investment Bank (EIB), and also signed a tripartite agreement to roll out a new investment program of €330 million in renewable energy assets owned by Akuo Energy. The program is set to finance around 40 assets, with total installed capacity of nearly 400 MW.
AEW Europe: recognized environmental policy In the UN-PRI international assessment, AEW Europe was ranked in Category A+, i.e. in the top-performing 25% of companies in a sample of 163 international peers reviewed on the basis of PRI criteria.
All of these ratings are made available to the portfolio management teams, which take part in sustainable development awareness-raising and training initiatives.
SRI and solidarity assets under management relative to Natixis Asset Management’s total AuM (as a %)(a) 5.62 4.95 4.98
After signing the UN-PRI in June 2016 to formally establish its responsible investment goals, Natixis Assurances now includes ESG (Environment, Social and Governance) criteria in its investment process and publishes the carbon footprint of over 65% of its investments.
Natixis incurs a number of risks in the course of its business, including compliance risk, corruption risk, and the risk of harming the environment or violating human rights. The systems in place to manage and prevent such risks were expanded in 2017.
It has set up an organization in which the business lines and the ESR team are jointly involved in assessing and managing transactions. The process includes an assessment of the quality of existing E&S documentation prepared by the client (or advisory services if such documentation has not yet been drafted), the measurement and classification of the potential E&S impacts and risks, and, if necessary, the consultation of external specialists. It also provides for the drafting of an action plan for impact mitigation and correction measures, which is included in the financial documentation. Compliance with the action plan is monitored throughout the lifetime of the financing facility.
Regarding the risks incurred by Natixis employees and service providers, the decision was made to further efforts on the areas deemed most important in view of Natixis’ businesses: working conditions (compensation, working hours, dismissal conditions, maternity leave), prevention of discrimination, and personal safety.
Since 2016, Natixis has been part of a working group to improve the incorporation of these risks: Specifically, and in line with the Autorité de Contrôle Prudentiel et de Résolution (ACPR – French Prudential Supervisory Authority for the Banking and Insurance Sector), BPCE and Natixis participated in a working group addressing Article 173, Provision V of the Energy Transition for Green Growth Act of August 17, 2015, with a view to draw up stress test scenarios. The working group reviewed the sectors most exposed to physical risk and to transition risk.
Exclusion of carbon-intensive issuers: Since 2015, Natixisa has ceased all financing and investments in the coal sector and has also undertaken to stop financing oil sands and oil exploration in the Arctic (see Chapter 6.3.3).
In terms of building accessibility specifically, the department aims to go beyond regulatory requirements to facilitate access to disabled persons to Natixis buildings: Installation of meeting and training rooms accessible toa persons with different disabilities (employees or visitors with reduced mobility or who are visually or hearing impaired); “Just bip” assistance system: available in buildings markeda with a color sticker at the entrance, staff and/or visitors can use this service to notify the building’s security station of their presence and request assistance via their smartphone; Signage and reserved spots in parking lots and garages.a
The raw material used the most at Natixis is paper (reams, envelopes, desktop publishing, internal and external printouts, etc.). All paper used by Natixis is sustainable forest management-certified (FSC(1) and PEFC(2) certifications) and some is made from recycled fibers.
The HR strategy is centered around three objectives: supporting the transformation of the business lines, promoting a positive employee experience, and actively encouraging talented people.
Collective negotiations conducted in recent years in the Natixis France scope reflect a determination to gradually establish a Groupwide employment framework.
Collective bargaining agreement on employment and SWP (strategic workforce planning) 100 06.30.2017
Absenteeism due to illness (including for occupational illnesses)(c) (as a %) 2.7 2.8 2.5
In terms of training, Natixis has set up two talent development programs for its female employees: “Réussir sa carrière au féminin” (achieving success in youra career as a woman) for managers and experienced executives. 253 female employees of Natixis in France have participated in the program, established in 2011, including 51 in 2017; “Progresser au féminin” (moving forward in your career as aa woman) for female technical staff, with the aim of giving them the keys to defining their career path, confirming their ambitions and developing their leadership skills. 100 female employees of Natixis in France have participated in the program, established two years ago, including 36 in 2017.
Partnerships were continued or initiated with several associations in North and South America in 2017: the Central Park Conservancy and the Brooklyn Bridgea Conservancy; the “Harlem RBI Bids for Kids” association, which helpsa inner-city youth; the Wheelchair Sport Federation to give disabled people thea opportunity to play their sport recreationally or competitively;
• The absentee rate is the total number of business days absent (due to illness, accidents in the workplace or in transit, maternity or parental leaves, etc.) divided by the total number of employee workdays theoretically available.
Natural or legal persons exercising 7.3.6 or potentially exercising control over Natixis 452
The new shares subscribed will be paid-up according to the decisions voted by the General Shareholders’ Meeting or the Board of Directors. Failure to pay-up the shares is sanctioned under the conditions stipulated by the regulations in force.
The Chief Executive Officer then acknowledged the issue of share capital through the incorporation of the special unavailable reserves account amounting to €361,292.80 through the issue of 225,808 new shares with a par value of €1.60 each for the 2012 Plan, and amounting to €95,760 for the issue of 59,850 new shares with a par value of €1.60 each for the 2013 Plan, bringing the Company’s capital up from €5,019,319,328 to €5,019,776,380.80, and amended the bylaws accordingly (Article 3: Share Capital).
SUMMARY OF STOCK OPTION PLANS GRANTED TO NATIXIS EXECUTIVE CORPORATE OFFICERS AT DECEMBER 31, 2017R
At December 31, 2017, the percentage of the capital owned by Natixis employees was 2.32%, of which: 0.95% was held through capital increases reserved for employees;a 0.68% was held outside of employee savings plans by employees and former employees;a 0.69% was held under the BPCE Actions Natixis employee share ownership plan, including bearers of Groupe BPCE shares.a
With regard to those criteria, these individuals are identified either by applying 15 qualitative criteria on account of their functions, their level of responsibility and their authority to materially commit the Company to transactions in terms of credit and risk profiles, or by considering their total level of compensation during the preceding fiscal year, consistent with the three quantitative criteria defined by regulation.
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 and commitments subject to the provisions of Articles L.225-38 and seq. of the French Commercial Code, hereby approves all provisions of this report and the new agreements mentioned therein (other than those authorized by the Board of Directors on February 9, 2017, which were already submitted to the General Shareholders’ Meeting on May 23, 2017), having been authorized by the Board of Directors during the fiscal year ended December 31, 2017, or after this date up until the Board of Directors’ Meeting in which the financial statements for the year ended December 31, 2017, were approved.
compensation paid or granted in respect of the fiscal year ended December 31, 2017, to François Pérol, Chairman of the Board of Directors, as set out in the corporate governance report, presented in Natixis’ 2017 registration document in Chapter 2, Section 2.4 and Chapter 7, Section 7.5.1.
The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, and taking due note of the report of the Board of Directors, hereby resolves to reappoint Thierry Cahn as director, following his resignation, in order to encourage the staggering of directors’ terms of office, for a period of four (4) years terminating at the end of the General Shareholders’ Meeting convened in 2022 to approve the financial statements for the fiscal year ended December 31, 2021.
The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, and taking due note of the report of the Board of Directors, hereby resolves to reappoint Françoise Lemalle as director, following her resignation, in order to encourage the staggering of directors’ terms of office, for a period of four (4) years terminating at the end of the General Shareholders’ Meeting convened in 2022 to approve the financial statements for the fiscal year ended December 31, 2021.
Authorizes the Board of Directors to grant, free of charge, to4) the above-mentioned beneficiaries, in addition to shares or securities giving access to capital to be subscribed to in cash, shares or securities giving access to capital to be issued or already issued, to replace all or part of the discount relative to the Reference Price and/or the contribution, with the understanding that the advantage resulting from this granting may not exceed the applicable legal or regulatory limits as set out in Articles L.3332-11 and L.3332-21 of the French Labor Code; Resolves to remove, to the benefit of the above-mentioned5) beneficiaries, the preferential subscription right of shareholders to shares or securities giving access to capital whose issue is the subject of this delegation, said shareholders also waiving, in the event that the above-mentioned beneficiaries are granted shares or securities giving access to capital, any rights to said shares or securities giving access to capital, including the portion of reserves, retained earnings or capitalized premiums, due to the free granting of said shares based on this resolution; Authorizes the Board of Directors, under the conditions of6) this delegation, to carry out the sale of shares to members of a Company or group employee savings plan (or similar plan) such as those provided for in Article L.3332-24 of the French Labor Code, with the understanding that sales of shares completed with a discount in favor of members of one or several employee savings plans targeted by this resolution will be applied up to the nominal amount of shares so sold on the amount of ceilings set out in paragraph 1 below; Resolves that the Board of Directors shall be fully7) empowered to implement this delegation of authority, with the right to sub-delegate said power under the terms set out by law, in order to: draw up, in accordance with legal provisions, the list ofj companies whose above-mentioned beneficiaries may subscribe to shares or securities giving access to capital thereby issued and who may benefit, if applicable, from freely granted shares or securities giving access to capital, decide that subscriptions may be carried out directly by thej beneficiaries, members of a Company or group employee savings plan (or similar plan), through employee mutual funds or other structures or entities permitted under applicable legal or regulatory provisions, determine the conditions, particularly seniority conditions,j that beneficiaries of capital increases must meet, set the dates for opening and closing subscriptions,j set the amounts for issues that will be carried out underj this authorization and to set, in particular, the issue prices, dates, deadlines, procedures and conditions for subscription, payment, granting and entitlement for securities (even retroactive), the rules for reduction applicable the event of oversubscription, as well as the other conditions and procedures for issues, within the applicable legal or regulatory limits,
Quota share reinsurance treaty entered into by CNPa Assurances and ABP Vie in the presence of Natixis, with a view to ABP Vie, a Natixis Assurances subsidiary, reinsuring 10% of CNP Assurances’ life insurance and accumulation product inventory, which will be distributed by the Caisses d’Epargne network until December 31, 2015, and during the interim period determined in the protocol.
LEGAL INFORMATION Statutory Auditors’ special report on related-party agreements and commitments 471Natixis Registration Document 2017 5. Authorization of an underwriting agreement
Stève Gentili, Member of the BPCE Supervisory Board,j Member of the Natixis Board of Directors.
Philippe Sueur, Vice-Chairman of the Steering andj Supervisory Committee of Caisse d’Epargne Ile-de-France, Natixis Director.
13. Letters of joint and several commitment and guarantee terminated or expired
Any person wishing to obtain additional information about Natixis can request documents free of charge and without obligation: by mail: Natixis Communication financière -a Relations investisseurs Immeuble Arc-de-Seine 30, avenue Pierre-Mendès-France 75013 Paris by e-mail: investorelations@natixis.coma
21.2. Memorandum and bylaws 440 to 444 22. Material contracts N/A
(EBA) EU CRC - Qualitative disclosure requirements related to credit risk mitigation techniques 5.5. Credit risk mitigation techniques
(BCBS) SEC4 - Securitization exposures in the banking book and associated regulatory capital requirements – bank acting as originator or as investor
Article 455 (d) (EBA) EU MR3 - IMA values for trading portfolios Table 51 104
Securitization Table 42 (NX33 BIS): Banking book EAD by agency 95
Table 46 (NX31-B): EAD according to Natixis’ role in the trading book 97
SIFA Société d’Investissement France Active - The investment company through which France Active receives solidarity-based savings and invests them in the Social and Solidarity-Based Economy and socially innovative companies.