RISKS AND CAPITAL ADEQUACY 107 3.2 Governance and risk management system 114 3.3 Capital management and capital adequacy 117 3.4 Credit and counterparty risks (including country risk) 133 3.6 Market risks 159 3.7 Operational risks 165 3.8 Overall interest rate, liquidity, structural foreign exchange risks 170 3.9 Compliance and reputational risk, legal risks 178 3.10 Other risks 183 3.11 Sensitive exposures 187
FINANCIAL DATA 205 5.1 Consolidated fi nancial statements and notes 206 5.2 Statutory Auditors’ report on the consolidated fi nancial statements 336 5.3 Parent company fi nancial statements and notes 338 5.4 Statutory Auditors’ report on the parent company fi nancial statements 373
Natixis was formed in 2006 through the combination of Natexis Banques Populaires and various subsidiaries of the Groupe Caisse d’Epargne, notably Ixis Corporate & Investment Bank (Ixis CIB) and Ixis Asset Management (Ixis AM): V Natexis Banques Populaires itself was created from the contribution in July 1999 of the operating activities of the Caisse Centrale des Banques Populaires, founded in 1921, to Natexis S.A., a holding company that was formed from Crédit National, founded in 1919 and which had acquired a 100% stake in Banque Française du Commerce Extérieur, founded in 1946. At December 31, 2000, Groupe Banque Populaire held 79.23% of Natexis Banques Populaires following a capital increase largely taken up by retail investors; V Ixis CIB and Ixis AM were originally part of CDC Ixis, itself part of the Caisse des Dépôts. The Ixis CIB and Ixis AM businesses were then contributed to the Caisse Nationale des Caisses d’Epargne (CNCE) as part of the transformation of the Groupe Caisse d’Epargne into a major full-service banking group at the end of 2004.
On August 6, 2013 Natixis sold all of the cooperative investment certifi cates (CCIs) that it held internally to the Banque Populaire banks and Caisses d’Epargne. This transaction was part of a move to simplify Natixis’ structure.
In 2015, Natixis Global Asset Management pursued its strategy of organic and external growth as well as its investment policy to ensure the steady development of its asset management expertise and consolidate its global distribution platform. The most signifi cant growth initiatives were: the acquisition in June of a 71.02% stake in DNCA Finance, a respected and fast-growing French asset management company; the opening of a distribution offi ce in Bogota (Colombia), following on from offi ce location in Mexico City and Montevideo (Uruguay) in 2014, as part of the Latin America action plan; the roll-out of distribution activities in Canada following the acquisition of the Toronto-based company Nexgen Financial in late 2014, and in Australia through the integration of Apostle Asset Management into the distribution teams. In 2016, Natixis Global Asset Management will continue to invest in new targeted development projects and will consider external growth opportunities and partnerships.
The wealth management teams are building increasingly strong relationships with Coverage, helping the bank to do business with major families who are historic clients of Natixis.
Preparatory work prior to Natixis Assurances taking over the management of all new life insurance and personal protection policies distributed by the Caisses d’Epargne network continued throughout the year. The transfer will occur gradually in 2016 and began successfully in January 2016.
The Insurance Solutions Department handles insurance segments for Groupe BPCE that are not dealt with by its affi liated insurance companies, e.g. the Group’s insurance program.
V Natixis’ offering in aircraft, export and infrastructure financing combines its advisory expertise in the areas of financial, arrangement, structuring, agent and distribution services. The team is developing optimized financing solutions in both the banking and institutional markets. Natixis drew on its leading positioning in project finance to consolidate its dedicated debt infrastructure. At the end of 2015 it signed a new cooperation agreement with Swiss Life to co-invest in this specific asset class, in line with the agreements signed with CNP Assurances, Ageas and Macif. In 2015 Natixis was involved in numerous landmark deals, and in particular in the capacities of financial adviser, rating adviser, mandated lead arranger and co-hedge coordinator of the biggest refinancing project in the French energy sector for Exeltium. The bank also demonstrated its prowess in aircraft financing arrangement, having arranged two Boeing 777-300ERs and an Airbus A380 for the airline Emirates, the EETC financing of 11 Airbus A321s, two Airbus A350s and nine Boeing 787-9 for Latam Airlines, and the financing of a revolving credit for Hong Kong Aviation Capital. These three deals earned Natixis the title of the 2015 Aircraft Finance House of the Year by Global Transport Finance.
Equity linked fi nance, strengthened in 2014 by the creation of Strategic Equity Transaction, designs client solutions for managing their equity positions. These transactions use fi nancing tools, derivatives and other fi nancial instruments for Natixis’ large European and international corporate clients.
GTB supports its customers at every step of their projects by selecting and providing the appropriate solutions to their organization, and by helping their businesses grow in France and internationally.
Natixis Factor posted annual factored turnover of €34.8 billion at December 31, 2015, up 9%, and had a market share of close to 14% (source: ASF at September 30, 2015).
François Riahi - Wholesale Banking - Financing and Global Markets (FGM)
A graduate of HEC and the Stanford Executive Program, Laurent Mignon worked for more than 10 years in various positions at Banque Indosuez, from the trading fl oor to corporate banking. In 1996 he joined Schroeders in London, then AGF in 1997 as Chief Financial Offi cer. He was appointed to the Executive Committee in 1998, then became Deputy Chief Executive Offi cer in charge of Banque AGF, AGF Asset Management and AGF Immobilier in 2002. He became Chief Executive Offi cer in charge of the Life and Financial Services and Credit Insurance divisions in 2003 and Chairman of the Executive Committee in 2006. From September 2007 to May 2009 he was associate manager at Oddo et Cie alongside Philippe Oddo. Laurent Mignon has been Chief Executive Offi cer of Natixis since 2009 and a member of BPCE’s Management Board since August 6, 2013. His term of offi ce was renewed on November 16, 2015.
Member and Chairman of the Board of Directors (from 05.15.2012 to 12.19.2012)
V Chairman of the Board of Directors and Member of the Board of BPCE IOM (until 2011)
2 CORPORATE GOVERNANCEAdditional information on the corporate offi cers’ positions Catherine Halberstadt - term of offi ce ended 11.16.2015 Member of the BPCE Management Board in charge of Human Resources and Internal Communication, Corporate Secretary of BPCE (since 11.16.2015)
Member – Audit Committee First appointed: Board Meeting of 05.29.2012 Date term of offi ce expired: 11.16.2015
Member – Strategic Committee First appointed: Board Meeting of 05.29.2012 Date term of offi ce expired: 11.16.2015
V Chief Executive Officer BPMC V Member of the Board of OSEO (b)
V Member of the Executive Committee of Nexity (a) (b) (until June 2011) V Member of the Board of Directors of
V Member and Chairman of the Korian Medica S.A. (a) Appointments and Compensation Committee
Bernard Oppetit is also Chairman of Centaurus Capital, a hedge fund group he founded in in 2000. Key advisory skills: renowned fi nancial markets specialist, with entrepreneurial experience in Europe.
V Chairman of the Management Board of Caisse d’Epargne Rhône-Alpes (CERA) V Chairman of the Board of Directors of Banque du Léman (Switzerland) V Member of the Board of Crédit Foncier, CE Holding Promotion
V Permanent Representative of CERA, Manager of SCI dans la ville, SCI Garibaldi Office, SCI Lafayette Bureaux, SCI le Ciel, SCI le Relais (since 05.19.2014)
V Chairman of the Supervisory Board of SODERO Gestion, BATIROC Bretagne – Pays de Loire
V Permanent Representative of CEBPL, Member of the Supervisory Board of IT-CE (formerly GCE Technologies)
Other offi ces held in 2015: V President of S.A.S. Henri Proglio Consulting V Honorary Chairman of EDF V Member of the Board of Dassault Aviation (a), Thales (a) (since 05.13.2015) V Member of the Board of ABR Management (Russia) V Member of the Board of FCC Fomento de Construciones y Contratas (Spain),
V Member of the Board of EDF International S.A.S. (since 05.02.2011), EDF Energies Nouvelles (since 09.21.2011)
V Chairman of IFAC (b) for France and Val d’Oise and SEMAVO (b)
V Member of the Board of Home Shopping Service (HSS), Football Club des Girondins de Bordeaux, Extension TV (Série Club) and Société Nouvelle de Distribution (SND)
V Permanent Representative of M6 Publicité, member of the Board of Directors of Home Shopping Service S.A., M6 Diffusion S.A.
Independent members do not make up two-thirds of the Natixis Audit Committee, as recommended by the AFEP-Medef code, in order to represent the different components of the Company’s main shareholders (members from the Caisses d’Epargne and the Banque Populaire banks, in addition to a representative of BPCE). Following the AFEP-Medef code recommendations on the composition of the Audit 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 those Committees’ work, in light of the resulting increased workload. That is why Natixis promotes a balance of directors within the Committees, which are, additionally, always chaired by an Independent Director.
The number of independent directors on the Natixis Appointments Committee and Compensation Committee is not greater than half the total number of members, as recommended by the AFEP-Medef Corporate Code. They have 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 and the Compensation 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 those Committees’ work, in light of the resulting increased workload. That is why Natixis promotes a balance of directors within the Committees, which are, additionally, always chaired by an Independent Director.
To carry out this work, Natixis analyzes a range of indices, criteria and parameters including: the length, degree and nature of the banking, trade or consulting relationships; the volume of commitments and the weight of Natixis compared to the total indebtedness; and the Company’s liquidity requirements.
With respect to the principle of gender parity within the Board of Directors, as set out in the Act of January 27, 2011, Natixis had fi ve female directors out of a total of 15, i.e. 33.33%, at March 1, 2016. Natixis is therefore in compliance with the transitional provisions of the Copé-Zimmermann Act.
2 CORPORATE GOVERNANCEManagement and oversight of corporate governance V reviews the governance provision as set out in Article L. 511-55 of the French Monetary and Financial Code, periodically assesses its effectiveness, and ensures that corrective measures have been taken to remedy any shortcomings; V regularly approves and revises the strategies and policies governing the taking, management, monitoring and reduction of the risks to which Natixis is or could be exposed, including risks created by the economic environment; V determines the guidelines and controls the Senior Managers implementation of the supervisory mechanisms to guarantee the effective and prudent management of the Company, specifically the separation of duties and the prevention of conflicts of interest; V controls the process of publishing and disclosing the quality and reliability of the information intended for publishing and disclosure by Natixis.
Directors representing major shareholders in Natixis, in either a direct or indirect capacity, may be considered independent if these shareholders do not control Natixis within the meaning of Article L.233-3 of the French Commercial Code. However, if a director represents a shareholder of Natixis who holds, directly or indirectly, more than 10% of the share capital or voting rights, the Board shall, based on a report from the Appointments Committee, systematically review the member’s independence, taking into account the structure of Natixis’ share capital and the existence of any potential confl icts of interest.
A director contributes to the collegiality and effi ciency of the work of the Board and Special Committees. He makes recommendations that he feels will improve the Board’s operating procedures, specifi cally during the Board’s periodic evaluation.
The Chief Executive Offi cer attended all meetings, thereby enabling the Board members to hear his opinion on important issues and to ask him any questions that they deemed relevant. At each meeting, he reviewed the economic environment and benchmarks, as well as business conditions.
V Capital increase reserved for members of the Mauve 2015 savings plan V Total transfer of assets and liabilities from a Natixis subsidiary to Natixis V Review of strategic plan and strategic projects
For the 2014 fi scal year, Natixis decided to study the follow-up on decisions made as a result of the in-depth evaluations conducted from 2010 to 2013.
V Review of the quarterly and half-yearly parent company and consolidated fi nancial statements V Review of 2016 budget V Statutory Auditors’ assignment V Monitoring the size of the balance sheet
In 2015, the Risk Committee’s duties focused on the following items in particular: Internal audit and risk management
V Deciding on the fi xed compensation of the Chief Executive Offi cer for fi scal year 2015 V Deciding on the fi xed compensation of the Chairman of the Board for fi scal year 2015 V Deciding on the variable compensation of the Chief Executive Offi cer for fi scal year 2014 and paid in 2015 V Deciding on the criteria to be applied in calculating the variable compensation of the Chief Executive Offi cer for fi scal year 2015
V Reviewing specifi c Risk and Compliance targets (2014 review / 2015 targets) V Analyzing compensation awarded to the highest-paid employees V Reviewing and monitoring the achievement of performance conditions applicable to deferred variable compensation and long-term profi t-sharing plans established within Natixis
R On May 19, 2015, Alain Denizot was appointed a member of the Appointments Committee, to replace Didier Patault.
At March 1, 2016 members included: Gils Berrous (Specialized Financial Services), Jean Cheval (Finance and Risks), Norbert Cron (Operations and Information Systems), Alain Delouis (Human Resources), Jean-François Lequoy (Investment Solutions – Insurance), André-Jean Olivier (Corporate Secretariat), Olivier Perquel (Executive Vice-President – Cross-business strategic projects), François Riahi (Corporate & Investment Banking – Financing & Global Markets), Pierre Servant (Investment Solutions - Asset Management and Private Banking), and Marc Vincent (Corporate & Investment Banking – Coverage & Advisory).
After its offi cial launch at the end of 2013, the Senior Management Committee undertook the de facto implementation of the New Frontier strategic plan in all Natixis business lines.
In this context, the Senior Management Committee studied the opportunities for external growth in asset management, M&A and SFS and supervised various plans projects. More generally, the Senior Management Committee studied and approved all of the strategic operations carried out by Natixis, before presenting them to the Company’s Board of Directors, such as the acquisition of Léonardo & Co (France), DNCA Finance and 360 Corporate Finance (Spain).
Structure of compensation of regulated categorise of staff for 2015 –payment chronology
This cap does not represent an additional cost for Natixis and does not increase the level of total compensation for its regulated employees. It makes it possible to maintain the fl exibility needed to match variable compensation to real performance, and to hire and retain the employees by offering them competitive compensation. In this respect, it should be noted that Natixis operates on highly specialized labor markets, both outside the European Economic Area where local operators are not subject to regulatory caps on variable compensation, and within the European fi nancial community vis-à-vis fi nancial operators unaffected by CRD IV (investment funds, venture capital companies, etc.).
in 2016 in 2017 in 2019 in 2018 65% deferred over 2017-2018-2019, of which 50% is indexed to the Natixis share price.
It is reiterated that, at its February 19, 2014 meeting, the Board of Directors approved a change to its agreement relating to a severance payment and the establishment of a non-compete agreement. These obligations and agreements were submitted to a vote by the shareholders and approved during the Ordinary General Shareholders’ Meeting of May 20, 2014 (fi fth resolution). At its February 18, 2015 meeting, the Board of Directors approved the renewal of severance payment and the non-compete agreement upon the Chief Executive Offi cer’s reappointment.
R TABLE 1 Summary of the compensation, stock options and shares granted to each executive corporate officer
Value of performance shares granted during the fi scal year €160,000 (b) €160,000 (b)
(c) The amounts include the company car benefi t (€126) and the family supplement (€2,967).
Compensation paid to Laurent Mignon in 2015 was composed of €803,093 in fi xed compensation and fringe benefi ts and €1,083,450 in variable compensation, the components of which are broken down below. The performance condition applicable to the deferred portion of variable compensation granted to Laurent Mignon is that Natixis’ net operating income is strictly positive. As this condition was met for the 2015 fi scal year, the portion relating to the three previous periods was paid to the benefi ciary. The difference between amounts granted and the amounts actually paid is correlated: for the cash portion, to the market capitalization at the Euribor rate, and for the portion indexed to the Natixis share price, to the change in the share price.
Deferred cash portion of variable compensation for fi scal year 2011
Deferred securities or similar instruments portion of variable compensation for fi scal year 2013
In respect of BPCE and its subsidiaries 7,500 7,500 6,000 7,500
The components of compensation concerned are: V fixed compensation; V annual variable compensation; V annual deferred variable compensation; V multi-annual variable compensation; V extraordinary compensation; V allocation of stock options/performance shares and any other long-term compensation; V start-of-contract indemnities; V contract termination payment: severance payment / noncompete payment; V supplementary pension plan; V directors’ fees; V benefits of any kind.
Allocation of stock options/ performance shares and any other long-term compensation 27,321 shares
Operational staff carry out their transactions in compliance with: V the charters and procedures that govern and structure Natixis’ risk processes (such as the procedure governing the credit decision process, the market risk management charter, the charter for measuring, controlling and managing operational risks, the charter for managing compliance risks, etc.); V the charter formally defining areas of responsibility for country managers in Natixis’ foreign operations and organizing relations with Heads of the business lines represented locally; V the Compliance Manual, which was updated in February 2015, and which sets out all the main Compliance principles applicable to Natixis staff. In particular, this covers conflicts of interest, antimoney laundering, embargoes, professional ethics, confidential information and inside information, market abuse, information systems security and business continuity.
To defi ne these rules, ensure that they are fully known to all Natixis employees and correctly applied, the Compliance Department uses a company-wide “Conduct/Ethics/Training” function, rolled out to each core business and each business line, including all subsidiaries, by the Compliance managers.
The structural balance sheet risks of Natixis are managed and monitored on a consolidated basis under the authority of the Asset/ Liability Management Committee (the “ALM Committee”). This Committee is chaired by the Chief Executive Offi cer, and includes members of the Senior Management Committee in charge of Finance and Risks and Corporate & Investment Banking - Finance and Market Solutions, the Head of Risk, the Head of the Joint Refi nancing Pool, the Head of Financial Management and BPCE’s Head of Asset/Liability Management. The Committee meets every two months and is mainly responsible for: V validating the main asset/liability management rules (including those relating to internal liquidity pricing), agreements, indicators and limits (including liquidity budgets allocated to the business lines as part of the budget procedure) used to monitor, manage and supervise structural balance sheet risks, all within the standard ALM framework set up by BPCE; V validating the overall refinancing policy in conjunction with BPCE ALM; V supervising the main balance sheet aggregates and their developments; V supervising structural balance sheet risks and compliance with limits.
The mechanism is managed by Natixis’ Operational Risk Committee, a specialized body that oversees operational risk policy, monitors Natixis’ exposure and makes fi nal decisions on hedging and reduction. It is the operational extension of the executive body and, as such, possesses full decision-making powers for issues within its area of responsibility. This Committee meets quarterly and is attended by Compliance, ITSS-BC and the Internal Audit Department. It is chaired by the Chief Executive Offi cer or his substitute the Chief Finance and Risk Offi cer, with the Head of the Operational Risk Department acting as secretary. The standing members of the Operational Risk function, apart from the Head of the department, are the divisions’ Heads of Operational Risk and the data and methods offi cer.
The Finance Department prepares Natixis’ consolidated fi nancial statements and all consolidated regulatory reports (including solvency and liquidity ratios) using the tools and databases developed and administered by Natixis S.A.
In 2015 , the highlights of the accounting and fi nancial control environment included: V a tighter timetable for publishing the various financial reports; V the continuation of a large-scale project to streamline the information systems used for market transactions (front and back office systems). The associated software migration, which began in the second half of 2014, continued in 2015; V the launch of a project to streamline and pool data entry. This will be result in the establishment of shared data warehouses for all overview functions (risk, accounting and regulations, accounting and regulatory, financial steering and financial management).
Natixis’ ability to carry out its operations could be affected by the fi nancial soundness of other fi nancial institutions and market participants. Financial institutions are closely interconnected mainly as a result of their trading, clearing, counterparty and fi nancing operations. The default of a sector participant, or mere rumors or questions surrounding one or more fi nancial institutions or the fi nance industry as a whole, have, in the past, led to a widespread contraction in liquidity in the market and, in the future, could lead to additional losses or defaults. Natixis is exposed to several fi nancial counterparties, such as investment service providers, commercial or investment banks, mutual funds and hedge funds, as well as other institutional clients with which it conducts transactions in the usual manner. Natixis is therefore exposed to a risk of insolvency should one of its counterparties or customers fail to meet their commitments. This risk would be compounded if the assets held as collateral by Natixis were unable to be sold or if their price was insuffi cient to cover all of Natixis’ exposure to loans or derivatives in default.
The risk management function is highly integrated, has short decision-making channels, and cross-business ties via dedicated teams, notably the Chief Operating Offi ce Department, which adopts a comprehensive approach to risks. An Investment Solutions and Services Risk Department coordinates the function and is in charge of the Chief Risk Offi cer in the two divisions (Investment Solutions and Specialized Financial Services division). For Asset Management, the risk offi cer reports directly to the Chief Risk Offi cer of Natixis.
The exercise date of the redemption option for the full issue at par at 01.25.2010
XS01709333047 Subordinated loan contract 3 Governing law(s) of the instrument French French French English French English French
Regulatory treatment 4 Transitional CRR rules Tier 2 Tier 2 Tier 2 Tier 2 Tier 2 Tier 2 Tier 2 5 Post-transitional CRR rules Ineligible Ineligible Ineligible Tier 2 Tier 2 Tier 2 Tier 2 6 Eligible at solo/(sub-)consolidated/solo& (sub-) consolidated
Unsecured creditors 36 Non-compliant transitioned features N/A N/A N/A N/A N/A N/A N/A
No. 575/2013 or prescribed residual amount of regulation (EU) No. 575/2013
Additional Tier 1 (AT1) capital: instruments 30 Capital instruments and the related share premium accounts 500 51, 52 31 o/w classifi ed as equity under applicable accounting standards 500 32 o/w classifi ed as liabilities under applicable accounting standards 33 Amount of qualifying items referred to in Article 484 (4) and the related share premium accounts subject to phase out from AT1
34 Qualifying Tier 1 capital included in consolidated AT1 capital (including minority interests not included in row 5) issued by subsidiaries and held by third parties 35 o/w instruments issued by subsidiaries subject to phase out 486 (3) 0 36 Additional Tier 1 (AT1) capital before regulatory adjustments 1,571
41a Residual amounts deducted from Additional Tier 1 capital with regard to deduction from Common Equity Tier 1 capital during the transitional period pursuant to Article 472 of Regulation (EU) No. 575/2013 o/w own capital instruments (7)
48 Qualifying own funds instruments included in consolidated T2 capital (including minority interests and AT1 instruments not included in rows 5 or 34) issued by subsidiaries and held by third parties 49 o/w: Instruments issued by subsidiaries subject to phase out 0 486 (4)
In accordance with the Basel 3/CRR regulations CRR, and under Pillar I, these ratios must be above the minimum of 4.5%, 6% and 8% respectively.
Consolidated shareholders’ equity group share, net of DSNs and PSNs 17,947 17,883
Deferred tax assets that rely on future earnings (excluding temporary differences) 240
o/w impact of changes in phase-in rate 39 o/w impact of change in basis subject to transitional arrangements (275)
Note: from 06.30.2015, the Groupe BPCE affi liates are presented under the standardized approach in accordance with Article 150 of the European CRR (575/2013).
Natixis’ risk policies have been defi ned, starting in 2010-2011, as a component of the bank’s overall risk appetite and credit risk control and management system. These policies, which are the product of consultation between the Risk Division and the bank’s various business lines, are intended to establish a framework for risktaking while outlining risk appetite and Natixis’ strategic vision by translating it into the risk appetite by business line or sector.
LGD are backtested by the Risk Division ’s teams to: V verify that the model is correctly calibrated; V assess the model’s ability to make fine distinctions; V assess the model’s stability over time.
Only on exposures under the standardized approach, excluding exposure to retail customers, securitization and other assets.
R TABLE 18: EAD BY CREDIT RISK MITIGATION TECHNIQUE These tables show the breakdown of exposures, guaranteed by collateral or protection.
The fi rst involves the daily identifi cation of all rating declines affecting the Group’s securitization positions as well as the associated potential risks and, if necessary, deciding on an appropriate course of action.
R All decisions regarding risks factors are revised annually in Committee Meetings attended by all parties concerned (Risk Division , front offi ce and P&L division). Quantitative, objective tools are used to measure the relevance of risk factors. The aim is to ensure consistency between VaR calculations, results and sensitivities (use of the same risk factors).
■ STRESSED NATIXIS VAR The Stressed Regulatory VaR level averaged €20.9 million. It peaked at €36.2 million on March 19, 2015 and bottomed out at €12 million on November 16, 2015, and stood at €19.4 million at December 31, 2015.
The Insurance Department, which reports to Natixis’ Insurance division, is tasked with analyzing insurable operational risks and taking out appropriate insurance coverage (direct insurance and/or transfer).
V “Civil Operating Liability” coverage is provided by the civil operating liability group insurance plan taken out by BPCE SA, for up to €75 million per claim; V “Management Civil Liability” coverage is provided by the managers’ and executive corporate officers’ civil liability group insurance plan taken out by BPCE S.A., for up to €200 million per claim per insurance year; V Coverage for the buildings housing Natixis’ operations in France, their contents, IT risks and the resulting loss of banking business is provided by the “All Risks & Resulting Loss of Banking Business” group insurance policy taken out by BPCE S.A; (reconstruction and/or replacement cost, capped at €300 million per claim); V Coverage for intangible computer damage (damage to data without physical damage to the hardware containing it) and resulting loss of banking business is provided by the “Intangible Computer Damage/Loss of Banking Business” group insurance policy taken out by BPCE S.A., for coverage of up to €60 million per claim and per year.
Confl ict of interest is managed through: V compliance with the conflict of interest prevention framework; V cooperation among the business lines, Compliance and Management in order to identify and manage conflicts of interest arising at various levels; V close monitoring by Compliance with the help of transactional conflict detection tools for personal transactions (GEODE) and sensitive transactions (ODEON); V a conflict of interest management commission tasked with mediating unresolved conflicts of interest if needed.
In addition, Natixis has established a policy governing new client relationships. The procedures are in line with the various regulatory requirements governing money laundering, terrorist fi nancing and international embargoes for the entities in question.
The main issues being addressed are user authorizations, data protection, controls, cyber-security, the standardization of BCP management solutions and awareness-building directed at the business lines.
Natixis, BRED and CEGC consider all of these claims to be unfounded.
Concerning securities in other categories, the sensitivity analysis carried out at end-December 2015 showed that a 1-point increase in bond yields would have a negative impact of €116.2 million on equity (taking into account the variation attributable to policyholders and taxation), i.e. 7.1% of equity.
In the asset management business, Natixis Global Asset Management (NGAM) fi nalized its acquisition of 71% of DNCA on June 30, 2015, reinforcing its position on the European retail markets. Founded by specialists in managing wealth for private and institutional investors, DNCA has developed units specializing in European equities (“long only” and “absolute return”), diversifi ed management, convertible bonds and euro zone bonds. At June 30, 2015, DNCA staff and assets were consolidated in NGAM Group’s accounts. Staff totaled 79 FTE based in Paris, Milan, Luxembourg and Munich, with assets under management of €17 billion.
The following events took place in the course of NGAM’s development in second-half 2015: V the sale of Reich & Tang to its directors (MBO), finalized on August 12, 2015; V the sale of Cube Investment Management (CIM, formerly NEIL) to its directors, finalized on December 22, 2015.
The fi nancial year saw the ongoing development of sales cooperation with the Banque Populaire banks and Caisses d’Epargne, and included the signing of 24 national relationship charters.
The expenses of the divisions posted a net scope effect of €26.7 million (of which €35.3 for DNCA).
V Revenues from Short-Term Treasury activities were stable between the two fiscal years.
Activities were developed under strict management of capital employed. As a result, at December 31, 2015, Basel 3 riskweighted assets (RWA) at period-end came to €69.4 billion versus €72.2 billion at end-2014m despite an unfavorable exchange rate effect.
Consumer Finance saw an annual increase of 17% in new personal loans and 2% growth in revolving credit.
The Payments business enjoyed robust momentum in 2014, particularly in Electronic Banking. The number of cards and clearing transactions rose by 3% and 5%, respectively. The Transactions and Checks business was more contrasted, with national check processing down 5% and mass transaction processing up slightly by 1%.
After the ECB’s quantitative easing program was announced, long rates on Eurozone bonds continuously declined over the fi rst four months of the year. The yield on the 10-year Bund, which was at 0.50% at the start of the year, reached a low point of 0.07% on April 20. From that date onward, encouraging European infl ation fi gures for March and the high probability of the Fed raising its rates in the second half drove the Bund rate up to 0.76% at the end of June. However, infl ation fi gures stagnated in the second half (2015 infl ation at +0.2%) due to concerns about the strength of Chinese growth and the decline in oil prices ($38 per barrel at end-2015 versus $61 at the start of the year). The Bund rate trended downwards from July onwards and ended the year at 0.63%.
Gain or loss on other assets 3 75 78 0 78 78
NOTE 5 ACCOUNTING PRINCIPLES AND VALUATION METHODS 234 5.1 Financial assets and liabilities (excluding derivatives) 234 5.3 Credit risk on assets classifi ed as loans and receivables 237 5.4 Derivative fi nancial instruments and hedge accounting 238 5.5 Currency trading 240 5.6 Fair value of fi nancial instruments 240 5.7 Guarantee mechanism for former GAPC assets 246 5.8 Property, plant and equipment, intangible assets (excluding goodwill) and investment property 246 5.9 Non-current assets held for sale and discontinued operations 247 5.10 Financial liabilities at fair value through profi t and loss 248 5.13 Offsetting fi nancial assets and liabilities 248 5.14 Provisions and contingent liabilities 249 5.15 Employee benefi ts 249 5.16 Distinction between debt and equity 250 5.17 Share-based payments 250 5.18 Treasury shares and treasury share derivatives 251 5.19 Fees and commissions received 251 5.20 Income taxes 251 5.21 Financing and guarantee commitments 251 5.22 Use of estimates in preparing the fi nancial statements 252 5.23 Earnings/(loss) per share 253
Natixis’consolidated fi nancial statements include a balance sheet, income statement, statement of net income/(loss) and other comprehensive income (previously referred to as the statement of net income/(loss), gains and losses recorded directly in equity), statement of changes in shareholders’equity, cash fl ow statement and notes to the fi nancial statements.
The Private Equity goodwill was totally written-down at the end of 2009.
Furthermore, at December 31, 2015, Snyder Capital Management, a fully consolidated subsidiary of the Investment Solutions division, was also treated in accordance with IFRS 5, with the presentation of its assets and liabilities organized into the two balance sheet items: “Non-current assets held for sale” and “Liabilities associated with non-current assets held for sale”.
compared to 92.7% at December 31, 2014. This change refl ects the improved fi nancial backdrop against which Natixis Assurances does business, as well as the normalization of margins established in accordance with the general conditions of insured contracts.
Structured entities generally have one or more of the following characteristics: V restricted and narrowly-defined activities and objectives; V low or non-existent equity, i.e. insufficient to allow it to finance its activities without subordinated financial support; V financing in the form of multiple contractually linked instruments that create concentrations of credit or other risks (tranches); V few or no employees.
For Asset Management entities, guarantees given correspond to capital and/or performance guarantees given to mutual funds (see Note 4.1.3).
Reverse transactions are also recognized on the settlement date. For repurchase and reverse repurchase transactions, a fi nancing commitment received or given respectively is recognized
Leases are classifi ed as fi nance leases when substantially all of the risks and rewards incidental to ownership are transferred to the lessee. All other leases are classifi ed as operating leases.
For consolidation purposes, property, plant and equipment used in the business and held under fi nance leases is restated and reported under “Property, plant and equipment” where material. At the inception of the lease term, leased property, plant and equipment is recognized at the lower of fair value and the present value of minimum lease payments, with a corresponding entry under debt on the liabilities side of the balance sheet.
V Fixed-income products: fixed-income products generally have specific characteristics which justify the choice of model. The valuation of the payoff will take into account all underlying risk factors.
The amount recognized as a provision should be the best estimate of the expenditure required to settle the present obligation at the reporting date. This amount is discounted when the effect of discounting is material. Provisions are reviewed at each reporting date and adjusted if necessary. Provisions recognized on the balance sheet, other than provisions to cover employee benefi ts, mainly concern provisions for restructuring and provisions for risks and litigation.
In 2013, Natixis booked a provision for restructuring in its fi nancial statements in respect of the workforce adaptation plan and for the winding up of the former GAPC hive-off. The plan, which included the elimination of 659 positions without any forced departures, was completed in 2015.
Deferred tax assets are only recognized at the reporting date if the tax entity concerned is likely to recover tax savings over a fi xed time period (10 years maximum). These savings will be realized by the deduction of temporary differences or tax loss carryforwards from estimated future taxable income within that time period.
The Employment Competitiveness Tax Credit (CICE) was considered to fall under IAS 19 – Employee Benefi ts. As a result, this tax credit is presented as a deduction from the related payroll costs.
(a) The difference between net earnings/(loss) attributable to the group and net income/(loss) attributable to shareholders corresponds to the interest generated on deeply subordinated notes and on preference shares, i.e. -€56 million at December 31, 2015 and -€53 million at December 31, 2014.
Financial liabilities are designated at fair value through profi t and loss when this choice provides more pertinent information or when the instruments incorporate one or more signifi cant and separable embedded derivatives (see Note 5.1).
Other fi nancial assets held for trading 376 Financial assets at fair value through profi t and loss 3,885 33 (43) Fixed-income securities at fair value through profi t and loss 1,290 77 (1) Variable-income securities at fair value through profi t and loss 996 2 (16) Other fi nancial assets at fair value through profi t and loss 1,600 (46) (26) Hedging derivatives Available-for-sale fi nancial assets 3,750 (7) 28 (41) Available-for-sale securities - Equity investments 955 10 28 (28) Other available-for-sale securities 2,775 1 (13)
Fixed-income securities held for trading 928 18 81 Derivative instruments not eligible for hedge accounting (positive fair value) 2,338 1,079 17 o/w interest rate derivatives 772 480 73 o/w currency derivatives 16 (11)
(a) Issues concerned a loan of €1 billion from BPCE to Natixis.
(b) Of which -€68 million for the amount recognized in respect of the retention and performance plans versus -€71 million at December 31, 2014.
NGAM P1 underwent a tax audit for the 2010 and 2011 fi scal years, which resulted in a reassessment notice dated July 29, 2015 .
R Structured Financing, which originates and develops fi nancing for aircraft, exports and infrastructure, energy and commodities, Strategic and Acquisition Finance, Real Estate Finance and Strategic Equity Finance,
Assets at fair value through profi t and loss 170,069 16,278 2,649 2,470 174 191,639
At the end of this commitment, it is expected that the Chief Executive Offi cer will not receive severance payments if he leaves the Company at his initiative to perform new duties or changes his position within Groupe BPCE, or if he leaves offi ce due to serious misconduct or negligence. Furthermore, in accordance with the provisions of the AFEP-Medef code of corporate governance, the right to compensation is subject to a certain number of criteria and performance conditions (unchanged since 2011).
All of these obligations and agreements were submitted to a vote by the shareholders and approved at the General Shareholders’Meeting of May 19, 2015.
Income and expenses net of reinsurance transfers 83 83 83 83
It should be noted that the application of this change at January 1, 2014 would have had the following impacts: V an increase of €18 million in shareholders’equity, group share at January 1, 2014; V recognition of an additional net expense of -€2.3 million for 2014 (operating expenses of -€3.5 million and tax income of +€1.3 million).
Major accounting expenses included the preparation for the launch of the Insurance division’s product line in the Caisses d’Epargne from 2016 via a program entitled assurément#2016 at BPCE Vie at a cost of €4,043,000 conducted by Deloitte and the preparation for bringing forward publication dates at NGAM at a cost of €637,000 conducted by KPMG.
In compliance with the assignment entrusted to us by your General Shareholders’ Meeting, we hereby report to you, for the year ended December 31, 2015, on: V the audit of the Natixis group’s consolidated financial statements, as appended to this report; V the justification of our assessments; V the specific verifications required by law.
In accordance with Article 41 of the Amended Finance Act for 1997 (No. 97-1239 of December 29, 2007), amended by Article 121 of the Amended Finance Act for 2008 (No. 2008-1443 of December 30, 2008), of Article 5 of the Amended Finance Act for 2014 (No. 20141655 of December 29, 2014) and the agreement signed with the French State on September 21, 2011, and its June 24, 2015 amendment, Natixis manages certain public procedures on behalf of the French State, mainly consisting of loans and gifts to foreign States conferred in the framework of Public Development Aid, nonconcessional loans to foreign States, gifts to the “Fund for PrivateSector Aid and Studies” and the stabilization of interest rates for export credit guaranteed by Coface.
The related transactions, some of which may be guaranteed by the State, are recognized separately in the fi nancial statements. The State and other related creditors have a specifi c right over the assets and liabilities allocated to these institutional operations. The bank’s assets and liabilities relative to these operations are identifi ed on the balance sheet under each of the headings concerned with these operations.
Plans settled in shares are recognized in accordance with CRC Regulation No. 2008-15, which provides for the recognition of a liability where there is the likelihood or the certainty that the obligation to grant shares generates an outfl ow in settlement without an offsetting provision: V if the granting involves the issue of new shares, Natixis incurs no outflow and, as a result, no expense is recognized; V if the granting involves the repurchase of shares or the granting of existing shares, an outflow will be recognized when the shares are issued to employees, without an offsetting provision. A provision is then set aside taking account of the entry cost of the shares or the share price on the balance sheet date if the shares have not yet been purchased and the probable number of shares granted to employees. The expense is recognized in stages over the vesting period.
5 FINANCIAL DATAParent company fi nancial statements and notes 1.13 Non-recurring income
As IAS 37 “Provisions, contingent liabilities and contingent assets” is the basis for French accounting rules relating to liabilities, Natixis, when drawing up its separate fi nancial statements at December 31, 2015, took into account IFRIC 21 “Levies” published by the IASB on May 21, 2013 and which applies obligatorily and retrospectively, since January 1, 2015, to Natixis’ consolidated fi nancial statements.
The amount of perpetual subordinated loans totaled €40 million at December 31, 2015 versus €47 million at December 31, 2014.
(c) Of which Bonds and other listed fi xed-income securities for €13,667 million at December 31, 2015 versus €11,704 million at December 31, 2014.
(b) The main changes during 2015 related to: V the Natixis Japan Sécurities Ltd capital increase for €61 million; V the Natixis Assurances capital increase (dividends paid in shares) for €120 million; V the Natixis Global Asset Management capital increase (dividends paid in shares) for €326 million; V the disposal of CUBE securities for a total amount of €151 million; V the acquisition of a 92% stake in Léonardo, which has become Natixis Partners, for €11.5 million.
NOTE 7 INFORMATION ON SHAREHOLDINGS EXCEEDING THE DISCLOSURE THRESHOLD FOLLOWING INVESTMENTS IN FRENCH COMPANIES DURING THE YEAR
BANQUE PRIVEE 1818 50 AVENUE MONTAIGNE 78008 PARIS NL 88,402 EUR 77,705 EUR 100.00%
Change in actuarial gains and losses not recognized (39) (21) (1) (15) (76) 14 6 1 13 34
Unrecognized actuarial gains and losses (3) (22) 7 (18) 40 (1) 23 62
The non-voting shares issued by Natixis in November 1985 may only be redeemed if the company is liquidated but may be eligible for buyback under the terms set out by the law dated January 3, 1983.
Negative fair value 8,630 9,308 * Informations for 2014 now includes international branches
Other procedures and services directly related to the Statutory Auditors’ assignment 1.3 4.3
As at December 31, 2015, in accordance with the above-mentioned Article, Natixis hereby reports that it has, in the Marshal Islands, €73 million in outstanding fi nancing (net of provisions) and €74 million in loan commitments given.
The Company uses internal models and methodologies to measure fi nancial instruments that are not traded on an active market, as well as to record certain impairment charges (paragraph 6 of Note 1, and Notes 16, 26, and 34 to the parent company fi nancial statements). We reviewed the control procedures relating to the assessment of whether a given market was inactive, to the validation of models and to the defi nition of the parameters used.
The Company records provisions to cover the contingencies and litigation arising from its business activities (Notes 1.1, 1.2, 1.6, 1.10 and 16 to the parent company fi nancial statements). We examined the methodology used to measure these provisions, as well as the main assumptions applied.
The Mirova - Eurofi deme 3 fund, managed by Mirova, made two new investments in Europe in December 2015. In Sweden, Mirova - Eurofi deme 3 joined forced with RES group, a key player in global renewable energies, to build and operate a wind-driven power plant with the aim of producing 80 GWh of green electricity per year at a competitive cost price. The installation is due to be commissioned in mid-2017.
Having adhered to the Montreal Carbon Pledge and the Portfolio Decarbonization Coalition, Mirova has undertaken to measure and report on the carbon footprint of its equity portfolios.
(a) Source: Natixis Asset Management at December 31, 2015 in open-ended, dedicated and employee saving funds.
In each of these cases, the quality of the governance and management of the E&S risks inherent to the industry in question are assessed on the basis of current international best practices and standards, and the services of external consultants are called upon if necessary.
V installation of meeting rooms accessible to persons with different disabilities (employees or visitors with reduced mobility or who are visually or hearing impaired); After refurbishing the meeting and training rooms of Natixis’ main buildings, the Real Estate and Logistics Department refurbished the Natixis Mobility zone, thus completing the company’s handi accueillant (“disability-friendly”) facilities. (see inser t below); V “just bip” assistance: available in buildings marked 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; V signage and reserved spots in car parks.
Natixis and Mirova SRI experts ran a knowledge management session to educate staff about the priorities and challenges of climate change, the expected outcomes of the COP 21 taking place in Paris, and the commitment and measures already taken by Natixis.
Strategic outlines and organization of the sustainable development policy 2015 key event Integration of VSBs
Since 2013 Natixis has been allowing its staff to go on solidarity missions with charity associations under the sponsorship of Planète Urgence. 50 employees have already taken part by donating two weeks of leave. In exchange, Natixis funds the mission preparation, journey and logistics expenses.
(1) GRI: The Global Reporting Initiative, a multi-stakeholder association that develops and disseminates an internationally recognized sustainable development reporting framework.
(a) 2013 and 2014 fi gures restated (pro forma 2015) in accordance with the new defi nition of the scope.
The agreement on the prevention of stress and psychosocial risks, in force at Natixis S.A. since 2010, is based on: V the existence of a Committee for Hygiene, Safety and Working Conditions (CHSCT); V the continued use of the Stress Observatory questionnaire instigated in early 2009; V a special training offer for managers.
The Stress Observatory allows every employee to answer a questionnaire when they go for their regular medical checkup and then discuss the results with the Company physician. From a company-wide standpoint, the observatory is used to maintain a statistical database that makes it possible to measure the global stress level of staff within the Company and how it changes over time, based on organizational and geographic criteria. The results are presented each year to the CHSCT.
Nine partner associations were selected to participate. They support the following issues: disability, environment, children’s services and professional integration. The projects themselves were also varied and complementary in 2015, as they were directly associated with the association’s activity or helped support its operation.
In 2015 business travel increased slightly on 2014, both in rail (+7%) and air travel (+5%).
598 of the 628 Natixis employees in the Americas region work in the United States.
Our work was performed by a team of four people over a period of approximately four weeks between December 2015 and March 2016. We called upon our CSR experts to help us perform this work.
(3) Quantitative social indicators: Total headcount on an FTE equivalent basis at December 31, 2015, Total number of hires, Total number of departures including redundancies, Percentage of women in the Managing Director category, Percentage of women in the Executive Committee, Total number of training hours.
Any dispute arising among the shareholders concerning the performance of these bylaws shall be submitted to the courts having jurisdiction where the Company has its registered offi ce.
V In its meeting on February 18, 2015, the Board of Directors also decided to use the authorization relating to the capital increase without preferential subscription rights reserved for members of employee savings plans granted by the Combined General Shareholders’ Meeting of May 21, 2013 (resolution sixteen), for the launch of the Mauve 2015 employee share ownership plan with an overall par value ceiling of €32,077,880, representing a maximum of 20,048,675 shares. To implement the Mauve 2015 plan, the Board of Directors vested the Chief Executive Officer with all the necessary powers, in particular those required to set the Subscription Price and the subscription period for the shares to be issued.
7 LEGAL INFORMATIONGeneral information on Natixis’ capital R SUMMARY TABLE OF CURRENT AUTHORIZATIONS GRANTED TO THE BOARD OF DIRECTORS BY THE GENERAL
Note: The fi gures factor in the adjustments to the option exercise price and the number of options following the cash capital increase of September 2008 and the special dividend payout approved by the Company’s General Shareholders’ Meeting of July 31, 2013.
of which 0.67% held under the BPCE Actions Natixis employee share ownership plan, including bearers of Groupe BPCE shares.
The Mauve plan is reserved for Company employees included in the scope determined by the Board of Directors and comprising Natixis S.A. and the subsidiaries of its Corporate & Investment Banking, Investment Solutions & Insurance and Specialized Financial Services business units (excluding equity interests) enrolled in the Natixis Employee Savings Plan and in the Natixis International Employee Savings Plan. The scheme is also available to the retirees and pre-retirees of the companies included in this scope.
Resolution three covers the appropriation of the corporate earnings of Natixis: payment of an ordinary dividend and a special dividend. Natixis’ parent company fi nancial statements as at December 31, 2015 show net income of €1,134,225,514.40 and, after taking into account retained earnings of €681,035,833.91 and allocation to the legal reserve, distributable profi ts of €1,758,550,072.59.
In accordance with the provisions of Article L.511-73 of the French Monetary and Financial Code, the purpose of resolution eight is to consult with shareholders at the General Shareholders’ Meeting about the overall budget for compensation paid to Natixis employees referred to in Article L.511-71 of the same Code during fi scal year 2015.
The Appointments Committee delivered a favorable opinion on the co-opting of both these directors.
In resolutions fourteen and fi fteen, the shareholders will be asked to renew the appointment of the fi rm of Deloitte & Associés, represented by Charlotte Vandeputte and Jean-Marc Mickeler, as the principal Statutory Auditor, as well as BEAS, represented by Mireille Berthelot as substitute Statutory Auditor, whose appointment expires at the end of this General Shareholders’ Meeting.
The vesting of all or some of the shares awarded to each benefi ciary will be contingent on satisfying a performance requirement (based on the Natixis share s relative TSR positioning within the Euro Stoxx Banks Index).
The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby ratifi es the co-opting of Sylvie Garcelon by the Board of Directors on February 10, 2016, as Director, to replace Catherine Halberstadt, who resigned, to serve out the remainder of her term of offi ce, i.e. until the end of the General Shareholders’ Meeting convened in 2016 to approve the fi nancial statements for the year ended December 31, 2015.
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 acknowledging the expiry of the mandate of the principal Statutory Auditor, the fi rm of KPMG, at the end of this Shareholders’ Meeting, hereby resolves to appoint, as its replacement, PricewaterhouseCoopers Audit – 63 rue de Villiers 92208 Neuillysur -Seine Cedex, represented by Agnès Hussherr and Patrice Morot, for a term of six fi scal years, expiring at the end of the General Shareholders’ Meeting convened to approve the fi nancial statements for the year ending on December 31, 2021.
R in general, honor obligations related to stock option programs or other share awards to employees or corporate offi cers of the issuer or a related company based on the provisions of Articles L.225-180 and L.225-197-2 of the French Commercial Code, or
R cancel all or a portion of the shares bought back accordingly, or
The maximum purchase price under this resolution will be ten (10) euros per share (or the equivalent value of this amount on the same date in any other currency). This maximum price applies only to purchases decided from the date of this meeting and not to forward transactions entered into by virtue of an authorization given at a previous General Shareholders’ Meeting and providing for purchases of shares subsequent to the date of this meeting. The shareholders delegate to the Board of Directors, in the event of a change in the par value of the share, capital increases by capitalization of reserves, free share awards, stock splits or reverse stock splits, distribution of reserves or of any other assets, redemption of capital, or any other transaction affecting the share capital, the power to adjust the maximum purchase price indicated above so as to take into account the impact of these transactions on the share value; 4) resolves that the aggregate amount allocated to the share buyback program authorized above may not exceed €3,129,085,130; 5) fully empowers the Board of Directors, with the right to sub-delegate said power, to decide upon an d implement this authorization, to specify its final terms and conditions if necessary and to determine its procedures, in order to carry out the buyback program and, in particular, to place any stock market order, enter into any agreement, allocate or reallocate the shares acquired to meet the objectives sought in accordance with the applicable legal and regulatory provisions, establish the terms and conditions according to which the rights of holders of securities or options will be protected, if appropriate, in accordance with legal, regulatory or contractual provisions, make any filings with the AMF and any other competent authorities, and complete all other formalities and, in general, do whatever is necessary.
(iii) in adherence with the law, set the number of shares awarded for free that the Company’s directors and officers are required to retain in registered form until they relinquish their functions,
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 and commitments that have been indicated to us or that we may have identifi ed in the performance of our assignment. It is not our role to comment as to whether they are benefi cial, or to ascertain the existence of any other agreements and commitments. It is your responsibility, in accordance with Article R. 225-31 of the French Commercial Code, to assess the benefi ts resulting from these agreements and commitments prior to their approval.
The expenses recognized by Natixis in respect of this agreement amounted to €30,000,000 for the fi scal year ended December 31, 2015.
Ms. Paix, Chairman of the Management Board of Caisse d’Epargne Rhône-Alpes, Natixis Director.
Furthermore, we were notifi ed of the execution, in the previous fi scal year, of the following agreements and commitments, already approved by the General Shareholders’ Meeting of May 19, 2015 on the Statutory Auditor’s special report of March 12, 2015.
V New business tranche 1 reinsurance treaty entered into by ABP Vie and CNP Assurances in the presence of Natixis: quota share reinsurance by CNP Assurances of 40% of all ABP Vie’s life insurance and accumulation products distributed by the Caisses d’Epargne network as from January 1, 2016.
Arrangements, known to the issuer, the operation of which may at a subsequent date result in a change in its control 431 19. Related-party transactions N/A
20.7. Dividend policy 26; 422; 432 20.8. Legal and arbitration procedures 180 to 182 20.9. Signifi cant changes in the issuer’s fi nancial or commercial situation 315 21. Additional information 21.1. Share capital 363; 424 to 428 21.2. Memorandum and bylaws 418 to 423 22. Material contracts N/A
Table 16b: Description of factors that have impacted estimated losses on performing exposures 148
Table 31: EAD according to the role played by Natixis 156
8 ADDITIONAL INFORMATIONEDTF recommendation cross-reference table 8.8 EDTF recommendation cross-reference table
The report of the Board of Directors or the Executive Board presents, (…), the way in which the Company takes into account the social and environmental consequences of its activity, as well as its social commitments in terms of sustainable development N/A 376
b) Relationships with stakeholders V Conditions of dialogue with interested parties V Acts of support, partnership or sponsorship G4-26, G4-37, EC7 406
AFlC Association Française des Investisseurs pour la Croissance (French Private Equity Association).
Collateralized debt obligations, i.e. debt securities backed by a pool of assets which can be either bank loans (mortgages) or corporate bonds. Interest and principal payments may be subject to subordination (i.e. through the creation of tranches).
CMS Constant maturity swap, a swap that allows the purchaser to fi x the duration of received fl ows on a swap.