NATIXIS - 2018 Registration document and annual financial report

7 LEGAL INFORMATION

Draft resolutions of the Combined General Shareholders’ Meeting of May 28, 2019

Resolution fifteen (Reappointment of Laurent Mignon as a Director) The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby resolves to reappoint Laurent Mignon as a Director, for a period of four (4) years terminating at the end of the General Shareholders’ Meeting convened in 2023 to approve the financial statements for the fiscal year ended December 31, 2022. Resolution sixteen (Reappointment of BPCE as a Director) The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby resolves to reappoint BPCE as a Director, for a period of four (4) years terminating at the end of the General Shareholders’ Meeting convened in 2023 to approve the financial statements for the fiscal year ended December 31, 2022. The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby resolves to reappoint Catherine Pariset as a Director, for a period of four (4) years terminating at the end of the General Shareholders’ Meeting convened in 2023 to approve the financial statements for the fiscal year ended December 31, 2022. Resolution eighteen (Reappointment of Bernard Dupouy as a Director) The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby resolves to reappoint Bernard Dupouy as a Director, for a period of four (4) years terminating at the end of the General Shareholders’ Meeting convened in 2023 to approve the financial statements for the fiscal year ended December 31, 2022. The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, hereby resolves to reappoint Christophe Pinault as a Director, for a period of four (4) years terminating at the end of the General Shareholders’ Meeting convened in 2023 to approve the financial statements for the fiscal year ended December 31, 2022. Resolution twenty (Appointment of Daniel de Beaurepaire as a Director, to replace Philippe Sueur) 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 appoint Daniel de Beaurepaire as Director, to replace Philippe Sueur whose term of office expires at the end of this General Shareholders' Meeting, for a period of four (4) years terminating at the end of the General Shareholders’ Meeting convened in 2023 to approve the financial statements for the fiscal year ended December 31, 2022. Daniel de Beaurepaire has indicated that he accepts this new term of office and that he does not hold any position, nor is he the subject of any measure, likely to prevent him from exercising this function. Resolution nineteen (Reappointment of Christophe Pinault as a Director) Resolution seventeen (Reappointment of Catherine Pariset as a Director)

Resolution twenty-one (Delegation of authority to the Board of Directors concerning the trading by the Company in its own shares) The General Shareholders’ Meeting, deliberating in accordance with the quorum and majority requirements for ordinary business, having reviewed the report of the Board of Directors and in accordance with the provisions of Articles L.225-209 et seq. of the French Commercial Code to buy back the Company’s shares or to arrange for them to be bought back and: Resolves that these shares may be purchased to: 1) implement any Company stock option plan in accordance j with the provisions of Articles L.225-177 et seq. of the French Commercial Code or any similar plan, or award or transfer shares to employees in connection with j their share of Company profits or implement any Company or group employee savings plan (or similar plan) under the conditions provided for by law, in particular Articles L.3332-1 et seq. of the French Labor Code, or award free shares in accordance with the provisions of j Articles L.225-197-1 et seq. of the French Commercial Code, or in general, honor obligations related to stock option programs j or other share awards to employees or corporate officers 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 remit shares in connection with the exercise of rights j attached to securities convertible into the Company's shares, by way of redemption, ordinary conversion, exchange, presentation of a warrant or any other manner, or cancel all or a portion of the shares bought back accordingly, j or tender shares (for exchange, payment or another reason) in j connection with acquisitions, mergers, spin-offs or contributions, or promote Natixis shares in the secondary market or the j liquidity of Natixis shares. This program is also intended to enable the Company to implement any market practices that might be permitted by the AMF and, more generally, to conduct any other transaction that complies with the regulations in effect. In such a scenario, the Company will notify its shareholders by means of a press release. Resolves that Company share purchases may relate to a 2) number of shares such that: the number of shares that the Company buys during the j buyback program may not, at any time, exceed 10% of the shares comprising the Company's share capital, this percentage being applied to a capital amount adjusted in accordance with transactions impacting it subsequent to this General Shareholders' Meeting. It is specified that (i) the number of shares acquired with a view to being held and subsequently tendered in connection with a merger, spin-off or asset transfer may not exceed 5% of its share capital; and (ii) when shares are bought back to promote liquidity under the conditions set out by the General Regulations of the AMF, the number of shares taken into account to calculate the 10% limit provided for by the first paragraph corresponds to the number of shares purchased, net of the number of shares resold during the authorization period,

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Natixis Registration Document 2018