NATIXIS - 2018 Registration document and annual financial report

LEGAL INFORMATION Statutory Auditors’ special report on related-party agreements and commitments

On June 25, 2014, the Board of Directors approved the draft agreement, authorized the signing of the underwriting agreement on this basis, and granted all powers to the Chief Executive Officer for the purpose of making any alterations to said draft that do not materially alter its content, and of signing the underwriting agreement in the name and on behalf of Natixis. Corporate officers concerned on the applicable date: François Pérol, Chairman of the BPCE Management Board and a Chairman of the Board of Directors of Natixis; Laurent Mignon, Chief Executive Officer of Natixis and a Chairman of the Board of Directors of Coface; BPCE, a Natixis and Coface director, as represented by Daniel a Karyotis, Chief Financial Officer and a member of the Management Board of BPCE, BPCE’s Permanent Representative on the Board of Directors of Natixis. This agreement had no financial impact in 2018.

Stéphanie Paix, Chairman of the Management Board of a Caisse d’Epargne Rhône-Alpes and Natixis director; BPCE, as represented by Daniel Karyotis, Chief Financial a Officer and a member of the Management Board of BPCE and BPCE’s Permanent Representative on the Board of Directors of Natixis. The income recognized by the Natixis New York branch in respect of this agreement amounted to USD 654,959.00 for the fiscal year ended December 31, 2018. pertaining to the “Neptune” Deal between Natixis S.A. and Natixis Real Estate Capital Inc. On February 24, 2010, the Board of Directors approved a financial guarantee agreement between Natixis and Natixis Real Estate Capital Inc., mirroring the Neptune guarantee and covering all Gestion Active des Portefeuilles Cantonnés—Workout Portfolio Management (GAPC) assets held by Natixis Real Estate Capital Inc. This financial guarantee took the legal form of a risk participation to cover Natixis Real Estate Capital Inc., in proportion to a share of a portfolio of assets held by Natixis Real Estate Capital Inc. at June 30, 2009, following the clear failure to pay the amounts due in relation to the assets on the contractually agreed payment date. Term of the agreement: the agreement will end on the final maturity date. This agreement was approved by the May 26, 2011 General Shareholders' Meeting. This agreement had no financial impact in 2018. On August 25, 2009, the Board of Directors approved a preliminary agreement between Natixis and BPCE for the purpose of protecting Natixis against future losses and any earnings volatility caused by assets ring-fenced by its Workout Portfolio Management structure (GAPC). This preliminary agreement resulted in the signing of several agreements between Natixis and BPCE relating to the guarantee of certain GAPC assets. On November 12, 2009, the Board of Directors approved a number of agreements regarding the guarantee covering certain GAPC assets, namely: The Financial Guarantee agreement, under which BPCE agrees a to grant Natixis a financial guarantee (term: the agreement will end on the final maturity date); the ISDA Master Agreement and Appendix, between BPCE a and Natixis; total return swap agreements between Natixis and BPCE, one a of which relates to euro-denominated assets and the other to US dollar-denominated assets; the Call Option granted by BPCE to Natixis; a the “Miroir NLI” Reciprocal Financial Guarantee between a Natixis and Natixis Luxembourg Investissements; the “Miroir NFP” Reciprocal Financial Guarantee between a Natixis and Natixis Financial Products Inc.; Reciprocal financial guarantee 7. Preliminary agreement between Natixis and BPCE regarding the guarantee mechanism covering certain GAPC assets and the agreements pertaining to the guarantee. 8.

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The “3a2” debt issuance program in the United States implemented by BPCE and the amendment to the agreement relating to the guarantee granted to BPCE bondholders by the Natixis New York Branch Office on April 9, 2013.

On February 17, 2013, the Board of Directors approved the guarantee given to BPCE by the Natixis NY Branch Office. This guarantee was granted in Natixis’ corporate interest, in the event that BPCE re-lends all or part of the USD resources raised from Natixis. This agreement, signed on April 9, 2013, was approved by the May 21, 2013 General Shareholders' Meeting. Moreover, on February 19, 2014, the Board of Directors authorized the amendment to this agreement, the purpose of which is to alter the sub-ceilings provided for in Article 4 of the agreement, namely: raising the total maximum nominal amount of the bonds that can be issued by BPCE under Program 3 (a)(2) each year from USD 4 billion to USD 6 billion, and raising the total maximum nominal amount of the proceeds from the bond issues under Program 3 (a)(2) that cannot be re-loaned to Natixis within 90 days of their settlement & delivery from USD 2 billion to USD 3 billion. Furthermore, BPCE may loan securities to Natixis for shorter maturities than those of the bonds, depending on Natixis’ needs. This amendment was approved at the Ordinary General Shareholders' Meeting of May 20, 2014. Corporate officers concerned on the applicable date: François Pérol, Chairman of the BPCE Management Board and a Chairman of the Board of Directors of Natixis; Stève Gentili, a member of the BPCE Supervisory Board and a Natixis director; Didier Patault, a member of the BPCE Supervisory Board and a Natixis director; Philippe Sueur, Vice-Chairman of the Steering and Supervisory a Board of Caisse d’Epargne Ile-de-France and Natixis director; Thierry Cahn, a member of the BPCE Supervisory Board and a Natixis director; Alain Condaminas, a member of the BPCE Supervisory Board a and Natixis director; Catherine Halberstadt, a member of the BPCE Supervisory a Board and Natixis director; Pierre Valentin, a member of the BPCE Supervisory Board and a Natixis director;

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Natixis Registration Document 2018

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