NATIXIS -2020 Universal Registration Document

LEGAL AND GENERAL INFORMATION Natixis Bylaws

Article 12 – Powers of the Board of Directors The Board of Directors determines the orientations of the 12.1 Company’s activity and sees to the implementationthereof, in accordancewith its corporate interest, taking into account the social and environmental issues associated with its activity. Within the limits of the corporate purpose and the powers expressly granted by law or these bylaws to General Shareholders’ Meetings, the Board concerns itself with any matter relating to good business practice and governs the businessof the Companythroughits deliberations.The Boardof Directors performs the controls and checks it deemapspropriate. The Chairman or the Chief Executive Officer is required to provide each director with all the documents and information necessary for the performance of their duties. On the proposal of its Chairman, the Board of Directors may decide to create Committees within the Board responsible for reviewing issues which the Board itself or its Chairmansubmits to them for their examination and opinion. It determines the structure and powers of these Committees, which conduct their activities under its responsibility. In addition to the operations referred to by law and regulations 12.2 in force, the Internal Rules of the Board of Directors will determine the decisions which will be subject to the prior approval of the Board of Directors. The Board of Directors is qualified to decide or authorize the 12.3 issuing of bonds and all other securities representing debt securities. The Board of Directors may delegate to any person of its choosing the necessary powers to complete, within a period of one year, the issue of such securities and to draw up the procedures. The designated persons report to the Board of Directors under the conditions determined by the latter. Article 13 – Compensation of Board members The General Shareholders’ Meeting may grant the directors a fixed annual sum as compensation for their activities. The Board of Directors distributes this amount freely among its members. The Board may also allocate special compensation to the directors in the cases and conditions provided by law. Section II: Senior Management Article 14 – Senior Management procedures The Company’s management is the responsibility of either the Chairman of the Board of Directors, or that of another individual appointed by the Board of Directors bearing the title of Chief Executive Officer. The choice between these two methods for exercising Senior Management is made by the Board of Directors which may legitimately deliberate only if: the Agenda, containing this item, is sent out at least 15 days prior V to the Board Meeting; at least two thirds of the directors are present or represented. V The shareholdersand third parties are informed of this choice under the conditions defined by the legal and regulatory provisions inforce. When the Company’s management is handled by the Chairman of the Board of Directors, the following provisions concerning the Chief ExecutiveOfficer will apply to the Chairmanof the Board of Directors who will take on the title of Chairman and Chief ExecutiveOfficer.

Article 15 – Chief Executive Officer The Chief ExecutiveOfficer is vestedwith the broadest powers to act in all circumstances on the Company’s behalf. He exercises those powers within the limits of the corporate purpose and subject to the powers expressly reserved for Shareholders’Meetings and the Board of Directors by law and to the provisions and restrictions stipulated by the Internal Rules. He represents the Company in its relationswith third parties. The Board of Directors may appoint a Chief Executive Officer from among the directors or outside their ranks. The Board of Directors determines the compensation and term in office of the Chief Executive Officer, which shall not exceed that of his term as director when he is a Board member. The Chief Executive Officer may be dismissed by the Board of Directors at any time. The Board of Directors may limit the powers of the Chief Executive Officer. However, the limitation of these powers is not enforceable against third parties. The Chief Executive Officer may delegate a portion of his powers to any corporate officer of his choosing, with or without the option of substituting one for another. Article 16 – Deputy Chief Executive Officers On the proposal of the Chief ExecutiveOfficer, the Board of Directors may appoint one to five individuals selected from among the directors or outside their ranks, in charge of assisting the Chief ExecutiveOfficer, with the title of Deputy Chief Executive Officer. In conjunctionwith the Chief ExecutiveOfficer, the Board of Directors determinesthe scope and durationof the powers conferredupon the Deputy Chief Executive Officers. They have the same powers with respect to third parties as the Chief Executive Officer. When a Deputy Chief Executive Officer is a director, his/her term in office shall not exceed his/her term on the Board. Deputy Chief ExecutiveOfficersmay be dismissedat any time by the Board of Directors on the proposal of the Chief Executive Officer. The compensation of the Deputy Chief Executive Officer(s) is determined by the Board of Directors. Article 17 – Liability of directors Directors are liable vis-à-vis the Company or third parties, either for breaches of the legal or regulatory provisions governing joint stock companies, or for breaches of these bylaws, or for misconduct in their management, under the conditions and subject to the penalties stipulated by the laws in force. Section III – Control Article 18 – Non-voting members The Ordinary General Shareholders’ Meeting may appoint one or more non-voting members. Non-voting members are appointed for a term of four (4) years. A non-voting member’s duties end at the end of the Ordinary General Shareholders’Meeting convened to approve the financial statements of the past fiscal year, held in the year during which his/her term expires. Non-voting members may be re-elected and may be dismissed by the General Shareholders’ Meeting. Non-votingmembers receive the same information as the directors, and are convened to all meetings of the Board of Directors. They sit on the Board of Directors in an advisory capacity. They may be appointed temporarilyby the Board of Directors subject to the ratification by the next General Shareholders’ Meeting. They may receive compensation, the amount of which is determined by the Board of Directors.

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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2020