2022 UNIVERSAL REGISTRATION DOCUMENT

AND ANNUAL FINANCIAL REPORT

Groupe BPCE, the second largest banking group in France, performs a full range of banking and insurance activities.

Through its 100,000 employees, the Group serves 35 million customers – individual customers, professionals, companies, investors and local government bodies – around the world. It operates in the retail banking and insurance fields in France via its two major networks, Banque Populaire and Caisse d’Epargne, along with Banque Palatine.

It also rolls out the business line responsible for global Asset & Wealth Management services with Natixis Investment Managers and the wholesale banking expertise of Natixis Corporate & Investment Banking.

www.groupebpce.com

This Universal Registration Document was filed on March 24, 2023 with the AMF, in its capacity as the competent authority in respect of Regulation (EU) No. 2017/1129, without prior approval pursuant to Article 9 of said regulation. The Universal Registration Document may only be used for the purposes of a public offering or admission of securities to trading on a regulated market if it is accompanied by a memorandum pertaining to the securities and, where applicable, an executive summary and all amendments made to the Universal Registration Document.

The complete package of documents is approved by the AMF in accordance with Regulation (EU) No. 2017/1129. Copies of this Universal Registration Document may be obtained free of charge from BPCE, 7, Promenade Germaine Sablon 75013 Paris.

The English version of this report is a free translation from the original which was prepared in French. All possible care has been taken to ensure that the translation is an accurate presentation of the original. However, in matters of interpretation,views or opinion expressed in the original language version of the document in French take precedence over the translation.

Only the French version of the Universal Registration Document has been submitted to the AMF. It is therefore the onlyversion that is binding in law.

Message from the
Chairman of the Management Board

Nicolas NAMIAS

Chairman of the Management Board

Throughout 2022, we mobilized to serve our customers with all our business lines and brands - Banque Populaire, Caisse d’Epargne, Natixis Investment Managers, Natixis Corporate & Investment Banking, Banque Palatine, Oney. Groupe BPCE companies granted nearly €180 billion in new financing to their customers, thus con-firming our essential role in financing the economy and regional development.

At the same time, we continued to simplify the Groupe’s organization around its two main business lines: on the one hand, retail banking and insurance, the Groupe’s historical heart structured around the two major networks Banque Populaire and Caisse d’Epargne, with the support of insurance, payments and financial solutions and expertise, and on the other hand, the Groupe’s global business lines, which are asset management and Corporate & Investment Banking. We now have a clearer, more agile and more efficient organization: this is a considerable asset in an uncertain environment.

Confident in the future, our Groupe today relies on three pillars: commercial strength, with a powerful capacity to win new business in order to increase our market share; financial strength, as reflected in our annual results, but also strength in our governance, as demonstrated by the quality of the process used to appoint BPCE’s new Management Board.

We are a cooperative group engaged for the long-term: thanks to our solid foundation, we can prepare for the future to serve our customers, our employees and our members, by supporting the major transitions underway, whether environmental, technological or societal.

“ Confident in the future, our Group today relies on three pillars: commercial strength, financial strength and governance.

Groupe BPCE at a glance

A cooperative, multi-brand and entrepreneurial model serving its customers and the economy

Groupe BPCE is the second-leading banking group in France and finances over 20% of the French economy. All our customers, be they individuals, professionals, associations, corporate customers of all sizes or institutional customers, have constantly evolving expectations, with increasing demands in terms of availability, feedback, advice and service.

Our business lines, in France and internationally, offer solutions tailored to meet these needs, in Retail Banking, Insurance, Financial Solutions & Expertise, Payments, Asset & Wealth Management, and Corporate & Investment Banking.

In the regions and internationally, our brands support, with short decision-making circuits, our customers in all their projects, through all distribution channels.

We are convinced that our universal cooperative banking model, successfully built around strong brands recognized and close to their customers, is a model of the future, deeply in line with the aspirations and needs of society. Multi-entrepreneurial and decentralized, it allows us to operate over the long term.

Our strategic plan, BPCE 2024, reaffirms this conviction: Groupe BPCE, with strong positions in each of its business lines, has the momentum to accelerate its development by supporting its customers with their investment needs for the economic recovery. It intends to deploy the full potential of its model to be a leader in banking, insurance and asset management at the service of all.

Diversified businesses,Strong, recognized brands

BPCE 2024 strategic plan

Three priorities and three key areas structure this three-year development plan.

Three strategic priorities

Five priority areas defined with a target for additional revenue of around €1.5 billion and acceleration of international development.

TWO GROWTH DRIVERS WITH SOCIETAL CHALLENGES

Already a leader in the financing of public hospitals, Groupe BPCE intends to become the benchmark partner in the healthcare sector:

TWO KEY ACTIVITIES TO ACCELERATE, SOURCES OF VALUE CREATION

As a fully-fledged bank-insurer, the Group will rely on its latest generation platform to develop, offer a differentiating customer/advisor experience, support network advisors in marketing and accelerate professional and individual health offers.

Thanks to the equipment potential of Banque Populaire and Caisses d’Epargne customers, Groupe BPCE wants to position itself as a leader in this market, with the launch of new solutions (instant personal loans, digital revolving credit, and debt restructuring), investments in digital technology and the development of online assistance.

A CUSTOMER MARKET TO BE DEVELOPED

Thanks to its regional roots and the complementary nature of its businesses, Groupe BPCE has set itself the goal of developing its customer base and its financing outstandings in the medium-sized segment.

INTERNATIONAL

In Asset Management and in Corporate & Investment Banking, Groupe BPCE has confirmed the United States as the second main market after France and is accelerating its development in the Asia-Pacific region (APAC).

A growth strategy in Europe through development, from Oney, and acquisition opportunities in the consumer loans and leasing businesses.

The Group aims to offer its retail banking customers the best experience thanks to a “3D” relational model, with a pragmatic and local approach to the network of branches. All of the Group’s business lines and companies have set Net Promoter Score (NPS) targets for 2024.

3D RELATIONSHIP MODEL

The customer advisor, the linchpin of a long-term banking relationship of trust, supports the customer in all of their life events

100% accessible banking, omnichannel pathways and digital spaces for digital native players

Customization of the solutions provided and of the proposed pathways according to customer needs, automated data collection, management of consents

PRAGMATIC AND LOCAL APPROACH OF THE NETWORK OF BRANCHES

Groupe BPCE joined the Net-Zero Banking Alliance in 2021 and made concrete commitments to achieve carbon neutrality by 2050.

ALIGNING PORTFOLIOS WITH A NET ZERO TRAJECTORY

SUPPORT FOR ALL CUSTOMERS IN THEIR ENVIRONMENTAL TRANSITION

EXTENSION OF THE SUSTAINABLE FUNDING STRATEGY

ACCELERATING THE REDUCTION OF THE GROUP’S OWN ENVIRONMENTAL FOOTPRINT

Towards a low-carbon economy

Three lines of force

A SIMPLER AND MORE LEGIBLE ORGANIZATION

EVOLUTION OF INFORMATION SYSTEMS

ACCELERATED TRANSFORMATION OF BANKING SERVICES

DATA AND NEW TECHNOLOGY MARKETS: CHANGING SCALE

Place the use of data at the heart of business

PAYMENTS: ACCELERATING TO SUPPORT THE DIGITALIZATION OF RETAIL TRADE

Develop a reference platform for employee benefits

DESIGNING THE FUTURE OF WORK

Building tailored career paths

TIGHT ECONOMIC PERFORMANCE AND FINANCIAL STRENGTH, AT THE HEART OF THE AMBITIONS OF THE STRATEGIC PLAN

TIGHT RISK MANAGEMENT

CONFIRMED FUNCTION AS A TRUSTED THIRD PARTY

Targets of the BPCE 2024 strategic plan

Renewed governance

Composition of the Supervisory Board

Supervisory Board members’ expertise

5 specialized committees mobilized

Management Board members

Business model

OUR PURPOSE: Resolutely cooperative, innovative and committed players, retail bankers and insurers,Groupe BPCE companies and employees support their cooperative shareholders and customers with financial solutions adapted to each one and build a sustainable and responsible relationship with them

A solid group generating robust performances

A recurring and diversified revenue base

Ratings as of December 31, 2022

BPCE SA group indicators⁽¹⁾

SUMMARY INCOME STATEMENT

FINANCIAL STRUCTURE

Groupe BPCE was established in 2009 through the merger of Groupe Banque Populaire and Groupe Caisse d’Epargne. This marked the combination of two leading cooperative banks, created in 1878 and 1818 respectively, sharing common values rooted in solidarity, a local presence, democratic governance and a long-term vision.

The first step to forming the Group took place in 2006, with the creation of Natixis from the merger of Ixis and Natexis Banques Populaires.

In 2021, Natixis shares were delisted and the group simplified its organization. It thereby strengthens its universal cooperative banking model.

True to its roots and history, Groupe BPCE supports the major changes of today, whether they be digital, environmental, or social.

BANQUE POPULAIRE

CAISSE D’EPARGNE

2006: THE BANQUE POPULAIRE AND CAISSE D’EPARGNE GROUPS
UNITE THEIR STRENGTHS BY CREATING A JOINT SUBSIDIARY, NATIXIS

Overview

The Banques Populaires and the Caisses d’Epargne are owned by nine million cooperative shareholders. This highly stable shareholding structure is imbued with a strong cooperative spirit.

BPCE SA, the central institution of Groupe BPCE, is wholly-owned by the 14 Banques Populaires and 15 Caisses d’Epargne. It defines the policies and strategic objectives of the Group and coordinates the sales policies of each network.

The Banques Populaires and Caisses d’Epargne are banks in their own right. They collect deposits and savings, distribute loans and define their priorities.

The Fédération nationale des Banques Populaires (FNBP) and the Fédération nationale des Caisses d’Epargne (FNCE), the bodies that provide deliberation, communication and representation for the two networks and their cooperative shareholders, play an essential role in defining, coordinating and promoting the banks’ cooperative spirit and social responsibility initiatives, in accordance with Groupe BPCE’s commercial and financial objectives.

Persons representative of their regional economies sit on the Board of Directors of the Banques Populaires and on the Steering and Supervisory Board of the Caisses d’Epargne. Their resources are first and foremost allocated to meet the needs of local areas and regional customers.

Three-pillar structure

January

Groupe BPCE supports the agricultural sector in its transition and issues a green bond of €750 million enabling the Banques Populaires to refinance assets dedicated to sustainable agriculture. A first in Europe for this type of asset and an innovation for the Group with the publication of the first methodological note dedicated to sustainable agriculture, in line with the UN Sustainable Development Goals.

Natixis CIB arranges and places, alongside La Banque Postale, a Euro Private Placement (Euro-PP) through an ESG-indexed bond issue, on behalf of Ramsay Santé, a European leader in private hospitalization and primary healthcare. This long-term financing aims to finance the healthcare group’s general needs and support its development.

February

Banque Populaire supports the first European fund for blue growth. Launched by Seventure Partners, an affiliate of Natixis Investment Managers, Blue Forward Fund™ will invest in the areas that have the greatest impact: blue hydrogen, marine renewable energies, bio-sourced and bio-manufactured products, sustainable aquaculture… Out of a target of €130 million, the Banques Populaires committed more than €30 million as investors and strategic partners to support innovative companies in the sector.

Four of the Group’s data centers, located on the Albireo campuses in Castres (81) and Antarès in Seine-et-Marne (77), adhere to the European Code of Conduct and thus continue their commitment to more responsible digital technology.

March

The Group steps forward to support humanitarian aid for the victims of the conflict in Ukraine, through a donation of €5 million to the French Red Cross or the exceptional contribution of €1.8 million from the Habitat en Région solidarity fund.

Natixis Corporate & Investment Banking and EDF sign a €300 million credit facility indexed to Climate & Biodiversity criteria. This initiative is part of the shared ambitions of EDF and Natixis CIB in favor of biodiversity, both signatories of the voluntary schemes: “Enterprises Committed to Nature” and “act4nature international”.

April

Groupe BPCE arranges, with the help of the EIB, a budget of €150 million dedicated to the improvement and renovation of sports infrastructures, a first in Europe and a response to a real challenge for local authorities. With the implementation of this budget, the Group further strengthens its positioning as a benchmark bank for local authorities and its commitment in the regions.

Groupe BPCE completes its first green securitization transaction of €1.5 billion to finance low-energy housing. The securitization, a RMBS (residential mortgage-backed securities), rated AAA by Fitch and S&P and in which Banques Populaires and Caisses d’Epargne are stakeholders, is the first transaction of such an amount to have been carried out in this format by a French issuer.

May

The first offshore wind turbine in France is installed in the Saint-Nazaire wind farm, marking the completion of an adventure in which Groupe BPCE is a stakeholder. The project involves the installation at the end of 2022 of a farm of 80 wind turbines to cover the equivalent of 20% of the electricity consumption of the Loire-Atlantique department. For its financing, Natixis Corporate & Investment Banking, as lead arranger, coordinated the response of four Group companies: the Caisses d’Epargne Bretagne Pays de Loire, Normandie, and Île-de-France and Banque Populaire Grand Ouest. Groupe BPCE’s direct contribution amounts to €100 million.

The second edition of the “IMAGINE 2024” challenge brings together 1,200 competitors and supporters of all Groupe BPCE companies to celebrate the values of sport and the Olympic games.

June

The first teams set up shop in the BPCE Towers, the Group’s new head office and joint home for its companies. This marks the culmination of one of the largest construction projects in the capital, five years after its launch. Groupe BPCE is financing the construction of the first pilot floating wind farm in France located in the Gulf of Fos (Bouches-du-Rhône). The Group participates through its corporate and investment bank, Natixis Corporate & Investment Banking, which acts as mandated arranger, documentation bank and hedging bank, as well as Caisse d’Epargne CEPAC, acting as mandated arranger.

July

The Banques Populaires and the Caisses d’Epargne become official sponsors of the Paris 2024 Olympic and Paralympic Torch Relays. This commitment will make it possible to bring these exceptional events, beginning in the spring of 2024, to life in the regions. A unique opportunity to share with their customers, cooperative shareholders, employees and the general public the thrill of the Games and the spirit of Olympism and Paralympism.

August

Faced with the terrible fires in the Gironde region, the Group steps up to help policyholders cope with urgent needs, speed up the processing of their files and facilitate their procedures.

September

Caisse d’Epargne launches the Business Impact Loan dedicated to SMEs, ISEs and players in the social and solidarity economy in order to encourage their efforts to take into account more ambitious non-financial criteria for their activities. For each Impact Loan, the corporate customer chooses a social or environmental theme as well as an indicator defined by Caisse d’Epargne on which it wishes to position itself. The system as well as the relevance of the indicators chosen by Caisse d’Epargne were audited by Moody’s ESG Solutions, one of the world leaders in ESG (Environment, Social and Governance) analysis.

Taking into account the increase in high-intensity climate events linked to climate change, Natixis CIB offers its clients a new catastrophe bond model, ESG CAT bonds, incorporating an ESG dimension. This model offers investors better visibility and proves that their investments are properly channeled in compliance with sustainable finance criteria.

The two subsidiaries of the Group, Payplug, the omnichannel payment solution dedicated to SMEs, and Dalenys, the preferred payment partner of the big names in e-commerce, are joining forces. Under the Payplug brand, Groupe BPCE is the leading French player in payment solutions for digital retail, with more than €10 billion in transaction volumes in 2022 and 20,000 SMEs and large group customers.

The Banque Populaire and Caisse d’Epargne web customer areas are evolving to offer an optimal and standardized user experience on the Group’s various digital platforms. Customer journeys are now similar, whether they use their computer, tablet or mobile phone.

Banque Populaire launches new green solutions dedicated to SMEs and ISEs through the new BP Impact Loan, whose interest rate is indexed to the non-financial performance of the company, the CAT Vair, a new term account for companies and institutional investors, whose outstandings remain in the collection region to be 100% devoted to financing loans intended for the energy transition, and a new range of green loans intended to finance the specific needs of corporate customers.

The Banques Populaires and the Caisses d’Epargne are strengthening their partnership with Cozynergy, a company specializing in energy renovation. They facilitate their customers’ projects, both in terms of financing their work via dedicated solutions and their implementation.

October

The Group signs the Ecowatt charter and is thus committed, alongside nearly 100 large French companies and banks, to reducing its energy consumption by 10% by 2024.

BPCE Assurances strengthens its climate commitment and joins the Net Zero Asset Owner Alliance. This commitment is in line with its commitment to align the temperature of its investment portfolio to 1.5°C by 2030.

November

Banque Populaire and Caisse d’Epargne will be the first banks to offer a simplified access to the MaPrimeRénov’ Zero-Rate Eco-Loan. They allow all individual customers eligible for MaPrimeRénov’ to benefit more simply and quickly from the Zero-Rate Eco-Loan (Eco-PTZ). The objective of this regulated loan: to finance the energy renovation of their main residence and thus reduce energy consumption and greenhouse gas emissions.

The Group offers all its employees the opportunity to participate in the Climate school, an unprecedented educational program dedicated to the climate and the ecological transition, an ambition placed at the heart of its BPCE 2024 strategic plan.

December

Nicolas Namias becomes Chairman of the Management Board and CEO of BPCE, replacing Laurent Mignon. His appointment for a five-year term was approved unanimously by Groupe BPCE’s Supervisory Board.

Groupe BPCE and Swile, a leader in the worktech sector, create a world leader in employee benefits and worktech. Swile holds 100% of Bimpli, a subsidiary of Groupe BPCE and a leading player in employee benefits and services in France, and Groupe BPCE is the largest shareholder of Swile with a 22% stake in the capital.

Banques Populaires

Founded by entrepreneurs for entrepreneurs more than 140 years ago, the Banques Populaires have stayed true to their roots, confirming their position as the leading bank for SMEs in France for the thirteenth consecutive year⁽¹⁾. A top-tier banking network with 12 regional Banques Populaires and 2 national affiliated banks (CASDEN, dedicated to the civil service sector, and Crédit Coopératif, a bank serving the social and solidarity-based economy), it is also the number two bank of craftsmen and small retailers⁽²⁾.

The Caisses d’Epargne

The Caisses d’Epargne have financed the French economy for more than 200 years. They support their customers over the long-term and in all their life events, with the ambition to “Be Useful” to each and everyone. Individuals, professionals, non-profits, corporates and local authorities all receive personalized solutions from their Caisse d’Epargne, tailored to their individual needs and objectives. The 15 Caisses d’Epargne are cooperative banks, which make up the second largest banking network in France.

INDIVIDUAL CUSTOMERS

The conquest continued with more than 433,705 new individual customers who entered into a relationship with Caisse d’Epargne in 2022. A dynamic that also concerns banking with regulated banking mobility (positive balance of 31,630) and the day-to-day Les Formules banking offer launched in 2019, with more than 1 million new subscription plans in 2022.

Quality of service remains a priority for all the Caisses d’Epargne. The Net Promoter Score (NPS) reached +5 up by +1 compared to 2021.

In a context marked by the sharp rise in inflation and interest rates, the activity of the Caisses d’Epargne remained buoyant in both savings and loans.

In terms of loans, strong activity in the first half led to a significant increase in the market share in consumer credit, which stood at 11.89% (Q3 2022 +32 points compared to Q3 2021). For its part, the production of real estate loans remained very strong, particularly in the first half of the year, at €37.98 billion. A slowdown, due to market conditions, was recorded at the end of the year. The real estate loan market share reached 13.54% (Q3 2022 +20 points compared to Q3 2021).

Caisse d’Epargne is the first bank to offer individual customers the Eco-PTZ offer coupled with the MaPrimeRénov’ subsidy and to prepare projects. The objective of this regulated loan is to finance the energy renovation of the customers’ main residence and thus reduce energy consumption and greenhouse gas emissions. The maximum amount of this interest-free loan is €30,000, with a term of between 3 and 15 years.

Two BPCE loans were issued in 2022: one dedicated to securities accounts, at a rate of 3.50% and maturing in October 2027; the other to life insurance (CNP, BPCE Vie and Natixis Life) at a rate of 3.70% and marketed by all Caisses d’Epargne between November 2022 and January 2023, as part of an advisory program for an investment period of five years.

Lastly, the support for the E-Enfance Association, which supports young people and families on cyber-harassment, was renewed.

€202.6bn in loan outstandings, +7.3%

€379bn in deposits and savings, +1.8%

€12.2bn collected in life insurance

6.15 million non-life insurance contracts marketed, +4%

Banque Palatine

Since its creation, Banque Palatine has been a partner to intermediate-sized enterprises (ISEs) and private company directors. ISEs needing to finance a project, undertake capital transactions, or expand their business internationally can call on Banque Palatine to build tailored solutions and help with its customers’ projects based on extensive business and sector expertise. Private Banking experts draw on a comprehensive understanding of their customers’ personal and professional environment to construct a suitable long-term wealth strategy in consultation with them.

Oney

For nearly 40 years, Oney has created payment, financing and insurance solutions adapted to the transformation of commerce, that enable almost 8 million Europeans in 12 countries to improve their daily lives.

Oney plays a major role in supporting consumption by making it all possible: equipment needs, work and travel plans, health and education expenses, and the management of unforeseen expenses. Oney relies on a network of 16,000 sites and stores and 4,400 brands/partners using its payment, financing and insurance solutions.

In 2022, Oney recorded an increase in its loan production of 17%, to €4.1 billion. The growth of its split payment offer reached 14.1% and its market share in France for this type of financing was 34.5% at the end of September (source ASF), confirming Oney’s leading position in split payment.

Several major partnerships were signed in France, with Orange, Mango and Le Bon Coin, and other partnerships were renewed, with Samsung, Air France, Decathlon and Maxicoffee. The brand also benefits from a high level of trust among retailers, with nine out of ten partners renewing their partnerships with Oney.

Customer satisfaction remained high. The NPS score stood at 65.9 for the year 2022, representing 92% of customers who are promoters or neutral vis-à-vis Oney. Regarding split payment specifically, the score was 76, with 94% of customers who are promoters or neutral.

Lastly, as part of the partnership with Paris 2024, Oney has become a sponsor, in France, of two sportsmen via the Performance Pact: Pierre Ambroise Bosse (athletics) and Mateo Colsenet (BMX race). Oney Portugal has become a sponsor of a promising surfer, Yolanda Hopkins Sequeira.

BPCE Assurances

BPCE Assurances designs and manages a comprehensive range of personal insurance products (life insurance, retirement savings vehicles, payment protection insurance, and individual and professional provident insurance) and non-life insurance products (automotive, multi-risk home, supplementary health insurance, personal accident insurance, legal protection, non-banking insurance, etc.). In 2022, the Groupe BPCE Insurance division, now part of BPCE, was renamed BPCE Assurances. The non-life company was renamed BPCE Assurances IARD; the life company remained BPCE Vie and the Luxembourg company changed its name to BPCE Life.

In 2022, the non-life business was strong, crossing the milestone of 7 million policies. The quality of service remained high with an annual NPS of 57 for the Customer Reception and Relations Platform and 37 for the Compensation activity.

Like the rest of the market, the company experienced unprecedented weather events in the French market (hail, floods, fires). At BPCE Assurances IARD’s level, nearly 60,000 weather-related claims were added to the current loss ratio, i.e. double the amount for 2021, 2019 and 2018 and three times for 2020. On the French market, the cost of climate-related claims exceeded the average of the last five years by 50%. Since then, due to the significant growth of the auto and multi-risk home insurance portfolios, the internal claims teams have been strengthened and a new partnership has been forged with Imatech, a company specializing in remote customer relations, for the management of home insurance claims.

Among the new products marketed in protection insurance, the Key Person+ protection offers and the adjusted Pro Protection offer were launched. BPCE Life now offers life insurance and capitalization policies to high net-worth customers of the Caisse d’Epargne network.

More than one in three individual customers now holds a non-life and personal protection insurance policy.

BPCE Assurances also confirmed its status as a pioneering insurer in terms of climate commitment. Each year, at least 10% of investments are dedicated to green assets so that they represent 10% of outstandings by 2030. In 2022, 19.4% of its investments included a green criterion, going beyond the target. The share of its green outstandings increased to 8.6%, an increase of 1.9 points in one year. Lastly, the proportion of SRI-certified funds offered to BPCE Vie customers amounted to 59%, the target being set at 60% by 2024, the horizon of the Group’s strategic plan.

The Payments Business Line

The Payments business line includes the BPCE Payment Services, Payplug and Xpollens commercial entities. The solutions they offer (payment processing, issuance, acceptance and acquisition) are aimed at individual, professional, corporate and non-profit customers of Groupe BPCE’s networks, as well as direct customers consisting of retailers, banks and fintechs.

BPCE Payment Services

Through its recognized expertise in the field of electronic payment processing and payment flows, BPCE Payment Services supports Groupe BPCE’s banks and subsidiaries as well as external customers consisting of financial institutions and payment service providers. In 2022, BPCE Payment Services continued to record a more normative increase in its electronic payment transactions (+7% vs. Q4 2021, already driven by strong consumption) and an increase in its fleet of payment terminals (+6%, driven by the 10,000 Android electronic payment terminals (EPT) deployed). In addition, payments by Instant Payment and mobile have continued to accelerate significantly in the uses of our customers.

Payplug

In 2022, Groupe BPCE decided to merge the two fintechs Payplug and Dalenys to form the leading French player in payment solutions for digital retail. In 2022, Payplug’s activities recorded strong business volume growth for ISEs and large companies (+21% year-on-year) and for VSEs - SMEs (+28% year-on-year), driven by all customer segments and distribution channels (direct customers, Banque Populaire and Caisse d’Epargne networks, Oney). Its e-commerce activities outperform the e-commerce market, which only grew by 10% in 2022⁽¹⁾.

Xpollens

Xpollens, a Banking-as-a-service platform, supports companies in all sectors in their digital transformation, enabling them to integrate white label payment solutions. The year 2022 was marked by the acceleration of the commercial conquest of Xpollens, in particular thanks to the restructuring of its offer into two major value proposals: integration of payment functionalities into the company’s internal processes or integration of payment solutions directly into end-user offers.

The Financial Solutions & Expertise Business Unit

The Financial Solutions & Expertise Business Unit (FSE) combines Groupe BPCE’s expertise in the financing, advisory and custodial services business lines. This Business Unit reflects the Group’s goal of focusing its activities on retail banking in a bid to accelerate its development for the benefit of its customers.

FINANCING BUSINESS LINES

BPCE Factor

BPCE Factor develops factoring solutions for companies of all sizes, covering their entire growth process (set-up, development, acquisitions, international expansion, etc.).

In a booming market, BPCE Factor, driven by the dynamic activity of the customers of the Banque Populaire and Caisse d’Epargne networks, as well as by the increase in corporate working capital requirements, saw its factoring revenue increase by 22%.

BPCE Factor continues to develop digital relationships with its SME customers for an experience of the highest market standards. On the professional market, since the end of 2022, the Group’s customers can subscribe to a 100% digital invoice contract FlashFactures directly from their customer area. This offer, intended for occasional cash requirements, is particularly popular and has a Net Promoter Score (NPS) of 48.

Lastly, for the 7^th consecutive year, Bureau Veritas Certification confirmed the service certification and labeling of BPCE Factor. It was recognition for the high level of quality perceived by customers: 91% overall satisfaction and a Net Promoter Score of 25.

BPCE Financement

BPCE Financement develops offers and complete solutions for the management of revolving loans and personal loans for Groupe BPCE’s networks, for a total outstanding amount of €32.4 billion. It confirms and strengthens its position as the leading player in consumer credit in France with a 17% market share.

The year was marked by the implementation of structuring projects in digital and data. The development of targeting marketing campaigns using artificial intelligence and the implementation of the post-payment functionality for immediate debit purchases have, among other things, generated an acceleration of the revolving credit business, bringing the share of digital production to nearly 60%.

In 2022, BPCE Financement took control of the Portuguese subsidiary Banco Primus, previously held by Crédit Foncier.

BPCE Lease

BPCE Lease offers a complete range of rental solutions: equipment and real estate leasing, long-term vehicle leasing, leasing with purchase option, boating or automotive leasing, IT operational leasing, and renewable energy financing. In 2022, BPCE Lease saw its new production increase by 11% to reach €5.6 billion. This dynamic was accompanied by an increase in customer satisfaction with a NPS reaching +46 for equipment leasing and +40 for long-term leasing⁽¹⁾.

The year was marked by the continuation of the Lease Impact program, whose ambition is to support customers in their energy transition approach, thanks to new green offers (energy efficiency assessment, eco-driving, electric charging stations under lease contracts, etc.).

Lastly, BPCE Lease signed an agreement for the acquisition of the Eurolocatique group, a company specializing in the financing of healthcare equipment through financial leasing and leasing for customers in private healthcare centers, self-employed healthcare professionals, public health institutions and private clinics.

CEGC

Compagnie Européenne de Garanties et Cautions (CEGC) offers a wide range of financial guarantees across all Group markets, including individual, professional and corporate customers, and the real estate, social economy and social housing sectors.

In a real estate market that weakened over the last four-month period, its business lines maintained an overall dynamic level of activity. In terms of home loans, CEGC guaranteed 279,031 real estate loans to individual customers produced by the Groupe BPCE networks, for an amount of €46 billion, i.e. -2% compared to 2021, a historic year. In the construction sectors, CEGC covered the delivery “at the agreed price and deadline” of 18,424 single-family houses and issued financial guarantees for the completion of 885 real estate development projects. Lastly, in the building and finishing works sectors, 102,738 market guarantees were issued, mainly via the www.cautiondemarche.com solution which posted a Net Developer Score of +42.

CEGC offered a guarantee backed by the Impact Loans offer of the Caisses d’Epargne for social housing and social economy players. A portion of the insurance premium may be donated to a social or environmental association.

As a responsible investor, CEGC has adhered to the UN Principles for Responsible Investment (PRI), and systematically incorporates Environmental, Social and Governance (ESG) criteria in the selection and management of investment assets.

Socfim

Leader in the real estate financing market (developers, property dealers, development funds, etc.), with 2.6 million m² of office space and 57,700 housing units in the process of being financed, i.e. outstandings of nearly €11.6 billion, Socfim covers all the needs of real estate professionals (short term, long term, corporate finance, funding rounds).

A very marked disruption in activity occurred in the second half of the year, under the cumulative effects of a sharp rise in interest rates, the spread of inflation to construction costs and a scarcity of access to the credit market for households. In this context, Socfim’s activity remained strong although below its objectives. Thanks to the diversification of its business activities and its expanded product mix, developers, property dealers, institutional investors and private funds continued to present the company with high demand for financing.

Lastly, two projects in line with Socfim’s strategic plan were implemented during the year, with membership of the Neomi digital distribution platform for developers and the adoption of the Green Weighting Factor to assess the environmental quality of the projects supported by financing.

ADVISORY BUSINESSES

Pramex International

Pramex International specializes in advising French start-ups, SMEs and ISEs on international expansion, either through internal growth (creating and overseeing foreign subsidiaries) or external growth (international acquisitions). With more than 400 contracts signed, the pace of its activity remained strong in 2022.

BPCE Solutions Immobilières

As a major player in real estate consulting, BPCE Solutions Immobilières offers solutions for appraisal, project management assistance, market research, as well as a wide range of new and existing real estate products, both for homeowners and investors. Its range of services covers all stages of an asset’s life, from investment to resale. In 2022, BPCE Solutions Immobilières continued to grow steadily with Groupe BPCE institutions, mainly in the portfolio real estate sector despite the market slowdown. Nearly 900 units were sold to individual customers in 2022 and €175 million was collected from SCPIs.

The Expertise division has a national network of experts covering the entire French territory. 2022 saw continued growth among large institutional investors, with €14.8 million in revenue.

CUSTODY BUSINESSES

EuroTitres

EuroTitres is the leading French provider of outsourced custody services on the retail market. The exceptional activity experienced on the stock market in 2020 and 2021 continued until April 2022, before decreasing regularly over the rest of the year. However, the mobilization of individual customers remained at a higher level than in 2019. At the end of December 2022, 2.4 million stock market orders had been processed compared to 3 million last year. The internet and mobile transactional site, which continues to be enriched with new functionalities and which benefits from new ergonomics, was the main channel used by customers, with a constantly improving NPS. In 2022, unlike 2021, for collective investments, the transaction volumes decreased by 21% with 2.7 million subscriptions/redemptions, in particular due to market conditions that did not allow automatic capping operations to be triggered over the first ten months. However, as regards the stock of ordinary securities accounts and PEAs held a certain stability was observed, contrasting with the results of previous years.

https://groupebpce.com/

“Investor Relations” section

Roland Charbonnel,

Head of Group Funding and Investor Relations

CSR - Overview (data at end 2022)

Climate as a strategic priority

Alignment of our financing and investment portfolios with a Net Zero trajectory

Supporting our customers in their environmental transition challenges

Groupe BPCE’s commitment recognized

* Transition projects (energy renovation of homes, green mobility, renewable energies and other projects).

Being a responsible employer in line with expectations of civil society

Key figures for 2022

A business model in line with the aspirations and needs of society

A SOLID COOPERATIVE MODEL THAT FAVORS THE LONG TERM

Groupe BPCE, a cooperative banking group, operates in all areas of banking, asset management and insurance, serving its 35 million customers in France and worldwide. A cooperative, it is owned by its nine million cooperative shareholders and is supported by its 14 Banques Populaires, 15 Caisses d’Epargne, Natixis Investment Managers, Natixis Corporate & Investment Banking, Banque Palatine and Oney.

The strength and durability of its model are based on balanced governance. Cooperative shareholders hold 100% of the share capital of the Banques Populaires and the Caisses d’Epargne through cooperative shares, and elect representatives who make up the members of their Boards of Directors and Steering and Supervisory Boards. The Banques Populaires and the Caisses d’Epargne hold 100% of the capital of BPCE, the Group’s central institution.

Our cooperative, multi-brand and entrepreneurial model is our identity; it allows us to be closely aligned with customers’ expectations and society’s aspirations. Our decentralized model and our regional roots are real assets for driving transitions and sustainably transforming society: our companies act locally, as close as possible to our customers, providing innovative solutions in response to the challenges of our time.

By focusing its strategy and actions on the long term, our Group is able to reconcile economic performance, social equity and environmental protection.

IN GROUPE BPCE’S DNA: SUSTAINABLY SUPPORTING ECONOMIC AND SOCIETAL CHANGES

The nature of our activity and our outreach give us a great responsibility in the face of societal and environmental challenges, foremost among them the fight against climate change.

All of us have been reminded of climate change in recent months by the occurrence of extreme climate events around the world. Global warming poses significant risks to the economy and may ultimately jeopardize its financial stability. The climate transition is taking place in a complex and fragile context: the return of inflation, rising interest rates, the end of the health crisis, rising social inequalities, the return of war in Europe, etc.

These societal and environmental challenges are shaking up our society and creating risks for our customers: increased vulnerability of our most vulnerable customers, risk of survival for companies that are unable to adapt, physical risks affecting the value of assets, increased costs (in particular those related to energy renovation work), reputational risk, etc. These risks, which place our customers in difficulty, may lead to an increase in failures and generate financial losses for the Group.

The transition to a low-carbon economy requires considerable levels of investment, funding and support for all economic players in their own transition. Our Group has made climate change one of the priorities of its BPCE 2024 strategic plan: our companies have all strengthened their systems to support the transition of their customers and climate issues are now inseparable from the activity of our business lines. It is both a development opportunity for our activities and a tremendous lever for the transformation of our business lines.

These profound transformations must not be carried out at the expense of the most vulnerable or future generations. As a leading player in the field of banking inclusion, whether in terms of preventing over-indebtedness or supporting microentrepreneurs, Groupe BPCE is also the leading banking player alongside protected persons, vulnerable individuals and companies in difficulty.

The Group’s social and societal commitment also applies to its 100,000 employees: promotion of gender balance, diversity, job retention of disabled and sick people, well-being at work and integration of young people, some of whom are from disadvantaged neighborhoods.

The Group is mobilized to put all its capacity for action at the service of its cooperative shareholders, its customers and, more broadly, society.

The business model is presented in the introduction of the 2022 universal registration document.

Groupe BPCE’s ESG strategy is structured around three areas, broken down into twelve commitments:

Groupe BPCE’s ESG strategy and goals are carried out in compliance with business ethics. The Group is committed to managing legal, regulatory and ethical risks for the benefit of its customers, employees and partners. Groupe BPCE thus ensures strict compliance with laws, regulations and best professional practices in all its companies. This is reflected in a Group Code of Conduct and Ethics approved by the Supervisory Board in 2018 and a rigorous tax policy with a Tax Code of Conduct in 2021.

OUR COMMITMENTS ARE MEASURED BY KEY PERFORMANCE INDICATORS

Launched by the United Nations, the sustainable development Goals (SDGs), a common language based on 17 goals broken down into 169 targets, have become the benchmark for measuring the progress made by governments and private companies. Groupe BPCE strives to fully integrate these objectives into its business lines or its own operations and contributes directly to the SDGs through the concrete actions described in each section of this Chapter.

The table below illustrates the link between the SDGs and Groupe BPCE’s 12 commitments. This dashboard is used to manage the Group’s ESG strategy and provides our stakeholders with quantified and transparent information on our non-financial performance.

PUBLIC COMMITMENTS THAT MEET DEMANDING INTERNATIONAL STANDARDS

Groupe BPCE has made several long-standing voluntary commitments to scale up its actions and accelerate the positive transformations to which it is contributing.

PARTICIPATION IN SECTORAL WORKING GROUPS

For several years, the Group has been particularly active in think tanks on sustainable finance issues, notably the fight against climate change and biodiversity.

SUSTAINABLE FINANCE

In 2022, Groupe BPCE continued its work in commissions created by French authorities and in associations.

At the European level, Groupe BPCE is a member of various professional associations, and participates in specific working groups that European banking organizations have set up to help advance Sustainable Finance strategy. Within the ESBG (European Savings and Retail Banks Group), Groupe BPCE is particularly active because it chairs the Sustainable Finance Committee and remains very active within the European Association of Cooperative Banks (EACB).

Groupe BPCE is very active in monitoring new regulations on sustainable finance, in particular by responding to consultations:

In 2022, Groupe BPCE also took part in the European Central Bank (ECB) climate stress test exercise, which took place from January to July. The exercise covered credit and market risks on a scope consisting of exposures to the 22 most emissive sectors.

Finally, Groupe BPCE, convinced of the fundamental importance of the energy transition of the economy, will join the Institute for Sustainable Finance (IFD), which will be in charge of federating and amplifying the actions undertaken by the financial institutions of the French marketplace and French companies to complete the energy and environmental transition, but also to lead a permanent and institutional dialog with the public authorities.

FIGHT AGAINST CLIMATE CHANGE

As part of its work within the working group of the Climate Commission of the French Banking Federation (FBF), chaired by the Chairman of the Management Board of Groupe BPCE, the Group participates in dialogs and discussions on:

BIODIVERSITY

Natixis Investment Managers, through its subsidiary Mirova, is part of the steering group of the Taskforce on Nature-related Financial risk and Disclosure (TNFD) initiative, whose work began in 2021 for two years. The TNFD is the result of a partnership between the Natural Capital Finance Alliance (NCFA), the United Nations Development Program (UNDP) and the World Wide Fund for Nature (WWF), with the support of the British government. With the same model as the Taskforce on Climate-related Financial Disclosures (TCFD), the TNFD will offer a framework to meet the measurement and data needs of financial institutions so they can better understand dependencies and their impacts on nature. The TNFD is intended to support the transition of the financial market by providing a framework for organizations to report nature-related risks and act according to their evolution, in order to divert global financial flows from negative activities for nature and redirect them towards activities that are positive for nature.

This working group addresses several issues:

Once adopted, the TNFD will enable financial institutions to manage the indirect impact of their investment and financing activities on nature, to reduce financial flows with a negative impact while promoting those with a positive impact.

Groupe BPCE intends to participate in the development of all regions. The cooperative nature of the Group is one determining factor in how it conducts its business. The Group wants to help build an environment in which its cooperative shareholders and customers can grow.

Our regional banks have strong community ties, so they are attentive to the needs of all customers. They work with local players, local authorities, associations, business networks, schools and universities to strengthen the local socioeconomic fabric.

Each of the networks, Banque Populaire and Caisse d’Epargne, is backed by a federation. They support the network’s CSR strategy, facilitate cooperative shareholder relations, provide training for directors and assist with governance. They also promote initiatives in local communities.

BANQUES POPULAIRES

“Resolutely cooperative and innovative, Banque Populaire closely supports all those who live and work in each region over the long-term.” This is Banque Populaire’s overall purpose, defined in 2019.

Several regional banks have adapted this purpose to their regional specificities while keeping a common meaning, specific to the Banques Populaires. Three main areas of commitment have been defined, characteristic of Banque Populaire’s specificity: regional proximity, entrepreneurial culture, and cooperative and sustainable commitment.

The 5 million cooperative shareholders are the foundation of the cooperative structure of Banques Populaires. They hold their share capital. They vote at General Meetings and directly elect the directors who represent them on the Boards of Directors.

For the General Meetings, the banks have given their cooperative shareholders the option of attending either remotely or by viewing the recorded proceedings. More than 597,000 cooperative shareholders voted. The average total vote rate for the network is 16.8%.

The cooperative shareholders enjoy access to information channels to keep up to date with news about their banks, including newsletters, magazines, and informative websites. A stakeholder listening tool “Le WOK Banque Populaire” was set up to enable cooperative shareholders to participate in the life of their bank. In 2022, more than 500,000 cooperative shareholders were invited to share their ideas on various themes such as “green & CSR” or “supporting young workers”. In addition, for the past five years, the Banques Populaires have been organizing the “Faites de la coopération”, a week of awareness and discussion around the cooperative model, which is part of Social and Solidarity Economy (SSE) month. On the agenda for the 2022 edition are solidarity sponsorship initiatives to encourage employees to support associations in their region during their working hours, and tools to raise awareness of the cooperative model for advisors (a quiz to learn about the model, and a “dictionary” of essential terms).

In 2022, the Banque Populaire network had 219 directors (and 20 non-voting directors). They are business leaders, researchers and teachers involved in the economic life of their region.

To meet the regulatory requirements for training directors and assessing how the Boards of Directors function, the National Federation of Banques Populaires (FNBP) has drawn up:

COOPERATIVE INDICATORS: COOPERATIVE SHAREHOLDER BASE AT DECEMBER 31

COOPERATIVE INDICATORS: GOVERNANCE AND DIRECTOR TRAINING

CAISSES D’EPARGNE

The CSR & cooperative guidelines constitute the roadmap for the next two years; several objectives have been set as part of the “Active cooperation” ambition, including the rebalancing of the age pyramid of cooperative shareholders and the promotion of membership among employees.

The Caisses d’Epargne had a membership of 4.4 million cooperative shareholders at the end of 2022, the vast majority of whom were private individuals, spread across 185 local savings companies (SLEs), which constitute an intermediate level to strengthen local roots, proximity and the expression of cooperative shareholders.

In 2022, the Caisses d’Epargne continued and developed their efforts to get their cooperative shareholders even more involved in the life of their bank as key stakeholders. The new CSR and cooperative guidelines for 2022-2024 have strengthened the Caisses d’Epargne’s ambition in terms of cooperative shareholding. The goal is to increase the number of cooperative shareholders among customers and to offer them privileged access to information and offers from the members’ club via the unique portal societaires.caisse-epargne.fr. In its region, each of the 15 regional Caisses d’Epargne implements promotional and communication initiatives designed to strengthen its relationship with its cooperative shareholders.

In addition to these media, some of the Caisses d’Epargne have set up feedback mechanisms for their cooperative shareholders and initiatives to raise employee awareness of the cooperative model, in particular during induction days for new members and weeks dedicated to cooperative shareholding, in order to strengthen and rejuvenate membership.

In 2022, Fédération Nationale des Caisses d’Epargne (FNCE), in consultation with the Caisses d’Epargne, conducted a study aimed at giving the Caisse d’Epargne cooperative model a simple, unique and differentiating definition: a Caisse d’Epargne is “a bank-insurance institution that is 100% regional, a pioneer in the transitions taking place in society, and one that belongs to its customer-cooperative shareholders”. For more information: www.federation.caisse-epargne.fr

As part of the cooperative governance of the Caisse d’Epargne network, the Fédération Nationale des Caisses d’Epargne, in conjunction with BPCE and the Caisses d’Epargne, supports and trains elected representatives in the performance of their mandate through a dedicated training system. Training programs are designed for directors of local savings companies, members of the Steering and Supervisory Boards (SSB), and members of specialized committees. Each audience benefits from a training offer adapted to their mandate in a face-to-face format and/or by videoconference:

A distance learning system completes the system with a wide choice of online training courses, videos, quizzes and thematic sheets.

In 2022, the FNCE developed themes related to environmental transition, climate risks and the cooperative model.

COOPERATIVE INDICATORS: COOPERATIVE SHAREHOLDER BASE AT DECEMBER 31

COOPERATIVE INDICATORS: GOVERNANCE AND DIRECTOR TRAINING

COOPERATIVE REVIEW

The French act of September 10, 1947 on the status of cooperatives establishes the principle of a cooperative review every five years. The review is performed by an independent auditor responsible for verifying that the structure and operation of cooperative entities observe cooperative principles and rules. Over the past three years, all Banques Populaires and Caisses d’Epargne have carried out a cooperative review. None of the Banques Populaires or the Caisses d’Epargne was identified as possibly being ‘non-compliant’ with the cooperative banking model and the auditors voiced no reservations in the course of their audit.

Fighting climate change and creating a more low-carbon society is a major challenge of our time. In response, the financial sector has a key role to play by supporting the transition to a low-carbon economy, which balances the environmental, social and economic needs of society.

At the heart of its concerns, the environmental transition is one of the three pillars of the BPCE 2024 strategic plan and is a priority for all its business lines and all its companies.

Groupe BPCE has set itself four major objectives:

GOVERNANCE DEDICATED TO CLIMATE RISKS

In order to manage these climate-related commitments as closely as possible, the Group has strengthened its governance bodies (see section 2.1.2) and the management of climate-related risks.

The Climate Risk division was created on January 1, 2019 within Groupe BPCE’s Risk division. In 2020, dedicated risk correspondents were appointed in the risk divisions of the Banque Populaire and Caisse d’Epargne networks, and in the Group’s subsidiaries. In 2021, the unit became the Climate Risk department reporting directly to Groupe BPCE’s Deputy Chief Executive Officer, a member of the Executive Management Committee in charge of Groupe BPCE risk. It defines and implements Groupe BPCE’s climate risk supervision system. The operational integration of this system in the institutions will make it possible to better integrate climate risks into the Group’s risk appetite.

The Climate Risk Committee, created in 2020, is chaired by the Chairman of the Management Board. This decision-making and monitoring committee deals with climate issues from a cross-functional perspective for the Group and its various business lines. It is in charge of examining the Group’s main existing or potentially emerging climate and environmental risk areas. It develops scenarios and validates the climate stress test transition matrices to assess the resilience and vulnerability of the Group’s business model. More specifically, in 2022, the Climate Risk Committee validated the update of the remediation plan to the ECB’s guide on climate and environmental risks, following the ECB’s thematic review carried out during the first half of 2022.

EXCLUSION POLICIES IN SENSITIVE SECTORS

In order to limit the human and environmental impacts of its financing, investment and insurance activities, Groupe BPCE has withdrawn from activities with the highest emissions and has developed sectoral policies, including exclusion criteria, to regulate its activities in the most sensitive sectors.

COAL

Coal, responsible for around 45% of human emissions, is the leading source of the global temperature rise.

Since 2015, Natixis CIB has undertaken to no longer support companies developing new coal-fired power plants, thermal coal mines, any port and rail infrastructure projects and any equipment or installations related to thermal coal. In addition, Natixis CIB prohibits any general-purpose financing⁽¹⁾ for companies whose business is more than 25% derived from thermal coal.

In 2021, Groupe BPCE extended its coal policy to all of the Group’s financing activities: it aims to gradually reducing its exposure to thermal coal to zero by 2030 for its activities in the European Union and OECD countries and, by 2040, for its activities in the rest of the world.

BPCE Assurances and ten Natixis Investment Managers management companies have also implemented an exclusion policy in the coal sector. These companies do not invest in companies where more than X% of revenues come from coal-fired power plants and/or thermal coal mines. This threshold varies between 0% and 25% depending on the asset management company.

At the end of September 2022, Groupe BPCE’s exposure to coal industry financing represented less than 0.12% of the Group’s total exposure to corporate loans, i.e. a residual amount of less than €0.4 billion.

https://groupebpce.com/rse/acteur-de-la-transition-environnementale

HYDROCARBONS (GFS SCOPE)

As part of its oil & gas policy (first publication on November 23, 2018 and last updated on September 21, 2022), Natixis CIB stopped financing:

In addition, Natixis CIB has set itself the target of reducing its exposure to hydrocarbon exploration and production activities by 15% (compared to 2020) by 2024.

https://natixis.groupebpce.com/wp-content/uploads/2022/11/220929_revised_esr_sector_policy_oil_gas_august.pdf

Since February 2023, Natixis CIB has decided to strengthen its exclusion policy in the oil sector and will not participate in any project financing dedicated solely to the development of oil fields before they come on stream.

BPCE Assurances and ten Natixis Investment Managers management companies have also implemented an exclusion policy in the oil and gas sector. These Companies do not invest in companies where more than X% of revenues come from unconventional oil and gas. This threshold varies between 0% and 25% depending on the asset management company.

DEFENSE INDUSTRY (GFS SCOPE)

GFS excludes the financing, investment and provision of services to companies involved in the production, storage and trade of anti-personnel mines and cluster munitions. To limit negative impacts on human rights as well as for peace and stability, this sectoral policy also sets precise criteria in the conditions for carrying out transactions, in particular those relating to export and import countries.

BPCE Assurances and twelve Natixis Investment Managers management companies have also implemented a policy of excluding companies involved in anti-personnel mines and cluster munitions.

https://natixis.groupebpce.com/wp-content/uploads/2022/08/200909_final_amended_cl_defense_policy_eng_v7.pdf

TOBACCO INDUSTRY (GFS SCOPE)

Natixis committed in December 2017 to cease all financing for and investment in tobacco producers, wholesalers and traders, as well as manufacturers of tobacco products. Following its commitment, GFS published a detailed sectoral policy in the tobacco sector.

https://natixis.groupebpce.com/wp-content/uploads/2022/08/180518_-_cl_tobacco_policy_-final-vf.pdf

BPCE Assurances and twelve Natixis Investment Managers management companies have also implemented an exclusion policy in the tobacco sector. These companies do not invest in companies where more than X% of the revenues come from the tobacco industry. This threshold varies between 0% and 10% depending on the asset management company.

OTHER INDUSTRIES (GFS SCOPE)

Natixis CIB has CSR policies for internal use for the nuclear, mining & metals and palm oil sectors. These policies, which apply to fundraising activities, cover the following aspects:

INCORPORATION OF ESG CRITERIA INTO FINANCING ACTIVITIES

Various tools have been developed to provide for the incorporation of ESG criteria into financing activities. These tools are adapted to the challenges identified for the different types of customers carried by retail banking and Corporate & Investment Banking.

RETAIL BANKING

ESG criteria have been systematically integrated into sectoral policies since 2018 at the rate of sectoral policy updates. The Non-Financial Risk Committee (CoREFi), made up of the Climate Risk, Credit Analysis and CSR departments, has been conducting reviews of all sectoral policies since March 2020 with a view to integrating these issues.

As part of these reviews, each sector of activity is assessed on the basis of criteria related to physical climate risks, transition risks and other environmental objectives, in accordance with the European taxonomy (protection of aquatic and marine resources, circular economy, biodiversity, pollution) to which are added elements of a social and societal nature and finally on sustainable governance. A sectoral classification follows from this assessment and identifies specific points of attention. These sectoral policies are intended to fuel exchanges, particularly when granting credit. The primary objective is to provide additional elements of analysis with regard to regulatory and market developments, to be able to better advise our clients, but above all to be aware of environmentally-friendly behavior in order to be able to support and promote exemplary activities.

The review of climate and environmental issues comes from the ESG analyses of CoREFi sector policies mentioned above. These elements will be used over time for the credit committees and counterparties of the entities and Groupe BPCE.

At the same time, the development of tools to incorporate ESG criteria within the bank continued with work on:

CORPORATE & INVESTMENT BANKING

In the financing business lines, ESG risk management is part of a global approach involving the business lines, CSR and control functions. This approach includes the development and implementation of CSR policies in the most sensitive sectors, the definition of excluded business sectors, the evaluation and monitoring of the ESG risks of transactions and counterparties via various tools and processes, such as the Green-Weighting Factor, which assesses the client’s environmental transition issues, and the ESR Screening Tool, which presents a detailed sectoral analysis adapted to the customer.

As a signatory of the Equator Principles, Natixis CIB applies a market methodology recognized by the member banks and institutions aiming to assess the environmental and social risks of the projects financed and the management of its risks by customers regardless of their sector of activity. Corporate & Investment Banking has applied the amended version of the Principles (EP IV Amendment) since October 2020. More comprehensive criteria in terms of respect for human rights (including the rights of indigenous communities) and the analysis of physical and transitional climate risks are required.

The financing process is enhanced by an in-depth analysis of the ESG impacts for each corporate customer via the “ESR Screening” tool. This tool, introduced in 2020, makes it possible to identify, assess and monitor environmental, social and governance (ESG) risks throughout the client onboarding and credit approval processes for Natixis CIB’s corporate customers. The ESR Screening has two levels of assessment:

All of these systems, including CSR policies in the most sensitive sectors, the application of the Equator Principles to project financing and the assessment of ESG risks as part of ESR screening, enable Corporate & Investment Banking to comply with the legislative obligations of the Due Diligence Act.

INCORPORATION OF ESG CRITERIA INTO ASSET MANAGEMENT ACTIVITIES

Natixis Investment Managers and its affiliates are convinced that a credible decarbonization strategy will help attract players seeking to reallocate capital to companies committed to the low-carbon transition. Natixis IM supports its customers in their transition to carbon neutrality through four strategic pillars:

INCORPORATION OF ESG CRITERIA INTO INSURANCE ACTIVITIES

As part of its life insurance business, the risk management of the Insurance division’s portfolio is based on a dual approach:

In addition to risk management, Groupe BPCE is committed to making a positive contribution to the sustainable development Goals for its Insurance activities. This commitment involves a selective ESG integration policy that enables improvements, based on Mirova’s ESG analysis (an affiliate of Natixis Investment Managers), to the ESG profile of investments under management mandates and in dedicated funds.

CLIMATE RISK ANALYSIS APPLIED TO THE LIQUIDITY RESERVE

A non-financial analysis of the liquidity reserve has been carried out since December 2019. This information enables Groupe BPCE companies to better manage their portfolios and to communicate on their incorporation of ESG criteria. Since December 2021, investments in counterparties with a non-financial rating of D+/D/D- are excluded following a decision by a Group Asset/Liability management Strategy Committee which applies to all Group institutions.

The ISS ESG ratings range from A+ (excellent performance, the two highest rated issuers are A-) to D- (poor performance). The ratings of issuers are comparable, regardless of the sector. Based on the ISS ESG ratings, the Climate Risks division develops an ESG analysis according to the environmental axis of the company’s portfolio, and identifies the lowest-rated issuers. Since April 2021, BPCE’s Financial Management department has supplemented the liquidity reserve monitoring indicators with a breakdown of the securities portfolio by ESG rating (from A to D-) and by a categorization of sustainable securities - green, social, sustainable and sustainable-linked. In order to have a Group vision and to manage the liquidity reserve in a dynamic way, an annual non-financial analysis was rolled out to all Banque Populaire and Caisse d’Epargne networks in the summer of 2021 via a dynamic Power BI tool and is updated monthly.

BEYOND THE CLIMATE, THE GROUP IS COMMITTED TO BIODIVERSITY

Groupe BPCE is aware of the major challenge presented by the deterioration of natural capital and, as a bank, asset manager and insurer, it is committed to taking concrete action to preserve it. The Earth is currently facing a mass extinction of living species: more than 60% of the population of wild animals has disappeared in the last 40 years. One million animal and plant species are threatened with extinction out of the estimated eight million on the planet.

All financing, asset management and insurance business lines have been involved in a cross-functional discussion on biodiversity issues since 2018, resulting in eight concrete commitments targeted 100% on its direct and indirect biodiversity impacts. The commitments are part of Natixis’ participation in the Act4nature international initiative, and their objectives SMART (specific, measurable, additional, relevant, time-bound) were validated by a multi-stakeholder committee made up of 16 partners including several environmental NGOs. Natixis was the first bank involved in the Act4nature international initiative to communicate individual SMART commitments in June 2020:

By making these commitments, Natixis has made biodiversity issues central to its CSR system, along with climate change. Aware that reducing its indirect impact is an important lever for contributing to the preservation of natural capital, Natixis puts biodiversity at the heart of its discussions with all of its customers and stakeholders. This approach is part of a more global action to support its customers in their environmental transition. Details of Natixis’ individual commitments are available at this link:

https://www.act4nature.com/wp-content/uploads/2020/06/NATIXIS_VF-10-06-2.pdf

INCORPORATION OF SPECIFIC BIODIVERSITY CRITERIA INTO FINANCING DECISION-MAKING PROCESSES

The Green Weighting Factor makes it possible, on a rating scale composed of seven colors ranging from dark brown to dark green, to determine the climate performance adjusted for exposure to the most material non-climate environmental externalities (water, waste, biodiversity, pollution) of all of its financing outside the financial sector.

In accordance with the Equator Principles, Natixis requires its clients to study all the risks and potential impacts of their projects from an environmental, social, health and safety perspective, and to implement all the necessary means to minimize and correct potential impacts. Damage to biodiversity is an integral part of this vigilance. Groupe BPCE’s risk policy is applied in the banks and at the central level in the sector policies. These include a section dedicated to the impacts on biodiversity.

ASSET MANAGEMENT INITIATIVES TO TAKE BIODIVERSITY MORE INTO ACCOUNT IN THE BUSINESS

As part of our commitment to support innovative environmental solutions, Natixis IM recently completed a minority investment with Iceberg Data Lab, a financial technology company that develops assessment tools and provides environmental data solutions to financial institutions.

Faced with the growing demand from financial institutions and their stakeholders for greater transparency on the impact of portfolios on the climate and the environment, Natixis IM and its subsidiary Mirova, as well as AXA IM, Sienna Capital and Solactive will support the global expansion and product development of Iceberg Data Lab. The latter aims to bring to market intelligent solutions based on scientific and biodiversity data. It was recently selected by a consortium of investors, including Mirova, to develop a tool allowing investors to measure the impact of their investments on biodiversity.

Ossiam also worked closely with the company to develop the Food for Biodiversity ETF using Iceberg Data Lab’s biodiversity footprint indicator. In addition, following the development of an investment strategy that minimizes the portfolio’s biodiversity footprint, Ossiam committed to integrating biodiversity at the heart of its activities by signing the Finance for Biodiversity commitment.

In addition:

In 2022, Groupe BPCE continued to implement the four strategic HR priorities “Shaping the future of work” included in the BPCE 2024 strategic plan:

In this context, the HR roadmap aims to:

Groupe BPCE thus reinforces its role as a responsible employer by giving employees reasons to be proud of their Company and, more broadly, the Group. This ambition aims to meet the expectations of employees in terms of professional development and fulfillment by building on the “Paris 2024” partnership.

As a socially responsible employer, the Group respects:

KEY FIGURES

Find all of Groupe BPCE’s quantitative social indicators on: https://groupebpce.com/en/csr/a-socially-inclusive-employer

2022 was marked by a dynamic and competitive job market. In this context, Groupe BPCE has adopted a global approach by simultaneously addressing the challenges and actions in terms of recruiting, integrating and retaining new employees.

For the Banques Populaires and the Caisses d’Epargne, recruitment plans inspired by the commercial prospecting codes have been implemented:

2022 was also marked by the creation of a shared recruitment service center for the community and Natixis.

In addition, Natixis is rolling out a new Employer Brand strategy to support the development ambitions of its business lines and take into account the expectations of candidates and employees in a context of talent war. This is based on a new value proposition #transformative finance: join us to make the difference.

A DYNAMIC AND DIVERSIFIED RECRUITMENT POLICY

Despite the aforementioned employment market context and thanks to the commitment of all Group companies, 8,700 new employees were hired on permanent contracts, which represents an increase of 30% compared to 2021.

MORE DIVERSIFIED PROFILES

Most of work-study student and young graduate recruits are in the commercial field, with a wide variety of profiles: from 2 to 5 years of higher education (BTS, Bachelor’s degree, Master’s degree), as well as engineers, particularly for our IT subsidiaries.

The Group also offers hiring and training opportunities to non-banking sector profiles, as long as they have proven interpersonal and commercial skills.

Special attention is also paid to profiles in high demand, IT and Data

RECRUITING MORE YOUNG PEOPLE:

Groupe BPCE makes the professional integration of young working people a priority area of its recruitment policy. In four years, the number of work-study students has increased by 35%, from 3,200 in 2018 to more than 4,335 in 2022.

In addition, the Group has hired over 4,100 young people under the age of 30 on permanent contracts.

Within the framework of the new Management of Jobs and Career Paths (GEPP) agreement of July 2022, this policy is expressed by 2024 through quantified ambitions:

Through the Banque Populaire and Caisse d’Epargne professional branches, a proactive policy aimed at young people has been deployed: Challenge: Innovate your Bank Agorize - career promotion videos, Ambassadors program (My Job Glasses: Our mentors - My Job Glasses).

The Group has also made the development of its CFA “Le Campus BPCE” a training facility for young people and pre-employment training for the Banques Populaires and the Caisses d’Epargne. When it was created in 2020, it had 47 work-study students compared to 350 in 2022, spread across around 20 companies.

Lastly, working to promote equal opportunities and employment for young people, Groupe BPCE has implemented various initiatives:

STRENGTHENED PRESENCE ON SOCIAL NETWORKS:

At the same time, the Group has considerably strengthened its presence on social media by communicating regularly through its various brands with tangible results:

A constantly growing number of subscribers:

Groupe BPCE is:

In addition, in 2022, Groupe BPCE is stepping up its presence at partner sites such as: Welcome to the Jungle https://www.welcometothejungle.com

Natixis is also certified:

INTEGRATE AND RETAIN NEW EMPLOYEES

Groupe BPCE places the onboarding and retention of new employees at the heart of its HR policy by striving to better “pre-welcome” and welcome newcomers, considering that the onboarding process and the employee experience begin as soon as the candidate signs his or her employment contract until he or she spends three years with the company.

In this context, the new GEPP agreement expressly states that each Group company is committed to implementing a genuine onboarding program from the signing of the contract until the employee completes three years of service:

A STRENGTHENED EMPLOYEE EXPERIENCE

IMPROVE EMPLOYEE FEEDBACK

Feedback systems are deployed to measure employee commitment, encourage the implementation of a continuous improvement approach and share best practices. Regular surveys of the business lines enable the implementation of appropriate action plans. (e.g. the “Key employee moments” feedback system made it possible to interview more than 6,000 people in 2022)

The Diapason group social survey, whose commitment rate was 72% in 2021 will be carried out again in the first half of 2023.

THE WELL PROGRAM WITHIN THE COMMUNITY AND NATIXIS

The WELL program concerns the work environment (new work environments adapted to the flex office, etc.) and practices that promote well-being at work (well-being services, etc.); it relies on scalable tools to facilitate the daily lives of employees (transport in particular), in a responsible approach (e.g. zero waste policy in offices, etc.).

At Natixis, a “change” department was created within the HR department in January 2022 to provide local support to business lines and managers in their transformation projects. In addition, Natixis launched the “global playbook”, a set of best practices to:

STRENGTHEN THE RETENTION OF SENIORS IN THE WORKPLACE

Groupe BPCE is committed to changing the representations and stereotypes associated with experienced employees and considers age as an asset.

In this respect, Groupe BPCE supports experienced employees in their job retention and continued professional development. Mechanisms are also implemented to enable experienced employees to pass on their knowledge and skills.

For example, the targets set in the 2017-2021 GPEC agreement in terms of hiring and job retention were exceeded (19% of seniors in the workforce and 8% of permanent contracts recruited at age 45 and over), as well as in terms of support for seniors in their career paths (use of tutoring, skills sponsorship, etc.).

The new GEPP 2022-2025 agreement renews and strengthens these commitments by aiming in particular to ensure that the training rate of experienced employees is equivalent to that of other employees. The challenge is therefore to continue to mobilize experienced employees by capitalizing on their experience (internal or external), and preserving their motivation while strengthening the prevention of occupational risks.

INTRODUCTION

GROUP CODE OF CONDUCT AND ETHICS

The Group’s Code of Conduct and Ethics was validated by the Executive Management Committee and the Supervisory Board in 2018, after review by the Cooperative and CSR Committee.

It is based on international values and standards and includes a message from Executive Management and sets out the Group’s ethical standards in three areas: the interests of customers, employer responsibility and social responsibility, with practical business-oriented examples. It applies to all Groupe BPCE entities and employees.

In addition, GFS also has a Code of Conduct which was published in early 2018. It defines the main principles on which the company’s employees can rely in their relations with Natixis’ various stakeholders: clients, teams, shareholders, and society as a whole.

For more detail, here are the links where they can be found:

GUIDING PRINCIPLES

These rules of conduct are illustrated with real-life situations that may be experienced by any employee, manager, director or other stakeholder. The scenarios enacted serve as benchmarks to help them discern the right decision to make in the exercise of their profession.

While the Code of Conduct and existing internal policies and procedures provide clear guidance on how to behave, it is not possible to define a rule for every situation. Employees must exercise their judgment to make the right decision, drawing on the principles set out in the code of conduct.

The following questions are used to make an ethical decision in case of doubt:

MANDATORY KNOWLEDGE OF THE CODE OF CONDUCT BY ALL EMPLOYEES

Regulatory training, in e-learning format, has been developed to ensure that the principles of the Code of Conduct have been learned. This training is mandatory for all Group employees and for all new hires. As of December 31, 2022, 96.4% of registered employees had completed the training.

Another training course entitled “The Essentials of Ethics” completes the program. It consists of 15 sketches illustrating concrete cases of behavior to be avoided.

Since the end of 2019, a “conduct and ethics” dashboard, covering the Group’s scope, lists 35 indicators collected from the Group’s entities. It is presented twice a year to the Cooperative and CSR Committee of the Supervisory Board (seventh edition presented in December 2022). It collects data and information on the deployment of the system, incidents, disciplinary sanctions and types of breaches.

WHISTLEBLOWING SYSTEM

Groupe BPCE has a whistleblowing system applicable to all Group entities. A procedure, currently being updated, can be downloaded from the Group website:

https://groupebpce.com/en/the-group/compliance

In the context of much more protective legislation for whistleblowers (see the law of March 21, 2022), the Group has chosen to use the same tool for all of the Group’s institutions, regardless of their implementation (Europe, the United States, etc.) and regardless of their business line (retail banking, Corporate & Investment Banking, etc.).

This unique platform will be accessible to all employees and service providers via a URL link. The screens to which the whistleblower will have access have been translated into all the languages of the countries in which Groupe BPCE is established.

The choice was made to use this tool not only for professional whistleblowing within the meaning of the law defining whistleblower protection, but all other types of whistleblowing: HR alerts, money laundering, etc. Each whistleblower will thus benefit from all the features offered by this platform.

This platform, which offers all guarantees in terms of data security, complies with the highest standards in terms of confidentiality and respect for anonymity (encrypted data, inability to retrieve the IP addresses of whistleblowers, etc.).

The whistleblower may send his or her alert and discuss it with the person managing it, with or without anonymity. The alert is sent directly to the department responsible for handling it thanks to the definition of routing rules specific to each institution - these rules contribute to confidentiality.

To date, 31,000 employees have direct access to this tool.

In addition, a training system based on e-learning will accompany the deployment of the tool and will specify the rights and duties of a whistleblower as well as the protection attached to it. It will be rolled out in early 2023 to the Group’s 100,000 employees.

OTHER ELEMENTS OF THE ETHICS SYSTEM

The Group also has a framework procedure relating to Ethics which describes the entire system applicable to all Group institutions. It brings together all the normative documents relating to this system and specifies the roles and responsibilities of each player. This document mainly includes the rules that apply to all Group institutions (examples: compliance with rules on conflicts of interest) but it also includes best practices.

PREVENTION OF CORRUPTION

Groupe BPCE condemns corruption in all its forms and under all circumstances, including facilitation payments. It is a signatory of the United Nations Global Compact, whose tenth principle states that “Businesses should work against corruption in all its forms, including extortion and bribery”.

CORRUPTION PREVENTION MECHANISMS

The Group’s employees are required to comply with the internal rules and procedures that help to prevent and detect behaviors likely to characterize acts of corruption or influence peddling. The following rules and procedures make it possible to comply with the requirements introduced by Article 17 of the Law of December 9, 2016 on transparency, the fight against corruption and the modernization of the economy (“Sapin 2”):

Groupe BPCE also has accounting standards and procedures that comply with professional standards. The Group’s internal control system for accounting information is based on a structured audit process to check the conditions in which such information is assessed, recorded, stored and made available, in particular by verifying the existence of the audit trail. A Group framework of controls involved in the prevention and detection of fraud and acts of corruption or influence peddling was formalized in 2020. In this context, donations, sponsorships and patronage are handled with due care.

Generally speaking, these systems are formalized and detailed in the charter governing the organization of Group internal control and the Risk, Compliance and Permanent Control Charter.

FIGHT AGAINST MONEY LAUNDERING, FINANCING OF TERRORISM, CIRCUMVENTION OF INTERNATIONAL SANCTIONS AND PREVENTION OF INTERNAL FRAUD

FIGHT AGAINST MONEY LAUNDERING AND THE FINANCING OF TERRORISM, COMPLIANCE WITH INTERNATIONAL SANCTIONS

The fight against money laundering and the financing of terrorist activities (AML-CTF), as well as the circumvention of sanctions, is based within Groupe BPCE on:

The reports are sent to TRACFIN when there is any doubt as to the legality of the sums or transactions resulting from an offense punishable by more than one year’s imprisonment (organized crime, trafficking of various kinds, corruption, abuse of corporate assets, money laundering of all crimes and offenses, tax, social or customs fraud, etc.) or when they are related to the financing of terrorism.

The Group’s AML-CTF risk classification incorporates the five regulatory axes, such as the issue of “at-risk” countries, customer characteristics (including the status as a politically exposed person of the customer or of its effective beneficiaries for legal entities), the nature of the products or services and the distribution channels used, as well as the type of transactions.

The transactions of high AML-CTF risk customers are subject to particular vigilance. The Group’s system (guidelines and automated (alert generating) scenarios) is regularly updated and adapted to changes in risks, particularly those related to the financing of terrorism.

With respect to compliance with national, European or foreign sanctions, Group institutions are equipped with screening tools that generate alerts on customers (asset freezes on certain individuals or entities) and international flows (asset freezes and countries subject to European and/or US embargoes). Groupe BPCE also has a central alert processing team and has recently improved its customer and transaction screening tools. In order to strengthen the effectiveness of their processing, a dedicated face-to-face training module has been set up.

STRENGTHENING OF THE SYSTEM IN 2022

The tool for detecting politically exposed persons has been optimized since 2021 to improve efficiency and reliability.

With regard to the updating of KYC according to the risks of money laundering and terrorist financing, following the remediation action carried out in 2021 on customers presenting a high risk, various actions targeting certain categories of customers were carried out during 2022.

The exchange of intra-group information has been extended since 2021 to the various categories of customers presenting a high AML/CFT risk.

Operational expertise certifications in terms of AML-FT financial security were issued in 2022 to employees of the sector concerned, as part of the expertise program rolled out in 2021. The high percentage of success in this examination by employees of the sector attests to the quality of their expertise, and in general by the sector. New registrations were opened for the 2023 fiscal year.

EMPLOYEES TRAINED IN ANTI-MONEY LAUNDERING POLICIES AND PROCEDURES

FIGHTING AGAINST INTERNAL FRAUD

Groupe BPCE has set up a common system to combat internal fraud, non-compliance with internal rules and breaches of ethics, in line with the Group’s Code of Conduct and Ethics. This system makes it possible to meet the requirements of the supervisory authorities and to pool the resources and work carried out by the establishments. It is formalized in a framework procedure and consists of the following elements:

POLICY ON COMBATING TAX EVASION AND GROUP TAX POLICY

Although it mainly operates in France through its retail banking networks, Groupe BPCE also operates abroad through its subsidiary Natixis.

In this respect, the Group’s establishment abroad is justified by the need for commercial support for its clients, which excludes any consideration of offshore operations due to the existence of preferential tax regimes in certain jurisdictions. Groupe BPCE’s tax policy is determined by BPCE SA. However, Group companies are responsible for its implementation in their respective activities.

Groupe BPCE ensures its full compliance with all tax regulations applicable to its activities. Groupe BPCE has implemented procedures to monitor the activities of these business lines as well as dedicated training modules.

Groupe BPCE ensures that it pays its fair share to public finances. Worldwide, the amount of income tax for fiscal year 2022 for Groupe BPCE amounted to €1,726 million, it being specified that current tax amounted to €1,855 million, plus bank taxes and contributions amounting to €810 million. Thus, the effective tax rate is 30% (income tax/net income before tax).

In 2022, Groupe BPCE continued to solicit the tax authorities to secure the tax treatment of corporate tax and VAT transactions as part of the fiscal partnership with the French Ministry of Public Action and Accounts active since 2019. This regular and transparent dialogue with the administration covered various areas of tax law and included large-scale financial transactions. Groupe BPCE was the first bank to be admitted to this new system.

GROUPE BPCE HAS VERY MARGINAL OPERATIONS IN NON-COOPERATIVE COUNTRIES AND TERRITORIES (“ETNC”)

France has, by an order of March 2, 2022 published in the Official Journal on March 16, 2022, updated its list of non-cooperative states and territories (hereafter “ETNC”).

The new list includes the following 14 jurisdictions:

It should be noted that the French list of ETNCs is now identical to the EU list with the sole exception of the British Virgin Islands, which remain on the French list but not on the EU list.

The Group is not present in the ETNCs, with the very marginal exception of the territories of Fiji and Vanuatu. These locations meet the needs of customers for commercial support.

This situation of a marginal presence in these non-cooperative countries and territories was noted by a study by Eurotax Observatory published on September 21, 2021 on the establishments in low-taxed states of 36 European banking groups over the period 2014-2020.

This study notes that only 2.2% of Groupe BPCE’s profits are made in countries or territories with low taxation rates, compared to an average of 20% for the other European banks in the study.

The same study noted that Groupe BPCE’s effective tax rate is 30%, placing it among the highest among European banks. Indeed, the average effective tax rate of the European banking groups was 20% and the lowest observed was 10%.

FINANCING OF PUBLIC LIFE AND LOBBYING

Groupe BPCE does not directly support any specific political party, whether in the form of donations, sponsorship or any other means. The Group is strictly neutral in political matters. On the other hand, as a leading banking player in France, Groupe BPCE establishments contribute to the financing of public life, in accordance with the strict legislative and regulatory framework existing in France in this area, and in compliance with the rules on KYC, Anti-Money Laundering (AML), and Politically Exposed Persons (PEP). Its involvement is therefore at two levels:

Lastly, Groupe BPCE is in constant contact with the mediation of loans to candidates and political parties set up by Article 28 of act No. 2017-1339 of September 15, 2017, for Trust in Political Life.

LOBBYING

As a cooperative bank committed to serving its cooperative shareholder customers, in the very heart of the regions, Groupe BPCE’s establishments intend to make a constructive contribution to the public debate by providing decision-makers and civil society with information on socio-economic changes at the regional, national or international level, as well as in the banking sector and its developments. Groupe BPCE’s objective is to actively contribute to the reflection and to participate as a stakeholder in collective, fair and informed decision-making. Groupe BPCE’s lobbying initiatives are therefore strictly within this framework. In terms of lobbying, in addition to respecting its ethical rules and its cooperative values, BPCE applies all the regulations in force, as well as all the codes of ethics with which its public contacts, and the various financial market associations of which it is a member, are required to comply.

In addition, in France, BPCE is registered in the “AGORA” Lobbyist Register, in accordance with the legal obligations arising from Law No. 2016-1691 of December 9, 2016, Regarding Transparency, the Fight against Corruption, and Modernization of Economic Life, as well as the directives of the High Authority for Transparency in Public Life (HATVP). In this context, Groupe BPCE reports on its actions, commitments and expenses to the HATVP with the information required by law (https://www.hatvp.fr/fiche-organisation/?organisation=493455042).

Lastly, at the European level, Groupe BPCE is also listed in the European Commission transparency register. As a reminder, this register is a database that lists organizations that attempt to influence the law-making and policy implementation process of the EU institutions (https://ec.europa.eu/transparencyregister/public/consultation/displaylobbyist.do? id = 179370613236-62).

This section explains the methodology applied by Groupe BPCE in its CSR reporting.

Sustainable development indicators based on the Global Reporting Initiative (GRI) guidelines are used to complete the non-financial performance statement, in line with the ESG risk analysis performed by the Group in 2022. The indicator guidelines were also updated to incorporate regulatory changes, the expectations of our stakeholders (rating agencies, investors, NGOs, etc.), feedback from CSR officers in charge of reporting, and the recommendations of the independent third party for fiscal year 2022.

ENVIRONMENTAL INDICATORS

Environmental transition indicators are business line indicators collected from centralized databases by network and by entity. Indicators on outstanding renewable energy loans are collected from the Business lines.

The environmental indicators linked to the carbon footprint are collected from the CSR correspondents of the entities, in collaboration with their general resources and IS department correspondents via the SPIDER data entry tool.

The methodological approach adopted for the construction of the carbon footprint is that of the ISO 14064 standard. Data are collected annually by each entity’s CSR officers, and are reported in the COGNOS tool, rolled out in 2015.

Most of the emissions factors are based on those set by the French Environment and Energy Management Agency (ADEME) and are updated annually. In accordance with the general principles of carbon accounting, the integration of emission factors specific to Groupe BPCE is encouraged in the following cases:

In 2022, work has been carried out to refine the carbon footprint data in order to improve the quality of the indicators monitored since 2019, to extend the monitoring of carbon emissions to certain indicators such as smartphones, tablets, etc., to take into account the lifespan for the depreciation of IT equipment rather than accounting depreciation, to encourage the extension of the period of use, to take into account changes in the Group’s organization, and to ensure the monitoring of carbon emissions according to a finer granularity of the subsidiaries of certain entities. The data for 2019 and 2021 were aligned accordingly.

HUMAN RESOURCES INDICATORS

No major changes were made to the human resources indicators so as to ensure stability and to allow for comparison.

Human resources data (excluding training) are extracted from two centralized information systems managed by the HR DATA and Analyses service center. They are “My Link RH” for companies in the Caisse d’Epargne network, and the “Perse” data center for all other entities.

The data extracted from the two information systems is verified following a regular control process at Group level, according to the human resources indicators published in the Universal registration document (URD).

Not all of the Group’s workforce is included in the HRIS. In order to obtain the total workforce for the Group, the HR DATA and Analysis service center collects workforce data from the companies concerned, performs a first-level control based on the files received and carries out a manual consolidation. The workforce excluding Group HRIS represents 5% of the Group’s total workforce.

Permanent contracts include work-study contracts with an indefinite term. Fixed-term contracts include fixed-term work-study contracts (professionalization contracts and apprenticeships). Employees included in the headcount at December 31 of each year include those departing on that date and those whose contracts have been suspended.

New hires data refer to new hires on permanent and fixed-term contracts signed between January 1, and December 31, including work-study contracts (professionalization and apprenticeships).

Departures data include staff on permanent contracts leaving between December 31 of the previous year and December 30 of the current year broken down by reason: dismissal, resignation, departure during a trial period, mutually-agreed termination, transfer within the Group and retirement. The departure rate corresponds to the number of departures among permanent staff in year N divided by the total number of permanent staff at December 31 in year N-1.

Since the migration of the Caisses d’Epargne to the My Link HR information system, the Group HRIS is unable to count the movements of employees on fixed-term contracts who have had several successive contracts. In 2021, around ten Caisses d’Epargne were affected by this anomaly.

In view of this difficulty, indicators relating to hiring and departures are only published for permanent contracts (work-study students included).

Entries and exits in the context of transfers between different Group companies are taken into account in the new hires and departures totals for the year.

Absenteeism figures are calculated at December 31 of year N, based on absences recorded at that date and recorded in the HR information system at the time of data extraction for the scope under review.

Absenteeism is calculated as per the Group human resources data. It corresponds to the ratio between the number of days of absence in year N and the number of days due to be worked in the same year.

The “pandemic” absenteeism rate takes into account all absences linked to the Covid epidemic (illness-pandemic, medical emergency absences, partial activity, childcare, etc.).

The indicators relating to training have been extracted from the “Click and Learn” training information system and concern all attributable training sessions provided in year N and validated by the training departments of the companies in the scope in question on the date of data extraction. Employees are counted in the professional category they occupy at the time of training.

SOCIETAL INDICATORS

Societal indicators are mainly indicators related to the funding granted to local authorities, social housing players and the social and solidarity economy. Data are extracted from centralized databases. Their accuracy is regularly verified at Group level. Indicators related to patronage, microloans and cooperative identity are provided by the two networks’ federations and by the Group’s outside partners (Adie, France Active, Initiative France). Procurement indicators are provided by BPCE Achats.

FINANCING THE ENVIRONMENTAL TRANSITION

The financing of the environmental transition for the Banque Populaire (excluding BRED) and Caisse d’Epargne networks comprises two main categories of assets financed: the transition projects of our customers and the renewal of the French real estate portfolio.

These “green” assets, which contribute to the energy and environmental transition of our individual and corporate customers, are identified by the Finance department as part of the “green arrow” system (see paragraph 2.3.3 Sustainable Refinancing: innovation and active presence on the green or social bond market). This system makes it possible to justify the issuance of green bonds or the collection of “green” balance sheet savings.

The first category of assets financed, transition projects, focuses on the following areas: energy renovation of housing, green mobility, support for the transition of our corporate customers’ activities (including sustainable agriculture) and renewable energy.

The second category of financing, new real estate, includes real estate loans involved in the acquisition or construction of a new property.

BUSINESS MODEL

The Group’s business model is presented in the introductory Chapter of the universal registration document. It presents our main activities, our business model, what sets us apart and our ambitions in line with the BPCE 2024 strategic plan. The business model is updated each year as necessary.

REPORTING STRUCTURE

CSR reporting is organized by the Group CSR division, which coordinates the required tasks each year (updating the guidelines, indicators and user guides; advising the banks on the drafting of their own annual CSR report; etc.).

Like every year, it worked with the Group’s operational divisions (IT, human resources, Real Estate & Logistics, Purchasing, etc.) and federations (FNBP, FNCE) in order to make better use of centralized databases.

Various actions were carried out in 2022 with the collaboration of the Group’s business lines to support the institutions in the preparation of their non-financial performance statement and to promote the appropriation of this new exercise within the Group’s entities:

REPORTING TOPICS

The following topics are considered relevant in terms of the bank’s indirect impacts: circular economy, reducing food waste, combating food poverty, improving animal welfare and ensuring responsible, fair, sustainable food supplies.

These topics are not addressed in specific paragraphs in this report but are covered by the bank’s ESG risk analysis procedures. For its lending business, these topics are covered in sector policies. For investment and asset management activities, they are covered by the ESG ratings methodologies for fund management.

ROLE OF METHODOLOGY TOOLS

RISK ANALYSIS MATRIX

The rating matrix presents 13 major non-financial risks and allows the rating of gross risks according to criteria of frequency and severity over three years.

USER GUIDES

The user guide for all contributors to Group CSR reporting was updated for the 2022 fiscal year. It specifies the following for the universal registration document (URD) and for each entity (annual management report or URD):

This guide also relies on a CSR reporting standard that specifies all of the indicators published, their definitions, their units, the corresponding GRI reference, their sources, how they are calculated and collected, and examples of controls to carry out.

The Group carbon footprint user guide was also updated in 2021. The guide is intended to promote the carbon-review system. The purpose of this guide is to:

REPORTING PERIOD

The published data covers the period from January 1, 2022 to December 31, 2022. Where physical data are not comprehensive for the period, contributors make approximate calculations to estimate the value of the missing data from average ratios provided by Groupe BPCE (in the user guides) based on FTEs and/or the surface area covered. The contributors review the estimates used and send their comments along with the information provided and approved by the Group.

COMPARABILITY

Groupe BPCE has chosen to communicate this year on pro forma figures for the years prior to 2022, taking into account the improvement in data quality and the changeover to the life-cycle depreciation method for IT equipment.

CONTROLS

The “Non-financial information quality control framework” defines the organization of the control system for non-financial information within Groupe BPCE, and describes the main policies in place on this subject. It applies to all Groupe BPCE entities in the consolidated scope: the central institution, its direct and indirect subsidiaries, all BPCE affiliates and their subsidiaries.

Each entity is responsible for the accuracy of its CSR data. The same applies to Groupe BPCE’s operational divisions.

At Group level, all data collected are verified and subject to a careful review of units and data consistency. Contributors are asked for an explanation where figures appear unjustified.

If any data published in the management report for the previous year prove inaccurate, a correction is made with an accompanying explanation on the bottom of the same page.

Year ended December 31, 2022

This is a free English translation of the report by one of the Statutory Auditors issued in French and is provided solely for the convenience of English-speaking readers. This report should be read in conjunction with, and construed in accordance with, French law and professional standards applicable in France.

To the Shareholders’ Meeting,

In our capacity as Statutory Auditor of BPCE SA (hereinafter the “Company”), appointed as independent third party (“third party”) and accredited by the French Accreditation Committee (Cofrac), under number 3-1886 rév. 0 (Cofrac Inspection Accreditation, scope available at www.cofrac.fr), we have conducted procedures to express a limited assurance conclusion on the historical information (observed or extrapolated) in the consolidated non-financial performance statement, prepared in accordance with the Company’s procedures (hereinafter the “Guidelines”), for the year ended December 31, 2022 (hereinafter the “Information” and the “Statement”, respectively), presented in the Group management report pursuant to the legal and regulatory provisions of Articles L. 225-102-1, R. 225-105 and R. 225-105-1 of the French Commercial Code (code de commerce).

Conclusion

Based on our procedures as described in the section “Nature and scope of procedures” and the evidence we have obtained, no material misstatements have come to our attention that cause us to believe that the non-financial performance statement does not comply with the applicable regulatory provisions and that the Information, taken as a whole, is not fairly presented in accordance with the Guidelines.

Comments

Without qualifying the conclusion expressed above and in accordance with Article A. 225-3 of the French Commercial Code, we make the following comments:

Preparation of the non-financial performance statement

The absence of a generally accepted and commonly used reference framework or established practices on which to base the assessment and measurement of the Information enables the use of different but acceptable measurement techniques that may impact comparability between entities and over time.

Accordingly, the Information must be read and interpreted with reference to the Guidelines, summarized in the Statement and available on the Company’s website or on request from its headquarters.

Limits inherent in the preparation of the information relating to the Statement

The Information may be subject to uncertainty inherent to the state of scientific and economic knowledge and the quality of external data used. Some information is sensitive to the choice of methodology and the assumptions or estimates used for its preparation and presented in the Statement.

Responsibility of the Company

Management is responsible for:

The Statement has been prepared by applying the Company’s Guidelines as referred to above.

Responsibility of the Statutory Auditor appointed as independent third party

Based on our work, our responsibility is to express a limited assurance conclusion on:

As it is our responsibility to issue an independent conclusion on the information prepared by management, we are not authorized to participate in the preparation of the Information, as this could compromise our independence.

It is not our responsibility to provide a conclusion on:

Applicable regulatory provisions and professional guidance

We performed the work described below in accordance with our audit verification program in application of Articles A. 225-1 et seq. of the French Commercial Code, the professional guidance issued by the French Institute of Statutory Auditors (Compagnie Nationale des Commissaires aux Comptes) relating to this engagement and with the international standard ISAE 3000 (revised - Assurance engagements other than audits or reviews of historical financial information).

Independence and quality control

Our independence is defined by Article L. 822-11-3 of the French Commercial Code and French Code of Ethics for Statutory Auditors (Code de déontologie). In addition, we have implemented a system of quality control including documented policies and procedures aimed at ensuring compliance with applicable legal and regulatory requirements, ethical requirements and the professional guidance issued by the French Institute of Statutory Auditors (Compagnie Nationale des Commissaires aux Comptes) relating to this engagement.

Means and resources

Our work engaged the skills of six people between November 2022 and March 2023 and took a total of about fifteen weeks.

To assist us in conducting our work, we referred to our corporate social responsibility and sustainable development experts. We conducted around twenty interviews with people responsible for preparing the Statement.

This work involved the use of information and communication technologies allowing the work and interviews to be carried out remotely, without hindering the good execution of the verification process.

Nature and scope of procedures

We planned and performed our work taking account of the risk of material misstatement of the Information.

We consider that the procedures conducted in exercising our professional judgement enable us to express a limited assurance conclusion:

The procedures conducted in a limited assurance review are substantially less in scope than those required to issue a reasonable assurance opinion in accordance with the professional guidelines of the French National Institute of Statutory Auditors (Compagnie Nationale des Commissaires aux Comptes); a higher level of assurance would have required us to carry out more extensive procedures.

Dear shareholders,

In addition to the management report and in accordance with Article L. 225-68 of the French Commercial Code, this report by the Supervisory Board contains information on:

This report was reviewed by the Appointments Committee and the Remuneration Committee, then approved by the Supervisory Board at its meeting of February 8, 2023.

The external Statutory Auditors will issue a specific report, appended to their report on the annual financial statements, attesting to the provision of other information required by law in the report on corporate governance (Article L. 225-235 of the French Commercial Code).

In preparing this report, BPCE referred to the Corporate Governance Code for listed companies published in December 2008 and revised in December 2022 by the French Association of Private Enterprises (Association française des entreprises privées – AFEP) and the Movement of French Enterprises (Mouvement des entreprises de France – MEDEF), hereinafter referred to as the AFEP-MEDEF Code, as set out in Article L. 225-68 of the French Commercial Code.

Only certain provisions were not followed, insofar as they are not deemed to apply to BPCE’s operating procedures as the central institution of a cooperative group and its equal ownership by the Banque Populaire and Caisse d’Epargne networks, which is reflected in the composition of its Board. These provisions were as follows: terms of office, the proportion of independent directors on the Supervisory Board and its committees, Board member ownership of a material number of shares and the publication of the CEO pay ratio.

Regarding terms of office, unlike the maximum four-year term recommended in the AFEP-MEDEF Code, the statutory term of office of BPCE Supervisory Board members is six years, i.e. the maximum permitted by law. The benefit of a four-year term, as presented by the AFEP-MEDEF Code, is that it gives shareholders sufficiently frequent opportunity to provide an opinion on Board Member performance. However, this is unnecessary for BPCE, as its shareholders are limited to Banques Populaires and Caisses d’Epargne, which are already amply represented on the Supervisory Board, via the Chairmen of the boards of directors or Management Boards and the Chief Executive Officers of these institutions, as voting or non-voting directors. Indeed, 20 members or non-voting members of the Supervisory Board come from the 29 Banques Populaires and Caisses d’Epargne shareholders of BPCE. Accordingly, a shorter term of office would not substantially change the composition of the Supervisory Board. In addition, BPCE staggers reappointments, renewing the terms of office of half of the Supervisory Board members every three years, in order to avoid mass reappointments and promote a smooth Board member reappointment process. This gives shareholders sufficiently frequent opportunity, every three years, to provide an opinion on the Supervisory Board members, as recommended in the AFEP-MEDEF Code.

Regarding Supervisory Board member ownership of a material number of shares, BPCE’s Articles of Association take into account the fact that, in accordance with act No. 2008-776 of August 4, 2008, Supervisory Board members are no longer required to own shares in the company. As a result, BPCE Supervisory Board members do not own a material number of shares and are not shareholders in a personal capacity, but the two categories of shareholders are represented through their appointment, which ensures that the company’s interests are respected.

Concerning the proportion of independent directors on the Board and its committees, BPCE does not follow the recommendation of the AFEP-MEDEF Code, under which independent directors must represent half of the members of the Boards of companies that are not under control, as defined by Article L. 233-3 of the French Commercial Code. In fact, this recommendation is not compatible with Article L. 512-106 of the French Monetary and Financial Code, which stipulates that the representatives of cooperative shareholders proposed by the Chairmen of the Steering and Supervisory Boards of the Caisses d’Epargne and the Chairmen of the Boards of Directors of the Banques Populaires account for a majority of the Supervisory Board of BPCE. In addition to this legal rule, good governance rules result from Groupe BPCE’s unique structure: a balance of power must be maintained, as well as balanced representation of the Banque Populaire and Caisses d’Epargne networks. However, this organizational structure does not compromise the quality of the work and discussions of the Board, an objective of the AFEP-MEDEF Code recommendation.

However, BPCE wishes to demonstrate the independence of the members of its Supervisory Board representing the cooperative shareholders proposed by the Chairmen of the Steering and Supervisory Boards of the Caisses d’Epargne and the Chairmen of the Boards of Directors of the Banques Populaires. The report “Coopératives et mutuelles: un gouvernement d’entreprise original” [Cooperatives and mutual insurance companies: original corporate governance], drafted within the framework of the French Institute of Directors in January 2006, explains why the elected directors of the cooperative companies that are the Banques Populaires and the Caisses d’Epargne fully meet the definition of “independent director”. Thus, the question of “independent directors” concerns a specific type of company, which is the listed company. […] In cooperative enterprises, the form of government is radically different. […] The legitimacy and control of a mutual manager, and therefore his independence, depend on the office he holds through his election. Removing a director from the electoral process would dissociate him from the interests of the organization and its cooperative shareholders. From another perspective, it is a fact that the directors of cooperatives and mutual societies commit themselves out of conviction and not out of financial interest. They devote a significant portion of their time and energy to their responsibilities as directors. They are wide open to the local, nonprofit and/or political world. These are all characteristics that make them truly independent directors, an independence that is beyond doubt, but is continually reinforced by an authentic democratic process.

With regard to Supervisory Board Meetings, BPCE has not formalized, in its institutional agenda, the organization of an annual meeting without the presence of the executive company directors. However, in 2022, BPCE organized a meeting without the presence of the executive company directors as part of the succession of the Chairmanship of the Management Board. In addition, it is specified that no internal text of BPCE provides for the mandatory presence of executive corporate officers who attend Supervisory Board Meetings only at the invitation of its Chairman. Sometimes, part of the Supervisory Board Meetings take place without the presence of the executive company directors, in particular when decisions of the Supervisory Board or the opinions of the Board committees concerning the executive company directors are discussed.

In addition, the Fédération Nationale des Banques Populaires and the Fédération Nationale des Caisses d’Epargne, bodies that organize discussions, hear ideas and provide representation, each hold annual meetings bringing together all the Chairmen of the Boards of Directors and the Chief Executive Officers of the Banques Populaires and all the Chairmen of the Boards of Directors and Supervisory Boards of Caisses d’Epargne without the presence of Statutory Auditors and the company directors of BPCE. These meetings, which guarantee the free expression of all participants, who represent BPCE’s shareholders, promote strategic discussions and, accordingly, protect the interests of the institutions they represent.

Regarding information on company director pay, BPCE does not apply the recommendation that stipulates that information on pay ratios should be published, thereby enabling comparison of company director pay and employee pay. BPCE considers that the main objective pursued by the legislator when drafting this legal provision, which is now included in this recommendation, is to enable shareholders or investors in public companies to assess the remuneration of executives in relation to the company’s performance and the average remuneration of the company’s employees, in accordance with the provisions of paragraph b of 1 of Article 9b of Directive 2017/828 of the European Parliament and of the Council of May 17, 2017 (known as the SRD 2 Directive). In this respect, BPCE, whose shares are not listed, considers that the publication of all information relating to the variable pay of executives and the performance of BPCE and the Group is sufficient to enable shareholders and potential investors to assess whether the remuneration rewards long-term performance and to measure the evolution of the performance and remuneration of executives in the medium and long term.

Finally, with the exception of the CEO pay ratio, BPCE formally adheres to and implements the AFEP-MEDEF Code recommendations on executive pay.

STATEMENT OF NON-COMPLIANCE WITH THE AFEP-MEDEF CODE⁽¹⁾

DUTIES AND POWERS

The Supervisory Board performs the duties attributed to it by law. At anytime, throught the year, it carries out all checks and controls it deems appropriate and may request any documents it regards as expedient in fulfilling its mission.

To this effect, the Supervisory Board:

In addition to these powers, the Supervisory Board has the authority to:

OWN POWERS

FOR DECISIONS SUBJECT TO A SIMPLE MAJORITY

The following operations proposed by the Management Board must receive prior authorization from the Supervisory Board, acting by simple majority of its present or represented members:

DECISIONS SUBJECT TO A QUALIFIED MAJORITY VOTE (13 OF 19 MEMBERS)

The following operations proposed by the Management Board are subject to the prior authorization of the Supervisory Board and a favorable vote from at least thirteen of its nineteen present or represented members:

INTERNAL RULES

The Internal Rules of the Supervisory Board, adopted at the Board Meeting of July 31, 2009 and amended at the Board Meeting of December 20, 2018, form the Supervisory Board’s Governance Charter, which sets out its internal operating procedures, notably for the purpose of ensuring that governing bodies interact efficiently and operate smoothly.

The Internal Rules enhance the quality of the work done by Supervisory Board members by promoting the application of corporate governance principles and best practices in the interest of ethics and efficiency.

Their purpose is also to supplement the Articles of Association, notably by:

The Supervisory Board’s Internal Rules are available on the BPCE website: https://groupebpce.com/en/investors/regulated-information/other-information

ETHICS AND COMPLIANCE CHARTER

The Supervisory Board of BPCE adopted an Ethics and Compliance Charter for its members at its meeting of June 22, 2016. The Ethics and Compliance Charter is divided into four main Chapters that set out good governance principles, in addition to reiterating several laws and regulations.

Chapter 1 covers the Board members’ professionalism, as expressed in different ways:

Chapter 2 covers ethics, as expressed by:

Chapter 3 covers confidentiality:

Chapter 4 covers conflicts of interest:

ACTIVITY OF THE SUPERVISORY BOARD

In accordance with Article 25.1 of the Articles of Association, the Supervisory Board meets as often as the company’s interests, laws and regulations require, and at least once every quarter in order to examine the Management Board’s quarterly report. Board Meetings may be convened by its Chairman, its Vice-Chairman or by one half of its members and take place at the registered office or any other location stated in the notice of meeting.

In accordance with Article L. 823-17 of the French Commercial Code, the Statutory Auditors are invited to Board Meetings examining full-year and half-year financial statements.

The BPCE Supervisory Board met 13 times between January 1 and December 31, 2022. In 2022, the average attendance rate for Supervisory Board members was 98.37%. In addition to the topics regularly discussed – quarterly reports of the Management Board, related-party agreements, approvals of executives, impact and management of the Russian-Ukrainian crisis, current events and other matters for information – the main topics discussed during the Board Meetings were as follows:

GOVERNANCE – INTERNAL OPERATING PROCEDURES OF THE BOARD

STRATEGIC OPERATIONS

FINANCE

AUDIT – COMPLIANCE – RISKS

CSR

Monitoring of the work of the Cooperative and CSR Committee relating in particular to:

Depending on the type of matters submitted to the Supervisory Board, discussions were held and decisions made on the basis of the reports presented by the relevant Board Committees.

At the meeting on May 19, 2017, the Supervisory Board set the pay for the Chairman and Vice-Chairman of the Supervisory Board as well as the terms for distributing pay for attendance at meetings among the Supervisory Board members. These terms and conditions were reviewed by the Supervisory Board at its meetings of March 26, 2020 and June 16, 2022.

The remuneration package for the members of the BPCE Supervisory Board was set at €800,000 for fiscal year 2021 and subsequent years by the Ordinary General Meeting of May 29, 2020. This pay is detailed in the statement regarding pay collected by the non-executive corporate officers of BPCE.

Aside from the Chairman, who receives annual fixed pay, Supervisory Board members are paid based on their attendance at meetings.

The Chairman and Vice-Chairman of the Supervisory Board do not receive any additional remuneration for their participation in committees.

PAY GRANTED TO THE CHAIRMAN OF THE SUPERVISORY BOARD

PAY GRANTED TO SUPERVISORY BOARD MEMBERS

Pay granted to the Vice-Chairman of the Supervisory Board:

Other members of the Supervisory Board:

ADDITIONAL PAY GRANTED TO SUPERVISORY BOARD COMMITTEE MEMBERS

Pay granted to the Chairman of the Audit Committee:

Other members of the Audit Committee:

Pay granted to the Chairman of the Risk Committee:

Other members of the Risk Committee:

Pay granted to the Chairman of the Appointments Committee:

Other members of the Appointments Committee:

Pay granted to the Chairman of the Remuneration Committee:

Other members of the Remuneration Committee:

Pay granted to the Chairman of the Cooperative and CSR Committee:

Other members of the Cooperative and CSR Committee:

As a reminder, the Chairman and Vice-Chairman of the Supervisory Board do not receive any pay for participating in the Cooperative and CSR Committee.

PAY GRANTED TO NON-VOTING DIRECTORS

Pursuant to Article 28.3 of the Articles of Association, the Supervisory Board has resolved to compensate non-voting directors by making a deduction from the pay for attendance at meetings allocated to Supervisory Board members at the General shareholders’ Meeting.

In this respect, non-voting directors receive:

RULES GOVERNING PAY GRANTED TO THE MEMBERS OF THE SUPERVISORY BOARD

Attendance fees were eliminated by Article 185 of the PACTE act (act No. 2019-486 of May 22, 2019), which replaced them with “pay” that may be paid to directors and members of the Supervisory Board of a French limited liability company (société anonyme).

The change in legal terminology has no impact on the tax or social security charges applicable to the sums paid to directors and members of the Supervisory Board.

As such, any references to “attendance fees” below should be construed from a legal point of view as “pay.”

Attendance fees are subject to single mandatory withholding tax at the global rate of 30%, consisting of a non-discharging flat 12.80% of the income tax plus social security contributions at the global rate of 17.20%.

Taxpayers may, if they so choose, opt for the progressive income tax scale instead of the flat 12.80% when filing their tax return. This option can be used for the full amount, provided that it applies to all income and gains that fall within the scope of the single flat-rate withholding tax, which are collected or earned during a single year by all members of the tax household.

The following taxation conditions apply:

OTHER PAY

Other pay consists of total pay for attendance at meetings received by corporate officers in respect of their duties on the boards of Group companies during the period in question.

Each payment relates to the corporate officer’s presence at Board Meetings and is calculated on the basis of the total budget for attendance at meetings set by each company’s General Meeting.

TABLE ON PAY RECEIVED BY BPCE’S NON-EXECUTIVE CORPORATE OFFICERS FROM JANUARY 1 TO DECEMBER 31, 2022 (AMF TABLE 3)