Table of Contents
I
334
Plastic Omnium - 2019 Universal Registration Document
TABLE OF CONTENTS
II
Integrated REPORT
3
MESSAGE FROM LAURENT BURELLE
4
INTERVIEW WITH LAURENT FAVRE
6
JOINT INTERVIEW BETWEEN FÉLICIE BURELLE AND LAURENT FAVRE
8
PURE PLAYER
10
BUSINESS MODEL
12
BUSINESS AND STRATEGY
14
RISK MANAGEMENT
18
THE GROUP’S CORPORATE SOCIAL RESPONSIBILITY PROGRAM
19
AN INDEPENDENT FAMILY-OWNED
22
A RESPONSIBLE Board of Directors
23
KEY FINANCIAL FIGURES for 2019
24
2019 Social and Environmental PERFORMANCE
25
1. PRESENTATION OF PLASTIC OMNIUM and its businesses
27
1.1 2019 KEY FIGURES
28
1.2 HISTORY AND DEVELOPMENT OF THE GROUP
30
1.3 ORGANIZATION CHART
32
1.4 SIGNIFICANT EVENTS
33
1.5 BUSINESSES
34
1.6 OBJECTIVES AND STRATEGY
36
1.7 RESEARCH AND DEVELOPMENT (R&D)
38
2. RISK FACTORS and control
43
2.1 MAIN RISK FACTORS
44
OPERATIONAL RISKS
44
INDUSTRIAL AND ENVIRONMENTAL RISKS
45
CREDIT AND/OR COUNTERPARTY RISKS
45
MARKET RISKS
46
LEGAL RISKS
46
INSURANCE AND RISK COVERAGE
47
2.2 INTERNAL CONTROL PROCEDURES AND RISK MANAGEMENT
47
OBJECTIVES OF THE COMPANY CONCERNING INTERNAL CONTROL AND RISK MANAGEMENT
47
SUMMARY DESCRIPTION OF THE INTERNAL
47
INTERNAL CONTROL RELATING TO THE PREPARATION OF THE COMPANY'S FINANCIAL AND ACCOUNTING INFORMATION
49
WORK PLANNED IN 2020
50
2 .3 FINANCIAL RISKS RELATED TO THE EFFECTS OF CLIMATE CHANGE
51
3. CORPORATE Governance
53
3. 1 REPORT OF THE BOARD OF DIRECTORS ON CORPORATE GOVERNANCE
54
3.1.1 COMPOSITION A ND CONDITIONS FOR THE PREPARATION AND ORGANIZATION OF THE WORK OF THE BOARD OF DIRECTORS
54
3.1.2 COMPENSATION OF MEMBERS OF THE BOARD OF DIRECTORS AND EXECUTIVE DIRECTORS
80
3.1.3 INFORMATION REGARDING THE EQUITY CAPITAL
104
3.1.4 I NFORMATION ABOUT SHAREHOLDERS
110
4. STATEMENT OF NON-FINANCIAL performance
113
A GENERAL COMMITMENT: ACT FOR ALL
114
4.1 BUSINESSES AND PROSPECTS
114
4.1.1 A CHANGING MARKET
114
4.1.2 BUSINESS AND AMBITIONS
115
4.1.3 CONTRIBUTE TO SUSTAINABLE DEVELOPMENT GOALS
119
4.1.4 STAKEHOLDER DIALOGUE
121
4.2 INNOVATIONS AND EXPERTS: TOWARDS CLEAN AND CONNECTED MOBILITY
123
4.2.1 BUILDING LIGHTER VEHICLES
124
4.2.2 CLEAN PROPULSION SYSTEM
124
4.2.3 CONNECTIVITY OF VEHICLES
125
4.2.4 ECO-DESIGN
125
4.2.5 SAFETY AND QUALITY
126
4.3 COMMITTED AND RESPONSIBLE : ACT FOR ALL
127
4.3.1 THE ACT FOR ALL™ PROGRAM
127
4.3.2 RESPONSIBLE ENTREPRENEURS
130
4.3.3 CARE FOR PEOPLE
134
4.3.4 SUSTAINABLE PRODUCTION
145
4.4 METHODOLOGY
150
SCOPE OF THE REPORT
150
INDICATOR CALCULATION METHODS
151
EXTERNAL PROCEDURES AND CONTROLS
151
4.5 CROSS-REFERENCE TABLE
152
4.6 REPORT FROM THE INDEPENDENT THIRD PARTY
154
FOR THE YEAR ENDED DECEMBER 31st 2019
154
THE ENTITY'S RESPONSIBILITY
154
INDEPENDENCE AND QUALITY CONTROL
154
RESPONSIBILITY OF THE STATUTORY AUDITOR
154
NATURE AND SCOPE OF OUR WORK
154
MEANS AND RESOURCES
155
CONCLUSION
155
APPENDIX 1: INFORMATION CONSIDERED TO BE THE MOST IMPORTANT
156
5. CONSOLIDATED FINANCIAL statements 2019
157
PREAMBULE TO THE CONSOLIDATED FINANCIAL STATEMENTS
158
FINANCIAL INDICATORS
158
5.1 COMMENTS ON THE FISCAL YEAR AND OUTLOOK
160
5.1.1 COMMENTS ON T H E CONSOLI DATED FINANCIAL STATEMENTS
160
5.1.2 INVESTMENTS 2020-2022
162
5.1.3 OUTLOOK AND POST-BALANCE SHEET EVENTS
163
5.2 CONSOLIDATED FINANCIAL STATEMENTS AT DECEMBER 31, 2019
166
5.2.1 BALANCE SHEET
166
5.2.2 INCOME STATEMENT
168
5.2.3 STATEMENT O F COMPREHENSIVE INCOME
169
5.2.4 CHANGES IN EQUITY
170
5.2.5 STATEMENT OF CASH FLOWS
172
5.2.6 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
174
5.2.7 STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS
245
6. STATUTORY ACCOUNTS 2019
251
6.1 COMMENTS ON THE STATUTORY ACCOUNTS
252
BALANCE SHEET CHANGES
252
EARNINGS PER FORMANCE
252
6.2 INCOME STATEMENT
253
6.3 BALANCE SHEET
254
ASSETS
254
LIABILITIES
255
6. 4 NOTES TO THE STATUTORY ACCOUNTS
256
SIGNIFICANT EVENTS OF THE YEAR
256
ACCOUNTING POLICIES AND PRINCIPLES
256
NOTES TO THE BALANCE SHEET
259
NOTES TO THE INCOME STATEMENT
265
OTHER DISCLOSURES
268
6.5 FIVE-YEAR FINANCIAL SUMMARY
269
6.6 SUBSIDIARIES AND AFFILIATES
270
TABLE OF SUPPLIER AND CUSTOMER PAYMENT TERMS AS REFERRED TO IN ARTICLE D. 441-4 OF THE FRENCH COMMERCIAL CODE
271
6. 7 STATUTORY AUDITORS ' REPORT ON THE FINANCIAL STATEMENTS
272
6.8 SPECIAL REPORT OF THE STATUTORY AUDITORS ON RELATED-PARTY AGREEMENTS
276
7. EQUITY CAPITAL and shareholders
281
7.1 INFORMATION REGARDING THE EQUITY CAPITAL
282
7.2 INFORMATION CONCERNING SHAREHOLDERS
282
7.3 THE PLASTIC OMNIUM SHARE
283
FACT SHEET
283
7.3.1 TRADING DATA
283
7.3.2 SHAREHOLDER DIVIDENDS
283
7.3.3 COMPAGNIE PLASTIC OMNIUM SE SHARE PRICE AND TRANSACTION VOLUMES
284
7.4 RELATION SHIPS WITH THE FINANCIAL COMMUNITY
285
7.4.1 INSTITUTIONAL INVESTORS
285
7.4.2 INDIVIDUAL SHAREHOLDERS
285
7.5 FINANCIAL COMMUNICATION AND SHAREHOLDERS ' CALENDAR
286
7.5.1 FINANCIAL COMMUNICATION CALENDAR
286
7.5.2 SHAREHOLDERS' CALENDAR
286
7.6 CONTACTS
286
8. SHAREHOLDERS’ Meeting
287
8.1 AGENDA
288
8.1.1 ORDINARY RESOLUTIONS
288
8.1.2 EXTRAORDINARY RESOLUTIONS
288
8.2 TEXT OF THE RESOLUTIONS SUBMITTED FOR APPROVAL BY THE COMBINED SHAREHOLDERS ' MEETING ON APRIL 23, 2020
289
8.2.1 TEXT OF T H E RESOLUTIONS SUBMITTED FOR APPROVAL BY THE ORDINARY SHAREHOLDERS' MEETING
289
8.2.2 TEXT OF THE RESOLUTIONS SUBMITTED FOR APPROVAL AT THE EXTRAORDINARY SHAREHOLDERS' MEETING
292
8.3 BOARD OF DIRECTORS' REPORT ON THE RESOLUTIONS PRESENTED TO THE COMBINED SHAREHOLDERS' MEETING ON APRIL 23, 2020
298
8.3.1 REPORT OF THE BOARD OF DIRECTORS ON THE RESOLUTIONS PRESENTED TO THE ORDINARY SHAREHOLDERS' MEETING
298
8.3.2 REPORT OF THE BOARD OF DIRECTORS ON THE RESOLUTIONS PRESENTED TO THE EXTRAORDINARY SHAREHOLDERS' MEETING
301
8.4 STATUTORY AUDITORS' REPORT ON THE REDUCTION IN CAPITAL
305
8.5 STATUTORY AUDITORS' REPORT ON THE ISSUE OF SHARES AND/OR VARIOUS SECURITIES WITH AND/OR WITHOUT CANCELLATION OF THE PREFERENTIAL SUBSCRIPTION RIGHTS
306
8.6 STATUTORY AUDITORS' REPORT ON THE ISSUE OF SHARES AND/OR SECURITIES RESERVED FOR MEMBERS OF A COMPANY SAVINGS SCHEME
308
8.7 COMPAGNIE PLASTIC OMNIUM SE DRAFT BYLAWS AT APRIL 23, 2020
309
9. ADDITIONAL information
315
9.1 GENERAL INFORMATION ABOUT THE COMPANY
316
GENERAL INFORMATION ABOUT THE COMPANY
316
9.2 LIST OF REGULATED INFORMATION PUBLISHED DURING THE LAST 12 MONTHS
319
9.3 PERSON RESPONSIBLE FOR THE UNIVERSAL REGISTRATION DOCUMENT
320
APPOINTMENT OF THE PERSON RESPONSIBLE FOR THE UNIVERSAL REGISTRATION DOCUMENT CONTAINING THE ANNUAL FI NANCIAL REPORT
320
DECLARATION BY THE PERSON RESPONSIBLE FOR THE UNIVERSAL REGISTRATION DOCUMENT
320
CROSS-REFERENCE TABLES
321
UNIVERSAL REGISTRATION DOCUMENT CROSS-REFERENCE TABLE
321
ANNUAL FINANCIAL REPORT CROSS-REFERENCE TABLE
324
MANAGEMENT REPORT REPORT CROSS-REFERENCE TABLE
325
CORPORATE GOVERNANCE REPORT DOCUMENT CROSS-REFERENCE TABLE
326
GLOSSARY
327
FINANCIAL GLOSSARY
327
TECHNICAL AND SUSTAINABLE DEVELOPMENT GLOSSARY
329
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