Table of Contents
I
354
Plastic Omnium - 2020 Universal Registration Document
Integrated Report
3
TRANSFORMING TO INVENT THE SUSTAINABLE MOBILITY OF THE FUTURE
5
Agile and resilient
6
Determined and ambitious
8
Effective and fully committed governance
10
Step change for the industry
12
At the heart of the mobility industry’s transformation
14
An executive committee driving progress in all areas
18
Renewed momentum
20
The automobile: driving sustainable mobility
22
Risk control: a key challenge
24
Responsive and local
26
Innovation: boosting content and value
28
Responsibility and support
30
Innovate to open up new horizons
32
Design & interactivity
34
Action for the energy transition
36
A key energy transition player
38
Inventing “next-generation” modules
40
Modules and customization
42
Financial and non-financial performance indicators
44
1. PRESENTATION OF PLASTIC OMNIUM and its businesses
47
1.1 2020 KEY FIGURES
48
1.2 HISTORY AND DEVELOPMENT OF THE GROUP
50
1.3 ORGANIZATION CHART
52
1.4 SIGNIFICANT EVENTS
53
1.5 BUSINESSES
56
1.6 OBJECTIVES AND STRATEGY
58
1.7 RESEARCH AND DEVELOPMENT (R&D)
60
2. RISK FACTORS and management
63
2.1 MAIN RISK FACTORS
64
OPERATIONAL RISKS
64
STRATEGIC RISKS
66
CREDIT AND/OR COUNTERPARTY RISKS
66
MARKET RISKS
66
LEGAL RISKS
67
INSURANCE AND RISK COVERAGE
67
2.2 INTERNAL CONTROL PROCEDURES AND RISK MANAGEMENT
68
OBJECTIVES OF THE COMPANY CONCERNING INTERNAL CONTROL AND RISK MANAGEMENT
68
SUMMARY DESCRIPTION OF THE INTERNAL CONTROL AND RISK MANAGEMENT SYSTEM
68
INTERNAL CONTROL RELATING TO THE PREPARATION OF THE COMPANY’S FINANCIAL AND ACCOUNTING INFORMATION
70
WORK PLANNED IN 2021
71
2.3 FINANCIAL RISKS RELATED TO THE EFFECTS OF CLIMATE CHANGE
72
3. CORPORATE governance
73
3.1 COMPOSITION AND CONDITIONS FOR THE PREPARATION AND ORGANIZATION OF THE WORK OF THE BOARD OF DIRECTORS
74
3.2 COMPENSATION OF MEMBERS OF THE BOARD OF DIRECTORS AND EXECUTIVE DIRECTORS
98
3.3 ADDITIONAL INFORMATION ON CORPORATE GOVERNANCE
120
3.4 CORPORATE GOVERNANCE CODE
122
3.5 INFORMATION ON SHARE CAPITAL
123
3.6 SHAREHOLDING STRUCTURE OF COMPAGNIE PLASTIC OMNIUM SE
128
4. STATEMENT OF NON-FINANCIAL Performance
129
4.1 HIGHLIGHTS
130
4.1.1 AN EXCEPTIONAL CONTEXT
130
4.1.2 SUSTAINABILITY AT THE HEART OF THE COMPANY
131
4.2 THE BUSINESS MODEL
132
4.2.1 BUSINESSES AND MARKETS
132
4.2.2 THE ORGANIZATION
135
4.2.3 THE CASE MODEL TO ADDRESS CURRENT MAJOR TRENDS
136
4.3 THE STRATEGY
137
4.3.1 THE REVIEW OF THE MATERIALITY ANALYSIS
137
4.3.2 STAKEHOLDER DIALOG
141
4.3.3 THE CONTRIBUTION TO THE UNITED NATIONS SUSTAINABLE DEVELOPMENT GOALS
142
4.4 OPERATIONAL EXCELLENCE
144
4.4.1 INDUSTRY 4.0
144
4.4.2 PRODUCT SAFETY AND QUALITY AND CUSTOMER SATISFACTION
144
4.5 INNOVATION
146
4.5.1 ORGANIZATION OF INNOVATION AND OPEN INNOVATION
146
4.5.2 INNOVATION IS CENTRAL TO OUR BUSINESSES
146
4.6 THE ACT FOR ALLTM PROGRAM
148
MARKERS, INDICATORS
149
4.6.1 A RESPONSIBLE COMPANY
152
4.6.2 CARE FOR PEOPLE
156
4.6.3 SUSTAINABLE PRODUCTION
168
4.7 METHODOLOGY
174
4.7.1 SCOPE OF THE REPORT
174
4.7.2 INDICATOR CALCULATION METHODS
174
4.7.3 EXTERNAL PROCEDURES AND CONTROLS
175
4.8 CROSS-REFERENCE TABLE
176
4.9 REPORT FROM THE INDEPENDENT THIRD PARTY
178
5. CONSOLIDATED FINANCIAL statements 2020
181
PREAMBULE TO THE CONSOLIDATED FINANCIAL STATEMENTS
182
FINANCIAL INDICATORS
182
5.1 COMMENTS ON THE FINANCIAL YEAR AND OUTLOOK
184
5.1.1 COMMENTS ON THE CONSOLIDATED FINANCIAL STATEMENTS
184
5.1.2 INVESTMENTS
187
5.1.3 OUTLOOK AND SUBSEQUENT EVENTS
188
5.2 CONSOLIDATED FINANCIAL STATEMENTS AT DECEMBER 31, 2020
190
5.2.1 BALANCE SHEET
190
5.2.2 INCOME STATEMENT
192
5.2.3 STATEMENT OF COMPREHENSIVE NET INCOME AND GAINS AND LOSSES RECOGNIZED DIRECTLY IN EQUITY
193
5.2.4 STATEMENT OF CHANGES IN EQUITY
194
5.2.5 STATEMENT OF CASH FLOWS
196
5.2.6 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
198
5.3 STATUTORY AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS
262
6. 2020 STATUTORY FINANCIAL statements
267
6.1 COMMENTS ON THE STATUTORY FINANCIAL STATEMENTS
268
BALANCE SHEET CHANGES
268
EARNINGS PERFORMANCE
268
6.2 BALANCE SHEET
269
ASSETS
269
LIABILITIES
270
6.3 INCOME STATEMENT
271
6.4 NOTES TO THE STATUTORY FINANCIAL STATEMENTS
272
SIGNIFICANT EVENTS OF THE YEAR
272
ACCOUNTING POLICIES AND PRINCIPLES
272
NOTES TO THE BALANCE SHEET
275
NOTES TO THE INCOME STATEMENT
282
OTHER DISCLOSURES
285
6.5 FIVE-YEAR FINANCIAL SUMMARY
287
6.6 TABLE OF SUBSIDIARIES AND AFFILIATES
288
TABLE OF PAYMENT TERMS FOR SUPPLIERS AND CUSTOMERS MENTIONED IN ARTICLE D. 441-6 OF THE FRENCH COMMERCIAL CODE
289
6.7 STATUTORY AUDITORS’ REPORT ON THE FINANCIAL STATEMENTS
290
6.8 SPECIAL REPORT OF THE STATUTORY AUDITORS ON RELATED PARTY AGREEMENTS
295
7. CAPITAL and shareholding
297
7.1 SHARE CAPITAL INFORMATION
298
7.2 SHAREHOLDER INFORMATION
298
7.3 THE PLASTIC OMNIUM SHARE
298
7.3.1 SHARE MANAGEMENT
298
7.3.2 DIVIDENDS DISTRIBUTED TO SHAREHOLDERS
299
7.3.3 CHANGE IN THE COMPAGNIE PLASTIC OMNIUM SE SHARE PRICE AND TRANSACTION VOLUMES
300
7.4 RELATIONS WITH THE FINANCIAL COMMUNITY
301
7.4.1 INSTITUTIONAL INVESTORS
301
7.4.2 INDIVIDUAL SHAREHOLDERS
301
7.5 FINANCIAL COMMUNICATION AND SHAREHOLDERS’ CALENDAR
302
7.5.1 FINANCIAL COMMUNICATION CALENDAR
302
7.5.2 SHAREHOLDERS’ CALENDAR
302
7.6 CONTACTS
302
8. SHAREHOLDERS meeting
303
8.1 AGENDA
304
8.1.1 ORDINARY RESOLUTIONS
304
8.1.2 EXTRAORDINARY RESOLUTIONS
304
8.2 TEXT OF THE RESOLUTIONS SUBMITTED FOR APPROVAL BY THE COMBINED SHAREHOLDERS’ MEETING ON APRIL 22, 2021
305
8.2.1 TEXT OF THE RESOLUTIONS SUBMITTED FOR APPROVAL BY THE ORDINARY SHAREHOLDERS’ MEETING
305
8.2.2 TEXT OF THE RESOLUTIONS SUBMITTED FOR APPROVAL BY THE EXTRAORDINARY SHAREHOLDERS’ MEETING
308
8.3 BOARD OF DIRECTORS’ REPORT ON THE RESOLUTIONS PRESENTED TO THE COMBINED SHAREHOLDERS’ MEETING ON APRIL 22, 2021
315
8.3.1 REPORT OF THE BOARD OF DIRECTORS ON THE RESOLUTIONS PRESENTED TO THE ORDINARY SHAREHOLDERS’ MEETING
315
8.3.2 REPORT OF THE BOARD OF DIRECTORS ON THE RESOLUTIONS PRESENTED TO THE EXTRAORDINARY SHAREHOLDERS’ MEETING
319
8.4 REPORT OF THE STATUTORY AUDITORS ON THE AUTHORIZATION TO AWARD STOCK OPTIONS
324
8.5 REPORT OF THE STATUTORY AUDITORS ON AWARD OF FREE EXISTING OR TO BE ISSUED SHARES
325
8.6 STATUTORY AUDITORS’ REPORT ON THE ISSUE OF SHARES AND/OR VARIOUS SECURITIES WITH AND/OR WITHOUT CANCELLATION OF THE PREFERENTIAL SUBSCRIPTION RIGHTS
326
8.7 STATUTORY AUDITORS’ REPORT ON THE ISSUE OF SHARES AND/OR SECURITIES RESERVED FOR MEMBERS OF A COMPANY SAVINGS PLAN
328
8.8 RATIFICATION OF THE BYLAWS OF COMPAGNIE PLASTIC OMNIUM SE AS OF FEBRUARY 25, 2021
329
9. ADDITIONAL information
335
9.1 GENERAL INFORMATION ABOUT THE COMPANY
336
GENERAL INFORMATION ABOUT THE COMPANY
336
9.2 LIST OF REGULATED INFORMATION PUBLISHED DURING THE LAST 12 MONTHS
339
9.3 PERSON RESPONSIBLE FOR THE UNIVERSAL REGISTRATION DOCUMENT
340
APPOINTMENT OF THE PERSON RESPONSIBLE FOR THE UNIVERSAL REGISTRATION DOCUMENT CONTAINING THE ANNUAL FINANCIAL REPORT
340
DECLARATION BY THE PERSON RESPONSIBLE FOR THE UNIVERSAL REGISTRATION DOCUMENT
340
CROSS-REFERENCE TABLES
341
GLOSSARIES
347
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