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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