Aéroports de Paris - 2019 Universal registration document

1. PERSONS RESPONSIBLE FOR THE UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT9
1.1 PERSON RESPONSIBLE FOR THE 2019 UNIVERSAL REGISTRATION DOCUMENT AND ANNUAL FINANCIAL REPORT9
1.2 REPORT OF THE PERSON IN CHARGE9
2. STATUTORY AUDITORS10
2.1 STANDING STATUTORY AUDITORS FOR THE 2019 FINANCIAL YEAR10
2.2 SUBSTITUTE STATUTORY AUDITORS FOR THE 2019 FINANCIAL YEAR10
3. RISK AND MANAGEMENT11
3.1 INTRODUCTION11
3.2 RISK FACTORS12
1 – Risks related to Groupe ADP’s activities and to the airport management sector13
2 - Risks related to the competitive and general context15
3 – Risks related to economic regulation and compliance16
3.3 RISK MANAGEMENT AND INTERNAL CONTROL SYSTEM19
General presentation19
Description of the risk management and internal control system20
Risk management and internal control systems relating to the development and handling of financial and accounting reports21
Group’s general insurance policy23
4. INFORMATION ON THE COMPANY24
4.1 INFORMATION24
4.2 CAPITAL EXPENDITURES25
4.2.1 Investments made by the group over the last three financial years25
4.2.2 Projected Aéroports de Paris’ investment programme between 2016 and 2020, excluding financial investments26
4.2.3 Aéroports de Paris projected investment programme within the regulated scope between 2016 and 202027
4.2.4 Investment programme proposed as part of the negotiations on the 2021-2025 Economic Regulation Agreement29
5. BUSINESS OVERVIEW32
5.1 PRESENTATION OF THE ACTIVITY33
Business Model33
The Economic Regulation Agreement34
General description35
The group’s strengths35
Strategy37
The group’s 2020 objectives39
5.2 OVERVIEW OF THE MARKET40
Airport operations40
Passenger traffic41
Cargo traffic44
Competition45
5.3 DESCRIPTION OF AIRPORTS OWNED OR DIRECTLY MANAGED BY GROUPE ADP IN ILE-DE-FRANCE47
Paris-Charles de Gaulle48
Paris-Orly53
Paris-Le Bourget57
Civil airfields for general aviation58
5.4 DESCRIPTION OF ACTIVITIES BY SEGMENT59
Aviation activities - Parisian platforms59
Retail and services – Parisian platforms67
Real estate – Parisian platforms74
International and airport development81
Other activities89
Legal and regulatory environment89
6. ORGANISATION CHART93
7. REAL ESTATE ASSETS AND FACILITIES95
7.1 REAL ESTATE ASSETS AND FACILITIES FIXED ASSETS AND MOVABLE ASSETS OWNED OR USED BY AÉROPORTS DE PARIS95
7.2 RETROCESSION OF A PORTION OF GAINS THAT MAY BE MADE FROM THE CLOSING OF ALL OR PART OF AN AERODROME OPERATED BY AÉROPORTS DE PARIS TO PUBLIC AIR TRAFFIC96
8. REVIEW OF THE FINANCIAL POSITION AND INCOME97
8.1 2019 KEY FIGURES98
2019 consolidated accounts98
8.2 ANALYSIS OF 2019 RESULTS98
Revenue98
EBITDA99
Net result attributable to the group100
Analysis by segment101
8.3 2019 HIGHLIGHTS105
Change in passenger traffic over 2019105
2019 Groupe ADP forecasts revision106
Level of achievement of 2019 forecasts107
Approval of the 2019 airport charges by the ISA107
Aéroports de Paris contributes to the CDG Express project107
2021-2025 Economic Regulation Agreement - Availability of the public Consultation Document107
Takeover of Société de Distribution Aéroportuaire and Relay@ADP108
Provisions related to Aéroports de Paris in the PACTE law108
The constitutional Council decision relative to the RIP108
Composition of the Board of Directors of Aéroports de Paris108
Dividend voted by the Annual Meeting of Shareholders for 2018109
2019 Interim dividend voted by the General Meeting of Shareholders109
Appointment within Aéroports de Paris SA109
Augustin de Romanet reappointment as Chairman and Chief Executive Officer109
€800 million 15-year new bond issue109
Entry into exclusive negotiation with the Bolivian authorities to develop the Santa Cruz International Airport110
Discussions by TAV Airports for the acquisition of Almaty International Airport in Kazakhstan110
Groupe ADP gets a new organization to optimize its performance and expansion and makes new appointments110
Groupe ADP welcomes the announcement by Turkish authorities of the compensation due to TAV Airports for the early closure of Atatürk airport110
9. EQUITY AND CASH FLOWS111
9.1 SHAREHOLDER EQUITY111
9.2 CASH FLOW111
9.3 FINANCIAL RISK MANAGEMENT113
9.4 GROUP COMMITMENTS113
10. INFORMATION CONCERNING TRENDS114
10.1 RECENT EVENTS114
10.2 FORECASTS117
11. PROFIT FORECASTS118
11.1 2016-2020 PERIOD GUIDANCES118
11.2 2020 GROUP FORECASTS120
12. ADMINISTRATION AND EXECUTIVE MANAGEMENT BODIES121
12.1 BOARD OF DIRECTORS121
Composition of the Board of Directors on the filing date of this Universal Registration Document121
Summary presentation of the Board of Directors123
12.2 EXECUTIVE MANAGEMENT125
12.3 PERSONAL INFORMATION CONCERNING MEMBERS OF THE BOARD OF DIRECTORS125
13. COMPENSATION AND BENEFITS OF CORPORATE OFFICERS126
13.1 2020 EXECUTIVE OFFICER COMPENSATION POLICY REFERRED TO IN ARTICLE L. 225-37-2 OF THE FRENCH COMMERCIAL CODE126
13.2 NON-EXECUTIVE OFFICERS COMPENSATION POLICY REFERRED TO IN ARTICLE L. 225-37-2 OF THE FRENCH COMMERCIAL CODE128
13.3 AMOUNT OF COMPENSATION PAYABLE AND PAID TO CORPORATE OFFICERS DURING THE 2019 FINANCIAL YEAR: INFORMATION REFERRED TO IN ARTICLE L. 225-37-3 OF THE FRENCH COMMERCIAL CODE129
13.4 SHARES IN THE COMPANY HELD BY DIRECTORS AND NON-VOTING MEMBERS OF THE BOARD132
13.5 COMPENSATION OF EXECUTIVE COMMITTEE MEMBERS132
13.6 CORPORATE GOVERNANCE – ADHERENCE TO THE PRINCIPLES OF GOVERNANCE133
14. FUNCTIONING OF THE BOARD OF DIRECTORS AND MANAGEMENT BODIES134
14.1 FUNCTIONING OF THE BOARD OF DIRECTORS AND MANAGEMENT BODIES134
The Board of Directors134
Executive Management138
Board of Director restrictions on the powers of the CEO138
Executive Committee138
The Development and Performance Committee139
14.2 FUNCTIONING OF THE COMMITTEES LINKED TO THE BOARD OF DIRECTORS141
Audit and Risk Committee141
The Strategy and investment committee142
The remuneration, appointments and governance committee143
The Corporate and Social Responsibility Committee144
14.3 CORPORATE GOVERNANCE – ADHERENCE TO THE PRINCIPLES OF GOVERNANCE144
15. SOCIAL, ENVIRONMENTAL AND SOCIETAL RESPONSIBILITY INFORMATION145
15.1 AÉROPORTS DE PARIS CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY146
Aéroports de Paris CSR approach146
Engagement frameworks148
MAPPING AND DIALOGUE TOOLS149
Governance and CSR implementation151
15.2 PROVIDING THE GROUP AND ITS EMPLOYEES WITH THE MEANS FOR THEIR DEVELOPMENT151
HR policy and challenges, risk analysis and materiality study151
15.3 SOCIAL INDICATORS FOR THE GROUP159
15.4 IMPROVING OUR ENVIRONMENTAL PERFORMANCE160
Environmental and energy policy 2016-2020160
Fight against climate change161
Preservation of natural resources166
Environmental indicators for the group168
15.5 DIALOGUE AND SHARING VALUE WITH OUR REGIONS169
Creating non-transferable employment for the local populations169
Supporting regional economic development170
Facilitating the integration of the most vulnerable populations170
Removing peripheral obstacles to employment170
Managing noise and light pollution170
Dialogue with local residents171
Groupe ADP Foundation172
15.6 OPERATING IN AN EXEMPLARY WAY172
The fight against tax fraud172
Governance and ethics172
Measures for people with disabilities or impaired mobility175
Sustainable purchasing175
15.7 METHOD OLOGICAL NOTE ON SOCIAL, SOCIETAL AND ENVIRONMENTAL REPORTING176
Social reporting176
Environmental reporting177
Relevance and choice of indicators, change in scope177
Exclusions, methodological limitations and specificities177
Consolidation and internal control178
External controls178
15.8 CORRELATION OF THE EXTRA-FINANCIAL PERFORMANCE STATEMENT AND THE ARTICLES L. 225-102/R. 225-105 OF THE FRENCH COMMERCIAL CODE WHICH REGULATE THE CONTENT OF THE UNIVERSAL REGISTRATION DOCUMENT IN TERMS OF CSR179
15.9 REPORT BY ONE OF THE STATUTORY AUDITORS, DESIGNATED INDEPENDENT THIRD PARTY, ON THE CONSOLIDATED STATEMENT OF NON-FINANCIAL PERFORMANCE180
16. MAIN SHAREHOLDERS182
16.1 SHAREHOLDING OF THE COMPANY182
16.2 CHANGE IN THE CONTROL OF THE COMPANY184
Staff shareholder structure184
Double voting rights184
16.3 SHAREHOLDER AGREEMENT184
Alliance with Schiphol Group184
17. OPERATIONS WITH RELATED PARTIES186
17.1 RELATIONS WITH GOVERNMENT AUTHORITIES AND ADMINISTRATIVE AUTHORITIES186
17.2 OPERATIONS WITH RELATED PARTIES187
18. FINANCIAL INFORMATION ON THE ASSETS, FINANCIAL POSITION AND CONSOLIDATED FINANCIAL STATEMENTS AT 31 DECEMBER 2019188
1 8.1 GROUPE ADP CONSOLIDATED FINANCIAL STATEMENTS AS OF 31 DECEMBER 2019189
Key figures189
Glossary190
Consolidated Income Statement191
Consolidated Statement of Comprehensive Income192
Consolidated Statement of Financial Position193
Consolidated Statement of Cash flows194
Consolidated Statement of Changes in Equity195
Notes to the consolidated financial statements196
18.2 STATUTORY AUDITORS’ REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS270
18.3 COMPANY FINANCIAL STATEMENTS AND NOTES OF AÉROPORTS DE PARIS SA AT 31 DECEMBER 2019274
18.4 STATUTORY AUDITORS’ REPORT ON THE FINANCIAL STATEMENTS305
18.5 PRO FORMA FINANCIAL DATA308
18.6 INTERIM FINANCIAL DATA308
18.7 DIVIDEND DISTRIBUTION POLICY308
Amount of dividends distributed during the course of the last three financial years:308
Dividend distribution policy308
Statute of limitation308
18.8 LEGAL AND ARBITRATION PROCEEDINGS308
JSC Investissements308
Registered office309
18.9 MATERIAL CHANGE IN THE FINANCIAL OR COMMERCIAL POSITION SINCE 31 DECEMBER 2019309
19. ADDITIONAL INFORMATION ON THE SHARE CAPITAL AND PROVISIONS OF THE ARTICLES OF ASSOCIATION310
19.1 INFORMATION ON THE SHARE CAPITAL310
Share capital310
Authorisation of share buybacks by Aéroports de Paris310
Non-capital securities312
Capital authorised but not issued312
19.2 PROVISIONS OF THE ARTICLES OF ASSOCIATION313
Corporate object313
Management bodies313
Rights attached to shares313
Modification of the share capital and rights attached to the shares314
General Meetings of Shareholders314
Provisions of Articles of Association resulting in the delaying, deferring or preventing a change in controlling interest314
Identification of shareholders314
Breaching of thresholds315
20. MATERIAL CONTRACTS316
21. INFORMATION FROM EXPERTS317
22. DOCUMENTS AVAILABLE TO THE PUBLIC318
23. INFORMATION ON ACQUISITIONS320
A1. STATUTORY AUDITORS’ SPECIAL REPORT ON REGULATED AGREEMENTS321
A2. REPORT ON THE CORPORATE GOVERNANCE OF AÉROPORTS DE PARIS341
1.1 COMPENSATION341
2.2 GOVERNANCE346
1.3 ELEMENTS LIKELY TO H AVE AN IMPACT IN THE EVENT OF A PUBLIC OFFER371
A3. ANNUAL FINANCIAL REPORT374

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