Content | II |
Message from the CEO | 1 |
Extracts from the Integrated Report | 3 |
PROFILE | 4 |
A GLOBAL PRESENCE | 6 |
BIC 2022 - INVENT THE FUTURE | 8 |
HORIZON PLAN | 10 |
FROM PRODUCT-LENS TO CONSUMER-LENS | 11 |
BUSINESS MODEL | 12 |
SUSTAINABLE DEVELOPMENT | 14 |
TEAM MEMBERS | 16 |
GOVERNANCE | 17 |
BOARD OF DIRECTORS | 18 |
EXECUTIVE COMMITTEE | 19 |
RISK MANAGEMENT | 20 |
CREATING SUSTAINABLE VALUE | 21 |
SHARING VALUE | 22 |
1. GROUP PRESENTATION, PERSPECTIVES, AND STRATEGY | 23 |
1.1. HISTORY | 24 |
1.2. KEY FIGURES | 26 |
1.2.1 KEY FINANCIAL FIGURES | 26 |
1.2.2 KEY NON-FINANCIAL FIGURES | 30 |
1.3. STRATEGY | 32 |
1.4. 2021 AND LONG-TERM PERSPECTIVES | 33 |
2021 OUTLOOK | 33 |
MARKET TRENDS IN 2021 | 33 |
STRATEGIC AND OPERATIONAL TARGETS | 33 |
LONG-TERM AMBITION | 34 |
RISKS AND OPPORTUNITIES | 34 |
PERFORMANCE GOALS | 34 |
RECENT EVENTS | 34 |
1.5. BUSINESS PRESENTATION | 35 |
1.5.1 BUSINESS PRESENTATION BY CATEGORY | 35 |
1.5.2 RESEARCH AND INNOVATION | 43 |
1.5.3 MANUFACTURING FOOTPRINT | 44 |
2. RISKS MANAGEMENT | 47 |
INTRODUCTION | 48 |
2.1. MAIN RISKS AND RISK ASSESSMENT | 48 |
2.2. DESCRIPTION AND MITIGATION OF MAIN RISK FACTORS | 50 |
2.3. VIGILANCE PLAN | 57 |
2.3.1 REGULATORY FRAMEWORK | 57 |
2.3.2 GOVERNANCE | 57 |
2.3.3 RISK MAPPING | 57 |
2.3.4 ORGANIZATION AND MEASURES FOR THE PREVENTION OF MAJOR NON-FINANCIAL RISKS | 58 |
2.4. RISK MANAGEMENT AND INTERNAL CONTROL PROCEDURES IMPLEMENTED BY THE COMPANY AND INSURANCE | 61 |
2.4.1 RISK MANAGEMENT AND INTERNAL CONTROL DEFINITIONS AND OBJECTIVES | 61 |
2.4.2 COMPONENTS OF RISK MANAGEMENT AND INTERNAL CONTROL OF THE COMPANY AND ITS SUBSIDIARIES | 62 |
2.4.3 RISK MANAGEMENT AND INTERNAL CONTROL PARTICIPANTS, SPECIFIC STRUCTURE(S) IN CHARGE/RESPECTIVE ROLES AND INTERACTIONS | 66 |
2.4.4 INSURANCE – COVERAGE OF RISKS | 68 |
3. OUR ENVIRONMENTAL, SOCIAL, AND SOCIETAL RESPONSIBILITY | 69 |
SUMMARY TABLE OF THE NON-FINANCIAL PERFORMANCE STATEMENT | 72 |
3.1. SUSTAINABLE DEVELOPMENT PROGRAM [NFPS] | 77 |
3.1.1 THE HISTORY OF BIC’S SUSTAINABLE DEVELOPMENT PROGRAM | 77 |
3.1.2 WRITING THE FUTURE, TOGETHER, A COMMITMENT FOR 2025 | 78 |
3.1.3 GOVERNANCE OF POLICIES AND ACTIONS TAKEN TO PREVENT, REDUCE AND CORRECT THE MAIN CSR RISKS [NFPS] | 85 |
3.2. OUR PRODUCTS [NFPS] | 86 |
3.2.1 THE CIRCULAR ECONOMY AT BIC: THE “4 RS” PHILOSOPHY | 86 |
3.2.2 APPLYING THE “4 RS” PHILOSOPHY TO PRODUCTS [NFPS] | 88 |
3.2.3 APPLYING THE “4 RS” PHILOSOPHY TO PACKAGING | 91 |
3.2.4 PRODUCT SAFETY [NFPS] | 93 |
3.2.5 PRODUCTS DESIGNED TO MEET AND ANTICIPATE CONSUMERS’ EXPECTATIONS [NFPS] | 97 |
3.3. OUR INDUSTRIAL SITES AND OFFICES [NFPS] | 99 |
3.3.1 RISKS AND OPPORTUNITIES [NFPS] | 99 |
3.3.2 POLICIES AND MANAGEMENT SYSTEMS [NFPS] | 99 |
3.3.3 ACTIONS TAKEN TO CONTROL ENVIRONMENTAL IMPACTS, RESULTS AND PERSPECTIVES [NFPS] | 100 |
3.4. OUR SOCIAL RESPONSIBILITY [NFPS] | 108 |
3.4.1 THE WORKFORCE | 108 |
3.4.2 SHARING OUR VALUES | 110 |
3.4.3 HEALTH/SAFETY AND WELL-BEING IN THE WORKPLACE [NFPS] | 110 |
3.4.4 TEAM MEMBER DEVELOPMENT [NFPS] | 115 |
3.4.5 THE REMUNERATION SYSTEM | 116 |
3.4.6 PROMOTING DIVERSITY | 117 |
3.4.7 SOCIAL DIALOGUE | 119 |
3.5. ETHICS AND BUSINESS CONDUCT ACROSS THE VALUE CHAIN [NFPS] | 121 |
3.5.1 THE RESPONSIBLE PURCHASING APPROACH | 121 |
3.5.2 ENSURING RESPECT FOR HUMAN RIGHTS IN THE WORKPLACE [NFPS] | 122 |
3.5.3 BUSINESS CONDUCT AND THE FIGHT AGAINST CORRUPTION [NFPS] | 124 |
3.5.4 RESPONSIBLE LOBBYING AND PARTICIPATION IN SECTOR WORKING GROUPS | 125 |
3.6. OUR SOCIETAL COMMITMENT | 127 |
3.6.1 MAKING OUR PRODUCTS AFFORDABLE TO ALL | 127 |
3.6.2 THE GROUP’S COMMITMENT TOWARD LOCAL COMMUNITIES | 127 |
3.7. THE CLIMATE-RELATED PERFORMANCE REPORT | 131 |
3.7.1 GOVERNANCE | 131 |
3.7.2 STRATEGY | 131 |
3.7.3 RISK MANAGEMENT | 133 |
3.7.4 MEASUREMENT METHOD, INDICATORS AND GOALS | 134 |
3.8. MILESTONES [NFPS] | 137 |
3.8.1 EXTRA-FINANCIAL RATINGS | 137 |
3.8.2 PERIMETER AND SELECTION OF INDICATORS | 137 |
3.8.3 INDICATORS TABLE | 140 |
3.8.4 REPORT OF ONE OF THE STATUTORY AUDITORS, APPOINTED AS INDEPENDENT THIRD PARTY, ON THE CONSOLIDATED NON FINANCIAL STATEMENT | 144 |
4. CORPORATE GOVERNANCE | 147 |
4.1. ADMINISTRATIVE AND MANAGEMENT BODIES | 148 |
4.1.1 COMPOSITION AND FUNCTIONING OF ADMINISTRATIVE AND MANAGEMENT BODIES | 148 |
4.1.2 FUNCTIONING OF THE BOARD OF DIRECTORS | 168 |
4.2. CORPORATE OFFICERS’ REMUNERATION | 175 |
4.2.1 REMUNERATION POLICY FOR DIRECTORS AND CORPORATE OFFICERS OF SOCIÉTÉ BIC | 175 |
4.2.2 REMUNERATION AND BENEFITS FOR YEAR 2020 | 183 |
5. COMMENTS ON THE YEAR | 195 |
5.1. OPERATIONS AND CONSOLIDATED RESULTS | 196 |
THE GROUP IN 2020 | 196 |
2020 GROUP NON-FINANCIAL PERFORMANCE | 199 |
2020 GROUP PERFORMANCE BY CATEGORY | 199 |
2020 GROUP PERFORMANCE BY GEOGRAPHIES | 202 |
5.2. FINANCIAL SITUATION AND CASH | 205 |
5.3. DIVIDENDS | 206 |
5.4. INVESTMENTS | 207 |
PRINCIPAL INVESTMENTS OVER RECENT YEARS | 207 |
PRINCIPAL INVESTMENTS IN 2020 | 208 |
PRINCIPAL INVESTMENTS IN PROGRESS: GEOGRAPHIC DISTRIBUTION AND FINANCING METHODS | 208 |
PRINCIPAL FUTURE INVESTMENTS | 208 |
6. FINANCIAL STATEMENTS | 209 |
6.1. CONSOLIDATED FINANCIAL STATEMENTS | 210 |
1. CONSOLIDATED INCOME STATEMENT | 211 |
2. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME | 212 |
3. CONSOLIDATED STATEMENT OF FINANCIAL POSITION | 213 |
4. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY | 215 |
5. CONSOLIDATED CASH FLOW STATEMENT | 216 |
6. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS | 217 |
6.2. STATUTORY AUDITORS' REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS | 269 |
I. OPINION | 269 |
II. BASIS FOR OPINION | 269 |
III. JUSTIFICATION OF ASSESSMENTS - KEY AUDIT MATTERS | 270 |
IV. SPECIFIC VERIFICATIONS | 270 |
V. OTHER LEGAL AND REGULATORY VERIFICATIONS OR INFORMATION | 271 |
VI. RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE CONSOLIDATED FINANCIAL STATEMENTS | 271 |
VII. STATUTORY AUDITORS’ RESPONSIBILITIES FOR THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS | 271 |
6.3. PARENT COMPANY FINANCIAL STATEMENTS OF SOCIÉTÉ BIC (FRENCH GAAP) | 273 |
1. INCOME STATEMENT | 274 |
2. BALANCE SHEET | 275 |
3. CASH FLOW STATEMENT | 277 |
4. NOTES TO THE PARENT COMPANY FINANCIAL STATEMENTS | 278 |
6.4. STATUTORY AUDITORS’ REPORT ON THE FINANCIAL STATEMENTS | 292 |
I. OPINION | 292 |
II. BASIS FOR OPINION | 292 |
III. JUSTIFICATION OF ASSESSMENTS - KEY AUDIT MATTERS | 292 |
IV. SPECIFIC VERIFICATIONS | 293 |
V. OTHER LEGAL AND REGULATORY VERIFICATIONS OR INFORMATION | 294 |
VI. RESPONSIBILITIES OF MANAGEMENT AND THOSE CHARGED WITH GOVERNANCE FOR THE FINANCIAL STATEMENTS | 294 |
VII. STATUTORY AUDITORS’ RESPONSIBILITIES FOR THE AUDIT OF THE FINANCIAL STATEMENTS | 294 |
6.5. STATUTORY AUDITORS’ SPECIAL REPORT ON REGULATED AGREEMENTS | 296 |
7. INFORMATION ABOUT THE ISSUER | 297 |
7.1. INFORMATION ON THE COMPANY | 298 |
HISTORY AND DEVELOPMENT OF THE ISSUER | 298 |
MEMORANDUM AND ARTICLES OF INCORPORATION | 298 |
7.2. SHARE CAPITAL | 300 |
7.3. SHAREHOLDING | 302 |
SHARE CAPITAL BREAKDOWN | 302 |
EMPLOYEES’ SHAREHOLDING | 303 |
CROSSING OF LEGAL THRESHOLDS | 303 |
ELEMENTS THAT COULD HAVE INFLUENCE ON A TAKE-OVER BID OR THAT COULD DELAY OR PREVENT A CHANGE OF CONTROL (ARTICLE L. 225-100-3 OF THE FRENCH COMMERCIAL CODE) | 303 |
7.4. TREASURY SHARES AND SHARE BUYBACK | 304 |
TREASURY SHARES HELD BY SOCIÉTÉ BIC AS OF DECEMBER 31ST, 2020 | 304 |
SHARE BUYBACK PROGRAM – OPERATIONS CARRIED OUT IN 2020 | 304 |
DESCRIPTION OF THE SHARE BUYBACK PROGRAM SUBMITTED TO THE SHAREHOLDERS’ MEETING OF MAY 19, 2021 | 304 |
7.5. INVESTOR RELATIONS | 305 |
7.6. SHARE INFORMATION | 306 |
8. BOARD OF DIRECTORS’ REPORT AND DRAFT RESOLUTIONS OF THE SHAREHOLDERS’ MEETING OF MAY 19, 2021 | 307 |
8.1. ORDINARY SHAREHOLDERS’ MEETING | 309 |
8.2. EXTRAORDINARY SHAREHOLDERS’ MEETING | 317 |
8.3. ORDINARY AND EXTRAORDINARY SHAREHOLDERS’ MEETING | 326 |
9. ADDITIONAL INFORMATION | 327 |
9.1. DOCUMENTS ON DISPLAY | 328 |
MEMORANDUM AND ARTICLES OF INCORPORATION | 328 |
HISTORICAL FINANCIAL INFORMATION | 328 |
9.2. MAIN PRESS RELEASES | 329 |
9.3. DECLARATION BY RESPONSIBLE PERSON OF THE UNIVERSAL REGISTRATION DOCUMENT | 330 |
9.4. STATUTORY AUDITORS AND FEES | 331 |
NAMES AND ADDRESSES | 331 |
CHANGE OF STATUTORY AUDITORS | 331 |
FEES OF THE AUDITORS AND THE MEMBERS OF THEIR NETWORKS | 331 |
AUDITING OF HISTORICAL ANNUAL FINANCIAL INFORMATION | 331 |
INTERIM AND OTHER FINANCIAL INFORMATION | 331 |
9.5. GLOSSARY | 332 |
CROSS REFERENCE TABLE FOR UNIVERSAL REGISTRATION DOCUMENT | 335 |
CROSS REFERENCE TABLE WITH THE ANNUAL FINANCIAL REPORT | 337 |
CROSS REFERENCE TABLE WITH THE MANAGEMENT REPORT | 338 |
CROSS REFERENCE TABLE FOR ENVIRONMENTAL AND SOCIAL INDICATORS | 340 |
CROSS REFERENCE TABLE OF THE CORPORATE GOVERNANCE REPORT | 341 |