Derichebourg // 2020-2021 Universal Registration Document

GROUP PROFILE2
1. PRESENTATION OF THE GROUP AND ITS ACTIVITIES11
1.1 A global provider of environmental services to businesses and local authorities12
1.1.1 Services organized into two complementary businesses12
1.1.2 An international network with a local presence13
1.2 Environmental Services business14
1.2.1 Recycling business14
1.2.2 Public Sector Services business21
1.2.3 Property, plant and equipment, significant non-current assets22
1.2.4 Research and development business22
1.2.5 Acquisition project of the Ecore Group22
1.3 Multiservices business26
1.3.1 Multiservices markets26
1.3.2 Business portfolio26
1.4 Strategy and objectives30
1.4.1 The Group’s strategy in the Recycling business: “A dense network”30
1.4.2 The Group’s strategy in Multiservices in the light of new challenges: “A strategy of innovation and digitalization”30
1.5 Group structure32
1.5.1 Structure and summary organization chart of the Group and its shareholders32
1.5.2 Detailed organization chart of Environmental Services33
1.5.3 Detailed organization chart of Business Services36
2. RISK FACTORS AND INTERNAL CONTROL39
2.1 Risk factors40
2.1.1 Risk analysis and monitoring process40
2.1.2 Summary table of the main risks41
2.1.3 Principal risks identified and the risk management system42
2.2 Insurance46
2.3 Internal control47
2.3.1 Internal control objectives47
2.3.2 Description of the general organization of internal control47
2.3.3 Description of internal control procedures put in place48
2.3.4 Group committees48
2.3.5 Internal control procedures related to the preparation and processing of financial and accounting information49
3. EXTRA-FINANCIAL PERFORMANCE51
3.1 CSR approach and strategy53
3.1.1 Analysis of CSR risks53
3.1.2 CSR strategy54
3.2 Business model56
3.3 Being a committed employer58
3.3.1 Deploying a risk prevention policy to guarantee employee health and safety58
3.3.2 Developing employment and skills60
3.3.3 Promoting equal opportunity63
3.4 Reducing the Group’s environmental footprint67
3.4.1 Contributing to carbon neutrality67
3.4.2 Assisting customers with their green transition72
3.5 Being a major player in the circular economy73
3.5.1 Improving the reliability of our facilities73
3.5.2 Improving the recovery of waste treated in our facilities (shredder residue)75
3.6 Consolidating relationships of trust with partners79
3.6.1 Managing CSR risks in our value chain80
3.6.2 Delivering service excellence81
3.7 Scorecard showing principal social, environmental and societal information83
3.8 The European Green Taxonomy and its impacts84
3.8.1 Overview of the European Green Taxonomy84
3.8.2 Publication obligations84
3.8.3 Group activities eligible for the Taxonomy objectives84
3.8.4 Accounting methods85
3.9 Duty of vigilance89
3.10 Report by the independent third party organization on the consolidated statement of extra-financial performance90
4. BOARD OF DIRECTORS’ REPORT ON CORPORATE GOVERNANCE93
4.1 Overview of governance95
4.1.1 Corporate Governance Code and internal regulations95
4.1.2 Governance structure95
4.2 The Board of Directors96
4.2.1 Rules applicable to the appointment and replacement of members96
4.2.2 Composition of the Board97
4.2.3 Conflicts of interest105
4.2.4 Duties and functioning of the Board106
4.2.5 Summary table of the authorizations granted to the Board of Directors by the General Meeting (Article L. 225-100 of the French Commercial Code)107
4.3 Specialized committees108
4.3.1 Audit Committee108
4.3.2 Appointments and Remuneration Committee109
4.4 The Deputy Chief Executive Officer110
4.5 Remuneration of executives and corporate officers111
4.5.1 Remuneration policy for corporate officers (Article L. 22-10-8 of the French Commercial Code)111
4.5.2 Summary tables of remuneration of corporate officers113
4.5.3 Equity ratio change in executive and employee remuneration116
4.6 Related-party agreements117
4.6.1 Provisions concerning related-party agreements117
4.6.2 Agreements117
4.6.3 Statutory Auditors’ special report on related-party agreements118
4.7 Executive corporate officers’ declaration concerning transactions in the Company’s shares120
4.8 Factors likely to have an impact in the event of a public offering120
4.9 Rules applicable to shareholder participation in General Meetings121
5. FINANCIAL AND ACCOUNTING INFORMATION123
5.1 Comments on the fiscal year124
5.1.1 Highlights of the fiscal year124
5.1.2 Group results125
5.1.3 Environmental Services business126
5.1.4 Multiservices business129
5.1.5 Holding companies130
5.1.6 Financing and changes in debt131
5.1.7 Investments134
5.2 Recent events and outlook135
5.2.1 Events occurring after year-end135
5.2.2 Outlook135
5.3 Consolidated financial statements at September 30, 2021136
5.3.1 Derichebourg Group consolidated balance sheet as at September 30, 2021136
5.3.2 Derichebourg Group consolidated income at September 30, 2021138
5.3.3 Derichebourg Group consolidated statement of cash flows at September 30, 2021140
5.3.4 Change in Derichebourg Group consolidated shareholders’ equity at September 30, 2021141
5.3.5 Note to the consolidated financial statements142
5.4 Separate financial statements186
5.4.1 Balance sheet186
5.4.2 Income statement188
5.4.3 Notes to the separate financial statements190
5.4.4 Statutory Auditors’ report on the separate financial statements206
5.5 Financial results for the last five fiscal years209
6. CAPITAL AND SHAREHOLDER STRUCTURE211
6.1 Shareholder structure213
6.1.1 Shareholder structure and voting rights213
6.1.2 Threshold crossed214
6.1.3 Shares held by the Issuer or its subsidiaries215
6.1.4 Employee shareholdings215
6.1.5 Shareholder agreements215
6.2 Stock market data216
6.3 Dividends217
6.4 Communication with institutional investors, shareholders and bondholders218
6.4.1 Communications methodology218
6.4.2 Calendar: key dates for the fiscal year218
6.4.3 Periodic and occasional information: annual information document218
6.4.4 Update on quarterly financial information219
6.5 Agreements entered into by the Company which are amended or end in the event of a change of control220
6.6 Share buyback program220
6.6.1 Assessment of the share buyback program220
6.6.2 Description of the new share buyback program221
6.7 Information on the share capital222
6.7.1 Amount of subscribed capital222
6.7.2 Authorized capital not issued222
6.7.3 Table showing changes in share capital during the last three fiscal years222
6.8 Combined General Meeting of January 27, 2022223
6.8.1 Agenda223
6.8.2 Draft resolutions224
7. FURTHER INFORMATION239
7.1 General legal and statutory information concerning the Company241
7.1.1 Legal name and trading name241
7.1.2 Issuer’s registration number241
7.1.3 Date of incorporation and term of the Issuer241
7.1.4 Details of the registered office and legal form241
7.1.5 Fiscal year241
7.1.6 Corporate purpose of the Issuer241
7.1.7 Amendments to the Company bylaws241
7.1.8 Rules on convening General Meetings242
7.2 Significant contracts244
7.3 Information provided by third parties, statements made by experts and declarations of interests244
7.4 Information concerning the Statutory Auditors244
7.4.1 Statutory Auditors244
Fees paid 7.4.2 to the Statutory Auditors and their network245
7.5 Person responsible for the Universal Registration Document246
7.5.1 Name and position of the person responsible246
7.5.2 Certification of the person responsible for the Universal Registration Document246
7.6 Name of the person responsible for financial information246
7.7 table between the Derichebourg Universal Registration Document and the annual financial report247
7.8 Concordance table between the Derichebourg Universal Registration Document and Annexes 1 and 2 of Delegated Regulation (EU) 2019/980 of March 14, 2019248

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