EDF / 2020 Universal Registration Document

1.1 2020 Key figures6
1.2 Group’s presentation10
1.2.1 Organisation of the Group10
1.2.2 History of the Group12
1.2.3 Significant events of the year14
1.3 Group strategy and objectives15
1.3.1 Environment and strategic challenges15
1.3.2 Priorities of the CAP 2030 strategy15
1.3.3 Strategy and organisation18
1.4 Description of the Group’s activities19
1.4.1 Electricity generation activity19
1.4.2 Sales and supply activities in France47
1.4.3 Optimisation activities in France51
1.4.4 Regulated, transmission and distribution activities in France53
1.4.5 International activities63
1.4.6 Energy services and other activities86
1.5 Research & development, patents and licenses92
1.5.1 R&D priorities92
1.5.2 Intellectual property95
2.1 Risk management and control of activities98
2.1.1 Control environment98
2.1.2 Focus on the 2nd line of control: cross-functional control systems99
2.1.3 Focus on the 3rd line of control: the Group’s audit unit104
2.1.4 External controls105
2.2 Risks to which the Group is exposed105
2.2.1 Market regulation, political and legal risks107
2.2.2 Financial and market risks111
2.2.3 Group transformation and strategic risks113
2.2.4 Operational performance116
2.2.5 Specific risks related to nuclear activities121
Issues and commitments130
16 high-priority CSR issues130
16 CSR commitments131
3.1 Carbon neutrality and the climate133
3.1.1 Group carbon trajectory133
3.1.2 Climate change adaptation strategy139
3.1.3 EDF climate governance140
3.1.4 Development of uses of electricity and energy services144
3.2 Preserving the planet’s resources148
3.2.1 Biodiversity148
3.2.2 Responsible land management152
3.2.3 Integrated and sustainable water management153
3.2.4 Waste and circular economy155
3.3 Well-being and solidarity159
3.3.1 Health and safety for all159
3.3.2 Ethics, compliance and human rights164
3.3.3 Equality, diversity and inclusion170
3.3.4 Energy poverty and social innovation174
3.4 Responsible development178
3.4.1 Dialogue and consultation with stakeholders178
3.4.2 Responsible regional development179
3.4.3 Responsible development of industrial sectors187
3.4.4 A data-responsible company188
3.5 CSR governance190
3.5.1 Listening and understanding the issues190
3.5.2 Mastering the issues191
3.6 Vigilance plan198
3.6.1 Main characteristics of EDF as regards the “Duty of Care” law198
3.6.2 Scope and methodology for developing the plan198
3.6.3 Stakeholder association199
3.6.4 Salient risk mapping199
3.6.5 Risk prevention and mitigation initiatives200
3.6.6 Whistleblowing system202
3.6.7 System for monitoring the measures implemented and evaluating their effectiveness202
3.6.8 Procedure for regular evaluation of the situation of subsidiaries, subcontractors and suppliers based on risk mapping203
3.6.9 Report on the EDF group’s vigilance plan203
3.7 Methodology206
3.7.1 Principles and changes in scopes206
3.7.2 Details relating to the CSR information207
3.8 Non-financial rating214
3.9 Appendixes and concordance tables215
3.9.1 Contribution to UN sustainable development goals215
3.9.2 Compliance with best international standards216
3.9.3 Further details relating to compliance with TCFD requirements217
3.9.4 Summary of EDF group climate risks218
3.9.5 Further details of income tax paid in all the countries where the Group has subsidiaries219
3.9.6 Stakeholder Mapping220
3.9.7 Report by one of the Statutory Auditors, appointed as independent third party on the consolidated non-financial statement221
Appendix 1: Qualitative information (actions and results) considered most important223
Appendix 2: List the contributing entities in the report224
Appendix 3: EDF Group’s verified greenhouse gas emissions assessment225
4.1 Corporate Governance Code228
4.2 Members and functioning of the Board of Directors229
4.2.1 Members of the Board of Directors230
4.2.2 Functioning of the Board of Directors243
4.2.3 Board of Directors’ Committees248
4.3 Executive Management254
4.3.1 Members of the Executive Committee255
4.3.2 Personal information on members of the Executive Committee255
4.4 Conflicts of interest and interests of corporate officers and executives257
4.4.1 Conflicts of interest257
4.4.2 Absence of conviction257
4.4.3 Service contracts257
4.5 Shareholding by corporate officers and trading in EDF securities by corporate officers and executives257
4.5.1 Shareholding in EDF by directors257
4.5.2 Trading in Company securities258
4.6 Remuneration and benefits of corporate officers – Remuneration policy258
4.6.1 Remuneration policy258
4.6.2 Total remuneration of the Chairman & Chief Executive Officer261
4.6.3 Total remuneration of directors262
4.6.4 Stock options – Bonus shares263
5.1 Review of the financial situation and results 2020266
5.1.1 Key figures266
5.1.2 Economic environment267
5.1.3 Significant events273
5.1.4 Analysis of the business and the consolidated income statement for 2020 and 2019275
5.1.5 Cash flow and net indebtedness283
5.1.6 Management and control of market risks285
5.2 Subsequent events293
5.3 Changes in market prices at end February 2021293
5.4 Outlook293
6.1 Consolidated financial statements296
Consolidated income statement296
Consolidated statement of comprehensive income297
Consolidated balance sheet298
Consolidated cash flow statement299
Change in consolidated equity300
Notes to the consolidated financial statements301
6.2 Statutory Auditors’ report on the consolidated financial statements419
6.3 Financial statements423
Income statement423
Balance sheet424
Cash flow statement426
Notes to the financial statements427
6.4 Statutory Auditors’ report on the financial statements483
6.5 Dividend policy486
6.5.1 Dividends and interim dividends paid in the last three fiscal years486
6.5.2 Dividend policy, increased dividend486
6.5.3 Unclaimed dividends486
6.6 Other items487
6.6.1 Table of results for the last five fiscal years487
6.6.2 Significant change in the financial or trading position488
6.6.3 Informations on invoice settlement times (account payable and receivable) (as required by Article L. 441-6-1 of the French Commercial Code)488
6.6.4 Information on existing branches – as required by Article L. 231-1 of the Commercial Code488
6.7 Information relating to the allocation of funds raised through Green Bonds issued by EDF489
6.8 Information relating to the issue of OCEANEs Green bonds497
6.8.1 Additional report of the Board of Directors relating to the issue of OCEANEs Green bonds (Articles L. 225-129-5 and R. 225-16 of the French Commercial Code)497
6.8.2 Statutory Auditors’ supplementary report on the issue of bonds convertible into and/or exchangeable for new or existing shares of the Company, with cancellation of preferential subscription rights503
7.1 General information about the Company508
7.1.1 Company name, address and telephone number of the registered office508
7.1.2 Trade and Companies Registry, APE code508
7.1.3 Date of incorporation and term of the Company508
7.1.4 Legal form and applicable legislation508
7.1.5 Disputes508
7.1.6 EDF, a public undertaking with a public service mission509
7.2 Incorporation documents and articles of association510
7.2.1 Corporate purpose510
7.2.2 Fiscal year510
7.2.3 Statutory distribution of profits510
7.2.4 Rights attached to shares511
7.2.5 Assignment and transfer of shares511
7.2.6 Changes to the articles of association, the capital and voting rights511
7.2.7 Members and functioning of the Board of Directors511
7.2.8 Shareholder’s Meetings511
7.2.9 By law or statutory provisions that delay acquisition of control over the Company512
7.2.10 Threshold crossings512
7.3 Information regarding capital and share ownership513
7.3.1 Amount and changes in share capital513
7.3.2 Treasury shares and share buyback programme514
7.3.3 Capital authorised but not issued516
7.3.4 Other equity securities517
7.3.5 Non-equity securities517
7.3.6 Information on the capital of every group member that is the subject of a conditional or unconditional agreement518
7.3.7 Pledge of the Company’s shares518
7.3.8 Ownership of the Company’s capital and voting rights518
7.3.9 Agreements whose implementation could lead to a change of control519
7.3.10 Shareholder dialogue519
7.4 Market for the Company’s shares520
7.5 Related-party transactions521
7.5.1 Related-party transactions521
7.5.2 Statutory Auditor’s special report on regulated agreements522
7.5.3 Routine agreements procedure524
7.6 Material contracts525
7.6.1 Material contracts entered into in 2020525
7.6.2 Material contracts entered into in 2019525
7.6.3 Material contracts entered into in 2018525
8.1 Person responsible for the Universal Registration Document and the Certification528
8.1.1 Person responsible for the Universal Registration Document528
8.1.2 Certification from the person responsible for the 2020 Universal Registration Document containing the annual financial report528
8.2 Auditors – Statutory Auditors528
8.3 Publicly available documents and financial reporting calendar529
8.4 Concordance tables530
8.4.1 Concordance table with Appendix I of (EC) regulation no. 2019/980530
8.4.2 Concordance table with the management report532
8.4.3 Concordance table with the elements of the EDF Board of Directors’ report on corporate governance534
8.4.4 Concordance table with the statement of non-financial performance535
8.4.5 Concordance table with the annual financial report537

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