EXEL Industries // 2020 Universal registration document

Message from the Chairman of the Board of Directors and the Chief Executive Officer2
1. Information about the Universal Registration Document5
1.1 Person responsible for the Universal Registration Document6
1.2 Responsibility statement6
1.3 Auditors6
1.4 Person responsible for the information6
2. Presentation of the Group7
2.1 History of the Group8
2.2 Simplifi ed organization chart of the EXEL Industries group at September 30, 20209
2.3 Business overview of the EXEL Industries group10
2.3.1 Group businesses and products10
2.3.2 Customers – suppliers15
2.3.3 Plant and machinery16
2.3.4 Investments18
3. Management report19
3.1 Annual highlights20
3.2 Events after the reporting period and outlook20
3.3 Research and development21
3.3.1 A culture of innovation21
3.3.2 Trademarks and patents23
3.4 Company operations, consolidated and parent company financial statements24
3.4.1 Consolidated financial statements – Main consolidated data24
3.4.2 Separate financial statements25
3.4.3 Analysis of trade payables and trade receivables26
3.5 Risk factors26
3.5.1 Risks related to the business sector27
3.5.2 Operational risks28
3.5.3 Financial risks28
3.5.4 Other risks29
3.6 Insurance30
3.7 Exceptional items and litigation31
3.8 Current agreements entered into on an arm’s length basis and related-party agreements31
3.9 Change in accounting method31
3.10 Statement of fees for Statutory Auditors and auditing services31
3.11 Parent company results and fi ve-year financial summary32
4. Statement of Non-Financial Performance33
4.1 Methodology34
4.1.1 CSR governance and reporting tools34
4.1.2 Scope of data reporting34
4.2 Our business model35
4.2.1 Strategic thrusts of our development35
4.2.2 Non-financial resources of the Group35
4.3 Our non-financial risks36
4.3.1 Employment and society36
4.3.2 The environment36
4.3.3 Anti-corruption37
4.3.4 Human rights37
4.3.5 Tax evasion37
4.4 Actions undertaken38
4.4.1 Employment and society38
4.4.2 The environment43
4.4.3 Anti-corruption46
4.4.4 Human rights47
4.4.5 Food waste, food scarcity, animal welfare, and responsible, fair and sustainable food policy48
4.5 Outcomes and performance indicators, tracked monthly48
4.6 Report of one of the Statutory Auditors appointed as independent third party on the consolidated statement of non-financial performance49
5. Consolidated financial statements51
5.1 Consolidated balance sheet at September 30, 202052
5.2 Consolidated Profit and loss, fiscal year ended September 30, 202054
5.3 Consolidated statement of changes in shareholders’ equity55
5.4 Consolidated statement of cash flows56
5.5 Notes to the consolidated financial statements57
5.6 Statutory Auditors’ report on the consolidated financial statements83
6. Separate financial statements87
6.1 Balance sheet at September 30, 202088
6.2 Income statement89
6.3 Notes to the parent company financial statements90
6.4 Proposed appropriation of net income98
6.5 Statutory Auditors’ report on the Company financial statements99
6.6 Statutory Auditors’ special report on regulated agreements102
7. Report on Corporate Governance103
7.1 Board of Directors104
7.1.1 Composition of the Board of Directors104
7.1.2 Diversity policy of the Board of Directors105
7.1.3 Analysis of the independence of the members of the Board of Directors105
7.1.4 Other information on the directors106
7.1.5 Framework governing the work of the Board of Directors106
7.1.6 Internal Rules of the Board of Directors107
7.1.7 Tasks of the Board of Directors107
7.1.8 Board of Directors’ assessment107
7.1.9 Evaluation charter for related-party agreements and agreements relating to day-to-day transactions entered into on an arm’s length basis107
7.2 Committees of the Board of Directors108
7.2.1 The Audit Committee108
7.2.2 The Remuneration and Appointments Committee109
7.3 Group management109
7.3.1 Executive Management109
7.3.2 Committee of Top Managers110
7.4 Remuneration of the Company’s corporate officers110
7.4.1 Remuneration policy for corporate officers (ex-ante vote)110
7.4.2 Remuneration of corporate officers paid or allocated during the 2019/2020 fiscal year (ex-post vote)111
7.5 Salary gap ratio114
8. Information on the Company and its share capital115
8.1 General information on EXEL Industries116
8.2 Capital and shareholders117
8.2.1 Stock market data117
8.2.2 Relations with the financial community118
8.2.3 Dividends distributed119
8.2.4 Shareholders120
8.2.5 Share repurchase program121
8.2.6 Summary table of authorizations/delegations granted by the General Meeting to the Board of Directors122
8.2.7 Additional information regarding the share capital122
8.3 Information that could have an impact in the event of a takeover bid123
9. Ordinary General Meeting of February 9, 2021125
9.1 Report of the Board of Directors on the resolutions submitted to the Ordinary General Meeting of February 9, 2021126
9.2 Text of the resolutions submitted to the Ordinary General Meeting of February 9, 2021127
Cross-reference table132

Made with FlippingBook - Online magazine maker