REGISTRATION DOCUMENT 2016 Including the Annual Financial Report Worldreginfo - F7d3b2aa-9D1f-451B-9D21-2E0c0b59f058 CONTENTS
Total Page:16
File Type:pdf, Size:1020Kb
REGISTRATION DOCUMENT 2016 Including the Annual Financial Report WorldReginfo - f7d3b2aa-9d1f-451b-9d21-2e0c0b59f058 CONTENTS MESSAGE FROM THE CHAIRMAN OF THE BOARD OF DIRECTORS AND THE CHIEF EXECUTIVE OFFICER 2 GROUP PROFILE 4 6.6 Compensation policy for corporate officers 1 4 and Directors and compensation and benefits awarded 283 PRESENTATION OF THE GROUP 9 RISK FACTORS 185 6.7 Internal control and risk management 306 1.1 Overview 10 4.1 Risk management 186 6.8 Report of the Chairman of 1.2 Group strategy 14 4.2 Risk factors 188 the Board of Directors to the 1.3 Group businesses 15 4.3 Insurance 196 Annual General Meeting of 1.4 Competitive position 32 June 15, 2017, drawn up in accordance with Article L.225-37 1.5 Research and development 33 of the French Commercial 1.6 Industrial investments 38 5 Code – Statutory Auditors’ report 311 1.7 Sites and production plants 40 1.8 Group purchasing policy 42 CORPORATE SOCIAL RESPONSIBILITY 199 1.9 Safran quality performance and policy 43 5.1 Safran’s Corporate Social 7 Responsibility policy 200 5.2 Perpetuating the integrity culture 202 INFORMATION ABOUT THE COMPANY, 5.3 Involving suppliers and partners 210 THE CAPITAL AND SHARE OWNERSHIP 315 2 5.4 Developing human potential 212 7.1 General information and bylaws 316 5.5 Aiming for health, safety REVIEW OF OPERATIONS IN 2016 and environmental excellence 224 7.2 Information on share capital 323 AND OUTLOOK FOR 2017 45 5.6 Engagement 7.3 Share ownership 328 through foundations 7.4 Relations with shareholders 332 2.1 Comments on the Group’s and corporate sponsorship 232 performance in 2016 7.5 Stock market information 334 5.7 CSR reporting methodology and based on adjusted data 46 7.6 Statutory Auditors’ special independent third party report 235 report on related-party 2.2 Comments on the consolidated financial statements 64 agreements and commitments 335 2.3 Comments on the parent company financial statements 67 6 2.4 Outlook for 2017 70 8 2.5 Subsequent events 71 CORPORATE GOVERNANCE 241 ADDITIONAL INFORMATION 343 6.1 Safran’s corporate governance structure 242 8.1 Persons responsible 344 6.2 Membership structure 8.2 Statutory Auditors 345 3 of the Board of Directors 245 8.3 Documents on display 345 FINANCIAL STATEMENTS 73 6.3 Operating procedures and work of the Board of Directors 8.4 Cross-reference tables 346 3.1 Group consolidated financial and the Board Committees 271 8.5 Glossary of company names 354 statements at December 31, 2016 74 6.4 Application of the AFEP-MEDEF 3.2 Statutory Auditors’ report Corporate Governance Code 280 on the consolidated financial 6.5 Directors’ interests statements 155 in the Company’s share capital 281 3.3 Parent company financial statements at December 31, 2016 157 3.4 Statutory Auditors’ report on the financial statements 182 WorldReginfo - f7d3b2aa-9d1f-451b-9d21-2e0c0b59f058 First flight of Ardiden 1U: The first flight of Safran’s Ardiden 1U engine, powering the Indian LUH (Light Utility Helicopter), took place on September 6, 2016 in Bangalore. LUH is a new three-ton, single-engine, multipurpose rotorcraft designed by Hindustan Aeronautics Ltd. (HAL). The Ardiden 1U met all the performance targets set for this maiden flight. REGISTRATION DOCUMENT 2016 INCLUDING THE ANNUAL FINANCIAL REPORT The French version of this Registration Document (document de référence) was filed with the French financial markets authority (Autorité des marchés financiers – AMF) on March 30, 2017 pursuant to Article 212-13 of the AMF’s General Regulations. It may only be used in connection with a financial transaction if it is accompanied by a memorandum approved by the AMF. This document has been established by the issuer and is binding upon its signatories. The English language version of this report is a free translation from the original, which was prepared in French. In all matters of interpretation, views or opinions expressed in the original language version of the document in French take precedence over the translation. This Registration Document contains the Annual Financial Report in accordance with Article 222-3 of the AMF’s General Regulations. The cross-reference table referring to information required in an Annual Financial Report is provided in section 8.4.3 of this Registration Document. The Registration Document is available on the website at www.safran-group.com/ 1 WorldReginfo - f7d3b2aa-9d1f-451b-9d21-2e0c0b59f058 MESSAGE FROM THE CHAIRMAN OF THE BOARD OF DIRECTORS AND THE CHIEF EXECUTIVE OFFICER PHILIPPE PETITCOLIN ROSS McINNES CHIEF EXECUTIVE CHAIRMAN OF THE BOARD OFFICER OF DIRECTORS 017 has brought with it the greatest prospects for Safran, thanks to our employees’ commitment as well as the trust placed in us by our customers, partners and 2 shareholders. With all its companies now grouped under a single brand, Safran achieved its objectives in 2016 sustained by this commitment and trust. Our revenue grew 3.9% on an organic basis and operating income was up 5.4%. The Group’s free cash flow (45% of recurring operating income) and low debt underscore Safran’s financial soundness. This is reflected in the dividend submitted to shareholder approval at the Annual General Meeting amounting to €1.52 per share, up 10.1% on 2015. The growth in revenue, in line with our forecasts on an organic basis, takes into account two changes in the scope of consolidation: the setting-up of our joint venture with Airbus and the reclassification of our Security businesses in discontinued operations. WorldReginfo - f7d3b2aa-9d1f-451b-9d21-2e0c0b59f058 2 SAFRAN REGISTRATION DOCUMENT 2016 The LEAP production ramp-up is on track and our customers have already shared with us their favorable feedback on its performance. We are ready to take the next steps. In the helicopters segment, we have overcome the global market contraction by staying firmly in line with our schedule of deliveries and developments. Our equipment is becoming increasingly competitive. The major efforts made in each Group company translated into a 1.6-point increase in recurring operating margin. In Defense, we witnessed high demand against a backdrop of global uncertainty. The French army contract for the Patroller and the new Rafale export contracts also illustrate the quality of our products and confirm that we have chosen the right technologies. The set-up of Airbus Safran Launchers (ASL) has inaugurated a new era for European space research, confirming our leading position in this sector. Our corporate departments have also performed well this year. Their ability to clearly identify and propose adapted solutions to our businesses, to upgrade procedures and to optimize costs has made Safran more integrated, efficient and competitive. The sale of our Identity & Security businesses fully reflects our commitment to focusing on our core businesses. Safran Identity & Security is an international success and its combination with Oberthur Technologies is slated to create a global leader in the years ahead. In 2017, our primary challenge remains an operational one, with the ramped-up production of the LEAP. The entry into service of the Boeing 737 MAX and the first flight of the COMAC C919 are new milestones, following in the footsteps of the CFM56. Our equipment will also face challenges from across all sectors and will need to continually strive to remain competitive to win through on the aggressive markets in which we operate. It will play a central role during this transitional period. To be at our customers’ side when they launch new programs, we are continuing to consolidate and build up our upstream research while optimizing our ability to control our investment expenditure. Safran must be more innovative than ever to seize major opportunities and maintain a technological edge. We continue to invest in electric aircraft, 3D printing, more environmentally-friendly products, Big Data, digital transformation, and link-ups with start-ups. Everyone’s contribution is vital during this exhilarating and pivotal period. Customers, employees, business partners: we know we can count on everyone who has stood by Safran over the years and contributed to its success. Ross McInnes and Philippe Petitcolin WorldReginfo - f7d3b2aa-9d1f-451b-9d21-2e0c0b59f058 SAFRAN REGISTRATION DOCUMENT 2016 3 GROUP PROFILE Employing 66,490 people worldwide, Safran is an international high-technology group and tier-1 supplier of systems and equipment in its core markets of Aerospace, Defense and Security (the Security business has been classified in discontinued operations). It is a leading global player on markets in which the technological and financial barriers to entry are high, with sustainable and profitable service activities and long-lasting partnerships and customer relations built on trust. The Group differentiates itself from the competition Safran enjoys particularly sound fundamentals with front- through its technological expertise. Its complementary ranking technical and commercial positions, profitable and businesses give it a genuine advantage, driving growth sustainable recurring service activities offering high added and enabling the Group to withstand economic cycles. value, truly innovative research and development, a healthy From both a technological and managerial point of financial situation and strong operating cash flow, which view, the Group’s various businesses are integrated and allow it to leverage opportunities for organic growth and complementary. acquisition-led development across all of its businesses. Safran has a strong positioning in Aerospace. Its installed Safran must also integrate corporate social responsibility fleet of engines, especially the CFM56®, offers significant into its strategy to meet the expectations of all of new vistas for value creation thanks to associated its stakeholders: employees, partners, customers, maintenance and overhaul activities. Its engines and shareholders, suppliers and all the communities affected equipment are present in most current and future by its business.