Annual Report 2013

ANNUAL REPORT 2013 This document is an unofficial translation of the French language reference document of MGI COUTIER. It is for information purposes only. In case of discrepancy with the original document in French, the latter shall prevail. SOMMAIRE Group profile ..........................................................................................................................................2 Message by the management board chairman .....................................................................................3 Administration, management and control ..............................................................................................4 Overview .................................................................................................................................................5 Management report ................................................................................................................................7 Report by the supervisory board ..........................................................................................................20 Report on internal control procedures, risk management and company governance .........................21 Statutory auditors’ report drawn up under article l.225-235 of the french commercial law .................25 MGI COUTIER Group Consolidated balance sheet ..................................................................................................................26 Other elements of the global profit/loss ...............................................................................................29 Variation of consolidated shareholders’ equity .....................................................................................31 Annex to the consolidated accounts .....................................................................................................32 Statutory auditors’ report on the consolidated accounts .....................................................................51 MGI COUTIER Balance sheet .......................................................................................................................................53 Profit and loss account .........................................................................................................................55 Annex to the individual company accounts ..........................................................................................56 The company’s financial profit over the past five financial years ........................................................63 Statutory auditors’ report on the annual accounts ...............................................................................64 Special report by the statutory auditors on regulated agreements and undertakings .........................66 Proposed resolutions ...........................................................................................................................75 1 GROUP PROFILE The MGI COUTIER Group is an independent automotive equipment manufacturer active in two broad families of products: fluid transfers and mechanisms. With an industrial footprint of 35 manufacturing sites in fifteen countries spanning five continents, it provides its customers with innovative and reliable solutions at competitive prices thanks to the competencies of its 7,511 employees. The MGI COUTIER Group designs, manufactures and sells components, sub-assemblies or complete mechanisms. In order to effectively anticipate and meet its customer requirements, MGI COUTIER is organised around seven Divisions including six Product Divisions: 9 FUEL SYSTEMS 9 ARTICULATED SYSTEMS 9 AVON AUTOMOTIVE 9 MECHATRONICS 9 POWERTRAIN 9 CLOSING SYSTEMS And a Division dedicated to Aftermarket activities Ten Functional Departments ensure the coherence of the strategies, organisations and systems over the group as a whole and the optimisation of resources between the operational companies. 2 MESSAGE BY THE MANAGEMENT BOARD CHAIRMAN Ladies and Gentlemen, The year 2013 serves to confirm the Group’s momentum and the sound choices we have made. In a context that has remained difficult in Europe, the MGI COUTIER Group has achieved its fifth consecutive year of growth in the Group’s net profit. Sales revenues, EBITDA, EBIT and net profit have all reached historic highs. The Group’s financial indebtedness has returned to a very reaso- nable level, less than three years after the structuring acquisition of AVON AUTOMOTIVE, which has enabled us to virtually double our business stream with North American manufacturers and to be- come a major player in engine cooling systems. The year 2013 has also been a very satisfying year for innovation, quality and operational efficiency. Logically, the orders secured du- ring the financial year are at a particularly high level and allow us to face the future serenely. It is in this particularly favourable context that we have taken cer- tain major decisions to accelerate the Group’s growth and deve- lopment worldwide. A new production site in Portugal will start up in 2014. We have also taken the decision to create an industrial presence over the next three years in Morocco, Russia and Thailand in order to be able to support our customers, i.e. car manufacturers throughout their globalisation. It is along the same lines that we decided, a few weeks ago, to acquire the Swedish Group AUTOTUBE AB, which brings us deal complementarity in terms of customers, products, technology and geography. New challenges await us in 2014, particularly with the growing production of Adblue tanks for SCR. The motivation and competence of our teams and the trust bes- towed on us by our customers make me very confident that we will achieve a consolidated turnover exceeding Euros 800 million in 2015. André COUTIER Chairman of the Management Board 3 ADMINISTRATION, MANAGEMENT AND CONTROL Supervisory Board Mr. Roger COUTIER ................................................. Chairman Mr. Paul DEGUERRY .................................... Deputy Chairman Mr. Nicolas JOB Mr. Bertrand MILLET Mr. Jean-Claude SEVE COUTIER JUNIOR represented by Mrs. Geneviève COUTIER Board of Directors Mr. André COUTIER .................................................. Chairman Mr. Benoît COUTIER Mr. Christophe COUTIER Mr. Mathieu COUTIER Mr. Nicolas COUTIER Mr. Jean-Louis THOMASSET ............................ Vice Chairman Mr. Jean-François VILLANEAU Statutory Auditors Management Team Permanent auditors: Mr. Philippe BILLEROT 9 ORFIS BAKER TILLY Mr. Frédéric DAGAULT Mrs. Valérie MALNOY Mr. Maxime DELORME 149, boulevard Stalingrad – 69100 VILLEURBANNE Mr. Dominique GALUS Appointed at the OGM held on June 22, 2012 Mr. Alain GIROUX 9 MAZARS SA Mr. Bruno POUGET Mr. Philippe JEAN P.A.E. Les Glaisins – 13, avenue du Pré Félin Mr. David LETELLIER 74940 ANNECY-LE-VIEUX Mr. Philippe MAO Appointed at the OGM held on June 22, 2012 Mr. Frédéric MARIER Alternate auditors: Mr. Christophe REVY 9 Mr. Olivier BRISAC Mr. Lee RICHARDS 149, boulevard de Stalingrad – 69100 VILLEURBANNE Mr. Roger SANCHEZ Appointed at the OGM held on June 22, 2012 9 Mr. Olivier BIETRIX 131, boulevard de Stalingrad – 69100 VILLEURBANNE Appointed at the OGM held on June 22, 2012 Information Manager Mr. André COUTIER - Tel.: +33 4.50.56.98.98 4 Leader in its fields of expertise, the OVERVIEW MGI COUTIER Group supports its customers in providing vehicles tailored to their market requirements (more reliable, more environmentally friendly and better driving experience). The alternative to major equipment suppliers Its positioning where complete systems are concerned and the control of its environment enable MGI COUTIER to make: 9 The best Technological choice hinging on the creativity of its teams and their product specialisa- tion. 9 The best professional choice through its expertise with numerous materials and processes 9 The best Industrial choice , whether global or low cost. Fluid Transfer As a specialist in fluid transfers and mechanisms, the Group is organised in six Product Divisions and a Air intake Coolant Market Division (or “AFTERMARKET”) wholly dedicated to after-sales activities for markets. This organisation was established in 1998 and is still operational Fuels Additives Oil Vapours Windscreen Fluid Air regulation T° Air Vacuum Mechanisms Locks & Strikers Door Handles Hinges Pedalboxes Although MGI COUTIER’s turnover was essentially Franco-British up to early 1997, the Group is now highly internationalised. 5 MGI COUTIER is present in 19 countries across 5 thanks to its complete management of fluids (sto- continents. It has 35 industrial sites and nearly 7,511 rage, dosing, reheating, etc.) and many areas of in- employees. tervention where mechanisms are concerned (bon- net, side doors, rear doors, boot, etc.). 9 Proven organisation and experienced teams 9 A desire for integration combined with an open- UK GERMANY minded approach to design, making it possible to CZECH REPUBLIC FRANCE ROMANIA SPAIN offer the most suitable solutions, whilst maximising UNITED STATES TURKEY PORTUGAL CHINA JAPAN IRAN TUNISIA INDIA SOUTH added value. MEXICO KOREA 9 Know-how in acquisitions. Constant search for BRAZIL complementarities and synergies (customer portfo- AUSTRALIA ARGENTINA lios, geographical expansion, product families, etc.) The Group’s strategy between now and 2020: Towards a stronger leadership Aim No 1 – Globalisation of Product Lines 9 To be present in all ca manufacturers’ countries of origin 9 To manufacture close to assembly plants

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