2020 Universal Registration Document
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2020 Universal registration document INCLUDING THE ANNUAL FINANCIAL REPORT The Universal Registration Document is an English translation of a reproduction of the official version of the “Document d’enregistrement universel“ which was produced in xHTML and is available on our website www.soprasteria.com 4:+-8':+*68+9+4:':/545,!568'!:+8/' 6. '8+4:536'4?/4'4)/'2!:':+3+4:9 Message from the Chairman 2 Income statement 230 Key figures for 2020 3 Balance sheet 231 History and corporate plan 4 Cash flow statement 232 Our mission and values 5 Company description 233 Governance 6 Significant events 233 Corporate responsibility 7 Accounting policies 234 Business model and... 8 Notes to the income statement 234 ... value chain 9 Notes to the balance sheet 240 Breackdown of operations and the workforce 10 Other information 254 Strategy and ambitions 11 Statutory Auditors’ report on the parent company Risk management 12 financial statements 258 Financial performance 13 Statutory Auditors’ special report on related-party Dialogue with investors 14 agreements 262 1. ;9/4+995<+8</+='4*9:8':+-/+9 7. !.'8+5=4+89./69:8;):;8+ SopraSteria Group at a glance 18 General information 266 History of SopraSteria Group 19 Share ownership structure 267 Digital services market 20 Employee share ownership 268 SopraSteria’s activities 21 Voting rights 268 Strategy and objectives 26 Threshold crossings 268 2020 Full-year results 29 Shareholders’ agreements 269 Subsequent events 31 Control 269 Simplified Group structure at 31December 2020 32 Share buyback programme 270 Group organisation 33 Changes in share capital 272 Securities giving access to the share capital – 2. /91,'):589'4*/4:+84'2)54:852 Potentialdilution 272 Risk factors 36 Information on transactions in securities by Directors Insurance 43 orpersonsmentioned in ArticleL.621-18-2 oftheFrench Internal control and risk management 44 MonetaryandFinancial Code 273 Procedures relating to the preparation and processing Authorisations to issue securities granted to theBoard of accounting andfinancial information 49 of Directors attheCombined General Meetings of 12June 2018 and9June2020 273 3. 58658':+-5<+84'4)+ Information required by Article L.22-10-11 of the French Organisation and operation of governance 52 Commercial Code relatingtopublictender or Compensation policy 81 exchange offers 274 Standardised presentation of compensation paid to Monthly share prices and trading volumes company officers 85 onEuronextParis 275 Departures from the guidelines set forth in the Share price performance 276 AFEP-MEDEF Code 96 Dividend per share 276 4. 58658':+8+96549/(/2/:? 8. **/:/54'2/4,583':/54 Message from the Chief Executive Officer 98 Articles of Association 278 Sopra Steria: A committed and responsible Group, Person responsible for the Universal Registration makingasustainable, human and enlightened Document andinformationon the auditing contribution 99 oftheCompany’s financial statements 285 Social responsibility: A committed and responsible Provisional reporting timetable 285 collective effort 106 Regulatory disclosures in 2020 286 Societal responsibility: Engaging all our stakeholders to Documents available to the public 287 build apositivefuturefor all 115 Environmental responsibility: Innovating all along our 9. +4+8'2++:/4- value chain 122 Agenda 290 Ethics and compliance 132 Summary of resolutions 291 SDG/GRI/TCFD-CDSB cross-reference table 137 Proposed resolutions 295 Annex: Social and environmental indicators 141 Special report of the Board of Directors 301 Report by the independent third party on the !"""&" ! !!" consolidated statement ofnon-financial performance #$ ! !" "#" presented in the management report 153 % 54952/*':+*/4'4)/'2!:':+3+4:9 5. !! & Consolidated statement of net income 158 Consolidated statement of comprehensive income 159 !! " Consolidated statement of financial position 160 Consolidated statement of changes in equity 161 Consolidated cash flow statement 162 Notes to the consolidated financial statements 163 Statutory Auditors’ report on theconsolidated financial statements 224 This seal of quality is awarded to Universal Registration Documents achieving the highest level of transparency according to the Annual Transparency Rankings criteria. Elements of the Annual Financial Report are identified by the logo 2020 Universal registration document INCLUDING THE ANNUAL FINANCIAL REPORT AND MANAGEMENT REPORT INCLUDING COMPONENTS OF THE STATEMENT OF NON-FINANCIAL PERFORMANCE The original French-language version of the Universal Registration Document was filed on 18 March 2021 with the Autorité des Marchés Financiers (AMF) in its capacity as competent authority in respect of Regulation (EU) 2017/1129, without prior approval in accordance with Article 9 of said regulation. The original French-language version of the Universal Registration Document may be used for the purposes of an offer to the public of financial securities or the admission of financial securities to trading on a regulated market if it is supplemented by a securities note and, if applicable, a summary and any amendments made to the Universal Registration Document. The resulting combined document is approved by the AMF in accordance with Regulation (EU) 2017/1129. In accordance with Article 28 of Commission Regulation (EC) No. 809/2004 of 29 April 2004, the following information is included for reference in this registration document: 1.Relating to financial year 2018: 2. Relating to financial year 2019: • the Management Report, included in the Registration Document filed on 12 April 2019 • the Management Report, included in the Registration Document filed on 10 April 2020 under number D.19-0319, is detailed in the cross-reference table (pages 262 to 263) – under number D.20-0286, is detailed in the cross-reference table (pages 330 to 331) – Information regarding the Management Report; Information regarding the Management Report; • the consolidated financial statements and the Statutory Auditors’ report on those • the consolidated financial statements and the Statutory Auditors’ report on those financial statements, included in the Registration Document filed on 12 April 2019 financial statements, included in the Registration Document filed on 10 April 2020 under number D.19-0319 (pages 107 to 174 and 175 to 178, respectively); under number D.20-0286 (pages 151 to 217 and 218 to 222, respectively); • the individual company financial statements of Sopra Steria and the Statutory • the individual company financial statements of Sopra Steria and the Statutory Auditors’ report on those financial statements, included in the Registration Document Auditors’ report on those financial statements, included in the Registration Document filed on 13 April 2018 under number D.19-0319 (pages 179 to 207 and 208 to 211, filed on 10 April 2020 under number D.20-0286 (pages 223 to 250 and 251 to 254, respectively); respectively); • the Statutory Auditors’ special report on related-party agreements and commitments, • the Statutory Auditors’ special report on related-party agreements and commitments, included in the Registration Document filed on 12 April 2019 under number D.19-0319 included in the Registration Document filed on 10 April 2020 under number D.20-0286 (pages 212 to 213). (pages 255 to 256). The information included in both of those registration documents, other than the information mentioned above, has been replaced and/or updated, as applicable, by the information included in this Universal Registration Document. This document is a free translation into English of the original French “Document d’enregistrement universel”, referred to as the “Universal Registration Document”. It is not a binding document. In the event of a conflict of interpretation, reference should be made to the French version, which is the authentic text. SOPRA STERIAUNIVERSAL REGISTRATION DOCUMENT 2020 1 INTEGRATED PRESENTATION OF SOPRA STERIA MESSAGE FROM THE CHAIRMAN Message from the Chairman At the same time a year ago, The effects of the Covid-19 crisis were synergies between the software, Sopra Steria had successfully reached compounded late in the year by the consulting, integration and service several key milestones in the steps we had to take to defend businesses. implementation of its corporate plan. ourselves against the cyberattack that We will also push forward with an We had met our annual earnings targeted our Group. While the attack aggressive, but targeted acquisitions targets, and were resolutely adopting was rapidly detected and our clients’ policy. a medium-term perspective as we security maintained, some of our looked at ways of speeding up our information and production systems From the current year, we anticipate development and confirming the remained down for several weeks renewed organic growth in our performance trajectory that we had as a result of the remedial measures business and an improvement in our set for ourselves. we took. operating margins. But this vision was swiftly disrupted as Over the medium term, we confidently Despite the challenges, our results – the Covid-19 virus took hold, triggering expect to be able to execute an both in terms of revenue and a serious economic crisis. The ambitious, independent and value- operating margin – reflect our pandemic-related restrictions caused creating corporate plan for all our impressively high level of resilience a wholesale drop in demand, stakeholders. This plan brings together in 2020. Sopra Steria