Document 20 07 Registration Document PEUGEOT S.A. Registration Incorporated in France with issued capital €234,280,298 Governed by a Managing Board and a Supervisory Board Registered offi ce 2007 75, avenue de la Grande-Armée - 75116 Paris - France R.C.S. Paris B 552 100 554 - Siret 552 100 554 00021 Tel.: + 33 (0)140 66 55 11 - Fax: + 33 (0)1 40 66 54 14 www.psa-peugeot-citroen.com www.developpement-durable.psa.fr PSA Peugeot Citroën 100772_PSA_DRF_COUVS_UK.indd COUV1 13/06/08 16:17:18 Content Profi le . p. 1 08 Statistics . p. 147 Key Figures . p. 2 Corporate Governance and Management. p. 4 09 Consolidated Financial Statements . p. 159 Consolidated Financial Statements . p. 160 Report of the Supervisory Board . p. 5 01 Notes to the Consolidated Financial Statements . p. 167 Subsidiaries and Affi liates as at December 31, 2007. p. 256 02 Strategic Strengths and Priorities . p. 9 10 Annual Stockholder’s Meeting. p. 259 03 Corporate Governance Structures . p. 13 Presentation of the Resolutions . p. 260 The Supervisory Board . p. 14 Financial authorizations in effect . p. 262 The Managing Board Resolutions . p. 264 and Executive Management. p. 17 Internal and External Controls . p. 19 Management and Administration – Investor Information . p. 267 Main functions and directorships held during 2007 . p. 22 11 Management and Administration – Stockholder Relations . p. 268 Compensation of Corporate Offi cers Information about the Company’s Capital . p. 272 and Executives in 2007 . p. 36 Stockholder Information. p. 275 Business Review. p. 39 12 Report of the Chairman of the Supervisory 04 Board on the preparation and organization Automotive Division . p. 40 of Supervisory Board meetings Banque PSA Finance . p. 45 and on Internal Control . p. 277 Gefco. p. 47 Faurecia. p. 48 Other Businesses . p. 49 13 Statutory Auditors’ Report . p. 287 Statutory Auditors’ Report on the Consolidated Financial Statements. p. 288 Corporate Social Responsibility. p. 51 05 Statutory Auditors’ Report on regulated A Sustainable Social Contract . p. 52 agreements and commitments with third parties . p. 289 Employee Relations Indicators . p. 66 Statutory Auditors’ Report, prepared in accordance with Article L. 225-235 of the French Commercial Code, on the report prepared by the Chairman 06 Corporate Policies . p. 99 of the Supervisory Board of Peugeot S.A., on internal control procedures relating Environmental Stewardship . p. 100 to the preparation and processing of fi nancial Environmental Indicators – and accounting information. p. 291 Automobile fuel consumption and emissions . p. 106 Environmental Indicators – Production plant consumption and emissions . p. 108 Corporate Citizenship . p. 118 14 Legal and Financial Information . p. 293 Information about Peugeot S.A. p. 294 Organization at December 31, 2007 . p. 296 600 copies of this document were printed. Management’s Discussion and Analysis. p. 125 Persons responsible for the Registration Document 07 and the Audit of the Accounts . p. 298 Results . p. 126 A copy of this document may be requested at the following address: Group fi nancing. p. 136 Return On Capital Employed . p. 139 PSA PEUGEOT CITROËN - Investor Relations Department Cross-Reference Table. p. 300 Management of Financial and Operational risks . p. 140 75, avenue de la Grande-Armée - 75116 Paris, France - Tel.: + 33 (0)1 40 66 37 60 - Fax: + 33 (0)1 40 66 51 99 Design and production: Franklin Partners Cover: Terre de Sienne Printed in France 100772_PSA_DRF_COUVS_UK.indd couv2 13/06/08 16:18:24 PSA Peugeot Citroën Group 2007 Registration Document PSA Peugeot Citroën is a world-class European automobile manufacturer, supported by two broadline marques, Peugeot and Citroën. With marketing operations in 150 countries, the Group generates one third of its unit sales outside Western Europe and is actively expanding its business in such fast growing markets as China, the Mercosur region and Russia. PSA Peugeot Citroën is building its growth on a powerful concept—two marques, each with its own brand identity and core values but sharing the same manufacturing, technological and management expertise and capabilities. This synergy between Peugeot and Citroën enhances the effi ciency of a manufacturing base aligned around a unifi ed production system. Already Europe’s leading manufacturer of low-emission cars, the Group is constantly innovating to offer customers cars that are both environmentally friendly and a pleasure to drive. In addition, a large proportion of its R&D budget is allocated to improving safety for everyone on the road. The Group also takes an innovative approach to employee relations, whose policies, based on social dialogue and mutual responsibility, are applied to all of its 207,800 team members in every host country around the world. PSA Peugeot Citroën is involved in three other major businesses: automotive fi nance with Banque PSA Finance, automotive equipment manufacturing with Faurecia, and transportation and logistics with Gefco. The French version of this Registration Document was fi led with the Autorité des Marchés Financiers (French Financial Markets Authority) on April 23, 2008, in accordance with the provisions of Articles 211-1 to 211-42 of the general regulation of the AMF. It may be used in support of any fi nancial transaction if it is supplemented by a prospectus approved by the Autorité des Marchés Financiers. PSA Peugeot Citroën /// 2007 Registration Document 1 Key Figures Key Figures Worldwide sales Sales and revenue (in units) (in million euros) 3,428,400 3,365,900 60,613 56,594 13,157 12,028 44,566 47,456 2006 2007 2006 2007 Automotive Division Other businesses Return on capital employed Balance sheet structure (after tax) (in million euros) 14,106 14,555 6.7% 0.8% 1,404 116 2006 2007 2006 2007 Stockholder’s equity (including minority interests) Net financial position of the manufacturing and sales companies 2 PSA Peugeot Citroën /// 2007 Registration Document Key Figures Recurring operating income Net income (in million euros) (in million euros) 1,752 885 1,119 894 852 183 858 267 2006 2007 2006 2007 Automotive Division Other businesses Working capital provided by operations Capital employed and capital expenditure (excluding R&D) (in million euros) (manufacturing and sales companies) (in million euros) 3,515 14,131 13,159 3,011 2,590 6,033 5,655 2,079 8,098 7,504 2006 2007 2006 2007 Working capital provided by operations Automotive Division Capital expenditure (excluding R&D) Other businesses Earnings per share/Dividend Workforce at December 31 (in euros) 3.88 211,800 207,800 72,200 73,700 1.50 1.35 0.80 139,600 134,100 2006 2007 2006 2007 Earnings per share Automotive Division Dividend Orher businesses PSA Peugeot Citroën /// 2007 Registration Document 3 Corporate Governance and Management Corporate Governance and Management Supervisory Board Managing Board Thierry Peugeot Christian Streiff Chairman Chairman of the Managing Board Jean-Philippe Peugeot Jean-Louis Silvant Grégoire Olivier Jean-Philippe Collin Gilles Michel Roland Vardanega Vice-Chairmen Programs Automobiles Peugeot Automobiles Citroën Manufacturing and Components Marc Friedel Jean-Louis Masurel Executive Committee Jean-Paul Parayre Robert Peugeot Henri Philippe Reichstul Frédéric Saint-Geours Isabel Marey-Semper Jean-Luc Vergne Jean-Claude Hanus Liliane Lacourt Advisor to Finance Human Resources Legal Affairs, Corporate Marie-Hélène Roncoroni the Chairman Institutional Relations Communications Geoffroy Roux de Bézieux and Internal Audit Ernest-Antoine Seillière Joseph F. Toot Jr. Extended Executive Committee Bertrand Peugeot Claude Vajsman Vincent Jean-Christophe Daniel Marteau Alain Sartoris Pascal Henault Roland Peugeot Rambaud Quémard François Michelin China Mercosur Purchasing Replacement Executive Automobile Business Unit Business Unit Parts Development and Research Advisors to the Supervisory Board Information and Innovation Technology Statutory Auditors PricewaterhouseCoopers Audit Mazars & Guérard Auxiliary Auditors Yves Nicolas Patrick de Cambourg As of March 1, 2008 4 PSA Peugeot Citroën /// 2007 Registration Document 01 Report of the Supervisory Board PSA Peugeot Citroën /// 2007 Registration Document 5 01 Report of the Supervisory Board 2007 saw the appointment on February 6 of a new Managing Board led by Christian Streiff, the deployment of a new organizational structure and the development and implementation of the CAP 2010 plan. The Supervisory Board informed the new Managing Board members that their objective was to lead the Group into a new period of expansion by restoring fast growth and improving profi tability. The Managing Board was also tasked with strengthening the Group’s international presence and making it a leading world-class automobile manufacturer, while preserving its independence. In line with these objectives, the new Managing Board immediately made the following decisions: A new organizational structure was introduced. In addition to the Executive Committee, three new Business Units, for China, the Mercosur countries and Replacement Parts, were created, empowered with broad responsibilities and tasked with quickly growing their operations. Four operating priorities were identifi ed: improving quality, reducing costs, accelerating and broadening the product plan and expanding our international operations with three main goals – increasing our size in China, becoming a major automobile industry player in the Mercosur region and continuing to expand in Eastern Europe. The CAP 2010 plan was launched, in a commitment to