Integrated Report 2020 Royal BAM Group Nv, Runnenburg 9, 3981 AZ Bunnik, P.O
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Integrated Report 2020 Royal BAM Group nv, Runnenburg 9, 3981 AZ Bunnik, P.O. Box 20, 3980 CA Bunnik, the Netherlands, +31 (0)30 659 89 88, [email protected], www. bam.com, established at Bunnik, the Netherlands, Trade register number 30058019 Layout Boulogne Jonkers Design, Zoetermeer, the Netherlands Printing Veenman+, Rotterdam, the Netherlands Illustrations Ossip van Duivenbode - MVRDV (cover), Rob Glastra - MVRDV (2,3), Mark Prins – Phenster (6), Trevor Palin (8), Marcel Steinback (15), Thames Tideway Tunnel – John Zammit (18), JL Deru, photo-daylight. com (23), Dries Van den Brande (28), JL Deru, photo-daylight.com (33) Studio Hoge Heren (35), Serge Brison (43), Michael Boulogne (44), Crossrail (51), Michel Kievits fotografie (52), Brian Lougheed Photography (55), Mark Prins – Phenster (61), Evgeni Fabisuk (62), Mix Architectuur (80), Topview (184), Jochen Strüber (196), Neil Warner Photography (200), Trevor Palin (206), Philippe van Gelooven (209), Marcel van Kerckhoven (217). 17-02 BAM is subject to the structure regime as intended in Part 4, Book 2 of the Dutch Civil Code. The Executive Board Report as intended in Part 9 of Book 2 of the Dutch Civil Code consists of chapters 1-5, 8.4, 9.1 and 9.7. Integrated Report 2020 2 Royal BAM Group nv Contents 1 Message from the CEO 6 2 Value creation 8 2.1 Business model 9 2.2 Strategy 2016-2020 11 2.3 Strategy 2021-2023 12 2.4 Stakeholder engagement and material themes 14 3 Business performance 18 3.1 Financial performance 19 3.2 Social performance 26 3.3 Environmental performance 36 3.4 Outlook 42 4 Risk management 44 5 Governance 52 5.1 Corporate governance 53 5.2 Decree on Article 10 of the Takeover Directive 56 5.3 Supervisory Board and Executive Board 58 5.4 Executive Committee 61 6 Supervisory Board 62 6.1 Report of the Supervisory Board to shareholders 63 6.2 Remuneration report 70 7 Financial statements 80 8 Other information 184 8.1 Combined independent auditor’s report on the 2020 financial statements and non-financial information 185 8.2 Proposed appropriation of result 196 8.3 Articles of Association provisions governing the distribution of profit 197 8.4 Anti-takeover measures 198 8.5 List of principal subsidiaries, joint arrangements and associates 199 9 Appendices 200 9.1 Royal BAM Group nv shares 201 9.2 Five-year overview 204 9.3 Non-financial information and diversity information reference table 205 9.4 Key financial dates 206 9.5 Glossary 207 9.6 Non-financial reporting process and methods 208 9.7 Material themes and management approach 211 Integrated Report 2020 3 Royal BAM Group nv Key figures (x € million, unless otherwise stated) Profit 2020 2019 People 2020 2019 Total operations Human resources Revenue 6,809 7,209 Number of employees as at 31 December Adjusted result before tax 34.3 74.1 (in FTE) 17,966 19,517 Net result attributable to the shareholders Average number of employees (in FTE) 18,731 19,433 of the Company (122.2) 11.8 Training costs per employee (in €1) 541 819 Female/male employees (in %) 17/83 17/83 Continuing operations Revenue 6,768 7,176 Safety Result before tax (236.9) 23.4 Incident frequency (IF BAM) 5.3 4.8 Result for the year from continuing operations (272.0) (13.3) Result for the year from discontinued operations 149.7 25.3 Planet 2020 2019 Earnings per share (in €1) (0.45) 0.04 Climate positive Dividend per ordinary share (in €1) - - CO2 emissions intensity Dividend payout (in %) - - (in tonnes per € million revenue) 20.0 23.5 Number of shares as at 31 December (x 1,000) 273,296 273,296 CO2 emissions (in kilotonnes) 136 170 Share closing price as at 31 December (in €1) 1.71 2.69 Energy consumption (in terajoules) 2,047 2,442 Equity attributable to the shareholders Resource positive of the Company 583.4 628.4 Construction and office waste intensity Capital base 702.1 748.9 (in tonnes per € million revenue) 14.6 17.7 Total assets 5,224.5 4,540.2 Construction and office waste (in kilotonnes) 100 128 Order book 13,760 12,659 Construction and office waste reused or recycled (in %) 76 75 Net investment in property, plant and equipment 43.9 67.7 Certified sustainable timber (in %) 99 99 Net additions right-of-use assets 77.9 115.8 Depreciation charges property, plant and equipment 54.0 54.0 Depreciation charges right-of-use assets 99.2 99.7 Amortisation charges intangible assets 6.1 5.9 Impairment charges 74.7 18.5 Cash flow before dividend 111.6 189.9 Ratios Adjusted result before tax as % of revenue 0.5 1.0 Net result attributable to the shareholders of the Company as % of revenue (1.8) 0.2 Net result attributable to the shareholders of the Company as % of average equity (20.2) 1.7 ROCE (in %) (4.2) 3.4 Capital ratios Equity attributable to the shareholders of the Company as % of total assets 11.2 13.8 Capital base as % of total assets 13.4 16.5 See paragraph 9.5 Glossary for definitions. Integrated Report 2020 4 Royal BAM Group nv Key figures Human resources Revenue Adjusted result Net result Order book Female/male employees before tax (in %) 6,809 34.3 (122.2) 13,760 17/83 2019 - 7,209 2019 - 74.1 2019 - 11.8 2019 - 12,659 2019 - 17/83 2018 - 17/83 Ratios Adjusted result (before Net result (attributable Capital base (as % ROCE (in %) Training costs tax as % of revenue) to the shareholders of the of total assets) per employee Company as % of revenue) (in €1) 0.5 (1.8) 13.4 (4.2) 541 2019 - 1.0 2019 - 0.2 2019 - 16.5 2019 - 3.4 2019 - 819 2018 - 703 Shares Trade working capital Earnings per share Dividend per (in % of rolling revenue) Number of employees ordinary share (at 31 December, in FTE) (0.45) - (13.9) 17,966 2019 - 0.04 2019 - - 2019 - (10.4) 2019 - 19,517 2018 - 20,194 Resource positive Safety Construction and Construction and Certified sustainable Incident frequency office waste intensity office waste timber (FSC and PEFC) (IF BAM) (in tonnes per € million (in kilotonnes) (in %) revenue) 14.6 100 99 5.3 2019 - 17.7 2019 - 128 2019 - 99 2019 - 4.8 2018 - 17.9 2018 - 129 2018 - 94 2018 - 4.2 Climate positive CO2 emissions intensity CO2 emissions Energy consumption (in tonnes per € million (in kilotonnes) (in terajoules) revenue) 20.0 136 2,047 2019 - 23.5 2019 - 170 2019 - 2,442 2018 - 26.8 2018 - 193 2018 - 2,744 Integrated Report 2020 5 Royal BAM Group nv ‘Strategy will provide the basis to restore profit and will serve as a foundation to play a leading role in the construction industry’ Ruud Joosten, CEO Royal BAM Group nv. Integrated Report 2020 6 Royal BAM Group nv Message Value Business Risk Supervisory Financial Other from the CEO creation performance management Governance Board statements information Appendices Message from the CEO BAM’s results in the past year do not reflect the underlying Ensuring a safe working environment remains our top priority. It is potential of the Group. Especially, Covid-19 has been a cloud over very regrettable that in 2020 a long-standing colleague died in an our markets, businesses, clients and colleagues in 2020, and accident at a BAM site, and our thoughts are with his family. continues to drive uncertainty in our markets. I am really BAM recognises and values the benefits that diversity brings. In impressed with how our people have responded to the challenge 2020, BAM appointed women managing directors at two by adapting our operations, preserving our resilience and operating companies, BAM Infra Nederland and BAM Interbuild. supporting our communities. Since my appointment as CEO on 1 September, we have started to BAM’s adjusted result before tax for the year 2020 was define our new strategic agenda in order to create more value for €34.3 million (2019: €74.1 million). The adjusted pre-tax our shareholders and solid prospects for all our stakeholders, margin was 0.5 per cent (2019: 1.0 per cent). The overall including our employees. order book was €13,800 million at year-end 2020 (year-end 2019: €12,659 million). Under our new strategy for 2021-2023, ‘Building a sustainable tomorrow’, the Group will restructure its portfolio of businesses From an operational perspective, our activities in Dutch to focus on markets and projects where it can leverage its proven Construction and Property and BAM PPP contributed well in 2020. competitive strengths and serve the growing demand for In our other businesses, there is clearly room for improvement. sustainable solutions in the construction sector, while The additional loss by BAM International was disappointing. substantially lowering our projects’ risk profile. Serving all our stakeholders – employees, clients, partners, suppliers and the In July 2020, BAM decided to wind down the operating company communities in which we do business – BAM will structurally BAM International, active outside our European markets, given improve the profitability and predictability of the Group as a the lack of a positive outlook. This wind-down and the Cologne client- and service-driven business. metro settlement resulted in a significant improvement of BAM’s risk profile. When visiting some of BAM’s projects, I saw that our teams are well-prepared and extremely motivated. BAM is a company with In December, we announced the extension of our partnership with good capabilities and much potential.