2008 Annual Report

Head Office - General Management 35, rue de Bassano – 75008 Paris – France

Phone : +33 1 44 31 11 00 Fa x: +33 1 44 31 11 30 email : [email protected] Web: www.cnim.com

Incorporated in France as a “Société Anonyme” with Management Board and Super visor y Board with registred capital of 6,056,220 euros

RCS Paris B662 043 595 SIR ET 662 043 595 00138 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 Key figures

40% 678.1 M€ 35.7 Consolidated sales 31.5% 26.5 € 26.5 M 20.5% Net income

Environment

Mechanical Engineering 8% Energy

2008 3,460 2007 Bertin Workforce, Compared net income Breakdown of sales 1,244 outside France 2007/2008 (in ME) by sector of activity

02 — Message from the Chairman of the Management Board

04 — Message from the Chairman of the Supervisory Board

07 — Stock Market

08 — Highlights

12 — The CNIM Group

18 — CNIM Business Sectors The L-CAT (Landing Catamaran), Design and production: launched in 2008, perfectly illustrates 44 — Organisation Chart the Group’s new signature: “Innovate Photos credit: Architrav, Astrium Space transportation, Bertin, CNIM, CNIM - Cybernétix - copyright Southern Fusion Contractors, and Act” DCNS, Detrois pour JP Viguier,LAb GmBH, Babcock Wanson Italiana, Babcock Wanson, Babcock Wanson UK, GRDF/Frédéric It perfectly symbolizes: — the creative energy which enables to 46 — Contacts Larivère, ITER, Saada/Schneider – Girafe – Photo. develop highly innovative technologies — its strong capacity to act based on This report is printed on Lys Attitude paper, which is certified by the Programme for the Endorsement of Forest Certification (PEFC), in the sound financial and industrial assets interest of sustainable forest development. It was printed by an Imprim’vert-certified printing company, which has undertaken not to use PEFC/10-3-1190 FCBA/08-00860 toxic products while ensuring that any harmful waste it produces is collected and processed in an environmental manner. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 Profile of the CNIM Group

The CNIM Group provides turnkey industrial solutions with high technological content and offers research and expertise services through its subsidiary Bertin. Its main business sectors are Environmental, Engineering, Complex Systems for Defence and Industry, Transport, Energy and Life Sciences.

CNIM’s industrial offer is structured along 5 specialized product and service lines: • Environment • Defence-Systems • Transport • Energy • Bertin

Innovative, dynamic and efficient, CNIM aims to achieve technical excellence for each of its activities

At the end of 2008, the CNIM Group decided to develop a new business sector by setting up a Solar Energy Division to rapidly position the company as developer and turnkey supplier of thermal solar power plants. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 02-03 CNIM › annual report 2008

Message from the Chairman of the Management Board

In 2008, the CNIM Group registered and within the Group’s portfolio a highly encouraging level of orders, of activities, is demonstrating its ability worth e924 million, and has an order to target totally new markets the right book amounting to e1 billion: the way. The huge contract won in threshold we had set as an objective Azerbaijan in the midst of a financial for the end of 2009. At the same time, storm, and the substantial progress our sales rose by 22%. in Bahrain are both excellent examples. This is clearly an already positive sign, and we can put a better face And there is still groundwork to be on the financial and economic crisis carried out in a number of new now shaking the world. territories, as it is becoming increasingly Even though the nature of our activities obvious to all objective observers that places us in a relatively protected the technologies we promote – recycling, position and absorbs the shocks, we are waste-to-energy processing, and under no illusion: we are not immune. methanisation to a lesser extent – It is clear that our key European private are the only economically and customers will be showing less environmentally satisfactory ways enthusiasm for new environmental forward in dealing with the serious investments by project financing problem of municipal waste. in 2009, just as it is evident that some new members of the European Union At the same time, the activity of our will be forced to revise their priorities. subsidiary LAB in flue gas treatment In this more difficult context, if it is has maintained a satisfactory level, to keep going, the CNIM Group will but logically, that is just the area where need to aim for growth: economic turbulence is felt the most. According to the economic logic that firstly, through stronger commercial prevailed before the crisis, action in emerging and solvent markets; environmental investments served as an adjustment variable. secondly, through a constantly sustained effort to innovate in its core We may hope that the new economic activities or directly related fields. state of affairs will include a real place for sustainable development, which The results of the actions carried out would have positive consequences or completed in 2008 for each large sector for LAB in the medium term. of activity already illustrate these two approaches: the effective and selective The Defence-Systems sector is expansion of our global presence, continuing to carry out long term and innovation as our guiding principle. programmes while accelerating its effort in research and innovation, The Environmental sector, which including in the field of new energies, is consolidating its pole position, both mechanised bridge vehicles, composite externally in the European market materials and nuclear-related activities. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 Stefano COSTA Dominique DELAHAYE Member of the Management Board Member of the Management Board Director of Environment Division Director of Administration and Finance

Two major events took place in this In addition, the opening of a subsidiary period of crisis as best we can, but also respect. in Algeria will enhance and assert to be in a position to continue growing Firstly, in October, the launching of the presence of CNIM Babcock Services once it is past. the L-CAT (Landing Catamaran), which in the Mediterranean basin. completed a series of trials at sea to In terms of financial performance, validate its performances, confirming Bertin, a subsidiary integrated into the sales figure in 2008 came to e678 its completely original capacities for the CNIM Group a year ago, is million: an increase of 22%. The current military and civil landing operations, a reference player in activities with operating income rose to e21 million: including on coasts hitherto inaccessible. a strong technological content, a modest level mainly due to increased Prospects for orders look highly both in carrying out studies and in commercial and technological encouraging. the design and provision of innovative “investment”. Its improvement is equipment. It is the contract R&D a priority for the Management Board. Secondly, the creation of a Solar Energy reference for third parties. Bertin has Net profit came to e26.5 million, Division, in view of making CNIM its own customers, and also operates down 26% from 2007, marked a player in this up-and-coming field in synergy with the CNIM Divisions to by an exceptional gain in real-estate as a technological designer, particularly organise proposals and undertake major transactions. in concentrated solar power, and projects, both within and outside France. a supplier of turnkey power stations. CNIM aims to gain from an active As we had anticipated when the recruitment policy to further boost the The Transport sector has been acquisition was decided, Bertin is proportion of fresh young talent among considerably restructured with the the “pioneering researcher” in new its employees. With the rapid growth set-up of an operational centre for design domains for CNIM. This is particularly of our order book, we need to take action and industrialisation in China. We have the case with the life sciences, where in order to attract the best collaborators added new items to our catalogue in the subsidiaries SPI-Bio, Elipse, and and integrate them well. This is also response to specific projects for fitting the latest acquisition Biotec make up a good way of preparing the future out large commercial buildings and a highly competitive centre of excellence. clear-headedly and with ambition. increasing safety in subways. The order registered for the Singapore subway In order to continue developing and is a fine illustration of our original constantly increase our productivity Philippe Soulié positioning as specialist in heavy duty over the next few years, our aim Chairman of the Management Board escalators and lifts. is to set up a global organisation in the medium term, so that we can follow The Energy sector, specialising in our customers, and thus our markets, tertiary and industrial boilers, where as closely as possible. This organisation the competition is particularly fierce, needs to be decentralised and adaptable, has succeeded in stepping up its level giving our sectors of activity and of orders and boosting its activities subsidiaries the flexibility and reactivity through technical innovation and needed for our expansion. a broader service range. For example, Babcock Wanson has introduced an The progressive adaptation of our operating support system called the OAM structures to the size of this new set-up BW 720, which radically changes the will be all the more vital in that we need economic performance of boiler houses. not only to get through this current WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 04-05 CNIM › annual report 2008

Message from the Chairman of the Supervisory Board

While we complain increasingly “Savoir-faire”: the know-how of the in France of the lack of mid-sized Americans. The control of techniques German type companies that succeed and production methods remains in global markets, we are amazed that an irreplaceable factor. As our markets not more attention is given to Groups gradually broaden, we need to maintain like CNIM. For we really meet the and adapt this aspect. Our active required criteria. Without wishing to cite participation in civil and military ourselves as an example – because nuclear technology implies the need in the life of companies, work needs for zero faults. Likewise, the need to to be constantly reviewed and improved control the environmental risks relative –, I would like to emphasise a number to our “green” activities may well of basic characteristics that account strengthen the concern for quality found for the positive development of our in all our Divisions. In Mechanical company, and justify its image: Engineering, this often involves 100% CNIM manufacturing; likewise • Continuity in the Environment sector as regards • Know-how the process core. • Creativity • Reactivity Creativity. This is in our genes. In the previous report, we showed a pencil and Continuity could also be expressed a page of sums on the cover. As I often as “patience”. Our sales teams, small but say, we tackled several fields by starting effective, often have to work for years from a blank sheet of paper, and in a market before they land a contract. we became acknowledged specialists The success of Baku (the result of two in those fields. This was the case, years’ work) was abnormally fast. among many others, with high-strength And wherever we get established, we composite materials. There, too, much endeavour to keep in constant contact patience was needed, and we had to with the decision makers on whom assist the design by creating the complete the next stage of an operation depends. tool within the company. This new It is easy to say but difficult to achieve, sector was an extreme example where especially when customers are public we had to start completely from scratch. bodies that obey their own particular But there was also the case of “derivative rules, and where those in charge products”, where we needed to start are constantly changing around. from previous products. This involves WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 the preservation of know-how within the gradually achieving an international that we are not hesitating to recruit company. The arrival of Bertin in our standing in fields bound for sustainable a large number of young talents. Group has boosted our creative capacity. development, and in unit markets that We need to boldly state our ambitions. are normally the province of big Groups. Mine for our company is now to see Reactivity. This is illustrated by it achieve the status of a reference our strategic decision processes. When The considerable strenghtening of partner for major projects in its fields we feel that a project is important, our shareholding base has increased our of expertise. I am convinced that we obviously study it deeply, and make autonomy of action, and proves the we will manage this in the not-too- every effort to anticipate the various latter’s confidence in the Group’s strategy distant future. stages and the financial outlay. But from and the way it is implemented with the the day we are sure of its validity, we long-term in view. do everything in our power to bring Vsevolod Dmitrieff it to a successful conclusion, including, Our “vision” does not exclude the Chairman of the Supervisory Board if need be, financing it from our equity necessity for constant flexibility. 2007 capital. Our financial independence and early 2008 were periods when enables us to decide rapidly and to the price of raw materials rose steeply. follow a project through, while giving Since the second half of 2008, we have ourselves enough time to make entered a period of severe crisis marked it thoroughly succeed. This depends by financial drifts on a considerable on the existence of a shareholder scale. The actions that have ensured base with a long-term view and whose the build-up of a well-filled book of high cardinal virtue is patience. quality orders lead us to hope that we can weather the global storm without We have never hesitated to change sustaining too much damage, our organisation if it means adapting with young teams determined to widen to the real market situation. This is their geographical field of action the case with the Transport Division, and strengthen their technical and now managed from China by commercial assets. But it would a Chinese engineer with an HEC diploma be unrealistic to assume that none (advanced studies in commerce). of our activities will be affected by the current upheaval: the sales targets We do not seek to seem smarter than concerned have, in fact, been revised we really are, but we have observed that as a result, and oriented to distant through solid national and European markets less affected by the crisis. bases (our domestic market), we are However, the overall outlook is such WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 06-07 CNIM › annual report 2008

Supervisory Board, Management Board and Management (as of 23 April 2009)

Supervisory Board Sales Divisions: Babcock Wanson España: Vsevolod DMITRIEFF (Chairman) André BERTHE (International) Daniel MANSO François CANELLAS (Vice-Chairman) Marc BOISSE (France) Babcock Wanson Maroc: Richard ARMAND (Member) Christian BESSY (subsidiary LAB SA) Laurent THOMAS Marie-Hélène CHIARISOLI (Member) Christian Fuchs (subsidiary LAB GmbH) Babcock Wanson Caldeiras Lda: Christiane DMITRIEFF (Member) Construction Division: Claude BOUTIN Paulo MORGADO Nicolas DMITRIEFF (Member) Plant Operation Division: Didier FONTAINE CNIM Babcock Central Europe: F REL represented by Krzysztof SCYMCZYK Agnès HERLICQ (Member) • Management of main subsidiaries A ndré HERLICQ (Member) LAB: Stefano COSTA SOLAR ENERGY J OHES represented by LAB GmbH: Stefano Costa and General Management: Jean-François VAURY (Member) Thomas FEILENREITER (Joint Managers) Roger PUJOL* Jean- Pierre LEFOULON (Member) LAB Service: Frank TABARIES Deputy General Manager: M ARTIN GmbH für Umwelt- und MES Environmental: Bernard JOLY Anne-Marie FOURNIER Energietechnik represented by * Also Director of La Seyne-Sur-Mer site Johannes MARTIN (Member) DEfenCe-SystEms M AXA represented by General Management: Philippe DEMIGNÉ Bertin Olivier CHIARISOLI (Member) Deputy General Manager: Chairman: Philippe DEMIGNÉ François HERLICQ (Honorary Member) Bernard PONSOT Deputy General Manager: Sales Division: Gérard BEZACIER Jean-Marc ATTALI Accounts Committee François HERLICQ (Chairman) Transport • Management of main subsidiaries François CANELLAS Bertin Services Aerospace: General Management and Sales Division: Nicolas DMITRIEFF Albert SZULMAN Ahti SHUM Agnès HERLICQ Ellipse Pharmaceuticals SPI- Bio Jean-Pierre LEFOULON • Management of main subsidiaries and Biotec-Centre: Xavier MORGE

Strategic Committee CNIM Transport France/ Atena: Operational and Functional Olivier CHAMPEAUX Vsevolod DMITRIEFF (Chairman) Divisions of the Group CNIM Canada Inc: Eric MICHAUD Richard ARMAND Finance and Managing Control CNIM Transport Equipment: François CANELLAS of subsidiaries: Michel ARIÉ Patrick ROSAY Nicolas DMITRIEFF Purchasing: Michel BANDERLY CURTIS: Jean-François LAURIN André HERLICQ Administration, Finance, Group Jean-François VAURY CNIM Hong Kong: Ernest LAU Managing Control: Dominique DELAHAYE François HERLICQ (Honorary Member) Information Systems: EnergY Christophe HAMON Management Board General Management Babcock Wanson Human Resources: Philippe SOULIÉ (Chairman) and CNIM Services Babcock: Patrick KERAVEC Stefano COSTA (Member) Catherine DELCROIX Legal Department: Pascal RAMADIER Dominique DELAHAYE (Member) CNIM Services Babcock: Manufacturing: Daniel ROSSI Hubert DUMAS Management Auditors by business sectors • Management of main subsidiaries Statutory Auditors B abcock Wanson France: ERNST & YOUNG et AUTRES Environment Cyril FOURNIER-MONTGIEUX DELOITTE & ASSOCIES General Management: Stefano COSTA Babcock Wanson Italiana: Deputy Auditors Deputy General Managers: Alessandro MARIANELLI BEAS André BERTHE, Claude BOUTIN Babcock Wanson UK: Chris HORSLEY AUDITEX WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56

Stock Market

Stock market listings Variation of the CNIM share Variation from — — — — 31 December 2008 to 6 May 2009 The CNIM share is listed on a single Price CNIM 40.91 % regulated market: Eurolist of the Paris On 31 December 2007 $ 90.30 SBF 250 3.27 % Euronext market - tier B. The CNIM On 31 December 2008 $ 44.00 CAC SMALL 90 24.78 % share is the only listed security issued by On 6 May 2009 $ 62.00 CAC 40 2.04 % the company. Annual highs and lows in 2008 Variation from Highest $ 91.35 31 December 2007 to 6 May 2009 Stock market indicators Lowest $ 39.50 CNIM (31.34) % — — SBF 250 (41.23) % The CNIM share is included Variations over one year in 2008 CAC SMALL 90 (42.82)% in the CAC SMALL 90 index. CNIM (51.27) % CAC 40 (41.51) % SBF 250 (43.09) % CAC SMALL 90 (54.17) % On average, 3 423 CNIM shares were CAC 40 (42.68) % traded per calendar day in 2008.

Capital and voting rights — — The number of shares listed as securities is 3 028 110. 130

120Shareholders Share Capital as of Voting Rights as of Share Capital as Voting Rights as 31 December 2008 31 December 2008 of 23 April 2009 of 23 April 2009* 110 SOLUNI and Mrs C.DMITRIEFF (family owned business) 27.44% 26.60%/26.23% 27.44% 26.93/26.54% 100 MARTIN GmbH 10.25% 13.80/13.34% 10.25% 13.97/13.76% 90 FRANELI + FREL + M. F. HERLICQ (family owned business) 9.74% 12.92/12.74% 9.82% 13.13/12.94% 80MAXA and Mrs M. HERLICQ (family owned business) 8.40% 11.30/10.83% 7.74% 10.54/10.39% 70Compagnie Nationale de Navigation 5.61% 3.77/3.72% 7.76% 5.28/5.21% 60CNIM participation 3.14% 4.14/4.08% 3.08% 4.14/4.08% 50Groupe IDI 0 0 40TOCQUEVILLE Dividende 1.71% 2.31/2.27% 1.25% 1.70/1.67%

ULYSSJanvierE 08 Février Mars Avril Mai Juin Juillet Août 0 Septembre Octobre Novembre0 Décembre Janvier 09 Février Mars PUBLIC 33.71% 25.16/26.79% 32.66% 24.31/25.41%

* On the basis of latest publication of voting right on 23 April 2009: 4,512,302.

Variation of the share price from 31 December 2007 compared to the CAC 40 and SBF 250 indices (base 100) — — 120

110 CNIM 100 CAC 40 90 SBF 250

80 79 70

60 64 63 50

40

January 08 February March April May June July August September October November December January 09 February March April 6 May WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 08-09 CNIM › annual report 2008

Highlights

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A successful year

Waste-to-energy processing: Kingdom of Bahrain: a first in Singapore subway: a success success in Azerbaijan the Gulf for the Environment for the Transport Division Division At the end of 2008, the CNIM Group As part of the extension of the Singapore signed a contract with the Azerbaijani At the end of 2008, CNIM signed subway Circle and Downtown Lines, Ministry of Economic Development for an exclusive contract for processing the Land Transport Authority awarded the construction in Baku of a household the waste of the Kingdom of Bahrain. CNIM a contract for the design, waste-to-energy processing plant with The initial phase involves the production, installation and a capacity of 500,000 t/year. It will be construction and operation for 25 years commissioning of 293 escalators operational in 2012 with CNIM being of an integrated plant processing and 6 moving walkways. the operator for 20 years. 500,000 t/year. Its implementation is subject to the successful conclusion of various financing and administrative Transport: winning synergies Jersey: CNIM now a processes. in Hungary sustainable development player A bright success for the Transport CNIM launches its highly Division, which, thanks to its product This new 105,000 t/year waste-to-energy innovative L-CAT (Landing synergies, will be providing 93 escalators plant forms part of the "Keeping Jersey Catamaran) and 35 lifts in the 10 stations on Special" environmental plan launched of the Budapest subway. by the State of Jersey. Inaugurated on the CNIM site in The consortium led by CNIM won La Seyne-sur-Mer on 15 October 2008 this contract due to its attractive by Mr. Nicolas Dmitrieff wife, the offer in terms of technology, investment L-CAT prototype completed a series of and operating costs. trials at sea to validate its performances, and confirm its capabilities and promising advantages in both civil and military domains. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 4

1. Architects’s view of the Baku waste-to-energy plant project.

2. Mr Nicolas Dmitrieff wife inaugurates the L-CAT in La Seyne-Sur-Mer.

3. CNIM’s return to solar energy.

4. Dominique Delahaye signs the contract on the escalators for the Singapore metro.

5. Acquisition of Biotech Centre: Bertin ensures its growth in life-sciences.

3 5

Growth in Life Sciences Energy: acceleration in the Mediterranean basin SPI-Bio, a subsidiary of Bertin, took over Biotec Centre. This company CB Services, a new subsidiary in Algeria, based in Orléans specialises in expertise is now operational, and Babcock and services in pharmacokinetics, Wanson Maroc is continuing its metabolism and bio-analysis. This spectacular growth (+45% in three operation is part of Bertin’s strategy years). These two establishments for growth in life sciences. have become a major asset in the Group’s development in this region. Creation of a Solar Energy Division CNIM enters the capital of Areva TA’s subsidiary After a round of strategic thinking, Technoplus Industries the CNIM Group has set itself the priority of becoming a major player CNIM has acquired a stake of 34.8% in the field of solar thermal energy, in Technoplus Industries, a subsidiary as designer, technology supplier and of Areva TA (Technicatome). Based near producer of turnkey power stations. Aix-en-Provence, Technoplus Industries A new Solar Energy Division has been designs, develops and manufactures created for this purpose. mechanical, electromechanical and automated equipment for Industry, Nuclear Industry, Defence and Aeronautics. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 10-11 CNIM › annual report 2008 Environnement et services associés Highlights Export year 2008

Main Group locations Environment Defence-Systems Transport Energy Bertin Manufacturing centre

€924.4 million €1 billion orders received Order book at the beginning of the financial year 2009 up by 59 % 80 % 3,460 compared to 2007 Export share employees in 23 countries WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 2

1. The World Trade Center in Bahrain.

2. Baku: view of the Caspian sea from the old town.

3. Singapore.

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Europe: our base Over the years, the CNIM Group has broadened its activities in sectors where it could develop its know-how, and has then set off to conquer international markets. It has done Thanks to its technological and “so methodically, patiently, and rigorously. The Group will continue this strategy of international commercial achievements in every expansion without forgetting its historical bases, by deploying its geographical coverage country where it has set up the Group in global markets while durably preserving its position in the internal European market. is recognised under its own name or that of its subsidiaries. But above Vsevolod Dmitrieff and beyond the nationalities concerned, Chairman of the Supervisory Board ” it has now become an essential player in Europe. The majority of its sites and workforce are in Europe.

Over and above the satisfaction of being able to announce an order book for 2008 The world: our outlook that reached the significant threshold of €1 billion, CNIM, shored up by its core activities, “aims more than ever to make further targeted progress in growth markets, and to continue The CNIM Group has all the necessary developing its European potential by improving the actions required to increase productivity. assets for growth in the global markets Our objective in the medium term is to have a global organisation so that we can follow of its activities, and thus to become our markets as closely as possible. It needs to be decentralised and adaptable to give our an international company. subsidiaries all the flexibility and reactivity necessary to our expansion. Recent events have shown its determination to consolidate its presence through Philippe Soulié new industrial set-ups, as can be seen Chairman of the Management Board ” in China and the United States, or through the creation of commercial subsidiaries, in Azerbaijan, Bahrain, the United Arab Emirates, Algeria, Singapore and Hungary. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 Our Group

Our Strengths For each activity, the Group targets technological excellence: > its know-how gives it an excellent command of all the technologies it implements, and it possesses top level industrial resources; > its permanent capacity to launch innovative products, due to the creativity of its teams, which has been recently reinforced with the integration of Bertin. The size of the Group, the structure of its capital, and its management ensure: > stability and continuity in its strategic choices; > reactivity in management and business; > financial independence, enabling it to growth and develop its projects by means of its equity capital. Our Strategy The Management of the Group is developing the actions undertaken over the last few years in order to: > broaden its commercial action towards emerging countries, while durably maintaining its position in the internal European market; > build up a flexible, decentralised global organisation designed to follow its markets as closely as possible; > intensify its innovation policy, so as to be the leader in the markets it occupies; > improve its productivity, while ensuring that its action adheres to a sustainable development approach.

13 — Innovate and Act

16 — Human Resources

18 — Activities WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 SPRAT: CNIM overcomes numerous challenges to invent this vehicle with surprising characteristics.

Innovate and act As a main contractor, we control and manage all processes related to The three major programmes our activities, build the core equipment and develop our own technology. of CNIM Defence-Systems In each of its main lines of business, the Group carries out an active Research & Development policy with the strategic determination to preserve The L-CAT programme: its leadership through innovation: by manufacturing products that are In 2008, the L-CAT prototype was produced, fine-tuned and approved ever more innovative and adapted to future needs; by integrating new by the Bureau Veritas and Affaires competences, as it did with the acquisition of Bertin with new information Maritimes. At the same time, CNIM and communication technologies, bio-defence and Life Sciences; by carried out studies on optimising optimising existing products. its performances and developing this range of products. technologies, LAB continues to adapt R&D in 2008 and extend its offer range, with new Aeronautic programmes: processes such as: Research has been started up: Environmental protection: - the Terminox: a system that reduces - in the field of composite aerostructures increasingly efficient processes NOx levels to under 80 mg/Nm3 with Airbus for large-scale tooling; through the combination of simplified - in fibre placement production with Among the main technological catalytic and non-catalytic processes, Dassault on the composite fuselage developments in waste treatment: while controlling the use of ammonia. (Maaximus programme), and Eurocopter - continued work on optimising - the scrubber, studied in cooperation for the blades and rear structures. a furnace boiler configuration with Steinmüller, for flue gas SOx Unique and latest generation automated to produce very low NOx boilers; abatement in low and medium output fibre placement methods have been - experiments on the use of new coal fired power stations. This new brought into service. Research on materials for the construction system is set to find a number the synthesis and characterisation of superheaters to prolong their of commercial outlets, especially of new materials is continuing in view service life; in Central Europe of producing very large structures. - development of a boiler configuration - the catalytic NOx control system using and erection /dismantling procedures urea, which eliminates the risk Scientific programmes: for superheaters to facilitate replacement associated with ammonia while In preparation for industrial operations; enhancing the performance of catalysts development in the ITER programme - operational validation of the and prolonging their life. and as part of the experimental Jules combustion system, with an air Horowitz reactor project, CNIM has cooled Martin grate for treatment carried out research and various of high calorific value waste. improvements on advanced welding Thanks to its mastery of air cleaning processes. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 14-15 CNIM › annual report 2008 Innovate and act

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Innovation and improvement developments, such as remote resources have triggered decisions for mass transport monitoring, allowing to manage boiler everywhere in the world to build high houses remotely. output solar power stations. The Transport Division’s R&D activities CNIM decided in 2008 to create are mainly geared towards: a Division dedicated to this activity, - the improvement of the modular CNIM returns to solar energy in charge of developing turnkey solar range of the E-type Premium escalator; power station projects. - the development of an escalator CNIM first began investing in the This Solar Energy Division will draw on designed for railways and light subway development of solar technology all of the Group’s competencies to propose systems; in the Eighties. The Group designed a range of innovative technologies. - the development of a very high and produced the boiler for the Thémis CNIM is now carrying out several escalator for shopping centres; solar power station in the Pyrénées projects in France, the Maghreb and - the improvement and extension Orientales region (France), whose the Middle East and is looking of the moving walkway range; innovations are still a reference in this to the future by actively participating - the development of escalators area to this day. Today, awareness in longer-term developments with variable gradients. of the problems caused by CO2 emissions like “the Pégase project” managed and the increasing scarcity of fossil fuel by the CNRS. Rational management of energy and environmental performance

In 2008, Babcock Wanson continued R&D at Bertin two flagship projects designed to optimise the performance of industrial boiler houses in terms of efficiency, safety and environmental performance, while reducing operators’ energy bills: Bertin and its subsidiaries long-term. It enables and industrial partnerships, intervene not only in a collection of high quality as part of internal - the low NOx burner project, which customers’ R&D projects patents to be built up, or collaborative projects aim is to provide a mass-produced but also in research and to develop know-how (competitiveness clusters, burner that releases less than 80 mg/Nm3 projects funded by equity together with proprietary ANR (national research of nitrogen oxides, under real boiler capital to develop products with a strong agency), European operating conditions. key competences and potential for enhanced projects, etc.). - the OAM BW 720 project combining technologies in the value. Bertin is also accredited markets of Defence, This dynamic is supported, for Research Tax Credits products and services for the economic Health and Energy. as in the other Group and has been labelled operation of boiler houses, which This investment in R&D business sectors, a “Contractual Research has now entered the industrialisation is planned over the by high-level scientific Structure” by OSEO. phase and is undergoing further WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 3

1. The L-CAT prototype financed by equity capital. A symbol of the Group’s know-how and creativity.

2. CNIM contributes to the LMJ: evidence of mastering complex systems.

3. Solar energy: a new challenge for the Group.

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only balance and stability, but Innovate and Act also the Group’s development in the best possible conditions. The Supervisory Board has The creative energy of our engineers is relayed by the Group’s ability permanent control over the to act and react rapidly whenever a project forming part of the Group Management Board’s management strategy is validated. of the company. The management Board is vested with the most extensive powers to act on behalf of the company in all circumstances. An innovative, enterprising CNIM has thus implemented a Quality/ It exercises them within the limit and high-performance Group Safety/Environment Policy focused on: of the company’s business, subject to those expressly attributed by CNIM undertakes projects that often - The quality of the customer the law to the Supervisory Board constitute real technological challenges. relationship and their confidence in our and shareholders’ meetings. To achieve that goal we dispose of: staff’s competence, rigorous standards At any time during the year, the - considerable capacities for calculation and efficiency; Supervisory Board may carry out and industrialisation; - Risk prevention and the safety any check and control it deems fit, - a large number of engineers (1,350); of people and goods during and can request the communication - sufficient self-financing capacities interventions at customers’ premises of any documents it considers to enable it to develop technologies and the operation of their installations; necessary to the accomplishment and their industrialisation using equity - The development of solutions and of its mission. capital. innovative technological approaches Once a quarter, the Management The CNIM Group is relatively atypical integrating a concern for environmental Board presents a report on its main in the French industrial landscape. protection and energy savings. management actions to the Its size positions it at the frontier of the The Group deploys this policy as part Supervisory Board. At the closing big Groups. of a quality management system: a tool of each financial year it also presents for progress organized around know-how, the Supervisory Board with safety and innovation. documents concerning the annual A Group committed to accounts, parent company and authentic and long-lasting consolidated financial statements values A responsible Group for the purposes of verification and control. The CNIM Group is committed In 2002, the Group opted for the The Supervisory Board presents to meeting its customers’ requirements legal status of limited liability its observations to the General as closely as possible, from design company with a Supervisory Board meeting on the Management Board’s to delivery, while fostering an and an Management Board. This report and the accounts for the environmentally friendly approach. management structure ensures not financial year. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 16-17 1. Some employees of the Foschan plant CNIM › 2008 ANNUAL rePort (China).

2. Construction of escalators at the same Human Resources plant.

3. At CNIM, many positions require high-level qualifications.

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Human Resources Preparing for the future The Group Human Resources Department uses an anticipatory The CNIM Group Human Resources Department has structured its policy approach, in view of adapting and organisation to respond to its two chief missions: the current organisation to future • To keep the engine running, i.e. to ensure the proper administrative, legal requirements. The Group’s development and social management of the Group’s various entities. depends mainly on the forward-looking • To prepare for the future: this includes anticipating the needs of the Group management of jobs and skills. It has and assisting its development, in particular by adapting resources to the permanent mission of adapting requirements. its procedures and the Group’s present resources to the needs of tomorrow. The action plan for its teams has been drawn up to meet this twofold It keeps a constant eye on the next objective. generation of managers, experts and directors, and helps them to develop It also maintains constant and open dialogue with management and labour. their personal and professional It encourages consultation with staff representatives on matters of skills in order to serve the Group. collective interest. In a traditionally masculine environment, the CNIM Group is moving voluntarily towards the integration of women into its technical and managerial teams.

Guaranteeing high quality in the field. They define and describe management on a daily basis processes and measure their performance. They also carry out audits This organisation is based on and controls based on the principles two mainstays: a multi-disciplinary of efficiency, quality, cost control team and operational teams. and compliance with deadlines. The multi-disciplinary team guarantee the pooling of Human Resources means The operational teams are in charge and actions within the Group. They of implementing the entire Human are geared towards getting ready for the Resources policy of the Group. future. They prepare initial thinking They are the guarantors of its respect and basic action. Within their areas and proper application. of competence, they support and assist These teams are there to help all the the operational teams with their actions staff for which they are responsible. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. Meeting with the students of the “Ecole Polytechnique”, organised by the recruitment department.

2. Practical training at our workshop in Milan (Italy). 1

Group workforce 3460 employees on 31 December 2008 (including 71% productive staff)

2 % 7 % 40 % 11 %

64 % 16 % 30 % 30 %

Breakdown by category Breakdown by geographical area Engineers France: 2 216 Technicians and employees Europe: 549 (excl. France, incl. Russia) Workers America: 381 Asia: 243 Africa: 69 2

Actions in 2008 executives in France and throughout in a number of countries where CNIM the world. This organisation was made is established led us to set up a safety These were part of the long-term crucial by the integration of Bertin policy at Group level during 2008, Human Resources action plan which has significantly increased in order to protect our staff. for 2007/2009. The following were the number of top level engineers and For example, a specific system is now launched in 2008: executives, together with the Group’s in action in several countries, with international standing. CNIM thus the introduction of a safety plan A new compensation policy: acquired all the communication tools designed to raise awareness in, inform The introduction of a compensation necessary for carrying out targeted and advise our employees in regions policy including management by actions in the areas concerned – presenting a certain risk (terrorism, objectives was validated by the General particularly the top class higher earthquakes, health hazards, etc.). Management. education institutions – and This will make it possible to develop participated actively in trade fairs, The CNIM Group includes industrial a managerial culture within the Group, events and student forums. This and/or commercial subsidiaries in to foster the spirit of enterprise, approach was initially carried out in 23 countries. recognition of performance and France, but it is planned to be extended the respect of the objectives set. outside the country at a later date. We have also welcomed ten “VIEs” The aim of this new policy, gradually The growing number of job applications (in-company international volunteers) introduced for engineers and executives, registered on its recruitment website into our teams, in the UK, Morocco, is to make the interests of the company indicates that the CNIM Group, Canada, China, Hong Kong, Azerbaijan, and staff converge even more by sometimes perceived wrongly as and in Germany. rewarding individual and collective complex, is gaining daily in visibility. performances in a fair and objective manner. Internal communication actions Management by objectives based Areas dedicated to internal mobility on the principles of delegation, are provided to Group employees, the encouragement of a sense of to assist those who wish with the responsibility, skill development advancement of their careers and skills, and recognition will all help to foster as well as acknowledge the qualifications the profitable growth of the Group they have acquired. Through these and ensure its future and durability. initiatives, the Human Resources Department aims to widen Group Development of the recruitment employees’ opportunities for career strategy development. A department was created within the Group Human Resources International actions Department to manage and coordinate concerning safety in countries the recruitment of engineers and The recent increase in terrorist threats WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 CNIM › 2008 ANNUAL rePort Activities

The CNIM Group’s activities are structured along 5 specialized product and service lines:

20 — Environment

26 — Defence Systems

30 — Transport

34 — Energy

40 — Bertin WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. Production of composite material equipment. 2. Solar power station. 3. Waste-to-energy plant. 4. Escalators in a metro station. 5. Industrial boiler burners. 2 1

3 4 5

Environment Energy

- Waste treatment: - CNIM Babcock Services: Eco-industrial parks, household Maintenance and renovation and biomass waste-to-energy of industrial boilers, waste-to-energy processing plants, plant operation plants, installation and renovation and maintenance. of boiler houses, upgrading to comply - Flue gas cleaning: with regulatory requirements. Flue gas treatment systems for - Babcock Wanson: household waste-to-energy processing Design and construction of industrial plants, thermal power plants, district boilers, air treatment, water treatment heating plants and industrial boilers. and related services.

Defence-Systems Bertin

Advanced equipment and technology Contractual expertise and research for Defence, Aeronautics, Space services, design and manufacture and Nuclear Industries as well as of innovative solutions in the fields for Scientific Research. of Defence, Safety, Aerospace, Health, Energy and Environment. Transport

Escalators, conventional and rapid- moving walkways, platform screen doors, sliding railway-car door systems, lifts and equipment maintenance. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 20-21 CNIM › annual report 2008 Environment

1 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. Bourgoin-Jallieu waste-to-energy plant.

2. Waste-to-energy plant project in Baku.

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Waste treatment

CNIM’s clients are either public (local government authorities) or private (subcontractors for public services). The Group offers the widest range of solutions to control the processing cycles of municipal and industrial waste in line with the environmental strategies implemented by local communities. Not only does CNIM supply combustion and energy recovery systems and equipment but also turnkey plants for waste to energy conversion and eco-industrial parks.

CNIM provides general design, construction, commissioning and technical support for the operator. These plants are increasingly included in local authorities’ multiple process type waste management schemes, which combine selection, sorting, recycling, biological processing (composting and methanisation) and energy production (electricity and/or heat). Today more and more cities in the world are using waste as an energy source for heating or lighting. CNIM uses clean technologies which is constantly developing, particularly in combustion and flue gas treatment systems. They comply with the highest standards regarding efficiency and environmental impact. The operation of waste-to-energy plants is also one of the Group’s strategic activities. The experience thus gained contributes to constantly improving the performance and reliability of the systems offered. In addition, CNIM provides a full range of customer support services for the optimization of existing installations and upgrading, if required, to comply with new environmental standards. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 22-23 CNIM › annual report 2008 Environment

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Market development in 2008 production and biological treatment and for treating other pollutants using systems, in order to propose a semi-wet type reactor including Commercial prospecting actions comprehensive centres or even liquid limestone injection, active carbon and investments made in structures eco-industrial parks for markets and bag filters. and human resources to aid exports both within and outside France; produced results, with: - major efforts were deployed to The contract also stipulates that CNIM - the very big contract won promote development in the Italian is to operate the plant for a period in Azerbaijan; market, and a department devoted of 20 years. - the completion of the first stage in to monitoring this market was created. This project is entirely financed the waste treatment project in Bahrain; In France, the 2008 context remained by the Azerbaijani State. - the new European key reference very unfavourable to the completion of represented by the order for a plant steady projects, and no customers made IN THE ISLE OF JERSEY in Jersey. any decision. However, the production The consortium led by CNIM, with activity remained relatively buoyant, Spie-Batignolles (France) and Camerons In addition, in order to consolidate with several major worksites under way. (Jersey) as partners, won this contract its already strong presence in the because of its recognised skills in waste United-Kingdom, CNIM signed several treatment, flue gas cleaning systems and agreements with local partners in view Main achievements civil engineering as well as the of participating as “EPC Contractor” and orders attractiveness of its offer in terms after the launching of the extensive of investment and operating costs. waste treatment plant construction Three major successes in 2008 The new plant will replace an ageing programme in Great Britain, i.e. in IN AZERBAIJAN incineration plant. It forms part supplying turnkey integrated solutions, At the end of 2008, the CNIM Group of the comprehensive environmental from engineering to supply and signed a contract worth e346 million plan called “Keeping Jersey Special” construction, then putting facilities with the Azerbaijani Ministry for launched by the State. into service. Economic Development, concerning The facility will consist of: The Environment Division also set up the construction of a waste-to-energy - two incineration lines each with two teams of experts in 2008: processing plant for the municipal a capacity of 7.5 t/h, thus treating - one for taking charge of public service waste of the capital Baku. 105,000 t/year; commissions and participation This plant, which will be completely - a nitrogen oxides control system and in “BOO” (Build, Own, Operate) operational by 2012, will have a SECOLAB flue gas treatment system; contracts, currently illustrated a capacity of 500,000 t/year. It will - a turbine-generator rated 10.2 MW, by the projects in Salerno (Italy) consist of: which will produce around 7% and Coventry United-Kingdom; - two incineration lines with a capacity of the power required by the island. - the other to achieve the objective of 33 t/h of household waste. In the end, this project will enable of integrating, into a single household - flue gas cleaning systems for treating the State of Jersey to optimise its waste waste treatment offer, complementary nitrogen oxides with an SNCR type treatment and make a great stride sorting, methanisation, compost abatement process using liquid urea, forward in its environmental approach, WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. Isle of Jersey: a photomontage to imagine the future.

2. The CNIM Group’s exhibition booth at the Pollutec 2008 show in Lyon.

3. Erection of the Marseille waste-to-energy plant in its final stages.

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in considering waste as a renewable waste treatment plant (operation - the construction of energy. It is gaining an ultramodern of the plant and sorting centre). in Thumaide, Belgium; waste-to-energy processing plant that We should note that CNIM also directly - work currently being completed will be one of the cleanest in Europe. operates, through dedicated subsidiaries at the integrated waste treatment plant or partnerships, the plants at Toulon in Marseille. IN THE KINGDOM OF BAHRAIN and Lannion in France, and those In December 2008, CNIM signed at Hanford, Dudley and Wolverhampton design and engineering activities: an exclusive contract for treating in the UK. - the plant at Flamoval in France all the waste in the Kingdom of Bahrain. and line 7 of the Thumaide plant This contracts stipulates an initial phase The main achievements under way in Belgium, for which the work orders consisting of the construction and concerned: are expected shortly. operation for 25 years of an integrated major worksites: plant that can treat 500,000 tons - the reconstruction of lines 2 and 3 of household, commercial and of the waste-to-energy plant for waste construction/demolition waste. from Brno in the Czech Republic; The implementation of this first phase is subject to the successful conclusion of the following stages: - the finalisation of the plant’s configuration; - the set-up of financing for its Outlook production in the form of a “BOT” (Build, Operate, Transfer); for 2009 - the obtaining of the appropriate administrative authorisations. This is a large-scale project which once The operational subsidiaries for managing • the intensification achieved could enable CNIM to position guidelines the Baku and Bahrain of efforts in plant itself in the Gulf in the long-term. for development project contracts, in order operation markets; are based on: to be able to seize every • the increased presence opportunity, especially of CNIM in the sector Other significant commercial events • the intensification in the Gulf States; of processes - CNIM received an order from Sidec of commercial efforts • commercial complementary to waste for a coal-fired boiler of 140 t/h for the focusing on countries development in Italy, treatment, including new 38 MW Caraïbes Energie thermal with a potential for Spain and Central facilities involving MBT power station, whose construction attractive development; Europe; (mechanical biological • the installation of local • the consolidation treatment) methods is now starting in Guadeloupe. operational structures of actions undertaken for reducing residual - As regards the operation activity and the creation of in the UK; waste before treatment. in France, CNIM was awarded the operating contract for the Thiverval WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 24-25 CNIM › annual report 2008 Environment

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LAB flue gas cleaning Market development in 2008 With its healthy sales dynamic and flexible organisation, LAB is able LAB plays an important role in the Group’s environmental activities. to adapt to specific market conditions It ensures the design, construction, installation, commissioning and changes, even in the short-term. and maintenance of flue gas treatment systems for waste-to-energy plants, LAB is continuing a sustainable biomass power plants, district heating plants and industrial boilers. growth strategy, including through: - extremely close cooperation with LAB’s expertise spans the full spectrum of flue gas cleaning processes its parent company, which provides available within the framework of BAT (Best Available Technologies) turnkey plants to countries engaged in waste-to-energy processing for treatment of: programmes. The most impressive - dry, semi-wet or wet type treatment systems as well as all variants example is in the United-Kingdom, and combinations of dust, heavy metals and acid gases control. where CNIM signed a number of - abatement systems for nitrogen oxides, dioxins and furans. agreements with local partners in order to position itself as an “EPC Contractor” All of these processes can be implemented in their standard configuration. in the waste treatment plant market Specific characteristics can also be applied to suit fuel composition (see page 22). LAB is naturally or meet any particular customer requirements. To adapt to the widest a key element in this set-up. range of demands, LAB uses components for which it has developed - a presence, either direct or via local its own licensed technologies. partners, in the markets of Northern For the plants it equips, LAB also handles the treatment of solid or liquid Europe and the Netherlands. - a strong presence in Germany through residues after combustion or flue gas treatment, in order to convert some its subsidiary LAB GmbH in Stuttgart, components or facilitate their disposal. which is also well-known in other LAB ensures even more rigorous emission standards than those imposed European countries. by European directives, which are already stringent, using processes to reduce drastically the concentration of pollutants to a degree where At the same time, 2008 saw the it becomes difficult to measure their presence. launching of LAB Services, a new LAB provides flue gas treatment systems in the plants built by CNIM, consultancy and services structure but it also conducts business independently in all European markets designed to support customers concerned. in plant operation, mainly by: - making plants compliant with environmental standards whenever necessary; - improving operational performance; - reducing operating costs. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. Herringen plant (The Netherlands).

2. Rotterdam plant (The Netherlands).

3. Rostock plant (Germany).

4. Göteborg plant (Sweden).

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This innovative offer is mainly based be participating in the construction in IN SWITZERLAND on the principle of the “full maintenance Meath of the first waste-to-energy plant LAB GmbH, long established in this concept”, which covers audits, ever built in the country. It will provide country, has been awarded the order recommendations and guidelines the semi-wet type flue gas treatment for the flue gas treatment system for for progress, procedures, interventions, system for this plant, designed to the new plant in Winterthur, equipped assistance during large-scale process 200 000 tons of waste per year. with a furnace-boiler unit directly maintenance, and spare parts available IN FRANCE supplied by CNIM’s long-standing on line. Sidec ordered a dust collection system partner Martin GmbH. for the CNIM coal-fired boiler in the new Caraïbe Energie power station Projects currently in progress Main achievements currently being built in Guadeloupe. The main projects in progress and orders IN ITALY or completed concern the plants in: The Veolia Group has entrusted LAB - Rotterdam, Twence, Harlingen, These were either projects entrusted to Services with renovating the flue Dordrecht and Delfzijl in the Netherlands; LAB within the framework of turnkey gas treatment systems at the Falascaia - Herringen, Solingen, Mainz, Rostock, plant contracts awarded to the Group, plant to ensure their compliance Bremen and Infraserv-Höchst or projects contracted directly. with environmental standards. in Germany; IN GERMANY - Göteborg and Malmö in Sweden; Within the framework of Group LAB GmbH is taking orders for nitrogen - Marseille in France. contracts oxides control systems for the Miro IN AZERBAIJAN plant. LAB will equip the two incineration lines at the waste treatment plant in Baku, with semi-wet type flue gas treatment systems. IN THE ISLE OF JERSEY Outlook For this new Group reference, the innovative SECOLAB process using for 2009 limestone and active carbon was chosen. To this will be added a nitrogen oxides SNCR type abatement system, which will thus ensure remarkable • Continued commercial • Speeding up • Maintaining an intense efforts in European zones the development of research and development environmental performance. with strong potential, the activities of the new drive in close line with particularly Northern LAB Services structure, environmental standards, Projects contracted directly by LAB Europe but also Italy and promoting its “full and seeking to reduce SA, LAB Services or LAB GmbH and Spain. maintenance concept”. overall costs. IN IRELAND On behalf of Indaver Ireland, LAB will WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 26-27 CNIM › annual report 2008 Defence-Systems

1 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 2

1. First underwater test launch of a M51 missile from the test platform made by CNIM at the Biscarosse centre.

2. SPRAT operating trials.

3. “Le Terrible” nuclear submarine in Cherbourg.

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Defence-Systems

CNIM Defence-Systems offers global solutions in the field of Complex Mechanical Systems to major contractors in the Defence, Aviation, Space and Nuclear Industries. Its expertise extends over the whole product cycle, from R&D to maintenance, including design, studies, manufacture, installation and commissioning. In all its business sectors, CNIM develops internally or in long-term partnerships the key technology and expertise thus enabling it to offer the most efficient solutions to its clients.

Innovation associated with willingness to achieve ambitious industrial objectives, is the main driving force behind the Division’s growth, through the development of new concepts, new products and new technologies. By drawing on the experience acquired in its fields of excellence, such as deterrent weapons and bridging systems, CNIM Defence-Systems is continuing its development in nuclear energy and sea landing systems based on the L-CAT concept, major scientific facilities such as the ITER (International Thermonuclear Experimental Reactor) programme and the Jules Horowitz reactor, and also in the transport sector with high-performance composite structures. The organisational structure, which groups on the same industrial site all of our skills and means, ensures the necessary reactivity and flexibility to satisfy all our customer requirements. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 28-29 CNIM › annual report 2008 Defence-Systems

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Market development in 2008 with leading aircraft manufacturers, The construction tests have been in Research and Development completed and the qualification trials In 2008, the Defence markets were programmes on composite structures. started. The bridging sections have marked in France by the publications successfully performed the workshop of the "Livre Blanc" on Defence and endurance tests. Finalization, rolling National Security, and the French law Main achievements and performance tests of this 10x10 detailing military projects for the and orders vehicle have proven its great mobility 2009-2014 period, which confirmed the on the La Valbonne test tracks. Serial continuity of the programmes involving Deterrent weapon systems production of the base elements CNIM. In particular, the deterrence For DCNS: is continuing at the same time. policy was consolidated as an - CNIM completed the integration - A prototype module of the PFM indispensable foundation of the national of the M51 missile-launching tubes motorised pontoon bridge was equipped strategy, thus perpetuating oceanic and the installation of the peripheral with new diesel outboard motors component weapons systems, and the equipment in the “Le Terrible” missile and single centralised controls, and Megajoule Laser programme which launching nuclear submarine, which then tested by the CNIM teams. ensures the maintenance of its technical was inaugurated by the French President credibility. Legislation also plans for on March 21, 2008. Sea deployment systems the modernisation of the amphibious - began production of the series of tubes The launch of the L-CAT prototype and fleet with the delivery of landing vessels designed for the adaptation of the its presentation during the Euronaval (EDA). “Le Vigilant” missile launching nuclear exhibition in October 2008 confirmed submarine to the M51 vector; the high potential on the military The markets for energies limiting - also carries out the contract involving applications of forces deployment and greenhouse gases in line with the Kyoto studies on and production of ballast multipurpose patrol boats. A marked agreement remained buoyant in both models and the associated tooling of the interest was shown in the segment the civil nuclear sector and as well missile launching nuclear submarines of bigger MPC2 (60 m) and MPV vessels concerns technological developments programme. (90 m). Prospecting in Asia and with alternative energies of the future. the follow-up after the Biomarine In 2008, CNIM confirmed its position For Astrium Space Transportation exhibition also opened up distinct along with major contractors - CNIM delivered the test equipment possibilities in the civil market of throughout the nuclear cycle, from fuel used in 2008 to successfully perform transporter bridges and service vessels. enrichment to dismantling and waste the first underwater test launch treatment. of the M51 missile from the test facility Laser Megajoule Project At the same time, CNIM positioned in Biscarosse. The company also - ECI: as main contractor of this project, itself as one of the key French industrial completed the serial production of the CNIM heads a group of ten companies players in terms of setting up handling and storage shells for the M51. seeking to develop the infrastructures, international and national organisations logistic support and operational associated with the ITER programme. Land deployment systems equipment of the test chamber. In Aeronautics, CNIM participated, along - SPRAT (rapid bridge laying system) The 5-year development stage of this WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 project has come to completion in 2008, 1. Core of the ITER reactor. 4. Packaging and weighing facilities with the gradual switchover to the for the Georges Besse II plant. production stage which will also last 2. L-CAT embarkation test on the BPC “Le Mistral”. 5. Commissioning of a fibre placement 5 years. robot in La Seyne-sur-Mer. - SCF: The redesign stage of the SCF, 3. Prototype of the FCS (Frequency in which CNIM was actively involved, Converter System) for the LMJ. has been completed to the entire satisfaction of CEA-DAM. CNIM has prepared for the follow-up of this project, including final development of the SCF and its operational tools as well as launching its production.

ITER Programme By capitalising on the know-how acquired during the Laser Mégajoule programme, its industrial capacities and its geographical position close to Cadarache, CNIM offered a wide range of services to international and national organisations, and to top manufacturers in the ITER programme: - Assistance in project management: as the partner of Areva TA, CNIM helped to carry out the System Engineering Support (SES) contract. 5 - Development of automated units for operation and maintenance: in 2008, CNIM obtained a first study contract for units similar to those developed for the LMJ. Aeronautics and space in La Seyne-sur-Mer of an automatic - Production of large mechanical units: programmes fibre placement machine. This is the CNIM carried out several major Snecma Propulsion Solide awarded first industrial tool of its kind installed mechanical projects in the system CNIM the contract for manufacturing in France. It is used for research (vacuum chamber, magnets, supports, housings of the Ariane 5 boosters work programmes with Dassault etc.), where the size of the installation for a renewable five-year period. On and Eurocopter. involved considerable industrial the Airbus A350 XWB programme, Lastly, a new research work challenges. its cooperation with ATK enabled it to programme was launched with Airbus - Assistance in integration: CNIM get a footing in the market for stiffeners to develop a large scale composite offered its know-how to assist the and composite fuselage frames. mould, which is to be introduced into very large number of foreign suppliers 2008 was marked by the implementation a mass production line. participating in the project.

Nuclear power programmes CNIM delivered and installed the first 47 packaging and weighing facilities or unit 1 at the George Besse II plant for the Société d’Enrichissement Outlook du Tricastin (Areva Group) and also for 2009 continued to set up a framework agreement with Areva Corporate in view of providing a range of equipment and services associated with the EPRs 2009 will be marked by plant, with EPRs or a key factor for success (European pressurised reactors) sold considerable growth further on in the cycle, in marketing this new for export. in activities and orders in with the dismantling range of products, CNIM established the necessary civil and military sectors. of facilities. Export particularly in South-Fast marketing actions will Asia. industrial contacts with major • Major projects be stepped up. principals, including CEA, Areva concerning deterrence • New technically and EDF, so as to be ready to participate and land bridging • CNIM’s innovation drive advanced activities in the dismantling of nuclear power systems will continue, for the development with considerable plants and research reactors within together with of the L-CAT should take industrial potential the framework of partnerships. considerable production shape in France though could be introduced activity. the economy recovery in the fields explored plan involving the over the past few • As regards nuclear acquisition of eight years with the ITER energy, major enrichment amphibious landing programme and orders could be finalised vessels. Being awarded composite structures with the George Besse II this contract would be for aeronautics. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 30-31 CNIM › annual report 2008 Transport

1 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. Escalator at Disneyland Hong Kong.

2. Architect’s view of metro line 4 in Budapest (Hungary).

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Transport

The Transport Division designs, builds, installs and ensures the maintenance of escalators and moving walkways for heavy duty applications for public transport (metros, railway stations, airports) together with sliding door systems for railway carriages and platform screen doors for metro stations. The offer is completed with design, production, renovation and maintenance of lifts.

The Transport Division is organised around three industrial sites and two technical centres. The industrial sites are located in France in La Seyne- sur-Mer (historical origin), in China in Gaoming near Foshan and in the United-States in Plattsburgh in the state of New York. The technical centre for escalators and moving walkways is located on the French site and the technical centre for door systems on the US site.

All subsidiaries are trained for the management of major international projects and equipment maintenance to be able to reply to all tenders in terms of times, technical constraints, availability and safety. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 32-33 1. Escalator at the Hong Kong airport. CNIM › annual report 2008 2. Lyon Confluence leisure and shopping center project. Transport

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Market development in 2008 Main achievements and Hong Kong orders The CNIM teams began installing Following on from previous years, 24 full-height platform screen doors the market for escalators and moving Exports: 2008 – a successful year at the Hong Kong international airport. walkways has continued to grow The work which began in September in volume, despite constant pressure It was a year of excellent export figures 2008 on East Hall will continue with on the price of equipment. for the Transport Division, thanks to Sky Pier. Overall demand remained high several major contracts. In addition, CNIM Hong Kong was throughout 2008, with a market chosen to supply and install 2 additional that continued to be very active Singapore escalators at the Tuen Mun subway in China and more widely in Asia. The Land Transport Authority, the body station. CNIM won a number of major subway in charge of transport management contracts. These opened up interesting in the city state, awarded CNIM the Hungary commercial prospects, particularly contract for extending the Circle Line CNIM was chosen to supply 93 E-Type- through the creation of new CNIM and Downtown Line, worth around Premium escalators and 35 lifts for subsidiaries in Singapore and Budapest. 100.3 million Singapore dollars. the 10 stations on line 4 of the Budapest 2008 was also marked by the dynamism It concerns the design, production, subway. This line, which will cross of the lift business, which frequently installation and putting into service under the Danube river, will contain benefited from existing synergies in of 293 escalators and 6 moving deep-level stations. They will be the products and services offer, making walkways. equipped with escalators of more than it possible to respond globally A new CNIM subsidiary has been 20 meters in height. to “electromechanical” invitations set up to carry out this contract, which to tender for subway and railway will be completed in about eight years. stations. China After its initial success with the subway, CNIM won another contract for the Canton subway. This contract includes the provision of 100 E-Type Premium escalators, intended for the extensions of lines 2 and 8. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. CNIM lift in a shopping centre.

2. Escalators at the Barros Ter metro station in Budapest (Hungary).

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Joint development of escalators The crowning glory in this joint In Belgium and lifts development of escalators and lifts The Charleroi metro entrusted CNIM for shopping center was the Vinci order with the supply and installation of 2008 was strongly marked by the for the Lyon Confluence leisure and 3 escalators and 2 lifts. awarding of several major contracts shopping center. Designed by architect for lifts. Jean-Paul Viguier for Unibail-Rodamco, In Canada this prestigious project in the heart The Montreal metro authority (STM), In France of Lyons will include 22 escalators, 6 lifts a longstanding client of CNIM Canada Not only new lifts for shopping centres, and 5 service elevators. for escalators, showed its continuing but also special lifts for exceptional faith by calling on us to assist in its projects, like the 5 lifts for the EPR In the United-Kingdom project for altering five stations, which in Flamanville, 8 others installed in Meanwhile, Accord Lift Services won are to be made accessible for people the buildings of the Laser Mégajoule, a contract for replacing 4 large capacity with reduced mobility. Thus CNIM will and the design of 2 made-to-measure lifts for the London underground, 2 of supply 13 lifts without machinery. lifts for the church of Sarlat by architect them to be installed in Wapping station, Jean Nouvel. and the other 2 in Shadwell station. Confirmation of the breakthrough of Alteo commercial escalators In 2008, the efforts made to promote the Alteo commercial escalator range, Outlook designed for shopping centers, hotels for 2009 and large service activity sites, led us to the awarding of several contracts for integrating escalators of this type with prestigious customers such Our Gaoming plant will be for railways, airports • CNIM Hong Kong will as Monoprix, Casino, Altarea, and managing a considerable and subways, China is to be continuing the Toulouse Blagnac airport. order book, including continue investing in the installation of platform the delivery of equipment creation of new subways screen doors for Hong for subways in Shenzhen, and railway lines at a rate Kong airport at the Sky Canton, Singapore and similar to that of 2008. Pier and Sky Plaza sites. Budapest. These will be a showcase • 2009 will see the for its know-how in • Although a global start-up of the new CNIM these systems, which slowdown in demand subsidiary in Singapore, are becoming more is expected for which will boost the widespread, particularly commercial escalators Group’s presence in Asia. in subway stations. and those designed WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 34-35 CNIM › annual report 2008 Energy

1 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. La SNET power plant in Gardanne.

2. CNIM Babcock Services: full control of major renovation sites.

2

CNIM Babcock Services

CNIM Babcock Services provides a very wide offer of services for industry, utilities, boiler house operators and local authorities: - Maintenance and renovation of industrial and power boilers and of waste-to-energy plants for household waste; - turnkey supply and renovation of boiler houses. CNIM Babcock Services renovates the plants to improve performance, reduce operating costs and ensure compliance with the most stringent regulatory requirements, without interrupting operation.

CNIM Babcock Services has been a long term partner of major industries and public or private utilities in France and abroad. Today it is the most important player in renovation of thermal power equipment in France. Strong technical expertise combined with its capacity for rapid response, where deadlines are often short and rigorous management of human and material resources is required, enable CNIM Babcock Services to provide for the specific needs of projects. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 36-37 CNIM › annual report 2008 Energy

1

2 3

Market development in 2008 The ambitious “buddy system” - In Northern Europe, revamping (or “Compagnonnage” in French), of a waste heat boiler in a Statoil The orders taken reached the highest a programme to consolidate methanol plant in Norway is in progress. level for six years, with an export share its leading position in the field of power The highly specialised technology representing 27%. Sales were also up. boiler maintenance has become fully and materials used involve an In six years, they have risen by 45%. operational. exceptional level of know-how In 2008, CNIM Babcock Services A specialist operational unit has been and technical qualification. endeavoured to consolidate its economic set up to develop the combustion grate model, the main objectives being offer. Excellent control of worksites to regular, controlled geographical growth increase customer loyalty and an extension of the service offer All CNIM Babcock Services actions through innovation. Main achievements are designed to guarantee clients high and orders quality services carried out within Two key events show that the the requested lead times and integrating geographical growth objective is highly The main achievements in 2008 reflected all safety constraints. This is particularly realistic: the continuous implementation the case with major scheduled • In France, the creation of two new of strategic orientations, which have led stoppages, whose success is crucial agencies in Normandy and North to positive results. for the customer. regions has contributed regular activity, and made it possible to get closer The new geographical deployments are Among the loyal customers who showed to our customers, as from this year. productive: confidence in CNIM Babcock Services • In Algeria, with the opening of CB - In France, the creation of an agency during 2008 Services, a local subsidiary. An in Normandy enabled us to conquer in the chemical and operational technical and commercial a new customer: Exxon Mobil, which petrochemical sectors set-up is now responding to the has ordered the replacement of the two - Total: major maintenance operations potentialities of the Algerian market, superheaters of a 240 t/h boiler in Port carried out at La Mède during a power and helping to establish CNIM Babcock Jérôme. boiler stoppage in 2008, together with Services’ reputation around the various operations at the Donges refinery, Mediterranean basin. - In Algeria, Sonatrach (with the and with Total Fluides in Rouen; In addition, the export sales structure support of CB Services) placed an order - GPN in Grand Quevilly and has been strengthened to target for retubing a 400 t/h boiler at its Arzew Grandpuits, and Rhodia Chalampé: the Russian market, equipped with plant. these two customers once again a large stock of Babcock boilers. chose CNIM Babcock Services for maintenance and renovation assignments; - Naphtachimie: maintenance and replacement operations on a superheater in Lavera; WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. Galp Ernergia petrochemical site in Portugal.

2. Food industry: highly efficient Babcock Wanson boiler house - Installed by CNIM Babcock Services.

3. Lifting operation at Rhodia Chalampé.

4. Highly specialized know-how at work for the renovation of a Statoil boiler.

4

- Société de la Raffinerie de Dunkerque Extending the service offer Control of atmospheric emissions (SRD): maintenance and upkeep on Development of maintenance Naphtachimie Lavera chose to install one of their boilers during the stoppage contracts the CNIM Babcock Services nitrogen in 2008; CNIM Babcock Services has a number oxides treatment system when - Figenal/Lyondell: renovation of annual maintenance contracts upgrading one of its boilers concerned of an economiser on a CHP boiler mainly with energy producers and waste by the legal obligation to comply with installed at Fos sur Mer; treatment plant operators. In 2008, the new atmospheric emission limits. - GALP ENERGIA: this Portuguese it signed a first long-term contract customer, which has been using CNIM in the chemical industry involving Revamping of boiler combustion Babcock Services for many years, a five-year partnership with Röhm grates entrusted it with a further intervention and Haas in Lauterbourg. A number of projects are being followed in 2008, involving the renovation up. Dalkia Fridek Mistek in the Czech of the boilers in its Sinès refinery. Republic has ordered preliminary studies for revamping an Ignifluid energy producers combustion grate. - La SNET: numerous maintenance and upkeep services at the Gardanne, Hornaing, Lucy and Emile Huchet power stations; - EDF: interventions at the Martigues and Aramon power stations; - Dalkia: numerous maintenance, upkeep and renovation services all over France, with major projects like those of Vénissieux (SECV) and Hautepierre. Outlook - numerous interventions with for 2009 Enertherm, Cofely, CPCU and on several waste treatment plants. • Specific actions are and large-scale • The implementation being launched to combustion facilities. of CB Services in consolidate the positions Algeria, on top of the in the following markets: • Commercial long-term presence - household waste development is being of Babcock Wanson treatment, intensified in Russia in Morocco, will make - industrial waste and Africa, where there it possible to speed incineration; is a substantial number up deployment around - energy production of Babcock boilers. the Mediterranean basin. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 38-39 CNIM › annual report 2008 Energy

2

1

1. New high output hot water boilers.

2. Babcock Wanson boiler house at a bio-diesel production site.

3. VOC incinerator at Eurand France (pharmaceuticals).

4. Boiler renovated by Babcock Wanson Maroc for Cosumar.

3

Babcock Wanson Babcock Wanson is a service Group that sells its own products, providing Main achievements and orders its industrial clients with tailor-made solutions, highly efficient in terms of energy savings, reducing operating costs and environmental protection. A number of innovative, economical and environmentally friendly solutions Babcock Wanson is a European leader in the construction of industrial implemented in 2008 illustrated the boilers and effluent incinerators and its distinctive expertise covers the variety of solutions provided by Babcock Wanson to various industrial problems. full range of boiler house equipment. It designs and builds it own burners. Babcock Wanson also has full expertise in water treatment systems. Commercial success with new Industrial clients receive the full benefit from the overall operational products and services optimization. • The low- and high-output hot water boilers launched in 2007 have been a commercial success. For example, the new high output hot water range Market development in 2008 took the lead over product sales. was much appreciated by Cofely 2008 was marked by: in Bourges which ordered two boilers Orders taken, although down in • the successful commercial launches of (12 MW and 15 MW) equipped with comparison with an excellent year 2007, new products and a number of renewed Babcock Wanson burners. achieved a level higher than that of 2005 ranges: • The renewed coil type boiler range and 2006. The first effects of the crisis - hot water boilers (ranging from low brought excellent results for the year were particularly felt in Central Europe to high output); in this sector. As they are adapted and Spain, and to a lesser extent in Italy. - rapid steam boilers and thermal to changes in the market, they Very present in their markets, the fluid boilers combining energy efficiency can be used for numerous applications, Babcock Wanson companies held up well, and environmental performance; including the following notably in France and the United- - new micro-modulating very high - food processing industry: in the Kingdom. Babcock Wanson Maroc efficiency burners; United-Kingdom, the Pepsico Group continued its spectacular growth (+45% • development of the exclusive, integrated equipped one of its sites with a 4 MW in three years). OAM BW 720 offer including products Eurosteam® boiler as part of a renovation and services for economical boiler house project; • Stimulated by technological innovation operation; - bio-fuel production: Promont/ Komers and its physical proximity to customers, • the continuous investments launched in Poland also chose the Eurosteam® Babcock Wanson confirmed its original to facilitate the growth of the boiler rental product; position in services. activity; - machine construction: Electrolux In a context of strong competition and low • the acceleration of geographical is integrating Babcock Wanson coil-type growth, the services activity definitively deployment in the Maghreb and Africa. boilers into its laundry machines, and has WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 already been supplied with 30 units; • power production: Saudi Electric is ordering four 6 MW thermal fluid boilers via Pietro Fiorentini (Italy) for a drilling installation in Saudi Arabia.

An extended offer oriented towards the product/service synergy • This twofold characteristic makes this offer: - attractive, as witness the case of William Saurin in Lagny. Babcock Wanson, selected for boiler house renovation work, was also chosen to supply burners and an economiser, and is also preventing any production stoppage during work by installing a rental boiler. - attractive as well for Röhm and Haas Bergame in Italy, which is acquiring a turnkey fire tube boiler house, and has decided to associate it with a Babcock Wanson operating method prefiguring the OAM BW720.

… and creates customer loyalty. For example, in 2008, Bridgestone, after 4 having installed three Babcock Wanson boilers with different technologies which allows Orangina to anticipate ordered in 2008, in sectors as wide- in Hungary and Poland, ordered any possible faults or incidents at the ranging as biogas with ICQ in Italy, a VOC incinerator and burners unit at any time. the production of solar panels with for a manufacturing site in Poland. Guardian Llodio in Spain, printing with Economisers and burners control Cantarella e Molteni in Italy, rendering Investments in the boiler rental energy consumption and limit with Digesnor in Spain, and activity emissions pharmaceuticals with Eurand France. To support this high-growth activity - Economisers reduce energy costs with a This laboratory decided to install a VOC and respond to demand efficiently, very rapid return on investment. A large incinerator at its Nogent-sur-Oise site, a Babcock Wanson has made investments number of units were installed in 2008. unit characterized by the special feature to increase its stock with boilers - The commissioning of the first steam of including a roto-concentrator, which compliant with EC European standards. injection type heavy fuel oil burners reduces the gas bill by almost 50%. This rental offer is designed to provide at Bongrain Illoud is a good example of solutions for breakdowns, the supply the progress made in terms of emission Development in the Maghreb of energy for a particular period and control. This technology optimises countries and Africa above all enables Babcock Wanson environmental performance, as do A very good year in this region, with and CNIM to work on customers’ boilers the new micro-ondulating low NOx major renovation projects for Sunabel without any production stoppage. burners. (Cosumar Group) and the Groupe Chimique Tunisien in Gabes, and sales Controlling gas effluents of new boilers to Maghreb-Steel Rational energy management and After a record year in 2007, the market and Coca Cola in Morocco. In Africa, environmental performance go hand for VOC and odour incinerators Babcock Wanson Maroc registered a big in hand returned to the level of the previous order for renovating a bagasse fired boiler MAE BW 720: a new approach for the years. Around twenty incinerators were for the Sucaf plant in Ferké, Ivory Coast. economical management of boiler houses The development of the OAM BW 720 have been finalised, and it will go on Outlook the market in 2009. This exclusive for 2009 new operating method improves the level of safety and simplifies operation processes. Associated with a specific Thanks to its innovations • The marketing of new extension in Europe; service contract, it represents a new and the extent of its products that are economic approach enabling operating range of products innovative and attractive: • Continued growth costs to be reduced. This innovative and services, Babcock - the OAM BW 720; in the Maghreb countries project, carried out with the Orangina Wanson has the - the new range of low and in Africa in general, boiler house in Meyzieu, is a good resources required pressure boilers; making play with Group example of Babcock Wanson’s know- to maintain a healthy synergies through level of activity in 2009, • The continued Babcock Wanson how. The operation assistance module including: development of the boiler Maroc and CB Services installed in this new boiler house is rental market and its (Algeria). managed through remote monitoring, WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 40-41 CNIM › annual report 2008 Bertin

1 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. External growth in the health sector though the acquisition of Biotec Centre.

2. Bertin’s pharmaceutical branch offers innovative health services.

2

Bertin and its subsidiaries

Bertin is one of the key players in high technological content sectors, whether in the field of service provision (expertise, research, consultancy) or in the design and supply of innovative products. With the support of over 400 engineers and high-level experts, and drawing upon its technological know-how gathered over half a century, Bertin is a committed partner of major players for Defence, Aeronautics, Health, Energy and Environment.

Its multi-sectoral experience, its skills in a wide variety of disciplines at the crossroads between Engineering and Life Sciences, and its project- oriented organisation mean that Bertin can offer its customers (public and major industrial contractors as well as medium-sized companies) innovative and competitive services.

Bertin joined the CNIM Group one year ago. It operates in close technical and commercial synergy with the Group’s other Divisions, mounting offers and carrying out major projects in France and throughout the world. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 42-43 CNIM › annual report 2008 Bertin

1 2

Market developments Bertin continued to expand its market In France during 2008 niches in the fields of Defence, Security In the domain of biological and and Aeronautics. Demand for expertise chemical warfare, Bertin was awarded Bertin joined the CNIM Group in 2008. in the various energy sector industries major contracts with the Délégation The company endeavoured to increase was also strong. In Health, apart from Générale pour l’Armement (the French its regular customer base, and at the the confirmed commercial success state authority in charge of armament same time devote the time and resources of Precellys, one of the main highlights programmes) for developing analysis needed to start up collaborations, was an external growth operation equipment and producing biological identify joint projects arising from carried out in research and development reactives for the French Army. In Group synergies, and then set them services for the pharmaceutical addition, as part of a contract currently in motion. industry. In September 2008, Bertin under way, the remote gas detection Once the introductory phase was acquired Biotec Centre via its subsidiary system using infrared imaging achieved, the teams got down to work SPI-Bio. This buyout strengthened developed by Bertin was successfully in a dynamic of mutual initiatives, the pharmaceutical activitites’ evaluated by the DGA and the Armed building bridges in both directions. competences and service offer Forces. This means that full use can be made with pharmaceutical laboratories In the information systems and today of complementary competences, and biotech start-up companies. technologies sector, Bertin was one of and the value of a customer portfolio the key players in a contract concerning with a 70% shared base can be Defence & Security the development of a software platform increased. With a development strategy for market for processing multimedia and and technological excellence niches multilingual information, received from in line with the White Paper priorities, the DGA in 2008 (PEA Hérisson). Bertin continued to make progress in this sector during 2008. It obtained export a number of significant orders, Bertin was awarded contracts by and made a success of key projects the Tunisian and Moroccan armies both within and outside France. to provide training simulators for armoured vehicle teams. Delivery is scheduled for 2009. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 4

1. Précellys: tissue sample homogenizer developped and marketed by Bertin in more than 20 countries.

2. Training simulator for tank personnel.

3. Coriolis air samplers (monitoring of air quality).

4. Sump filter for the Finnish EPR Power Station.

3

Aeronautics Sump filters for the Finnish EPR power Health Despite an unsettled macro-economic station built by Areva and silencers In 2008, Bertin continued its context in 2008, the subsidiary for a Chinese power station in Ling Ao development strategy in the global Bertin Services Aerospace continued are currently being produced, and will market for laboratory equipment to grow, notably by developing design/ be delivered during 2009. by launching sales of its biological production activities for on-board air sampler Coriolis, for controlling air electronics modules on behalf of key quality, and by selling its 1000th tissue contractors such as Airbus and Thales. sample homogenizer Precellys.

Energy For a number of years, Bertin has been working for the various energy industries (nuclear power, fossil fuels and new energies) as a provider of expertise and innovative equipment. Demand continued to be strong in 2008 for expertise and equipment in these various industries. Working in close complementarity with the other activity Divisions of the CNIM Outlook Group, Bertin has positioned itself in for 2009 the design and provision of equipment (mechanical engineering and control systems) for the nuclear industry within and outside France. Despite a difficult Aeronautics, Nuclear contribution to macro-economic power and new energies, the recently awarded climate, Bertin has will be further bio-defence contracts positioned itself strengthened in 2009. for the production in promising market of biological kits. niches in the Defence, • The pooling Energy and Health of technical expertise Given these conditions, sectors, both in France and sites throughout Bertin’s growth in these and internationally. the world will be market niches is likely consolidated. to largely compensate • Synergies with for any difficulties the CNIM Group’s other • In 2009, encountered in 2009 activity units, which the pharmaceutical with the aeronautics concern commercial activity is set to make sector and industry action in Defence, a considerable in general. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56

44-45 CNIM › annual report 2008

Main subsidiaries of the Group as of 23 April 2009

Environment Transport

______LAB France ______CNIM Transport Holding France ____ LAB Services France ____Accord LIFT Services Ltd United-Kingdom ____ LAB GmBH Germany ____CNIM Canada Canada ______CNIM Thiverval Grignon France ____CNIM Escalators UK Ltd United-Kingdom ______CNIM Ouest Armor France ____CNIM Transport Equipement China ______CCUAT France ____CURTIS UK United-Kingdom ______CNIM Industrie France ____CURTIS US United-States ____ CNIM Saoudi Saudi Arabia > Curtis Canada Canada ______UTE Spain ____CNIM HONG KONG China ______EKOMZ Russia ____CNIMEX Mexico ______CNIM RUS Russia ____CNIM Singapore Singapore ______CNIM NETHERLANDS BV The Netherlands ____CNIM KFT Hungary > CNIM Development Luxemburg ______CNIM Belgique Belgium (Branch Office) ______CNIM ECS United-Kingdom ______CNIM Transport France France ______CNIM UK Ltd United-Kingdom ____ATENA France ______MES Environmental Ltd United-Kingdom ______MES SELCHP Ltd United-Kingdom ____SELCHP United-Kingdom ______Hanford Waste Services Holding United-Kingdom ____Hanford Waste Services Ltd United-Kingdom ______Dudley Waste Services Ltd United-Kingdom ______Wolverhampton Waste Services Ltd United-Kingdom ______CNIM Sro Czech Republic ______CNIM Azerbaijan LTD ______Energonut Italy WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56

EnergY Bertin

______Babcock Wanson Holding France ______Bertin France  ____Babcock Wanson Italiana Italy  ____Bertin Services Aérospace France > Babcock Wanson AG Switzerland ____SPI-Bio France > Babcock Wansonn US United-States > Biotec France ____Babcock Wanson UK United-Kingdom ____Ellipse Pharmaceuticals France ____Babcock Wanson France ____Babcock Wanson Morocco Morocco ____Babcock Wanson España Spain ____Babcock Wanson Caldeiras Portugal ____CNIM BABCOCK Central Europe Poland ______CB Services Algeria ______Babcock Caribe (Interest) Defence-Systems

______Technoplus Industries France > Sud Mécanique France WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 46-47 CNIM › annual report 2008

Contacts

Head office and General Management: 35, rue de Bassano, 75008 Paris – France Phone: +33 1 44 31 11 00 - Fax: +33 1 44 31 11 30 E-mail: [email protected]

Main locations in France France: main Group Bertin subsidiaries Tarnos   La Seyne-sur-Mer Energy, Environment, Waste-to-energy plants, complex Atena Process engineering mechanical systems for the Defence, La Courneuve Espace technologique Jean-Bertin Aeronautical, Space and Nuclear Lifts maintenance in France Avenue du 1er mai, Industry as well as for Scientific Research, 72, rue Émile-Zola, BP 95 40220 Tarnos escalators and moving walkways 93123 La Courneuve Cedex Phone: +33 5 59 64 86 48 ZI de Brégaillon, BP 208 Phone: +33 1 49 37 30 60 Fax: +33 5 59 64 49 64 83507 La Seyne-sur-Mer Fax: +33 1 49 37 30 49 E-mail: [email protected] / Phone: +33 04 94 10 30 00 [email protected] Fax: +33 04 94 10 31 00 Bertin Bertin Services Aerospace Bertin Services Aerospace Vélizy SPI-Bio Blagnac Waste-to-energy plants Aerospace systems 18, rue Grange-Dame-Rose Montigny-le-Bretonneux 5, rue des Briquetiers 78457 Vélizy Cedex (Head office) ZA de Font-Grasse, Phone: +33 1 34 49 14 00 Biotechnology products, mechanical 31700 Blagnac E-mail: [email protected] systems, consultancy and engineering, Phone: +33 5 61 16 48 10 pharmaceutical research Fax: +33 5 61 71 95 88 La Courneuve Parc d’activités du Pas du Lac E-mail: [email protected] CNIM Babcock Services 10 bis, avenue Ampère Maintenance and renovation 78180 Montigny-le-Bretonneux Ellipse Pharmaceuticals of industrial boilers and waste-to-energy Phone: +33 1 39 30 60 00 Pessac plants, installation of boiler houses Fax: +33 1 39 30 09 50 Formulation and pharmaceutical 80, rue Émile-Zola, BP 95 E-mail: [email protected] development 93123 La Courneuve Cedex 4, allée du Doyen-Georges-Brus Phone: +33 1 49 37 31 31 Bertin 33600 Pessac Fax: +33 1 43 52 04 03 Aix-en-Provence Phone: +33 5 57 02 19 20 E-mail: [email protected] Optical and electronic products Fax: +33 5 56 15 37 15 Pôle d’activités d’Aix-en-Provence E-mail: [email protected] 155, rue Louis-Armand 13100 Aix-en-Provence Biotec Centre Phone: +33 4 42 60 46 00 ORLéANS Fax: +33 4 42 60 00 13 Formulation and pharmaceutical E-mail: [email protected] / Development [email protected] 10, avenue Claude Guillemin 45071 Orléans Cedex 2 Phone: +33 2 38 76 20 60 Fax: +33 2 38 76 20 59 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1. Administrative buildings of the Brégaillon site in La Seyne-sur-Mer (France).

2. Italiana manufacturing plant in Cavenago – Milano (Italy).

Environment Défence-Systems Transport Energy Bertin

Manufacturing centre 1 2

Babcock Wanson France World: main Group Hanford Waste Services Ltd Chevilly-Larue subsidiaries Dudley Waste Services Ltd Industrial boilers, air treatment, water Wolverhampton Waste Services Ltd treatment and associated services Environment Waste-to-energy plants operation 106-110, rue du Lt-Petit-Le-Roy Crown Street - Wolverhampton 94550 Chevilly-Larue Germany West Midlands, WV1 1QB Phone: +33 1 49 78 44 00 LAB GmbH Phone: +44 190 235 28 64 Fax: +33 1 46 86 14 16 Flue gas treatment systems Fax: +44 1902 352 052 E-mail: [email protected] Bludenzer Strasse 6 D 70469 Stuttgart MESE (Martin Engineering Systems Phone: +49 711 222 493 50 Environmental) Nérac Fax: +49 711 222 49 35 99 Waste-to-energy plants operation 7, boulevard Alfred-Parent E-mail: [email protected] Crown Street – Wolverhampton 47600 Nérac West Midlands, WV1 1QB Phone: +33 5 53 65 19 00 Italy Phone: +44 190 235 28 64 Fax: +33 5 53 65 17 33 Energonut Fax: +44 1902 352 052 E-mail: [email protected] Power generation using biomass fuel (plant operation) SELCHP CNIM Transport France Agglomerato Industriale Waste-to-energy plants operation La Courneuve - Via dell ‘Energia Landmann Way - Off Surrey Escalators and lifts maintenance 86077 Pozzilli (Isernia) Canal Road in France Phone: +39 0865 911 031 London SE 14 5 RS 72, rue Émile-Zola, BP 95 Fax: +39 0865 911 777 Phone: +44 207 394 47 70 93123 La Courneuve Cedex E-mail: [email protected] Fax: +44 207 252 29 86 Phone: +33 1 43 52 11 41 Fax: +33 1 43 52 79 66 United-kingdom RussiA CNIM UK CNIM Moscou LAB Waste-to-energy plants operation Waste-to-energy plants Lyon 116-118 Chancery Lane 24 sir. 2 Troubnikovskiy per, appt. 50 Flue gas treatment systems London WC2A 1PP 121009 Moscou 25, rue Bossuet Phone: +44 207 430 93 62 Phone: +74 95 697 65 80 69455 Lyon Cedex 06 Fax: +44 207 831 07 17 E-mail: [email protected] Phone: +33 4 26 23 36 00 E-mail: [email protected] Fax: +33 4 26 23 37 70 E-mail: [email protected] WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 48-49 CNIM › annual report 2008

Contacts

Energy Portugal United-States Babcock Wanson caldeiras Lda Babcock Wanson USA LLC ItalY Industrial boilers, air treatment, water Incineration of volatile organic Babcock Wanson Italiana treatment and associated services compounds (VOC) and odours Industrial boilers, air treatment, water Rua dos Transitários 10322 NW Prairie View Road treatment and associated services 182 Salas BS e BT Kansas City, County of Platte Via Roma 147 - 4455-565 Perafita 64153 Missouri 20040 Cavenago di Brianza-Milano Phone: +351 229 999 490 E-mail: [email protected] Phone: +39 02 95 91 21 Fax: +351 229 999 659 Fax: +39 02 95 01 92 52 E-mail: [email protected] E-mail: [email protected] Spain Morocco Babcock Wanson España Babcock Wanson Maroc Industrial boilers, air treatment, water Industrial boilers, air treatment, water treatment and associated services treatment and associated services Carretera Bilbao - Plentzia, 31 Bd Ali Yaata Edificio Inbisa - Planta 1a - Dpto 107 Ain Sebaâ 48950 Erandio (Bizkaia) 20250 Casablanca Phone: +34 944 523 036 Phone: +212 22 35 56 18 Fax: +34 944 523 054 Fax: +212 22 35 23 09 E-mail: [email protected] E-mail: [email protected] Switzerland Poland Babcock Wanson AG CNIM Babcock Central Europe Industrial boilers, air treatment, water Industrial boilers, air treatment, water treatment and associated services treatment and associated services Oberebene Strasse 63 Ul, Grzybowska 80/82 CH 5620 Bremgarten Kolmex Office Tower Phone: +41 56 631 95 80 00-884 Warszawa Fax: +41 56 631 95 88 Phone: +48 2 26 615 122 E-mail: [email protected] E-mail: [email protected] United-kingdom Bureau de Gliwice Babcock Wanson UK Ul, Kosciuski 1c - Industrial boilers, air treatment, water 44100 Gliwice treatment and associated services Phone: +48 3 22 306 894 7 Elstree Way E-mail: [email protected] Borehamwood WD6 1SA Phone: +44 208 953 7111 Fax: +44 208 207 5177 E-mail: [email protected] WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 1 - The Lagoubran site in La Seyne-sur-Mer (France).

2 - The Gaoming manufacturing plant in China.

1 2

Transport CNIM Transport Equipment United-kingdom BelgiUM Escalators and moving walkways, Accord Lift Services Ltd CNIM Belgique maintenance. Lift maintenance Escalators and moving walkways, Third industrial zone to the north in the United Kingdom maintenance of Xinglong. Sanhe Road, West Yoke, Michaels Lane Brusselsesteenweg 493 Cangjiang Industrial Park, Hash, Sevenoaks 9090 Melle Gaoming District, Foshan City Kent TN 15 7 EP Phone: +32 9 252 59 51 Guangdong, China (PC 528500) Phone: +44 1 474 879858 0 Fax: +32 9 252 59 56 Phone: +86 757 886 200 88 Fax: +44 1 474 874 143 Fax: +86 757 886 203 03 E-mail: [email protected] Canada E-mail: [email protected] CNIM Canada CNIM Escalators UK Escalators and moving walkways, Hungary Escalator maintenance maintenance CNIM KFT in the United Kingdom 1499 rue William 2040 Budaörs, Puskás T.4. 116-118 Chancery Lane Montréal, Québec H3C1R4 Phone: +36 23 428 898 London WC2A 1PP Phone: +1 514 932 12 20 Fax: +36 23 428 899 Phone: +44 207 430 9362 Fax: +1 514 932 13 21 Mob.:+36 20 355 3949 Fax: +44 207 831 0717 E-mail: [email protected] E-mail: [email protected] MEXICO Curtis Canada Inc. CNIMEX Curtis Door Systems UK Ltd Platform screen doors, Bradley n° 80 - Col. Anzures Platform screen doors, sliding railway-car door systems 11590 Mexico DF sliding railway-car door systems 1225 rue Industrielle Phone: +52 55 52 540 240 28 A High Street La Prairie QC J5R2E4 Fax: +52 55 52 540 220 Leighton Buzzard Phone: +1 450 619 2228 E-mail: [email protected] Bedfordshire LU7 1EA Fax: +1 450 619 9496 Phone: +44 1525 217742 E-mail: [email protected] SingapoRE Fax: +44 1525 217743 CNIM Singapore ChinA 116 Lavender Street United-States CNIM Hong Kong 03-08 Pek Chuan Building Curtis Door Systems Inc Escalators and moving walkways, Singapore 338730 Portes de quai et portes embarquées pour maintenance Phone: 65 6299 0212 matériel roulant ferroviaire Unit 1 - 8/F - Grandtech Centre - Fax: 65 6299 3890 104 Sharron Ave 8 On Ping Street Plattsburgh, NY 12903 Siu Lek Yuen - Shatin - Phone: +1 518 562 3370 NT Hong Kong Fax: +1 518 562 3870 Phone: +852 2 570 31 35 E-mail: [email protected] Fax: +852 2 807 10 59 E-mail: [email protected] WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 2008

Consolidated financial statements summary

INNOVATE AND ACT WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 52 - 53 › consolidated financial statements 2008 summary Consolidated balance sheet as of 31 December 2008

ASSETS (KE) 31.12.2008 31.12.2007 Amortisations Note Gross and provisions Net Net Non current assets Uncalled subscribed capital Intangible assets Goodwill 3,344 630 2,713 3,034 Other intangible assets 48,782 25,801 22,981 12,633 Sub-total intangible assets V.1 52,126 26,432 25,694 15,667 Goodwill V.2 52,548 5,500 47,048 45,255 Tangible assets Land 14,926 609 14,318 8,447 Buildings 58,689 39,968 18,721 17,815 Plant and equipment 52,915 36,485 16,430 10,028 Others 26,256 19,499 6,757 4,447 Assets in progress 3,113 3,113 2,830 Advances and down payments 4 4 0 Sub-total tangible assets V.3 155,903 96,561 59,342 43,567 Investment property V.4 0 0 0 Long-term investments Investments in unconsolidated subsidiaries and affiliates 19,730 19,566 164 268 Loans and advances to unconsolidated companies 38,091 38,091 12,370 Other investments 11,029 7,119 3,910 3,844 Sub-total excluding equity affiliates V.5 68,850 26,685 42,165 16,482 Equity affiliates – Investments V.6 15,629 15,629 5,840 Sub-total long-term investments 84,479 26,685 57,794 22,322 Deferred tax 2,501 2,501 2,457 Marketable securities (non current) 1,961 1,961 1,931 Total non current assets 349,516 155,179 194,339 131,199 Current assets Inventory and work in progress Raw material 29,158 6,083 23,075 26,115 Goods 567 5 562 457 Work in progress 1,639 103 1,536 1,167 Production in progress 8,297 335 7,962 8,792 Sub-total inventory and work in progress 39,661 6,526 33,136 36,531 Advances + partial payments on orders 19,558 4,231 15,327 9,657 Trade receivable and related accounts V.7 246,166 11,898 234,269 176,078 Accrued income on work in progress V.7 107,923 107,923 80,906 Other receivables V.8 52,709 717 51,992 29,333 Marketable securities V.9 52,931 52,931 46,412 Cash 125,653 125,653 62,314 Prepaid expenses 4,152 4,152 3,812 Total current assets 648,752 23,371 625,381 445,043 Available-for-sale assets V.10 0 0 Total 998,270 178,550 819,720 576,242 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 LIABILITIES (KE) Note 31.12.2008 31.12.2007 Shareholders’ equity Share capital 6,056 6,056 Issuance premiums 7,237 7,237 Legal reserve 606 606 Reserves 108,950 79,273 Consolidated retained earnings 8,671 11,520 Cumulative translation adjustment (7,413 ) (2,790) Net income 26,484 35,670 Total shareholders’ equity V.11 150,591 137,572 Minority interest – Reserve 566 50 Minority interest – Income of the year (349) 536 Total minority interest 218 586 Non current liabilities Bank loans V.12 119,493 28,477 Other long-term debts V.12 242 646 Derivative financial instruments (non current liabilities) 54 372 Non-current provisions V.13 34,742 53,062 Deferred tax payable 4,052 10,383 Other non current liabilities 64,201 Non current assets 222,783 92,940 Current assets Advances and partial payments on orders 27,530 25,078 Suppliers 166,472 125,437 Tax and social security payable 89,000 68,022 Current financial liabilities 39,876 20,493 Current provisions V.13 35,709 24,625 Other debts 5,548 11,958 Estimated future gains/losses 81,995 69,531 Total current assets 446,129 345,144 Total 819,720 576,242 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 54 - 55 › consolidated financial statements 2008 summary Consolidated statement of income as of 31 December 2008

(KE) Note 31.12.2008 31.12.2007 Sales VI.1 678,059 555,321 Stored and capitalised production 11,978 5,488 Operating subsidies 8,652 1,309 Cancellation of amortisations and provisions 50,310 42,651 Transfer of charges 4,169 3,206 Other current revenues 7,996 5,817 Purchases of goods and changes in inventory (359,355) (282,486) Other external expenses (114,137) (92,464) Taxes (other than income tax) (9,655) (8,435) Salaries and wages (140,747) (114,960 ) Social security charges (52,876) (40,923) Employee profit sharing (2,878) (1,371) Sub-total personnel expenses (196,501) (157,254) Depreciation and amortisation (10,629) (8,741) Provisions (44,244) (39,657) Other current expenses (5,557) (8,774) Sub-total of current operating income 21,087 15,981 Other non-current revenues and expenses 9,576 21,605 Depreciation of goodwill VI.3 (5,500) 0 Operating income VI.3 25,162 37,586 Financial revenues Securities 888 1,271 Loans and receivables and other financial income 2,862 4,696 Reversed provision and transfer of charges 379 137 Sub-total financial income 4,129 6,104 Gross financial cost Depreciation, amortisation and provisions (1,120 ) 0 Interest and financial expenses (5,392) (2,789) Sub-total financial revenues (6,512) (2,789) Financial income/(Financial expenses) – Net VI.4 (2,383) 3,315 Exchange gains 11,366 3,518 Exchange losses (12,243) (2,888) Other financial expenses and income 1,373 51 Sub-total VI.5 496 681 Financial income (1,887) 3,996 Share in income (loss) of equity affiliates VI.6 5,662 838 Income before taxes 28,937 42,420 Income tax expense VI.7 (2,802) (6,214) Net income on continued operations 26,135 36,206 Net income on discontinued operations 0 0 Net income over the period 26,135 36,206 Of which net income from minority interests 349 (536) Net income (Group share) 26,484 35,670 Net income per share 8.83 11.82 Diluted net income per share 8.83 11.82 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 Consolidated cash flow table

(KE) 31.12.2008 31.12.2007 Total net income for consolidated companies 26,135 36,206 Elimination of charges and income having no effect on the cash flow or not relating to the activity Elimination of the share of income from companies consolidated under the equity method and income from the sale of discontinued business (5,662) (838) Elimination of depreciation and provisions 11,165 4,589 Elimination of gains/losses from revaluation (correct value) (4,481) (253) Elimination of the capital gains or losses from sales (1) (14,651) (21,842) Elimination of income from dividends (1,372) (51) Cash flow after cost of net financial debt and tax 11,134 17,811 Elimination of tax expense 2,802 6,214 Elimination of the cost of net financial debt 5,270 2,672 Cash flow before cost of net financial debt and tax 19,206 26,697 Effect of the variation in WCR related to the activity (included debts related to the personnel) Inventory 2,946 (4,735) Advances and down payments (6,595) (5,961) Variation of clients and other accounts receivables ( 80,124) (12,609) Advances and down payments received 66,828 13,839 Variation of suppliers and other debts 38,000 (5,405) Total 21,055 (14,871) Tax paid (11,940 ) (11,413 ) Net flows generated by (appropriated to) the activity (A) 28,321 413 Impact of variations in scope of consolidation (2) (380) 38,501 Purchase of tangible and intangible capital assets (31,455) (14,894) Purchase of financial assets (15) (2,000) Variation in advances and loans granted (25,017) 2,468 Sales of tangible and intangible capital assets 1,575 254 Sales of financial assets 8 Dividends received 2,048 51 Net flows coming from (appropriated to) investments (B) (53,236) 24,380 Dividends paid by the parent company (8,902) (9,003) Dividends paid to minority shareholders (3) (48) Capital increase (reduction) 0 0 Sales (net acquisition of shares) (367) (2,295) New borrowings 117,148 22,617 Repayment of borrowings (16,609) (6,540) Financial interest paid (5,270) (2,672) Net flows coming from (appropriated to) financing (C) 85,997 2,059 Effect of the variation in exchange rates (D) 1,122 (538) Effects of change in accounting principles (E) Cash variation A + B + C + D + E 62,204 26,314 Closing cash Marketable securities 52,931 46,411 Cash 125,653 62,315 Current bank account balances (23,990) (16,771) Subsidiaries’ bank account balances (373) 62 Total 154,221 92,017 Cash variation 62,204 26,314 (1) Including €15,163,000 relating to the financing of the English project companies – Appendix IV. (2) Impact of Bertin *acquisition price (including acquisition fees of €75,000). (16,262) * C a s h (4,668) Acquistion of Technoplus Industries (4,500) Balance ALS (1,511) Purchase of Biotec (1,846) Sales of shares to CNIM Development 30,360 Purchase of CNIM Development shares (354) Change in the consolidation method CCUAT (1,769) Others 170 Total (380) WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 56 - 57 › consolidated financial statements 2008 summary

Notes to the consolidated financial statements These notes are an integral part of the consolidated financial statements as of 31 December 2008

I – General information −−Amendment to IFRS 2 – Payments based on shares: conditions of acquisition and cancellation, The CNIM Group consists of 65 companies, CNIM SA −−IFRIC 14 – IAS 19 - Setting a ceiling on assets being the parent company. in respect of defined benefit schemes, minimum financing requirements and their interaction. It is incorporated in France as a “Société Anonyme” with an Management Board and a Supervisory Board, whose 4) Standards not adopted by the EU registered head office is located in Paris. as of 31 December 2008 but not compulsorily applicable as of 1 January 2008 according The accounting principles used in preparing to the IASB the consolidated financial statements are in accordance In addition, the Group does not apply the following with IFRS standards and interpretations as adopted by the standards which were not adopted by the European Union European Union on 31 December 2008 and available on the as of 31 December 2008: following website : http://ec.europa.eu/internal_market/ −−IFRS 3 (Revised) – Business combinations, accounting/ias_fr.htm#adopted-commission −−Amendments to IAS 27 – Consolidated and individual financial statements, 1) Standards adopted by the EU in 2008 −−Amendments to IAS 39 – Financial instruments: The accounting principles used are consistent with those recognition and valuation: Items eligible for hedging, used in preparing the annual consolidated accounts −−IFRIC 15 – Property construction agreements, for the year ended 31 December 2007, with the exception −−IFRIC 16 – Hedging a net investment in a foreign of the adoption of the following new standards and business, interpretations: −−IFRIC 17 – Payments in kind to owners, −−IFRIC 11 – IFRS 2 – Treasury shares and intra-group −−Amendments to IAS 32 and IAS 1 – Redeemable transactions , financial instruments and obligations arising −−Amendments to IAS 39 and IFRS 7 – Restatement on liquidation, of financial assets −−Improvements to IFRS (and in particular the amendment to IAS 38 – Intangible fixed assets, applied 2) Standards published by the IASB, applicable to advertising and promotion costs). as of 1 January 2008, but not adopted by the EU as of 31 December 2008 The CNIM Group considers that at this stage of the These principles are no different from IFRS as published analysis, the impact of the application of these standards by the IASB, with the following exceptions: cannot be known with sufficient accuracy. −−IFRIC 12 – Public service concession agreements standard not adopted by the EU in 2008. I.1 – Presentation 3) Standards adopted by the EU of financial statements as of 31 December 2008, but whose application The CNIM Group presents its financial statements is not compulsory as of 1 January 2008 in accordance with IAS 1 “Presentation of financial The CNIM Group has decided not to apply the following statements”. prematurely: −−Amendment to IAS 1 – Presentation of financial Balance sheet statements (revised), Balance sheet items are classified as current assets and −−Amendment to IAS 23 – Cost of borrowing, non-current assets, or current liabilities and non-current −−IFRS 8 – Operational sectors, liabilities. −−IFRIC 13 – Customer loyalty programmes, WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 Statement of income Company Headquarters % The Group has opted to present the statement of income stake by nature. CNIM BABCOCK CENTRAL EUROPE Czech Republic 100% Cash flow table CNIM BABCOCK POLSKA Poland 100% The cash flow table is based on the indirect method. CNIM CANADA Canada 100% CNIM ESC UK Ltd United-Kingdom 100% CNIM HONG KONG China 99.99% I.2 – Main estimates CNIMEX Mexico 100% The forecast result of each contract is estimated in a note. CNIM NETHERLANDS BV Netherlands 100% The income relating to stage of completion is calculated CNIM OUEST ARMOR France 100% on the basis of this final estimated income. CNIM RUS Russia 100% CNIM SAOUDI Saudi Arabia 90% CNIM TRANSPORT EQUIPMENT China 100% II – Scope of consolidation CNIM TRANSPORT HOLDING France 100% CNIM TRANSPORT SERVICES (ex-NEM) France 100% II.1 – Consolidation methods cnim UK United-Kingdom 100% All companies were consolidated on the basis of financial statements as of 31 December 2008. CURTIS Canada Canada 100% CURTIS DOOR PROPERTIES Canada 100% Subsidiaries over which the Group exercises exclusive CURTIS Door Systems Ltd United-Kingdom 100% control are fully consolidated. CURTIS Door Systems Inc USA 100% EKOMZ Russia 70% Companies controlled jointly by several shareholders are LAB France 100% proportionally consolidated, according to the percentage held. LAB GmbH Germany 100% MES ENVIRONMENTAL United-Kingdom 100% The equity method is used for all subsidiaries in which the SCI Gabriel Péri France 99% influence of the Group is significant, which is presumed SCI 35. rue de Bassano France 99.80% when the Group holds 20% or more of voting rights. UTE CNIM-SENER BILBAO Spain 75% Newly Consolidated Companies II.2 – Fully consolidated companies BABCOCK SERVICES Morocco 100% BABCOCK WANSON USA USA 99.798% Company Headquarters % stake BERTIN SERVICE AEROSPACE France 100% ACCORD LIFT SERVICES United-Kingdom 100% BERTIN TECHNOLOGIE France 100% ATENA France 100% BERTIN SERVICES France 100% BABCOCK WANSON France 100% BIOTEC France 100% BABCOCK WANSON AG Switzerland 99.80% CNIM AZERBAIDJAN (1) Azerbaïjan 100% BABCOCK WANSON CNIM ENGINEERS (1) United Arab 100% CALDEIRAS Portugal 100% Emirates BABCOCK WANSON ESPANA Spain 100% CNIM ECS (1) United-Kingdom 100% BABCOCK WANSON ITALIANA Italy 100% CNIM INDUSTRIE France 100% BABCOCK WANSON HOLDING CNIM INSERTION France 70% (ex-BE) France 100% CNIM KFT (1) Hungary 100% BABCOCK WANSON MAROC Morocco 98.10% CNIM NETHERLANDS BABCOCK WANSON UK United-Kingdom 100% INDUSTRIE Netherlands 100% CNIM France Parent CNIM Sro (1) Czech Republic 100% Company WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 58 - 59 › consolidated financial statements 2008 summary

Company Headquarters % of income items are valued at the average exchange rate stake for the year. CNIM THIVERVAL GRIGNON France 100% ELLIPSE France 100% Exchange rate differences resulting from this treatment are PANTECH France 100% recorded in the item “Shareholders’ equity”. SPI-BIO France 100% Value in euros of the following currencies: Ceasing to be within the scope of consolidation Closing rate Average rate CNIM ENVIRONNEMENT (2) France 100% 31/12/2008 31/12/2007 31/12/2008 31/12/2007 CNIM PORTES PALIÈRES (3) Canada 100% UAE dirham 0.195666 0.185070 0.181720 0.198910 (1) Creation. Azerbaïjani manat 0.885580 0.809850 0.812710 0.847390 (2) Merged with CNIM as of 1 July 2008. (3) Merged with CNIM Canada as of 1 January, 2008. Pound sterling 1.049870 1.36361 1.25820 1.46159 Hong Kong dollar 0.092710 0.08711 0.085590 0.09364 II.3 – Companies consolidated Canadian dollar 0.588300 0.69209 0.645610 0.68159 by the equity method Dollar US 0.718550 0.67930 0.667070 0.73063 Singapore dollar 0.499000 0.472520 0.476360 0.484760 Company Headquarters % 0.037210 0.03755 0.040320 0.03605 stake Czech crown CCUAT France 49.88% Algerian dinar 0.010090 0.010200 0.010510 0.010530 0.105310 0.09300 0.095740 0.09603 DUDLEY WASTE SERVICES Ltd United-Kingdom 33.33% Chinese yuan Polish zloty 0.240760 0.27828 0.290670 0.26447 ENERGONUT Italy 40.00% Swiss franc 0.673400 0.60434 0.625650 0.60883 HANFORD WASTE SERVICES HOLDING Ltd United-Kingdom 39% Moroccan dirham 0.088820 0.08815 0.087790 0.08914 MES SELCHP United-Kingdom 50% Saoudian riyal 0.191590 0.18123 0.178030 0.19490 SELCHP United-Kingdom 24.38% Russian ruble 0.024220 0.02779 0.027450 0.02856 WOLVERHAMPTON WASTE SERVICES Ltd United-Kingdom 33.33% III.2 – Tangible and intangible assets In accordance with IAS 16 “Property, plant and equipment” Newly consolidated companies and with IAS 38 “Intangible assets”, only those items for which the cost may be reliably measured and from which Company Headquarters % stake future economic benefits are likely to flow to the Group are recorded as fixed assets. CNIM DEVELOPMENT Luxemburg 50% SUD MÉCANIQUE France 34.79% The book value of tangible and intangible assets are not TECHNOPLUS INDUSTRIES France 34.79% revalued, as the Group decided against the alternative method enabling regular revaluation of one or several categories of fixed assets.

III – Accounting principles In accordance with IAS 36 “Impairment of assets”, the and valuation methods value in use of tangible and intangible assets with definite useful life is tested as soon as there is an indication that the asset may be impaired and is reviewed at each reporting III.1 – Foreign currency translation date. The test is performed at least once a year for intangible The Group consolidated financial statements are presented assets with indefinite useful life. in euros (€), which is the parent company’s operating currency. For this test, IAS 36 stipulates that tangible and intangible assets are grouped together into Cash-Generating Units In the case of foreign companies, balance sheet items (CGU). Within the Group, the CGUs correspond to are valued at the year-end exchange rate while statement subsidiaries or to combinations of subsidiaries, or to the WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 three divisions of the parent company, representing the Depreciation is calculated using the straight-line method Group’s three sectors of activity. on the basis of the acquisition cost but less a residual value when necessary. Intangible assets The intangible assets mainly include patents, software and Only buildings were granted a 10% residual value from research and development expenditure. the construction value. The depreciation period still corresponds to the useful life of the various categories The main periods of use are as follows: of fixed assets.

Years The main periods of use are as follows: Franchises, patents and licences 5 to 10 Residual Software 3 to 5 Years value Research and Development costs 5 Constructions/buildings 30 years 10% Fixture, improvements 10 years Franchises, patents and licences Road systems 20 years The periods of use retained correspond to the shorter Machinery and equipment 10 years period between that based on economic criteria and that Lifting equipment 5 to based on the legal term of protection. 8 years Small equipment 8 years The periods of use for franchises, patents and licences Tools 5 years are shorter than their legal term of protection. Measuring devices 8 years Business assets Transportation equipment 4 years Business acquisitions as defined in IAS 38 are not Small handling equipment 5 years amortised, since their useful life is undefined. They are Furniture and fixture 5 to recorded at their cost of acquisition and may be depreciated 10 years according to expected future cash flow. Safety equipment 4 years Computer equipment 2 to 5 years Research and Development costs Research costs are charged to expense in the year as incurred. Leasing contracts In accordance with IAS 17, assets acquired under leasing Development costs must be capitalised if they meet contracts which, in substance, transfer to the tenant capitalisation criteria (mainly as to future probability). (the Group) virtually all the risks and rewards incidental to ownership of the assets, are recognized as assets acquired Research and Development costs which are not dissociable under finance leases and recorded as fixed assets. from contracts cannot be capitalised. Assets held under finance leases are recognised in the Tangible assets balance sheet as tangible assets at the lower of the fair value Tangible assets are measured at their acquisition cost less and the present value of the minimum lease payments cumulative depreciation and, where necessary, impairment. of the leasing contract, less cumulative depreciation and any impairment. Commitments arising from reprocessed The cost of the asset includes cost of acquisition plus costs contracts are recognized as a financial liability. directly attributable to it and necessary over its useful life as planned by the Executive. It also includes financial costs Fixed assets held under finance leases are depreciated over engaged before the date of entry into service. the period of use.

In application of the approach by components, each The rental payments from operating leases are accounted significant component of the asset is recognised separately for as expenses on a straight-line basis during the period and depreciated over its own period of use, when the period of the contract. of use of the main asset is different. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 60 - 61 › consolidated financial statements 2008 summary

III.3 – Investment property III.6 – Non-current financial assets The CNIM Group has decided to use the acquisition Evaluation of financial assets and liabilities are defined method to record investment property. by IAS 39 “Financial Instruments: recognition and measurement” and by IAS 32 “Financial Instruments: disclosure and presentation”. III.3 – Investment property The CNIM Group has decided to use the acquisition Financial assets include available-for-sale financial assets, method to record investment property. held-to-maturity investments, transaction assets, deposits relating to derivatives, derivative assets, loans and receivables.

III.4 – Borrowing costs In accordance with the IFRS 7 norm, information The Group applies the alternative method in accordance concerning assets and liabilities is published in the notes with IAS 23. It consists in including in the cost to the financial statements or in the Management Board of the corresponding asset the specific borrowing costs general report. incurred during the construction or the acquisition period of the qualifying asset. Assets available for sale −−Assets available for sale are:

III.5 – Goodwill 1) Investments in unconsolidated subsidiaries In accordance with IFRS 3, when a business combination The shares and other financial fixed assets are recognised takes place, goodwill is the excess of the cost of the at their fair value. For non-listed shares, the fair value is business combination (cost of acquisition of the shares calculated according to profitability prospects resulting plus costs directly attributable to the acquisition) over the from the latest management evaluations, the share of net Group’s share in the fair value of the assets, liabilities and worth held and the re-evaluated net asset worth. Variations possible identifiable contingent liabilities of the acquired in fair value are recognised directly under equity excepting company at the acquisition date (except in the case of step when an impairment test indicates a significant and acquisitions). durable impairment loss.

Negative goodwill is recognised in profit or loss during Irreversible impairments are recognised in profit or loss. the year in which the acquisition is made. 2) Portfolio investment In accordance with IAS 36 and IFRS 3, goodwill is no These investments are recorded at their cost of acquisition. longer amortised. An impairment test is performed at least once annually and whenever there is an indication of a loss At the end of the financial year, the acquisition cost in value. Assets to be tested for impairment are grouped of the securities is compared to their fair value, which within Cash Generating-Units (CGU), which correspond is determined according to the share of equity capital held to homogeneous groups of assets generating identifiable by each company, its profitability and future prospects. cash flows. In the Group, the CGUs correspond to subsidiaries, to subsidiaries’ combinations or to the three Variations in fair value are recognised directly under equity divisions of the parent company, representing the Group’s excepting when an impairment test indicates a significant three sectors of activity. and durable impairment loss.

The impairment test method applied by the Group Irreversible impairments are recognised in profit or loss. is as follows: −−expected cash flows are drawn up over 5 years, standard Where necessary, a provision is made for depreciation. tax deducted; −−the future cash-flows are discounted using the Weighted Loans and receivables Average Cost of Capital (WACC); They include receivables connected to investments −−comparison between the values in use of the CGUs and in unconsolidated subsidiaries. the net carrying amounts of the assets (goodwill included). These loans and receivables are initially recognized at fair value, which is generally their cost of acquisition plus transaction costs directly attributable to the acquisition. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 At each end of financial year, these assets are recognised to be paid to the client and is recognised on the debt side at their amortised cost using the effective interest method. in “Estimated future gains/losses”.

An impairment loss is recognised in profit and loss when the recoverable amount of the loan or receivable is lower III.9 – Other current accounts receivables than the carrying amount. and liabilities Other accounts receivables and liabilities are valued at their nominal value. III.7 – Inventories and work in progress Provision is made for depreciation of receivables when Inventories necessary, in keeping with the risk incurred. Inventories are valued at their weighted average cost. Provisions for depreciation are recorded when their cost price exceeds their realisable value. III.10 – Current financial assets These are the investment securities which are recorded Work in progress at their fair value, at the price applicable on the last day Work in progress includes all direct costs except general, of the fiscal year for publicly listed shares, SICAV funds and administrative, commercial and financial expenses which shares in mutual funds. Variations in fair value are charged directly to income. are recorded in the income.

Accrued unmatured interest is only recorded if it can be III.8 – Long-term contracts identified (fixed rate Treasury bills, deposit certificates, Sales and profit margin of current contracts are recorded term accounts). according to the percentage-of-completion method.

The income taken into account corresponds to the proportion of sale price, calculated on the basis of the latest III.11 – Provisions for contingencies estimate of the final sale price of the contract, multiplied and charges by the percentage of actual progress of work. These items mainly include: A – provisions for lawsuits and disputed claims are The percentage of completion applicable to these contracts calculated according to our estimation of the risked outlay is determined by the ratio between cost incurred and of resources; probable costs on completion. B – provisions for warranties granted to customers are estimated using statistics based on historical warranty When forecast results indicate a loss, a provision for loss expenditure borne by similar contracts; on completion is recorded under non-current liabilities. C – provisions for losses on long-term contracts are accounted for using the percentage of completion method Upon completion of the contracts, only expenses still and are recorded under the liabilities of the balance sheet; to be incurred remain in the balance sheet. A provision for D – provisions for the renewal and maintenance liabilities is recorded under current liabilities in the balance of plant equipment used in the waste-to energy plants sheet. in activity, within the scope of our commitment to equipment replacement: they are calculated based on Partial payments received under construction contracts a programme of capital repairs, taking into account the life before the corresponding work has been carried out are of components and the remaining duration of the contract; recognised in liabilities under “advances and payments E – provisions for expenses incurred on terminated on account received”. contracts; F – provisions for retirement indemnities. The amount of costs incurred plus profits recorded less partial payments on orders for contracts is calculated. Provisions for expenses related to business are recorded If it is positive, it corresponds to the amount to be received in current liabilities. The others appear in non-current from the client and is recognised on the assets side of the liabilities. balance sheet in “Trade accounts and notes receivable”. If the amount is negative, it corresponds to the amount WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 62 - 63 › consolidated financial statements 2008 summary

III.12 – Deferred tax from changes in actuarial assumptions are recognised only Deferred taxes are recorded in the consolidated balance when they exceed the greater of these two values: sheet and statement of income and result from: • 10% of the present value of the obligation for defined −−the temporary offset between the accounting income or benefits; expense and its inclusion in the taxable income of a future • 10% of the fair value of the plan’s assets. accounting period; −−the differences between the financial reporting and tax The portion of actuarial gains and losses exceeding 10% bases of balance sheet assets and liabilities; is recognised on a straight-line basis, over the average −−the restatements and eliminations imposed remaining working life of the employees concerned. by conso­lidation and not recorded in the individual financial statements; The provision for asbestos contributions was determined −−the capitalisation of fiscal deficits. on the following basis: −−eligible population; Deferred taxes are calculated in accordance with the −−likelihood of employees becoming plan members; variable carry-over method, based on the tax rates coming −−the present salary of the employee; into force for the following period. −−estimation of salary upon asbestos retirement; −−updating of this salary and of the employer’s Active deferred tax is recognised in the balance sheet contribution. if there is a probability that a future taxable profit will be available against which temporary differences can be utilised. The following factors are taken into account III.14 – Transactions in foreign currencies to estimate the likelihood of the Company of retrieving Accounting for and valuation of foreign currency these assets: transactions are defined by IAS 21 in “The effects −−history of taxable income; of changes in foreign exchange rates”. Under this standard, −−forecasts of future taxable income; foreign currency transactions are recognised at the rate −−share of exceptional charges which are unlikely to recur of exchange on the day of the transaction. At each end in the future included in previous losses. of year, monetary assets and liabilities expressed in foreign currency are translated at the closing rate. The corresponding revaluation variances are recognised III.13 – Employee benefits as financial income. The Group has applied the valuation and accounting principles defined in IAS 19. Accounts receivable and payable in foreign currencies covered on an individual basis are recognised at the rate guaranteed Commitments representing employee benefits are by the cover and are re-evaluated at the closing date. calculated using the prospective method with projection of rights at retirement. When commitments of a scheme Forward sales and purchases of foreign currencies made exceed the related guaranteed assets, the amounts are as part of foreign currency covering operations are recorded in provisions for contingencies and charges. derivative financial instruments recognised in the balance sheet at their fair value. The amount of such commitments, when related to defined benefit schemes, is estimated on the basis of actuarial Assets denominated in foreign currencies are covered valuations. These calculations include assumptions by foreign exchange swaps. regarding mortality, employee turnover and salary forecasts taking into account the economic conditions of each Regarding cashflow coverage, variations in fair value country and of each company within the Group. Discount of derivative instruments are recorded as shareholders’ rates are determined with reference to market yields, on the equity for the effective part of the coverage, and as income valuation date, on high-quality corporate bonds issued for the ineffective part. by leading companies in the area concerned. The amounts in shareholders’ equity are recycled as income In accordance with IAS 19 options relating to the when the transaction covered affects income. If coverage accounting of the actuarial gains and losses after no longer meets the accounting criteria for coverage, 1 January 2004, the Group has decided to continue using variations in fair value of derivative instruments are the “corridor” method: actuarial gains and losses resulting recorded as income. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 III.15 – Hedging interest rate risks Mechanical Engineering Variable rate loans are subject to swap contracts when Defence-Systems: Complex Mechanical Systems, the company’s exposure to market risks is considered equi­pment for the Defence, Aeronautical, Space and significant. Nuclear industries as well as for Scientific Research, using steels, light alloys and compound materials. Interest rate swaps are recognised in the balance sheet at their fair value. Transport of passengers: escalators, conventional and rapid-moving walkways, platform screen doors, sliding Variations in fair value of the effective hedge portions railway-car door systems, lifts and equipment maintenance. are recognised in equity. Energy CNIM Babcock Services: maintenance and renovation III.16 – Cash and cash equivalents of industrial boilers, waste processing plants, installation Cash equivalents comprise investments with an original and renovation of boiler houses, upgrading to comply with maturity of less than three months aimed at coping with regulatory requirements. short-term cash commitments. Babcock Wanson: industrial boilers, air treatment, water They also include funds categorised as euro monetary treatment and related services. funds by the AMF, producing a yield similar to that of capitalised Eonia. Bertin −−service provision (expertise, research, consultancy) with the support of high-level experts, design and supply III.17 – Own (treasury) shares of innovative products, CNIM shares held by the Group are measured at their −−service provision for pharmaceutical industries in acquisition cost and recognised as a deduction from equity. formulation of drugs (galenic, physicochemical analysis,) On disposal of own shares, gains and losses net of income and development of new dosage forms associated with new tax are recorded in consolidated reserves. therapeutic concepts, −−service provision dedicated to pharmaceutical research as well as development and distribution of products III.18 – Income per share of biotechnology, service provision in mechanical The net income per share is calculated by dividing engineering, defence ,security and electronic onboard. the consolidated net Group income by the weighted average number of shares outstanding over the financial year. The secondary segment includes 5 geographical areas: France, United-Kingdom, other European countries, Asia Diluted net income per share is obtained by dividing and other worldwide countries. the consolidated net Group income by the weighted average number of shares adjusted by the maximum impact Contractual expertise and research services, design and of the conversion of the potential dilution shares: there is manufacture of innovative solutions in the fields of defence, no stock purchase plan. safety, aerospace, health, energy and the environment.

III.19 – Segment information III.20 – Other potential assets and liabilities In accordance with IAS 14, the Group has chosen the line of A provision is recorded as soon as the following conditions business as the primary segment and the geographical zone are found: as the secondary segment. −−there is an obligation (legal or implicit) towards a third- party resulting from previous events; The activities by business line are as follows. −−the amount of the obligation can be reliably assessed; −−it is likely to lead to an outlay of resources. Environment Eco-industrial parks, household and industrial waste-to If the amount or the timing cannot be reliably assessed, energy plants with energy recovery, power generation a potential liability is recognised as a commitment of the using biomass fuels, flue gas treatment systems and plant Group, except in the case of acquisitions for which potential operation. liabilities are recorded in the consolidated balance sheet. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 64 - 65 › consolidated financial statements 2008 summary

IV – Important events over the period −−transferring accounts receivable and/or the corresponding rights related to those investments On 31 January 2008, the CNIM Group acquired 100% of in the form of subordinated loans. the Bertin Group for €17,198 thousand. The corresponding consolidated goodwill amounts to €7,115 thousand. The company CNIM Development is financed by setting up a “Profit participating loan” provided by CNIM The Group took a 34.79% holding in the capital Netherlands BV. The control percentage of the project of the company Technoplus Industries for €4,500 thousand. companies has been kept identical, except for the company Selchp, in respect of which the control percentage was Over the course of the second half-year, the Bertin Group reduced to 24.28%. acquired the company Biotec for €1,846 thousand. The corresponding consolidated goodwill is €1,269 thousand. This operation generated: −−a capital gain on disposal of €15,163 thousand, accounted In 2008, the Group proceeded with an operation for under “other income and charges”, to create an investment structure for financing new projects −−a positive cash flow impact of €14 million, of which within the Environment Division sector by contributing €30 million from the selling price of the securities its holdings and/or existing rights in the English project of the project companies to CNIM Development (“change companies HWS, DWS , WWS, Selchp after buying out in consolidation scope” line of the cash flow table) and the shares held by CIBC in the project companies HWS, – €16 million in net variation in loans granted (“change DWS and WWS. in advances and loans granted” line of the cash flow table).

This operation was carried out by creating an entity called Price supplements concerning to additional architectural CNIM Development in partnership with an infrastructure costs related to the English incineration plants fund, and then: were recognised under revenue in the accounts as −−transferring to CNIM Development the shares previously of 31 December 2008 in the sum of €14.1 million. held newly acquired and/or the dividend entitlement of those shares in the four above mentioned companies, WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 Chairman of the Supervisory Board’s Report on internal control procedures

1 – Legal obligations The Supervisory Board meets at least once per quarter. At this meeting, it hears the Management Board’s report on the management of the company. 1 – Legal obligations During the 2007 fiscal year, the Board held four meetings. Article L. 225-68 of the French Commercial Code, resulting from Article 117 of the law on financial security require During these meetings, in addition to hearing the Chairman of the Supervisory Board to answer for the the Management Board’s report on the operation conditions of preparation and organisation of the Company, the following points were notably covered: of the Board’s activities and internal control procedures −−overall annual authorisations attributed to the implemented by the company. Management Board within the scope of statutory limits; −−review of the consolidated and parent company’s The Law of 3 July 2008 amended the content financial statements settled by the Management Board; of the Chairman’s report on internal control, particularly −−Supervisory Board’s report to the General Meeting; in respect of: −−review of the financial statements for the first two −−risk management procedures; quarters; −−the corporate governance code: the company does −−review of agreements subject to regulations; not have an internal corporate governance code but −−report by the Management Board on the previously has compared its practices with the “Listed Companies approved investment and financial transactions carried out Corporate Governance Code” of the AFEP/MEDEF of 2003 during the year. and December 2008; −−procedures relating to the attendance of shareholders During these meetings, all the members of the Supervisory at the General Meeting; Board were in attendance, with the exception of one −−principles and rules to determine the remuneration and meeting where three members attended by proxy and one benefits granted to corporate officers; meeting where one member was absent and excused. −−its validation by the Supervisory Board. The Supervisory Board may attribute any special mandate, for one or more pre-determined subjects, to one or more 2 – Working organisation and functioning of its members. of the Supervisory Board It may decide to create commissions within the Super­visory The Supervisory Board increased to 12 members following Board, operating under its responsibility, and for which the General Meeting of 22 June 2006. it determines the composition and responsibilities.

The Chairman of the Supervisory Board is Mr. Vsevolod Under these provisions, it was decided to create two DMITRIEFF. committees in 2004: −−Accounts Committee converted into Audit Committee The Vice Chairman of the Board is Mr. François in 2009); CANELLAS. −−a Strategic Committee. There are three independent members in the Supervisory Board: 2.1 – The Audit Committee −−Mr. Jean-Pierre LEFOULON Whose mission is: −−Mr. Richard ARMAND −−to review the reliability of the mechanism used −−JOHES Company, represented by Mr Jean-François for settling accounts and to validate the methods used VAURY. for dealing with important transactions; −−to ensure the relevance and consistency of the accounting Those considered as independent members are members methods used for establishing the consolidated and parent that have been chosen exclusively according to their company’s financial statements; qualification and experience and who do not stand to gain −−to verify that the internal procedures used for collecting from their relationship with the company or, according to the and auditing information guarantee its reliability. definition of the AMF, members who have no management responsibility or who have no direct connection with The Committee must also ensure that the rules the CNIM Group. guaranteeing the independence and objectivity of the WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 66 - 67 › consolidated financial statements 2008 summary

Statutory Auditors are complied with by hearing them −−participation in the creation of all companies, periodically. In addition, the Committee must conduct subscription to all share issues, capital shares or bonds, the selection procedure for choosing the Statutory Auditors excluding cash flow transactions; (and advise the Board of the resulting selection), inform −−granting or obtaining any loan, credit or cash advance. the Board of the fees they are to be paid and ensure that the amount they receive is not liable to exert undue influence on them. 3 – Risks

Five members of the Supervisory Board have been 3.1 – Regulations appointed to this Committee: Mr. François HERLICQ, The company is committed to respect the regulations as Chairman, Mr. François CANELLAS and Mr. Jean- applicable to all its activities. In particular: Pierre LEFOULON, Mlle Agnès HERLICQ and M. Nicolas −−­offers must comply with the existing regulations at the DMITRIEFF, i.e. two independent members without time the offer is made. This mainly concerns technical the presence of an “expert”. regulations relating to the equipment and facilities provided; During the fiscal year, the Accounts Committee met twice. −−regulations concerning the company’s financial statements fall within the competence of the Financial and 2.2 – The Strategic Committee Administrative Division. These regulations are updated Whose mission is to deal with ’strategic’ business. periodically; Its responsibilities will naturally evolve with time. −−for environmental regulations, the site directors are responsible for applying the specific rules for each site It is composed of Mr. François CANELLAS, Mr. Jean- (pollution, sites involving special hazards); François VAURY and Mr. Nicolas DMITRIEFF. The −−the Management Board has drawn up a “Safety Charter” Chairman of the Supervisory Board, Mr. Vsevolod which defines for the Group the basic rules for protection DMITRIEFF assumes the role of Chairman. The members of staff, health and environment. The health and safety are called upon as required, so as to take advantage of their regulations are subject to particular monitoring by the respective experience. Human Resources Department of the Group, which ensures: The Committee may notably request the assistance of: −−that each site has a health and safety manager and that −−Mr. Richard ARMAND, as an expert on environmental procedures are implemented as needed, in cooperation issues; with staff representatives; −−Mr. André HERLICQ, for his information technology −−that the delegation of responsibilities granted skills. by the Chairman of the Management Board applies; −− that the means of production comply with safety During the fiscal year, the Strategic Committee met four standards; times. −−that each accident or incident of bodily injury is subject to an enquiry as to the causes; that prevention −−In addition to limits stipulated by law, the Management solutions and training programmes are proposed Board can carry out the following operations only after to reduce risks even further; having obtained prior agreement from the Supervisory −−finally, that all necessary means are implemented Board: in order to meet legal provisions. −−issuing of securities, of any nature, liable to lead to the modification of the registered capital; 3.2 – Business risks −−significant operations liable to affect the strategy 3.2.1 – Offers of CNIM and its Group or modify the financial structure Each division or subsidiary of CNIM, placed under of its scope of business. The assessment of the “significant” the responsibility of a Division Director, draws up its own nature is established by the Management Board under its technical and sales proposals. responsibility. −−operations exceeding a sum established each year These offers include: by the Supervisory Board for: −−a technical document describing the type of equipment −−all investment decisions reported in the fixed assets that is to be supplied – scope of supply and guarantees section of the balance sheet; proposed to clients; −−all exchanges, with or without balancing cash −−a sales proposal, including price, price reviews, terms adjustment, on goods, stocks and securities; of payment, etc., drawn up on the basis of elements WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 provided in the technical document and by the Financial The total sum for insurance coverage amounts and Administrative Division (labour costs, overheads, etc.). to €97,5 million.

For each Division, the net margin included in each In addition, the company and the CNIM Group have taken proposal is subject to very precise instructions issued by out group policies to insure their contractual obligations: the Management Board. −−Comprehensive insurance for building sites: up to €120 million Discounts that may be granted to clients are referred −−Civil liability: up to €75 million to arbitration by the Management Board in the most important cases. The Group has decided to protect itself against fraudulent means of payment from outside the company by adopting 3.2.2 – Business follow-up highly secure means of payment for most of the companies After an order has been received, each contract is subject within the Group. At the least, it will resort to traditional to a precise objective assigned to the Division Director means of payment, such as cheques, bills of exchange by the Management Board. or ordinary transfers.

Each contract is placed under the responsibility of a project 3.4 – Dispute management: manager, whose task is to report to the Division Director. clients, suppliers, third parties The Legal Division of the Group is responsible for: The parent company and all subsidiaries are subject −−implementing all preventive measures to avoid to four-monthly reviews, contract by contract, Division disputes and accusations concerning the Group’s by Division, company by company. companies. A few examples: −−general conditions of purchase and sales; The Chairman of the Management Board, the Directors −−prior verification, either directly or by delegation, of each Division, the Financial Control Division and the of any document liable to commit the company and/or project manager are all present at these reviews. its subsidiaries; −− in conjunction with the company’s national of international Following these reviews, the parent company and lawyers, (courts of law, professional courts, etc.) dealing subsidiaries’ Financial Control Directors establish a Group with any complaint from third parties liable to incur the results forecast which is submitted to the Management responsibility of the Group and for ensuring defence or appeal Board for approval. before the jurisdiction concerned; −−for periodically examining the different disputes, their This monitoring of subsidiaries was unfortunately not development, the risks incurred, how they are covered enough to contain the drift of the company Curtis by insurance. incurring both technical and contractual problems and in terms of human resources. In order to achieve this, all members of the Legal Division meet monthly. 3.3 – Preservation of assets Within each establishment, a manager is responsible for A general meeting, attended by the Director taking all necessary preventive and corrective measures of Administration and Finance, the Financial Directors for the protection and preservation of all the company’s and the Heads of Division concerned, is held three times moveable and fixed assets. yearly to assess the status of claims and disputes, their consequences for the Group and, if necessary, the financial The company is insured by an insurance policy covering reserves required, as well as measures to resolve them. itself and all the companies of the CNIM Group to ensure the integrity of its moveable and fixed assets, merchandise 3.5 – Financial risks and stock. >> Cash flow and financing management The Group’s euro cash flow is centralised in the parent This policy covers major hazards, such as fire, explosion, company by a system called “cash pooling”. This makes lightning, hail, collapse, water damage, acts of vandalism it possible to consolidate cash surpluses and requirements and natural disasters, as well as operating losses and related for the different companies on a daily basis, thereby liabilities. simplifying their cash management. WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 68 - 69 › consolidated financial statements 2008 summary

The company applies an active optimisation policy for its −−Documentation provides the opportunity to set financing conditions and banking operations. down the accounting and auditing principles regarding operations and operational flows, and make them known Liquidities are entirely invested in short or medium-term within the company. monetary products. −−Information chains ensure: >> Exchange and interest rate risk management −−that all financial events are comprehensively covered, Every commercial effort is made to ensure we are paid by for each process upstream; our clients in the currency of our expenditure: the French −−that data is regularly centralised in accounts; share in euro and the local share in local currency. −− that accountancy data is rendered more homogenous. −−Checks are made to verify the implementation of these The offers negotiated in foreign currency are managed information circuits. either by specific policies with the Coface or by financial −−A schedule for preparing accounting and financial instruments (forward options). information is distributed within the Group, to meet the needs of the parent company’s published accounts. For orders received and signed in foreign currency, −−Each employee involved in the preparation of accounting exchange risks are forwarded to the parent company that, and financial information has access to the data necessary after netting of the different positions, uses either Coface to apply, operate and/or supervise the internal audit system. exchange rate hedging procedures, or forward markets −−The Administration and Finance Department has through the banking network. the authority to enforce accountancy rules. −−Procedures enable the company to verify that the checks Fluctuations in interest rates are covered by rate swaps. have been duly carried out. −−A manual of accounting guidelines and procedures >> Risks on assets in foreign currencies presents the accountancy concepts used within the Group Financial assets in foreign currency are covered either by a and indicates how the most important operations should be loan denominated in the same currency, or by an exchange processed. rate swap in the same currency as the assets to be covered. −−By monitoring intelligence on regulations, the company is aware of changes in its environment and can even anticipate these changes. 4 – Supervision process for accounting −−Specific checks are carried out on points identified and financial information as sensitive in terms of accountancy. The Administrative and Financial Department and 4.2 – Information system organisation the Management Board are responsible for this supervision. and security The following processes supervise the component parts 4.1 – Principles of the accounting data production application: In order for the whole process to remain consistent, −−accounts are kept by computerised systems which have the company ensures that: a clear and formalised structure and which provide the −−functions are separated in order to allow independent physical and logical security of all computer systems and verification. This separation of functions aims to keep tasks data; and functions relating to operations separate from property −−the organisation and functioning of the whole protection and from their entry into accounts; information system are subject to precise rules governing −−the names of people able to represent the company and access to the processing validation and closing procedure the different levels of approval required according system, data conservation and data-entry verifications; to the type of respresentation are defined and made −−procedures and checks ensure that the accounting available to those responsible for making accounting and administrative systems operate, are maintained and entries, to enable them to ensure that operations are duly developed (or configured) to high quality standards and approved. in secure conditions. They ensure the same standards for systems that feed directly or indirectly into the accounting For the preparation of the consolidated financial and administrative systems; statements, the company checks that there is an organised −−there are some key checks in the information system and documented system in place to ensure homogeneity in (blocking duplicate entries, ceilings for data input, limited the published consolidated accounting and financial data. access for certain transactions, etc); WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 −−the company is able to meet the specific obligations −−It ensures the definition and implementation imposed by the tax authorities, regarding: of a management control system that can deliver reliable −−conservation of data processed by computer published accounting and financial information, ie: applications which help establish accounting entries −− it ensures that the non-accountancy information system or which justify an event detailed in documents audited used for supervising these activities is brought into line by the tax authorities; with the accountancy information system; −−documentation exists describing the rules governing −− it also guarantees the high quality of forecasts published data and file administration, as applied in computer or used within asset and debt assessments and of all other programmes that help establish tax and accounting published accounting and financial information. results and tax declarations. This presupposes that the management control system 4.3 – Role of the Management Board is organised to meet these needs and deliver top quality The Management Board ensures there is an internal audit information and forecasts. system for accounting and finance in place and organises its supervision. This system aims to produce reliable −−The Management Board supervises the definition and accounting and financial information and to provide implementation of processes to enter major operations a realistic image of the company’s results and financial in accounts (acquisitions or divestitures, restructurings, situation in good time. To this effect, the Management terminations of key contracts) and validation processes for Board ensures that the system addresses the following these entries. points: −−It ensures the implementation of closing procedures −−the organisation and remit for the accounting and for accounts that could be considered sensitive (revenue financial functions in order for the group to be equipped recognition, key asset value analysis etc). with its own risk identification and audit systems, to ensure the reliability of the accounting and financial information The Management Board establishes the accounts (inclu­ding published by the parent company; the appendix) to prepare the year-end closing. To this effect it: −−the formalisation and distribution of accounting rules −−clarifies and explains the main closing options and any and procedures (standards and procedural manuals); estimates requiring the Board’s judgment; −−obligations concerning the conservation of information, −−highlights any changes in accounting principles and data and computer processes that contribute directly informs the Supervisory Board; or indirectly to the preparation of financial accounting −−analyses the main financial balances (debt ratios, statements; liquidity, reserves, etc); identifies factors leading to changes −−the existence of measures to ensure the conservation in results and provides explanations; and security of information, data and computer processes −−establishes the financial statements to prepare the that contribute directly or indirectly to the preparation year-end closing, including comments and analyses from of financial accounting statements (continuity plans the Administrative and Financial Department; particularly where information systems are concerned, −−defines the financial communication strategy archiving to comply with regulatory requirements, etc); (indicators, modalities…) and suggests or decides what −−a regular review of whether the means available to the terms should be used in financial communications. accounting and financial functions (in terms of personnel, tools including software, etc) are sufficient to meet The Management Board is responsible for establishing the the needs of the systems mentioned above. accounts and implementing the accounting and financial internal audit systems and as such, communicates with The Management Board guarantees the implementation the Auditors. of a supervisory system that can analyse and manage the main identifiable risks with a potential impact −−It ensures that the Auditors are aware of the new on the preparation of accounting and financial information accounting principles and any accounting options with published by the company. a significant impact on the presentation of financial statements. −−In particular, it ensures that the standards and −−It takes notice of the Auditor’s remit and terms of procedures distributed in the company take the changing intervention. The Board also remains informed of the needs of the Group and its environment into account Auditors’ conclusions after working on the accounts. (the regulatory context in particular). −−If appropriate, it informs the Auditors if any major weaknesses have been identified in internal audit during WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 70 - 71 › consolidated financial statements 2008 summary

the fiscal year that are likely to have a substantial impact on 5.1 – Accounting and financial the published accounting and financial information. management reporting 5.1.1 – Frequency and organisation 4.4 – Role of the Supervisory Board of account settlement The Supervisory Board checks with the Management The Group and, consequently, its parent company are Board that the supervision and control systems are able to organised to produce half yearly financial statements on guarantee the reliability of financial information published 30 June and on 31 December. The accuracy of the financial by the company and to present a realistic image of the information and respect of the dates for producing company, the group’s results and financial situation. these financial statements are ensured via distribution of end of period account settlement procedures, asset To make these verifications: evaluation methods, the critical analysis of results at −−Preparatory work is carried out by the Audit Committee. the end of contracts and of current disputes and claims. −−The Board is informed of the basic features These procedures are widely distributed to the entities of the company and group’s management systems and with decentralised accounting (stable company sites, in particular its risk management, management control erection sites, etc.) and more generally for the consolidated and finance and cashflow tracking systems; subsidiaries. These subsidiaries also have their own internal −−if appropriate, it is informed of any changes procedures. in accounting methods and the accounting options retained by the company with a significant impact 5.1.2 – Budget cycle and financial on the presentation of financial statements; management analysis −−it ensures that the Auditor selection process is In December, the assumptions for the current year’s of the highest quality, with particular emphasis account settlement are approved. A budget is established on the criteria of competence and independence; for the following year and a series of objectives for the −−it remains informed of any significant events that subsequent year. The budget and the objectives are then occurred in the business and of the cashflow situation. periodically adjusted during the year. These adjustments −−in addition, it keeps informed of major plans in terms concern sales forecasts, operating budgets, forecasts of investment, divestiture or financing. of income for the parent company and the subsidiaries. Additionally, each major contract is subjected The Board receives the Auditors’ assurance that they were to a particular review before the Management Board. given access to all the information necessary for them to exercise their responsibilities, particularly in the case 5.1.3 – Standardisation of Group accounting of consolidated companies. The parent company distributes a Group consolidation procedure and the applicable standards for the settlement The Board remains informed of the Auditors’ terms of accounts. Each company in the Group, parent company of intervention and conclusions to their work. or subsidiary, outlines its own detailed procedure, adapted to its area of expertise. It receives the Auditors’ assurance that at year-end closing they had made sufficient progress to be in a position The 2008 financial statements were established according to make any significant comments. to the IAS/IFRS accounting principles. 5.2 – Planning/formalisation 5 – Organisation of the accounting of account settlement procedures and financial management function 5.2.1 – Pre-settlement control procedures and corrections The organisation of the accounting and financial Before each account settlement, the accounting management function is based on the accuracy and departments ensure the extent of recorded information and the extent of information available to all members all previous work achieved for these settlements, such of the company. This principally relies on the simultaneous as bank reconciliation, physical stocktaking, views recording of data for legal and financial accounting, at the end of all contracts in progress and critical analysis of external expenditure, revenues and also of the of all current disputes and claims. breakdown of personnel costs according to assigned time spent on different contracts. The preparation of the account settlements also includes detailed analysis of all third party accounts, whether they WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 are suppliers, clients, company employees or third parties −−of the accuracy and extent of accounting recordings; outside the company. Additionally, the parent company −−of the establishment when needed of accurate accounting ensures that all entities with decentralised accounting and and financial information. subsidiaries have all the necessary human and material means to provide, as requested, their own financial This report is part of a progressive approach aiming over statements to their auditors and to their parent company. time to evaluate the relevance and efficiency of internal control. To prepare the consolidated financial statements within the Group, each company informs all the other companies in order to eliminate all internal operations. 6 – Remuneration of corporate executives Principle – The members of the Management Board receive 5.2.2 – Documentation of estimates a fixed remuneration plus a bonus based on meeting their or accounting options personal objectives. The Chairman of the Management The company is working on service contracts and Board receives a contractual share of the profits depending on long-term construction contracts, whose end forecast on the Group share of net income. There are no benefits is essential for establishing results for a given period. in kind, no share subscription or purchase options and Therefore, in view of the account settlement, an income no free share allocations. forecast document for the end of each contract concerned has been devised. A similar document is The members of the Supervisory Board receive 8,000 Euros provided for all the current disputes and claims, including in directors’ fees. the opinion of the Legal Department or the lawyer in charge of the case. The members of the Audit Committee and Strategic Committee receive 20,000 Euros in line with their 5.2.3 – External audit and accounting attendance. of adjustments An interim visit by the external auditors takes place before The Chairman of the Supervisory Board receives a payment the annual account settlement, in order to check the of 250,008 Euros and the Vice-Chairman a payment internal control procedures and to analyse the estimated of 150,000 Euros. results at the end of long-term contracts in progress at the end of the financial year. This information, in association with that contained in paragraph I.2 of the Management Board’s report, A schedule for the visits by external auditors is set up, constitutes all the information provided in the seven tables in order to specify the dates for these visits and to establish provided in the AFEP/MEDEF report of December 2008. the specific information that will be requested by them. The first draft of the consolidated and parent company’s financial statements is presented to the external auditors 7 – Attendance of shareholders for the financial year they request. at the General Meeting The external auditors submit the result of their audit The attendance of shareholders at the General Meeting during a summary meeting with the Management Board is governed by the general rules of the French “Code Civil”. and present the adjustments and regradings they believe necessary, as well as their comments. However, a dual voting right is conferred on all fully paid shares which can be proven to have been registered The company then includes the retained adjustments in the name of one and the same shareholder for at least into the financial statements of the parent company and two years, under the conditions provided by law. the subsidiaries, as well as into the consolidated financial statements, for presentation to the Supervisory Board. This report is subject to the approval of the Supervisory Board meeting of 23 April 2009. The necessary measures taken to reach the analysis presented by this report include auditing: −−of compliance with management policies; −−of preserving assets; −−of preventing and detecting frauds and errors; WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56 2008 Annual Report

Head Office - General Management 35, rue de Bassano – 75008 Paris – France

Phone : +33 1 44 31 11 00 Fa x: +33 1 44 31 11 30 email : [email protected] Web: www.cnim.com

Incorporated in France as a “Société Anonyme” with Management Board and Super visor y Board with registred capital of 6,056,220 euros

RCS Paris B662 043 595 SIR ET 662 043 595 00138 WorldReginfo - cfc675bd-acf1-4470-9e48-dbde71866e56