2018 Registration Document Annual Financial Report
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2018 Registration document Annual financial report 1902365_VEOLIA_COUV_RA_FI.indd 3 01/03/2019 16:55 SOMMAIRETABLE OF CONTENTS RISK FACTORS AND CONTROL AFR 251 MESSAGE FROM ANTOINE FRÉROT 3 5 5.1 Risk management, internal control PROFILE 4 and internal audit 253 5.2 Risk factors 261 5.3 Ethics and compliance 274 ABOUT THE GROUP 11 1 1.1 History and general introduction 12 1.2 Strategy AFR 13 CORPORATE SOCIAL 1.3 Business lines AFR 23 6 RESPONSIBILITY AFR 277 1.4 32 Research and Innovation 6.1 Sustainable development commitments 280 1.5 Organization of the Group and other 6.2 Environmental performance: 35 information relating to its operations AFR impact on the planet 282 1.6 49 Environmental regulation 6.3 Social performance: impact on society 308 6.4 Human resources performance: impact on employees 324 SHARE CAPITAL AND OWNERSHIP 59 6.5 Compliance 341 6.6 Vigilance plan 349 2.1 Information on the share capital 2 6.7 and stock market data AFR 60 Non-Financial Performance Statement Information Summary 350 2.2 Veolia Environnement shareholders AFR 69 6.8 Methodology 355 2.3 Dividend policy 71 6.9 Report by one of the Statutory Auditor , appointed as an independent third party, on the consolidated non-financial performance OPERATING AND statement in the management report 357 3 FINANCIAL REVIEW AFR 73 3.1 Major events of the period 74 3.2 Accounting and financial information 77 CORPORATE GOVERNANCE 363 3.3 Financing 89 7 7.1 Members of the Board of Directors AFR 364 3.4 93 Return on Capital Employed (ROCE) 7.2 Activities of the Board of Directors 3.5 95 Statutory Auditors’ fees and its Committees AFR 381 3.6 95 Related-party transactions 7.3 Executive Management and the Executive 3.7 95 Subsequent events Committee 398 3.8 96 Risk factors 7.4 Compensation and benefits AFR 400 3.9 96 Perspectives 7.5 Corporate officer and executive share 3.10 Appendices 97 ownership 425 3.11 Recent events (after the accounts 7.6 Statutory Auditors’ report on regulated closing by the Board of Directors) 101 agreements and commitments 427 FINANCIAL STATEMENTS 103 ADDITIONAL INFORMATION 431 4 4.1 Consolidated Financial statements AFR 104 8 8.1 Main provisions pursuant to the law Notes to the consolidated financial statements 112 and the Articles of Association concerning Statutory auditors’ report on the Veolia Environnement AFR 432 consolidated financial statements 202 8.2 Litigations and arbitrations 437 4.2 Company Financial Statements AFR 207 8.3 Change in control and major contracts AFR 439 Notes to the Company financial statements 215 8.4 Main financial flows between Statutory Auditors’ report on the annual Veolia Environnement and the main financial statements 244 subsidiaries of the geographic structure Parent Company results for the last five (Business Units) 440 years and other specific information 247 8.5 Documents available to the public 441 8.6 Persons responsible for auditing the financial statements 441 8.7 Persons assuming responsibility for the Registration Document and the annual financial report AFR 442 8.8 Cross-reference tables 443 Information from the Annual Financial Report is clearly identified in the table of contents by the pictogram AFR VEOLIA ENVIRONNEMENT REGISTRATION DOCUMENT Annual financial report 2018 Pursuant to Article 28 of Commission Regulation (EC) no. 809/2004, the following information is incorporated by reference in the Registration Document: (i) the operating and financial review, the consolidated financial statements and the parent company financial statements for fiscal year 2017 and the corresponding Statutory Auditors’ reports, included in Chapter 3 and Chapter 4, Sections 4.1 and 4.2, respectively, of the Veolia Environnement Registration Document for fiscal year 2017, filed with the AMF on March 13, 2018 under the number D. 18-0125; (ii) the operating and financial review, the consolidated financial statements and the parent company financial statements for fiscal year 2016 and the corresponding Statutory Auditors’ reports, included in Chapter 3 and Chapter 4, Sections 4.1 and 4.2, respectively, of the Veolia Environnement Registration Document for fiscal year 2016, filed with the AMF on March 15, 2017 under the number D. 17-0172. The Registration Document (Document de référence) was filed with the Autorité des Marchés Financiers (AMF, the French Financial Markets Authority) on March 13 , 2019, in accordance with Article L. 212.13 of the AMF’s general regulations. This Registration Document may be used in connection with a financial transaction if it is supplemented by a prospectus (note d’opération) officially approved by the AMF. The Registration Document has been prepared by the issuer and its signatories are responsible for its content. VEOLIA ENVIRONNEMENT / 2018 REGISTRATION DOCUMENT 1 2 VEOLIA ENVIRONNEMENT / 2018 REGISTRATION DOCUMENT Message from Antoine Frérot Chairman and Chief Executive Officer esources have become a central issue for Veolia’s clients, as they are threatened from all sides by both scarcity and pollution. This dual Rthreat comes from two excesses: excess AS A GLOBAL LEADER, focused on a dual momentum of withdrawals from nature, provoking scarcity IT IS OUR DUTY TO ASSUME growth and efficiency. This growth momentum seeks to amplify our and excess discharges into the environment, THE RISKS OF DEVELOPING generating pollution. Our Group has organic development with carefully therefore adopted a strong position on NEW IDEAS AND targeted acquisitions. Through resources, magnified by the transversal role CONTRIBUTE TO INVENTING these internal and external growth played by resources across our businesses. transactions, we will steadily THE KNOW-HOW NECESSARY expand our geographic and sector This choice is highly relevant, as FOR THE 21ST CENTURY. platforms, while filling-in the links demonstrated once again in 2018, as still missing in our value chain. Our in previous years. Veolia was awarded Short-term, mid-term, long-term: our efficiency momentum is founded on numerous contracts in 2018, both at the businesses are progressively rolled out in our operating performance improvement new frontiers of environmental businesses this way, to build additional growth divers and cost saving programs that enable us and in its traditional markets, in emerging and organize a harmonious transition to fund Veolia’s expansion, improve profit and developed countries and with industrial between emerging businesses and those levels and strengthen our attractiveness. companies and municipal authorities. And that are already mature. Over the years, This attractiveness relies not only on the key to our company’s future, over half the our C ompany creates further connections technical and financial quality of our revenue generated by these commercial between its businesses, to propose new offerings, but also on our clients’ confidence wins comes from our new businesses: high added-value services and accentuate in our Company, which has placed strict the circular economy, systematically its leadership. One of the most symbolic adherence to ethical and compliance rules transforming waste to resources; energy examples of these innovations aimed at at the top of its requirements. efficiency, a major lever for the success renewing our businesses in the long-term, What sets apart a Group like ours and of energy transition and the dawn of a concerns food production. This sector fundamentally directs its strategy is, of low-carbon economy; hazardous waste at the intersection of our three centers course, what it does and aspires to do, but processing, including low-level radioactive of excellence - water, waste and energy above all, how it sees the world. We see waste; the management of end-of-life - represents a challenge that will only alternative water resources, where others industrial equipment, a highly promising become increasingly acute. By combining see only wastewater; we see raw materials, and already very active market, etc. its expertise, Veolia capitalizes on its initial, where others see only waste; we see a unrivaled position at the crossroads of We consolidated our growth in 2018, but also source of clean energy, where other see businesses essential to the future of cities our operating and financial performance only heat loss from plants and buildings. and industries. - in line with our commitments - and our In short, we see solutions, where others innovations. In particular, we opened the Veolia emerges from 2018, the third year of see only problems; we see value, where first French solar panel recycling plant its 2016-2019 development plan, stronger, others see only costs! In the end, it is this and developed a new generation of robots more dynamic and more attractive. In different view of the world which opens to improve waste sorting, equipped with 2019, our Group will continue the rigorous up untraveled roads, making possible what artificial intelligence. and pragmatic breakdown of its strategy, appeared impossible only yesterday. VEOLIA ENVIRONNEMENT / 2018 REGISTRATION DOCUMENT 3 BUSINESSES WATER Veolia’s expertise spans treatment of water to monitoring its quality at each stage in the cycle from extraction to discharge back into the natural environment. The Group innovates to protect resources and encourages recycling and reuse of water by cities and industry. 3,603 drinking water production plants 2,667 wastewater treatment plants managed managed 95 million people supplied with drinking water 63 million people connected to wastewater systems WASTE Veolia is the specialist in waste management, whether for liquid or solid, non-hazardous or hazardous waste. The Group's areas of expertise cover the waste life cycle from collection to recycling, and on to its final recovery as materials or energy. 43 million people provided with collection 560,505 business clients services on behalf of municipalities 49 million metric tons of treated waste 655 waste processing facilities operated ENERGY As an expert in energy services, Veolia supports the economic growth of its municipal and industrial customers while helping reduce their ecological footprint.