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Registration Document & Registration document & fi nancial annual report 2012 This document is a non-certifi ed translation of the original French text for information purposes only. The declaration by the person responsible for the document is not applicable to this translation and is therefore not included herein. The original document was fi led with the Autorité des marchés fi nanciers (AMF), the French market regulator, on 17 April 2013 under No. D.13-0371 in accordance with article 212-13-II of the AMF’s General Regulations. Contents PAGE PAGE 1 Person responsible for 7 Organization chart 55 the Registration Document 3 7.1. Simplifi ed legal organization chart 1.1. Person responsible for the information for the Group as at December 31, 2012 55 contained in the Registration Document7.2. Information 3 on subsidiaries 1.2. Attestation by the person responsible and shareholdings 57 for the Registration Document 3 8 Real estate, factories and equipment 61 2 Statutory auditors 4 8.1. Real estate and equipment 61 2.1. Alternate auditors 48.2. Environmental policy 63 2.2. Deputy statutory auditors 5 2.3. Information on statutory auditors having 9 Examination of the fi nancial position resigned, having been dismissed or not and results 64 having been 9.1. renewedIntroduction 5 64 9.2. Comparison of the earnings for 3 Selected nancial informationfi 6 2012 and 2011 69 3.1. Overview of the Group 9.3. 6 Comparison of the earnings for 3.2. Selected fi nancial information 8 2011 and 2010 77 4 Risk factors 12 10 Cash ow andfl equity 88 4.1. Risks relating to the Group’s business10.1. Equity12 88 4.2. Risks related to the industry in which10.2. Cash owsfl 88 the Group operates 10.3. 14Indebtedness 91 4.3. Legal risks 15 10.4. Analysis of certain off -balance 4.4. Market risks 16 sheet liabilities 97 4.5. Risks related to the Company 18 11 Research and development, patents 4.6. Risk management 19 and licenses 98 5 Information about the 21Company12 Information on trends 99 5.1. History and development of the Company12.1. Recent21 events 99 5.2. Investments 23 12.2. Trends and objective 99 6 Business overview 27 13 Profi t forecasts or estimates 102 6.1. Overview of the Group’s businesses 27 14 Administration and 6.2. Group strengths and strategy 29 general management bodies 103 6.3. Description of the businesses 14.1. Composition of the Board of Directors, and introduction to the markets Chairman 31 and Chief cer Executive103 Offi 6.4. Dependency factors 54 14.2. Detailed information on the management 6.5. Legislative and regulatory environment 54 expertise and experience of the members of the Board of Directors 108 14.3. Personal information concerning the members of the Board of Directors 108 14.4. Confl icts of interests in the administration and General Management bodies 108 PAGE PAGE 15 Remuneration and ts benefi 109 20 Financial information on the Company’s 15.1. Remuneration and benefi ts in kind 109 assets and liabilities, fi nancial position and income statements 128 15.2. Pension, retirement and other benefi ts 112 20.1. Accounting policies 128 16 Operation of the administrative 20.2. Historical nancialfi information 128 and management bodies 113 20.3. Statutory nancialfi statements 16.1. Operation of the Board of Directors 113 at December 31, 2012 172 16.2. Operation of the management bodies 115 20.4. Auditors’ fees 185 16.3. Limitation of powers 115 20.5. Dividend policy 185 16.4. Internal audit 115 20.6. Legal proceedings and arbitration 185 16.5. Date of expiry of the ceterm of offi 20.7. Signifi cant changes to the fi nancial of the directors 116 or commercial position 186 16.6. Information on the service agreements binding the members of the21 Company’sAdditional information 187 administration and management 21.1.bodies Share 116capital 187 16.7. Declaration relating to corporate governance 21.2.116 Constitutional documents and by-laws 190 17 Employees 11822 Signifi cant contracts 195 17.1. Overview 118 23 Information coming from third parties, 17.2. Share subscription and purchase options 120 expert declarations and declarations of interest 196 17.3. Employee profi t-sharing 120 24 Documents available to the public 197 17.4. Shareholding of the Company’s cers andoffi transactions conducted by members25 Information on holdings 198 of the Board of Directors in Appendix the 1 - ReportCompany’s by the Chairman shares 121 on corporate governance and internal control 199 18 Principal shareholders 124 18.1. Distribution of the share capital Appendix 2 - Statutory auditors’ report and voting rights 124on the report of the Chairman of the Board of directors 208 18.2. Voting rights 125 Appendix 3 - Corporate social responsibility 210 18.3. Control of the Company 125 Appendix 4 - Elements constituting the 18.4. Agreements capable of leading to a change 2011 fi nancial annual report and of control 125 management annual report 2011 234 19 Operations with related parties Glossary119 236 19.1. Contracts and operations with related parties 126 19.2. Intra-group operations 126 19.3. Statutory auditors’ report on regulated agreements and commitments 127 Elements of the annual fi nancial report 2012 Registration Document VICAT 1 Introduction Vicat, a French société anonyme, with a share This information is not historical data and must as not signifi cant could have the same negative capital of € 179,600,000 whose registered not be interpreted as an assurance that the facts eff ect and investors could lose all or part of their offi ce is Tour Manhattan, 6 place de l’Iris, 92095 and data stated will occur. This information is investment. Paris-La Défense, registered with the Registry founded on data, assumptions and estimates of Companies and Commerce of Nanterre considered as reasonable by the Group. This Registration Document contains information under number 057 505 539, is referred to as They are likely to change or be modified due relating to the markets on which the Group the “Company” in this Registration Document. to uncertainties, related in particular to the operates. This information comes, in particular, Unless expressly stated otherwise, the “Group” economic, fi nancial, competitive and regulatory from studies carried out by third parties. Given the refers to the Company and its subsidiaries and environment. Moreover, the materialization of changes which may aff ect the industry in which holdings as set forth in the organization chart in certain risks described in section 4 “Risks factors” the Group operates in France and worldwide, section 7 “Organization chart” of this Registration of this Registration Document is likely to have this information may prove to be incorrect or no Document. an impact on the Group’s activities, situation, longer up to date. The Group’s activities could fi nancial results and on its capacity to achieve consequently evolve differently from what is Unless otherwise indicated, the figures used its objectives. described in this Registration Document and in this Registration Document, in particular in the declarations or information contained herein section 6 “Business Overview” of this Registration Forward-looking statements contained in this could prove to be incorrect. This Registration Document, are extracted from the Group’s Registration Document also encompasses the Document serves as the fi nancial annual report consolidated fi nancial statements, prepared in known and unknown risks, uncertainties and and includes information required pursuant to accordance with IFRS. As the fi gures have been other factors which could, if they materialize, article 222-3 of the General Regulations of the rounded, the amounts indicated as being totals aff ect the Group’s future results, performances AMF. In order to facilitate the reading of the and the various sections of this Registration and achievements. These factors can in particular fi nancial annual report, a cross-reference table Document may not equal the arithmetic sum of include changes to the economic and commercial is included in appendix 4 of this Registration these fi gures and numbers. situation as well as the risk factors set out in Document. section 4 “Risk factors” of this Registration This Registration Document contains indications Document. on the Group’s prospects and development policies. These indications are sometimes Investors are invited to consider carefully the identified by the use of the future and the risk factors described in section 4 “Risk factors” conditional tenses, and forward-looking terms of this Registration Document before making such as “consider”, “intend”, “think”, “with the their investment decision. The materialization aim of”, “expect”, “plan”, “should”, “want”, of all or some of these risks is likely to have an “estimate”, “believe”, “wish”, “could” or, if adverse eff ect on the Group’s activities, financial necessary, the negative form of these terms, position or fi nancial results. Moreover, other risks, or any other alternative or similar terminology. not yet identifi ed or considered by the Group 2 VICAT 2012 Registration Document 1 Person responsible for the Registration Document 1.1. Person responsible for the information contained in the Registration Document 3 1.1. Person responsible for the information contained in the Registration Document Mr. Guy Sidos, Chief Executive Offi cer. 2012 Registration Document VICAT 3 2 Statutory Auditors 2.1. Incumbent auditors 2.3. Information on statutory auditors4 having resigned, having been dismissed 2.2. Alternate auditors 5 or not having been renewed 5 2.1. Incumbent auditors KPMG Audit Immeuble Le Palatin, 3 cours du Triangle, 92939 Paris-La Défense Cedex Represented by Mr. Bertrand Desbarrières. Member of the Regional Company of Auditors of Versailles. Date fi rst appointed: Ordinary General Meeting held on November 25, 1983.
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