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2009 Registration Document

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2009 Registration Document 2009 REGISTRATION DOCUMENT aeroportsdeparis.fr A French société anonyme (public limited company) with share capital of 296,881,806 euros Registered office: 291 boulevard Raspail, 75014 Paris 552 016 628 RCS Paris 2009 REGISTRATION DOCUMENT This document includes the 2009 annual financial report. Copies of this registration document are available at no charge from Aéroports de Paris, 291 boulevard Raspail, 75014 Paris, and on the websites of Aéroports de Paris (www.aeroportsdeparis.fr) and the AMF (www.amf-france.org). In due application of Article 28 of the European Commission’s regulation EC n° 809/2004, this registration document refers to information contained in: the consolidated financial statements of Aéroports de Paris for the financial year ended 31 December 2008 and the report by the Statutory Auditors on these financial statements, presented in notes 1 and 2 of the Aéroports de Paris registration document registered by the AMF on 30 April 2009 under number R. 09-038 (the “2008 registration document”); the consolidated financial statements of Aéroports de Paris for the financial year ended 31 December 2007 and the report by the Statutory Auditors on these financial statements, presented on notes 1 and 2 of the Aéroports de Paris registration document registered by the AMF on 28 April 2008 under number R. 08-038 (the “2007 registration document”); examination of the financial position and income of Aéroports de Paris for the financial years ended 31 December 2007 and 31 December 2008, presented in chapter 9 of the 2007 and 2008 registration documents respectively; the Statutory Auditors’ report on related party agreements for the financial years ended 31 December 2007 and 31 December 2008, presented in appendix 5 of the 2007 and 2008 registration documents respectively. This document is an informal English version of the “2009 document de référence” filed the 22nd of March 2010 with the Autorité des Marchés Financiers under n° D.10-0135. In case of any discrepancy between this document and the “2009 document de référence”, the “2009 document de référence” will govern. This document has not been and will not be submitted to the clearance procedures of the French Autorité des Marchés Financiers (the « AMF»). This version includes the amendment filed the 29th of March 2010 with the AMF. No representation or warranty expressed or implied is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or opinions contained herein. None of Aéroports de Paris or its affiliates, advisors or representatives shall have any liability whatsoever (in negligence or otherwise) for any loss arising from any use of this document or its contents or otherwise arising in connection with this document. This document is not an offer to sell or the solicitation of an offer to purchase securities and is not part of any offer. Neither this document nor its contents may be used for any offer or sale or any such solicitation anywhere in the world. AÉROPORTS DE PARIS / 2009 Registration Document 1 CONTENTS 01 PERSONS RESPONSIBLE 10 LIQUIDITY AND CAPITAL RESOURCES 73 FOR THE REGISTRATION Shareholders’ equity 73 DOCUMENT AND THE ANNUAL Cash fl ow 73 FINANCIAL STATEMENT 5 Net debt 75 Person in charge of the registration document and 2009 annual fi nancial statement 5 The Group’s fi nancial risk management policy 75 Report of the manager 5 Group commitments 75 02 STATUTORY AUDITORS 7 11 RESEARCH AND DEVELOPMENT, Statutory Auditors in 2009 7 PATENTS AND LICENSES 77 Research and development 77 Substitute Auditors in 2009 7 Trademarks, patents and licences 77 03 SUMMARY FINANCIAL DATA 9 12 Summary consolidated income statement 9 RECENT DEVELOPMENTS AND OUTLOOK 79 Summary consolidated balance sheet 9 Changes in airport fees 79 Consolidated cash fl ow statement 10 Traffi c trends in January and February 2010 79 Net debt 10 Dividend distribution policy 79 Cost reduction programme 79 04 RISK FACTORS 11 Risk factors 11 13 PROFIT FORECASTS OR ESTIMATES 81 Risk Management 16 Objectives for the period 2006-2010 81 05 2010 Group objectives 81 INFORMATION ON THE COMPANY 17 Objectives post 2010 82 Information 17 Report of the Statutory Auditors on fi nancial History of the Company 17 forecast 83 Investments 19 14 ADMINISTRATIVE, MANAGEMENT, 06 BUSINESS OVERVIEW 23 SURVEILLANCE AND EXECUTIVE MANAGEMENT BODIES 85 Presentation of the activity 23 Board of Directors and Deputy Chief Presentation of the market 27 Executive Offi cer 85 Description of Aéroports de Paris airports 32 Personnal information concerning the board Description of activities 40 members and the deputy chief Executive offi cer 90 Legal and regulatory environment 54 Environmental information 57 15 COMPENSATION AND BENEFITS OF OFFICERS 91 07 ORGANISATION CHART 61 Executive offi cers compensation 91 Directors compensation 93 08 Non-voting Board members compensation 93 REAL ESTATE PROPERTIES Company shares owned by Directors 93 AND FACILITIES 63 Executive Committee members Compensation 94 Real estate property and facilities 63 Pensions and other benefi ts 94 Environmental constraints 64 16 09 FUNCTIONING REVIEW OF THE GROUP’S OF THE ADMINISTRATION FINANCIAL POSITION AND RESULTS 65 AND MANAGEMENT BODIES 95 Key fi gures 65 Functioning of the Administration Key events during FY 2009 66 and management bodies 95 Analysis of 2009 earnings 67 Functioning of corporate governance bodies 99 Corporate governance system 101 2 AÉROPORTS DE PARIS / 2009 Registration Document 17 EMPLOYEES - HUMAN RESOURCES 103 25 INFORMATION ON EQUITY Employees 103 INTERESTS 229 Corporate indicators for the Group 105 A1 APPENDIX 1 18 MAIN SHAREHOLDERS 107 STATUTORY AUDITORS’ REPORT Shareholding of the Company 107 ON RELATED PARTY AGREEMENTS Change of control of the Company 108 AND COMMITMENTS 231 Shareholder agreements 108 A2 APPENDIX 2 19 RELATED PARTY TRANSACTIONS 111 Relations with the State and the administrative REPORT BY THE CHAIRMAN authorities 111 OF THE BOARD OF DIRECTORS 241 Relations with related parties 112 A3 APPENDIX 3 20 FINANCIAL INFORMATION ON THE ASSETS, FINANCIAL POSITION STATUTORY AUDITORS’ REPORT AND RESULTS 113 ON THE REPORT PREPARED BY THE CHAIRMAN OF THE BOARD Consolidated fi nancial statements of the Aéroports de Paris Group OF DIRECTORS 263 at 31 December 2009 114 Statutory Auditors’ report on the consolidated A4 APPENDIX 4 fi nancial statements 178 Aéroports de Paris company fi nancial LIST OF DOCUMENTS PUBLISHED statements at 31 December 2009 180 IN THE LAST 12 MONTHS 265 Statutory Auditors’ report on the fi nancial statements 212 Pro forma fi nancial data 214 A5 APPENDIX 5 Interim fi nancial data 214 Dividend distribution policy 214 ANNUAL FINANCIAL REPORT 267 Legal proceedings 214 Material change in the fi nancial or commercial position since 31 December 2009 216 21 ADDITIONAL INFORMATION ON THE SHARE CAPITAL AND PROVISIONS OF THE MEMORANDUM AND ARTICLES OF ASSOCIATION 217 Information on the share capital 217 Provisions of the memorandum and articles of association 220 22 MATERIAL CONTRACTS 223 23 INFORMATION FROM THIRD PARTIES, EXPERTS’ STATEMENTS AND STATEMENTS OF INTEREST 225 24 DOCUMENTS AVAILABLE FOR THE PUBLIC 227 The elements of the annual fi nancial report are identifi ed by way of pictogram AÉROPORTS DE PARIS / 2009 Registration Document 3 < Contents > 4 AÉROPORTS DE PARIS / 2009 Registration Document < Contents > 1 PERSONS RESPONSIBLE FOR 2 THE REGISTRATION DOCUMENT 01 AND THE ANNUAL FINANCIAL STATEMENT 3 4 5 6 The expressions “Aéroports de Paris” and “Company” refer to Aéroports de Paris SA . The term the “Group” refers to the group of companies making up the Company and all of its subsidiaries. 7 8 PERSON IN CHARGE OF THE REGISTRATION DOCUMENT AND 2009 ANNUAL FINANCIAL STATEMENT 9 10 Pierre Graff, Chairman & Chief Executive Officer – Aéroports de Paris. 11 12 REPORT OF THE MANAGER 13 Having taken all reasonable care for such purpose, I certify that, to the best of my knowledge, the information contained in this registration document, including its notes, accurately reflects reality and contains no omission likely to affect its meaning. 14 I certify that, to the best of my knowledge, the financial statements have been prepared in accordance with applicable accounting standards and give a true and fair view of the assets, financial position and results of the Company and all the companies in its consolidation scope. The annual financial report 15 in appendix 5 of this registration document presents a true picture of business developments, results and the financial position of the Company and all the companies in its consolidation scope as well as a description of the main risks and uncertainties that they face. 16 I have obtained an Accountant’s certificate from the Statutory Auditors, in which they state that they have verified the information relating to the financial position and the financial statements provided for herein, and that they have read the document in its entirety. The consolidated financial statements of the financial year ended 31 December 2009 were audited by Statutory Auditors who wrote a report attached in 17 chapter 20 of this registration document. Without qualifying the opinion that they have expressed on the consolidated financial statements, the Statutory Auditors, in this report, made an observation drawing the reader’s attention to note 3.1.2. relating to the position of the current procedures for the 18 Economic Regulation Agreement, and an observation on the change of accounting method arising from the application of standard IFRS 8 regarding segmented information. 19 Without qualifying the opinion that they have expressed on the financial statements, the Statutory Auditors, in their report on the annual consolidated financial statements for the financial year ended 31 December 2008 in appendix 2 of the registration document for 2008, made an observation drawing the reader’s attention note 3.1.2. relating to the position of the current procedures for the Economic Regulation Agreement.
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