Annual Report 2020
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As filed with the Securities and Exchange Commission on February 23, 2021 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 20-F (Mark one) ☐ REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR ☐ SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of event requiring this shell company report . For the transition period from ___________________________ to ___________________________ Commission file number 001-05146-01 KONINKLIJKE PHILIPS NV (Exact name of Registrant as specified in its charter) ROYAL PHILIPS (Translation of Registrant's name into English) The Netherlands (Jurisdiction of incorporation or organization) Philips Center, Amstelplein 2, 1096 BCAmsterdam, The Netherlands (Address of principal executive offices) Marnix van Ginneken, Chief Legal Officer +31 2059 77232, [email protected], Philips Center, Amstelplein 2, 1096 BCAmsterdam, The Netherlands (Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person) Securities registered or to be registered pursuant to Section 12(b) of the Act. Title of each class Trading Name of each exchange on which registered Symbol(s) Common Shares - par value PHG New York Stock Exchange Euro (EUR) 0.20 per share Securities registered or to be registered pursuant to Section 12(g) of the Act. None (Title of class) Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act. None (Title of class) Indicate the number of outstanding shares of each of the issuer's classes of capital or common stock as of the close of the period covered by the annual report. Class Outstanding at December 31, 2020 KONINKLIJKE PHILIPS NV 905,128,293 shares Common Shares par value EUR 0.20 per share Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☒Yes ☐ No If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. ☐ Yes ☒ No Note - Checking the box above will not relieve any registrant required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 from their obligations under those Sections. Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒Yes ☐ No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or an emerging growth company. See definition of “large accelerated filer,"accelerated filer,” and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large Accelerated Filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Emerging growth company ☐ If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards† provided pursuant to Section 13(a) of the Exchange Act. ☐ † The term “new or revised financial accounting standard” refers to any update issued by the Financial Accounting Standards Board to its Accounting Standards Codification after April 5, 2012. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒ Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing: U.S. GAAP ☐ International Financial Reporting Standards as issued by the International Other ☐ Accounting Standards Board ☒ If “Other” has been checked in response to the previous question, indicate by check mark which financial statement item the registrant has elected to follow. ☐ Item 17 ☐ Item 18 If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No 3 Contents 1 Introduction 6 2 Forward-looking statements 7 3 Form 20-F cross reference table 8 4 Message from the CEO 15 5 Board of Management and Executive Committee 18 6 Strategy and Businesses 20 6.1 Driven by purpose 20 6.2 How we create value 23 6.3 Our businesses 26 6.4 Our geographies 35 6.5 Supply chain and procurement 38 7 Financial performance 40 7.1 Performance review 40 7.2 Critical accounting policies 61 7.3 Taxation 63 8 Environmental, Social and Governance 67 8.1 ESG reporting framework 67 8.2 Philips' ESG commitments 68 8.3 Environmental performance 69 8.4 Social performance 83 8.5 Governance 89 8.6 Philips' ESG performance at a glance 93 9 Risk management 95 9.1 Our approach to risk management 95 9.2 Risk factors 98 9.3 Strategic risks 98 9.4 Operational risks 100 9.5 Compliance risks 101 9.6 Financial risks 102 10 Supervisory Board 103 11 Supervisory Board report 105 11.1 Report of the Corporate Governance and Nomination & Selection Committee 109 11.2 Report of the Remuneration Committee 111 11.3 Report of the Audit Committee 123 11.4 Report of the Quality & Regulatory Committee 125 12 Corporate governance 126 12.1 Introduction 126 12.2 Board of Management and Executive Committee 126 12.3 Supervisory Board 127 12.4 Other Board-related matters 129 12.5 General Meeting of Shareholders 130 12.6 Annual financial statements and external audit 132 12.7 Stichting Preferente Aandelen Philips 132 12.8 Major shareholders 133 12.9 Corporate information 133 12.10 Additional information 133 13 Group financial statements 137 13.1 Management’s report on internal control 137 4 13.2 Report of the independent auditor 138 13.3 Independent auditor’s report on internal control over financial reporting 138 13.4 Independent auditor’s report on the consolidated financial statements 139 13.5 Consolidated statements of income 142 13.6 Consolidated statements of comprehensive income 143 13.7 Consolidated balance sheets 144 13.8 Consolidated statements of cash flows 145 13.9 Consolidated statements of changes in equity 146 13.10 Notes 147 14 Other information 225 14.1 Reconciliation of non-IFRS information 225 14.2 Other Key Performance Indicators 234 14.3 Five-year overview (condensed) 236 14.4 Investor information 237 14.5 Definitions and abbreviations 240 15 Exhibits 244 5 1 Introduction This document contains information required for the Annual Report on Form 20-F for the year ended December 31, 2020 of Koninklijke Philips N.V. (the 2020 Form 20-F). Reference is made to the Form 20-F cross reference table herein. Only (i) the information in this document that is referenced in the Form 20-F cross reference table, (ii) this introduction and the cautionary statement “forward-looking statements” on the next two pages and (iii) the Exhibits shall be deemed to be filed with the Securities and Exchange Commission for any purpose. Any additional information in this document which is not referenced in the Form 20-F cross reference table, or the Exhibits themselves, shall not be deemed to be so incorporated by reference, shall not be part of the 2020 Form 20-F and is furnished to the Securities and Exchange Commission for information only. References to Philips References to the Company or company, to Philips or the (Philips) Group or group, relate to Koninklijke Philips N.V. and its subsidiaries, as the context requires. Royal Philips refers to Koninklijke Philips N.V. IFRS based information The audited consolidated financial statements as of December 31, 2020 and 2019, and for each of the years in the three-year period ended December 31, 2020, included in the 2020 Form 20-F have been prepared in accordance with International Financial Reporting Standards (IFRS) as endorsed by the European Union (EU). All standards and interpretations issued by the International Accounting Standards Board (IASB) and the IFRS Interpretations Committee effective 2020 have been endorsed by the EU; consequently, the accounting policies applied by Philips also comply with IFRS as issued by the IASB. These accounting policies have been applied by group entities. Use of non-IFRS information In presenting and discussing the Philips financial position, operating results and cash flows, management uses certain financial measures that are not measures of financial performance or liquidity under IFRS (‘non-IFRS’). These non-IFRS measures should not be viewed in isolation as alternatives to the equivalent IFRS measure and should be used in conjunction with the most directly comparable IFRS measures.