Integrated Report 2019 BAM plants 150,000 trees Royal BAM Group nv made the sustainable choice to celebrate its 150th anniversary by planting 150,000 trees in 2019, to help preserve the planet for future generations. BAM employees volunteered at various locations to plant the trees, with support from school children in Belgium and Denmark. CEO Rob van Wingerden: ‘Future generations matter to us. We need to help preserve the planet for them. Forests are key to restraining climate change and restoring biodiversity. Trees provide clean air to breathe and so much more. BAM sees these trees as a symbolic gesture that underlines our commitment to become a sustainable company, initially focussing on becoming CO2 neutral and circular. We still have a lot to do, but it is high on our agenda.’ In close collaboration with Trees for All (which supports tree planting projects around the world), sixteen projects were selected for BAM’s tree-planting initiative. Tree for Bunnik Together with representatives of the municipality of Bunnik, BAM CEO Rob van Wingerden and CFO Frans den Houter planted a Japanese honey tree (Styphnolobium japonicum) on the occasion of BAM’s 150th anniversary. The three-metre-high honey tree was planted at Bunnik rail station, opposite BAM’s head office. Integrated Report 20182019 2 Royal BAM Group nv Integrated Report 20182019 3 Royal BAM Group nv Royal BAM Group nv, Runnenburg 9, 3981 AZ Bunnik, P.O. Box 20, 3980 CA Bunnik, the Netherlands, Telephone +31 (0)30 659 89 88, [email protected], www.bam.com, established at Bunnik, the Netherlands, Trade register number 30058019 Layout Boulogne Jonkers Design, Zoetermeer, the Netherlands Printing Veenman+, Rotterdam, the Netherlands Illustrations AHR (89), De Beeldredaktie (34), Deon Prins (43), Marcel van Kerckhoven (27), Neil Warner (47), Lourdas Photography (29), Ossip van Duivenbode (79), Paul Tierney (10), Peter Morgan (61), Phenster/Mark Prins (68 t/m 71), Sasja van Vechgel (77), Sofico (28), Studio Lab (90), Trevor Palin (13, 65), Utku Pekli (51), Wolfgang Reiher (206). 20-02 BAM is subject to the structure regime as intended in Part 4, Book 2 of the Dutch Civil Code. The Executive Board Report as intended in Part 9 of Book 2 of the Dutch Civil Code consists of chapters 1-5, 8.4, 9.1 and 9.7. Integrated Report 20182019 4 Royal BAM Group nv Contents 2 5 3 1 4 7 6 8 9 1 Message from the CEO 9 7 Financial statements 90 2 Value creation 10 8 Other information 192 2.1 Business model 11 8.1 Combined independent auditor’s report on 2.2 Strategy 14 the 2019 financial statements and 2.3 Stakeholder engagement and material themes 19 sustainability information 193 8.2 Proposed appropriation of result 202 3 Business performance 22 8.3 Articles of Association provisions governing the distribution of profit 203 3.1 Financial performance 23 8.4 Anti-takeover measures 204 3.2 Social performance 30 8.5 List of principal subsidiaries, joint arrangements 3.3 Environmental performance 42 and associates 205 3.4 Outlook 50 9 Appendices 206 4 Risk management 52 9.1 Royal BAM Group nv shares 207 5 Governance 62 9.2 Five-year overview 210 9.3 Non-financial information and diversity 5.1 Corporate governance 63 information reference table 211 5.2 Decree on Article 10 of the Takeover Directive 66 9.4 Key financial dates 212 5.3 Supervisory Board and Executive Board 68 9.5 Glossary 213 5.4 Executive Committee 71 9.6 Non-financial reporting process and methods 214 9.7 Material themes and management approach 217 6 Supervisory Board 72 6.1 Report of the Supervisory Board to shareholders 73 6.2 Remuneration report 80 Integrated Report 20182019 5 Royal BAM Group nv Key figures (x € million, unless otherwise stated) Profit 2019 2018 Revenue Adjusted result before tax Continuing operations Revenue 7,209 7,208 Adjusted result before tax 74.1 153.2 7,209 74.1 Result before tax 50.6 114.5 2018 2018 Net result attributable to the shareholders 7,208 153.2 of the Company 11.8 23.8 Earnings per share (in €1) 0.04 0.09 Dividend per ordinary share (in €1) 0.02 0.14 Net result Order book Dividend payout (in %) 40 40 Number of shares as at 31 December (x 1,000) 273,296 273,296 Share closing price as at 31 December (in €1) 2.69 2.51 11.8 12,659 Equity attributable to the shareholders 2018 2018 of the Company 628.4 729.0 23.8 12,692 Capital base 748.9 846.7 Total assets 4,540.2 4,578.0 Ratios Order book 12,659 12,692 Net investment in property, plant and equipment 67.7 72.2 Adjusted result (before Net result (attributable to tax as % of revenue) the shareholders of the Net additions right-of-use assets * 115.8 - Company as % of revenue) Depreciation charges property, plant and equipment 54.0 63.7 Depreciation charges right-of-use assets * 99.7 - Amortisation charges intangible assets 5.9 6.1 1.0 0.2 Impairment charges 18.5 23.8 2018 2018 Cash flow before dividend 189.9 117.4 2.1 0.3 Ratios Adjusted result before tax as % of revenue 1.0 2.1 Net result attributable to the shareholders of Capital base (as % ROCE (in %) of total assets) the Company as % of revenue 0.2 0.3 Net result attributable to the shareholders of the Company as % of average equity 1.7 3.3 ROCE (in %) 3.4 7.5 16.5 3.4 2018 2018 Capital ratios 18.5 7.5 Equity attributable to the shareholders of the Company as % of total assets 13.8 15.9 Capital base as % of total assets 16.5 18.5 * Due to the implementation of IFRS Trade working capital Shares 16, leases are no longer classified as operational or financial lease, but are recognised as right-of-use (in % of rolling revenue) Earnings per share Dividend per ordinary share assets. See paragraph 9.5 Glossary for definitions. (10.4) 0.04 0.02 2018 2018 2018 (8.8) 0.09 0.14 Integrated Report 20182019 6 Royal BAM Group nv Safety People 2019 2018 Human resources Incident frequency Safety behaviour Number of employees as at 31 December (IF BAM) audit (in %) (in FTE) 19,517 20,194 Average number of employees (in FTE) 19,433 20,156 Training costs per employee (in €1) 819 703 Female/male employees (in %) 17/83 17/83 4.8 73 2018 - 4.2 2018 - 72 Safety 2017 - 4.6 2017 - 72 Incident frequency (IF BAM) 4.8 4.2 Safety behaviour audit (SBA) (in %) 73 72 Human resources Planet 2019 2018 Female/male employees Training costs per (in %) employee (in €1) Climate positive CO2 emissions intensity 23.5 26.8 (in tonnes per € million revenue) CO emissions (in kilotonnes) 170 193 17/83 819 2 Energy consumption (in terajoules) 2,442 2,744 2018 - 17/83 2018 - 703 2017 - 16/84 2017 - 614 Resource positive Construction and office waste intensity 17.7 17.9 (in tonnes per € million revenue) Number of employees Construction and office waste 128 129 (at 31 December, in FTE) (in kilotonnes) Construction and office waste reused 75 73 recycled (in %) 19,517 Certified sustainable timber (in %) 99 94 2018 - 20,194 2017 - 19,837 Resource positive Construction and office Construction and Certified sustainable waste intensity (in tonnes office waste timber (FSC and PEFC) per € million revenue) (in kilotonnes) (in %) 17.7 128 99 2018 - 17.9 2018 - 129 2018 - 94 2017 - 20.3 2017 - 134 2017 - 98 Climate positive CO2 emissions intensity CO2 emissions Energy consumption (in tonnes per € million revenue) (in kilotonnes) (in terajoules) 23.5 170 2,442 2018 - 26.8 2018 - 193 2018 - 2,744 2017 - 28.1 2017 - 186 2017 - 2,644 Integrated Report 20182019 7 Royal BAM Group nv Titel Message from the CEO from Message Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx ThousandsXxxxxxxx Xxxxxxxx of Xxxxxxxx treesXxxxxxxx planted Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx Xxxxxxxx InXxxxxxxx 2019, XxxxxxxxBAM planted Xxxxxxxx tens of thousandsXxxxxxxx Xxxxxxxx of trees Xxxxxxxx in various locationsXxxxxxxx Xxxxxxxx in Europe, Xxxxxxxx Bolivia Future generations matter to us. andXxxxxxxx Uganda. Xxxxxxxx Throughout Xxxxxxxx thisXxxxxxxx report Xxxxxxxx you will Xxxxxxxx find the storiesXxxxxxxx of Xxxxxxxx all these Xxxxxxxx tree- We need to help preserve the plantingXxxxxxxx Xxxxxxxxprojects. Xxxxxxxx planet for them.’ Integrated Report 2019 8 Royal BAM Group nv Message Value Business Risk Supervisory Financial Other from the CEO creation performance management Governance Board statements information Appendices Message from the CEO business and the decision to exit our activities in offshore wind foundations. Also our programme to roll out our uniform project In 2019, Royal BAM Group celebrated 150 years of enhancing approach, in support of our One BAM way of working, is showing people’s lives. To mark this occasion we planted 150,000 trees - good progress. This programme enables our employees to giving back to the communities in which we work. capitalise on state-of-the-art knowledge and resources, talent and training, thus creating a solid foundation for individual and Following the disappointing first half year result due to the project collective growth and development. cost overruns announced in July, BAM’s performance recovered in the second half of 2019 and the company realised its revised full We expect an improvement of the adjusted result before tax year outlook. Trade working capital efficiency improved further margin in 2020 compared to 2019.