Summary PRESENTATION OF THE GROUP 5 1.1 Presentation of the Group 6 1.2 Risk management 14 1.3 Internal control and risk management mechanisms 21 CORPORATE GOVERNANCE 27 2.1 Administrative and management bodies 28 2.2 Remuneration of executives and members of the Board of Directors 37 2.3 Summary of valid powers granted to the Board of Directors regarding capital increases 49 2.4 Information likely to have an impact in the event of a public offering (Article L. 225-37-5 of the French Commercial Code) 50 2.5 Agreements concluded between a Director or a significant shareholder and the Company’s subsidiaries 51 2.6 Special procedures for the involvement of shareholders in the Shareholders’ Ordinary Meeting 51 2.7 Statutory Auditors’ special report on regulated agreements and commitments 52 EXTRA-FINANCIAL PERFORMANCE DECLARATION 53 3.1 Our sustainable development policy 54 3.2 Implementing a responsible employer policy 59 3.3 Limiting the impact of our sites on natural environments and encouraging biodiversity 69 3.4 Improving our sites’ environmental performance and responding to climate issues 71 3.5 Building together with our partners 78 3.6 Placing customer satisfaction and the customer experience at the heart of what we do 81 3.7 Our corporate sponsorship initiatives 84 3.8 Other matters 85 3.9 Report from the Independent Third-Party Body on the Consolidated Non Financial Performance Statement in the Management Report 88 FINANCIAL STATEMENTS 91 4.1 Information on the consolidated financial statements 92 4.2 Consolidated financial statements 104 4.3 Information on the parent company financial statements 165 4.4 Parent company financial statements 171 INFORMATION ABOUT THE COMPANY AND SHARE CAPITAL 199 5.1 Company information 200 5.2 Information about the share capital 205 5.3 Shareholders 206 5.4 Stock market indicators 211 ADDITIONAL INFORMATION 213 6.1 Person responsible for the Registration Document and auditing the financial statements 214 6.2 Statutory Auditors 214 6.3 Fees paid to the Statutory Auditors and members of their network 215 6.4 Information incorporated by reference 216 6.5 Annual information document 216 6.6 Concordance tables 217 REGISTRATION DOCUMENT Including the fi nancial report 2017/2018 The Registration Document from the www.groupepvcp.com website can be consulted and downloaded This Registration document was filed with the Autorité des Marchés Financiers* on 14 December 2018 in accordance with Article 212-13 of its general regulations. It may be used in connection with a fi nancial transaction if accompanied by a prospectus approved by the Autorité des Marchés Financiers*. This document was made out by the issuer and commits the responsibility of the signatory. * French market regulator. REGISTRATION DOCUMENT 2017/2018 – GROUPE PIERRE & VACANCES-CENTER PARCS 1 2 REGISTRATION DOCUMENT 2017/2018 – GROUPE PIERRE & VACANCES-CENTER PARCS Profile and key figures REGISTRATION DOCUMENT 2017/2018 – GROUPE PIERRE & VACANCES-CENTER PARCS 3 4 REGISTRATION DOCUMENT 2017/2018 – GROUPE PIERRE & VACANCES-CENTER PARCS 1 PRESENTATION OF THE GROUP 1.1Presentation of the Group 6 1.3 Internal control and risk 1.1.1Business model 6 management mechanisms 21 1.1.2The competitive environment 10 1.3.1 Objectives and procedure 21 1.1.3Outlook and strategy 11 1.3.2Internal control procedures 21 1.1.4Business model summary 13 1.2Risk management 14 1.2.1Market risks 14 1.2.2 Specific risks relating to the group’s activities 14 1.2.3Legal risks 16 1.2.4IT risks 20 1.2.5Major contracts 20 1.2.6Risk of departure of key personnel 20 REGISTRATION DOCUMENT 2017/2018 – GROUPE PIERRE & VACANCES-CENTER PARCS 5 1 PRESENTATION OF THE GROUP Presentation of the Group 1.1 Presentation of the Group Established in 1967 by its Chairman, Gérard Brémond, the operated under 6 brands: Pierre & Vacances, Center Parcs, Sunparks, Pierre & Vacances-Center Parcs Group is the European market Villages Nature Paris, maeva.com and Adagio. leader for holiday accommodation and holiday property The Group provides accommodation to almost 8 million customers investments. each year, attracted by a diverse holiday rental offering with “à la The Group has a holiday residence portfolio with almost carte” services and activities, in residences or villages, in the 280 destinations worldwide, owned by third party investors and mountains, at the seaside, in the countryside or in cities, both in France and internationally. 1.1.1 Business model 1.1.1.1 The complementary nature of the two business lines The Group’s holiday residence portfolio is made up of successive The owners of the properties and the Group’s tourism operators external acquisitions (acquisition of Maeva in 2001, takeover of are bound by a lease which is usually between 9 and 15 years Center Parcs Europe in 2003, acquisition of Sunparks and creation long. Income generated from the leased apartments and houses of Adagio in 2007, acquisition of Intrawest in 2009, etc.), lease is used to cover the rents payable to the owners. These rents may contracts on existing residences (particularly in the case of be fixed or variable (depending on operating performances) with Adagio), but also new residences and villages built by the Group’s or without a guaranteed minimum. Profits generated over and real estate services. above the rental payment belong to the Group. Renovation work is paid for either by the owner/lessor (individual investors), or the The main feature that sets the Pierre & Vacances-Center Parcs Group (for leases concluded with institutional investors). Group apart from other tourism operators is that it is both a property developer and a tourism operator: At 30 September 2018, over 90% of the holiday residence E the Group’s property subsidiaries design and build tourist portfolio operated by the Pierre & Vacances-Center Parcs Group was under lease management. developments in its capacity as project manager (Pierre & Vacances Développement), and markets them off plan to The complementary nature of the Property Development and individual buyers (Pierre & Vacances Conseil Immobilier) or Tourism businesses provides a dual advantage: these two institutional buyers; businesses have separate cycles, which protect the Group from cyclical or industry crises. For customers, the integration of the two E the Group’s tourism subsidiaries then take delivery of the new provides strong fundamentals such as quality sites and architecture, residences, becoming responsible for the day-to-day as well as sustainable and comfortable houses and apartments. management and marketing of holidays for holidaymakers. PROPERTY DEVELOPMENT TOURISM BUSINESS PROSPECTION MARKETING BUILDINGS OPERATION Land prospection Off-plan sales Construction Operation of the site and site design, to individual of residences or villages (lease agreements carried out jointly by and/or institutional by a delegated project or management mandate). the Group's tourism (block sales – "portage" management company subsidiaries and followed or not by from within the Group. Sale of holidays property teams. unit sales to individuals), to tourist customers in France and abroad. Pre-sale targets (the corresponding (50% to 60%) prior income is used to cover The Group to the start of the works. the rents of lessor-owners and the owners in the case of operation are bound by The work is financed under lease agreements). leases. by calls for funds to owners. 6 REGISTRATION DOCUMENT 2017/2018 – GROUPE PIERRE & VACANCES-CENTER PARCS PRESENTATION OF THE GROUP Presentation of the Group E The Group property subsidiaries also support the qualitative – owing to the slow-down in the market for individual development of the tourism offer investment in rental properties, for a number of years, in addition to the sale to private buyers, the Group has been Regular renovation work at the residences and villages is one of targeting institutional investors (mainly for the Center Parcs the main pillars ensuring that the brands remain appealing and 1 programme), allowing the acceleration of sales. These maintaining them permanently in line with current market trends. investors, seeking a return on their investments, have large While the Group ensures regular maintenance work on the cash reserves and are seeking to diversify their assets. buildings it operates, renovation works are financed by: Accommodation units are block-sold to banking institutions or – mostly individual owners for individual leases, at the end of the insurance companies. For example, 80% of the 800 cottages at lease; Center Parcs Bois aux Daims are owned by the MACSF, MAIF, – the Group (triple net leases), or by institutional investors, under Amundi, Allianz and DTZ Asset Management groups on behalf the framework of multi-year renovation programmes for of CNP Insurance, Groupama and La Française). In Germany, the institutional leases; cottages at Center Parcs Allgau are owned by Batipart and La Française. – property renovation operations for the Center Parcs domains, consisting of the resale on behalf of institutional In some cases these assets go on to be resold to new investors: owners, of existing renovated domains to individual investors thus, of the 916 accommodation units at Villages Nature Paris, (off plan unit sales of renovated cottages) and/or other 783 were initially sold as a block to Batipart (50%), institutional investors (block sales of accommodation and Pierre & Vacances-Center Parcs (37.5%) and Euro Disney leisure facilities). (12.5%), and then resold to individual and/or institutional investors. Initially launched in France as of 2011 for the Center Parcs Bois Francs and Hauts de Bruyères domains (acquisition by the Group of At 30 September 2018, 67% of the apartments operated under some of the cottages then owned by Eurosic for renovation, lease agreements were owned by individuals (86% for financed by their resale to individuals), property renovation Pierre & Vacances Tourisme Europe, the vast majority of whose operations are now being developed in Germany, the Netherlands holiday residence portfolio is in France, and 30% for Center Parcs and Belgium.