Publicis Groupe S.A. (PUB) Earnings Call Transcript & Summary

Good morning, ladies and gentlemen. Shareholders, welcome. I don't know whether we can begin right away. I'm told that we can. So I'm very happy to welcome you to the General Meeting, which I will chair as Chairperson of this Supervisory Board. And I will ask Madame Elisabeth Badinter and [ Mr. Arthur Sadoun ] as shareholders representing the greatest number of votes who have accepted the duties to be the scrutineers. We will appoint Madame Celine Fronval, Legal Affairs Director of the Publicis Group as the meeting Secretary and [ Madame Monique Rex ] to assist her in a second room which we're opening in order to welcome those shareholders who we cannot have in this room. I think, given the number of available seats, we won't, in fact, need a second room. Those who really do want to be in the second room because they want to be all by themselves in the second room will be able to follow the meeting through the video conference, and they will even be able to ask questions all by themselves, and they will be -- they'll have total privacy. And we add that the general meeting is being broadcast live on the Publicis Group website. So all the shareholders around the world, wherever they may be, will be able to follow the general meeting. I declare the meeting open, and I will now give the floor to Madam Celine Fronval, the Meeting Secretary. Celine, you have the floor.

Thank you, Mr. Chairman. Good morning, ladies and gentlemen. The attendance sheet shows that the shareholders present, represented or voting by correspondent have 119,199,190 shares out of the 250,369,500 shares, comprising the capital with voting rights and have 202,538,432 votes. Therefore, the shareholder -- the general meeting has reached the quorum of 1/5 of the shares with voting rights and the 1/4 of the shares with voting rights for the extraordinary general meeting, 162,642,439 shares. The meeting can, therefore, be convened both for the ordinary and extraordinary general meeting. The documents are set out by current legislation through Article L. 225-115, R. 225-83 with the bureau of the meeting, the agenda is as follows: adoption of the corporate statements for 2021; adoption of consolidated financial statement for 2021; breakdown of results for 2021 and special reports of the statutory auditors; renewal of the term as a member of the Supervisory Board of Madame Elisabeth Badinter; appointment of Mr. Tidjane Thiam as a member of the Supervisory Board; approval of the remuneration policy for the chairperson of the Supervisory Board for 2022; approval of the remuneration policy for the members of the Supervisory Board for 2022; approval of the remuneration policy for the chairperson of the Management Board for 2022; approval of the remuneration policy for others of the Management Board for 2022; adoption of the report on remuneration for 2021; approval of the remuneration components paid or attributed for 2021 to Mr. Maurice Levy, Chairperson of the Supervisory Board; approval of the remuneration components for Mr. Arthur Sadoun, Chairperson of the Management Board; approval of the remuneration components for 2021 to Madame Anne-Gabrielle Heilbronner, member of the Management Board; Mr. Steve King, member of the Management Board; and to Mr. Michel-Alain Proch, member of the Management Board; approval to -- authorization be given to the Management Board to enable the company to buy back its own shares. On an extraordinary basis, delegation of authority to the Management Board for a period of 26 months with preferential subscription rights, giving access to ordinary shares of the company or of one of its subsidiaries; delegation of authority to the Management Board to decide to issue with preferential subscription rights, giving access to ordinary shares to proceed with public offerings to issue without preferential subscription rights other than those stipulated on the Article L. 411 of the French [ Monetary Code ]; delegation of authority to the Management Board of ordinary shares and/or securities by public offerings as defined in Article L. 411 of the French Monetary Code and to increase the number of securities to be issued in the event of a capital increase with or without preferential subscription rights carried out pursuant to the 18th through the 20th resolution submitted to this meeting; delegation of authority to be given to the Management Board to decide to issue the company's ordinary shares or securities without preferential subscription rights up to 10% per year; delegation of authority to be granted to the Management Board to decide to issue securities in favor -- without preferential subscription rights in favor of certain categories of beneficiaries in the context of implementation of [indiscernible] without subscription rights in order to remunerate without preferential subscription rights giving [indiscernible] to access to the capital or through public exchange offering; authorization and delegation of authority to be granted for a period to decide to issue company's ordinary shares or securities in favor of employees or certain corporate officers; delegation of authority to decide upon the issuance of public shares without preferential rights for those holding an employee share ownership plans in favor of certain categories of beneficiaries; amendment of Article 18 of the bylaws in order to remove the obligation to appoint alternate Statutory Auditors; amendment of Article 7 of the bylaws to bring its content into compliance with Order no. 2020-1142 of September 16, 2020, creating within the French Commercial Code a chapter relating to companies with securities admitted to trading on a regulated market or a multilateral trading facility. For the ordinary shareholders' meeting, powers to carry out formalities. This concludes my intervention, Mr. Chairman.

Thank you. Thank you very much. So we will now go ahead with all the presentations for the general meeting, and I will begin with a small introduction, introductory remarks, as is customary during the shareholders' meeting. So I'd like to make some introductory comments before we open the general meeting. First of all, I have to say that we are delighted and we discussed with Elisabeth Badinter, Arthur Sadoun and Andre Kudelski. We're so happy to see you here to be able to meet you to see our shareholders in this -- [ in presencia ] in meeting. And this is very important for us. The pandemic and its restrictions had deprived us of this direct -- this face-to-face meeting which we feel very important. Vice Chair of the Board, Madame Elisabeth Badinter; Mr. Arthur Sadoun, Chairperson of the Management Board; and the members of the Board and the Management Board, we are very happy to welcome you and to present the activity of the group, and we'll be very happy, of course, to take your questions. The year, past year, was marked by the pandemic, which Arthur has refered to, and also by a pickup in business around the world. Things are changing at present. But regarding 2021, this was indeed a year of recovery. Arthur Sadoun will give you a broader view of our group, its strategic results and the prospects in a period which is, of course, dominated by the war in Ukraine, and the pandemic is still part of our day-to-day life. Without further ado, I will give the floor to a Chairperson of the Board, Mr. Arthur Sadoun, who has done an excellent job, and we really do wish to emphasize this, an excellent job in 2021 and is continuing with the same drive and talent in 2022. And he is displaying very great courage as well. Arthur, over to you.

Well, that's very kind of you. Okay, well, rest assured we're not going to indulge in mutual admiration here. Ladies and gentlemen, dear shareholders, good morning. Well, we're delighted to be here today. As is customary in our general meetings, I'm not going to read out the documents which you -- which have been circulated to the Board. I'm going to give an overview of 2021 and the outlook for 2022. As you know, I am undergoing additional treatment further to a cancer tumor in mid-March. So far so good. I can't say that it's very easy. But I do have a very slight problem in execution because I'm lacking in saliva, which is compelling me to provide. So I'll take the device. Now Maurice has said a few words, this one aspect here which I think is essential for 2021. Looking beyond what -- in 2021, we had a global economic recovery, a very strong recovery with -- this was the case for our clients and definitely the case for Publicis, but the pandemic was still with us. And one of the key points that we will go back on here is that it's created new work relationship and our key value the strength of Publicis are the men and women who work day today for our clients and this has been, of course, disrupted as you will see for 2021. Okay, there's a slight delay. I'll pause again. There we go. So this was a record year. When you look at 2021, we had a record year in every respect, perhaps the most important point here was the fact that we had double-digit organic growth and strong growth in all our regions against the backdrop of recovery. You can see this United States, plus 9.8%; Europe, plus 9.6%; Asia, plus 10.3%. And the important point here, and this is the part of our strategy is that we were able to capture the structural shifts in our client spending in favor of e-commerce, digital spending. You will recall the acquisition of Epsilon. We were looking at growth. We're now having a growth of 12.8%. Publicis Sapient was a difficult company to integrate, plus 13.8%. So we can see that the strategy is bearing fruit. It's very difficult to charge organic growth over 1 year. You have to look at it over 2 years. You have to look at how much revenue was destroyed in 2020 and the capacity to regenerate it in 2021. And we were able to go beyond our 2019 growth. So not only did we make up for previous losses, but we actually posted growth. And we posted 5% growth in the second half, and the new aspect here is that Publicis is not #1, but it's the second best performance of the whole industry over 2 years in the industry. And the good news is that we were able to do this while maintaining the best financial ratios, in actual fact, historic levels for Publicis. They still debate over growth versus margin. We've said that growth does not prevent us from having the best margin in the market. This was the case last year. 17.5% operating margin last year and free cash flow [ EUR 1.4 billion ]. Now there are many factors involved in this, the business model. And there's one factor in particular that we need to keep in mind here, which is one of the reasons for our success, which is a new business. And here you have it. We had an excellent year. It was a lot of work, but we had a very, very good year, everywhere in particular in the United States, where we regained Walmart which we lost 5 years ago [indiscernible], and Meta, Facebook, and an important point here, when you look at the analyst notes is that in the rankings, for the third year out of 4, we're #1. But this year, the lead we have is very impressive. When you look at the pickups in budget we lost we have -- we've more than doubled our lead. And finally, and this is something we're very proud of, we finished #1 in ESG in the market. We picked up 8 out of the 10 main agency. This is a key factor in our strategy, and we've made a short film to show everything that we've done and also to explain how we structure and the 3 pillars regarding our actions. So let's have a look at the film. [Presentation]

Thank you. Thanks for that. So all that's allowed us to deliver share price performance outperforming the market, 45%, agencies plus 38% CAC plus 29% to summarize the highlights of '21 that really back in the game on organic growth second over 2 years. Good news showing once again the strength of our model. We continue to maintain industry-leading financial ratios. Our new business wins demonstrate the relevance of our model. I can tell you, it's not easy to win those pitches, but it's proved positive of our superiority in our products, of course, talent quality. And lastly, we lead our industries, ESG rankings. They're not here, but I'd like to thank our clients, first and foremost, it was obviously a difficult task because, past couple of years, a lot of uncertainty. As I said, there is a rebound in '21, but things picked up slowly for the most part. They were great partners. I'd like to thank our people, our employees because of this. One thing for sure is there's no difference between '20 and '21, 2 very challenging years for everyone. We had to reinvent, filled with uncertainty. We now had to look after their health where obviously a lot of worries about what might happen. And our people displayed resilience, commitment and dedication out of the ordinary. We're very proud of that. We doubled the bonus pool versus 2019. And with the Management Board, we took a strong measure, which was an exceptional bonus for everyone with the group for the past 2 years to be rewarded for the efforts undertaken collectively. You need to know 38,000 people, perhaps slightly less, but who were not entitled to a bonus received an additional week's pay to show how grateful we were for all the efforts undertaken. So those are the highlights. Turning briefly to the financials. Our net revenue in '21 comes in at EUR 10.487 billion, up 10% organic, 8% reported. The operating margin, as you see, grew 18%, EUR 1.8 billion of free cash flow before change in working capital reached EUR 1.4 billion, up 20% on a reported basis. This performance allowed us to reduce our net debt to EUR 76 million at the end of last year. Operating margin reached 17.5% in '20, an all-time high, up 150 basis points versus 2020. We benefited from a cost base that had been optimized during the crisis in 2020, and we invested significantly in talent with over 9,000 net recruits and the doubling of the bonus pool versus '19. As I said, group had demonstrated its ability to generate excellent free cash flow, over EUR 1.4 billion in '21. Furthermore, thanks to a strict monitoring of cash. We only cashed out EUR 200 million in respect of WCR change. Very targeted acquisition for a total amount of some EUR 300 million. CitrusAd, a SaaS platform leader in media retail, booming. We've reduced our debt down EUR 800 million in '21. In spite of the crisis, we deleveraged faster than expected. Average net debt was halved to reach EUR 1.5 billion. Our net financial debt at year-end came in at EUR 76 million level, close to what it was before the acquisition of Epsilon. Our credit ratings by S&P and Moody's remain both very solid. Thanks to these excellent results achieved in '21, we're proposing a dividend of EUR 2.40 per share this year, that represents an increase of 20% versus 2020. The payout ratio 45.8% is an all-time high, both in the history of the group, but also versus our peers. Furthermore, we decided this year to remove the scrip option to stabilize the share count. We need to find a cash allocation policy for '22. Here are the highlights. So dividend payout ratio of between 45% and 50%, dividend paid in cash. And M&A employed, very targeted EUR 400 million to EUR 600 million, double what it was in '21. In '22, we've acquired Tremend and [indiscernible]. Lastly, continued deleveraging of the group having EUR 1 billion average net debt by the end of '22. But over and above the organic performance, great financial results. I'd like to conclude in '21 with really what is a part of our business, what we're focusing on the most, find great ideas that can change at least the future, the image of our clients. And so just an ad break to share with you one of the films we're the most proud of in '21. [Presentation]

Thank you. So Q1 '22 and outlook, here we have it. Okay, I'm running the show. Good Q1 '22 double-digit growth. So what's really interesting, got double growth on growth -- on top of growth last year. And that, once again, is proof positive that our model is running full throttle. So capturing the shift in spend towards 1P data, digital media, commerce and DBT, Publicis Sapient plus 18.5% growth rates placing Sapient in a different dimension, making us very confident in the future. Now here again, the good news that this growth is strong across regions, U.S. plus 8%, plus 5% last year. So 65% of our revenue is leading country. We had some difficulties back in '19. And here, we see clearly how much the new organization in place, the management team and the momentum we've generated is beginning to operate over time. Europe back strongly, plus 14. Good performance by the U.K. coming back. Great French performance, [ I get probably visiting a client ], but the France has done great work [indiscernible] Maurice if were sort of ribbing one another to know we're first or second. Yes, we are. I think we're an industry leader and here a great job done by [indiscernible] 14%, over 5% in an area that was heavily hit by COVID. Added to that, very good starts of the year in new business, 2 major wins. I'm going to spend a minute, firstly, McDonald's in the U.S. there for 20 years. Now I was with one of our peers, the U.S. peer decided to entrust its account without a pitch considering the quality of our teams, the strength of Epsilon made our offer incomparable versus the other for a French company to win without a pitch against the U.S. company McDonald's in the U.S. We find that it's a good sign. The other big pitch will be the biggest in the year. ABInBev Budweiser and Co., we had very good relationship with Epsilon. Built 18 months back, we won all the media. I won't review great start to the year, but I'm going to recognize, if you look at the start to the year, of course, obviously, double-digit growth, tremendous new business start but the real event of the start to the year isn't that at all. This was the big one. Maurice Levy's book. Open your eyes, ladies and gentlemen. Well, if you haven't seen Maurice Levy on TV, you're basically without a TV, he was wall-to-wall with a book on the middle classes. We're going to have the pleasure of giving you at the end of this AGM. Maurice already has this table to sign your books as you leave. Well, we'll arrange that over lunch. On a more serious note, the outlook for the rest that's not -- you're saying my book's not serious. Anyway, outlook for the rest of the year. Even more topical, these charts date back a few days, but there's no doubt that the macroeconomic uncertainties call for prudence, the pandemic, supply chain issues, conflict in Ukraine, inflation on raw materials and energy, but also on wages, a lot of reasons to be cautious, and we have been. I think that's a key message today. We were prudent as of the presentation of our Q1 earnings for some years now, we've been prudent. We erred on the side of caution, so it's not to disappoint. We see the rise of these 4 factors that we embarked on the strategy for '22, very robust, but also with maximum prudence. So today, we find ourselves with 3 priorities for '22. First priority, our people. As we said earlier, it's the group's greatest strength value. We must continue to give priority to their physical and mental well-being. We've done it. We continue to do it during the COVID crisis. We individually went to feed all our people in China. We're doing it now. Of course, with Ukraine, I'd like to spare a thought for our 400 people in Ukraine who've left the country and we're following individually. In the new hybrid world, at work, we need to change their professional experience. We can take questions on that, but it's really top of our list of priorities for '22. The second thing is we need to, of course, continue our growth effort. Good momentum has been generated already last year. Q1 was excellent. Today, we're fortunate. I think that's a key point for you in this time of uncertainty is we have very robust, strong foundations on businesses that our clients need come what may even more so during challenging times where you need to better pick your investments, data, creative, media, tech, our ability to coordinate work with these 4 businesses in an integrated fashion makes the difference, makes us very confident in our ability to deliver what you've said as a goal for us for '22. Organic growth between 4% and 5%, we even said that it would be in the upper end of the range, and we're convinced that with our model and in spite all the constraints and difficulties that we factored there from day 1, we can deliver the 5%. And of course, at the same time as we continue to accelerate growth and we've continued to deliver industry-leading ratios. We have a platform organization, country model, global delivery center, shared services well delivered, the margin and free cash flow targets, investing in our talents,continuing to invest in forward capabilities. That's it from me. In conclusion, I hope that you'll agree with us to say that we had a record '21 and off to a very good start in '21. I'd like once again to thank our people for their exceptional dedication. We confirm all our targets for '22 in spite of the macro uncertainties, organic growth, upper end of the range of 4% to 5%. Operating margin, 17.5% free cash flow EUR 1.4 billion. And lastly, with Maurice Levy, and for years now, with the Supervisory Board, of course, with the Management Board, with all our people, we are convinced that we built a model of assets and an organization that will allow us to generate growth. It will be both profitable, responsible and sustainable. Thanks for your attention. Chairman, back to you.

Right. So you have seen his presentation, which is quite outstanding and shows how much the group is remarkably well placed in the global competition with truly remarkable performance achieved and indeed very well set out by Arthur. I'd just like to draw your attention to one point, which is the film that was shown to you, not the French railways, it's excellent, but that of CSR. I mean we can think that a group such as Publicis isn't really all that concerned by matters pertaining to climate change or all those issues. And if this film was made, it's not just to show what was achieved, but it's also to demonstrate that historically and starts with an image of the Publicis Founder and also ends with a picture of the Founder of Publicis. Be it on a values, be it on the major pillars of this group, we are in a scheme of continuity that is perfect and were led and driven by the inspiration of our Founder. And I'll now read the report of the Supervisory Board, the information of the report on corporate governance within the remit of the Supervisory Board, a new universal registration document for '21 filed with the AMF on the 25th of April and available since that date on our website. So rather than reading the report in full, I'll just read a few excerpts. And the members of the Board will give you an account of what they've heard except Ms. Badinter and Mr. Andre Kudelski who are present or here in person. The other members of the committee will be talking through recorded videos. They unfortunately could not be here. And so they will be talking to you concerning the membership of the Board. The Supervisory Board has 13 members, including 2 members representing the employees. 55% are women, 64% independent members and 64% foreign members. On the 15th of June 2021, the mandate of Mr. Pierre Pénicaud who is a representative of the employees. Pierre, could you raise so that people can see you. This mandate was renewed for 4 years. Any changes in the -- the terms of Ms. Elisabeth Badinter and Ms. Cherie Nursalim will end after this general meeting. We want to thank Ms. Nursalim for her precious contribution to the works of the Board during the entirety of her stay, especially when it comes to ESG issues, which she's very passionate about. On the recommendation of the Nomination Committee, the Board wants to renew the term of Ms.Elisabeth Badinter for 4 more years. This proposition is an expression of the will of the Board to maintain our standards for governance to which Ms. Badinter is an exceptional [indiscernible]. On the recommendation of the Nomination Committee, the Board proposes to appoint Mr. Tidjane Thiam as a new member of the Supervisory Board for a 4-year term. This means that the Board wants to reinforce our international dimension and the diversity of experiences in the Board. As a leader of large international groups in finance and insurance, and thanks to his great understanding of China, where he was the first to go in his industry and his knowledge of Africa as well, he will help to contribute to the expertise of the group. His judgment will be precious to us. And Mr. Tidjane will introduce himself shortly. Concerning the Board's activity in 2021, the Board met 6 times and its members' attendance rate was 97.6%. The members who are present are very active, and they participate very regularly in the Board. The Board was often informed of the results of the budget and of the strategy. The Board spent several sessions on presentations of group directors in key regions for the group or in key sectors. Concerning work on the accounts of Publicis Groupe S.A., we gave the Board a report on the consolidated accounts for 2021. The Supervisory Board has checked these reports and taken onboard the opinion of the Audit Committee and had discussions with our auditors and accepted the recommendations of the Management Board for a EUR 2.40 dividend for 2021 versus EUR 2 for 2020. And we've decided to not have a scrip option this year. We did a great effort in 2020 to reduce the dividend given the pandemic, and we are happy to reward you this year with a superior dividend to that of 2019, which was EUR 2.40. After having received all the relevant information, the Board has no specific observations or comments to make concerning our accounts. I want to thank on behalf of the Supervisory Board, the President and members of the Management Board and all the management team for their remarkable work of the COVID-19 crisis and for allowing Publicis Groupe to maintain excellent results and a very strong strategic outlook for years to come. This was built and what was built is not only good for 2022, but it's good for our future as well, and that's why it's extremely satisfying. I would like to add that the relationships between the Management Board and the Supervisory Board, these good relationships are probably one of the key assets for our group. And there's something quite unique which is recognized by all of us in Paris and by all great observers. These relationships are based on mutual respect and respect of each institutional prerogatives, and this is done within a framework of transparency and trust. The Supervisory Board has given the Management Board its assent for the renewal of delegation of competency. So we would like you to approve the resolutions that will be put before you. Now I will give the floor to Mr. Andre Kudelski, the President of the Compensation Committee. He's also a member of the Audit Committee, and he will present the activity of the Compensation Committe which he is the Chairman with a rather charming accent which I would like you to sit with.

Thank you, Mr. President, Maurice. So I will present the main points of the Compensation Committee's works. And the members are Antonella Mei-Pochtler and Patricia Borrini and Mr. Tom. Glocer and Maurice Lévy. And I am its chairman. The committee has the support of Mr. Michel Cicurel as an expert and can call on other experts as necessary. We have had 6 meetings in 2021 with an attendance rate of 96%, which was a strong increase compared to last year. In 2021, the committee has examined the compensation of the Chairman and members of the Supervisory Board, the compensation of the President and members of the Management Board, the compensation of members of the Management Committee and of the main regional leaders, the conditions of the compensation plan for stock options in 2021 and the plan for 2022, the variable compensation policy for the group and equity ratios. Our works have been detailed in the general declaration for 2021 and the Chairman's report. I would like to report this morning on the main events of 2021 and early 2022 to shed light on the resolutions that you will be voting on. You will have to vote on the compensation of Maurice Levy as Chairman of the Supervisory Board. But since the 1st of June in 2021, ex post vote 12th resolution, the Board wanted to -- wanted Maurice Levy to be a nonoperational Chairman of the Board. Nevertheless, he will be very active within the Board and as a support for the Management [ Committee ] during this year where we exit this health care crisis and his work has allowed us to see how relevant his role is. The tandem of Maurice Levy and Arthur Sadoun, which we saw an example of earlier has shown remarkable results. And the quality of the governance of Publicis has allowed it to get through the crisis with a very good performance concerning the context. In 2021, he did excellent work to support Arthur Sadoun and the Management Board in overcoming the health care crisis, and it's works. The compensation for Maurice Levy EUR 1.3 million is in line with the shareholder policy which was voted in May of 2021. We recommend that this compensation should be paid out. For 2022, Mr. Maurice Levy proposed to the Compensation Committee to lower his compensation and the council declined considering that Mr. Maurice Levy's compensation was in line with all of his contributions to the company. This compensation will therefore remain EUR 1.3 million for the time frame from this general meeting until the 1 of May 2023. The Compensation Committee and the Supervisory Board would like to put forward a vote for the compensation policy of 2022 for Mr. Maurice Levy. It's an ex-ante vote 7th resolution. The Compensation Committee saw that the compensation policy for members of the Board had not been reviewed for the last 15 years and that there was a gap between Publicis and comparable companies, which we feel we need to bridge so that the attractiveness of Publicis' Board is maintained and that we properly recognize the quality of the work of its members. And so the Board recommends this for 2022 and for future years. First of all, the introduction of a fixed compensation of EUR 10,000 per year for Board members, plus EUR 7,500 for chairing a committee. We will also push to increase the amount of compensation to EUR 6,000 per meeting and members of the committee who are a chairman would receive EUR 7,500. In order to take these evolutions into account and to anticipate on the appointment of new members, the annual compensation budget would be increased to EUR 1.5 million. The Compensation Committee and the Supervisory Board would like to propose a vote in favor of this compensation policy for 2022 for members of the Supervisory Board. It's an ex-ante vote 8th resolution. Concerning the compensation of Arthur Sadoun for 2021, ex post votes 14th resolution in 2021, it was done in line with the policy voted by the general meeting, a fixed compensation of EUR 1 million, a variable compensation up to 200% of the annual fixed compensation based on individual and financial goals and shareholder attribution for 300% of fixed income based on attendance and performance. The committee has stringently evaluated the accomplishment of Arthur Sadoun's goals and has made the following recommendation concerning his overall compensation. First of all, the organic growth goal, which represents 25% of the variable share has been exceeded. Publicis has exceeded its expected performance by a wide margin. The goal compared to the competition is reached as well and Publicis does the best margin in the industry. The variation of net benefit per share -- earnings per share has been partially met. 50% of the goal has been met. Another goal for 50% of the variable share has been met. And concerning individual goals, which represent 25% of variable compensation on ESG goals and Epsilon's performance have been met. The variable share of Arthur Sadoun's compensation is thus EUR 1.9 million, 95% of the overall goal. Your vote is also required concerning the compensation of members of the Management Board for 2021. This is an ex post vote 16th resolution with the same components. And this is also done in a very strict application of the policy voted last year. The Supervisory Board has determined these compensations to be in line with the recommendations of the Compensation Committee. The variable compensation is on the basis of goals that were fixed in advance depending on the work of each. So for Ms. Anne-Gabrielle Heilbronner, the targets are organic growth and operating margin for 30% and the 70 remaining percent is based on a series of precise and measurable quantitative indicators for each of her main responsibilities, CSR included, and the variable share can be up to 100% of her fixed compensation. For Steve King, the criteria or organic growth and operating margin of the group for 40% of his variable compensation and the criteria depending on his responsibilities. That is to say Europe and global services and 2 CSR criterias for 70%. The variable compensation can be up to 100% of his fixed compensation. For Michel-Alain Proch, the criteria are organic growth and operating margin for up to 30% of his variable compensation and TSR for the rest and 50% on diverse indicators, including CSR variable being up to 100% of fixed compensation. On the basis of this compensation, the variable compensation is EUR 600,000 for Michel-Alain Proch and Ms. Heilbronner and EUR 1.676 million for Steve King. So 100% of this target. The plan was awarded in accordance with the policy you voted last year depending on attendance and performance. You will also have to vote on the compensation policy for the Chairman and members of the Board. It's an ex-ante vote 9th and 10th resolution for 2022. For the Chairman of the Supervisory Board, within the frame of a review of the compensation policies of the CAC 40 companies and most comparable companies, the committee has seen a significant gap in compensation. And the committee noted that the responsibility and attributions of Mr. Arthur Sadoun had extended because of recent acquisitions and the deployment of new activities. Based on the median of the compensation of employees in most countries, this has increased by 15% and his compensation is to be reviewed every 2 years. His compensation had not been reviewed since 2017. And thus, the committee has made the following recommendation, increasing the President of the Management Board's compensation by 17%. Furthermore, on the basis of a recommendation of the committee, we've decided to sign a more stringent variable compensation indicators for members of the Management Board, 3 financial indicators for up to 85% of this variable compensation measured partially depending on the performance of the composition with an opportunity for the influence of overperformance for up to 20% in line with practices deployed throughout the group for other beneficiaries of variable compensation. On top of these, we will also have goals linked to the company's CSR policy for up to 15% of variable compensation. Finally, the President of the Management Board remains a beneficiary of the long-term strategy goals with more stringent criteria. 35% of shares are attributed according to organic growth compared to our main competitors. 35% are attributed depending on operating margin compared to our main competitors with more stringent rules. No attribution of shares is possible if Publicis is not first or second in that regard, 15% will be done according to TSR compared to CAC 40 and, finally, 15% for corporate social responsibility criteria for the company. And we have a specific goal for retaining high level of talent because this is a critical asset for Publicis. Finally, complementary pension scheme has been considered for the Chairperson of the Management Board. Given the difficulties arising from the implementation of these pension mechanisms, the Board, in agreement with Arthur Sadoun, decided to postpone the implementation of this additional pension scheme for 2022. These changes enable the remuneration of the chairperson of the Management Board to be more attractive while ensuring the alignment of the interest of the corporate officers with those of the shareholders. With other members of the Management Board taking into account the expiry of the terms of the Management Board in 2022, the compensation committee did not wish to preempt decisions to be taken by the Appointments Committee and the Board has not proposed any change in remuneration in terms for 2022 apart from an outperformance clause for the growth criteria and the margin with a ceiling cap of 20%, consistent with practices for other group of corporate officers. Thank you.

Thank you very much, Andre. Thank you, Chairperson of the Compensation Committee, and I think that you have seen, heard that the action was not from the Paris suburbs. I think it's more from -- you will now hear the report from the Audit Committee, Mr. Jean Charest, and he has a slight accent, as you will see. And we will have a video for this if we could have Mr. Jean Charest's video.

Ladies and gentlemen, shareholders, your Audit Committee met 5 times in 2021 with an attendance rate of 89%. The Audit Committee currently includes 4 independent members, Madame Suzan LeVine, André Kudelski, Tom Glocer and myself as Chair. Tom Glocer joined the committee in July 2021. The committee is assisted since July '21 by Jean-Michel Etienne as an expert. The meetings of the committee last on average 3 to 4 hours, the committee very regularly goes through sensitive accounting matters, fiscal and tax-related matters, depreciation, tax, pensions and nonroutine transactions. The committee noted the shortening of closing periods, enabling rapid communication results to the market. The main disputes, and there were a few of them compared to -- given the size of the company, and the management of these disputes has constantly improved are presented at each meeting. The committee has kept informed of inquiries or requests for information to the company. The committee has verified the independence of the statutory auditors and the implementation of the discharge of their duties. The statutory auditors presented their methodology, their audit scope in the main technical areas of the accounts which were audited. The committee reviewed and approved the fees for the statutory auditors for -- the Audit Committee also supervised the corporate tender conducted by the finance department to replace Mazars whose term as statutory auditor will expire in May 2023. The committee recommended to the Supervisory Board to appoint KPMG to replace Mazars. And this appointment will be submitted to the general meeting in May 2023. During the meeting of the Supervisory Board on the annual review of agreements and the committee informed it on the follow-up and the results of the procedure regarding the assessment of agreements between Publicis regarding current business. The committee also reviews the audit and internal control. The internal audit and internal control teams conducted -- performed their duties notwithstanding the pandemic and displayed a strong capacity to adapt, reviewing the methods in the organization, they work in order to be able to discharge their duties remotely while maintaining a high-quality of service and reaching the objectives set in the initial plan in the budget. The committee is closely following the implementation of the recommendations made by internal audit. Over the past 5 years, delays are down very significantly. The committee was kept informed of all the alerts, frauds, attempted fraud brought to the attention of the group. A summary of the controls conducted by internal auditing under the [ Sapin ] law #2 regarding transparency, anticorruption and modernization of economic activity was produced. No instance of corruption emerged. The risk areas were identified and action plans have been implemented in order to address them. The committee reviewed and approved the internal audit plan for 2022. Furthermore, in January 2020, the certification by the [indiscernible] the internal audit department [ of 2027 ] [indiscernible] was reconfirmed for 3 years. It reflects the quality of the internal auditing work at Publicis and the committee is delighted with this. The committee continues to monitor the level of internal control in the group. Publicis maintains a system inherited from the Sarbanes-Oxley law implemented through -- around all the group's companies with a monthly self-assessment process and dedicated teams to check the effectiveness of these controls. Global evaluation of the level of internal control is submitted twice a year to the committee. For 2021, we saw satisfactory stability in the level of internal control without many major risk areas. The committee reported to the Supervisory Board the results of its missions, the results of this account certification and how this mission has contributed to the accuracy of the financial information, its role in the process. Thank you very much, ladies and gentlemen.

Thanks to the Chair, Mr. Charest, for his work. I wish to emphasize, given the changes in auditors -- statutory auditors, that the Mazars company was unable to submit its candidacy given the new regulations. It's not because it has in any way failed in its duties or because the conditions were not met. It's simply the current regulations no longer allow Mazars to renew its candidacy. And we wanted to make this clear in order to prevent there being the slightest ambiguity as to the quality of the work of them, which has been working with us since the end of the '60s. And quite frankly, we are very sorry to see them leaving us for a certain period of time. Without further ado, I will now ask -- and this is a video message, Madame Marie-Josée Kravis, who is the Chairperson of the Strategy and Risk Committee to present the report of the committee that she chairs.

The Strategy and Risk Committee includes Madame Antonella Mei-Pochtler, Mr. Maurice Lévy, Mr. Simon Badinter, Tom Glocer and Pierre Pénicaud and I chair the committee. The committee met twice in 2021, the attendance rate was 100%. The meetings of the committee are long working meetings which enable us to go into the detail of the subject matter reviewed. The work of the committee is described in the universal registration document. The committee's duties is to consider the risk to which the -- the risk exposure to the company and the policies enabling the group to control and reduce the risk, the main strategic options and the development for the group. And in conjunction with the ESG committee, risk regarding social and environmental responsibility and the options to control is during 2021, the committee was kept informed of the situation arising from the COVID-19 pandemic, the measures taken by the Management Board to ensure the safety and health of the employees to support our talents and to confirm the group's resilience. Publicis' strategy has been well defined and is being implemented. The group that it was more useful to focus its work in 2021 on the risk and the measures taken in order to contain and control these risks. Once a year, the committee considers an update of the main risk map for the group and the measures implemented to manage these risks. Risks are overall up slightly, and the group has established the necessary action in order to contain the risk, competitive pressure, the environment due to the crisis of the COVID and the impact on talents and clients remain strong as well as the economic uncertainty and the risk arising from data protection. The committee, in particular, consider the risk arising from cybersecurity against the backdrop of a growing number of attacks and increasingly sophisticated attacks, geographical breakdown of the group's activity, which represents both risks and opportunities and attacks risks on which there were no comments. The committee considered the risk map arising from the due diligence duties in order to comply with the legal obligations for the group. No risk of any serious infringement in terms of human rights or the environment were noted, but Publicis pays very close attention to the risk [ horizon ] associated with the mental and physical health of its employees. Additional work have been launched to assess risks arising from climate change and the energy transition. Before the establishment of the ESG Committee in May 2021, the committee was kept informed of developments regarding the concept of societal responsibility of the company, inclusive, responsible and sustainable capitalism. It took note of the main actions conducted by Publicis in this area. The committee approved the commitment of the committee and the actions conducted in terms of carbon neutrality, diversity, inclusion and responsible [ carbon emission ]. Thank you very much.

Well, without further ado, thank you very much. What I can say, she's not even there listening, but I'm going to thank her, nonetheless. And Madame Élisabeth Badinter will now take the floor. She's the Chairperson of the Appointments Committee, and she will present the report of her committee.

Good morning, everybody. As the Chairperson of the Appointments Committee, I will now summarize the activity of this committee. Includes 6 members, of which 3 are independent members: Madame Marie-Josée Kravis, Suzan LeVine, Mr. Jean Charest, André Kudelski, Maurice Lévy and myself. Its main duties are as follows: to propose to the Supervisory Board the candidacy of the company's corporate officers and to make recommendations to the Board regarding its membership and the membership of the Management Board; to propose -- to recommend a selection process guaranteeing, until the expiry of its term, the presence of 1 person of each agenda; to consider proposals for appointment of the Chief Officers of the Management Committee and Executive Committees of the main countries; finally, to draw up succession plans for the corporate offices and to consider succession plans for the key positions; and to consider the gender policy applied to the governing bodies of the group. The Appointment Committee met 3 times during in 2021. The attendance rate of its members was 100%. As like each year, the committee considered the membership of the Board and the assessment of the group independence of the members of the Board, consistent with the criteria of the Afep and Medef. The Board includes 7 independent members out of 11. That is 64% apart from the 2 members of the Board representing the employees who are not to be taken into -- not to be included in this calculation. Given the fact that the term has been reached for Mrs. Maurice Lévy, Simon Badinter and Jean Charest, the committee recommended to the Supervisory Board that they can be renewed for a period of 4 years. These terms were renewed further to the decision of the general meeting held last year on the 26th of May 2021. The committee also reviewed the succession plan for the corporate officers. The committee considered the instances of potential conflict of interest, which were reported to it and concluded there is no conflict of interest between the interest of the members of the Supervisory Board or members of the Management Board and those of the company. At the beginning of 2022, the Appointments Committee ruled on the terms of members of the Board, but will be expiring at the general meeting of 2022, namely my own term and Madame Cherie Nursalim. The Appointments Committee decided to propose to recommend to the Supervisory Board that my term be renewed. And due to good governance considerations, I did not take part in the discussion or in the vote regarding the renewal of my term. I wish to thank the members of the committee as well as the members of the Supervisory Board for this display of trust in myself. The Appointments Committee also works on the selection of candidates who could include the -- who could join the Supervisory Board as independent members, given the requirements in terms of expertise, diversity requirements, gender parity and compliance with quota regarding gender equality and the recommendations on compliance with a minimum number of independent members, 50% under the Afep-Medef Code. The Chairperson of the Supervisory Board and the Chairperson of the Appointments Committee considered, in particular, the candidacy of Mr. Tidjane Thiam and assess the appropriateness of his experience with -- given the requirements of our company and our group and compliance with the independent criteria under the Afep-Medef Code. This candidacy was submitted to the Appointments Committee, which recommended to the Board to recommend to the shareholders the appointment of Mr. Tidjane Thiam given his exceptional career in international finance, his human qualities and his unique experience in China and Africa. Without further ado, I will call on Mr. Tidjane Thiam to take the floor and to introduce himself to you briefly.

While Tidjane Thiam comes to the floor, there are many steps out there, I would like to emphasize that we're very happy that he agreed for his candidacy to be [ included ] to the general meeting. He's a pure product of the French meritocracy and he has had an exceptional career path. He's a graduate of École Polytechnique and École des Mines and his career has really been outstanding.

Thank you very much, Chairperson. Thank you, madame. Dear shareholders, well, I'm delighted to take the floor here and to briefly introduce myself. As Maurice has so kindly said, I studied in France. I then had an international career, and I was a Chairperson of Prudential in London and then a Swiss bank, Credit Suisse in Zurich. And I'm now here before you and I hope that you will approve my appointment recommended by the Supervisory Board. Personally speaking, I am greatly honored to have this opportunity. I have been an admirer for many years of the Publicis Groupe. And I have to say, Maurice, even though you may be a little bit embarrassed by this, but I really do admire the way you've managed this company for so many years. We've known each other over 20 years, and it's always draw a great inspiration from yourself. So it's an honor for me to have this opportunity. The group is doing wonderfully well. Arthur has presented the results. And I really can fully appreciate the performance of the group and its teams. And I'm greatly honored to have this opportunity. I'd like to say a few words about the values of the group. This is very important in running international business to have an opportunity to join the group with such strong ethics and which has exemplary values embodied by its founder, Mr. Bleustein Blanchet. Blanchet, that was his nom de guerre in the French resistance. And I hope that you will adopt the resolution and that after a period of familiarization with the group and with the business, which I must admit, I don't know that I'll be able to make a positive contribution to the work of the Supervisory Board. And on a more personal note, Maurice, I'm going to share. When I was a child and when I worked well, I was brought to the drugstore as a reward for an ice cream, somewhere. I had the 007. That was the ice cream that I was treated to when I was a good boy at school, so I'm really looking forward to working with Publicis. Thank you.

Thank you. Thank you, Tidjane. And I have to say that I'm deeply touched together with Élisabeth Badinter. I know you've been subjected to a great many solicitations and that you refused Board membership of the company's far important -- far more important through the market cap. I was going to say market cap in English, but having Publicis, that touches me greatly. Thank you. And I hope that the shareholders will ratify this decision massively. And I will now inflect a test on your ears. Suzi LeVine through a video is going to present the work of the ESG Committee that we created last year, it's a very recent committee, in English, but with French subtitles. Suzi?

[Foreign Language]. I'm Ambassador Suzi LeVine, Chairwoman of the newly created Environment, Social and Governance Committee, or ESG Committee. It is my honor to share with you highlights of the work completed by our committee over the year. The ESG Committee was created last year in 2021 and built on the existing focus on sustainability that was already a key part of the [indiscernible] agenda and have already been a part of the Supervisory Board discussion. In 2021, our committed was composed of 4 members, more than half of whom are independent. Mrs. Sophie Dulac, Cherie Nursalim and Patricia Velay-Borrini and myself as Chair. In 2022, Antonella Mei-Pochtier also joined the committee. The committee met twice in 2021, and with both Maurice Levy and Arthur Sadoun attending our kickoff meeting, we were able to quickly prioritize our work and design our action plan. The ESG Committee was born out of Publicis' willingness to reinforce its long-term strategic vision of having a positive impact through its activities and its mission to understand the sustainability risks and opportunities and to submit suggestions and share ideas. The committee is also examining the nonfinancial reporting and control systems and the nonfinancial information published by the group, especially given the efforts by the European Union, the SEC in the United States and the World Economic Forum to improve and expand the regulations, accountability and controls for nonfinancial reporting pertaining to ESG. There's been a close examination by Publicis to compare what is already being reported with what is newly being proposed. And great news, Publicis appears well positioned within this environment. In fact, each year, Publicis already discloses 90 key performance indicators or KPIs in the registration document, all of which are verified by external independent auditors. In fact, ESG external agencies have rated Publicis #1 in its industry. The committee was informed of the global Publicis ESG strategy and actions supporting 3 priorities: number one, diversity, equity and inclusion; number 2, responsible marketing; and number 3, the fight against climate change. Publicis' commitment is grounded in its history with strong values that are still alive today. As an example, the group deliberately avoids green washing and social washing. Here are some of the highlights of the work that Publicis is doing, about which we, as a committee, had the opportunity to learn. Gender equality. Publicis is proud to have 41.1% women in key leadership positions right now and has a goal to grow that to 45% and by 2025. Beyond the figures, Publicis Group is actively focusing on ways to address and reduce unconscious bias and increase female talent retention and advancement. The group is also working to ensure equal pay for equal work is effective in all operations. Environment, climate and sustainability. Publicis is already aligned with the Paris Agreement to keep global warming below 1.5 degrees Celsius. Publicis' goal is to be carbon neutral before 2030 and to reach net zero by 2040 in all emissions categories. These 2030 targets, as required by the Paris Agreement, were validated by the organization managing the standards called SBTi, or science-based target initiative. Publicis is also a leader in responsible marketing. This is an area of core to Publicis' business and where the company has a significant competitive advantage with its pioneering tools and unique programs. Over the past few years, Publicis has actively designed tools to help clients attain their own sustainability targets. For example, Publicis has created a system named ALICE, which stands for Advertising Limiting Impact and Carbon Emissions. This is a calculator that helps assess and reduce the impact of the campaigns or projects the group designs for the client. Suppliers are also integrated in Publicis' efforts and vendors are as well and their ESG commitments are measured via a self-assessment platform as well as by third-party experts. Internal and external communications regarding Publicis' ESG progress and performance. While Publicis has always given priority to the action related to ESG, it's not focused as much on sharing the work the group was doing. Publicis has a compelling story to tell and a number of efforts underway to get the word out on the effective work that has been and continues to be done. This is happening with internal and external audiences alike, including ESG investors as well as all of you here today. I'll finish out with an update on a project that was begun by Publicis last year to update the company's raison d'être and that we hope to have completed this year. Specifically, a group of 23 young, talented staff members designated by the Management Committee participated in 3 workshops and provided really valuable input. In the coming months, there will continue to be iterations on the work to refresh the purpose and will encapsulate our specificity, history, multiple engagements and values as a responsible company. I so appreciate the opportunity to share this update with you and I encourage you to view more on Publicis' ESG efforts online at the company website in its corporate social responsibility, or CSR, section. [Foreign Language]

[Foreign Language] Suzan has some way to go to be -- speak French fluently. I hope next time she'll deliver it in French. You'll have noted that all the committees have 100% attendance rate. So as to clearly mark the extent of the effort, I'd like to underscore that this morning, my dear friend, André, took the red-eye flight from Davos to join the AGM. Right after the meeting, he's flowing back to Davos to continue the work of the World Economic Forum. This shows you how much our Board members are committed in defending the interests of the company and to continue their activities. And now we will give the floor to the statutory auditors for their reports. The reports are available on the website.

Thanks, Mr. Chairman. Ladies and gentlemen, shareholders, on behalf of Ernst & Young and Mazars, the statutory auditors, I'll present the summary of our work conducted for FY 2021 as contained in the various reports made available to you. We issued 7 reports, too, on the annual financial statements, consolidated financial statements. 1 on the related party agreements and 4 on the financial authorizations. The first are included in the universal registration document. Page numbers are on screen. The others are available on the website. I'll just highlight the conclusions. There's a slight time lag. Regarding the reports on the financial statements, both annual as well as consolidated. We certified them without reservation drawn up according to French GAAP and according to IFRS as adopted by the EU. For the annual financial statements, like last year, we identified a key point assessing the assessment of participations and relevant receivables. For the consolidated financial statements, the key audit matters cover the following 3 points: revenue recognition because of the variety of contracts in terms of modality of transfers; valuation of goodwill and intangible assets whose recoverable value requires a great many estimates and judgments by management that notably take into account the competitive environment, economic and financial of the countries in which your group operates and the ability to generate future cash flows; and the final key audit matter, provisions for risks and litigation and uncertainty over income tax treatment because of the highly estimatory nature of the risk. We also undertook the specific verifications. And we have no comment on the information contained in the management report or the -- in the report on corporate governance. Regarding the report and the related party agreements. We've not been advised of any agreement authorized and entered into during the year ended December 31, '21 to be submitted to the meeting. We've not been advised of any agreement already approved by your meeting, which remained enforced during the year. Turning now to transactions on capital. We issued 4 reports on the possible issuing of shares or securities giving access to capital. The first issue of ordinary shares and/or various securities, with or without preemptive subscription rights are concerned, the 18th through 25th resolution. These resolutions plan to delegate to the Board the issuance of ordinary shares and/or securities governed by Article L 92 subparagraphs 1 and 2 of the Code of Commerce within 10% of the social capital with maintenance or suppression of PSRs. The nominal amount of capital increases that can be made will be charged to the ceiling of EUR 9 million and the total ceiling of EUR 38 million in the 18th. The total nominal amount of securities that can be issued cannot exceed EUR 1.2 billion will be charged to the ceiling of all receivables set in Resolution 18. Our second report, authorization to grant stock options. The total amount of options cannot exceed 3% of the share capital. Noted at the date of their allocation that will be charged a 3% ceiling mentioned in Resolution 22. The next report concerns the issue of ordinary shares and/or other securities. For members of a corporate savings plan, the nominal amount cannot exceed EUR 2.8 million. It being stated that said ceiling applies both to share capital increases that can be undertaken on the Resolutions 27 and 28 to be charged a total ceiling of EUR 30 million under Resolution 18. Final report, the issue of ordinary shares and/or securities with suppression of preferential subscription rights for certain categories of beneficiaries. Nominal amount of the capital increase cannot exceed EUR 2.8 million. It's being stated that said ceiling applies to capital increases that can be undertaken under Resolutions 27 and 28 to be charged to the total ceiling of EUR 30 million set on the Resolution 18. We have no comments on the information supplied to you in the management report nor on the arrangements of said transaction. We will draw up additional reports if need be, if the delegations given to your Management Board to form a view on the final conditions of achievement of said transaction. Thank you.

Thank you for the clarity of that. And thanks to the statutory auditors with the quality and the exacting standards that you apply to the work. Before we vote on the resolution, we will now open the Q&A session. We've received a few written questions that we have of course answered. The answer to the written questions will be made available on the website under section AGM. We will now open the Q&A session. And all members of the Board and management, the management Board and, first and foremost, Chair of the Management Board are available to answer your questions. Who would like to ask a question? We have a hand up over there.

My name is [ Toby Stark ]. And I've got a brief question. I saw recently in a survey that the perfect pay to be happy is about EUR 70,000 a year. My question, I'd like to have an answer when I see Mr. Levy is that, that you waived -- part of your Pay Committee proposes to give it to Mr. Sadoun with a 17% increase rightly because it hasn't been increased since '17, if I'm not mistaken, EUR 1.7 million. Congratulations to the new figure. I'd like to try and understand to what extent between EUR 70,000, almost EUR 3 million, what's the justification for that? And final comment for Mr. Kudelski, we're very pleased. I'm very pleased to see that he's flown back from Davos, especially for this meeting, and he's having maybe the impact we would have. Maybe had you buy a video conference, that would have been better.

We'll take note of that for next time. Very well. Thank you for these questions. So these are philosophical questions on which it's very difficult to give a specific answer. So I'll move on to the next question, please.

Mr. Chairman, I'm the shareholder who likes to speak to chairmans and directors. I have 2 questions. If you look at inflation in the U.S., we're talking about 7% to 8%. Now we're talking about a recession in the U.S. Do you think this will compromise any acquisitions in the U.S.? Those are 3 separate questions. Concerning the second question, I'd like to know if your platform, such as Marcel was created during the pandemic, do you use it often?

Yes.

And the third question is concerning your last 2 acquisitions. One, you did recently in Romania. And in 2021, you acquired Boomerang. So I'd like to know what it is, what these last 2 acquisitions are?

Thank you very much for your question. And Arthur Sadoun will be answering all 3 questions. I may add maybe something concerning inflation. So we'll conclude with inflation then.

So first and foremost, concerning Marcel. We launched this platform, which has the name of our founder in 2017. At the time, we said maybe 1 day people will start working from home, and we need a collaborative platform. We didn't know it would happen so fast. I can't say that we were visionaries, but we were lucky. And we've taken a huge advantage compared to the competition because today, we have a platform where our 90,000 collaborators are connected, where every day they receive information that concerns them on their daily lives, on their work, on how to progress, job offers, training offers and this has created a community of talents at a time where there's a war for talent. So I could talk about that for hours, but we're very happy to have that platform. And so concerning the question -- previous questions that were philosophical questions, the idea is not to know how we spend money. The question is to know, during inflation, if we are capable of increasing the compensation of our teams. This depends on management and on the Board. But there are a few statistics that are important, which aren't going to answer your question, but that will give you an idea about our mindset. In 2021, we increased the salary of 65% of our employees and the 35% that we increased more than once in the year to take into account inflation. Since the start of 2022, we've given a raise to 1/3 of our employees, and that's what matters. It doesn't really answer your question, and I'm doing apparent thesis, but it's something that's important to highlight. Tremend, we were lucky concerning that as well. We anticipated that Sapient was going to accelerate. And we anticipated that if it did accelerate, we would have forces to deliver all of these digital ecosystems throughout the world, not only in India and for a few countries in Europe, but more generally speaking, and Tremend is that. Today in Eastern Europe, we have very highly qualified engineers who feed into all the projects we are winning such as Sapient who gained 18% on the first quarter. It was going to do a 2-digit growth over the year. Boomerang, I could -- it's a very small company. I could talk about it for hours. What's important about it is that within what we are, there are creative talents, which make the films like the one you saw. And that's jobs on which there's not a lot of growth. And maybe we didn't work well enough on technology, and we grew too much on creation. That's what Maurice Lévy corrected with Epsilon, but creation is an essential job and the future of creation is production. That's to say the ability to produce the ideas of our creatives, and that's what Boomerang does. It integrates construction of ideas and the construction of production. Do you want to answer on inflation? Or should I start? So here's a small word from our sponsors first, I need a glass of water and you can go ahead.

So you talked about the carbon footprint of Davos and we come back from Davos. And I agree on the fact that indeed the carbon footprint is a major issue. Sometimes, we have to make things that we aren't happy to do, but it's very important for the activity of the group because over the last few days, we've been able to see, God knows how many customers, and manage, God knows how many problems, for those we would have had to do dozens of trips, so this was actually good results. And the fact that André, because he gets up at the morning to come and present his results and the results of his committee, I think that's quite remarkable. Concerning inflation. This was a major topic in Davos. It's what all the conversations were about. The conversations by Christine Lagarde and the governors of the central banks who were present there, and the great economists were present. But also the Chairwoman and a General Director of the IMF. That was the main preoccupation of people. They saw that the prices of some resources were climbing uncontrollably because of the war in Ukraine. And this also highlighted the fact that it's very hard for us to bring products into the supply chains, whether it's a sustainable products or just regular products. So we expect inflation to kick out in the summer or in autumn. And experts consider that the maximum level, maximum duration of inflation, this will also depend on the intensity of the war in Ukraine. We expect the maximum duration of this progress of inflation will be 1 year and then it will get back to normal levels, which is important to know if you want to have a perspective on the long term. Concerning Europe, we have to say that things are very different from 1 country to another and the strategies of different governance yield different results. And for now, France has an inflation rate that is below the European average. And the country that suffers from the strongest inflation is the country where the market is the most free, that is to say, the U.S.

So just one point to remind you what's going on in this complex macroeconomic context. We've had a very good start of the year, better performance than expected. And we could have raised our goals because of that. We didn't do that because we saw inflation. We saw the war in Ukraine. We saw issues of supply chains. And because of all these factors, we decided to remain reasonable. And what's important about inflation in the U.S. is that today, all of our indicators are in the green. We have good trends that are being confirmed. We'll know a lot more in July, but we are very alert. We're very active, and we're also very confident.

And now we're going to go to this side of the room.

Ladies and gentlemen, I represent [ Le Pierre ], an individual investor. I have a few questions. First of all, I want to congratulate you on your short explanation and efficient explanation of the results and the words of the committee. It's easy to learn at Publicis. I have 3 questions. You've implemented a unique offer, how does it give you a significant edge on your competitors? My second question is you've just got the communications adviser of the French President, have you been contacted to replace him with one that's more up to date and more expensive? My third question, is the metaverse interesting for Publicis as a tool to create value? And do you have any evaluation criteria on the metaverse dynamic? Thank you very much for your answers.

So I'm going to let the metaverse professional, give you a short speech on that. I'll take the first 2 questions. The first 1 is very simple. The heart of Publicis' business will always be creation in media. And those are 2 core skills. But in a world where you can't interpret behaviors and purchasing behaviors, thanks to data, if you can't do that, if you can't understand that 90% of your purchases tomorrow will go through digital tools, which will require technical expertise, you're going to be very quickly obsolete, from our point of view. And what gives us an edge is our ability to invest and we've been investing, in the last 15 years, in technology, in the digital world, in data, to modernize our business model and integrate it, and that's the hardest part. So when you see a Publicis team, it's not -- there's not people who do data on one side and those who do technology on the other. But it's those who have creative ideas who solve business issues. And the President actually came to get our communications adviser, and he's coming back to us after 2 years in service of the state.

And we're very happy to have him back in June. So before the metaverse, I would like to say why we have an edge on the competition. When Arthur talks about everything we've been implementing these past few years. It required significant restructuring of the company. We went from a silo organization to an integrated organization. During this period, we, unfortunately, had to suffer the cost of the fact that because we were implementing this new organization, we could not benefit from the growth that we generally, naturally have. And this is a price that our competition has not paid, and it's dragging them down because they are incapable of integrating things as we have. And the Power of One, which is the solution that Arthur talked about, is something that gives us an edge outside of the other advantages that we have because of the quality of the tools that we have available and also because of the quality of the management, if I do say so myself. Concerning the metaverse, I don't want to do a lecture on the metaverse and I'm not going to talk about it at length. But the fact of the matter is that I saw a few presentations on that yesterday, and it's something that seems -- it's a virtual world. It's a rather unusual virtual world, it's a rather unbelievable virtual world. How can you sell things that don't exist? And that's what the father of Marcel [indiscernible] said, "When you do advertising, you're going to sell air," but that's what we're selling. Today, we're selling a virtual world. And there's this universe, which is completely virtual, where people are moving around and where they purchase an object, an apartment, offices, a painting. Unbelievable assets such as digital artworks who are worth tens of millions of euros and this universe is a universe that we are working on. The Publicis teams are working on it. And they've quite easily integrate it. And those who want to see a demonstration of the metaverse by Publicis should come to Viva Tech. And you ask for an invitation and you will see, once more, that I am ridiculed because it's the favorite game of both Arthur and the teams. And there's an avatar. I'm not going to say anymore. There's an avatar who is going to guide you through this universe. So yes, Publicis is working very seriously on that. And there is an advertising space in the metaverse and, in this space, we want to take the leadership. The following question is right here.

Just like you, I'm very happy to be able to be here myself. I have a short question for Mr. Thiam. I will vote tomorrow for him to join the Supervising Committee. But I have a question, with both hands I will vote in favor of him, but I have a question concerning something that wasn't mentioned. In March of 2021, I got the following information. He started a SPAC in the U.S. This SPAC has been a great success because he wanted to raise $250 million last March. He raised $300 million plus an extra provision for up to $345 million and it's quite a -- very impressive. It's a very impressive performance. It was a year ago, but this SPAC has yet to purchase anything in financial services. So there's still a year or less to make any acquisitions. Once you've -- I hope you'll find time to adapt to Publicis, but once you've made these acquisitions, will you remain in the Supervisory Board because of course, it's going to require a lot of work from you. You're already in the Board of Kering. You have many activities in Africa. And one has to sleep eventually during the day. And a second small comment, which is also a question. I'm a bit alarmed to see doctor that we're using -- considering Credit Suisse, everything was solved from a financial standpoint, but FINMA's inquiry is still ongoing. So it seems that the situation is a bit precarious in that regard. Do you know more? And depending on the results of the inquiry, could this have an impact at Publicis?

Thank you very much. Thank you for these questions. Tidjane, if you would answer.

Yes. Thank you, Mr. Chairman. If I may talk about my SPAC during the general meeting of Publicis, I would like to thank the gentleman for his favorable vote. The SPAC is -- I cannot say much because it's on the New York Stock Exchange so I have to be very careful about what I declare. But once -- but to answer your question, no, it will have no impact on my presence on the Publicis Board. It's mostly a financial investment activity, not a management activity. So once the acquisition has been done, management will take over. And for me, it's simply an investment that won't take a lot of time for me. Concerning Switzerland, it's difficult for me to comment this publicly when we're talking to you about ongoing inquiries. The regulator has given his conclusions that were published a few months ago, so it won't have any other impact further. Thank you very much.

Are there any further questions? Yes, one question over there.

Yes. Thank you, Mr. Chairman. I'm an engineer, and I would like to congratulate Publicis for all of their commitments against climate change. I have a question concerning shareholdership. I've seen the growth of the Danone group as an agricultural engineer. And its Chairman was saying, Danone cannot be sold to a foreign group. Publicis is owned by diverse shareholders up to 82%. And apart from the Chairwoman, Ms. Élisabeth Badinter, there are a few significant family shareholders. What is the risk of a hostile takeover because it would be a real problem for this group that we all admire in France to become, for instance, a Chinese or an American or a Russian group?

Well, I can tell you that we would not at all like such a destiny and we can reassure you on that score. It's an issue that exercises our minds permanently. You see Madame Badinter is nodding. I mean it means a lot of things. She doesn't say very much, but when she nods her head. It means something extremely sensitive. And indeed, we are concerned by that matter. We're confident insofar as we are not just in a business that rests on people, but where relations with clients are absolutely clear and that's an intangible value, and that value is not transferable like machines. So for someone to be able to launch a hostile bid, and there aren't really in our sector, except when they come from companies at the same sector and it's extremely rare, and there are practically no hostile bids in the sector, rest assure that we're doing everything required to preserve Publicis' independence to which we're deeply attached.

Good morning, Chairman, Madame. You told us that written questions, that you'd place them on the website. So that you don't go into the detail of the answers, but that we have the essence because it can also evoke questions that we might ask to know that others have asked certain questions. So in brief, I think it'd be interesting to know that. Thank you.

Anne-Gabrielle Heilbronner, our Secretary General, member of the Management Board.

Well, we received a fair number of questions on climate change commitments of Publicis to which we responded in line with what was presented to you earlier in the meeting. So the commitments that we took, our goals. We also had a question on the way in which funds from employee plans are invested, of vehicles that respect for the environment are offered. And that's the case. Those are most of the questions. Also, a question on pay equity between men and women. That was a point also that was touched upon during the presentation to which we ascribe particular importance in all our operations throughout the world. And I invite you to read all the answers that are sometimes rather lengthy, and if you have any further questions, we'd be happy to take those.

So as you can see the questions are questions that we have already addressed during the course of the presentations this morning, and there was nothing very specific. Of course, we entered into a bit more detail on those matters. Right. Well, as far as I can tell, there are no further questions. What I now suggest is that we proceed to the vote on the resolutions. Over to the meeting Secretary, Madame Céline Fronval.

I'll begin by giving you the final figures of attendance, shareholders present or represented, 190,521,000 shares on the total number of shares with voting rights. I can confirm we have the quorum both for the ordinary and extraordinary meetings. Let's now vote on the resolutions. Brief reminder. For the vote to be registered, every shareholder must be voted in the room corresponding to the device received. The vote will be done with the device you received, and I'll just explain how it works. To begin, your device can only work if the chip card is correctly inserted. Next, to vote, you press the button, 1 for, 2 against, 3 abstention. A message will appear on the screen. Acknowledged means that your votes taken into account, but you can still amend it. The full text of the resolution was published as [indiscernible] and is to be found in the Notice of Meeting. First resolution, approval of the corporate financial statements for FY '21. Please vote. [Voting]

No more voting. Resolution passed. Second resolution, approval of the consolidated financial statements for FY '21, please vote. [Voting]

No more voting. Resolution passed. Three, allocation of earnings and declaration of dividend. Please vote. [Voting]

No more voting. Resolution adopted. Fourth resolution, special report of the auditors on related party agreements. Please vote. [Voting]

No more voting. Resolution passed. Fifth resolution. Renewal of the term of office of Madame Élisabeth Badinter. Please vote. [Voting]

Vote closed. Resolution passed. Sixth resolution, appointment Mr. Tidjane Thiam as member of the Supervisory Board. Please vote. [Voting]

No more voting. Resolution passed. Seventh resolution, approval of the compensation policy for the Chairman of the Supervisory Board for FY '22. Please vote. [Voting]

No more voting. Resolution passed. Eighth resolution, approval of the compensation policy for the members of the Supervisory Board for FY '22. Please vote. [Voting]

No more voting. Resolution passed. Ninth resolution, approval of the compensation policy for the Chairman of the Management Board for FY '22. Please vote. [Voting]

No more voting. Resolution passed. Tenth resolution, approval of the compensation policy for other members of the Management Board for FY '22. Please vote. [Voting]

No more voting. Resolution passed. 11th resolution, approval of the report on compensation for '21. Please vote. [Voting]

No more voting. Resolution passed. 12th resolution, approval of the components of total compensation, paid or awarded for FY '21 to Mr. Maurice Levy, Chairman of the Supervisory Board. Please vote. [Voting]

No more voting. Resolution passed. 13th resolution, approval of the items, the total compensation of any kind, paid or awarded in '21 to Mr. Arthur Sadoun, Chairman of the Management Board. Please vote. [Voting]

No more voting. Resolution passed. 14th, approval of items, the total compensation, paid or awarded with respect to FY '21 to Madame Anne-Gabrielle Heilbronner, member of the Management Board. Please vote. [Voting]

No more voting. Resolution passed. 15th resolution, approval of items of compensation, paid or awarded in respect of FY '21 to Mr. Steve King, member of the Management Board. Please vote. [Voting]

No more voting. Resolution passed. 16th, approval of items of compensation, paid or awarded in respect of FY '21 to Mr. Michel-Alain Proch, member of the Management Board. Please vote. [Voting]

No more voting. Resolution passed. 17, authorization to the Management Board for a period of 18 months to allow the company to deal in its own shares. Please vote. [Voting]

No more voting. Resolution passed. 18th resolution, delegation to the Management Board to decide to issue with preferential subscription rights, ordinary shares and securities. Please vote. [Voting]

No more voting. Resolution passed. 19th resolution, delegation to decide to issue without PSRs, company ordinary shares through a public offering different from those stipulated in Article 411-2 (sic) Article L. 411-2 of the monetary code. Please vote. [Voting]

No more voting. Resolution passed. 20th resolution, delegation to decide without preferential subscription rights, ordinary shares and/or securities under Article L. 411-2 of the French Monetary Financial Code. Please vote. [Voting]

No more voting. Resolution passed. 21st resolution, delegation to increase the number of securities to be issued in the event of a capital increase with or without PSRs, pursuant to the 18th, 20th resolution. Please vote. [Voting]

No more voting. Resolution passed. 22nd resolution, authorization to set the issue price of shares in the context of capital increases without preferential subscription rights up to a limit of 10% of the share capital per annum. Please vote. [Voting]

No more voting. Resolution passed. 23rd resolution, delegation to decide to increase the share capital by incorporation of reserves, profits, share premium or others. Please vote. [Voting]

No more voting. Resolution passed. 24th resolution, delegation to decide the issuance of shares, securities with deletion of PSRs in the event of a public exchange offer initiated by the company. Please vote. [Voting]

Vote closed. Resolution passed. 25th, authorization to grant stock options with waiver of their preferential subscription rights for contributions in kind, securities giving access to the share capital, excluding a public exchange offer. Please vote. [Voting]

Vote closed. Resolution passed. 26th, authorization to the Management Board to grant options entailing the waiver by shareholders of their PSRs and/or rights for all or part of employees and/or managing corporate officers. Please vote. [Voting]

No more voting. Resolution passed. 27th resolution, delegation to decide to issue ordinary share securities with preferential subscription rights deleted in favor of subscribers of a savings plan. Please vote. [Voting]

Votes closed. Resolution passed. 28th, delegation to decide to issue ordinary shares under securities with deletion of preferential subscription rights in favor of certain categories of beneficiaries. Please vote. [Voting]

Vote closed. Resolution carried. 29, amendment of Article 18 of the bylaws to remove the obligation to appoint alternate auditors. Please vote. [Voting]

Vote closed. Resolution passed. 30, amendment of Article 7 of the bylaws to bring its content into compliance with Order no. 2020-1142 of September '16, '20, creating, within the code, a chapter relating to companies with securities admitted to trading on a regulated market or multilateral trading facility. Please vote. [Voting]

Vote closed. Motion carried. 31st, powers for formalities. Please vote. [Voting]

Vote closed. Resolution passed.

Thank you, ladies and gentlemen, and shareholders particularly. I'd like to thank you for the renewed trust to Madame Badinter and for the vote that welcomes Tidjane Thiam to the Board, and thank you for your participation at this session today. There being no further items on the agenda, the meeting is adjourned. See you next year. Maybe for some of you who want me to sign the copy of my book, I'll be available. Thank you.