Veolia Environnement SA (VIE) Earnings Call Transcript & Summary

April 27, 2023

Euronext Paris FR Utilities Multi-Utilities shareholder_meeting 175 min

Earnings Call Speaker Segments

Antoine Frerot

executive
#1

Ladies and gentlemen, shareholders, good afternoon. We have the pleasure to be here all together at the shareholder -- for the Shareholders' General Meeting at the Maison de la Mutualité. I would like to thank all the shareholders who has joined us here in this room. I would also like to thank people who voted remotely and people who are online with us right now and who are following us online. Here with me, Estelle Brachlianoff, CEO; Claude Laruelle, in charge of finance, digital and procurement; Helman le de Sécheval, Secretary General of Veolia and Secretary of the Board of Directors. I would like to suggest to start our general -- our Shareholders' General Meeting. And I will ask Helman to tell us about the legal formalities.

Helman le Pas de Sécheval

executive
#2

Ladies and gentlemen, shareholders, good afternoon. A few minutes for the introduction of this Shareholders' General Meeting, chaired by Mr. Antoine Frérot. The next General Meeting was convened today, 27th of April 2023. Article 22 of our bylaws, proper notice has been given. We published at the mandatory legal publications and a notice -- a letter has been sent to the shareholders. On the desk, well, you have two boxes. You have the bylaws. You have the notices. You have the copy of the letter sent to the shareholders and the auditors. We also have the list of attendance. I will tell you the definitive -- the final attendance list later. We received the list and proxies, the auditor's report and a copy of the documents that are available for the shareholders at the company's headquarters. All documents have been given in accordance with bylaws and applicable regulations online in the dedicated page. Therefore, we are not going to read all of the reports. I am now going to read you the agenda of the Shareholders' General Meeting. The Board of Directors noticed in the context of the dialogue with its partners that too many shareholders, maybe following a vote agency, are reluctant to consolidate Veolia's purpose in its bylaws by vesting the Board of Directors, which is the most legitimate or representative body, with the entire responsibility that he already has on this purpose. The Board of Directors has, therefore, made the decision to remove resolution 22, which I suggested, to modify the bylaws regarding Veolia's purpose. This resolution #22 is, therefore, taken out of the agenda. Regarding, first of all, resolutions that have to do with the Ordinary General Meeting, resolution 1 to 18 have to do with the approval of the statutory financial statements, #1; and #2, approval of the consolidated accounts for financial year 2022; approval of the spending and expenses under Article 39.4. We also have resolution #4. You have the name of each resolution in your documents, so resolution #5. Resolution #6, renewing -- the renewal of some directors, Mr. Olivier Andriès, for example. So that's from resolution 7. Resolution #8 for Mrs. Véronique Bédague, Director. Resolution #9 for Mr. Francisco Reynés as a Director. Renewal for Ernst & Young and Others for the auditors, that's resolution #10. Voting on the compensation during 2022 of Mr. Antoine Frérot as Chairperson. The vote on the compensation as Chairman of the Board, July 2022 to December 2022. That's resolution #12. You have resolution #13, reading the resolution -- you then have resolution #14. You also have resolution #15, the compensation policy of the Chairman of the Board. Resolution #16, the same for the CEO, resolution #17, resolution #18. Regarding the resolutions that have to do with the Extraordinary General Meeting, you -- so it's resolutions 19 to 21, this is the motion. Once again, reading resolutions 19 to 21. Now reading resolution 20. Reading resolution 20 and finally reading resolution 21. As I announced, resolution 22 has been removed from the agenda. So we finish with resolution 23. Now regarding the bureau of this General Meeting, in line with the bylaws and applicable regulations, our scrutineers are Ms. Floriane Rigourd, representing Amundi; and Mr. Jean-Yves Jouan-Auzeby, who represents the employee shareholders. Those two shareholders have the largest number of shares and accept to be scrutineers. Thank you very much. I will be the Secretary of the bureau for this General Meeting. The discussions are public. And this General Meeting is being recorded. It is broadcast on the company's website. Several non-shareholders are attending, such as journalists and a ministerial representative, making sure that the Shareholder Meeting is running smoothly. By law, the mixed Shareholders' General Meeting can -- or is duly constituted when there is at least 1/4 of the shareholders with the right to vote, so 175,540,392 shareholder shares. Shareholders present or represented have reached its preliminary quorum, 530,413,000, et cetera, so 73.47% of representation. So it's higher than the required 1/4. Therefore, this meeting is duly constituted and can proceed with the business outlined in the agenda for Ordinary or Extraordinary General Meeting items. Mr. Chair, you now have the floor.

Antoine Frerot

executive
#3

Thank you, Helman. Ladies and gentlemen, I'll now ask Philippe Dessertine, who's an economist and Chair of 21 Committee, Comité 21, the French Committee for Sustainable Development. I'll give him the floor just after a short video. [Presentation]

Philippe Dessertine

attendee
#4

Hello, everyone. I am delighted to be here with you today. Climate change. Based on those two terrifying words, can we have an optimistic discourse? Well, the answer is yes. And I think we should say it and repeat it to the younger generations, to kids that if you have at home, saying, "Well, where are we heading? What is going to be our future?" The answer is yes. Because if we sum it up, climate changes what? Is it an economic model, a business plan, created an entire world starting in the Second World War, something that's not working with 8 billion inhabitants. We've gone beyond 8 billion, that happened last year. Things weren't working at 7 billion already, the number of inhabitants we had in 2000, didn't work. It didn't work at 5 billion. So what does this mean? Is there a solution that's not the one -- well, that's unthinkable will be to reduce world population. But world population continues to rise and -- but the major stakes are to change our economic model. And I say change. And I think transformation, that's written here, is very important. We are no longer only in a transition. Because that allowed people to think that we had tweaks to provide to the older model. But maybe that could be envisaged by people in the West, who are actually the richest on the planet. But now what we need now is a model to apply to the entire planet to allow poor countries to have a radiant future in a preserved environment. What is a poor country? Very simple, it's a country where the life expectancy is much, much lower than in the richest countries. To give you an example, the most populated country in Africa, Nigeria, in 2050 will be third most inhabited country in the world, has a life expectancy of 53 years. In France, our life expectancy is 82. This fundamental inequality does not allow us today to think that the planet is going to be peaceful in the future. We have to have an 82-year life expectancy for the entire world. So we have to transform our model. We have to change our model. Not just to reduce greenhouse gases here in the West, we know here in the West, so we are responsible for most of what's happening today in climate change, but this also means an economic model to allow a new type of growth. Growth isn't just to consume more, growth is to allow humans to live to a ripe old age and to live better. That's the challenge we have in front of us today. When I mentioned that challenge, maybe you're thinking, "Well, how is it that I'm being optimist? When is it optimist?" Well, to change this model actually. This isn't just words. It's not a perspective. It's actually something that has already started. And I think that, that's the idea that has to be fronted. We are already changing our model. Our economic model, our production model, our conception model but also just the way we live our lifestyles. How do you change the economic model? Historically, it's something that hasn't happened very often. It's something that happens, first of all, when you have new conditions stemming from scientific progress. And I believe that when you want to be optimistic today, I think, first of all, you have to see that science over the past 20 years, science has undergone unbelievably positive changes. All scientists in the world -- so I come from a soft science, which is economics. But I've met with a lot of very important scientists, who are young, who are old, mathematicians, physicians, physicists, chemists, all of them. All the major scientific leaders around the world today are saying, "What's happening in my field, I didn't think I would see that in my lifetime." We're optimistic because we're changing our economic model. And because this is enabled by science, it is absolutely certain that reducing growth is not possible. So the solution isn't going to go -- to be to go backwards. We have to invent a new model. And science will enable this and at least to envisage it. Change our model. This also means having the world population believing in this change of changing the model. You cannot change your economic model and your history shows it without that. You cannot change an economic model because you have to because it's being imposed, because somebody ordered you to do it. 8 billion people and soon more will be changing their economic model because they believe it will improve their lives. And I think that changing the economic model little by little and more and more quickly, this is entering the mindset of most of our contemporaries all over the world. We do have to mention that providential tragedy, if I may say, which was a lockdown and the pandemic. The lockdown and the pandemic, well, for the world population, all of a sudden, everybody realized that actually we could end our previous model. And in just a few days, weeks, months, you can actually start doing things differently. And for the world population, doing so at the same time, well, that shows that this new model can be the start of a new way of life, which is much more attractive. The world population has now integrated this idea, old people, young people. And today, maybe when it will be time to recruit, and I'm speaking of you, Veolia, but also for me, when I'm looking to recruit researchers in my field, we have to talk about how we are changing our battle. Recruiting today, it's usually the recruiter who speaks because they now have to convince the person, they have to woo the candidate. And for them, it's important that this change in model be perceptible. The world population is now integrated this reasoning. The world economy is also learning it very quickly. 2023 is certainly an important date. Because from the beginning of the year in many areas around the world, especially in Europe, legislation is translating what this change in model is. And this means that the economic values are changing as well. Obviously, we will continue to be producing for other humans. And that's what we will be looking at. But the way in which we produce will also be a way of creating value or preventing its destruction. The indicators of impact, this is a notion we didn't have 10 or even 5 years ago since indicators of impact of how we produce will become the origin of value creation. And this has to be absolutely demonstrated in a rational manner. If I can demonstrate that I am behaving virtuously, then one could consider that my value is increasing. And not just my financial value, that's obviously still there, but a complementary value, a value which can grow at an incredible speed but which can also show decrease incredibly quickly if it should turn out that the way I am operating isn't in keeping with this change of model, which I've just mentioned. Currently, what we see is a new way of calculating GDP in the future, of evaluating creation of value in the future. When we talk about growth, it won't be the same type of growth. And it has already begun, namely in the yearly reports of investors. Because investors more and more are ensuring that their investments are going towards this change in model. Because if this investment is going to flow to the old model, well, then the share price will go down. And if it's being channeled towards this new economic model, well, the value goes up. And so we have to accelerate this new model that science is creating. Science is creating a new type of wealth creation. To give you just one example that's so striking, it's that of the term which is ChatGPT. This is something that all over the world, people are hearing. Whereas in November 2022, it was just an idea coming out of a research lab 7 months ago, in January, it was worth over $30 billion. And today, $200 billion, $300 billion. Who knows actually because the -- it's accelerated value creation. And this is demonstrating a new way of doing business. And I think the term Veolia was created exactly 20 years ago. And I think that when we're talking about this new world, we can feel enthusiastic but simply regret, as in my case, to not be 20 years old in 2023 because the best is ahead of us. Thank you.

Antoine Frerot

executive
#5

Thank you very much, Philippe. Ladies and gentlemen, shareholders, it is a great pleasure for me to be with you today. A great pleasure for at least three reasons. The first is that it allows me to report to you on the commitments I made to you regarding the merger with Suez. I made commitments to you but also to the employees of Suez, to the public authorities and to elected representatives. I made this commitment that there would be no job cuts. This commitment has been held despite the headwinds that Veolia had to face again after the pandemic, inflation, geopolitical uncertainties and the return of war. Not only have we not destroyed any jobs, but we continue to create new jobs in France and elsewhere because of our growth-generating businesses, our ability to constantly provide new solutions to their problems linked to the ecological transformation and because now of our much broader geographical footprint, much broader since the merger. Ladies and gentlemen, Veolia now has 220,000 employees on all 5 continents, who every day solve problems in the fight against pollution, against the depletion of natural resources and improved production of renewable energy. I also made a commitment that competition in France, particularly in the water sector, would remain strong. It is, in fact, lively judging by the many forms of competition, more lively than ever, in which the companies in our industry are engaged. In the last few weeks alone, the examples of Montpellier, Nice, Lille, Perpignan, Auxerre, Strasbourg speak volumes. I made another commitment, the commitment that the new Suez would have the means for long-term development with solid and responsible, accountable shareholders. This was not only a moral imperative. It was also because it is in Veolia's interest, you have solid competitors in its home country so that it can be particularly competitive in all the world's markets, where foreign competitors are increasingly numerous and ambitious. This commitment has also been kept. Because the new management of Suez announced a few months ago that its shareholders would double their investments compared with the period before the merger, in line in passing with their initial commitments. Finally, I made the commitment that Suez employees, who are distinct and who wish to join Veolia, would be treated in a brotherly way and fairly. It is so true that today, no one can even tell who is -- who comes from Veolia and who comes from Suez. The company is totally unified. I will continue to monitor and report to you on the implementation of these various commitments. And I will also continue to remind you of them since Veolia's word was questioned at the time of the merger. May whoever was skeptic at the time acknowledge this now. The second reason why I'm happy to be with you today is that it allows me to tell you what my new duties have let me to observe. I'm no longer an executive officer of Veolia, and I can now talk to you about his managers in complete freedom. And I would like to tell you explicitly how Veolia is in good hands. Estelle's hands, first of all, who is doing so well that I believe she has exceeded the expectations of even her most fervent supporters. Well done, Estelle, for this first year at the helm. The headwinds could do nothing, the trajectory did not deviate. With you, the team that surrounds you to embody this new chapter in the history of the world champion of ecological transformation looks absolutely great, the speed and quality of the integration of the teams that have joined us, the business achievements throughout the world, the resistance to economic headwinds, even turned their transformation into opportunities. The tons of toxic waste treated, the volumes of plastics recycled, the tons of CO2 emissions avoided, the number -- well, the level of commitment of all of our employees, the number of hours of training of all our employees, the success of our employee shareholder operations, and finally, as a result, the economic and financial performance of your group bear witness to this in all dimensions of our business. Veolia is useful. This is why it's prosperous. And because it is useful to the greatest number of people, it is prosperous for a long time to come. And the third reason why I'm pleased to be here today is because you are among the first as Veolia shareholders to support a company that wanted to find its purpose, to give itself a purpose. 4 years later, you can see that this was anything but empty words. We have moved away from a historical industrial paradigm of adding complementary businesses to embrace our mission as the world leader of ecological transformation. At a time when climate change, the depletion of natural resources or the loss of biodiversity are the main challenges of the 21st century, Veolia has taken up the fight against all the pessimists, the catastrophes, the millenarians and the survivalists. Veolia has put itself in order of [indiscernible] to build a desirable future. I know that the notion of a desirable future is particularly dear to Estelle's heart as I've heard her say very often. I'm convinced that she is right. The magnitude of the changes that we must collectively as individuals, citizens, companies, shareholders, employees, consumers, voters take onboard and address the magnitude of this transformation is such that it is -- illustrates our hope to achieve it if the future is no longer desirable. This is the meaning of what Philippe Dessertine just told us. The planet does not have one single enemy, pollution. It has at least a second one. Resignation, despondency, it is -- to combat this resignation that we must clear the way for a desirable future. Let me tell you what a desirable future is for Veolia. It is a cleaner planet, a more sober use of natural resources. It is also a more inclusive society. And it is also a more prosperous world. It is not always easy to aim for such a course when you have to show the way. And that is why you need a compass that always points north. At Veolia, our north is called usefulness. It is because a company is useful that it is successful and not the other way around. This north is determined by considering economic, financial, industrial, environmental, social and societal issues as a coherent whole in the service of all stakeholders and with the same degree of rigor for each of these issues. It is never the easiest part and rarely the fastest, I'll give you that. But it is the only way that leads us to sustainable prosperity and therefore, the only path worth taking. The wider the usefulness pursued, the longer the prosperity obtained. Many of you have been with us for many years now. And you know that what enabled Veolia to successfully achieve this merger with Suez, which was considered impossible, or to overcome COVID in just a few months, to achieve all the objectives of the Impact 2023 program or to smoothly implement a change in structural governance is this compass, this imperative of usefulness, which is embedded in all employees' mindset. We have detailed this usefulness in the context of the work carried out on our purpose. And I would like to thank Louis Schweitzer for having chaired the committee that was the linchpin of this work. I would like to take this opportunity to thank Louis Schweitzer more broadly and more deeply for all the years, the 20 years that he has dedicated to us at the Board of Directors as Vice Chairman and Chairman of several of the Board's committees. Ladies and gentlemen, Louis has spent more years at the heart of Veolia than he has spent at the heart of Renault. He has been instrumental on several occasions ensuring the coherence, stability and development of the Veolia, whether during the difficult years, from 2012 to 2014, you might remember this, or his levelheadedness during the merger with Suez. His experience and his caring, uncompromising and rigorous approach have enabled us to turn Veolia around, to transform it and then to project it into a promising and desirable future. For all this, my dear Louis, thank you from the bottom of my heart. I would also like to thank Clara Gaymard for the 8 years that she spent with us and for helping us namely to decipher in advance the main changes, the developments in the companies we work with. Thank you, Clara. I would also like to thank all the directors of our group, who tirelessly question, guide, encourage the company's teams and who support me in my task. Finally, I would like to introduce the three new members of our Board, who will join us if you approve their appointments. The care taken in selecting them meets the wishes that you expressed, more international experience in culture and expertise, expertise through practice of the executive functions of large companies. Véronique Bédague, Olivier Andriès and Francisco Reynés, whose profiles and careers were detailed in the documentation provided to the shareholders, are in line with these wishes. I am convinced that all three will make a valuable contribution to the work of our Board and its committees. This purpose, ladies and gentlemen, which I presented to you 4 years ago is, therefore, not a theoretical exercise nor a footnote. It is an instrument that permeates all of the group's businesses and activities at every level. I know that Estelle Brachlianoff, Claude Laruelle and Laurent Obadia will each have the opportunity to talk about this during this General Meeting. And what better proof could there be that our purpose is really the backbone of our company. By definition, this work is never finished. It deserves to be constantly reviewed, corrected, improved. We wanted to be able to put it in a more concise, more striking, more impactful, more intelligible way. And it is by letting you discover the quintessence of our purpose in a short and therefore more easily memorable version that I'm going to close my introduction. I invite you to be the bearers and ambassadors of this message to better -- to make better known what is nothing less than the soul of Veolia, what it brings us together, what unites us, what gives us the strength to move mountains and to be truly actors of human progress. Thank you for your attention. [Presentation]

Antoine Frerot

executive
#6

And I give the floor to our CEO.

Estelle Brachlianoff

executive
#7

Ladies and gentlemen, dear shareholders, dear Antoine, thank you. Thank you for being here. Thank you for always having been here. Thank you for being here with us and contribute to the success of the ecological transformation, which is incarnated by Veolia. And since we're not a company like any other, you're obviously not shareholders like any other. I think that for you, the why is as important as the how much. Antoine Frérot reminded us just now, the more useful we are, the more prosperous we are. Judging by the results of these last few years, our usefulness has grown considerably. Your company is solid. Our compass is clear. And it certainly -- because I know that I can count on a Board with enormous experience and very high quality. And I could not dream of a better Chairman of the Board than Antoine Frérot. Every day, he demonstrates this. He is at the service of the collective success of our company. And here, too, Antoine is also not a Chairman like any other. As I was saying, this company is solid. Let me give you the figures. Our turnover in 2022 increased by 50% and 14% of that could not be attributed to our merger with Suez. After COVID, Veolia once again demonstrated its ability to adapt to all situations, even the return of war to the [indiscernible] and the return of inflation that went along with it. Our EBITDA grew by 7.2%, above and beyond buying Suez, to reach EUR 6.2 billion. Our net results for the very first time went beyond EUR 1 billion. That is now at EUR 1.162 billion. These figures speak for themselves. They say how Veolia has become a high-performing company. Quarter-after-quarter, it provides excellent results like a well-oiled clock rather like a company which is well piloted and has the capacity to act. So the results of our Impact 2023 program shows that we have reached all of our objectives 1 year ahead of schedule. Perspectives for this year are, therefore, extremely positive. We'll be able to seize opportunities that might come along. And we can confirm for 2023 that we have very ambitious guidance in terms of volume and results with the growth of EBITDA between 5% and 7% and net results around EUR 1.3 billion. These excellent results for your company, just as our perspectives, have allowed us to increase dividends for 2022 to EUR 1.12 per share. And these elements are also a very good response to those who thought that our merger with Suez might destroy value or slow down our progress. It's the exact opposite which is happening. Judge for yourselves, quantitatively, we -- the synergies are ahead of our program. Not only are we the world leader by far, but also we are among the top 3 in most countries where we have activities. We've now found a very agreeable geographic balance with 40% of our turnover in France, 20% in France, 40% in Europe outside of France and 40% in the rest of the world. And we also have a very fine balance of professions, water, waste and energy, local decarbonizing energy, which is already worth EUR 10 billion in turnover. But the success of our merger isn't just in figures. It's, first and foremost, qualitative. It's operational, it's human. Our new colleagues, 40,000 of them who joined us just over a year ago, massively shown that they had found a place in our new organization. They show this every day, whether through results of our yearly engagement survey or the employee shareholder schemes. We have not been able to distinguish between former and recent colleagues. They are all mobilized for the success of our project. And we have 2 more -- 2x more patents for cleaning water. And what better answer to that for all of those who are afraid that 1 plus 1 would be less than 2. And what's true today will be even more so tomorrow. We are in the process of co-constructing our new strategic program for 2024-2027 with our nearly 220,000 collaborators and also with all of our stakeholders. I won't be giving anything away by saying that we are the best place in the world to seize opportunities on the market of the ecological transformation. Our know-how, our geographical spread are a combination that has no equivalent. For all of our businesses, we can count on a half dozen of strong positions in the world of infrastructure, which is essential and even irreplaceable, as we saw during COVID, that we can then leverage to deploy the growth associated with these new challenges. Looking, for example, at our municipal water activities, our position in the U.S., in France, in Chile, in Spain and in the Czech Republic is that of a provider of essential services. And our spread allows us to finance the levers for growth and innovation and to finding out new pollutants and recycling wastewater. For waste, it's the same. In France here but also in the U.K., in Germany, in Australia, these are bases where we are creating new frontiers, producing different types of fuel using nonrecyclable waste, inventing new ways to recycle plastic or solar panels. And it's also thanks to our unique position as world leader in processing toxic waste, first of all, in Europe and then in the United States that we have been able to create a network which is unique in the world. We have presence on all continents. The end of 2022, we won a major contract in the Emirates to process the toxic waste from the Al Ruways refinery, the largest in the Middle East, a contract worth EUR 1.2 billion. Our strategy for the coming years, which I will have the honor to present in more detail when the time is right, well, this consists in accelerating wherever we can to improve our impact, to preserve and even strengthen the unique dimension of Veolia and allows us to make a difference at the service of our clients and the group's growth. We'll be accelerating our growth in energy but in the local and decarbonated sense of the meaning -- of the term. We'll also be accelerating our growth in technologies and new innovative solutions. For example, to have the means to try to recycle the entire lifecycle of certain minerals, for example, lithium, from the mine all the way to recycling batteries. As you can see, we are the most beautiful actor of the most beautiful market in the world, EUR 2.5 trillion, which is also seeing accelerated growth. The results are here, the balances have been found and the potential for growth is growing every day in terms of results and economic forecasts all as well. In most annual meetings, people would only talk about that and stop there. But that is just half of the issue. Neither our results nor objectives are simply financial, there is another series of results that I am just as proud of. In 2022, we contributed to eliminating 14 million tons of CO2 in the carbon -- removing them from the carbon trajectories of our clients. So we erased 14 million round-trip tickets between Paris and New York. We erased the carbon footprint of more than 140 billion hours of streaming on Internet. This is gigantic. How did we do it? Opening up new plants for plastic recycling, this corresponds to 75% of carbon saved or by replacing at Solvay in Lorraine coal by nonrecyclable waste. In 2022, we saved and helped our clients save more than 300 million cubic meters of water. This is the equivalent of the yearly consumption in the department just north of here or the city of Singapore -- the country of Singapore. This is huge. And more importantly, we discovered last year in France, but it was also true -- already true for many other countries, and we have developed solutions for sobriety for cities and for industries in Chile, in California, in Spain. Water is a precious resource. And just as we talk about net zero in carbon, we should also probably be talking about a net zero for water. This is exactly what our technology and our unique know-how bring to our customers. It's our technologies which made it possible for the Talison mine in Australia to double their capacity without having to use a single drop of additional water, thanks to a combination between our unique patented technologies, Actiflo, membranes and crystallization. And I am particularly happy that we've also renewed the wonderful contract for distributing water in the city of Lille in a very innovative form. Because it's actually a sobriety contract, where we help inhabitants save water and use less. In 2022, we confirmed through actions, our investment trajectory so that by 2030, we can completely replace the few coal-fired power plants that we inherited from our historic activities in Europe. It would have been so much easier to just sell them. But they would have continued to emit CO2. And this is not how we do things at Veolia. We don't push anything under the rug. We assume we invest EUR 1.5 billion by 2030. And we decarbonize, not today or tomorrow, but -- sorry, not tomorrow but today. And we are well ahead of everybody on this. A few weeks ago, in Braunschweig, we were able to replace a coal-fired power plant by biomass, reducing the carbon footprint twofold. And these ecological results are just as important as our economic results. These are what make us useful. And this is also what makes our employees happy to work for us. We reached record levels in 2022. 89% of our employees said that they felt like they were making a concrete contribution to finding solutions to climate change. What other major corporation can say that they've been able to translate their company purpose into actions so convincingly? Just imagine the efficiency, the productivity, the creativity of more than 220,000 people, who go to work every day with the certainty that they are being useful to the entire society. The secret of Veolia is there. And it's actually not a secret. Because this is how we measure our actions on a daily basis. Our company purpose is to contribute to human progress. And this progress concretely depends every instance a little more in our capacity to decarbonize our societies, depollute our environment and regenerate natural resources. This is the singularity of Veolia and the strength of our solutions. Human progress defended by Veolia is a progress turn towards the future but which makes progress with less and less carbon, less and less water, less and less extraction of raw materials, less and less pollution. We have actually quite a very simple project, to do more with less. This is what I call the ecology of solutions. And it's this growing need of our clients for solutions to decarbonate, to depollute, which are the basis for our growth of today and tomorrow. And the stakes are being shared more and more broadly, and there are more and more calls for acceleration in this area. The ecology of solutions is an ecology of doing and not saying, which brings together rather than dividing, which enables rather than prevents. It's an ecology that doesn't sort between good and bad but between those taking actions and those remaining passive. It's an ecology in movement, which consists in greening and not just being interested in what's already green. The goal is not to give lessons but to bring solutions. This entails work, efforts because these solutions have to be concrete. They have to be affordable. And they have to be replicable for transformation for improvement. This ecology implies looking at our businesses and our activities differently, thinking about our clients but also our clients' clients. What positive impact can we have on their health? By removing pollution from the air, providing cleaner water. And that's how the group was born 170 years ago this year, to provide pure water to populations and protect them from epidemics that had been identified by [indiscernible]. So now we're talking about air pollution, soil pollution, new types of pollutants that we all have to process for our own health. And also, there's a question of sovereignty over rare metals, over energy. And Veolia is a promoter of independence. When waste becomes mines, where we can find lithium, cobalt, nickel, biogas, well, then the constraints of importing these to far countries disappears. The ecology of solutions is, I believe, the only way towards a more sustainable and desirable society. Resignation or restrictions are not a project for society. Tomorrow's world can be desirable but only on condition that we do more with less and that we show the way as we're doing it on the industrial sites in France and elsewhere. And it's with this mindset that we look at the performance of our company and our employees. And this can only be multifaceted. It's not just our share price but also the impact that we have on all of our stakeholders and defined in different directions that Claude will be presenting in detail in just a few minutes. You've heard our financial performances have gone over our objectives. Our commercial performances are the driver of this. Every year, we have a poll of our clients and whether they're satisfied with their services and whether they would recommend us to others. Our Net Promoter Score is progressing every year to reach very high levels. And because we are not going to rest on our laurels, I've announced during the Capital Market Day last March that we intend to double our efforts for innovation to provide evermore solutions for our clients. Because it is thanks to 8 years of efforts that we were able to find how we could extract the metals in used batteries that are now being used in two factories in France and in China. And it's the efforts of today that will allow us to find out how tomorrow, we can produce green fuel for aviation. I presented our environmental performance in the service of our clients. These are excellent. And I'm sure you've understood, we are very proud of our social performance as well. This has always been a priority for Veolia. We now have the care program for our workers everywhere in the world. Veolia provides a shared foundation for social welfare at crucial times in life, even in countries where nothing is provided for by law. So now there are 10 weeks of maternity leave, 1 leave of coparents' leave, health insurance and the possibility of taking time off to help someone in your immediate family. Those who were worried about the impact of our merger with Suez would have on this, well, they can rest assured. [indiscernible] what we had announced, the merger with Suez improved the commitment of all. 89% of our employees said that they understand the impact of their work and their contribution to the ecological transformation. 80% would recommend a person close to them to join Veolia. More than 40,000 shareholders bought shares in the employee shareholder scheme, making them the foremost group of shareholders in the group. And they are our ambassadors. And that is why we are drafting a new version of our company purpose to make it shorter and easier to remember. And our societal performance gives meaning to our activities. This is part of our impact on local territories in all of the cities where we have presence. We create jobs and local wealth and is also a reflection which is carried out for the future with the creation of the school for the ecological transformation. Laurent Obadia will talk to you about this in a few minutes. This 5 performances are the 5 pillars of Veolia's trajectory at the service of human progress. They feed my pride but I'm also a little bit frustrated, I have to say. The reality of these performances make us one of the world leaders in ESG. One other company has erased the emission of so many tons of CO2, perceived so many cubic meters of water, has developed so many ways of decarbonating energy. And yet, ESG rankings do not do us justice. For a simple, but absurd reason, they take into account the environmental impact of our clients. And so if our clients have high emission rates, well then our grade goes down. But it's just -- it's because we work with companies that have high emissions that we can have such a strong impact on these emissions. I am fully determined to fight this injustice, injustice against your company, and I'm counting on you to help me. Dear valued shareholders, it is this fighting spirit, fighting against fatality, against resignation, against catastrophism, against climate change, against soil pollution, air pollution, water pollution, that makes the difference that Veolia's teams do, wherever they are and whatever it is they do. We're not here to accept the world as it is, but to change it with our clients and for our children. The better we do at this, the more prosperous we will be, and this is why there is no more beautiful company to work for than Veolia. And Veolia is the only one that's up to the job, so being -- so I will see you on the 29th of February 2024 to present our new strategic program. And I will let Claude Laruelle tell you about what really makes our strength and our pride. Thank you very much for your presence. [Presentation]

Antoine Frerot

executive
#8

Thank you for this video and well done, Estelle. Thank you for your presentation. Moving on with Laurent Obadia, in charge of stakeholders and communication.

Laurent Obadia

executive
#9

Thank you, Antoine, and good afternoon, everyone. It looks like there is a common thread that links all these features you have heard and will hear today. Working at Veolia is a guarantee to find a meaning in your work. It is an immense opportunity and our responsibility is just as great as our Chairman [ Antoine Frerot ] often says. It is an immense opportunity to work for a company whose purpose is ecological transformation. When you are a Veolia employee, this is what makes you proud to go home and tell your family and friends about your job in your daily life. This pride is the pride to contribute to the main or the solution or the main challenge of our century. It is also a great responsibility because the success of ecological transformation depends on many other players besides Veolia. Indeed, Veolia knows how to capture carbon, eliminate methane emissions, reuse wastewater, recycle rare materials, introduce circularity into a value chain. In short, do more with less. But in order to achieve this, public authorities must encourage it. Public and private clients must decide to do it. Citizens must encouraged as well and consumers must finally benefit from it. This has a very concrete, very immediate and very daily, so to speak, consequence for us. We are convinced of the value of the dialogue with all those around us. Some speak of never-ending revolution. It's quite fashionable. And Veolia, it's more like a permanent coalition. This is a whole point of the multifaceted performance made in Veolia, which embodies -- and reflecting the variable part of each of people's remuneration. The importance we attach to environmental, social and societal issues in the same way as the most conventional considerations. Simply put, for Veolia, to really maximize its impact on the planet, all the stars have to align. Of course, we are ideally positioned to contribute to this, thanks to our geographical footprint, which is the envy of many and also thanks to -- well, especially after the merger with Suez. Also thanks to our positioning in all the businesses involved in ecological transformation. But this implies a permanent effort to listen to all our stakeholders and to convince them to get involved. To implement this, we have critical friends, our dear critical friends. They have a mission. They are here to freely challenge Veolia's management teams to make sure they face their responsibilities, often and they need to be reminded. To prepare our future strategic program, we have launched two initiatives. Number one, we've directly involved Veolia these employees. And they gave us more than 200,000 ideas. Those ideas already inspired, those in charge of drafting this future strategic program. Second, our Plus1 approach that is very dear to me. This approach consists of physically bringing together representatives of all our stakeholders around the same table at every local level in order to anticipate, challenge, align efforts and maximize our impact. Veolia is an outward-looking company. It is the ambassador of a new way of looking at the economy and a new way protecting the environment. For the future to become desirable again in the words of Estelle Brachlianoff, our Chief Executive Officer, some of the rules of the game must change. The cost of pollution must be higher than the cost of cleaning it up. This is the reason why Veolia kindly welcomes -- it's always vigilant about -- there are no less than 54 legislations adopted or in the process of being adopted by the European Commission in the last 6 months alone. We chose to be proactive when it comes to ecological transformation to show that people are ready. From now on, we speak very early on. We put forward our expertise. We enter into discussion with public opinion and we educate the general public. For example, by producing new unique studies such as this great parameter of ecological transformation. Veolia's responsibility is to help build an entire ecosystem of public and private decision makers, nonprofits and NGOs, citizens and employees, all working to achieve the same results. We have a mission to convince as well as to industrialize. Our weapons are, there for not only our technology solutions or our industrial know-how, however valuable they may be. Our weapons are also our messages, our testimonies. We are on the front line of the fight against climate change and the depletion of resources. At Veolia, we are convinced that this approach, which does not belong to us, but which characterizes us must be a model. In the most literal sense of the world, it needs to be an economy school for thought. Since the fight of the climate is being waged on a century long scale, we must pass on this fight against resignation and this a spirit of coalition from generation to generation. This is the meaning of the school for ecological transformation project that we intend to implement as of 2024. It is detailed on Page 34 of the report, which is available today. The school of thought and the school for training, initiated by Veolia, purpose will be to train all those whose commitment is essential if we are to achieve the objectives of the Paris agreements and even more if we want our future to be truly desirable. It is a project that reflects our Veolia's image. It is faithful to all our stakeholders and perfectly embodies our convictions. This convictions, the strong beliefs make us, and I hope all of you shareholders, proud to play an active part in the ecological transformation to play an active part in Meeting of the Centris challenge. Thank you very much for your attention, and have a nice afternoon with Veolia.

Antoine Frerot

executive
#10

[Foreign Language] [Presentation]

Antoine Frerot

executive
#11

Welcome, Maryse Aulagnon, who is The Director and Chairwoman of the Remuneration Committee; and [ Louis Schetter ], who needs no introduction. I'm going to give the floor to Claude Laruelle, Deputy Manager in Charter Finance I'm going to ask him to present the multifaceted performance results.

Claude Laruelle

executive
#12

Good afternoon, ladies and gentlemen. For the first time, I'm going to give you a unified presentation of our multifaceted performance and its 2022 results, both in financial and nonfinancial terms. As Antoine and Estelle pointed out, this process of continuous progress in all 5 dimensions of our multifaceted performance began with the Impact 2023 Strategic Plan and has been symbolized by this wheel, which includes all our key indicators. I would also like to remind you that this approach is integrated into the performance objectives of short and long term of all our managers and that the covenants of multifaceted performance is guaranteed at the highest level of the company since the creation of a purpose committee within the Board of Directors. As you can see on the slide, we are generally on track in terms of all the indicators of the multi-faceted performance. And after reviewing the financial performance in detail, I will focus on each of the nonfinancial dimensions by focusing on a particular topic. Let's start with the economic and financial dimension the 2022 results. Your company generated record results in 2022, thanks to very strong growth in its businesses and the great success of merger with Suez. All of this against a particularly difficult backdrop. 2022 was the third year of our strategic plan. Our group has successfully adapted to the new economic and geopolitical contracts, marked by the return of inflation, and the disruption of the energy market. The exceptional performance achieved in these difficult conditions is a testament to -- not only to Veolia's resilience, but also to its agility and its ability to seize opportunities in all circumstances. Let me give you a few figures. Let's start with our turnover. It grew very strongly in one year to EUR 42.9 billion, almost 50% more than in 2021. It benefited, first of all, from the contribution of the merger with Suez for 35% and from a strong organic growth, 14% driven by energy prices and by the increase in volumes in our 3 business lines, Water, Waste and Energy, as well as from the indexation of our contracts and a strict pricing policy to keep pace with our cost inflation. Our EBITDA standed at EUR 6.2 billion , almost 50% higher once again than in 2021. Organic growth, plus 7.2% due to synergies that were quicker than expected to be implemented in this first year and to the very good level of efficiency plan. Net group share, net income before nonrecurring items increased by 30%, standing at EUR 1.162 billion, well above our target of EUR 1.1 billion. And finally, our net financial debt at EUR 18.1 billion is under control, representing 2.9x our EBITDA. These robust performances have led the Board of Directors to [ focus ] to this meeting, the payment of a cash dividend of EUR 1.12 per share, which you will be asked to vote for at the end of the meeting. Thanks to the merger with Suez, your company is now the leader in its local market and systematically in the top 3 of its business lines in all the key countries for its development. We have significantly strengthened our presence in Spain, Belgium, in the United States, Chile, Australia and in the Middle East. This is important because the profitability of our operations depend on our local market share. Veolia is now a more international, more geographically balanced more attractive and more leading group than ever. Let's now look at organic revenue growth by geography, France. Business growth remained strong, up 2.6% compared to 2021, reaching EUR 9.7 billion. Water grew by 1.6% with an increase in tariff indexation and virtually stable volumes, hazardous waste, again, recorded sustained growth. Europe, excluding France, recorded the strongest growth within the group with revenue of almost EUR 18 billion, up 26.1%, thanks to the energy activity and the very good performance of our Waste activity. Revenues in the Rest of the World and up to EUR 12 billion, up 8.5%. All geographies showed growth. Finally, Water Technologies recorded 10% growth compared to 2021, with revenue standing at EUR 4.6 billion. Looking at our growth by type of activity, what do we see? Well, first of all, in yellow on this slide, we see very strong growth in energy, driven by our heating networks of more than 50%, thanks to the rise in energy prices and by the development of Energy services up 29.8%. Secondly, strong growth in Waste, up 4.7% in solid waste and 12.1% in hazardous waste. This growth was driven by price increases and contract wins. Finally, solid growth in Water with revenues up 6.3% in the operations business, while Technology and Construction business was up by 8.1%. Let's now turn to the evolution of EBITDA by geographical segment. As I said, it is up by 7.2% above our target range between 4% and 6%. Thanks, in particular, to the strong performance of the rest of Europe driven by energy and by the good performance of waste. EBITDA growth in France is in line with that of revenues, if we adjust for an exceptional item of EUR 83 million in 2021. Both in the Rest of the World was slowed down by COVID in China, but 2023 looks very promising. Water Technologies. We know the remarkable growth of EBITDA with a clear improvement in our historical activities and a good performance of the activities that we just integrated. Regarding cost savings, once again, the group has been very efficient and has exceeded its target of EUR 350 million with EUR 371 million achieved by -- in 2022. These are savings made in our operations, as you can see, which are clearly in the majority, 64%, with the application of best practices in all our sites. Our efficiency gains will be supplemented over 4 years by EUR 500 million in synergies from the merger with Suez. Our objective in 2022 was to achieve EUR 100 million in synergies. In the end, we achieved EUR 146 million in synergies in less than a year since we only finalized the acquisition of Suez at the end of January. This exceptional performance is namely due to our extensive upstream preparation. The great mobilization of our teams and to the implementation of the first operational synergies from the second half of 2022. To prepare for the future, we have continued to increase our investments on discretionary investments, which amounted to EUR 1.2 billion cumulatively in 3 years, 1/3 of which was dedicated to decarbonizing our assets. Your company also generated a very high free cash flow in 2022, more than EUR 1 billion. And -- but EUR 1.2 billion, if we exclude exceptional costs linked to the merger with Suez. In addition, the acquisition of Suez did not weigh down on the group's finances because we ended 2022 financial year with a leverage of less than [ 3 -- a year ] ahead of the target we have set ourselves. On this slide, you see the changes of profitability after taxes of capital employed, what we call the ROCE. It measures Veolia value creation. With the acquisition of Suez, we have succeeded from the first year of integration in significantly increasing this group's return on capital employed going from 6.5% in 2021 pro forma to 7.6% in 2022, thanks, in particular, to the strong growth in our operating income. This level is 2 points higher than the group's weighted average cost of capital standing at 5.5%. Veolia has therefore continued its value-creation trajectory, and we are aiming for a target of over 8% for the coming years. Given the excellent results for 2022, the group is, therefore, proposing to the shareholders' general meeting the payment of dividend of EUR 1.12, an increase of 12% compared to last year. Let's now turn to the main objectives for 2023. Given the good trends observed at the end of 2022 and at the beginning of the year 2023, we are starting this financial year with confidence. We are aiming for a solid organic growth with a cost reduction target of more than EUR 350 million plus synergies with a cumulative 2022, 2023 target of more than EUR 280 million. We expect organic EBITDA growth of between 5% and 7% higher than last year, 4% to 6% and reflecting the solid revenue growth expected this year, our cost discipline and the successful execution of the merger with Suez. Net income from recurring operations group share will thus be around EUR 1.3 billion, representing a double-digit price compared with 2022. Lastly, Veolia's dividend policy will remain the same, i.e., dividend growth in line with growth in net current earnings per share. Let's now move to environmental performance, and we start with the fight against global warming and the reduction of CO2 emissions, which is, of course, in line with Veolia's commitment to a Zero emission trajectory by 2050. The Decarbonization of our activities, as you've understood, has been launched, and we are accelerating on the one hand, our plan to phase out coal in Europe by 2023. And on the other, the capture of methane gas on our storage sites, especially in Latin America. By the end of the Impact 2023 plan, your company will have, therefore, devoted more than EUR 100 million additional [ i mean Euros ] to its decarbonization project and will continue its efforts in the framework of the next strategic program, which will be announced next year. In addition, the nature Veolia's activities, as Estelle mentioned, means that we eliminate CO2 emissions that would have been emitted by our clients if Veolia had not existed. One good example is the recycling of paper and carbon. 1 ton of recycled material means 1 ton of CO2 emissions eliminated for clients. In this regard, Veolia has made it possible to raise 14 millions of tons of CO2 in 2022, thanks to its circular economy activities, which is a clear increase compared to our benchmark 2019. Let's move on to our commercial dimension. To illustrate this, I have chosen the growth of our Hazardous waste business. This is a very fast-growing business, 18% on average since 2019 with high barriers to entry, both in terms of know-how, technologies, and installed base. We therefore have a network of treatment or processing site that is unique in the world, which enables us to capture growth better than anyone else, particularly in emerging countries that are gradually imposing the best international standards. The target we set ourselves, i.e., EUR 4 billion in revenues for 2023 was exceeded as early 2022 with revenues standing at EUR 4.1 billion. Now moving on to social performance. Now to illustrate social performance, I have chosen to focus on our progress in health and safety, but also in gender diversity. Health and safety, the progress we've made since 2008 with a frequency rate of 5.61% in 2022. We have divided Veolia's accident rate by [ 3 in ] 14 years. Great achievement. Recently, progress have continued and our field teams with the support of the entire management chain are fully mobilized, fully engaged to continue to improve health and safety at work. Each year, we improve our frequency rate by 0.5 to 1 point. In terms of gender diversity, we have made significant progress in recent years, particularly in terms of the number of women in senior management, which has risen from 17.9% to 25.2%, an increase of 40%. You can also note the very strong increase in the number of women on the Executive Committee of 94%. And on the management committee, up 78%. We are continuing our efforts with many initiatives. Let me name just a few. The annual mentoring of the several dozen high-potential women by members of the [ Comex ] and the introduction of a quota of positions reserved to women in our executive training programs. Finally, in terms of the Societal dimension, I have to talk to you about access to the essential services, either people we serve who have access to an inclusive system for water and sanitation services, whether it be local aids, such as the water voucher or social tariffs. Nearly 7 million people benefit from this type of scheme. This figure has increased compared to 2019 by 21% on a like-for-like basis and 66% if we take into account the merger with Suez. This demonstrates the attention your company pays to the fragility of the public it serves. This is yet another illustration of the fact that more of the Veolia means more impact. How have all these elements been understood by the financial world. And to illustrate this -- and to wrap up, I will end with our stock market performance. Since the beginning of 2021, Veolia share price has risen by 43% compared -- 45% compared with 36% for the CAC 40index and especially 3% compared with the benchmark Utilities Index. Very good performance over the past 2 years reflects investors' confidence in the success of the merger, this great merger with Suez. Thank you for your attention.

Antoine Frerot

executive
#13

Thank you, Claude. I now give the floor to our auditors who are going to present their report on the financial results, conventions and regulatory convention. And on the resolutions that have to do with financial phase.

Unknown Attendee

attendee
#14

Thank you, Mr. Chairman. Ladies and gentlemen, shareholders, on behalf of the auditors, KPMG, EY, we are going to -- with my colleague here, tell you about of our audit for 2022 and present the reports we established for you on behalf of the ordinary and extraordinary general assembly being held today. [indiscernible], let me summarize these consolidated accounts and yearly accounts and talk about our certificate of the declaration of extra financial performance, and my colleague will be presenting the reports on the [ commencements ] and regulations as well as capital account. The main risks -- so for the audit and then the answers that have been provided are described. These are presented on Page 452 to 455 for our report on the consolidated accounts and then Page 491 and Page 493 for annual -- for yearly account. For consolidated accounts, they were prepared in accordance with IFRS as established by the European Commission, and for the yearly accounts, this is French accounting standards. The objective of our mission is to provide you with reasonable assurance that the consolidated accounts and yearly accounts have no significant anomalies. And that the accounting methods are appropriate and that the estimates of the risks carried out by management are also reasonable and that the tax and laws in force are respected. Our approach was adapted to the activities and the various businesses of the group. We also checked current operations and specific operations. The auditing committee and the Board of Directors were kept updated on the progress and results of our work. For 2022, the key points of the audit on the significant risks of anomaly identified given the relatively -- relative weight in the accounts, their amounts and then the importance of the judgment exercise there. Three were identified for the consolidated accounts, namely accounting for operations linked to the merger with Suez, the appreciation of recoverables or tangible, intangible assets. And then lastly, debts due to lawsuits in the United States and then some in Lithuania for the year. There's one key point in the yearly accounts and one to do with debts. We also perform the specific audits and check the presentation of the yearly consolidated accounts with the electronic format called ESF. So the conclusion of our work, we certify with no reserves, the yearly accounts of Veolia Environnement S.A. as well as its consolidated accounts with the first and second resolution of your assembly. And now the report of the independent third party on the consolidated extra financial accounts. So this is on in Chapter 4 of your document. And there's also a report from one of your auditors, KPMG, who was nominated as a third -- independent third party. The report can be found on Page 317 to Page 320. In terms of the law, we have to provide a motivated opinion on the conformity of the declaration and the sincerity of the information as to the results and actions implemented to meet the main extra financial risks of your company. In addition, at the request of your group, we also carried out work on a number of identified issues identified in Chapter 4 marked to the tick and this concern environmental, social, societal, commercial indicators as well as economic and financial ones. But in our opinion, we did not see any significant anomalies, which would rendered from being deemed in compliance and the sincerity of the declarations. And concerning our work on specific indicators, our conclusion of reasonable assurance is that the information selected was established in accordance with the references.

Unknown Attendee

attendee
#15

Thank you for the special report on regulated conventions and the characteristics, the essential modalities and the moderation showing what was brought to our attention and that we may have been brought to attention without having to declare whether they are well-founded or not. We affirm that we were not made aware of any authorized convention over the past year that needs to be approved by the general assembly. We're also informed that for the execution of the Engagement committee, we informed of the following: the conclusion between a group of financial institutions and your company has agreed to increase the capital of your company. And the acquisition of all of the shares of Suez not already owned by your company. And then to do with the trademark of Veolia and the guarantee is delivered to the benefit of the group's affiliates. And I can mention on the lease of the headquarters of your group. The extraordinary part of the assembly, the auditors have drafted 2 reports on the capital of your company. They talk about their due diligence in terms of intangible, tangible assets, assets for employees, shareholders, mentioned in Resolution 19 and 20 and draws your attention to the emission of free shares the specific categories of beneficiaries established by our Board of Directors amongst employees of the company or other companies linked as proposed in resolution 21. Chairman, ladies and gentlemen, shareholders, thank you for your attention. Thank you, gentlemen.

Antoine Frerot

executive
#16

Now is the time for say-on-pay, which is often eagerly awaited. We have Maryse Aulagnon, who will be presenting this.

Maryse Aulagnon

executive
#17

Thank you, Chairman. Ladies and gentlemen, I will be presenting elements relative to the pay of the Executive Directors. I'm sure you've already heard of our company purpose, several occasions with Claude Laruelle you're given some details as to the multifaceted performance. And I will say how these translate into pay of the executive directors and the entire management of the group. In Resolutions 11, 12 and 13, you will find elements on the say-on-pay ex post. So for 2022, which you will also find in your document, Page 184, you will also have Information on the pay policy. So say-on-pay ex ante mention Resolutions 15 and 16, and you have the information in your brochure on Page 97 to 100 and in your recording document, Page 193. There are two chapters. First of all, we will talk about 2022. The set share was perfectly in conformity with the wishes that you established last year, so I will not go into that in detail. Let's instead look at the variable share. During last year's general assembly, this was established, and we also established the performance categories that would be taken into account for the variable share of the pay of Antoine Frerot for when he was a salaried worker and then for Estelle Brachlianoff for the period from the first of July to the 31st of December when she became CEO. The variable share concerns the same structure as that which was determined by the general assembly, which is to say, and you have it here on the screen, a quantitative financial share, which represents 50% and then a nonfinancial quantitative share of 30% and then a purely qualitative share of 20%. The Financial quantitative share is based on 4 criteria and lead to 144.4% of the target pay which corresponds to net results, free cash flow, the growth in turnover and then ROCE. For the nonfinancial qualitative share, which represents 30% of the bonus. This calculated, which led to a payment of EUR 147.4 million of the target bonus based on reaching the 6 criteria in terms of health and safety, ethics and compliance, climate, valorization of the toxic waste of employees and training. And then for the qualitative share, which represents 20% of the target bonus, it is a general appreciation by the Board of Directors based on two main elements, which are the management performance and then the strategic dimension. For 2022, the CEO for the first half of the year, the qualitative share was set at 160% of the bonus target. And given the excellent results obtained, many commercial conquest, which you've heard about, managing toxic waste for a world supplier of landing gear in the astro -- in the aviation industry in Canada and then also formal aspects of the [ Cairo ] Metro. Several innovations, for example, a partnership with TotalEnergies to recover biomethane from their waste treatment facilities. Also taken into consideration, and this was obviously very important, the integration of activities of the people from Suez with arrival of 40,000 new staff. The launch of the synergy plan at the very beginning of the year and then expectation of new commercial opportunities. And lastly, Antoine Frerot prepared evolutions in the governance structure prepared Estelle Brachlianoff to take over. And the Board of Directors was able to note that the passage of the baton was absolutely exemplary. As far as the CEO is concerned for the second half of 2022, the calculation of the target bonus is also established at 160%, which also is based on the excellent results in the second half of the year. Many commercial conquests, for example, processing -- the processing plant of toxic waste, the largest in Saudi Arabia, the largest in the Middle East and building a low-carbon energy production plant for Solvay. During the second half, several innovations and partnerships were launched. For example, the reuse of wastewater -- for all wastewater treatment facilities in France, a partnership with L'oreal to produce recyclable plastic packaging. Also a number of results of initiatives for example, obtaining AA at the CDP climate change in CDP water security. Veolia is the only company in the sector to obtain that award twice. There was also the launching of the first barometer of the ecological transformation. This is a world opinion survey to assess the level of acceptability of ecological solutions. This is unique in the world. And lastly, the satisfaction survey is also progressing. An engagement rate of 89%, so up by 2 percentage points as compared to -- as 2021, as evidenced by the massive subscription of shares by the employee shareholding scheme, Sequoia. So employees are now the top shareholder of the group. And CEO has also shown great intelligence in her relations with the former CEO, who is now the Nonexecutive Chairman and this tandem is working perfectly fluently in full trust and mutual respect. To conclude on 2022, after applying all of these criteria, a variable part of Antoine Frerot as CEO and Estelle Brachlianoff for 2022 amount to EUR 764,288, which is to say 148.4% of the base bonus targets. Madam Brachlianoff for the long-term [ incentive ] has also been provided with a long-term incentive plan with 21,994 shares, which can be realized depending on performance for 2022 and also 2023, 2024 in application of the criteria defined during last year's general assembly. So that is for 2022. Let us now move on to 2023. There are some decisions you will have to make to determine the elements for pay for today's -- for this year. For Antoine Frerot, he's no longer eligible for variable pay and the Board proposes retaining his set share at its actual level at its current level of EUR 700,000 yearly. And we also have -- will maintain the additional retirement plan under Article 83, as well as company car and health coverage. For Madam Estelle Brachlianoff for 2023, it is proposed to keep her annual pay the same, [ EUR 1.03 million ] and also the variable share in the short term with the same structure as before, 80% of a quantitative share with 50% of financial quantitative share based on the same criteria and then 30% of a quantitative nonfinancial share. So the same 4 criteria, so for the first net results, free cash flow growth in turnover and ROCE. And then for the nonfinancial quantitative part, the same 6 criteria as before, health and security, ethics and compliance, climate, processing and reusing dangerous waste and engagement and training. And then there's 20% of the qualitative share linked to individual targets and strategic dimensions and management. And we would also -- we also suggest keeping that the same. The variable share will remain at 100% of annual pay capped at 160% of the latter. So now for the performance aspects linked with stock options, it will be organized as follows as before: 50% the criteria linked to finance and the performance of net result group share and the overall valorization of Veolia shares as compared to the 600 Utilities Index stocks. So this would concern the CEO and about 550 people in the group with 50% for executive managers and 50% for top potential and key directors of the year. As compared to last year, this is an increase linked to the arrival of new people from Suez. One slight change is performance shares for the CEO, which would be capped at 133% the annual pay, whereas it was formerly 100%. And this follows on remarks of some rating agencies and large shareholders who believe that the long-term share of pay should be increased to provide a better balance between the 3 components of the pay and a better conversion of the interest -- with the interest of the shareholders. Obligations in terms of conservation will be maintained at the same level as previously. Estelle Brachlianoff will continue to have an additional retirement plan and then under Article 82 voted during the General Assembly 2022 as well as health insurance and additional retirement plan. So that's for 2022 and 2023 for the executive directors. There are 2 further resolutions to be voted upon, concerning the remuneration of the Board of Directors 2022 applying the policy, which you approved in the General Assembly on the 15th of June 2022, the 14th resolution as well as the resolution -- so it would be to keep it the same in 2023. So an annual envelope of EUR 1.2 million and with an increase in the sums provided to non-French and non-European members of the Board. Thank you.

Antoine Frerot

executive
#18

Thank you, Maryse. It's time for Q&A. Before we give you the floor in the room, I'll give the floor to Helman le de Sécheval, who is going to share the written questions that we received.

Helman le Pas de Sécheval

executive
#19

Thank you, Mr. Chair. We have indeed received this year, like previous years, written questions from the Forum for responsible Investment. The answers were provided, and the answers are in the dedicated section on the company's website. The company has also received outside of the deadline some questions from 3 other shareholders, but we are going to answer them live here. The first question comes from [indiscernible] Asset Management. Let me read it to you. What are your installed electrical capacities using coal in China? What is your phase-out plan? So for each plant in China, what is the deadline to phase out coal and how are you going to do it, shutdown, divestment or reconversion? Veolia provides heating essential services in China to 300,000 people in the context where the temperature can reach minus 30 degrees Celsius in the winter. We are actively working with local authorities to define and implement local alternative energies to phase out coal. Since Veolia was awarded this market, a lot was done to improve the energy efficiency of the distribution network. We have disconnected small individual plants that are very polluting using huge investments, which enable us to reduce by 30% the carbon intensity over 10 years, which is -- which represents 500,000 tonnes of CO2 avoided. And next step, supporting the addition of gas in the energy mix of the plants, we are also contributing to the decarbonization of China through industrial networks using biomass. We are confident in our capacity to find a good mix of solutions in this complex situation because it's a northern province of the country, which has very little infrastructure. We will, of course, keep all shareholders informed. The second question from Guy's and St. Thomas' Foundation. It was asked in English. I'm going to slightly translate it. I hope it is in line with the original. What measures are taken by Veolia to align its activities on the next EU regulation in terms of atmospheric pollution? Veolia's answer is the following. Air pollution is a real issue. It is a consideration that has been clearly identified. It is the first cause of mortality -- environmental mortality at the global level with close to 8 million deaths assessed every year. On this topic, we are offering a range of solutions. So we are deep -- tackling position is one of Veolia's strength. We are upholding the standards in our own assets and fleet. So we go even further by rolling out the best available technologies on our industrial installations, sometimes ahead of the regulation. To give you an example, the group is monitoring the energy use of its assets. In terms of transport, the group has an active policy to renew its fleet of vehicles beyond traditional emissions. Veolia is working with a start-up, Telenor, that industrializes an innovative system to eliminate breaking related emissions with -- so it traps the fine particles at the exhaust level. But we also forget to talk about the air quality indoors. It is 4 to 5x more polluted than outside air. Veolia also came up with solutions to address this health hazard. Since 2019, our offer, Air Quality Solutions, guarantees the air quality indoors from a health standpoint. And given the fact that we spend 80% of our time inside, it's a way to take a practical action to improve people's health no matter the air quality outside. All information that had to do with this, they are included in the universal registration document that I encourage you to read. Regarding the CSRD, the directive on sustainable reporting, it applies to 2024 for publication in early 2025 with manager indicators and other indicators that depend on material study. The works on the CSRD has started to enable Veolia to meet with this regulatory obligation by the end of 2024. Third question from an individual shareholder, Ms. Yutong Li. This is the question. We know that the company has 2 ways to pay shareholders: dividends and share buybacks. I would like to know why you use those 2 systems instead of only paying dividends. Why did you -- basically, why did you buy back shares? What are the criteria that you use to make this balance between those 2 solutions? This is the answer. Veolia does not do share buybacks. No share buybacks have been made over the past 5 years or even 15 past years. The group having a whole slew of projects to invest profit, profits which have not been distributed in the form of dividends. So there are no other distribution criteria between dividend and share buyback. Moving on to the questions in the room. We have staff in the room with microphones that they will give to whoever wants to ask a question. Please ask one question at a time so that all shareholders who want to ask a question can do so. Of course, you can ask for the microphone later for another question. And if I may, Mr. Chairman and the CEO. I'm going to speak on behalf of one of our individual shareholders here in this room who has lost his voice, unfortunately. Shareholder from [indiscernible], 355 shares. This is his question. What does Veolia to collect wastewater?

Antoine Frerot

executive
#20

Your CEO is going to answer this question.

Estelle Brachlianoff

executive
#21

Right. So Veolia does a lot around the world and we'll soon do more to reuse wastewater, to recycle wastewater. It is one of the great advantages of the merger with Suez. We have multiplied the number of references we have on this topic in the world. Let me give you a few examples. In Jordan, we are in charge of 10% of irrigation water in the country, thanks to a set of water treatment plant in [indiscernible]. We clean the water and the water is reused in agriculture. In California, in West Basin, it was shown in one of the films. We have a series of technologies which enable us to treat water even more than what we usually do to achieve certain quality levels so water can be used in industrial applications, in agricultural applications and in other applications, for example, to clean roadways. In Spain, an example that we often talk about, it is well developed. Indeed, 15% of wastewater is reused or recycled in Spain. We are very happy to have our new colleagues who are sharing their expertise to roll out these solutions in France, because in France less than 1% -- less than 0.1% of wastewater is recycled or reused. Well, it's not a surprise that it was that these solutions were rolled out in those geographies before ours. We realized that water was a precious resource there before here. So the more -- the higher the water stress is in those countries, the sooner that the solutions were developed. Last summer, in France, we realized that even France could lack water. There could be a shortage of water in France. It was not -- it was a little bit new, at least in some regions of the country. And the good news is that our global footprint now enables us to be ready. We have rolled out these expertise in those geographies, and we're now ready to roll them out in France. We have actually a first project that Antoine inaugurated a while back. It's the Jourdain project in Vendée region. So water can be recycled into drinking water. So as you can see, things are moving forward in the right direction. The government water plan that was announced a few weeks ago makes it possible because it was not -- well, there was no incentive, so to speak, in France to do this. But we are ready to accelerate our efforts on this topic.

Helman le Pas de Sécheval

executive
#22

Thank you, Estelle. Question number one. Yes, sir?

Unknown Attendee

attendee
#23

[ Patrick Raison ]. I represent the National Association of French Shareholders. We live in a world where inflation is back. Could you tell us how the group is managing the situation? And what is the financial impact?

Antoine Frerot

executive
#24

A question for you, Estelle, once again.

Estelle Brachlianoff

executive
#25

Let's talk about inflation, right. In our accounts, inflation is neutral or slightly positive. But let's say it's neutral. How do we achieve this? Well, about 70% of our client base has a contract which are indexed automatically with a special deadline. And on that deadline, this anniversary that we look at the inflation, how inflation increased our costs and the contract -- thanks to the contract, those cost increases are reflected in the price. For the 30% with nonindex contracts, we simply increase the prices. Like any other companies, we go and negotiate with clients one by one. We said that inflation was neutral for a long time. And we -- for the past 2 years, we've proven it because we were able to preserve our margins, thanks to everything I've just explained. It was reflected quarter after quarter and since spring 2021, because obviously, the last quarters, the inflation rates have been much higher, but it's -- inflation started around that time. And so we've launched all our price increase programs and we checked that our indexation formulas were the right ones.

Helman le Pas de Sécheval

executive
#26

There you go. Thank you. Another question, question number 3?

Unknown Attendee

attendee
#27

After the merger with Suez, has the group thought about potential new acquisitions?

Antoine Frerot

executive
#28

Another question for Estelle.

Estelle Brachlianoff

executive
#29

The answer is maybe. If they are targeted and value-creating acquisitions, why not, But we do not need them to grow. Let me explain why. We are the world leader in our business -- strongly growing business, decarbonization, the fight against pollution, et cetera. So we have a lot of opportunities. And since we are the world leaders, since we are a leader in many countries, it means that we are all -- everything we need to see these opportunities. So we have a good organic growth potential everywhere around the world, thanks to our geographical footprint. Now despite this potential, we can be interested in some acquisitions when they are targeted, when they are small to medium size and when they are value creations. For example, when they come on top of what we already do in a geography, in a geography where we're not too strong. It can be in a business when an acquisition can complement our asset network. So we do not need to make acquisitions, but why not? Of course, we have very strict financial criteria, the group's financial criteria. There are a few investment criteria to uphold the IRR, the payback. We are very strict. So the IRR needs to be at least plus 4%, the payback, less than 7 years. So all of this to maintain our balance sheet. We need to be comfortable with the balance sheet. So we need to maintain an acceptable net debt. And 3x EBITDA -- around 3x EBITDA, while this is what we've been able to maintain for the past few years, which enables us to seize opportunities if they arise.

Helman le Pas de Sécheval

executive
#30

Thank you. Back to number one.

Unknown Attendee

attendee
#31

[ Nicolas Germond ]. I speak on behalf of the Veolia Environnement employee shareholders. As you said, employee shareholders have 6.5% larger shareholders. It's been multiplied by 6 since 2015. The last employee shareholders plans have enabled employees to work on their personal project and to also save up for their pension. I would like to know what the group's policy is in terms of employee shareholding scheme for the future? And do you have an objective in terms of the percentage of shareholders -- of employee shareholders in Veolia's capital?

Antoine Frerot

executive
#32

Thank you. First of all, let me remind you how important employee shareholders are for Veolia. You said that Veolia employees altogether, collectively, are the #1 shareholder of the group, which is important. It is important for several reasons. First of all, it is additional compensation for employees, and they contribute -- well, they benefit from the value created by the group. There is a personal investment, which is supplemented by the company. It is also a way for them to save up savings, which are favored by public authorities. But the most important, in my opinion, is that it is a way for employees to contribute to their company's policy. Above and beyond a certain threshold, which has been reached at Veolia, employee shareholders have a seat on the Board of Directors. And this allows them to take part in a debate on strategy, on our mission, on how we're going to carry out our mission. So their participation allows them in a way to take part in shaping their collective destiny. So their own destiny and also the destiny of the company. And for me, this is particularly important, and it's part of our company purpose and our multifaceted performance to be able to debate between representatives of the shareholders. Representatives of the employee shareholders with the Board allows us to improve and to have a higher degree of harmony among all stakeholders. And so we will continue. In 2023, we'll have a new program, very similar to last year's, or employee shareholders. And we hope that after that, we'll go beyond 7%. And do we have an ultimate goal? No, not really, not so far, but I hope that we will continue with this policy for many years to come because it produces all the advantages that I just talked about.

Helman le Pas de Sécheval

executive
#33

So number 4?

Unknown Attendee

attendee
#34

[indiscernible]. Chairman, regrets for -- so the company purpose, you didn't propose to the shareholders to vote on the company purpose. You said the shareholders should talk about having the Board of Directors actually say this. And so the shareholders didn't appreciate that, and we've debated a lot and they weren't really understanding what it was you proposed. And now for the CEO, it's the weight of words and the reality of economic choices.

Antoine Frerot

executive
#35

Thank you very much for your question.

Unknown Attendee

attendee
#36

Now you decided to serve a very small activity in Thailand without any accompaniment for the employees or for the suppliers who have had to lay off large numbers of employees because they don't have any clients. And I think that a company such as Veolia, when they're stopping activities in their side of the world, they should assist the employees and the suppliers they use.

Antoine Frerot

executive
#37

I will answer the first question, then I will let Estelle answer the question, the second one. So it's not a mistake, and we assume our responsibility. The resolution we propose to our shareholders to indicate in the bylaws of the company, to say that the company would have a company purpose, and that it was then up to the Board of Directors because this is the body which is in the best position. It's their function to represent all stakeholders of the company. And it's up to them to manage that and also to be able to ensure that it's being respected. But the goal is to serve all the interests of all the stakeholders: the employees, the shareholders, the future generations, the planet, the suppliers, just to mention the main ones. In a company today, what is the governing body? The main governing body, that best reflects this plurality. So the central committee of the company, no, because that's only employees. That's only one of the stakeholders. Our general assembly no, because this is also only shareholders. What organism best represents -- and even for us, I mean, with the Board of Directors, they're in their statutes, their function is to represent all stakeholders in the service of the greater good of all of the stakeholders, multifaceted performance to build long-term profitability. Myself, I'm convinced that there is no antagonism between financial and nonfinancial performance. I believe that both are necessary in the long term. In the short term, there are trade-offs. But this is why we suggested that this be the exclusive responsibility of the Board of Directors. I'm sorry that some are unhappy about this. French financial shareholders didn't wish to follow that choice. But as you know, it's been a few years now since we broadened our vision for the company. For us, this is our -- it's the future of the market economy and companies such as ours that is at stake. So I will continue to preach to convince the largest number. For the second question, Estelle.

Estelle Brachlianoff

executive
#38

So for Thailand, I'm not 100% sure what you're referring to. So I'm trying to guess. We have almost no activities in Thailand. We have one very small factory which never really worked because there was never any activity. As far as I know, the question is not that of employees assisting them, it's actually the rent which is in question. We had committed to pay rent for the site for a few more years. if you're defending the owner of the land where we had an activity that never actually took off, then I can look into that to answer you more specifically, sir.

Helman le Pas de Sécheval

executive
#39

Number three.

Unknown Attendee

attendee
#40

[ Jean-Pierre Sequel ] individual shareholder. First of all, bravo, and thank you for your financial and nonfinancial performance. I have a very small question on the cost of capital. I've noted that the return on ROCE is higher than the WACC. But you could tell us about perspectives for the future when -- with interest rates increasing.

Antoine Frerot

executive
#41

So Claude Laruelle, who is our CFO.

Claude Laruelle

executive
#42

Thank you very much for your question. If you've been following recent changes, indeed the WACC has indeed gone up. But since we take the weighted average over several years, the WACC changes slowly, 5.2% in 2020, 5.3% and now 5.5%. So it will continue to rise to reflect interest rate hikes, but it will do so very slowly. In terms of ROCE, as you can see, it will go -- it will exceed 8%. So it goes up much faster than WACC, which means that value creation of Veolia will increase over time even if the WACC evolves very slowly.

Unknown Attendee

attendee
#43

So one last question. Why do you take out loans? This is a provocative question. Why do you have to borrow money?

Claude Laruelle

executive
#44

Well, actually, our borrowing level is 3x EBITDA, which is perfectly sustainable. And the operations with Suez, we actually took in a lot of cash. So we don't need to increase our debt this year. And we'll actually be repaying our debt virtuously, and we do not need to raise more funds. So the operating costs are completely under control.

Helman le Pas de Sécheval

executive
#45

Thank you. Question number three.

Unknown Attendee

attendee
#46

My question is, I would like to know if Veolia will overcome the challenge of recycling electric vehicles for all types of vehicles.

Antoine Frerot

executive
#47

Estelle, over to you.

Estelle Brachlianoff

executive
#48

Yes. And not just all types of vehicles. I'm not -- I don't know if you're thinking about cars and electric bicycles, electric scooters, anything that has a battery in it, so even cellphones. Because every time we're trying to do the same thing, we're looking for the same in the lithium, cobalt, nickel, which are strategic materials, which are crucially needed for the energy, for the ecological transformation and which are in mines in Chile, in China, in Congo and in Russia. Those are the main sources for these 3 metals I just mentioned. And yes we much prefer to go find them in waste, which will become our new mines to find these strategic metals. But it's a little bit more complicated than that. It's not enough to open the battery. You can't just find the lithium, cobalt and nickel. It's all mixed up together. So how do we separate them? This is the art of hydro metallurgy. We've developed -- we've been developing processes for the past 8 years to manage to do this at a level of purity so that they can be injected back into the production cycle. So we invested in a factory in Eastern France and then one in China, near Canton, to be in a position by the end of the year to be able to recycle much more massively, because we do have steering companies, but we'd like to do it at industrial level in Europe and in China. The factory in France, I believe it aims to recycle 15% of electric car batteries in Europe. So we'll have to conquer the market, but our added value is essential on this topic.

Helman le Pas de Sécheval

executive
#49

Thank you very much. Question number 2.

Unknown Attendee

attendee
#50

Individual shareholder. My question concerns development of green gases. I wanted to know what potential you see for the coming years. Will the potential, potentially replace importing Russian gas that we -- that was in place before they war in Ukraine? Speaking of Veolia, where will the production of this green gas come from? Would it be produced locally? Will it have -- will it substitute green molecules for hydrocarbons? So where will -- what will this green gas be produced from? So I believe you'll have storage stations for methane from waste facilities. And green gas, as far as I've understood, is produced using waste from agricultural exploitations and there is the European directive, Red II, which is extremely complex. There's a list of entrants, like companies such as Veolia. Could Veolia provide technology to assist these people and ensure that they can fulfill those administrative constraints to develop even faster the production of green gas of this type? And then on France, French soil.

Antoine Frerot

executive
#51

Yes. Estelle will answer.

Estelle Brachlianoff

executive
#52

Well, you said a lot in your question. So why green gas, why is it so important? Well, because it's local rather than being imported. This contributes to strategic autonomy. It's also affordable, and it is renewable. So that ticks a lot of boxes. There are many different ways of producing green gas. There is agricultural waste, runoff, this is something -- farmers have been using for a very long time, also fermentation of what you find in waste or methanizers and then waste from wastewater treatment facilities as well. So we try to produce methane or gas with all of this. Veolia is not looking at agricultural methanizers. This is being taken care of in the agricultural department. We're looking at it -- producing it from waste and from wastewater. So -- but at what scale? Well, the answer, yes. But actually, it cannot 100% replace Russian gas. But if we had methanizers in all of the wastewater treatment facilities and centers, it will be 25% of Russian gas that could be replaced. This is large. How can we do better and faster? Well, we have to align a number of administrative procedures. So we need the one-stop shop, Everything we hear about a one-stop-shop for administrative authorization, for the green industry in France, biogas, well, this would allow us to increase production and to accelerate it.

Helman le Pas de Sécheval

executive
#53

So one last question, number three.

Unknown Attendee

attendee
#54

Individual shareholder. We see that Veolia has been moving into the sector of energy. Recently, we've seen the positive impact in the cost of energy on activities. Is there a policy to better manage the impact on the profitability of the group?

Antoine Frerot

executive
#55

Estelle, again.

Estelle Brachlianoff

executive
#56

Thank you. There is a policy -- a hedging policy where the prices of energy actually have no impact on the group's results. There's a small positive impact in the short term. You're right, we do protect ourselves. So we buy the energy we consume ahead of time to try to avoid any effects due to volatility when we buy and sell the energy. So we do have hedging tactics in place. And the margins are established 3 years -- or at the very beginning. But the price of energy going up, and it's probably going to be going up for a long time because there was a long-term trend with increasing energy prices in Europe especially, and also the price of CO2 is going up. And this is very important to drive Veolia -- solutions for energy. What Veolia is doing in energy is to produce local energy that decarbonates. It's biogas that we're producing, it's electricity produced from nonrecyclable waste. It's energy savings, hospitals, shopping centers, in the Middle East in Italy. And all of these activities as long as electricity prices stay high, well, the more clients will come to us for solutions,to be developed very quickly. So in the short term, our margins are protected. And in the middle term, this will be growth for the group. And this is the meaning of the resource program, which I launched in the spring of 2022, right after the start of the Ukraine war, so that 2 years down the road, we would produce 5% more energy and save 5% as well of energy and is well underway. In France, it translated by a very ambitious target, which, say, over 5 years, we will be self-sufficient in France. We will consume energy through our activities for water. You need electricity to push the water through the pipes to get to people's taps. We'll be developing activities, for example, waste from nonrecyclable material. But we'll also be putting solar panels on landfills. So we will be self-sufficient energy in France in the next 5 years.

Helman le Pas de Sécheval

executive
#57

Thank you, Estelle. So one last question, you, sir, I'm sorry, I didn't see you in the back.

Unknown Attendee

attendee
#58

Very quick short one. Bravo for the results, Does Veolia have a solution to reduce PFAS that we recently discovered?

Antoine Frerot

executive
#59

Again, over to Estelle. She has become quite the expert on PFAS.

Estelle Brachlianoff

executive
#60

I'm sure you could also speak very well on this. So PFAS, for those of you who haven't been following the topic, it's [indiscernible] so eternal pollutants. It's the new PCB of today, but it's fluoride rather than chloride. So the answer is yes, we do know how to process PFAS. One of our businesses is to depollute water, air, soil. And yes, we do have solutions for processing PFAS in all of the forms they're found in. And we've deployed these in the U.S., that's the first place where we did it. Through activities in hazardous waste and water activities in the U.S., we tested the whole panoply of solutions because in the United States, they've measured and have standards applying to -- well, they probably have standards in place before Europe will. So that's why it's so useful to have companies all over because here, we can see what's happening around the world and then to use it elsewhere, where it's needed.

Antoine Frerot

executive
#61

Thank you very much for your questions. And I suggest that we now move on to the vote of the resolutions. And our Secretary will also be telling us how this works.

Helman le Pas de Sécheval

executive
#62

Let's start with a short video that explains how the tablet works. [Presentation]

Helman le Pas de Sécheval

executive
#63

I'll remind you that those resolutions had a detailed presentation in the information brochure that you could find in the room that was sent to you directly. So it's time to address the resolutions and let's check on the quorum. We have this electronic voting system, and therefore, Mr. [indiscernible] is here in the room. He's in charge of making sure that the information of the tablets or the number of shares and votes, if they are double votes, for each shareholder is correct. We'll monitor the whole voting process. We'll make sure that everything is running smoothly. Mr. Chair, before the vote, let me give you the final quorum. The shareholders present or represented or having used the remote voting system are 516 million -- well, plus 516 million shares. So we have a total of 530,818,514 votes, so a quorum of 73%. Do not forget to click on okay for your vote. Voting the first resolution. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#64

The resolution is not re-adopted. Resolution #2 of the consolidated accounts of 2022. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#65

Largely approved as well. Resolution number three, regarding the nondeductible expenses, Article 39.4 of the tax code. Now reading resolution #3. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#66

The vote is closed. Adopted. Resolution #4, dividend payment for 2022. Net result, EUR 1.3 billion roughly, more than EUR 9 billion plus EUR 2 billion. The total to distribute is EUR 12,676,100,580. This is the spread: EUR 786,189,821 for the dividend, EUR 1.12 times 701,955,197 shares. And the [indiscernible] will be EUR 2.607 billion or EUR 3,683. This dividend will be paid as of the 11th of May 2023. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#67

This concludes the vote. Adopted. Resolution of the final -- reading resolution #5. You heard the auditor earlier. No regulated commitments that need to be submitted to your approval. However, the general meeting is to reapprove the previous convention, the commitment that were approved in the previous financial years, which -- but with execution, continuing in 2022. There are 5 of them. There is a guarantee contract between Veolia and a group of financial institutions, intra group license between Veolia Environnement and Veolia Water, companies [indiscernible] for the period between the 1st of January to 30th of June 2022, and [indiscernible] between the 1st of July 2022 to the 31st of December 2022. The convention for the lease of the Veolia [indiscernible], convention that ended in January 2022 because of the termination of the [indiscernible] confidential. The Director is the [indiscernible]. And then another convention, the 2 directors concerned are Mr. Antoine Frerot and Ms. Estelle Brachlianoff for the period of time that I mentioned earlier. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#68

This concludes the vote. Adopted. Resolution #6, to renew the term of Ms. Maryse Aulagnon as Director. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#69

The vote is concluded. Adopted. Well done, Maryse, for your re-election. Congratulations. Moving on to the next vote, Seventh resolution to appoint Mr. Olivier Andries as a Director. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#70

This concludes the vote. Approved. Welcome, Olivier. Welcome to the Board. Resolution #8 to appoint Ms. Véronique Bédague as a Director. [Voting]

Helman le Pas de Sécheval

executive
#71

This concludes the vote. Resolution adopted. Well done, Véronique, and welcome to the Board. Resolution #9, to Mr. Francisco Reynes as a Director. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#72

This concludes the vote. Adopted. Welcome, Francisco Reynes. Resolution #10, to renew the mandate of Ernst & Young as auditors. This is the last term. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#73

This concludes the vote. Adopted. Resolution #11, about that compensation of Mr. Antoine Frerot as Chairman and CEO for the first half of 2022. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#74

This concludes the vote. Thank you. Adopted. Resolution #12, to approve variable exceptional -- to improve the total compensation of Mr. Antoine Frerot as Chairman of the Board of Directors second half of 2022. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#75

This concludes the vote. Adopted. Resolution 13, to approve the compensation of Ms. Estelle Brachlianoff for 2022 as the CEO, 1st of July 2022 to 31st of December 2022. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#76

This concludes the vote. And the resolution is adopted. 14th resolution, to approve the compensation for 2022 to all directors, excluding executive directors. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#77

This concludes the vote. The resolution is adopted. Resolution #15, vote on the compensation policy of the Board -- of the Chair of the Board. [Voting]

Helman le Pas de Sécheval

executive
#78

This concludes the vote. Adopted. Resolution 16, on the remuneration policy for the CEO for 2023. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#79

This concludes the vote. Adopted. Resolution 17, remuneration policy of the Executive Directors for 2023. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#80

This concludes the vote. Adopted. Resolution 18, the general meeting enables the Board of Director to buy back shares with some conditions. We rarely use this resolution, as you might have understood. [Voting]

Helman le Pas de Sécheval

executive
#81

This concludes the vote. Adopted as well. Resolution #19 and 20, so extraordinary meeting, they are part of the employee shareholding scheme development. So Resolution 19, you are asked to give Board of Directors the power to decide or to offer shares to employees. This was approved on the 15th of June 2022, and the resolution was used for 1.6% of the capital. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#82

This concludes the vote. Also adopted. 20th resolution, renewing the mandate to increase shares without any preferential rights for employees for all of the group's companies so that employees in countries where they cannot access the normal way of buying shares, they can take an equivalent. So before 18 months, ends the same resolution of last year, which was used. [indiscernible] December were 0.4% of special capital was open at the time. [Voting]

Helman le Pas de Sécheval

executive
#83

The voting is closed. And very broadly adopted. And now 21st resolution, to allow the Board to give shares to employees shares. This was voted unfavorably the last General Assembly, and there are approximately 6 million shares opened at the time. The vote is opened. [Voting]

Helman le Pas de Sécheval

executive
#84

Voting is closed. Also adopted. 22 was removed, so the 23rd resolution, to delegate powers for the legal formalities. [Voting]

Helman le Pas de Sécheval

executive
#85

Voting is closed. Also adopted.

Antoine Frerot

executive
#86

Ladies and gentlemen, dear shareholders, we have no further items on our agenda. And so I suggest that we declare our mixed general assembly adjourned. Thank you for your presence, thanks for your faithfulness. Thanks for your support to Veolia. And for those who wish, let's meet on the third floor for a cocktail prepared for you. Enjoy the rest of your day and see you next year. [Statements in English on this transcript were spoken by an interpreter present on the live call.]

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