Transcription of REGISTRATION DOCUMENT ANNUAL FINANCIAL …
1 REGISTRATION DOCUMENTANNUAL FINANCIAL REPORT FISCAL 2016-2017 This DOCUMENT is a free translation of the original, which was prepared in French. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions expressed therein, the original language version in French takes precedence over this translation. REGISTRATION DOCUMENT and ANNUAL FINANCIAL Report Fiscal 2016-2017 Soci t anonyme (French joint-stock corporation) Share capital: 1,727, Registered office: 9-11 all e de l Arche 92032 Paris La D fense, France Registered in Nanterre under no. 408 168 003 The French DOCUMENT de R f rence was filed with the Autorit des March s Financiers (AMF) on January 29, 2018, in accordance with Article 212-3 of the AMF's General Regulations.
2 The DOCUMENT de R f rence has been prepared by the issuer and its signatories are liable for its contents. It may only be used in connection with a FINANCIAL transaction if it is accompanied by a securities note (note d'op ration) approved by the AMF. Copies of the DOCUMENT de R f rence in French and the English translation thereof (the " REGISTRATION DOCUMENT ") may be obtained free of charge from the Company's registered office, or may be downloaded from the websites of the Company ( ) and the AMF ( ). NOTE General Information This REGISTRATION DOCUMENT (hereinafter referred to as the REGISTRATION DOCUMENT ) also constitutes: the ANNUAL FINANCIAL report that must be drawn up and published by all listed companies within four months of their fiscal year-end, in accordance with Article L.
3 451-1-2 of the French Monetary and FINANCIAL Code and Article 222-3 of the General Regulations of the AMF; and the ANNUAL management report issued by Elior Group s Board of Directors that must be presented at the ANNUAL General Meeting held to approve the FINANCIAL statements for the past fiscal year, in accordance with Articles L. 225-100 et seq. of the French Commercial Code. In the REGISTRATION DOCUMENT the term Company refers to Elior Group, and the terms Group , the Elior group and Elior refer to the Company and its consolidated subsidiaries as a whole. Forward-Looking Statements This REGISTRATION DOCUMENT contains various forward-looking statements regarding the Group s outlook and growth prospects.
4 Words such as expect , anticipate, assume, believe, contemplate, continue, estimate, aim , forecast, intend, likely, plan, positioned, potential, predict, project, remain and other similar expressions, or future or conditional verbs such as will , should , would could , may , or might , or their negative equivalents identify certain of these forward-looking statements. Other forward-looking statements can be identified in the context in which the statements are made. These statements do not reflect historical or present facts or circumstances. They are not guarantees of future performance and they involve uncertainties and assumptions on matters that are difficult to predict.
5 These forward-looking statements are based on information, assumptions and estimates considered reasonable by Group management. They may change or be amended due to uncertainties related to, among other things, the economic, FINANCIAL , competitive and/or regulatory environment. Forward-looking statements are included in a number of places in this REGISTRATION DOCUMENT , and consist of statements related to the Group s intentions, estimates and objectives concerning, among other things, its markets, strategy, growth, results, FINANCIAL situation and cash position. The forward-looking statements in this REGISTRATION DOCUMENT are to be understood as at its REGISTRATION date, and the Group does not accept any obligation to update forward-looking statements to reflect subsequent changes affecting its objectives or any events, conditions or circumstances on which the forward-looking statements are based, except to the extent required by the applicable laws and regulations.
6 The Group operates in a highly competitive and rapidly-changing environment. It is therefore not possible for it to predict all of the risks, uncertainties or other factors that could impact its business or the extent to which any risks, or combination of risks, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors and prospective investors should not place undue reliance on forward-looking statements as a prediction of actual results. CONTENTS 1. ELIOR GROUP 5 Chairman's statement 5 Chief Executive Officer's Statement 6 Selected FINANCIAL information 7 Information about the Group 11 Organizational structure 13 The Group s Businesses and Strategies 14 Elior Group on the Stock Market 50 2.
7 CORPORATE SOCIAL RESPONSIBILITY 56 Context and Overall Objectives 56 CSR Governance 65 Healthy Choices 67 Sustainable ingredients 73 The circular economy 78 Thriving people and communities 85 Environmental and Social Indicators, Independent Assurance Report 95 3. CORPORATE GOVERNANCE AFR 112 Administrative and Management Bodies 112 Risk Management 182 Statutory Auditors Report, Prepared in Accordance with Article L. 225-235 of the French Commercial Code, on the Report Prepared by the Chairman of the Board of Directors of Elior Group 223 Employees 225 4. MANAGEMENT'S DISCUSSION AND ANALYSIS FOR FISCAL 2016-2017 - AFR 228 Analysis of the Group s Business and Consolidated Results 228 Consolidated Cash Flows for the Years Ended September 30, 2017 and 2016 243 Consolidated Balance Sheet 248 Events After the Reporting Date 249 Main Disclosure Thresholds Crossed During the Year Ended September 30, 2017 250 Parent Company Profit and Dividend 253 The Group s FINANCIAL and Liquidity Position 254 Outlook 262 Consolidated FINANCIAL statements for the years ended September 30, 2017 and 2016 263 Statutory Auditors' Report on the Consolidated FINANCIAL Statements 334 Separate FINANCIAL Statements of the Parent Company for the Year Ended September 30.
8 2017 338 Statutory Auditors Report on the Parent company FINANCIAL Statements - AFR 354 Statutory Auditors Special Report on Related Party Agreements and Commitments 357 5. INFORMATION ABOUT THE COMPANY AND ITS SHARE CAPITAL 364 Information about Elior Group SA 364 Information about the Share Capital AFR 372 The Company s Ownership Structure AFR 380 6. ADDITIONAL INFORMATION 391 Material Contracts 391 Documents Available to the Public 392 Persons Responsible for the REGISTRATION DOCUMENT and the Audit of the Accounts AFR 393 Information Incorporated by Reference 395 Third Party Information, Statements by Experts and Declarations of Any Interests 396 Cross-Reference Table for the REGISTRATION DOCUMENT 397 Cross-Reference Table for the ANNUAL FINANCIAL Report 401 Cross-Reference Table for the Management Report 402 Information Required under Article R.
9 225-105-1 of the French Commercial Code (the Grenelle II Act) 404 NB: The sections of this DOCUMENT that constitute the ANNUAL FINANCIAL Report are identified by the letters AFR in the contents table (see also cross-reference table in Chapter 6, Section ). 4 . ELIOR GROUP . REGISTRATION DOCUMENT 1 ELIOR GROUP Chairman's statement 5 Chief Executive Officer's Statement 6 Selected FINANCIAL information 7 Information about the Group 11 Organizational structure 13 The Group s Businesses and Strategies 14 Businesses 14 The Group's Contract Catering & Services Business Line 15 The Group's Concession Catering Business Line 23 The Group s Strategy 29 Strategy for the contract catering business 29 Strategy for the concession catering business 30 The Group s Competitive Strengths 31 An operating presence in growing markets with attractive fundamentals 31 A strong strategic fit between the Group s contract catering and concession catering businesses.
10 Offering numerous growth opportunities 32 A resilient and attractive business model thanks to a loyal client base and long-term contracts 33 A proven capacity to create value through a combination of organic and acquisition-led growth and a recognized ability to effectively integrate acquired companies 33 A solid FINANCIAL performance, combining growth, profitability and cash flow generation 34 Experienced management teams with an entrepreneurial mindset and in-depth knowledge of their markets 34 The Group s Main Operating Markets and Competitive Environment 35 Contract catering 35 Services 38 Concession catering 39 Competitive environment 41 Laws and Regulations Applicable to the Group 43 Food safety regulations 43 Labor and employment laws and regulations47 Elior Group on the Stock Market 50 FINANCIAL Communications and Shareholder Relations 50 Preparation of FINANCIAL communications 50 FINANCIAL communications policy 50 Regular contacts with shareholders and investors 50 A steady flow of information 51 The Elior Group share 52 Elior Group Chairman's statement