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Valeo — Shareholder Meeting (May 2025)
104 slides from Valeo's shareholder meeting presentation, May 2025
Slide 1: Smart Technology for Smarter Mobility – Shareholders' Meeting 2025
SMART TECHNOLOGY FOR SMARTER MOBILITY Shareholders’ Meeting y 2025
Slide 2: Quorum
QUORUM Eric Antoine FREDETTE GENERAL COUNSEL AND GENERAL SECRETARY 2
Slide 3: Agenda
AGENDA Eric Antoine FREDETTE GENERAL COUNSEL AND GENERAL SECRETARY 3
Slide 4: Agenda for the Ordinary Shareholders' Meeting
AGENDA FOR THE ORDINARY SHAREHOLDERS’ MEETING 1. Approval of the parent company financial statements for the financial year ended December 31, 2024; 2. Approval of the consolidated financial statements for the financial year ended December 31, 2024; 3. Allocation of earnings for the financial year ended
Slide 5: Opening
OPENING Gilles MICHEL CHAIRMAN OF THE BOARD OF DIRECTORS 5
Slide 6: Agenda for the Extraordinary Shareholders' Meeting
AGENDA FOR THE EXTRAORDINARY SHAREHOLDERS’ MEETING 16. Delegation of authority to the Board of Directors to decide to issue shares and/or securities giving access, immediately or in the future, to the Company's or a subsidiary's share capital, with maintenance of the shareholders' preferential subsc
Slide 7: Agenda for the Ordinary Shareholders' Meeting
AGENDA FOR THE ORDINARY SHAREHOLDERS’ MEETING 25. Powers to complete formalities. 7
Slide 8: Presentations
PRESENTATIONS Valeo
Slide 9: Gilles Michel
Gilles MICHEL CHAIRMAN OF THE BOARD OF DIRECTORS
Slide 10: Alexandre Dayon
Alexandre DAYON INDEPENDENT DIRECTOR – CHAIRMAN OF THE GOVERNANCE, APPOINTMENTS AND CORPORATE SOCIAL RESPONSIBILITY COMMITTEE AND OF THE COMPENSATION COMMITTEE, MEMBER OF THE STRATEGY COMMITTEE
Slide 11: Audit and Risks Committee
AUDIT AND RISKS COMMITTEE Véronique WEILL INDEPENDENT DIRECTOR – CHAIRWOMAN OF THE AUDIT AND RISKS COMMITTEE 11
Slide 12: Christophe Périllat
Christophe PÉRILLAT CHIEF EXECUTIVE OFFICER
Slide 13: A Transformation Underway
A TRANSFORMATION UNDERWAY
Slide 14: A Transformation Grounded in Mobility Megatrends
A TRANSFORMATION GROUNDED IN MOBILITY MEGATRENDS
Slide 15: Electrifying Mobility Is Essential to Decarbonizing the Planet
ELECTRIFYING MOBILITY IS ESSENTIAL TO DECARBONIZING THE PLANET Road transportation is responsible for 18% of CO₂ emissions 15
Slide 16: All Forms of Electrification the New Market Standard
ALL FORMS OF ELECTRIFICATION THE NEW MARKET STANDARD In China, all automakers are developing a full range of BEV*, PHEV**, EREV*** POWER The right approach for all markets *BEEV = Battery Electric Vehicle **PHEV = Plug-In Hybrid Electric Vehicle ***EREV = Extended Range Electric Vehicle HEV: Hybrid
Slide 17: Valeo Benefits from Similar Content on All Electrification Technologies
VALEO BENEFITS FROM SIMILAR CONTENT AND PROFITABILITY ON ALL ELECTRIFICATION TECHNOLOGIES (BEV, PHEV, EREV) POWER Valeo systems adapted to every level of electrification. 17
Slide 18: Electrification in All Its Forms
ELECTRIFICATION IN ALL ITS FORMS 2030: ~50% BEV, PHEV, EREV ~70% ELECTRIFIED VEHICLES Conventional PRIVATE AND COMMERCIAL VEHICLE POWER MARKET BY 48% HEV BEV POWERTRAIN TYPE 2030 ESTIMATES 48V EREV PHEV 22% BEV = Battery Electric Vehicle PHEV = Plug-In Hybrid Electric Vehicle EREV = Extended Range E
Slide 19: Supporting Customer Transformation 2024/2025 Highlights – Power
VALEO, SUPPORTING CUSTOMER TRANSFORMATION 2024/2025 HIGHLIGHTS Commandes - Battery thermal exchanger for a major North American electric vehicle manufacturer (June 2024). - Complete thermal management systems for a major North American OEM (June 2024). - First award for an electric drive disconnect
Slide 20: Advanced Driver Assistance Systems Save Lives
ADVANCED DRIVER ASSISTANCE SYSTEMS SAVE LIVES Road transport is responsible for 1.2 M deaths per year worldwide 20
Slide 21: Level 2 Autonomy and Higher Representing 72% Market Share in 2030
LEVEL 2 AUTONOMY AND HIGHER REPRESENTING 72% MARKET SHARE IN 2030 72% PRIVATE VEHICLE MARKET BY AUTOMPATION LEVEL 2030 ESTIMATES BRAIN In China, the race is on for DRIVER ASSISTANCE FEATURES L2 No ADAS L2+/L2++ L1 L3/4 21
Slide 22: Product and Software Offer for Level 2/Level 2+ Needs
VALEO IS READY A PRODUCT AND SOFTWARE OFFER TO MEET UPCOMING LEVEL 2 /LEVEL 2+ NEEDS LEVEL 2 LEVEL 2+ LEVEL 3 15 sensors 25 sensors 35 sensors Domain & Zonal Domain & Zonal controllers controllers SOFTWARE SOFTWARE SOFTWARE L2 full SW stack L2+ full SW stack L3 full SW stack Ability to manage growin
Slide 23: Supporting Customer Transformation 2024/2025 Highlights – Brain
VALEO, SUPPORTING CUSTOMER TRANSFORMATION 2024/2025 HIGHLIGHTS Orders and partnerships - Major contract with Volkswagen in partnership with Mobileye to enhance driver assistance systems in future MQB vehicles up to Level 2+. - Valeo/CEA partnership to tackle the challenge of decarbonized, autonomous
Slide 24: Major Contract with Volkswagen for MQB Platform with Mobileye
MAJOR CONTRACT WITH VOLKSWAGEN FOR MQB PLATFORM IN PARTNERSHIP WITH MOBILEYE Domain Controller Long Range Front Camera BRAIN Advanced Driver Surround View Cameras Assistance Systems up to Level 2+ Ultrasonic Sensors Radars Software as well as vehicle integration services 24
Slide 25: Lighting, a Key Driver for Safety and Differentiation
LIGHTING, A KEY DRIVER FOR SAFETY AND DIFFERENTIATION ~50% of fatal accidents occur at night 25
Slide 26: Lighting for Safety and Style
LIGHTING FOR SAFETY AND STYLE ELECTRIFICATION AND AUTOMATION OPEN NEW POSSIBILITIES LIGHT
Slide 27: Complete Portfolio of Advanced Lighting Solutions
VALEO, LEADING MARKET PLAYER WITH A COMPLETE PORTFOLIO OF ADVANCED LIGHTING SOLUTIONS LIGHT 27
Slide 28: Supporting Customer Transformation 2024/2025 Highlights – Light
VALEO, SUPPORTING CUSTOMER TRANSFORMATION 2024/2025 HIGHLIGHTS Orders - Order for high definition headlamps from a German premium carmaker. - Order for adaptive driving beam software from a European OEM. - Order for wiper and sensor cleaning from a European premium OEM. - Order for interior lighting
Slide 29: From Aftermarket Activity to a Service Company
A PROGRESSIVE TRANSFORMATION FROM AFTERMARKET ACTIVITY TO A SERVICE COMPANY €2,3m Aftermarket sales in 2024 Launch of new services – Valeo Tech academy (training) SERVICE – Valeo MyPortal (digital access to support distributor performance) – Valeo Help Center (customer assistance) First sustainable
Slide 30: Opportunities Beyond Automotive
OPPORTUNITIES BEYOND AUTOMOTIVE MOTOR FOR E-BIKES CHARGING SOLUTIONS MOTOR FOR LIGHT URBAN eCARS DATACENTER COOLING DISPLAY FOR 2 WHEELERS AGRICULTURE
Slide 31: A Transformation of Our Cost Base
A TRANSFORMATION OF OUR COST BASE 31
Slide 32: A Transformation of Our Cost Base – Savings
A TRANSFORMATION OF OUR COST BASE Savings >€300m annual rate Savings (in m€) STRENGTHENING AND 300 ACCELERATING EFFORTS to adapt to the challenging 200 2025 environment 100 0 2024 2025 2026 First full year 32
Slide 33: Artificial Intelligence Supporting Valeo's Transformation
ARTIFICIAL INTELLIGENCE SUPPORTING VALEO’S TRANSFORMATION
Slide 34: Transformation of R&D Accelerated with AI
TRANSFORMATION OF R&D ACCELERATED WITH AI IN OUR PRODUCTS IN OUR R&D FOR OUR PROCESSES TEAMS TO TO 5000+ ENGINEERS ENHANCE OUR REDUCE OUR TRAINED AND EQUIPPED PRODUCTS’ DEVELOPMENT FOR AUTOMATED CODING PERFORMANCE TIMES THROUGH AI AGENTS 20 YEARS EXPERTISE
Slide 35: Our Industrial Sites in Full Transformation
OUR INDUSTRIAL SITES IN FULL TRANSFORMATION DIGITIZED & OPTIMIZED BY AI AI & Big data already deployed on 40%+ of our sites AI automated quality Predictive maintenance Energy savings: control up to up to -20% -20% breakdowns prevented on some production lines 35
Slide 36: A Transformation of Our Markets and Geographies
A TRANSFORMATION OF OUR MARKETS AND GEOGRAPHIES
Slide 37: Sales by Region
SALES BY REGION CHINA 15% CONTINUED REPOSITIONING NORTH AMERICA NEW INTEREST FOR 19% 48% EUROPE ADAS TECHNOLOGIES MAINTAINING OUR STRONG POSITIONING ASIA excl CHINA GROWTH 16% OPPORTUNITIES 2% SOUTH AMERICA x% *% of Group Sales per region in 2024 37
Slide 38: Repositioning in China
REPOSITIONING IN CHINA CHINESE AUTOMAKERS IN 2024 64% market share ~50% of Valeo’s sales in ~60% of Valeo’s order China in China 38
Slide 39: Transformation of Our Financial Performance
TRANSFORMATION OF OUR FINANCIAL PERFORMANCE 39
Slide 40: Priority on Cash Generation and Debt Reduction
PRIORITY ON CASH GENERATION AND DEBT REDUCTION CONTINUOUS IMPROVEMENT SINCE 2021 OPERATING MARGIN* FREE CASH FLOW in million euros in million euros and as % of sales Cost of one-time and exceptional cost reduction measures €919 €551** €838 €70 €379 €494 4.3% €481*** 3.8% €309 €205 1.7% 2.4% (€102) 2
Slide 41: 2025: A New Improvement Step in a Complex Environment
2025: A NEW IMPROVEMENT STEP IN A COMPLEX ENVIRONMENT Complex environment: the world is changing with the establishment of customs barriers Valeo is well prepared and is taking necessary measures ↗ Local for local industrial policy in each major region ↗ Review of our supply chains to minimize the i
Slide 42: Beyond 2025, Transformation Driven by Higher Margin Orders
BEYOND 2025, TRANSFORMATION DRIVEN BY HIGHER MARGIN ORDERS €78 bn of higher-margin orders 2022-2024 42
Slide 43: Capital Market Day, November 20, 2025
2025 NOVEMBER, 20. CAPITAL MARKET DAY 43
Slide 44: A Sustainable Transformation – Climatic Strategy
A SUSTAINABLE TRANSFORMATION CLIMATIC STRATEGY Jean-Luc di PAOLA GALLONI GROUP EXTERNAL AFFAIRS & SUSTAINABLE DEVELOPMENT VICE-PRESIDENT 44
Slide 45: Going Even Further in Sustainability Action and Transparency
IN 2025, GOING EVEN FURTHER IN SUSTAINABILITY ACTION AND TRANSPARENCY Sustainability at Valeo delivers Valeo: a lever of differentiation Thanks to a long-term * commitment, Beyond conformity, continuous an opportunity to improvement and valorise our transparency sustainability commitment BEYOND REPO
Slide 46: Sustainability at Valeo: A Holistic Approach
SUSTAINABILITY AT VALEO A HOLISTIC APPROACH ENVIRONMENTAL SOCIAL SOCIETAL Decarbonization of mobility Commitments towards Sustainability across the employees value chain Solutions for decarbonized mobility Health & Safety CAP 50 Program - towards Engagement with NetZero on scopes 1, 2, 3 Diversity,
Slide 47: Valeo Is an ESG Leader Recognised by Rating Agencies
VALEO IS AN ESG LEADER RECOGNISED BY RATING AGENCIES 74/100 17.6 B- Prime Low Risk A A- Climate Water AAA 61/100 Change Among the most represented auto parts company in ESG indices CAC® SBT 1.5° Global ESG ESG Leaders including: Leaders 47
Slide 48: 2024: A New Step Forward in Our Decarbonization Roadmap
2024: A NEW STEP FORWARD IN OUR ROADMAP FOR DECARBONIZATION 96 RESULTS RECYCLED OR -21.6% BIO-BASED IN 2024 ON SCOPES 1, 2, 3* MATERIALS VALIDATED +44 VALUE OUR USE CHAIN OPERATIONS PHASE 2030 -15% -75% -15% in the validation pipeline ENGAGEMENTS* 2024 -17% -60% -22% RESULTS* *CO2 EMISSIONS IN ABSOL
Slide 49: Continuous Improvement in Environmental Efficiency
CONTINUOUS IMPROVEMENT IN ENVIRONMENTAL EFFICIENCY ACROSS OUR OPERATIONS REDUCING WATER WITHDRAWALS -30% 2024 VS 2019 90% WASTE RECYCLED OR VALORIZED in 2024 “ZERO-LANDFILL” TARGET 49
Slide 50: Delivering Sustainable Value to Our Customers
DELIVERING SUSTAINABLE VALUE TO OUR CUSTOMERS THANKS TO CONTINUOUS INNOVATION Reducing the CO2 footprint Incorporating new recycled of our products materials -16.5% CO2 25% recycled polypropylene → -33% CO2 on this material on an inverter in production in 2026 on an HVAC system in production in 2026
Slide 51: 2024: Supporting Our Suppliers on Sustainability
2024: SUPPORTING OUR SUPPLIERS TO ACCELERATE THEIR SUSTAINABILITY JOURNEY 12 SUSTAINABILITY SUPPLIERS ASSESSED ON THEIR TOPICS COVERED SUSTAINABILITY PRACTICES IN 2024 92% INCLUDING CLIMATE, BIODIVERSITY, HUMAN AND LABOUR RIGHTS TARGET 2025: 95% ON-SITE AUDITS ON HIGH-PRIORITY SUPPLIERS AN EXAMPLE O
Slide 52: We Work Hand in Hand to Stay One Step Ahead
WE WORK HAND IN HAND TO STAY ONE STEP AHEAD R&D, PURCHASING AND LEVERAGING ON PARTNERSHIPS TO SUSTAINABILITY WORKING FOSTER SUSTAINABILITY CLOSELY TOGETHER ON 5 KEY COMMODITIES ADVANCED SUSTAINABLE MATERIALS ELECTRONICS STEEL / ALUMINIUM / PLASTICS / ELECTRONICS / ELECTROMECHANIC CIRCULAR AI FOR ECO
Slide 53: 2024 Results, Q1 2025 Sales & 2025 Guidance
2024 RESULTS Q1 2025 SALES & 2025 GUIDANCE Edouard de PIREY Chief Financial Officer 53
Slide 54: 2024 Highlights: Margin and Cash Guidance Achieved
2024 HIGHLIGHTS MARGIN AND CASH GUIDANCE ACHIEVED Overcoming a Reducing our Benefiting from the Achieving 2024 challenging breakeven point attractive positioning margin and cash environment of our products guidance Low market Cost reduction Strong position in Free cash flow of €481m* activity measures
Slide 55: Cost Reductions Leading to a Lower Break-Even Point
2024 HIGHLIGHTS COST REDUCTIONS LEADING TO A LOWER BREAK-EVEN POINT ➔ First effects of self-help measures Gross margin improvement ➔ Good control of operations & pricing to 19.0% of sales +1.1 point vs 2023 IMPACT OF Gross R&D stable vs 2023 ➔ More efficient R&D COST at €2.6bn ➔ Down €177m YOY in H2
Slide 56: 2024 Profitability Guidance Achieved
2024 HIGHLIGHTS 2024 PROFITABILITY GUIDANCE ACHIEVED Group sales EBITDA* Operating margin* FY 2024 €21.5bn €2,863m €919m RESULTS 13.3% 4.3% FY 2024 ~€21.3bn GUIDANCE Guidance adjusted 12.1% - 13.1% 4.0% - 5.0% on October 27, 2024 * See glossary, page 54 Full year 2024 presentation. 56
Slide 57: 2024 Cash Guidance Overachieved & Deleveraging
2024 HIGHLIGHTS 2024 CASH GUIDANCE OVERACHIEVED & DELEVERAGING BY €215m Free cash flow* Free cash flow Net debt reduction* Before after one-off restructuring costs Focus on deleveraging one-off restructuring costs FY 2024 €551m €481m €3,813m incl. one-off cost of RESULTS €70m end of 2024 FY 2024 ~€350
Slide 58: Progressive Increase in Proposed Dividend
2024 HIGHLIGHTS PROGRESSIVE INCREASE IN PROPOSED DIVIDEND €0.42 €0.40 €0.38 €0.35 €0.30 2020 2021 2022 2023 2024 Dividend of €0.42 per share submitted to shareholders’ vote 58
Slide 59: 2024 Results: Total Sales at €21.5bn
2024 RESULTS TOTAL SALES AT €21.5bn Low activity on EV platforms in Europe Robust activity in aftermarket Total sales OEM Aftermarket Miscellaneous* €21,492m €17,950m €2,262m €1,280m -0.5% lfl growth -2% lfl growth +4% lfl growth +19% lfl growth * Notably tooling & customer contributions to R&D. 59
Slide 60: Outperformance in All Businesses Except High-Voltage
2024 RESULTS OUTPERFORMANCE IN ALL BUSINESSES EXCEPT HIGH-VOLTAGE -5 pts +4 pts +1 pt POWER BRAIN LIGHT OEM sales -6% OEM sales +3% OEM sales +0% ↗ Group OEM sales performance versus market* -1 pt ↗ Including High-voltage impact -3 pts * OEM sales lfl versus S&P Global Mobility estimates (February 20
Slide 61: Operating Margin at 4.3% of Sales
2024 RESULTS OPERATING MARGIN AT 4.3% OF SALES Guidance achieved thanks to rigorous cost management Gross margin improvement 1.1 points In % of sales -0.7pt +0.1pts 4.3% 3.8% +1.1pts s Focus on R&D efficiency Stable gross R&D in a context of high order intake in 2022 & 2023 Sustained reduction in SG&
Slide 62: Net Income at €162m, or 0.8% of Sales
2024 RESULTS NET INCOME AT €162m, OR 0.8% of sales After restructuring costs of €305m and cost of debt at €251m €m 2024 2023 Operating margin excl. JV & Associates 919 838 as a % of sales 4.3% 3.8% JV & Associates 12 17 Operating margin excl. JV & Associates 931 855 As a % of sales 4.3% 3.9% Other i
Slide 63: Improved Profitability for the Divisions
2024 RESULTS IMPROVED PROFITABILITY FOR THE DIVISIONS POWER & BRAIN, LIGHT DIVISION REMAINED RESILIENT SALES €11,571m €10,845m 11.6% Strong improvement of EBITDA margin: +1.5 pt POWER 10.1% 2023 €4,878m €5,053m 16.4% Strong improvement of EBITDA margin: +2.3 pt 14.1% BRAI ▶ ADAS: +0.5 pt ▶ Interior
Slide 64: Free Cash Flow Guidance Overachieved
RESULTS 2024 FREE CASH FLOW GUIDANCE OVERACHIEVED €m 2024 2023 EBITDA 2,863 2,647 as a % of sales 13.3% 12.0% Tangible CAPEX (1,138) (964) Intangible CAPEX (1,086) (1,037) of which capitalized R&D 1,045 (995) Change in working capital 492 278 of which change in inventories 251 (108) Taxes (227) (225
Slide 65: Net Debt Reduced by €215m
2024 RESULTS NET DEBT REDUCED BY €215m NET DEBT in €bn Leverage ratio down to 1.3x, vs 1.5x end of 2023 €4.0bn €3.8bn Gearing ratio Leverage ratio Net debt/Shareholders’ equity (Covenant: < 3.5) 103% 1.3x Dec. 31, 2024 Dec.31, 2024 Credit ratings Dec. 31, 2023 Dec. 31, 2024 LT Outlook ST Ba1 Negativ
Slide 66: Sales Q1 2025 & 2025 Guidance
SALES Q1 2025 & 2025 GUIDANCE 66
Slide 67: Q1 Total Sales at €5.3bn
Q1 TOTAL SALES AT €5.3bn OEM ACTIVITY IN LINE WITH THE MARKET– STRONG ACTIVITY IN AFTERMARKET Total sales OEM Aftermarket Miscellaneous* €5,313m €4,500m €574m €239m -1% 0% +3% -15% lfl growth lfl growth lfl growth lfl growth * Notably tooling & customer contributions to R&D. 67
Slide 68: Delivering a New Step in Financial Improvement in a Challenging Environment
VALEO IS HIGHLY FOCUSED ON DELIVERING A NEW STEP IN FINANCIAL IMPROVEMENT IN A 2025 CHALLENGING ENVIRONMENT A challenging environment ↗ Lower volumes than forecasted ↗ Unfavorable geographic & customer mix ↗ Tariffs Mitigating through costs adjustments ↗ Reinforced* and accelerated restructuring pro
Slide 69: 2025 Guidance Confirmed
2025: A NEW STEP IN IMPROVING FINANCIAL PERFORMANCE 2025 GUIDANCE CONFIRMED 2024 2025 Guidance (a) (b) Sales €21.5 [€21.5-€22.5] (in €bn) OE sales outperformance EBITDA(c) 13.3% [13.5%-14.5%] (as % of sales) Operating margin(c) 4.3% [4.5%-5.5%] (as % of sales) before one-off restructuring costs 551
Slide 70: Smart Technology for Smarter Mobility – Shareholders' Meeting 2025
SMART TECHNOLOGY FOR SMARTER MOBILITY Shareholders’ Meeting y 2025
Slide 71: Statutory Auditors' Reports and Sustainability Certification
STATUTORY AUDITORS’ REPORTS AND REPORT ON THE CERTIFICATION OF SUSTAINABILITY AND TAXONOMY INFORMATION Emmanuelle Bertuzzi STATUTORY AUDITOR REPRESENTING FORVIS MAZARS 71
Slide 72: Reports on Consolidated and Parent Company Financial Statements
REPORTS ON THE CONSOLIDATED AND THE PARENT COMPANY FINANCIAL STATEMENTS ORDINARY GENERAL MEETING OF SHAREHOLDERS • Statutory Auditors’ report on the consolidated financial statements • Statutory Auditors’ report on the financial statements • Statutory Auditors’ report on related party agreements 72
Slide 73: Report on Consolidated and Parent Company Financial Statements
REPORT ON THE CONSOLIDATED AND THE PARENT COMPANY FINANCIAL STATEMENTS REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS (Valeo Group) Pages 431 to 435 of the 2024 Universal Registration Document ■ In our opinion, the consolidated financial statement give a true and fair view of the assets and liabilit
Slide 74: Report on Related Party Agreements
REPORT ON RELATED PARTY AGREEMENTS REPORT ON RELATED PARTY AGREEMENTS Page 461 of the 2024 Universal Registration Document ■ We have not been advised of any agreements authorized and entered into during the year under review that are subject to approval by the Shareholders’ Meeting pursuant to Artic
Slide 75: Statutory Auditors' Report – Extraordinary General Meeting
STATUTORY AUDITORS’ REPORT EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS Authorization and delegation to be granted to the Board of Directors regarding the issuance of shares and/or securities, and for the purpose of reducing the share capital through the cancellation of shares the Company was autho
Slide 76: Report on Certification of Sustainability and Taxonomy Information
REPORT ON THE CERTIFICATION OF SUSTAINABILITY AND TAXONOMY INFORMATION Pages 342 à 346 of the 2024 Universal Registration Document Our responsibility is to carry out the procedures necessary to issue a conclusion, expressing limited assurance on the sustainability and taxonomy information of Valeo a
Slide 77: Questions
QUESTIONS Valeo Valeo
Slide 78: Voting of Resolutions
VOTING OF RESOLUTIONS Valeo Valeo
Slide 79: Resolution 1: Parent Company Financial Statements
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 1 ● Approval of the parent company financial statements for the financial year ended December 31, 2024. 79
Slide 80: Resolution 2: Consolidated Financial Statements
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 2 ● Approval of the consolidated financial statements for the financial year ended December 31, 2024. 80
Slide 81: Resolution 3: Allocation of Earnings and Dividend
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 3 ● Allocation of earnings for the financial year ended December 31, 2024 and setting of a dividend of EUR 0.42 per share. 81
Slide 82: Resolution 4: Related Party Agreements
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 4 ● Related party agreements and related Statutory Auditors’ report. 82
Slide 83: Resolution 5: Renewal of Christophe Périllat
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 5 ● Renewal of Christophe Périllat’s term of office as director, for a period of four years. 83
Slide 84: Resolution 6: Renewal of Mari-Noëlle Jégo-Laveissière
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 6 ● Renewal of Mari-Noëlle Jégo-Laveissière’s term of office as director, for a period of four years. 84
Slide 85: Resolution 7: Renewal of Véronique Weill
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 7 ● Renewal of Véronique Weill’s term of office as director, for a period of four years. 85
Slide 86: Resolution 8: Appointment of Gilles Le Borgne
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 8 ● Appointment of Gilles Le Borgne as director, for a period of four years, effective January 1st, 2026. 86
Slide 87: Resolution 9: Corporate Officers' Compensation Information
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 9 ● Approval of the information relating to the compensation of the corporate officers in respect of 2024. 87
Slide 88: Resolution 10: Compensation of Gilles Michel
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 10 ● Approval of the compensation of Gilles Michel as Chairman of the Board of Directors in respect of 2024. 88
Slide 89: Resolution 11: Compensation of Christophe Périllat
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 11 ● Approval of the compensation of Christophe Périllat as Chief Executive Officer in respect of 2024. 89
Slide 90: Resolution 12: Directors' Compensation Policy
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 12 ● Approval of the compensation policy applicable to the directors in respect of 2025. 90
Slide 91: Resolution 13: Chairman's Compensation Policy
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 13 ● Approval of the compensation policy applicable to the Chairman of the Board of Directors in respect of 2025. 91
Slide 92: Resolution 14: CEO Compensation Policy
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 14 ● Approval of the compensation policy applicable to the Chief Executive Officer in respect of 2025. 92
Slide 93: Resolution 15: Share Buyback Authorisation
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 15 ● Renewal of the authorisation to the Board of Directors concerning share buybacks, for a period of 18 months. 93
Slide 94: Resolution 16: Share Issuance with Preferential Subscription Right
EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTION 16 ● Renewal of the delegation of authority to the Board of Directors to decide to issue shares and/or securities giving access to the Company's or a subsidiary's share capital, with maintenance of the shareholders' preferential subscription right, for
Slide 95: Resolution 17: Share Issuance by Public Offering
EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTION 17 ● Renewal of the delegation of authority to the Board of Directors to decide to issue shares and/or securities giving access to the Company's or a subsidiary's share capital, by way of public offerings, with cancellation of the shareholders' preferen
Slide 96: Resolution 18: Share Issuance by Private Placement
EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTION 18 ● Renewal of the delegation of authority to the Board of Directors to decide to issue shares and/or securities giving access to the Company's or a subsidiary's share capital by way of “private placement”, with cancellation of the shareholders' prefer
Slide 97: Resolution 19: Over-Allotment Option Increase
EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTION 19 ● Renewal of the delegation of authority to the Board of Directors to increase the number of securities to be issued in a rights issue with maintenance or cancellation of the shareholders' preferential subscription right within the framework of optio
Slide 98: Resolution 20: Capital Increase by Capitalisation
EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTION 20 ● Renewal of the delegation of authority to the Board of Directors to increase the share capital by capitalisation of premiums, reserves, profits or other amounts that may be capitalised, for a period of 26 months. 98
Slide 99: Resolution 21: Issuance for Contributions in Kind
EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTION 21 ● Renewal of the delegation of powers to the Board of Directors to proceed with the issue of shares and/or securities giving access to the Company's share capital to be used as remuneration for contributions in kind granted to the Company, without th
Slide 100: Resolution 22: Issuance for Savings Plan Members
EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTION 22 ● Renewal of the delegation of authority to the Board of Directors to decide to issue shares and/or securities giving access to the Company's share capital reserved to members of savings plans, with cancellation of the shareholders' preferential subs
Slide 101: Resolution 23: Cancellation of Treasury Shares
EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTION 23 ● Renewal of the authorisation for the Board of Directors to reduce the share capital by cancelling treasury shares, for a period of 26 months. 101
Slide 102: Resolution 24: Amendment of Articles of Association
EXTRAORDINARY SHAREHOLDERS’ MEETING RESOLUTION 24 ● Amendment of the articles of association of the Company to incorporate the changes introduced by the Attractiveness Law regarding the Board of Directors’ decision-making process. 102
Slide 103: Resolution 25: Powers to Complete Formalities
ORDINARY SHAREHOLDERS’ MEETING RESOLUTION 25 ● Powers to complete formalities required by law following the Shareholders’ Meeting. 103
Slide 104: Smart Technology for Smarter Mobility – Shareholders' Meeting 2025
SMART TECHNOLOGY FOR SMARTER MOBILITY Shareholders’ Meeting y 2025