Casino, Guichard-perrachon Sa · EURONEXT:CO
Casino, Guichard-perrachon Sa — Shareholder Meeting (May 2017)
123 slides from Casino, Guichard-perrachon Sa's shareholder meeting presentation, May 2017
Slide 1: Annual General Meeting 2017
Annual General Meeting 2017 pe DIVERSITE
Slide 2: Agenda: Activity
ACTIVITY Results Perspectives Corporate social responsibility Corporate governance Resolutions Reports of the Statutory Auditors Jean-Charles Naouri
Slide 3: Activity: Highlights
ACTIVITY HIGHLIGHTS Results Perspectives Corporate social responsibility Corporate governance Resolutions Reports of the Statutory Auditors Jean-Charles Naouri
Slide 4: Confirmed turnaround in France
Confirmed turnaround in France Improvement in organic sales and gross sales under banners ORGANIC SALES GROWTH* 2013 2014 2015 2016 1.1% 0.8% Gross sales under banners** +1.5% Gross food sales under banners** -2.1% +2.0% -3.7% Market share gains of +0.1pt*** over the full year 2016 Earnings re
Slide 5: Stepped-up organic growth in Latin America
Stepped-up organic growth in Latin America HIGH ORGANIC GROWTH* AT ÉXITO (EXCLUDING ACCELERATION IN GPA FOOD'S ORGANIC GPA FOOD) AND GOOD PROFITABILITY SALES* IN BRAZIL 16.3% 10.8% 11.7% 9.5% 7.1% 6.4% 4.8% 4.0% 2013 2014 2015 2016 2013 2014 2015 2016 Success in all formats Cash & carry (Assaí)
Slide 6: Simplification and debt reduction
Simplification and debt reduction Simplification of the Group's e-commerce activities following the decision to merge Cnova Brazil's with Via Varejo's and the project to dispose of this entity Significant deleveraging within the Group and in France thanks to asset disposals REDUCTION IN GROUP NE
Slide 7: Key figures - 2016
Key figures - 2016 In accordance with IFRS 5, data for 2015 have been restated for activities in Asia and Via Varejo (including Cnova Brazil) In €m 2015* 2016 Consolidated net sales 35,312 36,030 EBITDA 1,689 1,697 Trading profit 997 1,034 Consolidated net profit (loss), Group share (43) 2,679 Net
Slide 8: Activity: France
ACTIVITY FRANCE Results Perspectives Corporate social responsibility Corporate governance Resolutions Reports of the Statutory Auditors Jean-Charles Naouri
Slide 9: Market share gains in France
Market share gains in France +0.1PT FOR SUPERMARCHÉS CASINO GROWTH IN GROUP MARKET SHARE* +0.1PT FOR GÉANT CASINO SINCE BEGINNING OF 2017, OVER IN FRANCE IN 2016 IN 2016* THE CUMULATIVE Y-T-D GROWTH From 28 December 2015 to 27 December 2016 2.6% 2.6% 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.1 0.0 0.1 0
Slide 10: Géant: good commercial performances confirmed
Géant: good commercial performances confirmed Same-store sales* up +1.6%** in 2016 Excellent performance for food sales, up +2.7% in 2016 Roll-out of the Fresh Corner (fruit and vegetable) and new sections (Beauty and Cdiscount corner) Market share – P04*** -1.6% decline in total retail spac
Slide 11: Géant movie: Fresh market at the heart of stores
Géant movie: Fresh market at the heart of stores 11
Slide 12: Gérard Walter, Géant Casino
Géant Casino Gérard WALTER
Slide 13: Leader Price: improvement of operating processes and franchise
Leader Price: improvement of operating processes and development of franchise Same-store sales up +0.9%* in 2016 with stable market share Continued improvement in operating processes and customer service: • Better-kept stores and improved checkout times 2016 • Development of the offer: organic,
Slide 14: Leader Price movie
Leader Price movie - A new “back-to-basics” concept: low prices and quality offer 14
Slide 15: Tina Schuler, Leader Price
y N LEADER PRICE WwW Tina SCHULER cRoure,
Slide 16: Monoprix: a unique and performing model
Monoprix: a unique and performing model Organic sales up +1.6%* in 2016 with same-store sales growth resumption in Q4 Stable market share in food** and gains in apparel** driven by the success of collections Good performance from the 100%-organic Naturalia concept, with 20 new store openings i
Slide 17: Monoprix movie: Shop & Go
Monoprix movie: Shop & Go, delivery by foot in less than one hour Deli, fresh meat, bakery and pastry counters Fashion and housewares Home deliveries Naturalia (organic food) 17
Slide 18: Régis Schultz, Monoprix
MONOPRIX Régis SCHULTZ
Slide 19: Supermarchés Casino: a very good performance
Supermarchés Casino: a very good performance Same-store sales up steadily since the beginning of the year and by +3.2%* in Q4 2016 Renewed commercial momentum driven by a premium model focused on the shopping experience and customer service: Market share – P04** • Improved assortment of fresh, o
Slide 20: Casino supermarkets movie
Casino supermarkets movie: Brightening everyday shopping 20
Slide 21: Tina Schuler, Supermarchés Casino
als , S32 Casino “ye — supermarches Tina SCHULER cRoure,
Slide 22: Franprix: success of the Mandarine concept
Franprix: success of the Mandarine concept Continued roll-out of the Mandarine concept, which is generating higher customer traffic with a more quality-oriented product range and new self-service counters (coffee, fresh-squeezed juices, hot meals, etc.) 2016 Same-store sales* were down -0.5% in
Slide 23: Franprix/Proximité movie
Franprix/Proximité movie: Innovation in services and offers 23
Slide 24: Jean-Paul Mochet
e w © Gsino, e. franprix @ > proximités Jean-Paul MOCHET cRoure,
Slide 25: Proximity: ongoing modernization of the banners
Proximity: ongoing modernization of the banners Modernization of the offering and concepts (integrated stores) and development of new services (fresh products, beauty, locally grown products, roasted meats, etc.) Continued streamlining of the store base in 2016: 2016 • In franchise, 343 openings
Slide 26: Activity: Latin America
ACTIVITY LATIN AMERICA Results Perspectives Corporate social responsibility Corporate governance Resolutions Reports of the Statutory Auditors Jean-Charles Naouri
Slide 27: Grupo Éxito: excellent operating and financial performance
Grupo Éxito (excluding GPA Food): excellent operating and financial performance Good organic sales growth of +10.8%* in 2016 Ongoing initiatives to leverage synergy among countries and deployment of successful projects in apparel, real estate and financial services in 2016 Satisfactory growth
Slide 28: Launch by Éxito of Viva Malls (1/2)
Launch by Éxito of the Viva Malls retail real estate vehicle in 2016 (1/2) Launch in 2016 of a real estate fund in partnership with Bancolombia 12 existing assets and 2 under construction 440,000 sq.m GLA in total by end-2018 Viva Shopping Centers in operation Shopping galeries Puerta del Nort
Slide 29: Launch by Éxito of Viva Malls (2/2)
Launch by Éxito of the Viva Malls retail real estate vehicle in 2016 (2/2) GLA GEOGRAPHICAL SPLIT PORTFOLIO LOCATION # assets Other Barranquilla 1 Riohacha 1 7% Medellín Tunja 14% 8% Medellín Metro* 1 3 La Ceja 3 1 Tunja 1 Barranquilla 14% Bogotá 3 Envigado Bogotá 33% 15% Bello Major cities 6% Shopp
Slide 30: Éxito movie: Synergies
Éxito movie: Synergies between Colombia-Brazil-Uruguay-Argentina 30
Slide 31: Carlos Mario Giraldo Moreno
Carlos Mario GIRALDO MORENO 31
Slide 32: Refocusing on food sales in Brazil
Refocusing on food sales in Brazil Refocusing on food sales at GPA with the end-2016 decision to sell Via Verejo Sequential improvement in GPA Food same-store sales* In BRL - millions 2016 over the year Sales** 41,454 Accelerated development of cash & carry (Assaí) and first Adjusted EBITDA 2,
Slide 33: GPA Food: success of revitalisation plans at Extra
GPA Food: success of revitalisation plans at Extra Successful revitalisation plan at Extra, with, in Q1 2017, market share** gains over 12 consecutive periods in the hypermarkets and an improvement in traffic Recovery in non-food performance at Extra, since the last In BRL 2016 quarter of 2016 S
Slide 34: GPA Food: accelerated development at Assaí
GPA Food: accelerated development at Assaí Organic sales* up a very strong +39.2% over the year thanks to the success of the cash & carry model Sustained expansion with 13 new store openings during the year, of which 2 conversions; in Q1 2017, this dynamic In BRL 2016 continues with the conversi
Slide 35: GPA Movie: Assaí
GPA Movie: Assaí, the success of cash & carry 35
Slide 36: Carlos Mario Giraldo Moreno
Carlos Mario GIRALDO MORENO 36
Slide 37: Activity: E-commerce
ACTIVITY E-COMMERCE Results Perspectives Corporate social responsibility Corporate governance Resolutions Reports of the Statutory Auditors Jean-Charles Naouri
Slide 38: Cdiscount: sharp increase in traffic and marketplace success
Cdiscount: sharp increase in traffic and confirmed success for the marketplace The marketplace's share of total GMV stood at 31.4% in Q4 2016 vs. 28.1% in Q4 2015 Enhanced service: • Same-day delivery of large packages (>30kg) Monday through Saturday Same-store • Delivery of small and medium-siz
Slide 39: Success of Cdiscount special deal events
Success of Cdiscount special deal events Record Black Friday Strengthening and retaining Mega deals at a sustained pace in November 2016 customer base A 360 communication Recruitement operation of premium "Sublimated" products at very customers "Cdiscount at will" attractive prices Private s
Slide 40: Success of Cdiscount special deal events
Success of Cdiscount special deal events One-time promotional events Targeted commercial operations A marketplace that always attracts throughout the year such as Women’s day more quality sellers 40
Slide 41: Cdiscount movie: Same-day delivery
Cdiscount movie: Same-day delivery 41
Slide 42: Emmanuel Grenier
VOUS ETES PLUS RICHE QUE VOUS NE LE CROYEZ Emmanuel GRENIER cRoure,
Slide 43: Antoine Giscard d'Estaing
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Slide 44: 2016 net sales: +5.7% on an organic basis
2016 net sales: +5.7% on an organic basis* In €m +1.9% +5.7% +801 +3.9% (1,221) +2.0% +1,138 -3.7% 36,030 35,312 Sales Same-store growth Expansion Organic sales Change, scope, Sales 2015 excluding 2016 excluding calendar calendar effets fuel and calendar effects effects 44 * Excluding fuel and calen
Slide 45: Organic growth by sector of activity in 2016
Organic growth* by sector of activity in 2016 In €bn 37.3 1.9 E-commerce +8.8% 16.4 Latam Retail +11.4% +5.7% 19.0 France Retail +0.8% 2016 45 * Excluding fuel and calendar effects
Slide 46: In Q1 2017, total Group sales up +11.6%
In Q1 2017, total Group sales up +11.6% In €m +8.5% +11.6% +801 +709 +2.5% +0.6% +3.1% +54 +209 9,321 8,349 Q1 Same-store growth Expansion Organic sales Change, scope, Q1 2016 excluding calendar 2017 excluding calendar effets fuel and calendar effects effects 46
Slide 47: In Q1 2017, total Group sales up +11.6%
In Q1 2017, total Group sales up +11.6% In France, traffic up +1.1% across all banners: • Monoprix: continued strong momentum with same-store sales up +2.1% and traffic up +2.9% • Casino Supermarkets: further sustained growth with organic sales up +4.1% and traffic up +1.9% • Franprix: same-store
Slide 48: 2016 consolidated trading profit: +8.4% at constant exchange rates
2016 consolidated trading profit: +8.4% at constant exchange rates In €m +8.4% Currency effect (46) 997 1,080 1,034 Trading profit Trading profit Trading profit 2015 2016 2016 at constant exchange rates at current exchange rates 48
Slide 49: Contribution to the consolidated trading profit
Contribution to the consolidated trading profit In €m FRANCE RETAIL LATAM RETAIL CDISCOUNT Strong recovery in profitability Slowdown in Latam: revitalization Recovery of E-commerce in 2016 in France in 2016 plan in Brazil and currency effect 698 +51% 583 508 538 337 2016 2015 at CER* 2016 2015 2016
Slide 50: France Retail
France Retail En M€ 2015 2016 Trading profit 337 508 Retail 170 421 Property development 167 87 Trading margin 1.8% 2.7% Steady growth in food retail trading profit: • Solid performance from Monoprix and Franprix • Improved profitability at Supermarchés Casino • Profitability resumption at Leader
Slide 51: The Group pursued its stores' transformation activity
The Group pursued its stores’ transformation activity Extension of the Toulouse Fenouillet gallery Opening of a mid-size H&M in Angoulême using the space freed up by the Géant hypermarket Transformation/extension of the Monoprix site in La Garenne-Colombes 51
Slide 52: Latam Retail
Latam Retail 2016 at constant In €m 2015 exchange rate 2016 Trading profit 698 583 538 o/w Éxito group (excl. GPA Food) 265 269 236 o/w GPA Food 434 314 302 Trading margin 4.7% 3.6% 3.5% 52
Slide 53: E-commerce
E-commerce In €m 2015 2016 GMV* 2,709 2,994 Consolidated net sales 1,708 1,843 EBITDA (17) 10 Trading profit (39) (11) The E-commerce segment now comprises Cdiscount and is refocused on France 53 * GMV includes sales of merchandise, other revenues and the marketplace's sales volume (based on confi
Slide 54: Underlying net profit, Group share
Underlying net profit, Group share* In €m 357 351 341 2015 2016 2016 at CER** * Underlying net profit corresponds to net profit from continuing operations adjusted for (i) the impact of other operating income and expenses (as defined in the "Significant Accounting Policies" section of the notes to t
Slide 55: Consolidated net profit, Group share
Consolidated net profit, Group share Total, in €m 2015 2016 2,679 -43 Per share, in € -1.19€ +23.59€ After taking into account proceeds from disposals in Asia and impact of discontinued operations, consolidated net profit, Group share, amounted to €2,679m in 2016 55
Slide 56: Change in Group net debt in 2016
Change in Group net debt in 2016 In €m (163) (500) (6,073) (645) Foreign currency translation adjustments 3,392 (206) Buyback and other of Monoprix Impact mandatory of discontinued Dividends convertible bonds 829 Net financial (3,367) operations investments Free cash flow and share buybacks from con
Slide 57: Sharp reduction in consolidated net debt in 2016
Sharp reduction in consolidated net debt in 2016 In €bn* 6.1 5.5 5.7 5.4 -44% 3.4 2012 2013 2014 2015 2016 57 * Published net financial debt
Slide 58: Financial ratios
Financial ratios In €m 2015 2016 Equity, Group share/number of shares in € 52.1 76.0 Net debt/EBITDA of continuing operations 2.6 2.0 58
Slide 59: 2016 Dividend
2016 Dividend 2016 Casino Guichard Perrachon parent company net income (€m) 406 Per share (in €) 3.65 Dividend proposed to Annual General Meeting (€) 3.12 Interim dividend paid on 28 November 2016 (€) 1.56 Remaining dividend balance to be paid in May 2017 (€) 1.56 59
Slide 60: Share price up +20% over a rolling year
Over a rolling year period, Casino record an increase of its share price of +20% 130 125 +20% 120 56.3€ 115 110 105 100 95 90 85 80 02/05/2016 02/06/2016 02/07/2016 02/08/2016 02/09/2016 02/10/2016 02/11/2016 02/12/2016 02/01/2017 02/02/2017 02/03/2017 02/04/2017 02/05/2017 60 Note: Numbers re-refer
Slide 61: Share price up +23% since early 2017, outperforming the market
Since early 2017, Casino’s share price increased by +23% and outperformed the market Casino CAC 40 125 +23% 56.3€ 120 115 110 +10% 5,304pts 105 100 95 01/01/17 02/01/17 01/02/17 02/02/17 01/03/17 02/03/17 01/04/17 02/04/17 01/05/17 02/05/17 61 Note: Numbers re-referenced to 100 on 30/12/2016 – Retur
Slide 62: GPA's share price strongly increased since early 2017
Since early 2017, among international subsidiaries, GPA’s share price has strongly increased GPA Éxito 135 +33% 130 73.0BRL 125 120 115 110 +5% 105 15,240COP 100 95 01/01/17 02/01/17 01/02/17 02/02/17 01/03/17 02/03/17 01/04/17 02/04/17 01/05/17 02/05/17 62 Note: Numbers re-referenced to 100 on 30/1
Slide 63: Nearly 47,000 individual shareholders
The Group now has nearly 47,000 individual shareholders, representing approximately 17% of the float vs. 16% in 2016 At 31/12/2016 Number of shares held by individual shareholders (in millions) 9.2 Number of individual shareholders 46,844 % of the free-float* 16.7 63 * Excluding Rallye, in number of
Slide 64: Shareholders' Advisory Committee works in 2016
Shareholders' Advisory Committee (SAC) works in 2016 28 September 2016 meeting • Review of the 2016 Annual General Meeting, reflection on the gradual digitization of annual documents and presentation of the Group's CSR initiatives. 15 March 2017 meeting • Presentation of the annual results, pres
Slide 65: Perspectives
Activity Results PERSPECTIVES Corporate social responsibility Corporate governance Resolutions Reports of the Statutory Auditors Jean-Charles Naouri Casino NourRIRUNMONDE _ bE DIVERSITE
Slide 66: Group priorities
Group priorities 1 Adapting in real time the formats to new consumer trends and developing the most buoyant formats Adapting the offer to consumer needs and constant innovation (products, concepts) Focusing expansion on the most buoyant formats and strategically managing the store portfolio (sto
Slide 67: Adapting the formats in real time to new consumer trends
A dapting the formats in real time to new consumer trends and developing the most buoyant formats Hypermarkets: continued non-food retail space reduction Cash & Carry: accelerate growth in a format that is particularly well-suited to emerging economies • Very efficient model with a high sales/s
Slide 68: Ongoing pursuit of operational excellence
Ongoing pursuit of operational excellence Continued improvement of in-store execution, for all banners, thanks to the deployment of best practices: • Widening of the stores’ opening hours • Development of service counters and of the fresh assortment • Continued reduction of check-out times • Limit
Slide 69: 2017 Perspectives – France (1/2)
2017 Perspectives – France (1/2) At Monoprix, good sales‘ dynamics, expansion above 50 store openings and development of multi-channel At Franprix, completion of the new Mandarine concept roll-out (all stores will adopt the new concept by end-2017) and 50 new store openings Continued upgrade o
Slide 70: 2017 Perspectives – France (2/2)
2017 Perspectives – France (2/2) At Leader Price, sales momentum in line with Q4 trend and pursuit of operational excellence initiatives At Géant, break-even resumption due to: • Continued increase in sales/per sq.m and good performance in food sales • Reduction in the non-food retail space • Ac
Slide 71: 2017 Perspectives – Latin America
2017 Perspectives – Latin America GPA in Brazil: refocus on food retail and priority to cash & carry • Confirmation of GPA's good sales momentum across all formats (cash & carry, hypermarkets, premium) • Expansion focused on cash & carry, with a minimum of 6 openings and 15 hypermarket conversions
Slide 72: Key objectives for 2017
Key objectives for 2017 Continued development with good debt management Well-controlled CAPEX: thanks to priority focus on buoyant formats, investment costs per sq.m reduction and ongoing development under franchise for the formats where it is relevant After a sharp decrease in debt in 2016, ong
Slide 73: Corporate social responsibility
Activity Results Perspectives CORPORATE SOCIAL RESPONSIBILITY Corporate governance Resolutions Reports of the Statutory Auditors Yves Desjacques DIVERSITE
Slide 74: The Casino Group's CSR policy
The Casino Group's CSR policy A long-standing commitment to continuous improvement Corporate Social Casino signs a Corporate CSR criteria are included Sustainable Development The Group is awarded Responsibility Department Social Responsibility in the calculation Charter adopted – the Grand Prix Es
Slide 75: A committed employer
A committed employer 75
Slide 76: A committed employer: gender diversity
A committed employer Promoting diversity The policy on gender equality in the workplace is defined at the Group level, then adapted in each country: After receiving the "Afnor Workplace Equality Label" in 2013, the Casino Group adopted the UN Women-backed Women's Empowerment Principles in 2016 I
Slide 77: A committed employer: promoting diversity
A committed employer Promoting diversity After first launching initiatives to combat racism in 1993, the Group is now the only retail banner to date to have obtained France's Diversity Label (2009) and Workplace Equality Label (2013) The Group combats all forms of stereotypes, particularly those
Slide 78: A committed employer: disability and youth
A committed employer Promoting diversity Promoting the employment of people with disabilities • A signatory of the ILO's Global Business and Disability Network Charter, the Group launched its disability employment policy in 1995. In 2016, the number of employees with disabilities was up 5% compare
Slide 79: A committed employer: well-being
A committed employer Promoting diversity In France, the Group has been rolling out the "Caring Management Practices" programme since 2014 • More than 4,200 managers have been trained in this management approach as part of conferences led by a medical expert in workplace well-being • A network of 8
Slide 80: A responsible retailer
A responsible retailer 80
Slide 81: A responsible retailer: responsible products
A responsible retailer Promoting healthier, more eco-friendly consumption with greater consideration for animal welfare Championing a range of responsible products Organically farmed • More than 16,100 organic products are available, including 1,610 private-label goods (up 12% vs. 2015) sold under
Slide 82: A responsible retailer: nutritional benefits
A responsible retailer Promoting healthier, more eco-friendly consumption with greater consideration for animal welfare Championing a range of responsible products Offering nutritional benefits • Since 2001, Casino has been committed to improving the nutritional value of its private-label products
Slide 83: A responsible retailer: combating food waste
A responsible retailer Combating food waste In 2013, the Group signed the National Pact to Fight Food Waste set up by the French Ministry of Agriculture and Food Donating food products • The Group has partnered with the French Federation of Food Banks since 2009 and since 2015 has signed several
Slide 84: A trusted partner
A trusted partner 84
Slide 85: A trusted partner
A trusted partner Monitoring and improving working conditions in the supply chain Since 2000, the Group has been rolling out a Supplier Ethics Charter and a programme to monitor and improve working conditions in its supply chain The Group is a member of: • Initiative Clause Sociale (ICS), an FCD
Slide 86: An environmentally committed group
An environmentally committed group 86
Slide 87: An environmentally committed group
An environmentally committed group Reducing energy consumption and increasing the use of renewable energies Reducing energy consumption in stores • In 2016, the Group reduced energy consumption per square metre of retail space by 5% compared with 2015 • This achievement is the result of a policy i
Slide 88: A local corporate citizen
A local corporate citizen 88
Slide 89: A local corporate citizen
A local corporate citizen Taking action to help children through the Group's Foundations • In France: combating cultural exclusion through theatre with the Casino Corporate Foundation Each year, more than 2,000 children benefit from the Foundation's initiatives 5,500 stores mobilised to raise
Slide 90: Corporate governance: Jacques Dumas
— —— Casino NourRIRUNMONDE | be DIVERSITE
Slide 91: Board organisation and work
Board organisation and work During the year, the Company remained committed to applying the principles of sound corporate governance Three specialized Board The Board of Directors committees The Lead Independent Director The Board of Directors, chaired Three Committees, each chaired The Lead I
Slide 92: Board organisation and work
Board organisation and work A busy year for the Board and its committees in 2016 The Board of Directors The Audit Committee 11 meetings with an 85% attendance rate 8 meetings with a 96% attendance rate In addition to approving the financial statements In addition to reviewing the financial statement
Slide 93: Board organisation and work
Board organisation and work A busy year for the Board and its committees in 2016 The Appointments and Compensation Committee The Governance Committee 5 meetings with an 87% attendance rate 3 meetings with a 100% attendance rate In connection with its annual review of the membership In connection wit
Slide 94: Report of the Lead Independent Director
Board organisation and work Report of the Lead Independent Director on the Board’s work in 2016 Frédéric Saint-Geours' role Role Report The Lead Independent Director is responsible The Lead Independent Director's report confirmed for ensuring that combining the roles of Chairman that the Board w
Slide 95: Membership of the Board of Directors
Membership of the Board of Directors Proposed re-election of directors and election of an independent female director (resolutions 9 to 14): Re-election Re-election of two Election of two independent Re-election of a qualified, directors representing of a new independent directors non-independent di
Slide 96: Profile of Christiane Féral-Schuhl
Membership of the Board of Directors Profile of Christiane Féral-Schuhl An attorney admitted to the Paris and Quebec Bars, Christiane Féral-Schuhl is a graduate of the University of Paris II. She has French and Canadian nationality She is specialised in new technology, IT and communication law a
Slide 97: Membership of the Board after this AGM
Membership of the Board of Directors After this Annual General Meeting, the Board will still have 12 members (subject to the voting of resolutions 9 to 15) Jean-Charles Naouri, Chairman and Chief Executive Officer Four other One other outside representatives of the Six independent directors qualifie
Slide 98: Appointment of a director representing employees
Membership of the Board of Directors Appointment of a director representing employees (subject to the voting of resolution 31) A proposal has been made to have employees represented on the Board under the terms and conditions set out in the French Law on Labour and Employment of 17 August 2015, pr
Slide 99: Compensation of corporate officers: directors' fees
Compensation of corporate officers Directors' fees in respect of 2016 Basic fee per director, unchanged since 2003: • €25,000, comprising a fixed fee of €8,500 and a variable fee of €16,500 depending on the director's attendance at Board meetings • Half of the above fee for representatives of the
Slide 100: Compensation of the Chairman and CEO in respect of 2016
Compensation of corporate officers Compensation of the Chairman and CEO in respect of 2016 (resolution 7) Fixed compensation of €480,000, unchanged Variable component representing up to 100% of fixed compensation (i.e., €480,000) if targets are met and up to 167.5% (i.e., €804,000) if targets ar
Slide 101: Structure of the Chairman and CEO's compensation for 2017
Compensation of corporate officers Structure of the Chairman and CEO's compensation in respect of 2017 (resolution 8) 2017 Annual compensation comprised of fixed and variable components Long-term incentive bonus Gross fixed compensation of €480,000, unchanged Introduction of long-term term incen
Slide 102: Resolutions: Daniel Marque
= > GROUPE Casino _-em_—_ Nourrirn UN MONDE be DIVERSITE
Slide 103: Presentation of the resolutions
Presentation of the resolutions Ordinary Shareholders' Meeting First and second resolutions Fourth to sixth resolutions Approval of the Annual and Consolidated Approval of related-party agreements Financial Statements for fiscal year 2016 • Letter of Commitment to Cnova • Amending Act to the Par
Slide 104: Presentation of the resolutions
Presentation of the resolutions Ordinary Shareholders' Meeting Seventh resolution Ninth to thirteenth resolutions Advisory vote on the components Re-election as Director of: of the compensation due or awarded • Gérald de Roquemaurel* to the Chairman and Chief Executive Officer, in respect of 201
Slide 105: Presentation of the resolutions
Presentation of the resolutions Ordinary Shareholders' Meeting Fourteenth resolution Sixteenth resolution Election of Christiane Féral-Schuhl* Authorisation for the Company to purchase as Director its own shares 10% of the share • Limit: Fifteenth resolution capital Vacancy on the Board of Dir
Slide 106: Presentation of the resolutions: financial authorisations
Presentation of the resolutions Extraordinary Shareholders' Meeting Seventeenth to twenty-fifth resolutions Renewal of the financial authorisations for 26 months (not valid during public tender offers) Terms R Subject and Conditions Maximum par value 17 • Share capital increase with PSR €59,000,00
Slide 107: Presentation of the resolutions: financial authorisations
Presentation of the resolutions Extraordinary Shareholders' Meeting Seventeenth to twenty-fifth resolutions Renewal of the financial authorisations for 26 months (cont.) (not valid during public tender offers) Terms R Subject and Conditions Maximum par value 22 • Share capital increase by capitali
Slide 108: Presentation of the resolutions: employee authorisations
Presentation of the resolutions Extraordinary Shareholders' Meeting Twenty-sixth to twenty-ninth resolutions Renewal of the financial authorisations for the benefit of employees Terms R Subject of authorisation Maximum par value 26 • Stock purchase options 38 months 27 • Stock subscription options
Slide 109: Presentation of the resolutions
Presentation of the resolutions Extraordinary Shareholders' Meeting Thirtieth resolution Thirty-first resolution Authorisation to reduce the share capital Statutory changes: appointment of Directors via the cancellation of own shares representing employees (articles 14, 16 and 29) • Number: • Li
Slide 110: Presentation of the resolutions
Presentation of the resolutions Extraordinary Shareholders' Meeting Thirty-second resolution Thirty-fourth resolution Statutory changes: increase to 75 Delegation for the purpose of ensuring the age limit for exercising the functions compliance of the Articles of Association of Chairman of the B
Slide 111: Reports of the Statutory Auditors
Ac tivity Results Perspectives Corporate social responsibility Corporate governance R REPORTS OF THE STATUTORY »,. AUDITORS . lutions MONDE DIVERSITE
Slide 112: Reports of the Statutory Auditors
Reports of the Statutory Auditors 2016 Registration Document Registration Document Contents Statutory Auditors' reports On the financial statements to the Ordinary Shareholders' • Consolidated Financial Statements Meeting • Annual Financial Statements On related-party agreements and commitment
Slide 113: Report on the Consolidated Financial Statements
Report on the Consolidated Financial Statements Page 28 of the 2016 Registration Document Registration Document Opinion on the financial statements Consolidated Financial Statements Clean opinion, with one observation concerning the restatement of comparative information in respect of discontinu
Slide 114: Report on the Annual Financial Statements
Report on the Annual Financial Statements Page 122 of the 2016 Registration Document Registration Document Opinion on the financial statements Annual Financial Statements Clean opinion, with one observation concerning the change in accounting methods relating to the application of the French ANC
Slide 115: Report on related-party agreements and commitments
Report on related-party agreements and commitments Pages 147 to 150 of the 2016 Registration Document Registration Document New authorisations Related-party agreements With Mercialys: signature of an Amending Act to the Real Estate Partnership and commitments Agreement, which had no impact on fi
Slide 116: Report on the Chairman's report on internal control
Report on the Chairman's report on internal control Page 193 of the 2016 Registration Document Registration Document Conclusion Report on the Chairman's report No matters to report on the information regarding the internal control and risk on internal control management procedures related to the
Slide 117: Statutory Auditors' special reports
Statutory Auditors' special reports 2016 Registration Document Registration Document Contents Statutory Auditors' special reports On the issue of shares and securities with and/or without preferential to the Extraordinary Shareholders' subscription rights (Resolutions 17, 18, 19, 20, 21, 23 and
Slide 118: Statutory Auditors' special reports
Statutory Auditors' special reports Resolutions 17 to 21, 23 and 24 (Pages 315 and 316 of the 2016 Registration Document) Registration Document Purpose of the report Special report on the issuance Delegation of authority, for a period of 26 months and within set limits, to carry out of shares an
Slide 119: Statutory Auditors' special reports
Statutory Auditors' special reports Resolution 26 (Page 317 of the 2016 Registration Document) Registration Document Purpose of the report Special report on the authorisation Authorisation for a period of 38 months within a limit not to exceed 2% to allocate stock purchase options of the total n
Slide 120: Statutory Auditors' special reports
Statutory Auditors' special reports Resolution 27 (Page 318 of the 2016 Registration Document) Registration Document Purpose of the report Special report on the authorisation Authorisation for a period of 38 months within a limit not to exceed 2% to allocate stock subscription of the total numbe
Slide 121: Statutory Auditors' special reports
Statutory Auditors' special reports Resolution 28 (Page 319 of the 2016 Registration Document) Registration Document Purpose of the report Special report on the allocation Authorisation for a period of 38 months within a limit not to exceed 2% of free existing shares or shares of the total numbe
Slide 122: Statutory Auditors' special reports
Statutory Auditors' special reports Resolution 29 (Page 320 of the 2016 Registration Document) Registration Document Purpose of the report Special report on the issue Delegation of authority, for a period of 26 months and within a limit not to exceed of shares or securities reserved 2% of the to
Slide 123: Statutory Auditors' special reports
Statutory Auditors' special reports Resolution 30 (Page 321 of the 2016 Registration Document) Registration Document Purpose of the report Special report on the share capital Delegation of powers, for a period of 26 months, to cancel purchased shares, reduction within a limit not to exceed 10% o
Casino, Guichard-Perrachon — Shareholder Meeting (May 2017) on 6ix