Seb Sa · EURONEXT:SK
Seb Sa — Groupe SEB — Shareholder Meeting (May 2023)
115 slides from Seb Sa's shareholder meeting presentation, May 17, 2023
Slide 1: 2023 General Meeting
2023 GENERAL MEETING Paris | May 17, 2023 Follow the webcast of the meeting here or at www.groupeseb.com
Slide 2: Note
2022 GENERAL MEETING NOTE This presentation may contain certain forward-looking statements regarding Groupe SEB’s activity, results and financial situation. These forecasts are based on assumptions which seem reasonable at this stage, but which depend on external factors including trends in commodit
Slide 3: Introduction
INTRODUCTION
Slide 4: Agenda
1. Financial results & outlook AGENDA 2. A strategy materialised by key achievements 3. Capital, dividend, share price & governance 4. Information prior to the vote on the resolutions 5. Statutory Auditors’ reports 6. Questions / Answers 7. Vote on resolutions
Slide 5: Financial Results & Outlook
01 FINANCIAL RESULTS & OUTLOOK
Slide 6: 2022 Sales
2022 Sales 6 17/05/2023 2023 Annual General Meeting
Slide 7: 2022 Key figures
2022 Key figures Sales ORFA €620m €7,960m ORFA Margin 7.8% -4.7% LFL -2.3 points Net profit Net financial debt €316m €1,973m -30% Leverage 2.3x 2022 vs 2021 7 17/05/2023 2023 Annual General Meeting
Slide 8: Sales growth 2021 to 2022
Sales growth 2021 ➔ 2022 in €m 8,059 7,960 -378 +269 +10 Organic Currency Scope growth effect -4.7% +3.3% +0.1%* -1.2% 2021 2022 * Including Zummo consolidated in Q4 2022 8 17/05/2023 2023 Annual General Meeting
Slide 9: 2022 Sales
2022 Sales Sales €7,960m -1.2% -4.7% LFL Professional Consumer €725m €7,234m +15.6% +9.2 % LFL -2.6% -5.9% LFL 9 17/05/2023 2023 Annual General Meeting
Slide 10: Strong momentum in the Professional business
Strong momentum in the Professional business Sales €725m +15.6% +9.2% LFL ▪ Double digit growth in Asia thanks to China’s high performance with Luckin Coffee ▪ Strong rebound in the US with Wilbur Curtis ▪ DACH region sees strong acceleration with both the WMF and Schaerer brands ▪ Growth is driven
Slide 11: Consumer sales decline on a high 2021 comparable base
Consumer sales decline on a high 2021 comparable base Sales €7,234m -2.6% -5.9% LFL ▪ Oversales in Small Domestic Equipment in 2021 ▪ Underperformance in France and Germany ▪ Effects of the Russia-Ukraine war ▪ Confirmation of positive momentum in China: Supor outperformance in a volatile market ▪ C
Slide 12: Annual sales by region
Annual sales by region In €m 2021 2022 As reported 2022 LFL EMEA 3,892 3,444 -12% -11% EMEA Western Europe 2,770 2,416 -13% -13% Other countries 1,121 1,028 -8% -7% AMERICAS 1,082 1,130 +5% -6% AMERICAS North America 788 797 +1% -10% South America 293 333 +14% +6% ASIA 2,458 2,660 +8% +2% ASIA China
Slide 13: 2022 Results
2022 Results 13 17/05/2023 2023 Annual General Meeting
Slide 14: Operating Result From Activity (ORFA)
Operating Result From Activity (ORFA) In €m 2020 2021 2022 2022 vs. 2021 Sales 6,940 8,059 7,960 -1.2% ORFA 605 813 620 -23.7% Op. margin 8.7% 10.1% 7.8% -2.3 pts 14 17/05/2023 2023 Annual General Meeting
Slide 15: ORFA bridge
ORFA bridge In € m +598 -367 813 -359 -3 -21 661 620 -41 Cost of sales 0 Growth Sales, general drivers and administrative Currencies Scope expenses effect Volumes Price mix 2021 2022 2022 LFL 15 17/05/2023 2023 Annual General Meeting
Slide 16: From ORFA to net income
From ORFA to net income In €m 2020 2021 2022 2022 vs 2021 ORFA 605 813 620 - 24 % Employee profit-sharing -24 -39 -17 Other operating income and -78 -59 -56 expense Operating profit 503 715 547 - 24 % Financial result -60 -65 -81 Tax -94 -142 -98 Non-controlling interests -48 -54 -52 Net profit 301
Slide 17: Simplified balance sheet
Simplified balance sheet In €m 2020 2021 2022 Fixed assets 4,250 4,444 4,651 Operating WCR 848 1,115 1,393 Total assets to be financed 5,098 5,559 6,044 Equity 2,735 3,291 3,449 Provisions 454 394 284 Other current assets and liabilities 391 350 338 Net financial debt 1,518 1,524 1,973 Total financi
Slide 18: Free cash flow generation
Free cash flow generation In €m +254 +874 -285 +620 -345 D&A/employee profit- sharing Chg. H1: - €683m Operating WCR H2: +€663m -186 Capex -79 -20 Tax and interest Chg. Non- operating WCR and ORFA Adjusted others Free cash EBITDA flow 18 17/05/2023 2023 Annual General Meeting
Slide 19: Change in net financial debt
Change in net financial debt In €m +197 1,973 +28 +204 Other* 1,524 +20 Currencies Dividend Free cash flow Net financial debt Net financial debt 12/31/2021 12/31/2022 *Incl. acquisitions, reorganisations, share buybacks 19 17/05/2023 2023 Annual General Meeting
Slide 20: Financial ratios over a long period
Financial ratios over a long period 2,8 2,4 2,3 2,1 1,9 1,8 2,1 1,9 1,5 1,3 1,2 1,6 1,0 1,1 1 0,9 1,3 0,8 0,6 0,7 0,6 0,6 0,5 0,5 0,4 0,3 0,3 0,2 11 12 13 14 15 16 17 18 19 20 21 22 Net financial debt/Adjusted EBITDA (excl. IFRS 16) IFRS 16 Net financial debt/Equity Ratios at 12/31 20 17/05/2023 202
Slide 21: 1st Quarter 2023 Sales and Outlook
1st Quarter 2023 Sales and Outlook 21 17/05/2023 2023 Annual General Meeting
Slide 22: Sales in line with expectations on a record comparable base
Sales in line with our expectations on a record comparable base Sales €1 822 m -4.9% -3.7% LFL Professionnal Consumer €209 m €1 613 m +34.1% +29.1% LFL -8.4% -6.6% LFL 22 17/05/2023 2023 Annual General Meeting
Slide 23: Outstanding performance of Professional business
Outstanding performance of Professional business Sales €209m +34.1% +29.1% LFL ▪ Double-digit growth in all regions: China, Germany, US, UK ▪ Sales momentum driven by both machine sales and services ▪ Acquisition of La San Marco 23 17/05/2023 2023 Annual General Meeting * Professional business = Pro
Slide 24: Consumer business, performances in line with expectations
Consumer business, performances in line with our expectations Sales €1,613m -8.4% -6.6% LFL ▪ Weak demand for Small Domestic Equipment ▪ Continuous difficulties in Western Europe (France and Germany in particular) and North America ▪ Sales in China temporarily down in Q1, but Supor continues to outp
Slide 25: ORFA analysis
ORFA analysis Operating Result €65m from Activity 3.6% ORFA margin -€75m vs Q1 2022 Reminder: Q1 ORFA not representative of FY performance • Difficult start to the year as expected: impact of high production costs in 2022 and lower sales • Lower raw material and freight costs: positive impact expect
Slide 26: Net financial debt analysis
Net financial debt analysis Net financial debt €1,864m* at 31/03/2023 -€109m vs 31/12/2022 ▪ Decrease in Net Financial Debt as compared to 31/12/2022 • Positive free cash-flow generation above €200m • Further reduction in inventories • Acquisition of La San Marco ▪ Healthy and well-balanced financin
Slide 27: Outlook 2023
Outlook 2023 ▪ Progressive recovery in Consumer sales ▪ Strong growth in Professional sales ▪ Increase in full-year Group ORFA margin 27 17/05/2023 2023 Annual General Meeting
Slide 28: A Strategy Materialised by Key Achievements
02 A STRATEGY MATERIALISED BY KEY ACHIEVEMENTS
Slide 29: The Group's external growth strategy
The Group's external growth strategy 29 17/05/2023 2023 Annual General Meeting
Slide 30: Fundamentals of our acquisition strategy
Fundamentals of our acquisition strategy ▪ Complementarity: ▪ Products families / brands ▪ Geographies ▪ Business lines ▪ Bolt-on or structuring acquisitions ▪ Transactions historically financed by debt ▪ A still solid balance sheet that allows the Group to seize new opportunities ➔ Over €600m inves
Slide 31: A long-lasting history of acquisitions
A long-lasting history of acquisitions 2016 2022 2023 2005 2011 2019 8059 7960 2018 2020 1988 7354 2001 6485 6812 6940 1972 4770 1998 2004 2007 1997 1968 2870 2015 1825 1764 170 2006 1953 1975 1998 2000 2007 2015 2016 2017 2018 2019 2020 2021 2022 2023 Sales in €m 31 17/05/2023 2023 Annual General M
Slide 32: A strategy to consolidate the Professional activity
A strategy to consolidate the Professional activity ▪ Strong growth business with high profitability ▪ Services that complement equipment sales ▪ Synergies with the Consumer business ▪ Many niche players, specialised by products or geographies Bolt-on acquisitions and development of synergies 32 17/
Slide 33: Becoming a global player in Small Professional Equipment
Becoming a global player in Small Professional Equipment Professional beverages Hotels Kitchens / Restaurants Coffee Full auto Filter Traditional Fruit juices Historic indirect presence 2016 2016 2019 2023 2022 2016 2019 2023 33 17/05/2023 2023 Annual General Meeting
Slide 34: Acquisition of Zummo, world leader in juice extraction
Acquisition of Zummo, the world leader in juice extraction 2022 sales: €25m 34 17/05/2023 Assemblée Générale 2023
Slide 35: Acquisition of La San Marco
Acquisition of La San Marco, the Italian coffee machine icon 2022 Sales : €20m 35 17/05/2023 Assemblée Générale 2023
Slide 36: Acquisition 2023 - Pacojet
Acquisition 2023 - Pacojet 2022 Sales: €24m
Slide 37: The Group in China with Supor
The Group in China with Supor 37 17/05/2023 2023 Annual General Meeting
Slide 38: A growing market supported by a booming middle class
A growing market supported by a booming middle class Chinese middle class Growth drivers Trade-up through ~800m (e) innovation … New territories ~400m New product categories ~110m ~50m Digitalization, 2006 2015 2022 2035 omnichannel distribution Source: International Finance Forum, National Bureau o
Slide 39: An increasingly digital market
An increasingly digital market with social networks and new platforms SUPOR: online sales weigh evolution 70% More than 65% 45% 2,300 influencers 15% 0% 2006 2011 2018 2020 2022 39 17/05/2023 2023 Annual General Meeting
Slide 40: Supor is now the market leader
Thanks to its operational excellence, Supor is now the market leader Cookware Kitchen electrics 2006 2022 #1 #1 #1 2022 Sales #2 3x 2015 Sales vs. #2 1,5x #3 vs. #2 2006 40 17/05/2023 2023 Annual General Meeting
Slide 41: A competitive production base
A competitive production base 150m ▪ 5 state-of-the-art plants in China + 1 in Vietnam Production units / capacity x5 year ➔ Cookware : Wuhan, Yuhuan, Vietnam 2022 ➔SDA : Hangzhou, Shaoxing < 30m ➔LKA: Shaoxing units / year ▪ ~12,000 employees 2006 41 17/05/2023 2023 Annual General Meeting
Slide 42: For the first time, sales of more than €2 billion in 2022
For the first time, sales of more than € 2 billion in 2022 Evolution in RMB of Supor sales* €2,1 bn 14,9 14,2 13,6 x10 in 16 years 12,1 12,8 10,2 8,4 7,7 6,2 5,3 4,7 4,5 3,7 2,5 2,8 2,0 1,5 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 * Supor domestic sales 42
Slide 43: Sustainable development
Sustainable development 43 17/05/2023 2023 Annual General Meeting
Slide 44: The Group is a pioneer in sustainable development (1/2)
The Group is a pioneer in sustainable development (1/2) Creation of a Creation of tinsmith's Sustainable workshop in Development Groupe SEB Selongey Department Foundation 1857 1976 1995 2003 2004 2007 First independent Creation of the Audit director Committee/Appointment 1st cookware range of and Re
Slide 45: The Group is a pioneer in sustainable development (2/2)
The Group is a pioneer in sustainable development (2/2) Ambition 2018-2023 2017 2018 2019 Director representing Carbon neutrality by employee shareholders at 2050 (validated by the Board SBTi) 2022 2021 2020 Creation of the Separation of Includeo range Strategy and CSR functions Chairman / Committee
Slide 46: 2022 ESG achievements - Environment
2022 ESG achievements - Environment Pursuing our Carbon Neutral Trajectory (by 2050) Scope 1 & 2 - 34 % carbon intensity* reduction in our plants (base line 2016) * Carbon intensity by product 46 17/05/2023 2023 Annual General Meeting
Slide 47: 2022 ESG achievements - Environment
2022 ESG achievements - Environment Focus on circular economy 90 % 42 % of our SDA products* of recycled materials are repairable in our for 15 years products/packaging * Excluding China 47 17/05/2023 2023 Annual General Meeting
Slide 48: Acting for environment and people
Acting for environment and people 2 awards in 2022 SDA repair center for all SEB brands Two objectives ▪ Circular economy ▪ Professional reintegration 48 17/05/2023 2023 Annual General Meeting
Slide 49: 2022 ESG achievements - Social
2022 ESG achievements - Social Focus on people 2,6 2,0 Lost time 1,5 injury rate 1,1 0,8 = 0.84 2018 2019 2020 2021 2022 49 17/05/2023 2023 Annual General Meeting
Slide 50: 2022 ESG achievements - Social
2022 ESG achievements - Social Focus on people 91% 95% 89% 90% 89% Women manager ratio 43% 43% 43% 42% = 95 % 42% 41% % women in the Group % women manager 38% 38% 40% 38% 2018 2019 2020 2021 2022 50 17/05/2023 2023 Annual General Meeting
Slide 51: Extra-financial performance
Extra-financial performance A– 8% of the top 20,000 companies 65/100 1st in the sector For over 10 years 51 17/05/2023 2023 Annual General Meeting
Slide 52: Thank you
Thank you 52 17/05/2023 Assemblée Générale 2023
Slide 53: Capital, Dividend, Share Price and Governance
03 CAPITAL, DIVIDEND, SHARE PRICE AND GOVERNANCE
Slide 54: Share capital breakdown at 31/12/2022
Share capital breakdown at 31/12/2022 Treasury shares 0.5% Individual shareholders 6.8% Family concerted voting blocks** Free float = 40.5% of share 33.5% capital Institutional 55.3m shares Shareholders from investors 33.7% (in % of capital) Founding Group FÉDÉRACTIVE and associates* 7,2% Other fami
Slide 55: Voting rights breakdown at 31/12/2022
Voting rights breakdown at 31/12/2022 Treasury shares 0.3% Individual shareholders 6.1% Free float = 31% of voting rights Family concerted voting blocks** 39.2% Institutional 86.3m theoretical investors 24.9% Shareholders from votes Founding Group Employees 3.0% Peugeot Invest Assets 5.3% FÉDÉRACTIV
Slide 56: SEB: 1-year share price evolution
SEB: 1-year share price evolution Share price as of May 12: €105.7 Market capitalisation as of May 12: €5,849m €130 €120 +14.5% €110 +1.8% €100 €90 €80 €70 €60 €50 May-22 Jul-22 Sep-22 Nov-22 Jan-23 Mar-23 SEB SBF 120 (rebased) 56 17/05/2023 2023 Annual General Meeting
Slide 57: SEB: 15-year share price evolution
SEB: 15-year share price evolution Share price as of May 12: €105.7 Market capitalisation as of May 12: €5,849m €180 €160 €140 €120 +168.3% €100 €80 €60 +51.1% €40 €20 €0 SEB SBF 120 (rebased) 57 17/05/2023 2023 Annual General Meeting
Slide 58: Dividend trend over 15 years
Dividend trend over 15 years (in €) Average annual 2,45 2,45* Loyalty bonus: +10% growth : +7.85% (for registered shares held for two 2,14 consecutive years) 1,95 1,82 1,56 1,40 1,31 1,26 1,20 1,14 1,30 1,06 0,95 0,85 * Proposed at the AGM of 17 May 2023 2008 2009 2010 2011 2012 2013 2014 2015 2016
Slide 59: Highlights of Governance in 2022
Highlights of Governance in 2022 Separation of the roles of Chairman and Chief Executive Officer in accordance with the decision of the Board of Directors on February 10, 2022 From July 1, 2022 Thierry de La Tour d'Artaise Stanislas de Gramont Chairman Chief Executive Officer ➢ Dynamic duo, distribu
Slide 60: Composition of the Board of Directors
Composition of the Board of Directors (at December 31, 2022) 16 1/3 Employee directors Employee-shareholder director independent 2 1 Members directors Nora Bey Laurent Henry Thierry de La Tour d’Artaise Brigitte Forestier FÉDÉRACTIVE 1 VENELLE INVESTISSEMENT The status of independent is assessed mem
Slide 61: The Board of Directors in 2022
The Board of Directors in 2022 55 years old Average age 96% attendance rate 54% women* 10 Meetings, of which 3 held remotely * 7/13: employee directors and the employee-shareholder director are not included in this calculation in accordance with the provisions of the Pacte law 61 17/05/2023 2023 Ann
Slide 62: Audit and Compliance Committee
Audit and Compliance Committee (at December 31, 2022) 4 members Main responsibilities • Risk identification and management FSP BPIFrance Catherine Jérôme Investissement Yseulys • Internal control policy, annual Pourre Lescure Anne Guérin Costes internal audit programs • Relevance and reliability of
Slide 63: Governance and Remuneration Committee
Governance and Remuneration Committee (at December 31, 2022) Main responsibilities 5 members Succession plan for executive officers and senior managers Governance, ethics and diversity Venelle Généraction Peugeot Composition, operation and Jean-Pierre Brigitte Duprieu Investissement Caroline Invest
Slide 64: Strategic and CSR Committee
Strategic and CSR Committee (at december 31 2022) 6 members Principales missions Reviews and provides recommendations on: • the strategic Venelle orientation Thierry de FSP Généraction BPIFrance Peugeot Investissement established by La Tour Catherine Thierry investissement Invest Assets Pourre Willi
Slide 65: Information Prior to the Vote on the Resolutions
04 INFORMATION PRIOR TO THE VOTE ON THE RESOLUTIONS
Slide 66: Ordinary resolutions
INFORMATION PRIOR TO THE VOTE ON THE RESOLUTIONS Ordinary resolutions
Slide 67: Resolutions 1 to 3: Approval of financial statements and allocation of result
Resolutions 1 to 3: Approval of the financial statements and allocation of the result Resolution 1 Resolution 2 Resolution 3 Approval of the separate Approval of the consolidated Allocation of the result for the financial statements for the year financial statements for the year year ended December
Slide 68: Resolutions 4 to 8: Composition of the Board of Directors
Resolutions 4 to 8: Composition of the Board of Directors Resolution 4 : Proposal to reappoint Jean-Pierre Duprieu as director for a four-year term Jean-Pierre Duprieu, is a graduate from the Institut National Agronomique (AgroParisTech), the Institut de Contrôle de Gestion and the International For
Slide 69: Resolutions 4 to 8: Composition of the Board of Directors
Resolutions 4 to 8: Composition of the Board of Directors Resolution 5 : Proposal to reappoint William Gairard as director for a four-year term William Gairard is a Graduate of EM Lyon and holder of an IUP master’s in Management Sciences from the Université Jean Moulin Lyon III. William Gairard spen
Slide 70: Resolutions 4 to 8: Composition of the Board of Directors
Resolutions 4 to 8: Composition of the Board of Directors Resolution 6 : Proposal to reappoint Généraction, represented by Caroline Chevalley as director for a four-yearterm Caroline Chevalley holds a law degree from the University of Lausanne. She is the co-founder and Chairman of GÉNÉRACTION, an a
Slide 71: Resolutions 4 to 8: Composition of the Board of Directors
Resolutions 4 to 8: Composition of the Board of Directors Resolution 7 : Proposal to reappoint Thierry Lescure as director for a four-year term Thierry Lescure holds a master’s degree in Business law and Taxation from the University of Paris, Panthéon Assas, and a master’s in Business Administration
Slide 72: Resolutions 4 to 8: Composition of the Board of Directors
Resolutions 4 to 8: Composition of the Board of Directors Resolution 8 : Proposal to reappoint Aude de Vassart as director for a four-year term Aude de Vassart holds a degree from ISEP and an MBA from HEC. She began her career in 2001 as an electrical engineer in England at STMicroelectronics, then
Slide 73: Resolutions 9 to 14: Say on Pay
Resolutions 9 to 14: Say on Pay Resolution Approval of the 2022 remuneration no. Ex post Say on Pay 9 Approval of remuneration paid to all executive officers 2022 10 Approval of the 2022 remuneration of Thierry de La Tour d'Artaise 11 Approval of the 2022 remuneration of Stanislas de Gramont Resolut
Slide 74: Say on Pay: Ex Post 2022
Say on Pay: Ex Post 2022 Resolutions 10 and 11: approval of the 2022 remuneration for executive officers 2022 remuneration of 1er juillet 2022 2022 remuneration of July 1, 2022 Thierry de La Tour d'Artaise Stanislas de Gramont Resolution 10 Resolution 11 Approval of the remuneration Separation Appro
Slide 75: Remuneration 2022 for Thierry de La Tour d'Artaise
Components of remuneration paid or allocated for the 2022 financial year to Thierry de La Tour d'Artaise Resolution 10: Chairman and Chief Executive Officer from 1 January to 30 June 2022 And Chairman from 1 July 2022 ANNUAL REMUNERATION MEDIUM/LONG-TERM REMUNERATION Number 2020 2021 2022 €k 2020 20
Slide 76: Remuneration 2022 for Stanislas de Gramont
Components of remuneration paid or allocated for the 2022 financial year to Stanislas de Gramont Resolution 11: Chief Operating Officer from 1 January to 30 June 2022 Chief Executive Officer from 1 July 2022 ANNUAL REMUNERATION MEDIUM/LONG-TERM REMUNERATION €k 2020 2021 2022 Number 2020 2021 2022 Pe
Slide 77: Ex Ante: Remuneration policy for executive officers
Ex Ante: Remuneration policy for executive officers PRINCIPLES The remuneration policy adheres to the following principles: • Completeness and simplicity • Balance and consistency • Motivation and performance • Transparency regarding the criteria for and components of remuneration Senior manager rem
Slide 78: Ex Ante: Remuneration policy (Resolutions 12 to 14)
Ex Ante: Remuneration policy for executive officers (Resolutions 12 to 14) Remuneration policy 2023 Chairman of the Board of Directors (Resolution 12) Fixed remuneration €950k * Annual variable remuneration None Performance shares None Remuneration for the office of director €55k Benefits in kind €8
Slide 79: Ex Ante: Annual variable remuneration of the CEO
Ex Ante: Remuneration policy for executive officers Annual variable remuneration of the CEO CSR Criteria 15% Qualitative criteria (40%) Quantitative criteria (60%) Collective Performance Quantified CSR criteria 10% Revenue growth Individual performance Growth in Operating Collective performance Resu
Slide 80: Ex Ante: Remuneration policy (Resolutions 12 to 14)
Ex Ante: Remuneration policy for executive officers (Resolutions 12 to 14) Remuneration policy 2023 Chairman and Chief Executive Officer (Resolution 13) Remuneration Long-term commitments Fixed remuneration €825k Pension commitment Variable remuneration Target of 100% Incapacity, disability and deat
Slide 81: Ex Ante: Remuneration policy for directors (Resolution 14)
Ex Ante: Remuneration policy for directors (Resolution 14) PRINCIPLES STRUCTURE Fixed portion Variable portion The terms of directors’ remuneration are set Position (40%) (60%) by the Board of Directors on a proposal from Director €14,000 €21,000 the Governance and Remuneration Committee Committee.
Slide 82: Authorization to buy back own shares (Resolution 15)
Authorization to be granted to the Board of Directors for the company to buy back its own shares (Resolution 15) Since the existing authorization is due to expire, Resolution 15 invites the shareholders to vote to again authorize the Board of Directors to trade in the company’s shares Durée de Prix
Slide 83: Extraordinary Resolutions
INFORMATION PRIOR TO THE VOTE ON THE RESOLUTIONS Extraordinary Resolutions
Slide 84: Grant of performance shares (Resolution 16)
Grant of performance shares (Resolution 16) Ceiling: Authorization period: Plafond : Durée de l'autorisation : 220,000 220 000 14 14 shares actions months mois or 0.398% of the share capital soit 0,39756% du capital social Number of shares that can be granted to CEO 12,000 shares or 0.022% of the sh
Slide 85: Statutory Auditors' Reports
05 STATUTORY AUDITORS’ REPORTS
Slide 86: Summary
Summary • Report on the financial statements • Report on the consolidated financial statements • Special report on regulated agreements • Reports on transactions relating to capital 86 17/05/2023 2023 Annual General Meeting
Slide 87: Auditors' report on annual financial statements
Statutory Auditors' report on the annual financial statements for the year ended December 31, 2022 Universal Registration Document: pages 354 to 358 Resolution 1 • Unqualified certification of the financial statements with no matters to report • “The financial statements give a true and fair view of
Slide 88: Auditors' report on consolidated financial statements
Statutory Auditors' report on the consolidated financial statements for the year ended December 31, 2022 Universal Registration Document: pages 326 to 330 Resolution 2 • Unqualified certification of the financial statements with no matters to report • “The consolidated financial statements give a tr
Slide 89: Auditors' report on regulated agreements
Statutory Auditors' report on regulated agreements for the year ended December 31, 2022 • Universal Registration Document: pages 386 to 389 • Agreements subject to the approval of the Shareholders’ Meeting • No agreements authorized and entered into in the past year • Agreements already approved by
Slide 90: Auditors' Report on capital transactions
Statutory Auditors' Report on capital transactions Authorizations to be given to the Board of Directors • Resolution 16 • Object of the report • Authorization for a period of 14 months to award existing bonus shares to employees and/or senior managers • Specific verifications • No matters to report
Slide 91: Questions / Answers
06 QUESTIONS / ANSWERS
Slide 92: Questions
QUESTIONS
Slide 93: Vote on Resolutions
07 VOTE ON RESOLUTIONS
Slide 94: Ordinary Resolutions
ORDINARY RESOLUTIONS 94 17/05/2023 2023 Annual General Meeting
Slide 95: 1st Resolution
1ST RESOLUTION ORDINARY RESOLUTIONS APPROVAL OF THE SEPARATE FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022 WHICH SHOW A NET PROFIT OF €181,969,480 95 17/05/2023 2023 Annual General Meeting
Slide 96: 2nd Resolution
2ND RESOLUTION ORDINARY RESOLUTIONS APPROVAL OF THE CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED 31 DECEMBER 2022 WHICH SHOW A NET PROFIT ATTRIBUTABLE TO OWNERS OF THE PARENT OF €316,215,448 96 17/05/2023 2023 Annual General Meeting
Slide 97: 3rd Resolution
3RD RESOLUTION ORDINARY RESOLUTIONS ALLOCATION OF THE RESULT FOR THE YEAR ENDED 31 DECEMBER 2022 AND SETTING OF THE DIVIDEND OF 2.45 EUROS PER SHARE 97 17/05/2023 2023 Annual General Meeting
Slide 98: 4th Resolution
4TH RESOLUTION ORDINARY RESOLUTIONS REAPPOINTMENT OF JEAN-PIERRE DUPRIEU AS A DIRECTOR FOR 4 YEARS 98 17/05/2023 2023 Annual General Meeting
Slide 99: 5th Resolution
5TH RESOLUTION ORDINARY RESOLUTIONS REAPPOINTMENT OF WILLIAM GAIRARD AS A DIRECTOR FOR 4 YEARS 99 17/05/2023 2023 Annual General Meeting
Slide 100: 6th Resolution
6TH RESOLUTION ORDINARY RESOLUTIONS REAPPOINTMENT OF GENERACTION, REPRESENTED BY CAROLINE CHEVALLEY AS A DIRECTOR FOR 4 YEARS 100 17/05/2023 2023 Annual General Meeting
Slide 101: 7th Resolution
7TH RESOLUTION ORDINARY RESOLUTIONS REAPPOINTMENT OF THIERRY LESCURE AS A DIRECTOR FOR 4 YEARS 101 17/05/2023 2023 Annual General Meeting
Slide 102: 8th Resolution
8TH RESOLUTION ORDINARY RESOLUTIONS REAPPOINTMENT OF AUDE DE VASSART AS A DIRECTOR FOR 4 YEARS 102 17/05/2023 2023 Annual General Meeting
Slide 103: 9th Resolution
9TH RESOLUTION ORDINARY RESOLUTIONS APPROVAL OF INFORMATION ABOUT THE REMUNERATION OF ALL EXECUTIVE OFFICERS REFERRED TO IN ARTICLE L. 22-10-9 I OF THE FRENCH COMMERCIAL CODE 103 17/05/2023 2023 Annual General Meeting
Slide 104: 10th Resolution
10TH RESOLUTION ORDINARY RESOLUTIONS APPROVAL OF FIXED, VARIABLE AND EXCEPTIONAL COMPONENTS OF THE TOTAL REMUNERATION AND BENEFITS OF ALL KINDS, PAID OR ALLOCATED FOR THE 2022 FINANCIAL YEAR TO THIERRY DE LA TOUR D'ARTAISE 104 17/05/2023 2023 Annual General Meeting
Slide 105: 11th Resolution
11TH RESOLUTION ORDINARY RESOLUTIONS APPROVAL OF FIXED, VARIABLE AND EXCEPTIONAL COMPONENTS OF THE TOTAL REMUNERATION AND BENEFITS OF ALL KINDS PAID OR ALLOCATED FOR THE 2022 FINANCIAL YEAR TO STANISLAS DE GRAMONT 105 17/05/2023 2023 Annual General Meeting
Slide 106: 12th Resolution
12TH RESOLUTION ORDINARY RESOLUTIONS APPROVAL OF THE REMUNERATION POLICY FOR THE CHAIRMAN FOR 2023 106 17/05/2023 2023 Annual General Meeting
Slide 107: 13th Resolution
13TH RESOLUTION ORDINARY RESOLUTIONS APPROVAL OF THE REMUNERATION POLICY FOR THE CHIEF EXECUTIVE OFFICER FOR 2023 107 17/05/2023 2023 Annual General Meeting
Slide 108: 14th Resolution
14TH RESOLUTION ORDINARY RESOLUTIONS APPROVAL OF THE REMUNERATION POLICY FOR DIRECTORS 108 17/05/2023 2023 Annual General Meeting
Slide 109: 15th Resolution
15TH RESOLUTION ORDINARY RESOLUTIONS AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS FOR THE COMPANY TO BUY BACK ITS OWN SHARES 109 17/05/2023 2023 Annual General Meeting
Slide 110: Extraordinary Resolutions
EXTRAORDINARY RESOLUTIONS 110 17/05/2023 2023 Annual General Meeting
Slide 111: 16th Resolution
16TH RESOLUTION EXTRAORDINARY RESOLUTIONS AUTHORIZATION TO BE GRANTED TO THE BOARD OF DIRECTORS FOR THE GRANTING OF PERFORMANCE SHARES 111 17/05/2023 2023 Annual General Meeting
Slide 112: 17th Resolution
17TH RESOLUTION EXTRAORDINARY RESOLUTIONS POWERS TO CARRY OUT FORMALITIES 112 17/05/2023 2023 Annual General Meeting
Slide 113: Thank you for your attention
GROUPE SEB THANK YOU FOR YOUR ATTENTION
Slide 114: Contacts
Investor/Analyst Relations Media Relations Groupe SEB Groupe SEB Investor Relations and Corporate Communication Dept Financial Communication Dept Olivier Gernandt Cathy Pianon C O N TA C T S Guillaume Baron Anissa Djaadi ogernandt@groupeseb.com Marie Leroy gbaron@groupeseb.com presse@groupeseb.com T
Slide 115: Agenda: Upcoming events 2023
Upcoming events – 2023 AGENDA July 26 | after market H1 2023 sales and results October 26 | after market Nine-month 2023 sales and financial data 115 17/05/2023 2023 Annual General Meeting