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AGM 2023

May 10, 2023

Operator

Ladies and gentlemen, good morning. Welcome to the general assembly. You have been summoned here as shareholders. This general assembly is being streamed online in French and in English. A recording will also be put online. Before we move on to the bureau, we suggest that you watch a short film about the group. We will proceed to the composition of the board of directors. Alexis Ravalet, representative, and Madame Daniela Kotseva, representing Equitis Gestion. I'd like to ask the shareholders who oppose this to raise their hands. I'm not sure that you can hear me. No, we can't hear you. Maybe a microphone, please.

Speaker 15

I oppose this. I represent about 1,500 shareholders, over 4 million shares. I would say that with Rallye as the main shareholder is a bias, that could pose some issues for the composition of the board of directors. I'm opposed to it. Thank you.

As the chairman said, the assembly's board is composed of those who have accepted this position. The situation of Rallye does not pose a conflict of interest. Rallye has a certain number of shares. Equitis Gestion as well has a certain number of shares. The bureau must now designate a secretary. I suggest Mr. Jean-Yves Haagen . This general secretary and member of the executive committee is present as well. The directors of different French companies are here.

We have Vincent Doumerc. These people will be able to answer your questions. There are also other statutory auditors who will be able to present their reports. This session is being recorded, the audio and video. There is a speed typist from the Chamber of Commerce and a bailiff. The quorum required for a general assembly has been reached. The assembly can now deliberate. All of the documents related to this assembly are in accordance with legal obligations available online and at headquarters for shareholders. The agenda was published in the BALO. We're now going to present to you the different activity reports from 2022. First of all, the highlights of the year. First, France. In 2022, we did improve the mix of our activities. We distinguished profitable formats from others.

With the end of COVID, we had more tourists coming and marked recovery. This was noticed at Monoprix, Franprix, Monop', and Casino. With these formats, which are the most buoyant, with hyper and supermarkets, we've developed a discount offer with Leader Price adapted to the high inflation rates. Revenue was very good at Leader Price. We will get back to this. Leader Price represents 8% of volume sold in supermarkets and hypermarkets, which, compared to zero, just two years ago. Profitability stabilized in the second semester with progression on the most profitable formats, Monoprix and Franprix. We saw a progression in the profitability of these things. They had 52% of the market. There was a great improvement from 2019. As for the debt in France, we reimbursed and purchased up over EUR 1 billion.

The asset disposal plan is aiming to hit EUR 4.5 billion by the end of 2023. For the first quarter of 2023, we've seen an improvement in Parisian proximity shops. Figures remain stable among the different formats, but better in proximity stores such as Monoprix and Franprix in Paris. The figures were less positive in hypermarkets and supermarkets. Another important point that we've already spoken about is the decrease in stocks compared to the end of 2022. We've decreased stocks, and we will be decreasing costs by EUR 205 million over the year. We are continuing to expand proximity formats with close to 200 openings planned for this quarter. We are not opening any more hypermarkets. These discount models are continuing to transform with their consequences on our activity.

We will go back to this later in more detail. In Latin America, figures show a change in 2022 in ROC, EBITDA, and revenue. There are good figures with Assaí and Éxito. As you know, the hypermarkets have been sold to Assaí. I won't go over the figures in detail, but you can see that they're positive and very positive for Éxito and Assaí, and negative for GPA due to the sale of the hypermarket underway. In November 2022, the sale of 10% of Assaí for EUR 491 million took place. We'll see how that continued to play out in early 2023. In the first quarter of 2023, you have the figures here.

You can see that things are positive for GPA and Éxito with a total of 11.4% organic growth. As I mentioned, in March 2023, we sold 18% of Assaí, which we also lost the control over this Brazilian brand. The asset sale plan between GPA and Grupo Éxito was approved by the General Assembly in February 2023, and it should be finalized in the next few weeks, assuming that approval is received from the necessary authorities. Let's go over France in more detail. Here you have the figures from France. First, without tax, the volume of sales, and the new openings. The France total for sales went up 1.5% in 2022.

The volume of sales did not differ very much compared to the year before. It was about zero in hypermarkets and supermarkets, but the figures were quite positive in the formats we consider the most buoyant. As for openings, those continue as planned, as we wished. A new Franprix, 180 new Franprix were opened. For Spar, Vival, and so on, more than 600 new stores were opened. There are comments on each of these formats that follow. You can see that for proximity, Casinos, there's + 6.6% growth. We are convinced that this format is very has a bright future ahead of it. In these rural areas, people are very far away from hypermarkets, and gas is very expensive, so they need these proximity stores.

As for Franprix, it began to take off again starting in the second semester of 2022. Paris started up again and expansions took place as well. Monoprix saw a return to growth in the third and fourth quarters of 2022, it is continuing at an acceptable speed. For hypermarkets and supermarkets, the year was satisfactory overall at +1%. It was in the fourth quarter where we saw real growth. The figures are not very good for that quarter. The response for hypermarkets and supermarkets, as you see, has been the decrease in prices. That's been very significant. We are in the mid-market, which was not the case just a few weeks ago. Acceleration of sales of Leader Price products has been very strong.

It's 8% of product share. That means that average price for customers is decreasing despite inflation. The strategic priorities you are already familiar with because we've been developing those for years. We want to return to growth with the buoyant formats. During the first semester, Paris had rather a low level of activity due to COVID and low tourism. Starting in the third quarter, we saw a surge from Monoprix and Franprix, as well as in rural proximity stores. As I indicated previously, we saw strong digital growth from proximity stores with 879 stores opened. Now we have more than 9,000 stores. It's 9,100 stores, which is a strategic plus for the lifespan of the brand. We have many click-and-collect points in these stores as well.

These proximity stores are almost always in franchises, which means for the Casino Group, there's not that much need to invest, and they have strong potential for growth. In Île-de-France, outside Paris, there are 10 million inhabitants of Île-de-France who don't live in Paris, there's a lot of potential there. In small cities, in more rural areas where proximity stores meet a clear client need. The strategic strength of these proximity stores is that we have achieved a certain saturation of the market, both with Franprix in Paris and with more rural stores. The Géant Casino hypermarkets have almost all been converted.

The subscription model that we launched a few years ago to give people 10%, a 10% discount on all food products if they paid a subscription of about 49 EUR per year, has been very good. There are over 370,000 subscribers. E-commerce and digital channels. For e-commerce, we've pursued the partnerships that we've already had for several years with different with Ocado. We've started a new platform to anticipate increases in volume and to clear out our current warehouses. We have a partnership with Amazon and the cities of w e're expanding this partnership to Lille and Nantes. There's been a tremendous growth in digital service use in 2022. There were many initiatives taken in this realm.

We now have 600 stores that have automated solutions such as self-checkout, self-scanning with smartphones. Two-thirds of checkouts in hypermarkets and supermarkets are carried out via smartphone. You scan your products with your smartphone and then show it to the QR reader at the end. These discount stores are developing new solutions for clients, such as the CARS solution by Cdiscount. They use AI to optimize ad revenue. The environment in 2022 and 2023 has been marked by inflation. As you know, we've developed a range of different initiatives such as the anti-inflation basket, different petrol programs as well, making petrol cost 1 EUR per liter or 1.20 EUR.

Every week, there's a new selection of fresh products available at a low price, there are bulk packages sold at reduced prices as well. Leader Price products are showing strong growth. There's been a progression of 8.8% at Franprix. This is quite good. In hypermarkets and supermarkets, we've developed shops in shops and corners in stores that are smaller. We have 66 franchised Leader Price stores in metropolitan France. For the first quarter of 2023, the figures were published recently. Figures were overall satisfactory for proximity stores and in Paris. Negative figures were visible for hypermarkets and supermarkets, which amounted to zero change overall. Customer traffic has been positive for Franprix. Sales have been good, up 6% in the first quarter of the year.

Monoprix has also had positive traffic, up 4% and a comparable revenue of, yes, 4.2%. Casino Proximité is doing well also. Hypermarkets experience more difficulty, which led to decreases in prices over the last two months. This means that now, if we take into account the remaining generosity, we are in the mid-tier part of the market, where we didn't used to be in the past. Leader Price is also changing the perceived price. The own brand products are often the object of promotions if they're bought in multi-packs. Prices decreased over the winter, this had a positive impact on customer traffic and on volumes sold, especially in supermarkets. Cdiscount, the main figures are here on the screen. We can see that own brand sales have been decreasing.

We're keeping a close eye on this trend. We're seeing an increase in the share of the marketplace. Its share of the market has gone over 50%, we're seeing a satisfactory evolution of revenue from other sources. It's gone up to EUR 71 million. B2B, Octopia, has been doing very well also. The figures are still small, but these are long-term contracts, so these figures should be multiplied by the end of the contract. Over the first quarter, we see a continuation of these trends, an increase in the share of the marketplace, which reaches 57% of the GMV, which is the total volume. A progression of the gross margin by six points. Over the last week, we've seen that the marketplace, its value in euros has increased by 5%.

Advertising services have grown 9% over the past year, which is a twofold growth compared to 2019, and this is supported by the energy of retail media. There's the development of B2B activities, drawn upward by Octopia. Growth of 42% there in B2B revenue. Cdiscount carried out a destock plan at the end of 2022. We are on the right path for meeting the goals that we set for ourselves of EUR 75 million in savings by the end of the year. To this objective, we added EUR 15 million of additional savings despite the inflation. Now I will give the floor to the main operating officers who will tell you more about their activity.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

We'll start with Magali. Magali Daubinet-Salen.

Magali Daubinet-Salen
CEO of Distribution Casino France, Casino Guichard-Perrachon

Good morning, everyone. I am honored to be here with you today, even though, as we know, this is not an easy time for Casino brands. For 150 years, we've been defending quality, and during this unusual time, we must continue to lead this fight for our customers. For a year now, we have been implementing a whole slate of actions to limit the effects of inflation, decrease in gas prices, the anti-inflation basket, developing the subscription model, and also the return of Leader Price products in our stores. These actions are paying off. Sales of Leader Price products have gone up 120% over the last quarter, and they represent more than 8% of our volume now.

We have 260,000 subscribers, this is a very important number for us because they consume four times more in our stores than non-subscribers. This is not enough. It is no longer enough because inflation is continuing, we need to continue our efforts, which is what we have done. We've decreased prices of 10,000 daily products that are essentials for daily life. Even 20,000 products in some hypermarkets. This is a decrease of 10% of our offer. This is a new repositioning strategy that we will finance by decreasing other commercial operations because they are no longer producing the effects that we want, also because we have listened to and understood what our customers want. The first results speak for themselves.

In our historic supermarkets, we are returning to customer traffic of a year ago. I am convinced that this commercial strategy will allow us to return very quickly to the trust that our customers had in us. We will become their favorite retailer again. Our teams, the teams at headquarters, the teams in the stores and our warehouses, they are all mobilized, focusing on the recovery of our stores. Thank you for your attention.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

Thank you. For Monoprix, we have Guillaume Sénéclauze.

Guillaume Sénéclauze
CEO of Monoprix and Naturalia, Casino Guichard-Perrachon

Ladies and gentlemen, good morning. Since the last general assembly, Monoprix has returned to growth over the past four quarters, despite strong inflation. Today, I would like to point out two levers that illustrate the positive dynamic undertaken. First of all, we are focusing on the fundamentals, the operational fundamentals to improve our customer service while keeping costs under control. Concretely, we have launched a new operational model for Monoprix. The goal of this is to organize and industrialize our processes in store to create more time for employees to work on customer service. The result is that the NPS has gone up 9% and loss rate has gone down at 2%. The other lever is our capacity to innovate. We are always seeking to reach out to new customers and conquer new territories. One example, Monoprix Maison, Monoprix Home.

This is the launch of a new brand which we undertook in October in Levallois-Perret. We first of all tested this concept. It was accepted, it was lauded. Now we are rolling it out within France and internationally. Before the end of the summer, it will be available in Paris, in Dubai, and Saint-Barthélemy. This new development complements the expansion plan of Monoprix Group, whose total number of stores is supposed to be 100 by the end of 2023. You've understood, at Monoprix, we are aiming to cover all customer needs in the city, this through our six brands: Monoprix, Monop'daily, Monop'Beauty, Monoprix Maison, and Naturalia. We are aware of our responsibility. We are always paying attention to improving the quality of our services. Thank you.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

Merci. Maintenant pour Naturalia.

Speaker 14

Thank you. Now we will hear from Alan Zeitoun for Naturalia.

Allon Zeitoun
CEO, Naturalia

Good morning. I'm very delighted to be here with you today. 2022 has been a difficult year for organic shops. We had a negative growth of 12%. Naturalia, however, has done better than the rest of the market because we had a growth of 7%. How? Why? By reducing prices. We've done this in three ways. We've reduced price on 150 products that are bought daily. We have also used promotions and we have created a subscription strategy. All of these measures have mitigated the losses by 2% when the inflation is around 16%. We've managed to reduce significantly the gap between the traditional and organic stores. Again, we've managed to mitigate the price, which is the main pain point in organic food stores.

2023 will be the year where we will conquer new market shares. We will try to attract new customers by being more open, less activists, and we will work on all levels of our offer. As you have seen in the video, we are launching a new concept, the Parisian Farm. It's a more open, more welcoming concept, and this is working well because this kind of new store are doing better by 10%. March 2023 was our first positive growth month, thanks to this new strategy. Thank you.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

Merci. Maintenant...

Speaker 14

Thank you. Now we will hear Vincent Doumerc for Franprix.

Vincent Doumerc
Managing Director, Franprix

Bonjour a toutes et...

Good morning, everyone. I'm very happy to be here with you this morning to talk about Franprix. Our 500,000 customers know that Franprix is the convenience store in the cities. Our 13,000 employees in more than 1,500 stores are very closely attached to our brand. I think that the strategy that we have implemented was the right answer to our customers' expectations. However, we are faring with a difficult context, we had to make big changes. The first big change was to find a solution to the purchase power of our customers. We have changed our loyalty programs with discounts, with new Leader Price products in our stores, and with a cap on our prices for daily products. This has worked. We have seen this.

We have a positive growth of 6% and a positive growth in traffic of 4%. We have developed new solutions for our daily challenges to simplify the life of our city dweller customers. We have created a services hub in our stores. You can have your products delivered at home in less than 40 minutes. You can eat in our stores. You can have Decathlon corners where you can also give your packages to be sent away. You also have other kind of services in our stores. We have many, many ideas for the future, and we will continue to make sure that Franprix is the most liked store on the market. We want to develop this new model in Paris, in the Parisian region, and also on the rest of the territory.

We have high ambitions for Franprix, we're very enthusiastic about this strategy because we think that we have the right offer, the right format, and the right services. You can count on all the Franprix teams to develop these new services. We have a very clear ambitions. We want to cultivate our differences to stay the reference in terms of convenience stores in cities. Thank you very much.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

Merci. Maintenant...

Thank you very much. Now we will hear Thomas Métivier for Cdiscount.

Thomas Métivier
Director of Marketplace, International, Strategy, and Innovation, Cdiscount

Good morning. I'm delighted to be here with you today to introduce you to our strategy and how artificial intelligence can help Cdiscount transform and improve its profitability. You've all heard about artificial intelligence. At Cdiscount, it's been more than 10 years that we invest in this technology and that we use this technology at the heart of our development for our brands, for our advertisement campaigns, and for our B2B strategies. These are the three main levers of our growth at Cdiscount. We are an e-sales stakeholder, and we have more than 3,000 French people visiting our website every week, and we create more than 1,000 products every month. Research has been done about us on the Internet.

Yearly, people look for us on the Internet. People visit our website very frequently. When you go on the Cdiscount website, you will encounter many algorithms: product recommendation, advertisement, scoring, payment. All these algorithms are improving your customer experience. In 2023, of course, we will continue to invest in this technology for our consumers that use our website, cdiscount.com, to highlight our offer that is more responsible than before. For our B2B side of our activity, we will also try to help our partners improve their digital offer. We will try to develop our IT strategy. I think we are pioneers here to make the most of these new technologies and new tools, such as ChatGPT, to make it more easily used and accessible.

We have the most important team in terms of e-retail in France. They are able to identify the right algorithm that will help us in having the right impact and right performance. These are very tangible results for operations. As you can see artificial intelligence is our priority. It really directs all of our strategy in transforming, and it helps us in achieving our goals. Thank you very much.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

Thank you. We'll now hear the Éxito representative, Carlos Mario Giraldo.

Carlos Mario Giraldo
CEO, Grupo Éxito

Grupo Éxito grew its revenues a record 22% in Colombia, Uruguay, and Argentina through innovation in format with a revolution in our hypermarket, adding experience to our customers while keeping an anchor in low prices. We grew in Surtimayorista. Our cash and carry will add 25 more stores this year, getting to the mom and pops near half the Colombian market. We lead food e-commerce, 52% market share, and 30 million home deliveries. In sustainability to the society and to the planet, we want to keep a focus in children nutrition, getting to 60,000 children adding nutrition and controlling deforestation through cattle that has a vigilance by satellite and fostering 1 million trees that were planted by our customers.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

Now let's turn to GPA with Marcelo Pimentel, its CEO.

Marcelo Pimentel
CEO, GPA

Olá! Nesse ano demos um importante passo na consolidação das diretrizes do novo GPA, agora com foco nas operações de supermercado premium, lojas de proximidade e multicanalidade. Revisitamos a nossa estratégia, revimos estruturas e processos internos e estabelecemos um processo de turnaround com claro.

Speaker 14

We've reviewed our strategy and put in place transformation with the aim of gaining our place back as main actor for sustainable activities. Our strategy is defined on the base of six pillars that guide our trade decisions. The first pillar is the structure augmentation of our revenue based on the improvement of the availability in stores and aisles. We've managed that thanks to a better management of products. We have a second pillar of excellence of our services. We've already won 20 points in that area since 2022. Digital is also an important pillar for us. We are developing an omni-channel strategy with the evolution of delivery, of same-day deliveries, and a better part of fresh products in our offer.

We have a pillar called expansion, which means a conversion of stores and a profitability pillar that is measured by loss management, expenses and margin, and of course, the restructure of our headquarters and commercial negotiation. Our last pillar is CSG. we have exceeded our aim of reducing CO2 emission last year, and we have increased the percentage of women in high executive positions. We have also announced that the Grupo Éxito group will be divided. It was an important decision, and it should be finalized in the months to come. GPA is finding itself in a very promising position thanks to the work we have carried out in 2022 and that we will continue in 2023. We know that important challenges are ahead of us.

We want to attract premium client and optimize our results in a sustainable and long-lasting way. We are convinced that our aims will be reached successfully. Thank you.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

Passons maintenant aux résultats financiers. David.

David Lubek
CFO, Casino Guichard-Perrachon

Let's now turn to the financial results. David. Thank you, Nouri . These are the key figures for the second semester and the whole year. Our annual turnover is of EUR 3.6 billion with an improvement of 3.7%. For the second semester, our turnover is of EUR 17,700 and an increase of 10% thanks to Latin America results, that is an increase of 23%. France retail has increased by 0.5%. Our EBITDA and our ROC is stable for the second semester. In France, our retail stores are stable in ROC, EUR 335 million. We will go later into details. It's a significant improvement compared to the first half, and that was quite a difficult half for Parisian stores.

Cdiscount has been impacted by the return of non-food product markets and has improved its results thanks to a reducing of prices. Latin America is improving well in terms of ROC, +17% in total, which is an improvement of 14% in total charges. The ROC is at EUR 1.117 billion in 2022 due to the impact of the first half in France. Let's now turn to the details for France Retail. The chart you see on screen shows the ROC of most brands in France. It is stable, EUR 335 million. The combined growth is of 18% thanks to the return of activities, +42% for proximity stores.

Hyper and supermarkets are, however, withdrawing with a more difficult fourth quarter. New decisions have been taken to adapt to this new context and promotional measures have been reviewed. EUR 421 million, that's the number of the distribution brands. This is explained by the low tourism in the Parisian region. However, the situation has improved since then because as we have seen since the second semester, these brands, these banners are doing better. Now details for Cdiscount. The main figures. We can see that the non-food market is back. Despite a difficult context, Cdiscount has adapted its model. They have changed their trading priorities, like focusing on marketplace.

The revenues are stable despite the diminution of the market, +5% a year, +7% over three years. They have reduced their costs with a name of EUR 65 million of savings and EUR 18 million for CapEx. The EBITDA and the ROC have diminished over the year, the savings plans are gradually showing effect. Let's now turn to Latin America. We can see that Assaí is growing and strongly. Grupo Éxito is also growing by 20%, with +8.4% growth of its EBITDA. The GPA financial performance has been however impacted by its transformation and by a more dynamic end of the year. In total, the performance of the Latin America groups is stable but increases by 11%.

Now let's turn on the normalized net results for the group. The ROC is stabilized at the second half of the year, mainly through the transfer of Mercialys. Financial charges, expenses have diminished in France but are increasing in Latin America because Assaí is expanding. We have tax of a negative tax of EUR 240 million. The net result of the group will be EUR 138 million compared to EUR 99 million in 2021. Let's now look at the net financial debt of the group. This is the debt per segment in France, with the Cdiscount holding. The reduction of the debt of the year is of EUR 347 million. EUR 339 million, sorry, million euros.

On the December 31st, 2022, the EBITDA level was at 3.7x . With Assaí, there are the consequences of its investment plan. From the 1st quarter of 2023, Assaí will be no longer included in the group results. Let's look back at our meeting of the September 23rd, 2022. There was a review of the general assembly of the 10th of May 2022, and the results of the 1st half 2022, and an exchange moment with Mr. Nicolas Joly. During the meeting of the March 24,2023, we reviewed the results and the highlights of 2022. We've introduced modality of the general assembly for 2023 and reviewed the highlights of the year.

In 2023 our priorities will be as follows: We want an operational efficiency and develop our efficiencies by reducing our inventories by EUR 190 million and by reducing cost as well. This new plan has been already established with a reducing of EUR 250 million in distribution banners. By accelerating the expansion plan for convenience and proximity stores with the opening of 1,000 convenience stores, which present more than EUR 500 million of volume. As for our debt, we aim to finalize our assets transfer plan in France by EUR 0.4 billion before the end of 2023. We want to continue to monetize our assets in Latin America as well.

As for the highlights of the beginning of the year, on the 9th of March 2023, we signed an exclusivity agreement with TERACT and Casino, between TERACT and Casino. On the March 21st, 2023, we have transferred 18.8% of Assaí for EUR 723 million. On the March 31st, 2023, we successfully acquired the Quatrim bond for EUR 100 million. On the April 24th, 2023, we've released two communications. First, about our exclusive discussions with Les Mousquetaires TERACT, and of course with the Casino Group, to deepen their partnerships. The second release was about the proposal by EP Global Commerce, controlled by Daniel Křetínský, for an augmentation of our capital of EUR 1.1 billion.

A third release was published about Potential conciliation proceedings to launch discussions with TERACT and the EP Global Commerce Project. Thank you. Let's now turn to CSR with Matthieu Riche.

Matthieu Riche
CSR, Casino Guichard-Perrachon

Chairman, ladies and gentlemen, shareholders. As you have seen on video, your group has committed itself for more than 10 years to support the SDGs by the SDGs by looking at climate issues. In 2022 our CSR performance has been maintained as shown by notation agencies. We have an A minus mark now compared to B minus in 2021. Assaí and GPA have been included in the sustainable index ISE B3, and Casino has also received the label of sustainable company recently. This shows our commitment for a better, more responsible retail service.

We have more than 208,000 employees, and Assaí, GPA and Cdiscount have been labeled Great Place To Work. We are relentlessly committed, and we have been for more than 25 years, committed to fight against discrimination. That is why in 2022 we received once again the Diversity and Equality label after an AFNOR audit showing our leadership on this essential topic for our employees and clients. We have also renewed our commitment in the fight against discrimination linked to sexual orientation, and we've signed the Charter for LGBT+ rights from the L'Autre Cercle association. People, disabled people are also working for us and in 2022 we have more than 9,000 employees that are disabled.

This is a plus, a growth of 37% compared to 2015 and 4.1% compared to 2021. In 2022, we have renewed our agreement with the trade unions on that topic, with the new aim of recruitment of disabled people. 51% of our employees are women. We are very interested in gender equality at HR. We are trying to reach equality in executive positions. We have 43.8% of women executive in France, and we have a new objective for 2025. Gender equality is improving within our group. Improvement of 4.9% versus 2015, and for the whole group. We have launched a new program called CL, a training program for all women in our group.

We have also carried out with our training program for the climate transition. In a context of global warming and following the IPCC recommendation, we are trying to reduce our carbon emissions. In 2022, the group has reduced its CO2 greenhouse gas emission by 22%. The group has reached this year its objective of reducing by 38% its greenhouse gas emission. The group will this year launch its new goals as a science-based target. The priority is now to work on our greenhouse gas emissions due to our stores activities. We are going to commit with our partners, with our suppliers to make sure that we offer low carbon services in our stores.

In 2022, your group has maintained its commitment for responsible retail with organic products, with plant-based proteins in our own brand. We are trying to improve our offer in terms of nutrition. 100% of our Casino products and Franprix have calculated the Nutri-Score. 80% of controversial substances identified have been erased from our products. We have also aimed to increase the animal wellbeing by labeling our products. We are also aiming at reducing plastic packaging, and we have eliminated the plastics from our eggs packaging, from batteries and other kind of products. We are also aiming at better informing our consumer with the Planet Score being deployed at Franprix and Monoprix to allow our consumers to know about the environmental impact of our products. We've also deployed the baromètre de saisonnalité at Casino.

Seasonality barometer. We have identified your sustainable responsible products, and we're trying to highlight them to increase sales of this product. They already represent 15% of the Cdiscount turnover, which is an improvement of more than 1.8% compared to last year. We are also trying to act for the most vulnerable, and we have four foundations and support groups to association. The foundation of the Casino Group allows for young people from vulnerable areas to access culture, to learn acting, theater acting, with the help of a program that was co-built with the Ministry of National Education. This is paramount to give these young people confidence and to change their own perceptions of themselves.

A young theater group of Pays de la Loire will play their play in Paris at Odéon Theatre. EUR 2.4 million have been distributed to partner association of the group such as Gustave Roussy or the Institut Curie. Gustave Roussy was all about research to cure children's cancer. We have also worked with food banks to provide more than 60 million of food packages. I want to thank wholeheartedly our employees in France, in Latin America, because they help us achieve our goals. Thank you very much.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

Merci, Mathieu.

Speaker 14

Thank you, Mathieu. I'll now give the floor to Thierry Billot, independent Administrator and President of the Audit Committee.

Thierry Billot
Independent Administrator and President of the Audit Committee, Casino Guichard-Perrachon

Ladies and gentlemen, good morning. The report from the board on the company is in chapters five and six of the document that you have. It has to do with the work of the committee and the remuneration of the directors. The board is composed of 14 members. There are 43 women. All have renowned skills and expertise. 36% of the members are independent. The directors have been extremely involved. The subjects that the board has treated have included CSR subjects, the financial situation of the company and asset sales plans, new partnerships and innovative projects. There were two meetings of the independent members of the board.

These confirmed that the board is functioning well, especially concerning subjects having to do with respect for the balance of power and preventing conflicts of interests and protection of minority shareholders. The documentation is of high quality, so are the discussions. The quality of the interactions have been excellent as well. The contribution of each director has been judged adequate by their colleagues and brings an appropriate diversity of points of view to the board. Meetings have been organized with investors and proxies. There are three committees, all presided by independent administrators. They had 24 meetings in 2022. I'd like to point out a few of them to you. There's the audit committee, which met 12 times to talk about inflation, decreasing costs following up on debt and evaluation of current contracts. For the committee on nomination, the remuneration, they met eight times.

They communicated about developing human capital and the succession plan. For the governance and CSR committee, they met four times to communicate about bailing out the parent group, preventing conflict of interests, the CSR policies of the group, challenges related to climate change, and the functioning of the board. As for the composition of the board, six terms will be renewed since they are coming to an end. There's the term of Christiane Féral-Schuhl, an independent Administrator, and Mr. Frédéric Saint-Geours. The term of Fimalac, represented by Thomas Piquemal. The term of Madame Josseline de Clausade, Madame Odile Muracciole, and Mr. Franck Hattab. The duration of these terms is of two years, except for Capinghem. Their term is shorter in order to allow more regular renewal of the representative.

You approve the resolutions proposed to you, the board will be composed of 13 members, with 46% of them being women and independent members representing 38%. I'll now present to you elements of the remuneration of the company's leaders. The remuneration. The figures are here on the screen in detail. They're also in chapter six of the document that you received. The fixed remuneration is EUR 825,000. The variable remuneration that will be paid out in 2023 is EUR 193,000. It's based on CSR criteria, gender equality, gender balance, and other factors that were set at the beginning of the financial year. There were EUR 336,000 in long-term remuneration under the LTI plan.

For board member remuneration, that was EUR 15,000. It is, of course, conditioned on a vote by the assembly. For 2023, there's a proposal to maintain this remuneration, the fixed part of the remuneration, which corresponds to the median of the next 20. The variable remuneration should be between 100%-150% of the fixed part of these salaries. It should follow current market practices. The objectives of the variable remuneration remain qualitative, apart from the one having to do with debt reduction. In total, remuneration subject to performance conditions represents 79% of remuneration on the condition of meeting the objectives. Remuneration of the board members will be paid out according to the policy for board member remuneration.

For 2023, it is suggested to maintain it at 30,000 EUR. 15,000 EUR is the variable part for the president or the chairman of the board. The other elements of the remuneration paid out to the lead administrator and the chairman do not change, except for the complementary remuneration paid out to the lead administrator. It's capped at 16,000 EUR per year. These figures were determined by comparison to market data. Thank you. The remuneration of the board members based on their participation in board meetings is 2,000 EUR per meeting. It was paid in January 2023 for 2022, and the total amount paid out was 567,000 EUR. Thank you. Now we will present the resolutions. Thank you, Mr. Chairman.

Jean-Yves Haagen
Group General Counsel, Casino Guichard-Perrachon

Dear shareholders, here are the 28 resolutions submitted for a vote. Within the context of the general assembly, the ordinary general assembly, the first and second resolutions have to do with approval of the financial statements for the year ended December 31st, 2022. They have been approved by the statutory auditors. The third resolution has to do with the allocation of profit for the financial year. The fourth and fifth resolutions have to do with the approval, and for the fourth resolution, the regularization of a related party agreement in accordance with the provisions of Article L225-42 of the French Commercial Code. The sixth resolution has to do with the approval of the information referred to for the board members in the name of the, i t has to do with the approval of their remuneration.

The seventh has to do with the total remuneration paid to the CEO. The eighth resolution proposes for you to approve the compensation policy for the chairman and chief executive officer for 2023. The 9th resolution is to approve the compensation policy for non-executive directors for 2023. The 10th-15th resolutions have to do with the reelection of six administrators. All of these elements were presented to you by Mr. Thierry Billot. The 16th resolution has to do with the renewal of the authorization for the company to buy back its own shares with a limit of 10% of the company's capital. This would be for a duration of 18 months. Within the extraordinary general meeting, the 17th-25th resolutions have to do with renewing the financial authorizations for 26 months since they are coming to expiration.

This duration would be for 26 months. They could not be used without-side of the context of the OPE. The 25th resolution has to do with increasing the capital. It cannot go beyond EUR 59,000. The overall amount of the capital increase without DPS could not go over EUR 16.5 million, which would be 10% of the capital. EUR 2 billion is the limit for the debt. As for the 26th resolution, it is proposed to renew the authorizations to increase the capital for those who subscribe to a company savings plan. This would be for a maximum duration of 26 months. The 27th resolution is to renew the authorization of the free attribution of Casino shares for salaried staff members, salaried employees with a limit of 2% of the capital.

The 28th and final resolution has to do with powers for accomplishing formalities.

Jean-Charles Naouri
CEO, Casino Guichard-Perrachon

Thank you, Jean-Yves. I would like to give the floor to the statutory auditors.

Speaker 15

Ladies and gentlemen, shareholders, my firm has accomplished the different missions of the statutory auditors for Casino Group. Our mission is an ongoing one. Our process, our auditing process relies on precise analysis of the risks of a different type of financial and accounting data. To do our analysis, we are constantly evaluating our financial and monitoring approach. We are constantly referring to the accounting and financial data published by the group. We have noticed that management is making constant efforts to improve the efficacy of internal audits within Casino Group. The results of our work allow us to justify our opinion about the regularity and the fidelity of the annual accounts.

The use of digital tools for data analysis allows us to cover a wide scope. Throughout our mission, we provide summaries of our work to management, but also to the audit committee, so that we can share our risk analyses and our conclusions. Our reports have been made available to you by the company, they are in the universal document that was published in April 2023. They've also been published on the website of Casino Group. We suggest that you read them, we will present to you a summary. Let's start with the annual accounts. That's on page 182 to page 186 of the universal registration document. The first key point of the audit has to do with the evaluation of the types of profit sharing, which represents EUR 15 billion.

It is the subject of annual depreciation. Our goal was to evaluate the pertinence, the appropriateness of the methodology used to determine the value of this plan. We also aimed to analyze the medium-term plan for this program and its alignment with the strategic objectives of the Group, especially in France, and to evaluate the appropriateness of the financial predictions with our specialists in financial predictions. The total amount of loans is also something that we evaluated. We have made available information having to do with the liquidity of the company based on the data we were able to obtain. We corroborated the data made available. We compared the gross secured debt, the EBITDA, to other figures. We also evaluated the scenarios presented for the next few quarters of the year. We also evaluated the proposed remuneration for the company directors.

This can be found in the board's report. We also checked their alignment with the accounting documents, and we checked the preciseness and fidelity of this information. We ensured that the annual financial report followed the European standards for its format as well. Let's now move on to our report on the consolidated accounts, which is pages 63- 69 of the universal registration document, and which expresses our opinion with no reservations. We identified four key points of the audit. First, the evaluation of goodwill. The value is over EUR 6 billion, and it depreciates annually. Our work consisted of evaluating the compliance of the methods used to determine the depreciation. We evaluated operating cash flow and compared it to the medium-term plan.

We took into account the economic situation, environment in France in light of this data. Our specialists also reviewed the financial scenarios laid out by the directors. We evaluated the syndicated loans, we performed the same work on these RCF loans as the others. Our work also consisted of evaluating the fiscal monitoring mechanisms put into place within the group. We evaluated the contracts signed with suppliers, we compared the business volume confirmed by suppliers with the amount accounted for in the group's accounting systems. The last point of the audit had to do with the evaluation of the credit taxes, ICMS, and the PIS/COFINS.

These amounted to EUR 800 million, and our work here consisted of analyzing the financial monitoring mechanisms having to do with these tax credits and their operational effectiveness. We also tested the hypotheses for the different debt recovery scenarios to evaluate the recoverability of these loans. Regarding the liabilities, we analyzed the financial monitoring mechanisms, focusing on these, the risk evaluation mechanisms, and their effectiveness. We performed a critical review of the estimation of the losses carried out by GPA and Sendas. We analyzed the financial statements, opinions emitted by other experts about the group, and we provided the other information that you'll find in the annexes. We have no observation to make on the group's management report having to do with the consolidated accounts.

Of course, we also verified that the consolidated accounts in the annual report followed the IFRS European format. Our special report on the regulated agreements is pages 214 and 215 of the document. They're submitted for your approval. The gross exceptional monthly compensation of EUR 36,000 has been granted to Franck-Philippe Georgin. Also the increase in his overall annual salary amounted to EUR 47,000 gross. Mr. Franck-Philippe Georgin left his position on November 30th of 2022, and these agreements ended on that date. Finally, the contract having to do with gas prices with the company Mercialys did not take place as expected. Finally, we created three reports having to do with situations brought up during the extraordinary general assembly and subject to a vote today.

In the convocation for this assembly, you will find more details. They have to do with the powers granted to the members of the board to perform certain operations which are typical for a company that is listed in the stock market. First of all, having to do with assets, the issuance of shares and other, and other financial products. These give access to the company's capital and allow people to participate in the company's savings plan. There's the authorization given to the board to provide shares to the employees of the company, except for the directors of the company. This is mentioned in the 17th, 23rd, and 27th resolutions. The definitive conditions in which these share issuances will be conducted have not yet been decided upon, and that will have consequences.

Of course, we will establish a complementary report as needed using the information.

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