Ladies and gentlemen, dear holders, the Management Board of Klépierre, of which I am the Chairman, has today convened the company's general meeting. To this end, we published a notice of meeting in the Bulletin des Annonces Légales Obligatoires on the 1st of April, 2026. We published a notice of meeting in the Bulletin des Annonces Légales Obligatoires and in the legal gazette Journal Spécial des Sociétés on the 22nd of April. Finally, we notified registered shareholders and the statutory auditors on the 22nd of April, 2026. I'd like to point out that this general meeting is being broadcast live on the company's website in accordance with the regulations that you can look at at your convenience if you enjoyed it. I'm now gonna hand over to Mr. Stanley Shashoua, Chairman of the Supervisory Board of Klépierre.
Thank you, Jean-Marc. Ladies, gentlemen, dear shareholders. My name is Stanley Shashoua, Chairman of the Supervisory Board. I had the honor of being elected Chairman of the Supervisory Board a month ago, succeeding David Simon, Chairman and Chief Executive of Simon Property Group, and Chairman of Klépierre's Supervisory Board since 2012. At Simon Property Group, which is Klépierre's largest shareholder, with just over 20% of the company's capital, I serve as president, in charge of international affairs. I work in the U.S., where Simon Property Group is based, and for family reasons, it so happens I am a French speaker. I have served on Klépierre's Supervisory Board and Investment Committee since 2015. I therefore know our company particularly well, and I'm delighted to now serve as Chairman of the Supervisory Board and to address you this morning.
As you no doubt are aware, David Simon very sadly passed away on 22nd of March following a long illness. He was a captain of industry of incomparable stature, a man who commanded the admiration of real estate professionals worldwide through his extraordinary career and intellect. He was an exemplary and visionary leader whose legacy will continue to inspire us all. Under his leadership, Klépierre has certainly become a very different company from what it was before he took office. A more profitable company with a far superior portfolio, thanks to asset rotation and much greater operational control. A company focused on our core product: shopping centers. A company with one of the strongest balance sheets on the entire European market. A company that is particularly well-organized and well-managed. I was doing the math while preparing for this AGM.
From the 14th of March, 2012, the date on which Simon Property Group became Klépierre's largest shareholder, up to the present, the overall shareholder return, that is the rise in the share price combined with dividend payments, has been 218%, which speaks volumes about the company's progress. As David Simon would say in English, "Not too shabby." I would particularly like to highlight to you that the dividend has grown every year and has been paid out annually, even during the worst years of the pandemic. Over the last three years alone, the overall shareholder return has reached 31%. In comparison, the 20 largest listed property companies in Europe have generated a total return of only 13%.
This progress has been made possible by David Simon's strategic vision and a highly competent and committed management team, particularly Jean-Marc Jestin, who has been Klépierre's executive director for the last 14 years, more recently joined by Stéphane Tortajada, who is in charge of the company's finances. We will, of course, miss David Simon greatly, and I'm sure we will be able to carry on his work. I would therefore like us to observe a minute's silence to honor his memory. Thank you. In conclusion, I'd like to reiterate that I am deeply honored to take over as chairman of Klépierre's supervisory board, following in on David Simon. I am particularly determined to continue the strategy he so thoughtfully put in place and to resolutely support the operational excellence applied throughout the company.
We remain firmly committed to ensuring that Klépierre continues to grow while maintaining one of the sector's strongest financial profiles. I have every confidence in the group's executive team. I know they will continue to create long-term value for our shareholders. Jean-Marc Jestin, Chairman of the Executive Board, Stéphane Tortajada, Member of the Executive Board and Group CFO, will outline these points in detail and answer your questions, as well as reviewing the excellent results for 2025 and the first half of 2026. Ladies and gentlemen, thank you for attending and for your attention. Over to you now, Jean-Marc.
Thank you, Mr. Chair. I'm doing the slides. Ladies and gentlemen, I also like to thank you for attending today. This AGM provides us with an opportunity to present our annual results for 2025, a year in which we once again exceeded our forecasts in a macroeconomic environment that remained volatile, as you know, marked in particular by persistent geopolitical tensions and a gradual normalization of financial conditions. Klépierre has delivered on its commitments and implemented the key pillars of its strategy, as our chairman said, both from a financial and an operational perspective. We will return to this in a few moments. To present our review for 2025 in great detail, I propose that we proceed without further delay with the customary formalities to officially open this annual general meeting. That's the agenda. No comments there, I'm told. That's what we're gonna do. Appointment of the general meeting's officers. Take some time to read this carefully.
In order to open the meeting, we must first elect the officers of the meeting. In accordance with the articles of association of Klépierre S.A., the meeting is chaired by Mr. Stanley Shashoua in his capacity as Chairman of the Supervisory Board. The duties of scrutineers are performed by the two members of the meeting present who have the highest number of votes and who accept this role. These are Simon Global Development B.V., represented by Emmanuel Cronier, member of the supervisory board, and Guy Devineau, one of our staff members. The officers thus constituted appoint Mr. Julien Goubault, Group Secretary. To remind you, all documents relating to this AGM have been presented and made available to shareholders on the company's website. I now hand over to our meeting secretary, Julien Goubault.
Thank you, Mr. Chairman. Ladies and gentlemen, dear shareholders, I'd like to inform you that the required forum, namely one quarter of the shares entitled to vote on ordinary and extraordinary resolutions at the first meeting, has been reached. We have 84.94% of votes there. I'll give you the final quorum before we move on to the vote. I'd like to tell you that for Ernst & Young and Deloitte & Associés, the company's statutory auditors are represented by Mr. Gilles Cohen and Jean-Vincent Coustel are here. In accordance with the recommendations of the Autorité des marchés financiers, we also inform you that Société Générale Securities Services is acting as the centralizing body responsible, in particular for counting shareholders' votes and drawing up the attendance register for the meeting. In view of this information, the presiding committee duly constituted declares this general meeting open.
All documents required by regulations have been made available at the company's registered office and on the company's website under the heading Finance 2026 AGM within the required time frames. Similarly, all documents for this, as required by regulation, are available on the desk here. The Chairman of the Executive Board will now present the management report for the 2025 financial year, as well as information regarding the business performance of the first quarter of 2026.
This will illustrate all the statements, positive statements made in about 2025. We're already talking about growth in retailer sales, given that trade is changing week after week, year- after- year. Our shopping centers that we own are increasingly present in their catchment areas and are gaining market share, including retailer sales, which has increased by 3.4% in 2025.
More significantly, because sometimes the narrative in trade and retail is sometimes negative, we far exceed, we double the consumer indexes, indices in the countries where we are operating. We can be proud and happy about that result. In financial results, [555+] 5.1% in rental income over 2024. 4.5% on a like-for-like basis, which means our GOI or EBITDA has risen by 5.5% as well over 2024, with a margin rate which has been historically high, 87.3% of EBITDA. More importantly as well, the net current cash flow per share has increased by 5.1% over the previous year, and also significantly more so than the initial target that we stated to the markets, which was at EUR 2.60-EUR 2.65. All the indicators, operating indicators, have risen.
The most important, for each renegotiation of our leases in renewals and reletting, rents rose by 4.6%. Our occupancy rate rose by 60 bps to amount to 97.1%. The mall income, which is all the additional income from our shopping centers, including retail media, continued to be an important factor in our growth because all that income, which it amounts to approximately EUR 100 million, rose by 12.1% in 2025 over 2024. Again, very significant growth. The effort rate of retailers, which is an indicator of the health of our retailers. When you look at the rents and charges that they pay, that rate rose by 12.7%. It is one of the lowest in the sector, which makes it possible to be there in the future.
When we look at the portfolio of Klépierre right at the bottom, I can't read that. We're talking EUR 21 billion 192 million, an improvement of 4.95% over the full year. You can see it here. The ANR for the company rose by 9%, which is extremely good performance, a very interesting performance. When you go last two years, an improvement of 19% in net asset revalued, of the company of which you are shareholders. At the end of the year, on the 23rd of December, we made an acquisition in Italy, the second acquisition in the last two years in Bari, the leading shopping center in Bari, which had some extraordinary performances. As we've shown here, we're going to turn it into one of the leading centers and apply all our operating know-how.
It already has some fundamentals that are very significant because a footfall of over 8 million. In financial terms also, it's a good deal because we have an ROI almost in double digits, just under double digits. It's from the 1st year onwards. We can all be happy about this acquisition at the end of the last year. Klépierre has also been qualified for a long time by its financial structure, which has made it one of the leaders, if not the leader in the sector. Let's not be overly modest about that. The parameters, the important ones is the rating, where we are at A- at Standard & Poor's and A at Fitch Ratings. The one that we think is the most relevant is the ratio between net debt and EBITDA, EBIT rather.
In other words, how many EBIT years we need to reimburse debt. It's 6.7%. Many others in our sector have ratios of 11x, 12x, sometimes 13 x more. That quality of our balance sheet makes it possible for us to seize opportunities that we talked about, such as Bari. That was 2025, a very good year and a very good point. In the first quarter of this year, we published our results for Q1. Some figures for you. A lot of figures on this slide, so I'll try to be brief. Footfall in our shopping centers has risen. It's at the bottom, at plus 1.6%. Retailers' sales, as you saw in 2025, was positive. In the first quarter, their sales rose by 4.4%, so performance has exceeded last year's.
Reversion, you recall, we renewed leases on the upwards, here we've renew leases here. In the first quarter, we had a 4.9%. We were higher than previous leases. The occupation rates, 'cause we talked from March to March, is also up by 40 bps . Net in rental income at + 2.8%. An awful lot more than in the previous year, which has always been at a historically low point because of lowering inflation. An EBIT that rose by 2.7% in that quarter, all of which is in line with the objectives which we slightly raised over the objectives that we indicated to the market beforehand. The cost of debt, always at the end of the quarter, it was always excellent. We have net debt of EUR 7.5 billion.
Net debt to EBIT, which I mentioned before, which has further fallen to 6.8%. The cost of debt is very well mastered. We kept our cautious approach with our hedging of interest rates at 1.9%, as you can see. Our hedging rate is at 100% of our financial costs for 2026. Distribution and outlook, because all shareholders are interested by the payout. We will propose later on for the vote, a dividend of EUR 1.9 per share, an increase of 3% over last year. That payout is 70% of our net current cash flow. We've already paid out EUR 0.75 as an advance payment on March 10. EUR 0.95, sorry.
The additional part is of EUR 0.95 on the 7th of July, 2026. On the right, you can see the breakdown for specialists comes from SIIC income and non-SIIC income. The outlook for 2026, even if the climate, the geopolitical situation is rather tense, to put it mildly, given the sound performance of the first quarter and the visibility we have for the rest of the remainder of the year, we repeat our restate our objective that we stated at the beginning of the year, an EBIT of at least EUR 1.13 billion and a cash flow of EUR 2.75 per share. We will continue to monitor, as they say in French, the conflict and the consequences of these wars, possible consequences for our company. Now I'm going to hand over to the Statutory Auditors for their report and their review of the company.
Mr. Chair, ladies and gentlemen, good morning. I'm going to present on behalf of the College of the Statutory Auditor, our report on the consolidated financial statements and on regulated agreements. As tradition states this, I'm not going to read it all out. I'll just give you a summary with regarding the consolidated financial statement. You'll find in the universal registration document that was given on page 135, we certify these annual accounts as presented according to French GAAP.
We added a normative observation for our changed method on the application of a new statutory accounting regulation. We would therefore draw to your attention as a key point of the audit and the responses to the audit, the assessment of appreciations for equity holdings, basically, shopping centers based on the net reassessed asset value and their profitability outlook. These evaluations are considered a key point of the audit, given the importance of the value of the stock in these accounts and the proportion of our assessment for that net position. In our report on consolidated financial statements on page 113, we certify these, which were drawn up according to IFRS, as drawn up in the European Union.
As for the justification for the appreciation, we considered the assessment of property as a fair value point in the key audit issues, given the value in the accounts and the assessment of the determination of the fair value. For the ordinary part, for the general administrator, you'll find on page 301 of the universal registration document our report on regulatory regulated current agreements. No new points made for this during the new year. Our report also points out that your previous AGM, the implementation of which had in fact been implemented throughout the year for an indeterminate point at a loan to Nordica Holdco AB, which is 50.6% indirectly owned by the Klépierre Group.
Finally, without it being a subject of a corresponding resolution for your vote, we also issued a certification report for sustainability that can be found on page 258. The legal assessment given to the verifiers was to issue a report on the certification based on limited assurance on the nature of works and the extent of those which was more reduced than for a fair, reasonable assessment. The findings of that assignment were presented to your audit committee and the supervisory board with three separate axes. Compliance with European standards on sustainability reporting, the processes implemented by the company to establish these, this information in terms of sustainability, and then again on compliance of information in sustainability as published in the management report. Finally, the compliance with requirements for Article 8 of the European Regulation on European Taxonomy.
On the basis of these verifications, we did not find any errors or significant inconsistencies concerning these three avenues. Thank you for your attention.
Thank you very much. Ladies and gentlemen, dear holders, I suggest we continue with our presentation of our balance sheet for 2025 with a few words about our results in environmental terms and social terms. You recall that, three years ago, we had our sustainable development strategy with the aim to build a more sustainable shopping center by 2030. That's our second strategy, the comprehensive one for sustainable development that we have implemented for Klépierre. The first one ended in 2022. It lasted for five years, was a very broad success because we achieved all our objectives. We launched a second one to project up to 2030 with even more ambitious objectives.
I'd say sustainable development is not a fashion or vogue for Klépierre. It's, for us, it's an essential part of our strategy. It's the second pillar of the three, become the favorite, in fact, shopping center of retailers and customers and financial discipline. Sustainable development contributes to the overall performance of the company. It's not surprising that in real estate we must look, take a long-term view 'cause we are long-term investors in shopping centers. We're there to last for several decades. Some of our oldest buildings are over 50 years old. We hope to be there for longer. That requires us to think in the long term and plan ahead for the change, the impact of climate change on our shopping centers and our operating model. Here you've got the four factors on the screen for sustainable development.
Firstly, achieve net zero carbon for our portfolio. If you were a shareholder in 2023, you approved an objective at the AGM as the core of our strategy. We also aim to serve our communities. We want all our shopping centers to offer sustainable services, concrete ones for the consumer. We also want to develop talent, not just our staff members, but also those of our retailers through training programs, dedicated ones. We also want to promote responsible lifestyles. Now, obviously, we're not a retailer ourselves. We do not claim to be able to tell the consumer what they should buy, but we believe we have a role to play in guiding consumers in choices that are more sustainable because it's not easy, in reality, to consume on a sustainable basis.
Behind these general objectives, we have 20 targeted and detailed objectives, which I won't outline here. Here you've got some of the main results for 2025. Firstly, in terms of energy intensity, in other words, how much energy we use per sq m. That intensity has been contracted by 43% since 2013, since we started calculating this metric. We've basically halved what we've done and further reduced it by 1% last year. We were at 74.6 kWh per sq m, which makes our portfolio one of the most effective, efficient in Europe. We've also reduced greenhouse gas emissions by 87% over 2017, which was the first year when we could draw up a reliable carbon assessment.
That's the reduction in our energy consumption that made it possible to reduce our greenhouse gas emissions, in addition to the change in energy sources that we use, because we use, in all of our centers, 100% of our electricity is green, which also reduces greenhouse gas emissions. We also have an objective in terms of waste. It's a twofold one. It's a 100% of our waste has to be recycled. In other words, 0% of waste should go to landfills. Everything has to be recycled in one way or another. Then burnt if necessary, but with energy recovery as well. Another objective as well, which is to sort waste. On that level, we are at 53% and our aim is to achieve 60%. There are other objectives in terms of labor things.
We also want to train our staff members and also in CSR, and also be sure that all our staff members have at least 1 environmental and social objective in their annual objectives. Very briefly, I'm saying 87% of our emissions were reduced. It was a reduction of 87 in Scope 1 and 2. That's a bit technical, basically means it's our direct emissions, the ones that we are directly responsible for. In 2017, we were at 21 kg CO₂ . Now we're under three. That makes Klépierre probably one of the cleanest owners in carbon terms. That dark green part shows that most of that comes from our moderation effects in how we consume energy, and also a large part to do with the use of renewable energy sources.
The aim is to get to carbon neutral approach by 2030. We won't be able to get to net zero kilos of CO₂ . It'll be at around about two. The rest will be offset by the purchase of carbon credits. For example, to renew forests and what have you, to absorb that carbon, our carbon issues on a global scale. To conclude, a few indicators for our debt. We have Standard & Poor's and Fitch for our score. For our environmental ratings, we have other agencies that are specialized in this, in extra financial ratings. There are many of them, they all agree because they say that we are the best for the many of these, and especially the GRESB, which you don't know.
It's the leading rating agency for real estate in extra financial performance. We are the first, the number 1 operator in terms of sustainable development. That's it for these aspects. I'll hand over to Anne Carron, who chairs the Compensation and Nomination Committee to give you the aspects about governance and compensation.
[Non-English content], Julien. Thank you, Julien. Ladies and gentlemen, in the name of Departments and Remuneration Committee, I would like to report on the work that we undertook in 2025 and the proposals submitted for today. I will not go over extensively the report on the corporate governance, which is in the universal registration document. I will concentrate my speech on the essential elements which affect your voting, the change in specialized committees and the policies for remuneration. As you can observe, the breakdown of the supervisory board reflects the constant attention to quality and diversity of governance. Under the reservation of your approval of the resolutions, the supervisory board will have nine members and mostly independent, with a feminine representation of significance and a diversity of profiles and experience.
Above and beyond the figures, the balance translates a clear objective to guarantee the quality of the discussions, diversity of points of view, and the independence of the decisions of the board. We propose today to renew as members of the Supervisory Board, Madame Nadine Glicenstein, for a time of which will conclude in 2029 concerning the accounts of 2028. That would be in the fifth resolution, the renewal as members of the Supervisory Board of Mrs. Véronique Vanhoutte for a duration of two years that will conclude at the end of the general assembly to statutorily in 2022 for the accounts of 2027. That's the sixth resolution.
The renewal as a member of the Supervisory Board of Mr. Stanley Shashoua for a duration of three years that will conclude at the end of the general assembly in 2029 on the accounts concerning the year 2028. That is the seventh resolution. The appointment as a member of the Supervisory Board of Mr. Ludovic Jacquot for a duration of two years, which will conclude at the end of the general assembly statutorily on the accounts of 2027. This is the eight resolution. Lastly, the ratification of the co-optation of Mr. Emmanuel Cronier as a member of the Supervisory Board. Mr. Emmanuel Cronier was co-opted for the duration of the to replace Mr. David Simon up until the general assembly in 2027 on the year 2026, and that is the 21st resolution. Now, let's talk about the specialized committees.
The changes in the Supervisory Board also led us to review the breakdown. As particular attention was paid to the complementarity of the profiles and the independence of the members and the adequacy of skills with the missions involved of each committee in compliance with the recommendations of the AFEP-Medef recommendations. I'm going to move on to Say on Pay. There are two distinct aspects here. First of all, Say on Pay ex post. Sorry for the technical words. We are approving the pay to those voted by the assembly last year. In Say on Pay ex ante, you are asked to approve the remuneration policies applicable in 2026. Here we are talking about resolutions 13 to 15. With respect to 2025, this is compliant to the policy that you approved.
Members' attendance and board and specialist committee meetings resulted in a total remuneration of EUR 682,909. In terms of the Executive Board, as regards the 2025 remuneration of the members of the Management Board, this is also in line with approved policy. Variable remuneration strictly reflects the application of the financial and non-financial performance criteria previously defined by your general meeting. The long-term remuneration awarded in 2025 represents maximum 160% of the fixed salary in accordance with the approved rules. All of these elements are detailed in the 2025. The net cash flow per share and EBITDA grew more than planned. The stock market behavior reflects this very good financial performance.
Non-financial objectives were also reached, whether it be in portfolio management, risk management, and human resources management, and financial communication, and CSR. All of these factors have their details indicated in 2025 on page 304 to 316. One last word about remuneration of the Supervisory Board. For each member of the Supervisory Board would be more than 2/3 of the total pay determined on the basis of performance of the company. I'm going to move on to the ex ante compensation. We're talking about the policy for 2026.
We propose to continue the policy approved last year with no change, with a maximum envelope of EUR 684,000 for nine members and the carryover of rules defining the variable part. In terms of the Management Board, the remuneration policy for 2026 of the Chair and other members of the Management Board, it is proposed that you renew it without any changes to its structure or amount compared to 2025. You have the main components on the screen, which have a fixed part of salary, a variable, a short-term VCT, or a long-term policy, LTIP, in terms of the maximum attribution over three years based on three very demanding performance criteria justifying this action. Thank you for your attention. I'll hand back over to Jean-Marc Jestin for the Q&A session.
The company has not received any written questions. We can now hear your questions orally. I'd like to open the session and thank you for introducing yourself and for and raise your hand to ask for the microphone. We have some people who will be bringing the microphone to you. A gentleman here, I think.
Hi, everyone. Jean-François Velker. First of all, congratulations for the stock market performance with the dividend. Congratulations for the strategy and the execution, especially, congratulations to all the teams that are behind that performance. I have three questions and one difficult question. The three questions, they're easy. The first is, maybe I wasn't attentive enough, but I'm not sure I saw the LTV. Maybe that's not your major criteria. Could you give us that figure, LTV figure as of the end of March, if you have it to hand?
Between 35%-36%.
How much?
EUR 3,347. It's down again.
It's the low end of the usual figure.
Yep, we are regressing because the value has increased and the debt is stable.
The second question has to do with the capitalization rate in France. What do the experts use for the heritage figure?
As of the end of 2025? We need some time to answer that. It's very technical. Somebody's going to whisper the answer to me, I think. The capitalization rate, the one that is an expertise.
Well, to what's used to evaluate where we stand.
5.8%-5.9%, we'll give you more precisely an exact response.
My third question is a trading update. Along with your publication of this morning, we have a good first quarter. I imagine it's kind of two aspects to that because at the end of February, there's one thing, a kind of a normal thing. In March, obviously, perhaps there are some disturbances having to do. Anyway, there are several questions about what's going on since we had this geopolitical change. Have you noted any sort of awaiting attitude on footfall or do you note any variations per country? Do you see any particular brands that are stalling and others not stalling? Do you see your shopping centers that you have to go by car to, are they more affected than the centers that are more accessible by public transport or on foot? Is there any changes in footfall in those, in that division?
What I wanted to what extent this has varied, this type of practice.
Thank you for all of these questions. I won't be able to answer that in one word. The first quarter, I think we have to be modest about the situation, the geopolitical situation, and the economic consequences that this type of situation can have on worldwide economy and notably European economy. Now, factually, the sales in the first quarter were kind of in a U- shaped. Very good January. February was positive but not as good. March January was penalized, I think, because the cold and the snow. In our business, we're a kind of meteorologist. You know, when it snows, it's not good, and when it rains, it's good. In the month of January was really good.
February, a bit down but positive. March, it was 3.3%, I think, in Europe. The month of March, which is the first month impacted by the situation, we have not seen any significant impact. There's also the offset in pack, and that's according to the date just about everywhere in Europe. In terms of segment-related activities, all of those activities were positive. All. Whether it be ready-to-wear, sports, restaurants, home equipment, home furnishing, and so forth, all of them were positive. The two segments that were not quite as good as average but still positive was electrical goods, electronics, and home equipment. Otherwise, what works really well are health, beauty, sports, including personal equipment items.
In all countries, in the month of March was stronger than February and more than average, slight and better than the average over the quarter in all countries, in all parts of activity. In February, we don't have the figures yet. We'll have the figures in a few days. My feeling is that we're going to be having a month that's gonna be calmer than the month of March. I think it'll be positive. I don't wanna do any predictions before I find out, but the only indicators that we're measuring every day is the number of people. It's the footfall. There's no decrease in footfall. We're round about a constant level. There's no disquieting sign. There's always arbitration. Consumers are arbitrating.
We've already had a precedent with the U.K. war in Ukraine, where consumers continued to come to our shopping centers and continued to buy goods and services, and they would be arbitrating in other areas. As you know, people have changed the way they move as well. It's a decrease in sales, requiring oil, and it's a decrease in 11% since last month. This would probably penalize traffic in our shopping centers. Even if the month of April, the traffic is positive. The countries that worked really well, to finish with all your questions, the ones that are the most dynamic or the most positive in the first quarter were the super dynamic or super boosters were Iberia, Spain, Portugal. Portugal is extraordinary. Is two-figure growth in Portugal in terms of this. Scandinavia, very strong.
In Norway, Denmark, a bit less. Switzerland, as in France and Sweden. In France, it was less good. The Central Europe is extraordinary. Growth is some 5%. The countries that are growing really is the south of Europe, Spain, Portugal, Central Europe, Scandinavia. More moderately, France and Italy and the Netherlands. The only country that is negative, and that didn't start yesterday, it's been for a long time, and that's Germany. Germany is a country where we're not very present because we, I think, have 1% of our holdings are in Germany, but they suffer more than the others. I hope I've answered all of them. To get back to your question, we have outgoing 5.7% and net inside is 5.3%. Outgoing is 5.7% in France, and net initial in, which is the cap rate, is 5.3%.
Getting back to my difficult question, obviously the subject is the elephant in the room in many meetings, and that's artificial intelligence. The question I have is how what's going to happen to commerce, and what's it going to change for Klépierre?
Not internally.
I imagine you have a lot of initiatives where you're onboarding AI. To what extent are your retailers modifying and moving along in their commerce, and what are the consequences? Not in the next days. Obviously, it's going to take time. What is the board thinking about what will the world of tomorrow look like if, when your retailers are doing more AI, and, you know, compared to brick and mortar?
It's a big question. Indeed, we're not gonna talk about initiatives that we take and that are quite extraordinary, in fact, in our business on a daily basis. Our teams are investing a lot of time and resources in training people in AI to improve the performance of our company as a whole in many areas. In terms of managing our real estate, which is an important part of our business, to have assets that are well-maintained and properly taken care of. In terms of business and retail, I think the changes in AI, there are many factors involved in these changes.
It goes through the whole value chain, in fact, in various brands. A few examples of that having to do with the distribution value chain, upstream and downstream. AI makes it possible for them very clearly to revisit the way they optimize their whole value chain or distribution chain, both upstream and downstream, and to improve their agility with respect to consumers, better performance in that respect. A lot of research is being done in marketing concerning predictability. What was the strength of Inditex was to have people that got feedback from stores, and they could see what they were selling and what they were ordering so that they could immediately order whatever they needed new that would be sold the next week or the week after.
With rotation of stock, which was really the success of that brand and is one of the factors of success in ready-to-wear. No longer on four seasons, but collections that come out really quickly. AI increases the torque of brands to discover trends and to better adapt to consumers, which change preferences which change very quickly. I think that this is gonna be reinforcing the relevance of brands. It's the same way with online. This is a revolution where some will profit from and others will have more difficulty. One of the things at stake with AI from a consumer point of view is how can a brand exist in a world where when you're looking for things, you just go to Google, and now it's on Amazon, and you've got it on Facebook.
AI adds a layer to that. Customer loyalty to a given brand or brand recognizance or notoriety is one of the motors. How do you exist? How do these motors exist in these agents? That is a real issue for brands. Existing is a re-challenge, a real challenge, even for those that are well-known in the world of AI, because you ask of AI, "What do I have to buy for July?" Because I'm going to Saint-Tropez or to Brittany. What do you recommend that I do? AI will, you know, draw up a menu which can reinforce the weight or the strength of the major brands or to the detriment of smaller brands, not necessarily. I think it's a revolution. I think the revolution is more a positive evolution. We saw that with online buying.
All of these modifications, if they're included, they serve the consumer. They're there to follow up the consumer, to follow up the trends that they like, and as they change, integrate a bond, a more regular bond, a more relevant bond with consumers. AI, I see, is probably an accelerator of customer loyalty between consumers and the brands. There will obviously be people who will take more advantage of that than others. AI, it changes every six months. We'll see now in the stores more advice aided by AI. In other words, sellers will have an avatar or something to assess people and provide advice to customers.
Thank you, Mr. Chair. I have two questions. There are two records in the group. The first record is satisfactory. The second one is not quite as good. In terms of environmental protection, you made some efforts in the environment. 87% of fewer greenhouse gases between 2013, I think. Nobody would succeed in doing that, even in other groups, in other areas. You were the first. Are other people declaring their figures, or what advice would you give them? Because you guys are the reference. What advice would you give the other people? Hats off. The second question is about the salary of top management. I think there are three people that are on the right-hand side of the speakers table. If we compare the salaries with the long-term shares, we arrive at roughly 1% of profit globally.
If you compare that figure to what's going on in a CAC, a normal CAC 40 company, total compensation, including long term management, 0.1% or 0.005. You're 10 x higher. That stands out. The other question in this area is the president uses rippling effect, the runoff effect. In the different presentations, what about the participation of staff with the global enrichment of the group for the shareholders, and which I'm obviously happy about. Thank you.
Trickle down. People are not asking for a lot of advice, and I'm not offering that much, but they copy us. We are first in the GRESB, which is the extra financial reference, and we're still first there year after year. They're on our heels. We're a leader in industry in these areas, but our absolute performance is very much ahead of the pack. We're really working on improvement. People are starting to catch up with us because they're improving a lot, and we're improving a bit better because we're so far ahead. I hope that some are quite young in this activity. In terms of compensation, Julien, this returns the members that are at my right. I don't think that the reference indicator is a percentage compared to the revenue of the company.
What we look at, when we had to adjust the pay last year, you saw this year we're not changing for 2026, but in 2025, the Compensation Committee worked to make sure that the pay of the management committee was in line with the market. That's what's important. Why? Because we want to be able to keep the members of our management board. We want to make sure that they're paid the same as other real estate companies in Europe. There's a lot of information in the last year's Universal Registration Document. We did a lot of comparisons to make sure that we were in line in terms of compensation with the market. That is the case. Observers have been looking at whether that pay is in line with the performance of the company as well.
Proxies which provide advice or that vote for major shareholders, they're very attentive, obviously. They consider that it is indeed the increase it was in line with the increase in the stock market listings and other indicators. As to the trickle-down effect, we're also very attentive to the pay of staff in the group as well, not only in France, but throughout Europe, and that is progressing in line with the market. We also look at payment surveys to make sure that what we're paying staff is in line with what other real estate companies are paying.
We are in line with the market, in particular because we have increased the share of staff that receive shares, performance shares, so that we have increasingly motivated and interested, as other shareholders are, in the overall results of the company. I think we can congratulate ourselves about that because that is a very useful action to get people involved and also to keep them in the company because these.
Our performance shares that are given only after three years of presence, and they're not given fully. They depend on performance conditions. Same thing as for shares, performance shares of the Management Board. I think the great the good criteria is to look at pay and compensation compared to the market and with a view to keeping our people. About the performance criteria of share, of free shares, there's two parts to that. 50% of that has objectives. It has stock market performance, a listing. Over the last 10 years, there have been zero years where the shares were down, notably after the retail bashing in 2016 and 2017. During COVID as well, where everything's a factor that's relative to the stock market values.
When we look at the average, both for the management board, but for staff as well, they're the same criteria, the same things, where roughly 10% of our staff that are eligible for the free performance shares. On an average over 10 years, it paid out 50%. There are zero years and years where we are a bit tightening our belt more. Our staff and the members of the board, three or four years, we had three or four zero years, but the average is roughly 50% over 10 years. I'd just like to add simply that all of the profit sharing in 2025 was roughly 5% of the salary mass, in addition. It's quite significant.
Good morning. Jean-Pierre Secelier, individual shareholder. You're one of my favorite stocks in a large part of the LVMH portfolio, and rightly so given your performance you've given today. However, at the beginning of the year, a weekly publication was talking about, and I'm sorry for the approximate nature, of a possible return to paper in the first weeks of 2026. What does that really mean? Can you explain that to us?
Thank you. Yes. All right. Firstly, it's the work of analysts to analyze and comment. Recommenders do their job, which is to recommend. They all turn up. Fundamentally, the Klépierre stock is dependent quite reasonably on interest rates. Not because we're very much in debt. By definition, it's an alternative investment compared to other sources of investment. Also because we plan ahead for consumption. As we go back to this, there's no specific phenomenon involved. Our performance over 10 years has been restated by our Chairman. It's 218% returns. When you comment one quarter compared to another quarter, sometimes we do not so well as others, sometimes we do better. Over the long term, we've beaten everybody in Europe.
I don't know what that person was referring to, but there we go. Off microphone, no mic. No microphone, impossible to translate. There are, Mr. Jestin says, there are debts that the Simon Property Group has issued and that can be traded that are continuing to mature. They will actually mature in November 2026, no comments about that. We have no information about that. They regularly issue information about that, and I invite you to look at their publications. There are very often comments. To be number one, to be the most efficient and remain number one, while some companies have had difficulties in previous years that now have slightly better performances. There are in fact quarters where we are being followed closely or even exceeded. We see a lot of visibility.
We have a lot of predictability, as we say in poor French, a very strong balance sheet, our ability to invest, a portfolio that is continuing to improve. Those are the fundamentals that support our share price, apart from interest rates, geopolitics, the Strait of Hormuz, and many other things that are outside our control.
Good morning. Individual shareholder. I have multiple questions. You explain that the effort rate of your clients is fairly low at 12.9%. Is that because your rents aren't high enough, or is it because your clients have good signatures and a good business model? That's my first question. My second question, the dividend of EUR 1.90 is approximately 46%, which comes from SIIC. Given that 37% of your portfolio is in France, can you explain how that difference can be explained? Maybe it's agreements in specific countries. Final point concerning compensation. On slide 43, as shown, there's a long-term compensation which is equivalent of EUR 1,520,000. I imagine those are stock options.
Can you tell us how many shares that means so that we can calculate that with today's share price? I imagine these shares were awarded and calculated at a lower rate than is today's. If we could have that information to have a closer price to see what the market is talking about today.
Thank you. Mr. Jestin replies, "There are multiple questions there. They're all quite different. The effort rate, it's a bit technical. Fundamentally, the occupancy cost ratio, I'm sorry. That's basically, it's sales per retailer. There are fewer stores than there were five years ago. There'll be even less than there are in five years than there are today. Only the prime locations will continue to perform correctly. There's a premium for quality of assets, of the top assets, that will return more sales.
When you look at stores that are closing left, right and center all across Europe and even the world. High sales, yes, it's true that rent and charges paid by retailers, can they be supported? It's a fundamental question. If they're too high, then we can expect renegotiations to be lower. Which is why when we look at this and we compare, and it's our expertise, so we've got an average rate that should be seen for each asset, for each segment, for each country. I'm going to spare you the details, but that OCR, when you look at it, compared to the U.S., for example, what we saw in the U.K. and in other countries, that OCR is considered both by retailers and by people who know us well as being bearable.
In other words, retailers are making money in our shopping centers. The major crisis of shopping centers in the U.K. had one basic reason, is that the occupancy cost ratio for retailers was too high. It was in the region of 20%-21%. The cost of rents over sales meant that shops were no longer profitable. Rents had to be corrected by 30%-40% in the U.K. That's why we follow that indicator because it's a fundamental indicator of our tenants' health and their ability to pay and remain with us. Our challenge, when we see sales rising, rents rising, and there shouldn't be any decorrelation. There is even a slight improvement on this. As for compensation. No, the second question.
On the SIIC, there are two systems, the French system, as you mentioned, and then you've got the Spanish system, which is a different one. It's transparent fiscally speaking for companies with an obligation to redistribute for 100%. In fact, the combination of both is not 37%, but 46%. As for long-term profit sharing for members of the executive board for 20, that's ex post because for ex ante it has yet to be awarded. We haven't yet got the value. For last year, I don't have the exact value at the tip of my fingers. Perhaps about EUR 12, EUR 11 something. I think it's about EUR 12. You have to divide by EUR 12, you have the number of shares.
If you want to make that comparison, yes," says Mr. Goubault. Mr. Jestin continues, "If all performance conditions are met, that'll be the final result." Just to be quite clear, it's not perhaps my role to do so, but the way in which the company works is that the establishment of the value of free shares with performance conditions, according to four criteria, share price, relative share price, absolute performance indicator for rent and internal and CSR objectives, are all assessed by an independent firm that uses models that are quite well known. They're known as Monte Carlo models. It's quite technical. They do those calculations.
They look at volatility, for each criterion, they look at the value and the probability of achieving that in light of the history and market volatility and the Monte Carlo models. This sets a value which can be seen differently. Which is why I said it's over 10 years on average. Only 50% paid out, as this is about half the value of the share price, to simplify things. You have to divide by 2 again. Performance conditions are not guaranteed. It's fixed compensation times 160% divided by the option value, which is around EUR 12, which leads to about EUR 1 million. Any other questions?
Well, thank you for your questions, your multiple questions that were interesting. I'm a little lost into the slides. We'll move on to this voting. It's the most important part. Has everyone got their little pad, tablet? I'd like to remind you that before this, the final figures of the number of shareholders and represented or having voted by mail are as follows: 243, 210 votes for 360, 40. It's a quorum of 84.94% for the ordinary AGM, and multiple votes with voting rights for 3,659 shareholders. A quorum for 90.84% for the extraordinary AGM. We're now going to look at the resolutions. Please do not leave the room before the end of the voting.
I'd like to ask you to familiarize yourselves with how the tablets work and how they will be ask you to voting. Here, you've got the summary of the agendas. To vote on the resolutions of the AGM, you have been issued with a tablet. It is strictly personal and is used only for this meeting. When announced to vote, the voting window will be automatically displayed on your tablet, even if it's in standby mode. To vote, it's really quite simple. Press the button equating to your choice. For, abstain, against. Press Okay to confirm your choice before the vote closes. Once your vote has been confirmed, you can no longer change it.
Please return your tablet when you leave the room. I would like to ask you to check that your tablet is working. If you have any problems, please inform us immediately without waiting for the end of the voting process. Now we'll be able to do so if all tablets are working. I'd like to remind you that the general meeting has been convened to deliberate on matters of ordinary nature of over 40% of votes, 50% of votes, and the extraordinary AGM meeting has to have a majority of more than 2/3 of votes cast. Let's moving on to the first item concerning the approval of the company financial statements for the year ending 31st of December 2025. Voting is open. Voting is ended. Approved at 99.93% of votes.
Second resolution, approval of the consolidated financial statements for the financial year ending December 31, 2025. Voting is open. Voting is closed. Approved at 99.99%. Resolution three, appropriation of net income for the fiscal year 2025 and setting of the dividend. Voting has opened. Voting has ended. Approved at 99.99% of votes cast. Fourth resolution, approval of the statutory auditor's special report on the agreements referred to in Article L.225-86 et seq. of the French Commercial Code. Voting is open. Voting has ended. Approved at 99.05% of votes cast. Moving on to resolution five, reappointment of Ms. Nadine Glicenstein, present here, as member of the supervisory board. Voting has opened. Voting has ended. Approved at 99.91% of votes cast.
Resolution six, reappointment of Florence von Erb as member of the Supervisory Board. Voting is open. Voting is closed. Approved at 99.09% of votes cast. Seventh resolution: reappointment of Mr. Stanley Shashoua as member of the Supervisory Board. Voting is open. Voting is ended. Approved by 84.33% of votes cast. Eighth resolution: appointment of Ludovic Jacquot, present here, as a member of the Supervisory Board. Voting has started. Voting is ended. Approved at 99.91% of votes cast. 9th resolution: approval of the information referred to in paragraph 1 of Article L. 22-10-9 of the French Commercial Code relating to the compensation Corporate Officers paid during or allotted, awarded for the fiscal year ending 31st December 2025. The voting has opened. Voting has ended. Approved at 94.42% of votes cast.
Tenth resolution: approval of the fixed variable and exceptional components of the total compensation and benefits in kind paid during or awarded for the fiscal year ended December 31st, 2025 to Mr. David Simon in his capacity as Chairman of the Supervisory Board. Voting is open. The voting has ended. Approved at 99.98% of votes cast. Resolution 11 concerns approval of the fixed variable and exceptional components of the total compensation and benefits in kind paid during or awarded for the fiscal year ending December 31st, 2025 to Jean-Marc Jestin in his capacity as Chairman of the Executive Board. Voting is open. Voting is ended. Approved with 94.82% of votes cast.
Resolution 12: approval of the fixed variable and exceptional components of the total compensation benefits in kind paid during or awarded for the financial year ending 31st December 2025 for Mr. Stéphane Tortajada in his capacity as member of the executive board. Voting is open. Voting is ended. Resolution adopted with 96.05% of votes cast. 13th resolution: approval of the 2026 compensation policy for the chairman of the supervisory board and the other members of the supervisory board. Voting is open. Voting is ended. Adopted at 99.81% of votes cast. Resolution 14: approval of the 2026 compensation policy for the chairman of the executive board. Voting is open. Voting has ended. Resolution adopted with 94.61% of votes cast.
Resolution 15: approval of the 2026 compensation policy for the members of the Executive Board, excluding the Chairman. Voting is open. Voting is ended. Approved at 95.15% of votes cast. Resolution 16: authorization to be granted to the Executive Board to require the company to purchase its own shares for 18 months, which cannot be used during a public offer. Voting is open. Voting has ended. Approved with 99.75% of votes cast. Resolution 17: amendment to Article 11 of the company's bylaws concerning the staggered terms of office. Voting is open. Voting is closed. Adopted by 99.43% of votes cast. Resolution 18: amendment to Article 17 of the company's bylaws concerning the relocation of the registered office. Voting is open. Now. Voting has ended. Approved by over 99.99% of votes cast.
Resolution 19: amendment to Article 233 of the company's bylaws concerning the compensation of members of the executive board. Voting is open. Voting has ended. Approved by 99.98% of votes cast. Resolution 20: amendment to Articles 27 and 29 of the company's bylaws concerning the updating of textual references. Voting is open. Voting has ended. Approved by 99.98% of votes cast. Resolution 21, which is the ratification of appointments of Mr. Emmanuel Cronier as member of the supervisory board to replace Mr. David Simon. Voting has opened. Voting has ended. Resolution has been approved by 99.02% of votes cast. The 20th and final resolution concerns the powers required to complete formalities. Voting is now open. Voting is closed. Approved by 99.99% of votes cast.
Vote is now finished. I'm gonna hand over to Jean-Marc Jestin to conclude our AGM and announce the dates of the next coming events.
Thank you to all of you to have participated. Thank you for the votes. Thanks for the trust you have given to us and thanks to our teams. Two important dates. The detachment of the dividend will be the 3rd of July 2026, and the 6th of the same month we'll be giving the date of registration for the payment date, and the 7th will be payment of the rest, and the 29th will be the result of the first half year of 2026, which we will be doing after you. This is the end of our general shareholders meeting. Thank you in the name of all the teams and the Supervisory Board of Klépierre.