Compagnie Générale des Établissements Michelin Société en commandite par actions (EPA:ML)
France flag France · Delayed Price · Currency is EUR
31.94
-0.18 (-0.56%)
Apr 24, 2026, 5:38 PM CET
← View all transcripts

AGM 2022

May 13, 2022

Speaker 2

Ladies and gentlemen, dear shareholders, I'm particularly delighted to welcome you here at the Zénith d'Auvergne for this general meeting. Your, our general meeting. I do hope it will give us the opportunity to exchange again after two years with no participants on what brings us together, the life and future of your group, Michelin. We're going to do this in international context, which is marked by the conflict in Ukraine. Before we start this general meeting, our thoughts go to all victims. May they continue to do all they do, and again, we condemn in the strongest terms this breach of international law. As always, Michelin stands by its employees and their families to ensure their security in the best possible way. Our entire community has rallied to face these difficult times united. I now declare our general meeting open.

I'd like to thank you for coming in numbers here in this new venue. I'm joined by Yves Chapot, the General Manager and CFO of the group. Eric Andrieu, who is the Corporate General Counsel, as well as Jean-Christophe Guérin and Frédéric Gourd, who are sitting quite so far from us. We do like you, though. Who are respectively statutory auditors for PricewaterhouseCoopers and Deloitte & Associés. We also have in the first- row members of the group supervisory board, Mr. Vincent Montagne, the Chief Executive of SAGES, its Chief Executive, who's also here as a non-general managing partner. We're now going to constitute the Bureau. As Chair of the General Meeting, I designate as scrutineers Mr. Pierre Michelin, the Chair of Mage-Invest.

Mr. Olivier Desgranges, who is the Chair of the Supervisory Board of the Manufacture Michelin B Propriété Employee Savings Fund, well, they hold and represent each of the largest number of votes in this auditorium, and they have accepted these duties and like to thank them for this. The Bureau, which has now been constituted, designates Benoit Balmary as Secretary of the General Meeting. The attendance sheet suggests that we've reached the quorum. The final count will be specified just before we vote on resolutions. The general meeting can now validly deliberate on the agenda items contained in the notice sent to you. This ordinary and extraordinary general meeting is convening on first call.

I suggest we now have a look at a summary of the group's activity in 2021 and the prospects for 2022, and I'm going to hand over to Yves Chapot.

Speaker 3

Ladies and gentlemen, dear shareholders. Michelin's business model rests more than ever on a balance between our different stakeholders. People's development, respect for the planet are inseparable from the financial and economic performance of the group. The idea is that in everything we undertake, we seek to further these three dimensions simultaneously. Now, for each pillar, people, planet, profit, economic and financial performance, I'm going to illustrate Michelin results in 2021 and its ambitions for 2030. Michelin is mindful of its impact on people. Of course, I mean Michelin employees, but also our customers, our suppliers and communities that live around our sites. First of all, Michelin wants to be a global reference for its employees' engagement.

Each year, we measure our employees' engagement and well-being in the workplace across the world with a questionnaire, which is conducted by an independent institute. This questionnaire addresses various topics about the lives of our employees. Responses to these questions allow us, amongst others, to compute Michelin team's engagement rate. We reached 80% in 2021, and we are aiming at a rate above 85% by 2030. We want to be a global reference for security in the workplace. In any company, but more specifically in an industrial company, employee security is paramount. Michelin is keen to ever reduce occupational accidents, particularly in plants and in offices. Our improvement in this area is measured by the number of occupational accidents and diseases for 200,000 hours worked. In 2014, this figure was 2.8.

It went down to 1.29 in 2021. In 2021, the Michelin Central Security Team conducted an in-depth analysis of the most serious accidents over two years. The findings of this study help us avoid new accidents, help us further the security culture, and build the security and ergonomics roadmap to reach the group's ambition by 2030, and a TCIR lower than 0.5. Michelin also wants to be a global reference for diversity and inclusion within its teams. Your group is very much involved in this topic, and all components of the IMDI indicator, which is a diversity and inclusion indicator, went up in 2021. Gender diversity, identity, the multinationality of the management, disabilities, and internal promotion. As regards gender diversity, the share of women went up in management to 28.9%.

We intend to raise it even further to reach 35% by 2030. Last, we want to be the best in class in our industry in terms of value created for our customers. Professionalism, product benefits, and quality remain some of the main strengths of the Group, as underlined in our customers' verbatim statements. They are also increasingly positive on two points that have been identified as improvements, responsiveness and effectiveness. Let's now move on to the second dimension, our planet. In terms of environment, in 2021, the Group continued its efforts to reduce the impact of its activities despite the crisis. In this regard, I'd like to draw your attention on four specific indicators that we monitor at Group level to assess the result of the measures we take and the intensity of efforts we undertake to make all our activities more, ever more sustainable.

Our first ambition is to reach carbon neutrality for the industry and in terms of energy by 2050. The 2021 result marks a further progress as regards our CO2 emissions, thanks to the robustness of actions to improve energy efficiency, which have allowed us to return to the 2019 levels despite the impact of the COVID-19 crisis and the integration of a third production site for synthetic rubber. Besides, the share of renewables used by the group has moved from 13% in 2019 to 18% in 2021. This was possible thanks to the installation of photovoltaic panels across several sites and the purchase of electricity of guaranteed renewable origin, specifically in Brazil and in some European countries. By 2030, all technical levers identified in the roadmap will allow us to reach our target.

There will be a presentation later on this fascinating topic. Michelin wants to contribute to or wants to reach carbon neutrality in its uses. In 2021, there was a number of new products that were introduced that have yielded significant gains in terms of energy efficiency, such as the MICHELIN e·PRIMACY and the MICHELIN CrossClimate2 in passenger cars. The projects initiated support our roadmap for a 10% gain in energy efficiency by 2030. We also want to be a global reference for the environmental footprint of industrial sites. Besides the materials that we extract from the environment, we also follow an indicator that measures the environmental impact, the overall environmental impact of our production sites. In 2021, all five components of this indicator went up.

For example, a 7% improvement in the water component was reached, mainly with the introduction of water reuse and recycling solutions across the group's different sites. These results illustrate a positive start for this indicator to reach the reduction target by one-third by 2030. Last, the sustainable materials rate, as you know, and we all do, natural resources on this planet are scarce. Therefore, it is our responsibility to constantly innovate, to increase the share of renewable bio-sourced and recycled materials in the products we sell. Without, of course, however, without ever compromising on quality. In 2021, this sustainable materials rate was 29% at group level. This is mainly due to the use of natural rubber in our products. By 2030, our ambition is to raise this to 40% and 100% by 2050.

This means that, besides natural rubber, we're also considering to considerably reduce in the coming years our dependence on oil petroleum derivatives. Again, as regards to the environment, I'd like to attract your attention on an initiative that we launched last year, and that came under a specific scrutiny from the CSR committee. The chair of the supervisory board will shed some light on this later on. Any human activity has effects on the environment, the society, and the economy, which are not subject to financial assessment. What we call these externalities can be positive or negative. In order to better integrate them in the group's control and management, Michelin has decided to express these externalities in euros.

We started to assess three negative externalities: CO2, the CO2 emissions of our own operations, as well as those that come from the transport of semi-finished and finished products, as well as materials. The consumption of solvents that generate volatile organic compounds, VOCs, and net water extraction. This first assessment was established on the basis of the 2019 volumes, the last year prior to the health crisis. It's based on avoided costs, and it was EUR 508 million. It gives you a rough idea of these externalities relative to our operating profit. By 2023, Michelin tends to reduce by 7.5% these three externalities, despite the expected rise in our volumes, thanks to several levers. Reduction in consumption and transition towards clean energies.

An organization of our supply chains that would be more local, and increased use of multimodal transport. Last, water recycling and reuse, the adaptation of products and processes for solvents, and the digitization and deployment of best practices. Generally speaking, the group is investing approximately EUR 300 million per annum, between 2021 and 2023 to make its operations and products more durable. Let's come to the last dimension, economic performance. For your information, Michelin generated very good results in 2021, despite very difficult conditions. The year was marked by a sustained rebound in demand that led to a disorganization of supply chains, mainly due to tensions in shipping. It led also to labor shortage in some regions across the world, and inflation in commodities and logistical costs.

However, our sales went up by 16% to EUR 24 billion due to the growth of tire volumes by approximately 12% and non-tire sales of approximately 8%. Non-tire activities of the group will grow by 5% per annum between now and 2030, and should account for between 20% and 30% of our revenues by 2030. The other indicator we monitor to illustrate our economic performance is the segment operating income, the SOI, which reached EUR 3 billion, 12.5% of sales. We are back on par with 2019. The main levers to improve things are an OE and RT activity mix that's very favorable in the automotive segment, mainly because OE was strongly penalized by the shortage crisis of semiconductors.

We also had some gains, market share gains in 18 inches, and in our premium tires. This performance confirms the technological innovation leadership of the group. A dynamic control of prices based on the power of the brands, which allows us to offset inflation. Structural free cash flow of the group is EUR 1.8 billion, and our ROCE is 10.3%. This reflects the group's progress in terms of profitability, but also as regards to the optimization of its capital employed. As a result, Michelin ends 2021 with a sound financial structure and a net debt ratio of 18.6% against 28% at the end of 2020.

With these results, the group demonstrates, yet again, its sturdiness and its resilience, and is confident about the further rollout of its Michelin in Motion strategy. Now, let's focus on the breakdown of the value created by your group. You can see in this chart that the added value created by the group, once we've paid our suppliers, was EUR 11.3 billion in 2021. This added value can then be broken down as such, 57% for employees, 15% to finance our investments to ensure the sustainability and development of our activities, 9% for direct taxes and levies, 8% will be used to pay our shareholders with the dividend that we'll offer to pay out at the end of this meeting. 9% for debt reduction, and last, 3% for the payment of financial expenses.

As regards to the prospects, sir, I'd like to dwell shortly on the current context as Florent Menegaux explained in his opening remarks. In the first quarter of 2022, operational disruptions and inflationary pressures were exacerbated by the conflict in Ukraine and the resurgence of COVID-19 in China. In Ukraine, we had a sales branch of 12 people, and we employ approximately 1,000 people in Russia. These two countries, as well as Belarus, accounted in 2021 for approximately 2% of our revenues. The activity of our Russian factory has been suspended since March 2022. We sourced important commodities from Russia, such as black carbon or synthetic rubber. Within a few weeks from now, we will have fully replaced these supplies with other supplies.

In China, the pandemic is again strongly disrupting economic activity. We had to close our plants because of COVID, but our plants are currently reopening in May. We have very little visibility on the evolution of the economy in China at the moment. In this disrupted environment, Q1 sales are, however, up by 19% to EUR 6.5 billion, thanks to the dynamic control of prices. The dynamism of the replacement market in the PCLT, despite more difficult context in March, and strong growth in non-tire activities. Our forecast for the year for our volume growth seems to be in line with the expected growth of markets. It will probably be less dynamic than our initial forecasts.

In this scenario, excluding the intensification of systemic effects, Michelin maintains guidance with an annual SOI in excess of EUR 3.2 billion at constant exchange rates, and a structural FCF in excess of EUR 1.2 billion. As you've understood, with our capital allocation policy, we want to reach a fair balance between reinvesting part of cash generated by the group into the financing of its growth and maintaining reasonable debt. Of course, we want to pay the different stakeholders. For FY 2021, we propose a dividend of EUR 4.50 per share. It is substantially up against the pre-COVID period in 2019, plus 22%. This dividend equals 42% of our consolidated net profit. Once it's been approved by the general meeting, this dividend will be paid out on May 19.

Eventually, we want it to reach a payout ratio of 50% of the net profits before non-recurrent items. Let me finish with some stock market data. The total shareholder return, that is the total profitability for shareholders that factors in the reinvestment of the annual dividends. It's 51% over five years and more than 300% over ten years. Besides, we also put to your vote today the possibility to divide the face value of the Michelin share by four in order specifically to make it more accessible for employees to acquire shares of your company. Thank you very much for your attention and for your trust.

Thank you. Thank you very much, Yves, for this very clear presentation. I should now like to turn to Mr. Frédéric Gourd, representative of the statutory auditors.

Ladies and gentlemen, dear shareholders. On behalf of the auditors, statutory auditors, I would like to introduce the reports that we have drafted for your benefit. For the ordinary part of the shareholders' meeting, we have drafted three reports. Our report on consolidated accounts, our report on annual accounts, and our reports on the regulated conventions. We have also issued three reports under the extraordinary resolutions you are being asked to vote on. These reports deal with proposals to delegate to general partners or one of them, the task of issuance of shares and/or various securities under Resolutions 19, 20, 21, 22, and 23. The increase in share capital reserved for employees with a corporate savings scheme for Resolution 26. Finally, the reduction in share capital under Resolution 28.

These reports you will find in the universal registration document, which are available on the website of the company. Now, I would like to introduce these reports, starting with the report on the accounts. Our report on the consolidated accounts can be found on Pages 391-395 of the universal registration document, and our report on the annual statements from Pages 410-412. These reports were issued on February 18, of this year. First of all, we have confirmed in our reports that we have complied with the rules of independence we are bound to uphold as per our professional code of ethics, as well as the European regulation applicable to the auditing of the accounts of public interest entities.

The audit that we've carried out aimed at gaining reasonable assurance as to the sincerity and accuracy of the accounts and of the financial information therein. Our approach has integrated and reflected Michelin's specificities, i.e., large international footprint, the integration of recent acquisitions, as well as an internal control organization and information system tailored to the challenges at hand. In our work, we have had to coordinate the efforts of teams throughout the world to carry out the audit of the group's various subsidiaries. Not being able to travel this year yet again, we had to oversee the work remotely. Finally, we provided the group's top management and audit committee with regular updates as to the progress and outcome of our work. Our reports on the consolidated accounts and the annual accounts lead us to certify without reservation.

In both reports, we substantiate our assessment with the same observation. The statements were finalized in the evolving context of the COVID-19 crisis, which implied particular conditions for the preparation and auditing of this year's statements. Our reports also include a description of the key elements of the audit that deal with the significant risks of anomaly, which we believe are most important for the auditing of these statements of fiscal 2021.

For each of these key elements of the audit, we both describe in our reports the reasons which have led us to account for them, the nature of the risk identified, and the auditing response that we brought. Under the financial year ending December 31, 2021, these key points are for consolidated accounts on the assessment of goodwill and intangible fixed assets, the assessment of the staff benefits under defined benefit scheme, and the assessment of the risk on the tax dispute in Germany. For annual accounts, they deal with the evaluation of equity stakes. We also indicate in our reports for specific verification purposes that we don't have any observation to make regarding the sincerity of the information given in the managing chairman's report as to the management of the group.

Likewise, we confirm the presence in the report of the Supervisory Board on corporate governance of all the information required by law. On the basis of our work, we conclude that the presentation of the consolidated accounts to be included in the annual financial report complies in all significant aspects with the required format. Let us now move to the special report on regulated conventions that you will find on Page 413 of the universal registration document. We indicate in our report that we received no notice of any new convention authorized during the past year or in prior years and that would have extended into 2021. Now, regarding the resolution, the extraordinary resolutions, we have drafted three reports.

Our first report under Resolutions 19, 20, 21, 22, and 23, regarding the proposals to delegate to managing partners or one of them for the issuance of shares and/or various securities. You will find this report on Page 463 of the universal registration document, and there's no particular mention or observation. We have drafted a second report under Resolution 26 regarding the proposal to delegate to a managing partner for the competence to carry out through cancellation of company shares with the cancellation of company shares reserved for employees with corporate savings schemes. You will find this report on Page 465 of the universal registration document. It does not carry any particular mention or observation.

Finally, we have issued a report under Resolution 28 regarding a proposal to delegate to the managing partners or one of them for a duration of 24 months to decrease the share capital by cancellation of company shares in the limit of 10% of the share capital. You will find this report on Page 466 of the universal registration document, and there's no specific mention or observation. Which brings us to the end of the presentation of our report. Ladies and gentlemen, on behalf of the statutory auditors, I would like to thank you for your attention. I would like to thank Frédéric Gourd for his presentation. I would now like to yield the floor to Barbara Dalibard, Chair of the Supervisory Board, for her presentation of the report on the activity of the board and the projects of resolution.

Ladies and gentlemen, dear shareholders, it is an honor for me to report for the first time since my appointment as Chair of the Supervisory Board of your company during the activity of our board throughout the troubled period we just experienced. Before starting, I would like to thank once again Michel Rollier, who is with us today, for his support and valuable advice during this period of transition. As you know, Michelin's governance rests on three robust pillars. The managing partners who run your company, Florent Menegaux is the Chairman of the board, assisted by Yves Chapot. The SAGES company, general partner, whose Chair is Vincent Montagne, is a key player in the stability of your company, in particular, through the role that it plays in developing the managing director succession plan.

Finally, the supervisory board, who is tasked with the essential role of reviewing the management of the group and assessing its quality with the support of the three committees. I would like to spend some time on what we do as a supervisory board. We have a key role to play in reviewing the group strategy, to which we devote a very lengthy session each year, complemented by updates made necessary by an environment that is buffeted by more and more uncertainties. We also review any external growth or divestment operation, any significant investment, and we make recommendations to the managing partners. For instance, in 2021, we have addressed the partnership with Altaris to accelerate the growth of Solesis in the field of health, as well as the complete buyout of Allopneus. We also addressed the development of new skills and operations in the group.

For instance, in 2021, we scrutinized its development plans in hydrogen. We monitor how well the company is managed. We draw conclusions and lessons to determine and modify the criteria that will allow us to assess its performance and therefore the compensation of its managing directors. To fulfill its responsibilities, the board met eight times in 2021 with, as you can see, an attendance rate of 100%. In the Universal Registration Document, you can find a detailed description of our business. I would just like to underline some of the highlights of our work. Like each year, we have reviewed the independence of the board members.

We have also had far-ranging discussions on the inner workings of the board by integrating the elements coming from the executive session organized by Thierry Le Hénaff. We have given messages, our agreement for the renewal of our two managing partners. On this side, you will find the membership of our board. Please note that we have further reinforced the criteria ensuring a balanced membership. Except for the two board members representing the employees who have joined us a year and a half ago, and who make an extremely valuable contribution to our proceedings, we went from 78% to 89% of independent members. There are 45% women on the board and 30% of non-French members, compared to 22% before, which we believe better reflects the territories in which Michelin is doing business.

As to remain relevant, we need diverse and complementary skills on the board. Here you can see all dimensions, that all dimensions are addressed. These are the competencies which we believe are fundamental for us to play our role. All dimensions are addressed, and each year, we are keen to regularly revisit the set of criteria and skills which we use to appoint new board members under a precise process run by the Compensation Committee. I should say that our two employee board members, who are not here because of specificity of the mode of recruitment for them, also have very diversified skills and experiences which comes as a further benefit to our discussions. Let me now turn to the work of each of our committees. The Audit Committee is chaired by Patrick de La Chevardière.

They met four times in 2021 with an attendance rate of 100%. All of its members are independent. The details of its activity you can find in the Universal Registration Document. It has audited many key figures in the group. The risk review. We've deepened the IT risk review, and our skills in this field were further reinforced by a new board member coming from the IT world. The board scrutinized the potential impacts of global warming in terms of group risks. We have also reviewed our new ethics and compliance organization, as well as the rolling out of the anti-bribery program, as well as the 2021 report on the group's ethical track record. I will, later, Jean-Pierre Duprieu, the Chair of the Compensation and Appointment Committee, will present the details of the activities.

The committee met three times with an attendance rate of 100%. Except for Delphine Roussy, a representative of employees, they are all independent. I would now like to spend a bit more time describing the activity of the CSR committee. You know that we created it two years ago. Monique Leroux is its chairwoman. It also has independent members, except Jean-Christophe Laourde, who represents the employees of the group. It met three times last year, again, with an attendance rate of 100%. It is tasked with reviewing the group strategies, ambitions, and commitments in the field of CSR, corporate social responsibility, broadly defined because it deals with the extra-financial performance of the group, decarbonization detailed plans, as well as the wage policy of the group.

As you can see, they had a very eventful year in 2021, and we know how relevant it has been to dedicate such an important part of the board's business to these questions. Top management commitment, evidenced by Mr. Chapot's earlier intervention, is a great boost to our work. We are regularly adding topics to the work of the committee and are also in the process of connecting the work of the CSR committee with that of the two other the Audit Committee for risk analysis and the Compensation and Nomination Committee, especially on questions of diversity. As regards environmental responsibility now. The CSR committee has reviewed the details of the group's decarbonization plan, a course marked out by two milestones, 2030, 2050, and in 2050, we are aiming for carbon neutrality.

Please note that the greenhouse gas emissions reduction objectives have been reinforced and are in line with the Paris Agreement on climate. We have also reviewed the environment, the negative environmental externalities as well as their accounting for in the group's results. Finally, we have reviewed the reporting duties for next year. More precisely, the committee has reviewed the group's ranking in sustainability, which deserves to be more widely known. We've reviewed the alignment of the group on the TCFD principles. The group strategy in this field features two aspects, climate transition on the one hand, and adaptation of the group to climate change on the other.

The committee has reviewed and keeps monitoring the developments of taxonomy at the European level, which is a particularly complex subject, as well as regulatory developments through the work of the International Sustainability Standards Board or ISSB, and sort of a Taskforce on Climate-related Financial Disclosures or TCFD. The CSR committee has addressed the indicators which it believes are most relevant for these topics. You will see with Jean-Pierre Duprieu that some of these indicators have already been taken into account for the calculation of short-term variable parts. It was already the case for the long-term variable parts. Finally, we pored over the so-called double materiality, internal and external aspects for risk analysis. Regarding social and societal responsibility, the committee has reviewed the decent salary policy of the group applied everywhere in the world.

We have reviewed the diversity and inclusion policy of the group, and we have carried out for non-industrial activities a risk analysis regarding the risks to people's safety as well as corresponding action plan. I hope this gives you an idea of the breadth and width of the committee's work. The scope grows with each new meeting and feed into our board discussions. I would like particularly to thank at this point, group's management for the transparency with which we exchange on these topics, which are difficult topics, but very important ones for our future. Now I would like to address the resolutions that you are asked to vote on. First of all, the financial resolutions. The board has approved group management throughout the year. We have appreciated the excellence of its results, financial results, but also operational results.

Among these authorizations, under Resolution 31, we suggest to divide by four the nominal value of the share. That way, it facilitates access to the group's capital. We also suggest that we renew our statutory auditors. PricewaterhouseCoopers and Deloitte & Associés, we believe should be renewed for a duration of six years. None of these consultancies have to be rotated under this renewal, and the audit committee has assessed the quality of their work and the work of the statutory auditors, as well as their support for internal control. We were keen also to ensure that the new auditing approach would take into account the developments in the group, specifically the acquisitions, and that the rotations and reallocations of audit cycles occur between the two consultancies to have different visions of the entities of the group.

Jean-Pierre Duprieu will go through the re-resolutions on the compensation of corporate officers. He will also present the resolutions for renewal for three of our colleagues, Monique Leroux, Thierry Le Hénaff, and Jean-Michel Severino, who each, for each of them, with very different profiles, bring a lot to our board. I would like now to conclude on insisting again the fact that 2021 was an excellent year for the Michelin Group. The board expresses its gratitude to all employees for this performance. As Yves said, we have now entered a new period of crisis, which is being steered with a lot of intelligence and pragmatism by the group's management. We obviously all hope that this situation will stabilize in the coming month. I thank you for your attention, and I should like to give the floor now to my colleague, Jean-Pierre Duprieu. Jean-Pierre.

Ladies and gentlemen, dear shareholders, I'm delighted to see you again in the traditional format of your general meeting after the painful interlude of the health crisis that we went through. First of all, well, I do hope that you and your relatives were not hit too hard by this crisis. In compliance with the corporate governance code of the AFEP-MEDEF, I'd like to present today the compensations proposed for managing partners and for members of the supervisory board. I will also address they're or the compensation policy for 2022 for them, and then I will end with the proposed nominations for the supervisory board. You will see on this page a recap of managing partners compensations for 2021. I will focus specifically on each managing partner.

As we said during the previous general meeting, the annual variable compensation of Florent Menegaux, the Managing General Partner, is based on the following quantitative criteria. The SOI, Segment Operating Income, the target of EUR 2.8 billion, was overshot, which is 8% that have to be attributed. An outstanding performance for the FCF, which allows us to reach the maximum results. That's 8%. Last, the net income group share, which is also markedly up, for which the Managing General Partners receives 4%. As regards the more qualitative, but however quantifiable part, the deployment of the six strategic transformations was fully delivered in the difficult context that we are aware of. The CSR objective on staff security was not reached, even though it's improving.

The objective of acquisition synergies was reached, which is a significant improvement against the amount achieved in the previous year. All in all, the result is 18.3% out of 20%. The maximum that can be attributed on the net profit, which is markedly higher compared with the previous year, which means that for the variable share of EUR 2 million, which exceeds the cap set at 150% of the fixed compensation, which is limited to the cap EUR 1.35 million. For Yves Chapot, the General Manager, for his variable compensation, the criteria is the same as for Florent Menegaux.

The achievement of these objectives, as presented earlier, lead to an achievement rate of 91.6%, which is a variable share of EUR 824,000. Besides, Mr. Menegaux and Mr. Chapot benefit from LTIs that expire this year or that mature this year, which have been attributed for FY 2019 and that were approved by your general meeting on May 13, 2020, with more than 95% of votes. It is the last scheme attributed in euros. Next schemes will be performance shares. As you remember, these criteria relate to the Michelin share performance relative to CAC 40 companies. They relate to the group's environmental footprint measurement, as assessed by the MEF indicator, staff engagement level, which is very high at Michelin, and the group's operational profit.

All these criteria were exposed to the group's performance, in 2019, 2020, and 2021. As you can see on this recap, each criteria was partially reached. No adjustment was made due to the economic consequences of the COVID crisis. Overall, the general performance for these objectives is slightly over one-third, which will lead to the payment in 2022 of EUR 1.3 million for Mr. Menegaux and EUR 228,000 for Mr. Chapot. The amount owed to Mr. Menegaux results from his position as managing chairman, but also his specific status as general partner, who has, in this capacity, personal unlimited liability for corporate debt with his personal assets. As regards other benefits for managing partners, they haven't changed, or they didn't lead to any payment in 2021.

As for Mrs. Dalibard, the head of the supervisory board since your last general meeting, and Mr. Rollier, who chaired the supervisory board till then, their respective compensation for 2021 is respectively EUR 91,000 and EUR 48,000. They result from their membership of the supervisory board. One for the fixed compensation for 2020, for the annual variable compensation, and for 2018 for long-term incentives. In compliance with same pay requirements, we are presenting today the pay equity ratios that measure the pay gap between executive directors of Michelin and the average and median pay of employees, which shows the scope of the MFPM, which concentrates 90% of French employees. For the chair of the supervisory board, this ratio is 2.1 relative to the average compensation of the group and 2.8 relative to the median.

For the managing chairman, these ratios are respectively 42.9 and 55.9. Lastly, for the general manager, 31.5 and 41. These ratios remain fully acceptable. As regards members of the supervisory board, compensation. 21 or 60% of the 2021 pay is based on regular attendance, which was 100% in 2021. It varies between EUR 34,000 and EUR 91,000, depending on the participation in committees and also chairmanship for one of these committees. As regards compensations paid in 2021 for FY 2020, these compensations vary between EUR 9,000 and EUR 120,000 for the same reasons of participation and chairmanship, as well as pro rata compensations for the start of or the end of a term. Let's now look at the presentation of the 2022 pay policy.

As for managing partners, it takes into account the respective roles of the managing chairman and the general manager. It is adapted to the role of the managing chairman, Florent Menegaux, his responsibilities, and his status as general partner. First of all, we propose to update the amount of the managing partner's fixed compensation. When they were determined in 2018, the remuneration and nomination committee found that this fixed compensation was already lower than the fixed compensation median of executive directors of the main French listed companies. In 2020, given the efforts requested of Michelin Group's employees as well as of other stakeholders during the COVID crisis, the fixed compensation paid to managing partners had been cut by 25% when the company used short time in 2020.

In 2021, we took into consideration the economic crisis, and specifically the wage restraint policy decided in 2020 and 2021 for the Michelin Group employees. Managing partners had told the committee that they did not want to see their fixed compensation change in 2021. The remuneration and nomination committee had accordingly proposed to the supervisory board and to the non-managing general partner, SAGES, to retain the amounts set in 2018 and to recommend for 2022 an update.

The supervisory board and the SAGES consider that this update is justified considering the track records of managing partners during the first term, especially the very good delivery on the management succession plan, the strengthening of the governance process with the supervisory board and the non-managing general partner, the good handling of the COVID crisis consequences, and the preparation and launch of the group's new expansion strategy around and above tires, and the launch of the group's transformation initiatives.

We also need to remind you that this update should be regarded not only as regards the period of the first term that has expired, during which there was no rise, but also as regards the period that will run until 2026 when the new term expires, during which there will be no review of the fixed compensation. This change is of the same magnitude as the average increase of the basic compensation of the Michelin company's employees over the same period. The implementation of this update would only take place after the start of the second four-year mandate managing partners, which is after today's general meeting. As a result, the fixed compensation of managing partners would be for Mr. Menegaux EUR 1.1 million, which would be at the level of the CAC 40 general managers' median compensation.

For Mr. Yves Chapot, EUR 770,000 at the level of the CAC 40 deputy general managers' median compensation. The 2022 policy proposed for managing partners' annual variable compensation retain its objective, which is to align as much as possible quantitative criteria, financial and extra-financial criteria, with criteria applicable to Michelin employees. These criteria are proposed by the supervisory board, approved by general partners, and monitored by the supervisory board. Besides the continuation of quantitative criteria, the group's net profit, the SOI, the structural FCF, and qualitative criteria that were applied in 2021, the continuation of the group's transformation deployment, employee security, the synergies related to acquisitions. This year, two new qualitative and quantifiable criteria are introduced in societal and climatic terms.

The percentage of women in senior positions and CO2 emissions levels for Scope 1 and 2, and for the upstream, downstream transportation activity of Scope 3. Last, Mr. Menegaux's and Mr. Chapot's annual variable compensations remain like in 2021, capped at 150% of their fixed compensation. As regards the long-term compensation component of managing partners, the company will attribute performance shares, which mirror those attributed to group's employees. This attribution is subject to performance criteria aligned with financial, extra-financial criteria applicable to Michelin employees that relate to three financial years in compliance with the AFEP-MEDEF Code recommendations. It is decided after proposal by general partners and after the supervisory board has determined the performance criteria and requirements.

The criteria would be as follows: Performance of the Michelin share relative to STOXX Europe 600, performance of CSR actions, environment, employees' engagement, growth in the adjacent territories activities revenues, and change in the ROCE. It is subject to a double cap for managing partners and individual cap for their fixed annual compensation and a collective cap of 0.05% of the capital for the duration of the resolution passed by your assembly. Last, this attribution is subject to the obligation to retain throughout the term 40% of shares effectually actually received. Now you can see on this page a recap of the 2022 compensation policy elements. First, as regards the fixed compensation, then the annual variable compensation, and last, long-term incentives.

Besides, there are no changes in allowances and other benefits relative to 2021. Now, as regards to the compensation policy for the supervisory board for 2022, we recommended to the council to propose to you a reassessment of the maximum annual compensation of the supervisory board members in order to take into account, amongst others, the rise in 2020 of the supervisory board members from 9 to 11, of the creation of a new committee in 2020, the CSR committee, and the involvement of its members in the very intense activities of this committee, which held a number of meetings which is similar to that of the board's other committees.

Want to take into account the increasingly horizontal nature of activities of the different committees, which make it necessary to analyze a growing number of topics, such as, for example, risk analysis in societal and climate areas, or even the group's policy in terms of diversity and inclusion. The overall cap for the compensation of Supervisory Board members that will be paid into 2023 as from FY 2022, would move from EUR 770,000 to EUR 950,000. The attribution rules of this compensation amongst the Supervisory Board members will not be changed in 2022 and would remain identical to those defined in the 2021 compensation policy. Last, 60% of these amounts depend further on regular attendance. Now let me come to appointments within the Supervisory Board.

We propose this year to renew the terms of Thierry Le Hénaff, Monique Leroux, and Jean-Michel Severino. Thierry Le Hénaff has been an independent member of the board since he was appointed in 2018. After being a member of the audit committee, he's been since 2021 a reference member, the supervisory member, and member of the remuneration and nomination committee. The board reviewed his candidature for the first renewal of his term for four years, taking into account, amongst others, regular his attendance, his experience as an executive within an international group. Also, his proved capacity to support the transformation of an industrial group and to make it a global leader in its main activities. Monique Leroux has been an independent member of the board since she was appointed in October 2015.

She's been a member of the audit committee since 2020 and is Chair of the group's CSR Corporate Social Responsibility Committee. The board reviewed her candidature for the renewal of her term for four years, taking into account her attendance, her involvement in the work of the audit committee, and since December 2020, in the management of the CSR committee as Chair. The board reviewed a good understanding of the group's challenges, skills in accounting, financial, internal audit matters, and also the diversified experience she's gained as a partner of EY Canada and chair of the board and head of management of the Mouvement Desjardins between 2008 and 2016. Jean-Michel Severino was co-opted as a member of the board in November 2020.

His co-optation was ratified by your last general meeting for one year, until the end of the term of the member he replaced. He's member of the company's CSR committee that was set up in 2020. Further to his recent appointment, the board reviewed his candidature for the renewal of his term for four years, taking into account, among others, his attendance, his expertise, particularly in the areas of social environment, HR, and governance, his good knowledge of the industrial community, and his international experience. This is the end of my presentation. I'd like to thank you for your attention. Thank you very much, Barbara. Thank you very much, Jean-Pierre. We also wanted to thank the supervisory board, which has been wise enough to place its trust again in us.

Yves and myself are extremely moved, and we want to focus on Michelin's development, and we're very proud to be able to contribute to our company. Now, as you know, each year during our general meeting, we try our best to help you to know Michelin by addressing topics related to your company and its activities. For today, we picked two things which we hope will fully attract your attention. The first one relates to the decarbonization of Michelin's activity. We already mentioned this several times this morning with Yves, with Barbara's presentation. The positive contribution to our planet, our environment, and its inhabitants, which is one of the fundamental aspects of our action, the fight against climate change specifically, which today is one of humanity's major challenges. It's one of the major challenges to our humanity.

Loyal to its history, Michelin is eager to provide solutions and take concrete steps in order to reach carbon neutrality by 2050. Now, we're going to be joined by Jennifer Brevinder , who is an expert in environmental matters within the Sustainable Mobility Department. We're also going to be joined by Claire Boulangé, who's going to present the decarbonization of Michelin activities. Thank you, Florent. Good morning, everybody. Hi, Jennifer. A few minutes ago, Barbara Dalibard mentioned the climate strategy, which is based on two priorities, climate transition and adaptation to climate change. As part of our climate transition, Michelin has defined a decarbonization plan for all its activities. Before we address this, Jennifer, could you maybe tell us what are the group's CO2 emissions and what scope are we talking about?

Well, first of all, well, good morning, everybody. Good morning, Claire. Today, decarbonization is a major challenge for society and business. It is under close scrutiny and must meet international accounting standards. A stocktake of carbon dioxide emissions, also known as CO2 emissions, is updated every year. Emissions are distributed between three scopes. The first two scopes are emissions that come from the company's activities which are under its direct responsibility. For the Michelin Group, CO2 emissions come from the energy used in plants, but also the energy purchased. In 2021, emissions linked with our industrial sites were slightly in excess of 2.7 million tons of CO2. In the third scope, we're talking here about indirect CO2 emissions that come from activities from all across the group's value chain. These emissions are our shared responsibility with other players.

Each company within the Michelin Group must take action and campaign to reduce emissions that come from its activities in its value chain. In 2021, these emissions accounted for approximately 144 million tons of CO2, 88% of which came from the use of tires sold by the group. Thank you, Jennifer Bravinder, for this clarification. Today, people talk a lot about carbon neutrality and zero net, but what does it mean in concrete terms? And what are the activities concerned by the decarbonization plan? Well, actually, these terms, carbon neutrality and zero net designate the same thing. To reduce as much as possible CO2 emissions right now and then plan sequestration. That is the absorption of CO2 residual emissions to reach a balance. Michelin is aiming for carbon neutrality by 2050, with an intermediary stage in 2030.

The 2030 Group's decarbonization plan focuses first on the reduction of CO2 emissions across all production sites, in logistical operations, in the supply chain with the suppliers of raw materials and components. Michelin also contributes to a low carbon mobility of people and goods with three priorities. First, the design of high-tech or very energy efficient products throughout their life cycle. The second priority, the development of services and solutions to optimize the use and management of vehicle fleets. The third priority, new low carbon mobility solutions, thanks to ecosystemic innovation, mainly with the development of the hydrogen industry. We've understood, Michelin has defined and published a decarbonization plan and objectives for 2030. Jennifer, can you tell us what are the objectives and actions taken to decarbonize our industrial tool?

To reach carbon neutrality by 2050, the group is seeking to halve the CO2 emissions of its industrial sites between now and 2030, relative to 2010. In order to reach this target, we have two levers. First, we need to use less energy by capitalizing or building on best practices and relying on technical levers. We must improve energy efficiency of the industrial tool, for example, with better insulation of our equipment, particularly curing presses, which accounts approximately for 25% of the group's industrial tools energy use. We must also recycle energy, particularly in heating systems. Second, we must consume better by evolving our energy mix, by using renewables and doing away with the use of coal, which is still in use today in five of the group's sites.

Michelin already buys renewable electricity for its plants in Europe, for its plants in Asia and its plants in Brazil. There are many projects under review to increase the share of renewables. Right. Well, if you're okay with this, Jennifer, now let's talk about indirect emissions of the group. What is the contribution of Michelin of Michelin to the low carbon mobility of people and goods, considering that the use phase, as you just said, accounts for 88% of CO2 emissions? Well, did you know that 20% of the energy use of a passenger car and 30% for a heavy goods vehicle come from rolling resistance? The challenge for the group is to reduce even further rolling resistance of tires across all our products to improve their energy efficiency during the use phase.

Michelin is continuing to innovate in the design of highly energy efficient products and aims at 10% improvement by 2030, relative to 2020, while improving all key performances of tires. In order to ensure continuous progress in the reduction of the environmental footprint of its products, Michelin has chosen a comprehensive approach with the use of life cycle analysis tools. Jennifer, what about residual emissions or remaining emissions, those that pertain to logistics operations, the group's supply chain, and tires at the end of their life cycle? Well, let's start with logistics. We're talking here about the transportation of natural rubber and of our semi-finished products to the group's industrial plants. Also, the transportation of our finished products into stores or to our customers.

The group plans to reduce by 15% emissions from logistical operations by using various levers. First, we want to reduce our needs in transportation by positioning production as close as possible to our customers. Then we want to optimize transportation. Last, we want to use decarbonized modes of transport. Jennifer, we've started with logistics. Let's continue with supply chains. What can you tell us about that? Well, as regards emissions that relate to the purchase of raw materials and components, well, they account for approximately half of remaining indirect emissions. That is why, for several years, we have encouraged our suppliers to set themselves ambitious reduction targets in order to cover 70% of CO2 emissions related to our purchasing. Right. Tires at the end of their life cycle, what about that?

Dealing with tires at the end of their life cycle would account for nearly one quarter of remaining CO2 emissions. The group plans to reduce that by 15% in 2030 relative to 2018. For Michelin, tires at the end of their life cycle have to be processed appropriately in order to ensure that they will not end up in the environment and that resources will be properly reused. The group is in favor of low carbon recovery solutions. As you know, thanks to recycling technologies, tires that are considered as used can give birth to new qualitative raw materials. But in this area, there are many challenges, and this requires partnerships. For example, Michelin manages a major R&D project in Europe on technologies to recover tires at the end of their life cycle.

Michelin has also partnered up with Enviro, a Swedish company, to develop and industrialize on a large scale an innovative pyrolysis technology that can recycle tires at the end of their life cycle. Well, Jennifer, maybe we can disclose the name of this European project you've just mentioned. Yes, absolutely. It's the BlackCycle project. Well, thank you. In short, in summary, and by way of conclusion, Jennifer, what does characterize, according to you, the Michelin Group's approach? It's a long-term commitment. Emission reduction targets for CO2 emissions follow the Paris Accords of 2015 on climate. The group reasserted its commitment last year by joining the Race to Zero campaign that aims net zero by 2050.

For more than 15 years, the group's approach has been based on the principle of transparency in our commitments, our methodology, our resources, and our results. This allows us to meet the growing requests of information on our climate strategy from customers, investors, NGOs, and other stakeholders. Thank you, Jennifer, for this very interesting presentation on the decarbonization objectives of Michelin.

Thank you to both of you. I wanted to say that you'll be able to take a breather now, because I know that when we speak on the stage, it's quite impressive to speak to such an audience. Jennifer, you might have heard, has a slight accent. She spoke not in her native language, so I would like to extend my gratitude to you for doing that. This reflects extremely, obviously, well on our group. Thank you. As we've heard, as we've seen, Michelin has started on its own decarbonization path and contributes through its technological leadership and the quality of its products to low carbon mobility of people and goods. The quick rise of EVs, electric vehicles, there's a lot of promises.

The Michelin Group has long anticipated this trend for decades, and for decades we've been innovating to accompany this major transformation in mobility. To illustrate all this, I would like now to yield the floor to Bruno de Feraudy, who is the head of the automotive business line for original equipment. He's going to tell us how we are developing our offering, to seize the opportunity of electric mobility. Ladies and gentlemen, dear shareholders, the main indicators show us that global warming is on a much, much steeper increase than the 1.5 degrees objective that the Paris Agreement was hoping for. All industries will have to work towards reducing CO2 and becoming more responsible as to their use of commodities. The automotive market also has a very important part to play to limit the impact on our environment.

What about the developments that we've observed over the last few years? What about the forecasts and the estimates for the 10 years? Since the beginning of 2020, the global automotive market has been through major crisis, a series of crises. First of all, COVID-19, then semiconductors, which is still affecting most markets, and finally, the war in Ukraine, which undermines consumer confidence. Although the auto market has been in crisis for close to three years, the sales in electric vehicles have booming, moving from less than 2 million cars in 2019 to close to 10 million EVs this year. Many factors explain this exponential growth, but let's highlight four of them which confirm this irreversible trend. First factor. During COP26, 30 countries reaffirmed their determination to phase out internal combustion engine as early as 2035 on many markets and in 2040 globally.

Anticipation by car makers of the tightening of standards and dismissive penalties is triggering massive investment on their part. Second factor, consumers confirm their interest in electric solutions which are very attractive and which in addition are heavily subsidized at the moment. Third factor. With electric vehicles, Chinese car makers are given the opportunity to sort of circumvent their lack of experience with ICE compared to their global competitors. They're able to compete immediately with European and North American leaders on their markets, first of all, and then globally. Finally, fourth factor. The new players coming from high-tech industries such as Tesla or Lucid in the U.S. or XPeng and NIO in China are currently transforming the EV offering into an incomparable connected experience to the benefit of consumers.

The market cap of these new players confirms that financial markets are now convinced that this transformation is afoot and will only accelerate from now on. Tesla and the new players benefit from considerable cash injection and are becoming a real threat for conventional companies. They will have to transform the industrial organization as well as many of their vehicle platforms. Electric transformation has begun, even though certain questions are still unanswered regarding charging stations, the geopolitical aspects of critical materials and the recycling of millions of batteries. Finally, will states agree to subsidize a general rollout of EVs when we know that the cost could be around EUR 500 billion per year? However, clearly for vehicles used for average travels with a reasonable load, electrification is the best decarbonization solution.

It's good news for our planet because all scenarios confirm that less than 10 years from now, 50% of new cars sold throughout the world will be all electric. Therefore, for a company like us, it is essential that we are ready to capture the value deriving from the exploration in the 19 inches and above market, which is going to treble to reach about 150 million in 2037. We have to understand the technological differentiation capability that we need to achieve if we want to meet the specific criteria of EV tires. Finally, the new service offering we will have to develop, because in 2030 close to 40% of first replacements will be on electric vehicles. Therefore, tire makers must meet new expectations from car makers, distributors, and consumers. What's the first expectation?

A change in the performance of tires themselves. Electric vehicles are really refocusing the attention of consumers and car makers on the global performance of tires. Four elements of performance will be particularly highlighted and will be a differentiating factor for premium players. First of all, wear and tear. Wear and tear is challenged by a higher, you know, weight of batteries would range from 200 to 700 kilos per vehicle, and also by regenerative braking used to recharge batteries. Without an improvement in the performance, the life cycle of tires could be reduced by more than 20%. Rolling resistance. The relevance of rolling resistance is increased for car makers because they can claim longer battery range.

It is also important for consumers because they will get a better idea of the direct impact of the quality of tires on the range of the car. Third criteria, the load capacity of tires. It is fundamental to allow to carry the weight of batteries without generating, you know, bulkier equipment, which would limit the space available and/or would impact the design of the car, and therefore, the cost of transforming the vehicle. Finally, noise. Rolling noise represents more than 70% of the acoustic level generated by an EV. One of the characteristics of the experience of EV users is acoustic comfort. Therefore, tires must be part of the solution in terms of reducing the noise. Obviously, all these performances have to be optimized without undermining the other performance criteria of tires, such as safety.

Higher expectations will mean that only companies mastering all these aspects of the performance will profit from the trend. The second expectation on the part of users has to do with service continuity. For consumers, ease of access to an efficient charging station network is one of the determining factor in the experience that one has with an electric vehicle. However, tires will become the first and most important maintenance operation on vehicles. For car makers, their ability to follow and to meet the changing needs in terms of tire maintenance and requirements will therefore become a fundamental criteria to ensure user satisfaction and loyalty. The third expectation has to do with what I would call environmental consistency.

We are hard put to imagine that we could decide to use EV, electric vehicles to protect the planet, and then at the same time, we wouldn't have the same level of requirement regarding the whole of the life cycle of all of the components in the vehicle. The good thing about this is that the impact of more virtuous tire solutions can be shown and traced. Conventionally, consumers and car makers have had competing expectations, but the shift to electric is reconciling those. On the one hand, you know, car makers will find it difficult to claim that they are environmentally responsible if they don't insist on the better wear and tear of their tires.

On the other hand, for consumers, rolling resistance, which was a bit of an abstract concept, will become a much more concrete criterion because they know that it will have a direct impact on the range of their batteries. These expectations on the part of car makers, of consumers, of fleet operators, constitute a unique opportunity for the Michelin Group to showcase its technology and its expertise. As far as wear and tear is concerned, Michelin is the undisputed leader on the market. The accelerated wear and tear of tires on EVs means that consumers will become more demanding on that front, and that is objectively good for us. On the one hand, we want to convince car makers that the added mileage delivered by Michelin is a performance to advertise widely.

Also, we want to differentiate ourselves from competitors who do not offer sufficient mileage overall. To retain our leadership on rolling resistance, Michelin has launched two ranges of EV tires with MICHELIN e.PRIMACY and Michelin Pilot Sport EV, which offer the best in terms of rolling resistance without ever compromising on the other aspect of performance. These ranges have been recognized by main car makers and further entrench our market share, which is three times as high for EVs. The noise abatement solution marketed by Michelin is called Acoustic. It's a high-technology foam stuck inside of the tire. This solution reduces the noise level significantly within the habitats. It is being adopted today by most car makers, including Hyundai, who at first thought that they would develop their own system.

Now with the Acoustic system, Michelin is the undisputed leader on acoustic performance in China, in Europe, and in the U.S. Now, the load capacity. With the so-called high load capacity tire, Michelin now has a solution to increase the load capacity of a vehicle by more than 300 kilograms without changing the external size of the tire nor increasing pressure. The solution allows carmakers to turn ICE vehicles into EVs by limiting the structural changes that they have to bring to cars. All these technology breakthroughs are made possible by Michelin's expertise in simulations. They make for shorter time to market, making it a product of choice for our clients. Increased tire performance will be attractive only if we can ensure service continuity.

This should have an important impact on the OE loyalty of Michelin, because it means a lot of aftermarket business. Increased tire performance will be attractive only if we can ensure service continuity for buyers of new cars during the whole life cycle of cars. With EV Care, Michelin offers an embedded algorithm which allows consumer to know the wear and tear condition of their tires and to connect themselves to the most relevant servicing center adapted to their needs. This service brought to consumers will also help us strengthen existing partnerships with carmaker networks and distribution in general. With more connected electric vehicles comes the possibility for us to use the data collected and to create new services for fleet operators, facility managers, and even insurance companies.

Our leadership in EV tires is in line, obviously, with our environmental strategy and with our determination to be a responsible company throughout the whole life cycle of our products. We must show our expertise but also make it indisputable so that our clients think of us as the supplier of choice. We have to prove our expertise. ADAC is the largest automotive association in Europe. Their latest tests have concluded that Michelin products emit 30% less particles compared to our premium competitors, therefore, proving once more our expertise on these questions. We must achieve undisputable environmental performance. By committing to fitting all of our products with RFID chips, Michelin commits itself to being more efficient in managing its flows and to tracing, proving, and valuing our environmental performance.

The shift to EVs is the perfect opportunity for us to become leaders in the three Ps: people, profit, planet. We have the technologies and associated service capabilities. We have the global reach and the skills to fulfill Michelin's ambition to offer, for the planet, environmentally sound solutions which our clients can in turn use to convince consumers. I suggest we now turn to the history of the Michelin Pilot Sport EV product, as told by our engineers.

Speaker 4

The new Michelin Pilot Sport EV breaks the compromise between rolling resistance and handling.

It can release the full potential of the EV car.

Sport EV driver is primarily an enthusiast looking for emotions. You want to have a seamless experience when you drive these kinds of cars . You need the thrill of a fast acceleration and also you are looking for new tech, no noise in the cabin, a super nice design of the tire and on the car. The constraint of a sport EV car mostly comes from the limitation of the battery technology, which means that if you want to get a good range, you need to have EV batteries that will impact the handling, the braking, and the wear of the tire, and also the road noise, because obviously the noise from the engine is very limited.

This is the reason why Michelin has developed a brand- new tire line, Michelin Pilot Sport EV, the latest member of the Pilot Sport family, taking full advantage of Michelin experience with high-end sport vehicles and Formula E.

Speaker 5

One big challenge of the EV car is to keep the good handling performance of the car despite an increased load without sacrificing the range. As a legacy of Formula E, electric grip compounds allow to use high rigidity and GreenPower Compound in the rolling tread. We provide an additional range of 60 km by using the GreenPower Compound and slim-based technologies while keeping the sporty behavior of the car. Sports EV are roughly heavier by 20% compared to a traditional car with increased torque and acceleration. We introduced the MaxTouch Construction to optimize the distribution of forces in the contact patch, especially during cornering, acceleration, and braking for long-lasting tread life.

Speaker 4

In a sport EV car, the noise within the cabin mostly come from the road noise. This is the reason why Michelin has developed Michelin Acoustic Technology that allows a reduction of approximately 20% of the road noise within the cabin. It gives an enjoyable driving experience. The new Michelin Pilot Sport EV breaks the paradigm between rolling resistance and handling. It will allow you to get the most out of your electric sports car potential.

Speaker 3

I'd like to thank Bruno, who can now take a breather as well. The presentation was excellent as always. Bruno is in charge of our relationship with car makers. They are going through a radical revolution of their own at the moment, which explains that we are seeing a lot of ups and downs in the market. You know, the magnitude of the restructuring of the auto market, of the auto industry happening at the moment is just mind-blowing. Thank you, Bruno. Ladies and gentlemen, dear shareholders, I would like to extend again my gratitude for your presence here today, your physical presence here today for our shareholders meeting, three years after the last physical edition. This annual meeting is always a high, you know, moment in our company. Being actually together for this is much better.

For more than two years, as Yves has evidenced earlier on, your group, our group, your group, has been through a succession of crises without precedent. The health crisis, then the deep disruption of supply chains and the resulting inflation, and now the conflict in Ukraine with its systemic consequences rippling through the world. These are very different crises, but they have produced cumulative effects, and they are profoundly transforming the world in which we live. This is a challenge for your group, and it forces us day in, day out to be brave, to be resilient, and to be agile. Regarding COVID, our absolute priority from day one and remains to protect the health and safety of our staff while ensuring the continuity and the future of our business.

At a time when Europe and the world experiences very serious events, the Michelin Group is committed to support its employees and to taking up the challenges in the world today. In this turbulent environment, your group is doing better than just resisting. It is faring very well. I'd like to say how proud I am as CEO of Michelin when I see the way our teams are addressing the situation day in, day out. Thanks to everyone's commitment, thanks to the solidity of our brand, the robustness of its strategy, Michelin remains a very solid company. In this very difficult context, in the face of unpredictable events, we are deploying the Michelin in Motion strategy, which I had the pleasure to unveil last year.

At the heart of everything we do is the permanent quest for a right balance between the interest of people, the business performance, and the protection of the planet. This balance lies at the heart of our DNA and has since the beginning of our company. It is our hallmark. With Michelin in Motion, we were keen to reinforce this strategy by putting it at the heart of everything that we do, so that Michelin tomorrow becomes an all- sustainable company. We want to reconcile and grow the development and fulfilling of people to the benefit of our customers, the business and financial performance, which is essential if we want to invest and innovate, the positive contribution to our planet and its inhabitants, without whom obviously nothing can be sustainable.

Value for people, financial value for the planet, three interconnected challenges which together in the past and guarantee today and will guarantee in the future the sustainable growth of Michelin. This permanent quest for new, a better equilibrium and balance is also our compass for our future. Tires and beyond tires. In tires, we want to remain leaders and keep capturing growth on the market. This means that we have to keep investing, imagining, creating, to integrate more and more innovations to our tires. Day in, day out, we move a little bit closer to our vision of the tire of tomorrow, smart, without air, safe, rechargeable and sustainable from A to Z. This is also what it means to be a leading company. Encouraging transformation and showing the way forward towards more sustainability for all the industry.

Michelin is ready for the great EV revolution because we've been readying ourselves for the last 30 years, thanks to the clear-sightedness of our forebears. Like Bruno de Feraudy just demonstrated, electric vehicles are much harder on the tire than ICEs. Michelin has already invested and already has not only all the technological expertise, but also, and this is also very important, all the production capabilities to already offer the products that are most suited to these types of vehicles. This is a genuine opportunity for Michelin. Michelin's market share is three times higher on the market of EVs than internal combustion engine cars. The large investment that we've made over the last years put us in a favorable position to prepare for the next developments of the mobility market.

In our second area of growth, around tires, your Michelin group offers a global connected mobility offering through its service and solution offering. Our fleet clients know that they can rely on our intimate knowledge of their needs and on the expertise of the group to improve their operational performance. Thanks to the services brought by Michelin, they optimize their costs, they make their operations safer, and they, in the meantime, reduce their impact on the environment. Our services will be augmented and made even more efficient, thanks to the data that we can collect from the use of tires because, and you need to know this, starting in 2024, all Michelin tires will be either connectable or connected. This unique combination of expertise and digital know-how already allows our clients to reconcile their business, human, and environmental dimensions. Finally, beyond tire.

Material expertise that we've developed, that our researchers have developed over the last 130 years, are finding a translation in many new areas and markets. Manufacturing a composite tube, the most advanced expression being the tire, requires to design, assemble, and implement materials with very specific know-how, thanks to the exceptional property that we can give them. The scope and the field of application of these composites is infinite. We find them in the critical components like seals or transmission belts, glues, resins, or high value-added glues, or in bio-sourced, sustainable, or recycled material. These are composites that also allow for the combination of oxygen and hydrogen to create electricity in hydrogen fuel cells that our subsidiary, Symbio, is currently developing. Composite flexibles also allow for many different applications in the field of health. We provide innovative components in regenerative medicine, cell therapy.

Our subsidiary, Solesis, is a leading actor on the market. For instance, we can create new ways to deliver medicine within the human body and to maximize its health effects. In each of these areas, and there are many, we keep acquiring and forging partnerships to do better and faster by combining skills, expertise, and by exploiting complementarities. So, we will succeed in an ever more complex world, in an ever more technological world, provided we can transform ourselves from the inside at the same pace as our environment is changing. We are doing so, and we will keep doing so by bearing in mind always the best interest of our clients, because in the end, it is they who will tell us if we've been successful. We have also defined six major levers of transformation for the whole of our company.

First of all, if you had to take away only one, it is I am Michelin. As you know, we are adapting our organization so that everyone is empowered to be their own actor in their development, to be at the helm of their fulfillment. Second of all, client focus. We wanna make sure that working with Michelin is always easier and more satisfying for our clients. For instance, in Mexico, we are jointly designing the solutions that meet their needs. We are also more and more adapting our information systems to that of our clients, so that they can have access to relevant real-time information. The third lever of transformation is called Agile Michelin. We are streamlining everything that can be in order to become more agile.

We want to drive down our costs and optimize the way we operate to the benefit of all stakeholders in the company. We've already made structural progress. Our supply chain is improving and the control over our inventory and the quality of our inventory is also improving. The fourth lever of transformation is called accelerating innovation. There's no, you know, order of importance in the transformation. We are accelerating innovation by extending the scope, I would say, of innovation by relying on open ecosystems to go faster. Therefore, our ResiCare subsidiary specialized in biosourced resins now sells a new generation of glues which is very efficient and has no more impact on health and the environment.

The fifth transformation is that we profit from the great wealth of data that we collect, and we use it to make better decisions to the benefit of our clients and partners. We marshal the whole power of artificial intelligence to anticipate market fluctuations, to reduce our delivery times, to improve price management, to improve market knowledge, market intelligence, et cetera. Again, with a view to protecting people. Data itself becomes a resource that we can sell. With the data-driven intelligence initiative, we are using the user data that we are collecting to improve safety onboard vehicle, but also the safety of road infrastructure and to improve road behavior of drivers on the road. Finally, the last lever of transformation is that we are reducing our footprint and the environmental footprint of our products and operations. We are working with our clients and partners.

We are investing in circular economy, in zero emission solutions, and we are reinforcing our positive impact on the planet. As an example, we, over the last two years, we have increased the share of renewable energy to, from 13%-18% of our energy mix, and we are in line, as Jennifer told us earlier on, to reach 40% on average of sustainable material in all of our products by 2030. As you've understood, the Michelin in Motion strategy is well on its way and is already producing its first results. More than ever, we are betting on collective intelligence and an ecosystem-based approach for us to find better ways to move ahead. I fully trust in our company's capability to weather all present and future crisis, to fulfill its ambitions, and to stay the course in hard times.

Dear shareholders, your group is changing, is on the move. I hope that you've understood this and seen this. Michelin is a robust, efficient, value-creating company, despite the current environment. Rest assured that we will keep acting tirelessly to make Michelin an all sustainable company. We will take up the challenges that the world throws at us, and I thank you because your trust is very, and your confidence is essential at this juncture for the company. Thank you also for your attention. As you know, this is a shareholders meeting, so I would like to turn to Eric Andrieu, who is going to give you the highlights of the 30 resolutions you are being asked to vote on.

Thank you, Mr. Chair. Ladies and gentlemen, dear shareholders, let me remind you that all this material was published within legal deadlines. I'm going to give you a brief summary of resolutions as the entire text was already published on the general mandatory legal notices. The entire text of resolutions, with the detailed reports of the managing chairs, with the managing chair at the supervisory board, were already published on our internet site on the first of April, and sent to each shareholder in the notice. In accordance with regulation, we gathered your votes, your paper votes, until the eleventh of May, midnight, and electronic votes until yesterday, May 12, 3 P.M. We will first put to your vote ordinary resolutions and then extraordinary resolutions.

Speaker 2

As regards ordinary resolutions, resolution one pertains to the approval of FY 2021 annual statements, which show a profit of EUR 584,192,000 for the holding company, Compagnie Générale des Établissements Michelin . Resolution three pertains to the approval of the group's consolidated statements for 2021, which show a net profit of EUR 1,845,067,000. Besides, as no new regulated agreement was signed in FY 2021, in resolution four, we propose to acknowledge that there's no such agreement to approve. With resolution two, we put to the vote of shareholders the payout of EUR 4.5 per share, which is a payout ratio of 42% of the net profit, excluding non-recurrent items. The dividend will be paid out on May 19 , 2022.

In order to avoid dilutive effect on shares, no payment in shares is being proposed. Resolution 5 pertains to the renewal of the authorization given to the company to use its own shares as part of redemption scheme for less than 10% of the share capital for 18 months. The maximum unit purchase price was brought from EUR 180 to EUR 220 in order to take into account the strong rise in the share price. The description of this new scheme is in chapter 657 of the 2021 universal registration document. The proposed authorization cannot be used in times of public offering.

The implementation during FY 2021 of effective redemption authorization in FY 2021 is detailed in chapter 6.5.6 B of the universal registration document of 2021. The chair of the Remuneration and Nomination Committee, Mr. Jean-Pierre Duprieu, presented earlier on the pay policy for executive directors as established by the managing partners and Supervisory Board of the company for 2022. As a consequence, we put to the vote of the Ordinary General Meeting, the compensation policy of managing partners, on the one hand, so Resolution 6, and of the Supervisory Board, Resolution 7 for FY 2022. The main characteristics of this policy are detailed in the corporate governance report, reproduced in Chapter 3.3 of the 2021 universal registration document.

The chair of the Remuneration and Nomination Committee also presented earlier on the elements of compensation owed or attributed to all corporate officers of the company. In 2022, the general partners and the Supervisory Board of the company put to the vote of the Ordinary General Meeting in Resolution 8, information pertaining to the element of compensation of corporate officers paid in 2021 or attributed during the same FY. In Resolutions 9, 10, 11, and 12, individual elements of compensation paid in FY 2021 or attributed during that year to the executive directors of the company for the term held during that year. These resolutions pertain to Mr. Florent Menegaux, the Managing General Partner, Mr. Yves Chapot, the Managing Partner, Mrs.

Barbara Dalibard, the Chair of the Supervisory Board since May 2021, and Mr. Michel Rollier, Chair of the Supervisory Board until May 2021. These compensation elements were established in accordance with the principles described in the compensation policy presented in 2021 for this FY. In the report on corporate governance that is included in Chapter 3, 4 of the reference documents for 2022. 2020. As the Chair of the Compensation Committee and of the Chair of the Compensation and Nomination Committee said, Mr. Thierry Le Hénaff and Mrs. Monique Leroux and Mr. Jean-Michel Severino's terms have matured, will expire at the end of today's general meeting, Ordinary General Meeting.

The review and selection process of candidatures and the presentation of candidates will be detailed in the report of the Supervisory Board of draft resolutions. In accordance with the company's articles of Association, only the Supervisory Board, the non-executive body, of which 89% of members are independent, can. Only this body can recommend to the General Meeting the candidatures of members that will represent shareholders in the board. This is an essential guarantee of the separation of powers. None of the general partners will be involved in these choices and can take part in the votes of nominations during the General Meeting.

At the end of this process, the Supervisory Board decided to unanimously recommend, and members concerned did abstain, recommended to ask the Managing General Partner and to propose to the General Meeting in Resolution 13, the renewal of Mr. Thierry Le Hénaff's term. In Resolution 14, the renewal of Mrs. Monique Leroux's term. In Resolution 15, the renewal of Mr. Jean-Michel Severino's term. These nominations are proposed for four years, that is, until the end of the General Meeting, which will have to pronounce on the financial statements of the year that will end on December 31, 2025. The Supervisory Board wanted to propose the General Meeting a reassessment of the compensation for members of the board in order to take into account a number of evolutions, described by Mr.

Jean-Pierre Duprieu, mainly the rise in the number of Supervisory Board members with two new members, the creation of a new committee, the Corporate Social Responsibility Committee, the CSR Committee. The annual amount would move from EUR 770 thousand to EUR 950 thousand for FY 2022. That will be paid in 2023. A large share of this would be spent on the regular attendance of members to meetings of the board and its committees. Resolution 17 and 18 pertain to the nomination of statutory auditors, as recommended by the audit committee. Mrs. Barbara Dalibard reminded you earlier on in her presentation on the activities of the supervisory board, the process implemented for these appointments. Likewise, as for the nomination of supervisory board members, the general...

The managing partners are not part of the nomination process for statutory auditors. After Resolution 18, I'm now going to sum up the other extraordinary resolutions. Resolutions 19 to 22 pertain to the delegations of authorities pertaining to capital increases, which maintain shareholders preemptive subscription rights with the abolition of shareholders preferential subscription rights, as part of offers defined in the first paragraph of Article L.411-2 of the Monetary and Financial Code pertaining to private investments, and which includes the setting of issuing price for capital increases with the abolition of the preemptive subscription rights. These delegations and authorizations will be effective for 26 months as from today and will nullify any previous delegation.

The detailed information pertaining to these projects are included in the report of the Managing Chairman, are in the draft resolutions, included in the notice of the 2022 general meeting, and in Chapter 7.1 of the 2021 universal registration document. Resolutions 23-26 pertain to the delegation of authorities related to capital increase. In other words, increase in the number of securities in case of excess demand. Capital increase with incorporation of retained earnings, profits or bonuses. Capital increases to compensate contributions in securities, in case of a share exchange offer contributions in kind. Capital increase in sale of securities reserved for employees, members of corporate savings schemes. These delegations and authorizations are effective for 26 months as from today and nullify any previous delegation with the same subject matter.

The previous resolutions presented detailed information, and this is to be found in the managing chair's report. Resolution 27 sets a nominal amount of EUR 125 million, which for your information, is nearly 35% of the share capital, with a limitation of the overall capital increase amounts that could be carried out by virtue of Resolutions 19, 20, 21, 22, 23 and 25. Besides, this resolution sets to EUR 2.5 billion the overall cap for debt securities issuance that give access immediately or eventually to the share capital and that could be carried out by virtue of Resolutions 19 to 23. This resolution renews the caps that were decided by the June 23, 2020 Combined General Meeting.

Resolution 28 authorizes for 24 months managing partners to reduce the share capital by canceling shares acquired as part of an authorized share redemption scheme. This delegation replaces the identical resolution granted by the combined general meeting of May 21, 2021, which was not exercised during FY 2021. Resolution 29 divides by four the face value of the CGEM share, decreasing it from EUR 2 to EUR 0.50, thereby multiplying the number of shares by four. This division of the share nominal value would allow us to continue the diversification of our shareholder base.

The reduction of the face value would become effective as from the date set by the management within the 12 months following this meeting, would have no consequences on the double voting right attached to shares within the conditions defined by the articles of association of the company. Last, which would lead to no formalities and no cost for shareholders. Last, Resolution 30 pertaining to powers to complete formalities in relation to this combined general meeting does not require any specific comments. Thank you. Thank you for this. That was quite a feat, and I can see that you are relieved that it's over. I can understand. Thank you, Eric. I would like to now open the general discussion part of this meeting, and we are going to take your questions.

I inform you that, as per the law, the answers to the written questions that we received prior to the meeting have been published on the internet website of your company. I suggest we start with the questions from the room, and we will then respond to the questions that we received on our dedicated email address. I would first of all like to turn to the members of the shareholder committee of Michelin. I think we have roaming mics in the room.

Emmanuel Zancan
Individual Shareholder, Michelin

Good morning, Mr. Chair. I am Emmanuel Zancan. My question is the following. High technology materials are a differentiating criteria for the Michelin Group compared to their competitors. What are the most promising technologies?

Speaker 3

At this moment. Thank you. Thank you for your question, sir. I suggest we turn to Maude Portigliatti. In the front row, I mean, we've mentioned the supervisory board, the SAGES, the scrutineers, and you have the ExCo members that I would like to turn to to answer some of your questions. Maude Portigliatti is in charge of the high-tech materials business line. Good morning, everyone. Florent has already mentioned some of the more promising technologies, and we've seen them in the pictures on the screens. I think we have a whole range of products that are promising because we are a very demanding, you know, technological company, demanding in our research. You know, our tires must have exceptional properties because tires require drastic requirements.

Same goes for our resins, glues, the resins composites that we have developed, which can be and are great assets for other demanding applications. We have another range of technologies which, I guess are the result of our innovative boldness when we work on the polymers which are biocompatible and biodegradable. You know, we started from scratch, and we contributed to additive metal manufacturing, which is a technological industrial breakthrough, really upending the industrial flows. When we've created our own kind of fuel cell, you know, these were real breakthroughs. These are the ones that I wanted to highlight. Thank you, Maude. Do we have other questions? Good morning, Mr. Chair. Several factors, such as the war in Ukraine and the unpredictable nature of the pandemic, contribute to making the market an uncertain environment.

Coupled with the uncertainty in interest rate, will it affect Michelin's strategy regarding its debt, its debt ratio? Thank you. Thank you for your question, madam. I would like to turn to Yves for an answer on this question. The current situation obviously leads us to being very cautious, you know, in terms of the volatility of the market. I would just like to remind you that at the end of 2021, our debt ratio was 18%, less than one year of our cash flow generation capability, and most rating agencies rate us A minus, so very, you know, very robust.

Furthermore, our financial debt, current financial debt, has a residual duration or maturity of more than nine years, so we have, you know, the means to weather fluctuations, you know, strong fluctuations in the market, as we showed in the spring of 2019, when COVID hit and a lot of global markets just, you know, floundered. Thank you. New question? Good morning, Mr. Chair. I am Karine Cattenot. Mobility as a whole, and especially cars, are going through major changes with car-sharing schemes and obviously new energies being used. In such a context, what are the decision criteria that you're using to guide your research and innovation? Thank you. I would like to turn to Eric Vinesse, who is our Head of Research and Development. He's going to answer this question. Good morning. Thank you. Mobility, as we know it, is changing.

As you said, the shift to electric of cars means that we need even more efficient tires, as was described earlier on. Our research effort aims at being more innovative from a technological standpoint. From a material standpoint, we want to bring solutions that can guarantee radical changes in wear and tear, rolling resistance, load capacity, and the overall resistance of our products. Beyond the shift to electric, there are other transformations afoot, shared mobility, connectivity. We are keen to have a compass that will guide our research and innovation work. That's the VISION concept here in the room. Around this focus, we have a certain number of programs such as UPTIS on the resistance of tires against punctures.

The notion of sustainability, of sustainable material as well, with our 2030 objective of 40% of sustainable material, biosourced material, and 50% by 2050 of biosourced or recycled material. That means a huge change and a huge transformation of how we do things. The last element is our ability to reimpress new material on the face of the part of the tire that is in contact with the road. That's, you know, to ensure it's a longer life. That's yet another challenge for us. Thank you. Thank you, Eric. If we have other questions throughout the room, let us hear them. I would like to ask you to raise your hand so that the people who are distributing the microphones can see you.

Then I would like to ask you to rise, and please state your name when you're given the mic. I saw a hand raised here. You can, you know, stand up in advance because we have several mics and. Mr. Chair, good morning. Ladies and gentlemen, I am Mr. Daturi. I would like to know Michelin's current position or standing compared to the other major tire makers in the world. Is the gap being bridged with your main competitors? Well, there are several answers that we can give to your question. I guess I'll answer part of your question, Yves will answer the other part. When we compare our group to our competitors in tire making, Michelin is a leading company, depending on the foreign exchange rates.

With Bridgestone, we are co-leading the market with Bridgestone, the Japanese competitor. Now, regarding the other parts of the market, it's difficult to know who a competitor for high technology material or technologies or solution is . Michelin is kind of a unique player on the market because you know, the competition landscape is very fragmented and is currently in the process of being consolidated. That's one answer I could give you. Now, in terms of market shares on the various markets, it's a very diverse landscape. I mean, we have large positions on our historical markets or on rather, you know, young markets, young geographies such as China, where Michelin is making headway very quickly.

There are other regions of the world where our market share is much lower because we've been there for less time and because the markets are not receptive as of yet to the talents and products that we have to offer. So, that's maybe part of the answer that we could provide you with. Yves, if you wanna add to this. Well, the tire industry is still a very, you know, fragmented, deconcentrated business. I mean, only in China, there are about 100 companies, you know, tire-making companies. Bridgestone obviously is, I guess, the most similar, the most comparable company because they're on the same markets as we are. So, our performances in 2021 were slightly better than Bridgestone's. We stood at 12.5% of operating margin.

Bridgestone was 12.1%. We are two, you know, equivalent companies, and we've been the two leading players in the market for a number of years. The other significant players such as Goodyear, Continental, who are, you know, doing business throughout the world, who are less present in specialties. You have other players who are much more specialized because of a, you know, regional presence or because of their business sort of specialization. Thank you. Question seven and then question six. Good morning. Thank you for organizing this meeting. I am Mr. Valentine. I live in the Ardèche County of France. I have two questions. The technical words that you use are always in English. I like to speak English and, but I'm French. When I'm in France, I like to speak French.

Thank you. Thank you very much. The second part to my question is the following one. As we know, the presidential election just happened in France. We've talked a lot during the campaign about electric vehicles, about the energy transition. We know that 10-20 years from now, you know, the rise in the number of EVs will mean that we will need that much more electric energy. I'm sorry for those who do not see it my way, but I think that the nuclear generation of energy or electricity will always be part of the French energy mix and landscape. Earlier on, you showed us films of electric vehicles.

Where I live, I was almost run over twice by an electric vehicle because it was extremely silent. I remember I was walking, you know, watching, you know, a window pane, and I was almost run over. Silent is good, but complete silence can be, you know, dangerous. Regarding the first part of your question, regarding the use of our, you know, of acronyms, it is true that we use English acronyms, but, you know, do bear in mind that Michelin is an international company and the language that is used majority of times internationally is the English language.

There are a number of things that we write in English, and even though we are here in France, as shareholders, you know, we represent a company that is a French company, but which is also profoundly international. Just, you know, as a reminder, 15% of the business of the group is in France, but the rest of it is international. As you know, the international language is English. Your second question regarding electricity. Well, I'm not sure that Michelin is the best stage where you can deliver your message.

I agree when you say that the shift to electric will mean a revamping of the whole infrastructure to distribute electricity and will mean also that we need to have access to green decarbonated energy, and we're not there yet, even though in France we have access to decarbonated energy through, you know, nuclear plants. However, we're still insufficiently equipped to accommodate a rise in demand and the shift to electric vehicles. Now, regarding the last part of your question, regarding the accidents that can happen because of the silent electric vehicles, it is certain that we are going to have to change the way we interact with cars on the street because, you know, the sound of cars of engines has always been something that we've been aware of, and now it's going to be a very different acoustic environment.

I think that we'll have to adapt rather than turn our backs on electric vehicles, because I think they do bring a lot of benefits. I agree with you, we have to remain safe. We'll have to think about a new architecture for public space, for cities. We'll have to see how each and every one of us has to behave maybe differently in public spaces. Michelin will make a contribution, but I think we have to remain humble because Michelin cannot solve it all. Question 6. 2.

I am Pierre Barbe. I am a former employee of Michelin.

I would like to have some explanations as to the fact that you are showcasing here the tire of the future on the stage, and it has no more air in it, and air is the most frequent and cheapest material to make tires at the moment. I wonder what has led Michelin engineers to design an airless tire. Does this new structure present a higher performance potential than current tires? Thank you. Scott Clark, could I turn to you for further explanation on this topic? You're right. Air, I mean, you know, tires, it's an envelope around air, and air works for us inside of a tire. Thank you. Good morning, everyone. You're right. I mean, the good thing about current production is that air is free and widely available.

However, an airless tire is a great opportunity to avoid puncturings and to ensure mobility in a secure and safe way. It is true, it is a difficult topic. Our engineers are working on very innovative material to try and achieve security and performance, safety and performance, while limiting mass in order to have good rolling resistance with a lighter tire. It is a technical challenge, and it is a, you know, a great motivation for our technical teams, but we are greatly encouraged by the progress made with UPTIS. As I'm used to saying, if we can make an airless tire, then Michelin will be the one to do it. Thank you, Scott. I forgot to introduce you. Scott Clark is in charge of the number one business division, so all global and regional brands of cars.

Just to add to what Scott said, the picture that we showed is the addition of all technologies that we're working on wrapped up in one object. But this object is not going to replace all tires. However, we are going to find one or several of these technologies in most tires. The anti-puncture module that you can find in this tire, I mean, we'll still for decades have tires with air because as you said, this is the cheapest and surest way and safest way to manage a certain number of elements of performance. We have question number 2, 7, 8, and 6.

Speaker 2

Good morning. My name is Dominique Bourgeois. I'm an employee and shareholder. I wanted to ask you about the group's decarbonization objectives. We saw in the presentation that on industrial sites the agenda is to reduce between now and 2030 CO2 emissions by 50%, and that this is combined with a number of plans of action, which is very good. You're going the right direction. However, as regards to transport, even though it's part of Scope 3, which is more difficult to address, we can see that the group's ambition is only 15% of emission CO2 emissions reductions. My question is that enough considering the urgency of the situation, as pointed out in the last IPCC report? Well, the head of supply chain activity is going to answer. Yves.

Well, -15% is our ambition for the shipment, the transportation of our products. This mainly reflects levers that we have at our disposal. That means shipping less products. Because our products go through stores, they're not delivered directly on our customer's premises, so we want to abolish intermediary inventories. We want to use more intermodal modes of transport. We want to use the rail when possible. We want also to rely on the loading processes of trucks in order to transport more goods in lorries. This does not even include progress that will be made simultaneously by hauliers themselves. Because, of course, between now and 2030, vehicles will use increasingly cleaner or clean energy. They will be fully carbon free or decarbonated or will use fuel cells or batteries.

This will come on top of it. 15% results from the levers that we have in our own hands. Yes, and also, for your information, we use natural rubber to make our products, but unfortunately, we won't be able to do away with transport of this, except if global warming has tragic consequences. Rubber grows in tropical areas. Unless the South of France becomes a tropical area, we will need some shipping, some transportation to get our products. Question seven, I think. Hello, I'm an individual shareholder. I'd like to know why you decided to scrap Formula One in competition, because you seem to benefit from progress made in these tires, especially the Pilot, Scott Clark.

For Formula E, Scott Clark was also in charge of competition activities. He is going to answer you. Well, ideally, we'd need a microphone to stay here at the front. That would be good. Thank you for your question. For us, the key element of motorsport is to be a laboratory for sustainable mobility going forward. We use motorsports today to showcase our sustainable materials and tires and also their longevity. Quite honestly, it was our objective to decarbonize Formula One to Formula E. This was a strategic value for us. Sometimes we have competitors that are ready to pay a lot or too much to be sponsors of series like this.

We decided to give up on this, but we will find other forms of motorsports that we can use as laboratories, as a test bench for innovation. We do this with the Le Mans 24-hour race, Le Mans, in order to show the innovation of our products till the end of their life cycle. We'll do this with other forms of sustainable motorsports going forward. Thank you very much, Scott. Question 8.

Thank you, Mr. Chair, Marc Cheroux. I'm a small individual shareholder. I was not an employee of the group. Now, you might say that COVID has had consequences. Well, it's nearly over now, but two or three years ago, because we're talking about the life of the company.

Two or three years ago, some site visits were organized around the head office. I read in the press that, for employees, there were visits of the new head office, of the Ladoux site, which had been reorganized, but nothing for us. Are you considering reintroducing older traditions? I know that, after every general meeting in the past, there were always site visits. Thank you, Mr. Chair. Well, thank you very much. Let me hand over to Lisa de Moon, who's in charge of engagement for the group. Good morning, sir. Thank you for your question. It is indeed because of COVID-19 mainly that we reduced the number of visits. Now we're starting to welcome again some visitors across a number of our sites.

Obviously, we'll take into account your request for individual shareholders. Very well. You probably saw that I'm sure that with the shareholders' advisory committee, we can make arrangements. Just a specification about COVID. In Western Europe and in France, specifically, we are sort of coming out of the crisis, but it's really at its height in China. COVID is far from over across the globe. Question six.

Merci.

Thank you. Good morning, Mr. Chair. Philippe Vayssac , I'm an individual shareholder. Just two quick questions. First, about the steps that your company probably took to secure its supplies. I'm thinking here of rubber. I'm no tire specialist, but like you, I suppose, well, rubber is still used to make tires. Second question: What about your P&L? How sensitive is it to currency swings, currency fluctuations, and what steps did the group take in this area? Thank you. For the second part of your question, I hand over to Yves. For the first part, concerning the, well, securing of our supply chains. We have an ongoing process.

Sorry, but yet another English acronym, Business Continuity Management, which means that we are constantly looking at how we can guarantee the continuity of the group irrespective of our suppliers' circumstances. Another specificity for more than half of our business, we now depend on fossil industries to make synthetic rubber and not natural one. Natural rubber remains still a substantial part of our activities. As regards securing our supplies, we constantly reassess them to ensure that we don't have only one supplier in one geographical area for one type of component that could make us extremely vulnerable in terms of operations. Something that we did not really anticipate, the fact that the modern world could again be the scene of a violent war.

We had to respond very quickly to find alternatives, as Yves said, for carbon black that mainly came from Russia to supply all our European sites. Today, structurally, we are desensitized to Russian supplies, so to speak. We now have a choice between several sources of supply. However, as we operate in 174 countries across the world, we are by far the most globalized company of the CAC 40, French CAC 40. We depend on a world which works or functions like one single entity. Today, we do feel pressures, tensions in various geographical areas. This can exacerbate or drive- up costs, and this may encourage us to operate differently.

We depend very much on the fact that the world operates. It is not limited to only one or two geographical areas. As regards currency fluctuations, well, first of all, we are very much exposed to the U.S . Dollar. More than 35% of our invoicing is denominated in dollars. We buy commodities, raw materials that also have an underlying value in dollars. We have a strategic natural hedge. We manage this strategically. A few years back, well, quite some time ago, the group decided to localize its second tire-producing plant for mining in the United States, because the market was in dollars. As regards the tactical aspect of things, for example, our American subsidiary, where if our American subsidiary...

Well, our American subsidiary will pay us, will pay out substantial dividends. Well, we've been hedging this since October. In terms of operations, all group's subsidiaries hedge their accounting positions with our group financial center, which also hedges our net position with markets. Thank you, Yves. Unfortunately, I'll have to take the last question from the floor in the auditorium, because to ensure fair treatment of shareholders, we also have to take questions that were asked on our website as this general meeting is phygital. This is not an English acronym. Physical and digital. Question nine that came before the other ones, and if we have the time, we'll come back to questions one and three.

François Aujouin.

Thank you very much, Mr. Chair, for this very interesting meeting indeed. With the current context and the war in Ukraine and some potential risks in China relative to Taiwan, a country where you rightly built plants with some prospects for the future. The fact that a country like China is perfectly comfortable with not abiding by Western democratic rules and sometimes trade rules.

Speaker 3

No regard for rules. Don't you think that's a risk for the company going forward?

Speaker 2

Thank you. Thank you for your question. I'll give a short answer. It's a different way of addressing the previous topic. Certainly. Well, first of all, you need to know that, ethically, the group only starts operations when international rules allow it. That's for starters. Second, we only sell to democratic militaries for military activities. You mentioned one country. I know other countries that are democracies, but which themselves do not abide by international rules. This is always on our minds, this question. We keep this under constant scrutiny, and we try to assess when it's desirable. That's something we constantly do with the supervisory board and the board of directors, the audit committee.

We try to ensure that the way we operate is conformed to our values, but also to the way the world changes. As regards to China, we are aware that there's an inherent risk with being in China. We believe that this is an acceptable risk today. Of course, it may change, and we'll adapt. Right. Let's now take questions. Well, unfortunately, we'll come back to questions one and three once we've exhausted physical questions.

Speaker 3

I'll read the question. What are you doing to recruit and retain your digital talents? I'd like to turn to Jean-Claude Pats, who is the head of HR, for this question. Good morning, everyone. Obviously, digital skills are, you know, new for Michelin, and these are talents that are quite different from people that we've been used to hiring, so it means going to places that we did not necessarily go before. In a certain number of cases, we need to offer them, you know, pathways through the company that are a bit different from what we used to offer. This is a general answer, but more concretely, what does it mean? Throughout the world, well, several places in the world, we have set up divisions that are completely dedicated to digital. You know, Lyon in France, Charlotte in the U.S.

We've really created so-called dedicated skills centers for the digital skills. So far, when I see the way that these teams are growing and developing, I think we've been able to recruit and retain the right people. Thank you, Jean-Claude. Another question: The IPCC just released an alarming report on climate. Can the group accelerate its investments to reduce its environmental footprint? I'd like to ask Jean-Christophe Guérin to shed light, from the industrial angle on this question, and then Yves and I will give additional information on the other activities of the group. Good morning, everyone. The question of accelerating our investments into the decarbonization of our plants is something that we are currently contemplating. We have created the so-called electric curing press technology. We've been hard at work on this for 15 years.

This is a very complex technology that we've patented that works very well on car tires, heavy-duty vehicles tires, for two-wheeled vehicles, for engineering work tires. It reduces by five, a factor of five, the consumption of energy for the curing part. This is really a sea change, and we are seeing how we can roll this out more globally because the energy prices have been multiplied by five lately in Europe. Additionally, you should bear in mind that we always want to strike the best balance between, on the one hand, investing, and on the other, preserving the cash position of the company. What with the current inflation rate, this is, you know, a tricky balance to strike.

We're always in the process of striking this balance to strike the right pace and to be ambitious on decarbonization and on the generation of cash flow. Another question: What is Michelin's vision regarding the industry, the future of the industry, for the manufacturing industry in France? Well, it has to be buoyant and promising. France has a great many assets. It has great infrastructure, very qualified workforce. The experience, one often tends to forget that we have a considerable cumulative experience. We've had manufacturing industry in France for centuries. It is true that in Europe, France is one of those countries where the manufacturing industry has not been regarded as importantly as before, and we are coming to realize that not everything can be digital, not everything can be service based. You know, we have to eat, to drink.

You know, there are concrete things, you know, the very concrete matters, you know, are matters for the manufacturing industry to ensure. We are investing in France. Michelin is investing to develop hydrogen fuel cells, 3D digital printer. Our activity for 3D digital printing is happening right here in Clermont-Ferrand. We keep investing, developing through young industrial startup companies. We mentioned engineering schools earlier on. I'm looking at Maude Portigliatti, and about glues and industrial glues. The first innovative. The next generation of innovative glues of our group will be manufactured in France. Michelin is very present in France. Michelin hires 18,000, has 18,000 employees in France. Also, the nature of the activities or the operations that we carry out in France may evolve.

We have to take into account, you know, the cost of labor in France, which means that we cannot produce everything in France. Also, in Europe, the regulatory and market developments in Europe mean that we are constantly adapting our production in Europe and in France. But we are fully committed to France. It was the last question online. Okay. So, coming back to the questions in the room, I think we had questions three and one. Question three. Good morning, Mr. Chair. I am Alain Goury . I am an individual shareholder and have been for a number of year, but I've never worked for Michelin. However, I am what you would call a sentimental shareholder, not necessarily out of a financial interest. Then a sentimental attachment, I guess, because Michelin was always an advantage to me when I traveled the world.

When I mentioned Clermont-Ferrand, people just didn't know what I was talking about, but when I mentioned Michelin, you know, it lit a light in the eyes of the people I was talking to. You know, for instance, in the north of Quebec, I met people who carried me around like a Gallic fighter of yore, because the people I met there were drivers in the north of Quebec and who were very proud to meet someone who was coming from the town of, you know, Michelin, the tires they were using. Mr. Chair, I would like to say that I'm very impressed to see that you are holding this shareholder meeting here in Clermont-Ferrand.

You pay a lot of attention to your town, to your city, and you know, when we are in Clermont, you know, mobility remains a problem. It is very difficult for me to have, you know, my friends come over. They tell me, "We'd like to see you, but it will be too long a trip for us." Thank you very much for you know keeping supporting your region. Obviously, this is your region of birth. If you could do more to help us be less isolated, I think Michelin is a great hope for us to succeed. What I can tell you is that we are extremely proud of our roots, and here in Clermont-Ferrand, obviously Clermont-Ferrand is part of our DNA.

We are invested in the growth of our region. In the coming weeks and months, you will see new developments in the Cataroux plant in Clermont-Ferrand. We've invested EUR 300 million in a state-of-the-art research center in Ladoux. So, it's not exactly Clermont-Ferrand, but it's arguably close. That's for the local experts. You know, we're heavily invested. We're very proud of our roots, be they, you know, family roots or geographical, you know, background. Now, regarding the isolation of Clermont-Ferrand, every time I meet with public representatives, I tell them about the train lines. You know, when I see the head of the French railway network, he knows that I'm going to talk to them about that.

When I meet with people from Air France, the airline company, I tell them that it's not normal that we only have two flights a day from Clermont-Ferrand to Paris, knowing that we are an international business, you know. Every day you have tens of people who leave Clermont-Ferrand, leave Michelin to go, you know, to fly to foreign countries. I keep, you know, lobbying for this and as much as I can, as much as we can. Question number 1. Good morning. I am Marie-Françoise Pétiard. I am retired. I have a question regarding the TaDaffé d'Auvergne plant. First of all, from the economic standpoint, do you know the impact of the end of business in the Russian market?

From a human standpoint, I would like to know how we can justify the brutal shutdown of that plant in a context of complete propaganda and disinformation in Russia. What is the level of relationship that we have still with the staff at Davydovo? Thank you for your question. Please be aware that we've never acted brutally with our staff in Russia. It's Michelin staff, so for one thing. I would like to turn to Bénédicte de Bonnechose, who is supervising the transport activities, but also the European region overall, which Russia is a part of. Thank you. First of all, thank you for your question, which really lies at the heart of our current concerns. In this very difficult situation, we are eager to remain close to our staff, especially those in Davydovo.

I went to Davydovo in November of last year. I met with the extraordinary workers. Most of them spoke French. I was impressed. They are deeply attached to the company. A few months after that, mid-March, I had to announce them, in front of them, that we had to suspend our operations there. I think you can imagine how emotional obviously I was, but obviously how difficult and sensitive the situation was and is for those staff who have been working for Michelin for years. I've received a lot of questions from Michelin staff here in France asking me, how they were doing, how our people were doing in Ukraine. I will not say more, but please be aware that we are paying utmost attention to their fate in Ukraine and in Russia. Currently, the operations are suspended.

Yes, we have not cut and run. We have suspended our operations, and we keep paying the salaries of all of our people in Russia. I'm being told that this is all the time that we had. We are now going to move to the vote of our assembly, and I would like to turn to Mr. Andrieu, who is going to give us the quorum and who is going to remind us how the electronic vote is working. Thank you. Thank you, Mr. Chair. I will remind you that to be quorate, we need to have the legal quorum of one-fifth of voting rights.

According to the report that I have, the meeting is quorate because out of 178,350,947, we have 99,642,969 shares. We exceed the quorum by more than 35 million shares. Regarding our shareholders meeting in extraordinary formation, the quorum is 1/4 of voting shares. Therefore, we have a floor of 44,587,787 shares, which is well exceeded because we currently today have 99,672,070 shares. Under these circumstances, the meeting is quorate. Let me remind you that you will be voting through an electronic tablet. We have a short video to remind us all how the vote is carried out.

To vote, you have been given a tablet. It is your own tablet and can only be used during this meeting. When you hear the announcement of a resolution, the voting window will pop up immediately on your screen, even if it is on hold. To vote, it's very simple. Please click on the button of your choice: for, abstain, against. Push Okay to validate before the vote. Once your vote has been validated, you can now no longer change it. Please hand in your device as you exit the room. We wish you a pleasant shareholders meeting. If your tablet is not working, please raise your hand and someone will give you a new one. Right. Let us turn to the vote of the resolution, starting with the ordinary resolutions which needed to obtain the majority of votes, 50% plus one.

Resolution one, approval of the 2021 annual statements. Voting is open. Do not forget to confirm your vote by pressing Okay. Voting is closed. This requires some time. We're just waiting for the electronics to compute the result. Resolution one has been adopted at 99.99%. Resolution two, allocation of the 2021 profit and definition of the dividend. Voting is open.

Speaker 2

The vote is closed.

Voting is closed. Resolution 2 is adopted with 99.82% of votes. Resolution 3, approval of the 2021 consolidated statements. Voting is open.

The vote is closed.

Voting is closed. Resolution 3 is adopted with 99.99% of votes. Resolution 4, regulated agreements. Voting is open.

The vote is closed.

Voting is closed. Resolution 4 is adopted with 99.99% of votes. Resolution 5, authorization for managing partners or one of them to allow the company to use its own shares, except in case of a public offering under the share redemption scheme with a maximum purchase price of EUR 220 per share. Voting is open.

The vote is closed.

Voting is closed. Resolution 5 is adopted with 99.75% of votes. Resolution 6, approval of the compensation policy applicable to managing partners. Voting is open.

The vote is closed.

Voting is closed. Resolution 6 is adopted with 94.70% of votes. Resolution 7, approval of the compensation policy applicable to members of the supervisory board. Voting is open.

The vote is closed.

Voting is closed. Resolution 7 is adopted with 99.59%. Resolution 8, approval of information on the compensation of corporate officers. Voting is open.

The vote is closed.

Voting is closed. Resolution 8 is adopted with 98.61%. Resolution 9, approval of Mr. Florent Menegaux's elements of compensation paid during or attributed for the financial year that ended on December 31, 2021. Voting is open.

The vote is closed.

Voting is closed. Resolution 9 is adopted with 74.17%. Resolution 10, approval of Mr. Yves Chapot's elements of compensation paid during or attributed for the financial year that ended on December 31, 2021. Voting is open.

The vote is closed.

Voting is closed. Resolution 10 is adopted with 98.97%. Resolution 11, approval of Mrs. Barbara Dalibard's elements of compensation paid during or attributed during the financial year that ended on December 31, 2021. Voting is open.

The vote is closed.

Voting is closed. Resolution 11 is adopted with 99.84%. Resolution 12, approval of Mr. Michel Rollier's elements of compensation paid during or attributed for the financial year that ended on December 31, 2021. Voting is open. Voting is closed. Resolution 12 is adopted with 99.65%. Resolution 13, appointment of Mr. Thierry Le Hénaff as a member of the supervisory board. Voting is open. Voting is closed. Resolution 13 is adopted with 98.68%. Resolution 14, appointment of Mrs. Monique Leroux as member of the supervisory board. Voting is open. Voting is closed. Resolution 14 is adopted with 99.65%. Resolution 15, appointment of Mr. Jean-Michel Severino as member of the supervisory board. Voting is open. Voting is closed. Resolution 15 is adopted with 99.88%. Resolution 16, compensation of the supervisory board.

Voting is open. Voting is closed. Resolution 16 is adopted with 99.57%. Resolution 17, appointment of a permanent statutory auditor. Voting is open. Voting is closed. Resolution 17 is adopted with 91.53%. Resolution 18, appointment of a permanent statutory auditor. Voting is open. Voting is closed. Resolution 18 is adopted with 95.9%. We are now going to vote on extraordinary resolutions. For your information, they must secure two-thirds of votes. Resolution 19, delegation of authority for managing partners or one of them to issue shares and/or equity securities, providing access to other equity securities and/or marketable securities, providing access to corporate equity securities to be issued with retention of the pre-emptive subscription share. Voting is closed. Resolution 19 is adopted with 95.92%.

Resolution 20, delegation of authority for managing partners or one of them to issue shares and/or equity securities, providing access to other equity securities and/or marketable securities, providing access to corporate equity securities to be issued in a public offer different from those defined in Article L.411-2 of the Monetary and Financial Code with withdrawal of the pre-emptive subscription rights. Voting is open. Voting is closed. Resolution 20 is adopted with 93.63%. Resolution 21

Speaker 3

Delegation of authority for managing partners or one of them to issue shares and/or equity securities, providing access to other equity securities and/or marketable securities, providing access to corporate equity securities to be issued in an offer defined in Article L.411-2 of the Monetary and Financial Code with withdrawal of the preemptive subscription rights. Voting is open. Voting is closed. Resolution 21 is adopted with 90.44% of the votes. Resolution 22, delegation of authority for managing partners or one of them. In case of an issuance of corporate shares without preemptive subscription rights and/or marketable securities providing access to the share capital under Resolutions 20 and 21 in order to set the issuing price according to terms set by the general meeting with a maximum of 10% of the share capital for 12 months period.

Voting is open. Voting is closed. Resolution 22 is adopted with 91.34%. Resolution 23, authorization given to managing partners or one of them with a view to increasing the number of securities to be issued in the case of excess demand during increases in share capital carried out with or without pre-emptive subscription rights. Voting is open. Voting is closed. Resolution 23 carries with 90% of the vote. Resolution 24, delegation of competence given to managing partners or one of them with a view to increasing share capital by incorporation of reserves, profits or bonuses. Voting is open. Voting is closed. Resolution 24 carries with 99.82% of the votes.

Resolution 25, delegation of competence given to managing partners or one of them with a view to increasing share capital through issuance without pre-emptive subscription rights of ordinary shares used to compensate contributions and shares in the case of public exchange offer or cash contribution. Voting is open. Voting is closed. Resolution 25 carries with 98.48% of the vote. Resolution 26, delegation of competence given to the managing partners or one of them with a view to increasing of the share capital reserved for employees who have subscribed to a corporate savings scheme and/or to disposal of reserved securities with cancellation of pre-emptive subscribing rights. Voting is open. Voting is closed. Resolution 26 carries with 99.17% of the vote. Resolution 27, limiting the global nominal amount of share capital increases in issuance of securities and debt securities. Voting is now open.

Voting is now closed. Resolution 27 carries with 96.96% of the votes. Resolution 28, authorization given to managing partners or one of them with a view to reducing share capital via share cancellation. Voting is now open. Voting is now closed. Resolution 28 carries with 99.46% of the vote. Resolution 29, dividing by four face value of shares. Voting is now open. Voting is closed. Resolution 29 is adopted with 99.86% of the votes. Resolution 30, powers of attorney for administrative formalities. Voting is open. Voting is now closed. Resolution 30 carries with 99.99% of the votes. I thank you for your attention. Very well. Well, thank you very much, Eric, for walking us through the resolutions. Since there's nothing left on the agenda, I declare this shareholder meeting, shareholders meeting over.

I thank you for coming down here today or connecting online, and I thank you for your confidence.

Powered by