My name is Agnès Touraine. I'm Chairman of Rexel's Board of Directors. I am delighted to welcome you to the company's annual general meeting. At my side are Guillaume Texier, General Manager, Laurent Delabarre, Group Chief Financial Officer, Officer, Isabelle Hoepfner-Léger, Secretary General, and Secretary of the Board of Directors. I declare the meeting open. First of all, let's elect the officers of the assembly. In my capacity as chairman of the Board of Directors, I chair the meeting. The two shareholders, namely the Rexel Actionnariat Classic France, represented by Mrs Isabelle Pain, and the Rexel Actionnariat Classic International Fund, represented by Mr Peter Ammon, present and accepting, are appointed as scrutineers. Isabelle Hoepfner-Léger will act as secretary. The, KPMG SA and PricewaterhouseCoopers audit consultancies are present.
The attendance sheet shows us that we have reached a quorum of one-fifth of shares entitled to vote at the ordinary general meeting, and a quorum of one quarter of shares entitled to vote at the extraordinary general meeting. The shareholders present, represent, or voting by mail together own 256 million to 628 actions, and they thus have voting rights. Consequently, I declare the documents required by law have been deposited in the meeting table. These documents were made available to shareholders at the registered office and were posted on Rexel's website within the required deadlines.
For the sake of simplicity, we will not read the entire following reports: The Board of Directors management report on the company's activities and the 2023 annual and consolidated financial statements, the Board of Directors report on bonus shares, the Board of Directors report, including detailed explanations of the proposed resolutions. The statutory auditors will be given the floor to present their reports, and we will be happy to answer any questions you may have. I would like to remind you that the annual general meeting has been convened to consider the agenda set out on pages 72 to 86 of the notice of the meeting brochure, which you received. Lastly, the company has not received any written questions or proposed resolutions, draft resolutions rather, or items to include on the agenda coming from shareholders. I now hand over to Guillaume Texier, Managing Director. Guillaume, you have the floor.
[Foreign language] Thank you, Madam Chairman. Along with Laurent Delabarre, I would like to examine the group's financial results and put them in a historical perspective, because indeed, the performance in 2023 were historic. First of all, a record turnover at EUR 19.2 billion. The combination of market growth, gains in market share, and our, our active acquisition policy over the past few years mean that our group is approaching the EUR 20 billion mark, a symbolic figure that should be passed in the coming years. In 2023, we grew by 4.3% on a like-for-like basis, an excellent performance, considering that we operated in a slowing market in the second half of the year. In fact, this growth was exactly in line with our expectations at the beginning of 2023.
As for profitability, it was also a superb year. If we look at the historical series, these figures have been restated for exceptional effects, and they show that since the end of COVID, we have been evolving in a range of 5.5%-7%, so well above the 4%-5% that used to be our standard. The reason why we have reached this milestone is because of the profound transformation of Rexel that we've carried out over the last few years, thanks to addition of multiple projects that have enabled us to progress towards excellence in all areas of our business and in all countries. Finally, there is a third indicator which is crucial for your group, the production of free cash flow, which enables us to fund our growth and pay dividends.
Here, again, a record level in 2023, approaching EUR 1 billion, and a level of conversion of EBITDA into free cash flow higher than our targets, as every year since 2019. As you can see, 2023 has enabled us to achieve historic performances, testifying to the group's new profile and solidity. I would now like to hand over to Laurent Delabarre, who will give you further details.
[Foreign language] Thank you very much, Guillaume, and hello, everyone. As mentioned in the introduction, 2023 was a record year for the group, and I'm going to tell you a little bit more about this. So let's start with slide 8, which shows the various components of our annual performance. The turnover for 2023-...
is at 20, is at EUR 19.2 billion, so it's risen by 2.4% on a reported basis, thanks to the positive effect of portfolio management. So, we have an evolution of 4.2% and an acquisition strategy which provides 2.7 extra percent, thanks to the Wasco operation in the Netherlands. More specifically, this good organic performance is explained by the 2% rise in volume and the price rise of 2.3%. Let's look at the trend evolution per geography. Europe has an increase of 5.1%, thanks to the electrification and the photovoltaic activity. North America increases by 4%, thanks to industrial production being brought back to these countries. Asia Pacific has a stable evolution with different trends depending on countries.
Australia is doing well, but it is neutralized by the temporary situation in China, where there's an overcapacity, production capacity and because of industrial automation. On Slide 9, we see the elements that have allowed us to reach an EBITDA margin that is record, of 6.8% in 2023. If we look at the 66 basis point effect in 2022, the Adjusted EBITDA margin in 2022 was at 6.7%, and it's increased by 13 basis points to reach 6.8% in 2023, thanks to two effects. First of all, a positive effect of 16 basis points, because of the accretive effect of the Wasco acquisition in the Netherlands and the divestment of our Norwegian operations in Rexel pro forma. Secondly, the inflation operations that have allowed us to reach this level.
Europe posted an Adjusted EBITDA margin of 7.2%, largely as a result of the improvement in gross margin and the control of OpEx. In North America, the Adjusted EBITDA margin rose to 7.4%, largely thanks to the operating leverage and productivity gains. Asia Pacific has improved significantly, reaching 3%, thanks to Asia, where internal actions have been carried out, which has allowed for a better customer credit management. On Slide 10, we can take a look at the lower part of our income statement, zooming in on other income and expenses, financial expenses, tax rates, and recurring net income. Other income and expenses amount to EUR -45 million, breaking down as follows: EUR 24.1 million from acquisition and integration costs, EUR 12.9 million in restructuring costs, mainly to support logistics transformation.
The financial expenses totaled EUR 168 million, an increase compared to last year due to higher gross debt and higher interest rates. The effective interest rates rose to 3.7%, against 2.3% in 2022. Our income tax rate stood at 26.1%, so about the same as 2022, adjusted for non-recurring items. As a result, the recurring net income, which the dividend is based on, came to EUR 823 million, compared to EUR 912 million in 2022, which had benefited from record inflation in non-cable products. To Slide 11, we have our dividend proposition for 2024, 2023, which will be handed out in May 2024, so EUR 1.20 per share, so three times as much as 2016.
So this means that there's a 43% distribution based on the net results. That's in line with our distribution policy. This requires your approval, and it will be one of the resolutions that will be voted soon. On Slide 12, we show the good share performance, stock market outperformance of Rexel compared to the last five years. This shows that the group has good results. We are satisfied with this performance, but we consider that the valuation of the group remains attractive, and we thus took this opportunity to implement our share buyback plan of EUR 400 million over the period 2022-2025. Since this plan was announced in June 2022, we have completed more than 55% of the program.
Lastly, the dividend of 1.20 EUR per share, detailed in our previous slide, is in line with our capital allocation policy and highlights an attractive yield of about 5%. Now, allow me to show you the sales of the first quarter 2024 that we have published this morning before the stock market opened. Let's start with the highlights of our Q1 performance. During the first three months of 2024, Rexel had a good performance in terms of turnover. All of the components of the evolution of our sales were in line with what we had planned in February. Our core business of electric distribution is doing well, and our order book is increasing. The new housing and refurbishing business are doing well.
We are happy to see that Rexel's transformation is bearing fruit, and you can see this with the market share gains in many countries linked to the increase in digital sales and thanks to our acquisition strategy. In an environment that is not as favorable, our teams are reacting to protect our margin and adapt our cost base, while providing a quality service to our clients. On Slide 15, you can see the sharing of our sales and in the first quarter, as well as the impact of sales prices. For non-cable products, that prices have remained stable. As for cables, prices have gone down by 1.5% because of a basis effect that was expected, because the price of copper has reached its highest level throughout the year, during the first quarter of 2023. Let's look at different geographies.
In North America, we have a good resilience of our industrial automation activities, as well as our non-residential activity portfolio, with a good dynamic of the segments, schools, entertainment, government, data centers. Our order book is increasing by more than 4% in the U.S., compared to the fourth quarter of 2023, which is a good omen and gives us visibility for the months to come. For Europe, there's a decrease of 6.9%, which can be explained by the basis effects of the different families of electrification, including for photovoltaic in Benelux, Germany, and Nordic countries. Our usual business of electric distribution have resisted better, with a 3.2% decrease.
In Asia Pacific, sales are going down by 7.7% because of a temporary situation of overcapacity production of industrial automation products in China, which translates into a price and volume decrease. I will conclude with Slide 16, that shows you our objectives for 2024, that we have reasserted this morning. The trends of the first quarter have been the negative one, have been anticipated and integrated in our forecast. We should benefit from the favorable trends and improvement of basis effects in the coming quarters. We are also confident that we have the resources to adapt to a new environment in 2024, a less dynamic one.
In 2024, we expect a stable to slightly positive, like-for-like sales growth, with a high base effect in the first quarter, an Adjusted EBITDA margin between 6.3%-6.6%, and a free cash flow conversion in excess of 60%. I will now hand over to Guillaume, who will present the group's strategy.
Thank you, Laurent. Now I'm going to tell you about Rexel's strategy and its deployment, illustrated by several key events in 2023. Last year, I had told you about Rexel's purpose: electrifying solutions that make a sustainable future possible. The year 2023 was the first opportunity for the group to live out this purpose on a daily basis, and every word of it has illustrated it in action. The year 2023 was electrifying, both literally and figuratively.
It was a year of solutions, increasingly combining advanced products and services. It was a year in which we shifted gears on sustainable development. It was a year in which all our energies were turned towards preparing the future of Rexel, and more generally, the future of our industry. As you well know, in 2022, we unveiled our strategic plan for 2025. We are more than halfway through this plan, and I felt it was important to report to you on the group's transformation, which has exceeded our expectations, both in terms of quantity and quality. As for the quality side, I already mentioned this when I commented on the historical perspective of our results, so I won't say it again. We're clearly ahead on our plan.
But what's really interesting is to get into the details of how your group is evolving and improving in terms of quality, how it adds value for its customers, and how its internal processes are optimizing. The Power Up 2025 plan is based on three pillars. The first, and most important, is excellence in our fundamentals. It's about doing our historic business, our distributor's business, as perfectly and optimized as perfectly as possible in an optimized way, because that's what enables us to satisfy our customers and win market shares, of course. But also because it's what underpins our profitability, which is higher than that of most companies in this sector, and growing steadily, as you've just seen. So the forefront of our fundamentals is the commitment of our employees. What would Rexel be without the passion and energy of its employees?
Today, there are more than 27,000 Rexel employees working on a daily basis in all of the group's businesses. Our Rexel teams believe in our project, which is why 81%. We have a commitment rate of 81%. It's worth noting that 86% of our employees think that Rexel is concerned about respecting the environment, and 88% think that Rexel demonstrates integrity in its dealings. These figures illustrate the progress made every year, thanks to the action plans in our countries. Rexel is also committed to promoting diversity in our teams. We now have a third of women in leadership roles, a figure that is up from 2023. We accelerate on diversity, and we have launched the Wire Women Network, which counts more than 4,800 women in eight Rexel countries.
Our employees are the drivers of the changes that currently take place, and it's our responsibility to support them so that they can support our customers. This is why we've launched our new online training platform, Skill Up, accessible to all Rexel employees. It offers training paths for all business lines and enables skills enhancements in our strategic areas, such as digital electrification services and sustainable development. So our collaborators' commitments, skills, and training is something that we really focus on. Second axis, expertise, and training is an excellent transition towards that topic. How can we help our customers tell the difference between products that are environmentally friendly, and those that are less so, without our expertise? We want to play this part to the full, so that our industry can make an effective contribution to the energy transition.
Today, our expertise lies in AI, algorithms, and tools to accelerate decarbonization. For instance, we have set up the Carbon Tracker portal and tool that calculate the emissions of purchases made at Rexel. The CO₂ Counter calculates the CO₂ emissions of products on customer pages, and the CO₂ Impact Guide, with detailed information on emissions of their shopping baskets. Finally, the Eco Score rates products according to their emissions. Here are a few examples among hundred of expertise services that we offer in our countries. Then logistics is at the heart of our value proposition. In this area, we have made major investments in 2023, notably with the opening of three robotized logistics centers. These investments are part of our ambition to triple the number of robotized distribution centers we operate. These three new ones are located in Germany, Austria, and the U.K.
Each of these centers has its own unique features. Indeed, in Frankfurt, we have increased our storage capacity to meet the growing demand from our customers in new geographical areas, including for new energies and photovoltaic. In Vienna, we have improved the level of service for our customers in the region and throughout the whole of Austria. Lastly, in the U.K., digital technology has enabled us to improve our performance and guarantee a delivery in one day on most products. These three new products are all part of the same strategy to improve efficiency, productivity, and above all, above all, service levels. We have also expanded our logistics services, taking them even further to make a difference in the marketplace in all countries.
For example, to the right, you can see that in the Paris region, R+ enables our customers to be delivered within two hours or in store at 2 P.M. for any order placed before midday. Our customers can also pick up their orders in Rexel boxes, available 24/7 in parking lots. This unique service is meeting growing enthusiasm from our customers, who see it as a way of substantially improving their efficiency. Finally, for us, fundamentals are partnership with our suppliers, and year after year, we develop a collaborative approach with them that enables us to offer a better experience to our customers, notably by strengthening our focus on digital advanced services or sustainable development.
In this last area of sustainable development, for example, in 2023, we launched the Rexel Sustainable Selection with over 100,000 products that have been selected for their environmental impact and their suppliers' commitment to the Rexel Supplier Charter. More than 80% of our partners have signed this charter in terms of ethics, human rights, employee rights, and environmental protection. So that's it. For our fundamentals, we're making progress, and quickly, towards excellence. The second major pillar of our strategy is to stand out compared to other distributors by being at the forefront of future trends. Our industry is at the heart of profound transformations in the world.
It has a part to play, and it will only play it if its stakeholders are quick to embrace new issues and new technologies, and to champion innovative solutions that are also simple, effective, and cost-efficient as well. It's our mission to do that. So this profound transformation over the world depends on us. You will find a list on this page, which is not comprehensive, and it is striking to see that it gets longer every year. Many of these trends are linked to the energy transition and sustainable development. To fight against global warming, there's only one possible way, which is to replace fossil energies by renewable energy as much as possible. That's why heat pumps are gradually replacing more traditional forms of heating, thanks to government initiatives that introduce standards and financial incentives.
It's also the reason why photovoltaic energy production, often coupled with battery systems, is growing exponentially in many Rexel countries, and it's why energy management is an extremely effective way of saving energy, and it has a bright future ahead. But beyond sustainable development, which is very important, there are other fundamental trends in our markets that represent opportunities for us. For example, the relocation of supply chains in Europe and in the U.S. This means that we are seeing a re-industrialization of our markets and a growing need for automation, or the growth in the use of data and AI is resulting in strong demand in our weak current activities. Finally, all of these uses require a strengthened and modernized electrical infrastructure, and here, too, we have a part to play.
Today, we estimate that these mega trends account for just over 20% of our turnover, out of EUR 4 billion euros, or four billion years rather, an increase of 36% in one year, and this share of our business will undoubtedly continue to grow in the future. To accelerate our growth in these fields, we are creating teams of experts in new technologies in the field to help our own customers, and we are actively strengthening our positions through strategic acquisitions in these forward-looking areas.
When we speak of the future, we have to zoom into sustainable development, of course. You know, Rexel's ambition is to be at the forefront of sustainable development, both because it's our responsibility and because it's what our customers are increasingly asking for. This is why we have defined the precise corporate projects on these topics based on four pillars and very concrete actions on a daily basis. First, a planet pillar focused on achieving our climate objectives and growing our sales of electrification products. This means installing photovoltaic panels, recharging stations, and energy saving systems in our buildings, as well as managing our waste, an important subject for us. A second pillar, employee pillar, with strong aspirations in terms of diversity and training of our employees in terms of sustainable development. 83% of our employees attended what we call Climate School last year.
Our partners pillar, we're talking about our suppliers, applying active of our suppliers on these topics. I talked about this a few slides ago. Lastly, an ethics pillar by actively continuing to train employees in compliance issues. About the first pillar, the planet. We have set ourselves ambitious targets for 2030 and 2050, including a 60% reduction in Scope 1 and 2 , and a 45% reduction in Scope 3 by 2030, which has been validated and approved by the Science Based Targets initiative. I'm happy to confirm that our trajectory is well in line with our objectives, as we are now, we now say that -32% and -22% respectively, compared to 2016, with -10% and -13% respectively for 2023 alone.
On the right-hand side of the slide, you can see some concrete examples of actions that have allowed us to achieve these results, such as the energy performance of our new distribution center in Ireland, one of the most efficient buildings in the country, or the progressive electrification of our vehicles, including delivery vehicles, for example, in the U.K., not to come back to sustainable selection I already mentioned. In this field, again, helping our clients adapt for the future, here you can see the rapid rise of digitization in our businesses, which has made Rexel a leading B2B player with digital technology now at the heart of our offerings and platforms. Our digital sales have already reached nearly EUR 5.3 billion, and we aim to continue growing this year significantly to reach 40% of our sales by 2025.
Our digital sales are growing strongly by more than 16% from 2022 to 2023. The slide also shows some key indicators that give you an idea of the breadth and depth of our digitization. Digital technology allows us to guarantee more than 3,000 part numbers in our branches on day zero, and our entire product range development in Europe on D+1. We are strengthening continuously our AI tools for customers. Even though AI is the talk of the town, has been for a year, we've been working on this at Rexel, and you've heard about this in previous general meetings. We've been working on it for years. Lastly, last element, element for the future: advanced and innovative services. It's your group's strong point to be able to offer not just products, but complete solutions that bring added value to our clients.
Our extensive, highly developed portfolio services is centered around six blocks, which you can find on this slide: logistics, sustainable development, expertise, digital technology, product integration, and finance. Take logistics, for example. We offer tailor-made supply chain services to our customers at branch offices on site, such preparation, kitting, or technical configuration. Offering services also means going further with the products. We do this with hundreds of expertise services, including energy audits or cybersecurity, to help clients define the technical solution that meets their needs exactly, especially when these needs are highly technical, as for industrial automation in the U.S., Canada, or France. Lastly, partnership with expert organizations who we offer our customers financing, insurance, and leasing services for complex projects, such as solar powered farms or assistance in raising public funding in different countries.
These are just a few examples of hundreds we offer in our countries, and further enriching this catalog is a strategic area of transformation for us. Lastly, last pillar of Power Up 2025 is about using all our levers of action, including the strong points, to accelerate the implementation of our strategy. In particular, sharing best practices between countries, a strong acquisition and consolidation drive or momentum, and a culture of constant innovation in the service of our customers employees. About sharing best practices, we're proud to capitalize on the strengths of everyone in our 19 countries. Since 2022, we have created 14 communities, bringing together 200 members to share know-how and experience and initiate new offers.
The aim of these communities is to identify the best initiatives, launched in different countries, and to transpose from them to launch new services and innovations in other countries. This is how we can rely on our presence in 19 countries. In terms of acquisition, we're continuing to accelerate our growth with an acquisition strategy in adjacent growth markets such as HVAC, solar, and datacom. As you can see on Slide 33, this is how we reached EUR 2.3 billion in additional sales since 2022, thanks to 11 successful acquisitions. For example, we acquired Mayer and Buckles-Smith, which allows to strengthen our position in traditional markets, and Wasco in the Netherlands to grow on the Dutch heat pump market. These acquisitions are among our growth drivers, so the successful integrations and significant synergies and cost savings.
This morning, we announced a new acquisition in France, which is subject to the approval of the competition authorities in the field of security materials. Lastly, innovation is at the heart of our strategy and allows us to make a difference. Vision, curiosity, and initiative are at the heart of our DNA. The four examples you see here, whether circularity, the use of AI, robots in our operations, or augmented reality, have in common that they are local initiatives, truly innovative, and offering a different use of technology for the benefit of our customers and employees. To conclude this section, I would say that all the conditions are in place to continue on the path to sustainable growth.
2023 was a record year, but as you have seen, it enabled us to deepen Rexel's transformation and prepare it for a very promising future on accelerating market. This is why we see 2024, less buoyant year on our markets, as a year of confirmation and differentiation, and hence a year of opportunity. And I'd like now to hand over to Agnès Touraine, who will introduce you to Rexel's corporate governance and executive compensation.
Thank you very much, Guillaume. Okay, so we're now talking about governance. I was appointed Chairman of Rexel's Board of Directors on September 1, 2023, replacing Ian Meakins, who resigned to take up the position of Chairman of Unilever. I was a member of the board since 2017 and was an independent Lead Director and Vice Chairman of the Board since 2023.
Your company uses best practices with a committed board and 95% participation rate in 2023. Of course, there were some illnesses, so I can't say that without that, we'd be close to a 100%. So we have a remarkable team spirit in our board, as shown by the smooth transition after Ian Meakins's departure. It's a tight-knit board with 11 members, including four women, two directors representing employees, and eight independent directors. We met 12 times in 2023, and the directors have been highly available, and every meeting was prepared with utmost professionalism. And once again, there are discussions during our board meetings that are highly constructive. All directors are on the front row here, except for Steve Borges, who is in the U.S. and who is listening to us online on our website for personal reasons.
I wanna thank warmly all directors for their contributions and what they bring to the efficient operation of the board. We also have complementary skills from finance to digital, including ESG service and retail. All directors have essential skills to creating value at Rexel. Let me also highlight our international exposure with four directors of four nationality. This mix of culture and experience contributes to the different strategic approaches of the group. About our committees, the three board committees are chaired by independent directors, which is compliant with best practices. They issue recommendations. They make recommendations to the board before decisions are taken, each in its own area of competence. CSR is at the heart of Rexel's strategy, and the board decided at the close of last year's AGM to create a CSR committee, and it was attached to the appointments, governance, and committee.
So it's now called the Nominations, Governance and CSR Committee. It has six members, 80% independent, and met five times last year with a 90% attendance rate. Then we have the Compensation Committee with five members, all independent, and met five times last year with an attendance rate of 87%, once again because of illness. Lastly, the Audit and Risk Committee has six members, 83% of whom are independent, and met five times in 2023, with an attendance rate of 97%. I would also like to share with you the conclusions of the board. Every three years, we have an outside evaluation, and we have an internal evaluation in between. It was conducted by Egon Zehnder, an international consultant, independent, external international consultant.
The findings underline the adaptability and team spirit of the board and committee members, and the progress made since the previous assessment. This has allowed us to upgrade our governance and successfully transition to a new chairman of the board. For the future, directors suggest we maintain a diversity of strategic skills and skills specific to finance and energy, in view of our activities and market positioning. This is why we suggest appointing Catherine Van denb orre and Eric Labaye. About Eric Labaye, as you know, François Henrot resigned from his director's functions at the end of this AGM, one year before the end of his term. He had joined the board at the end of 2013, where he was the referent independent director until April 2023.
On behalf of the board and all of you, we want to thank him warmly for his involvement, his loyalty, and great contributions over all the years. As part of the Board of Directors' succession plan, the board had already identified the need for additional expertise to adapt to the market evolution. So we suggest appointing the following new directors: Eric Labaye, the co-founder and chairman of Idel Partners since 2023. He was chairman of the Board of Directors of École Polytechnique from 2018 to 2023, and senior associate director in McKinsey from 1985. He will bring to the board his expertise in strategy and innovation. I've said it all, but go ahead and introduce yourself, Eric Labaye.
Good morning. Thank you very much for your introduction. Just a few words.
I have 30 years experience of McKinsey, where I worked for clients in technology, telecom, and IT mostly, and also industry, energy and transportation, and also on strategic and innovation issues, how to digitize. That was a big topic. How to grow digital, how to transform the company, and worked on all that in recent years. I was also President of the McKinsey Global Institute, so I worked on productivity questions and major global trends, geopolitical and industrial trends. I also spent nine years at the board of McKinsey, the global board in charge of the client committee, which determines the development strategy, new services, clients, and geographies. So all the developments of the last 15, 20 years at McKinsey, and then, as mentioned, in the last five years, I was President of École Polytechnique. The idea was to develop the Institut Polytechnique de Paris.
It's in the top 40 worldwide, with four other schools around École Polytechnique, to have a leader which is on the edge of training and innovation and research. And we implemented several interdisciplinary centers, including one on climate, energy for climate research, and one on AI, and one on the impact on business between academics and impact, and also materials, raw materials, more and more important. And lastly, I also worked a lot on economic development questions. I was appointed by the Prime Minister of France to chair the committee monitoring forward-looking investments.... all the investments made by the government to get France ready for 2030 and 2050. I'm very happy to join the board of Rexel. Thank you.
Thank you, Eric, and welcome, if the board approves. And Catherine Van denb orre has been Elia's interim CEO. She used to be CFO of the group.
She is Belgian. From 2000 to 2012, she was Managing Director and CEO of Belpex, and a member of the executive committee of APX-ENDEX . I can't really tell you much more, but it's an Anglo Dutch gas and electricity company. She will bring to Rexel her knowledge of the electricity sector and her financial expertise. Now I invite her to tell you more. Thank -- we're very happy to welcome such a competent personality, competent in electricity, if the board approves.
Thank you, Madam Chairman. Good morning, everyone. It's a pleasure and honor to stand here before you today to tell you more about my background and who I am. I am currently, like Agnès said , at interim CEO of Elia, which manages electricity in Belgium and Germany.
We are massively investing in infrastructure to transport electricity, and we manage the delivery systems in our countries, so we have geopolitical interest. Energy is a highly sensitive industry, especially since the Ukrainian crisis. We want to increase Europe's electrical independence, so there's a massive shift towards renewable energy, especially for the purpose of protecting the climate. Also, financing is important. Funding infrastructure takes a lot of money, and we need to find creative ways to do that. There's also risk management issues and efficiency issues as well. In fields having to do with managing electrical networks, we have to seek out flexible and consumption more and more, especially with electrical cars and heat pumps. You're all aware of that, of course, in your company.
Elia works mostly in Belgium and Germany, but we are also in the U.K. and in the United States of America. We are listed on Euronext Brussels, we're in the BEL 20 index, comparable to CAC 40. I am an Interim CEO. I'm not—I'm going to be replaced as soon as they find a new CEO, and I will return to my position as a CFO. In the past, I managed platforms in energy trading and origin guarantee and green certificates. That was Belpex and APX-ENDEX are about. Also have experience in the banking industry. I worked several years there and also in auditing. In terms of terms in boards, I am currently a director of a telecom company called Proximus in Belgium.
I'm also the chairman of the audit committee, and I was a director in an air transportation company, Brussels Airlines, a subsidiary of Lufthansa, where the Belgian government had asked me to take up a position as a director during COVID, and when funds were invested by the government to support the company. Th at's it. Thank you very much.
Thank you, Catherine. Once again, welcome. If the directors approve, we will have a program for onboarding new directors. It's already established, and it will allow Eric and Catherine to move fully and quickly into the heart of their mission. We also propose reappointing Brigitte Cantaloube as an independent director. Her term is coming up for renewal. She was first appointed in 2020. The board has praised the wealth of her contributions, the diversity of her skills, and her in-depth knowledge of Rexel.
Brigitte has chaired the Compensation Committee since September 2023. If you approve these appointments and renewals, the board will comprise of members as many women as men, and 80% independent directors. The Board of Directors meeting to be held after this AGM will be informed by the composition of the committees and to update its internal rules. In conclusion, I would like to assure you once again of the quality of your group's governance with a constructive and vigilant Board of Directors, supporting a high quality and efficient management team, as illustrated by the excellent results for 2023. Let's move on to a review of executive compensation.
Regarding the compensation of directors, I would like to tell you about the continuity of our compensation policy that has not changed in many years already, and that is aligned with good practices and policies. There are a few points to highlight. The compensation policy aims at attracting and retaining quality directors, so that you can have the best policy for dividends. It takes into account the interest of various stakeholders, in particular CSR issues, because Rexel has a long history of commitment and involvement, and of course, because CSR is at the heart of our strategy. Of course, it is in line with the AFEP-Medef code. Finally, let me remind you that remuneration is subject to your ex ante and ex post approval.
You will therefore be asked to approve Resolution 5/11/2022, regarding the free share plan, the LTI plan, that I will tell you about as well. First of all, I'll start with the chairmanship of the Board of Directors. We've had two chairmen in 2023, which of course means that there are extra resolutions. Let's start with Ian Meakins, who was chairman of the Board of Directors until August 31. His ex post remuneration pro rata temporis is of EUR 200,000 for 2023, in line with the remuneration policy and Resolution 9. As for me, at the time of my appointment, my fixed remuneration was set as EUR 400,000 by the Remuneration Committee, as recommended by the Board of Directors.
It was set taking into account market practices in accordance with the remuneration policy that you approved, which amounts to a maximum of EUR 500,000. As a reminder, Ian Meakins' remuneration had been reduced from EUR 500,000 to EUR 300,000 in 2021 due to his concurrent appointment as Chairman of the Compass Group. For 2023, ex post pro rata temporis from September to December 31, 2023, Resolution 10, my remuneration amounts to EUR 133,000 for the period of September to December 2023. For 2024, ex ante Resolution 5, the board decided to maintain my fixed remuneration at EUR 400,000. Let's continue with the remuneration policy of board members. It has been unchanged since 2014, I think.
Of course, it remains unchanged for 2024, which is in line with Resolution 6. The remuneration is detailed on the slide. It comprises a fixed portion and a variable portion linked to the director's attendance at committee meetings. The total annual remuneration package allocated by the General Meeting has remained unchanged since 2014. It amounts to EUR 1,315,000. In 2023, only EUR 916,850 was paid to directors. As for Guillaume Texier, General Manager, his remuneration for 2024, this slide is ex post. It gives you a comprehensive idea of the elements that are due for 2023. They're in line with the remuneration policy that was approved last year. The fixed remuneration is EUR 800,000 for the duration of his mandate.
The variable portion, which is depending on financial performance and individual performance, was set at EUR 974 thousand, because the bonus was of 101%, because of an excellent year, 2023. Based on financial performance, for the variable performance, 70%, the goals were passed to reach a 106.20%. As for the individual performance criteria, 30%, the Board of Directors has assessed the majority of objectives reached, very positive, and the level of performance is at 90.5%. Let me present this into more details.
As for the performance portion, Guillaume Texier was granted 106,000 performance shares in April 2023, valued at EUR 1,758,540 at the grant date, taking into account the IFRS 2 fair value of 16.59 EUR per share. The vesting period for these shares is three years. As for Guillaume Texier's variable compensation, you can see how these are granted on the slide. With regards to the non-financial portion, that was presented earlier. No, the financial portion was presented earlier. As for the non-financial portion, for digital, the target was 85% achieved. For strategy, 95% are achieved. For ESG, 97%, and for talent, 85% achieved.
You have on the slide the different points of these indicators, so a total weighted attainment level of 90.5%. The details of the performance indicators for each of these objectives is set out in the 2023 Universal Registration Document. We ask you to approve Guillaume Texier's variable compensation, which is fully deserved in view of the excellent work and results achieved by Guillaume Texier and his teams. Now, moving on to Guillaume Texier's compensation for the ex ante pay for 2024.
Of course, the 2024 policy is unchanged compared to 2023, and since his appointment on September 1, 2021, consists of the following components: fixed remuneration of EUR 800,000, short-term variable compensation in 2024, which may not exceed 120% of fixed compensation, so a maximum amount of EUR 960,000. As you well know, this variable compensation is depends on financial targets and individual objectives for 70% and 30%, respectively. So for the financial targets, 40% on gross margin target volume, 40% on volume-adjusted EBITDA target, 20% based on an average operating working capital requirements targets.
For individual objectives for 2024, so worth 30%: 25% on ESG objectives, 25% on operational excellence targets, 25% on strategy and digital objectives, 25% on talent objectives. For the long-term variable compensation, 2024-2027. To recognize sustainable performance, the, and as was said earlier, the Board of Directors awards performance shares. I will give you more details on the following slide, on the LTI. The vesting period is of three years. The grant may not exceed 100% of the fixed and variable annual compensation. As for the other elements of the compensation, the pension scheme benefits in kind, and severance pay shown on this slide are unchanged for the duration of the term of office, and are detailed, like the other items, in the Universal Registration Document. I mentioned the long-term variable compensation earlier.
As every two years, we ask you to approve the resolution concerning free shares awarded to key beneficiaries of the company, selected on a rigorous basis. This is Resolution 22. In a competitive market like ours, we need to retain our talents. Our free share plan is an effective three-year retention and loyalty tool. Our free shares are granted to a significant number of employees, over 1,000 key employees within Rexel. They include a three-year vesting period with no lock-up period for all beneficiaries and two very distinct plans: a performance plan and a presence plan. The latter may not account for more than 20% of the total and may not involve more than 900 shares per beneficiary. Here, again, it's important to note that the performance plan should retain and motivate collaborators at all levels.
What matters is the performance criteria and their weights that take into account the objectives and a forecast communicated to the markets within the framework of the financial communication of Rexel. The performance criteria and their weights are the average annual EBIT, EBITDA growth rates, 40%. The average free cash flow before interest and taxes on EBITDA ratio, 20%. The Rexel share performance relative to the SBF 120 GR index, 20%. An ESG index composed of four internal criteria relating to the implementation of the company's corporate social responsibility policy worth 20%. The performance level relative to this internal performance criteria are assessed at the end of the three-year period and correspond to the average annual performance. The level of performance relative to Rexel shares is also assessed at the end of the three-year period.
The expected level of achievement and the performance achieved are communicated very clearly in your ex post in the Universal Registration Document. The financial objectives of the free share plan are not communicated in detail ex ante for reasons of confidentiality, but you will see that the stock market and ESG index objectives are communicated ex ante as they trigger thresholds and ceilings for the first year. All this information is detailed in section 3.2.1.6 , under Summary Tables of the Remuneration Policy for the 2024 financial year, say-on-pay ex ante, of the 2023 Universal Registration Document. I will now hand over to Eric Jacquet, who will tell you about the statutory auditor's report. Thank you for your attention. This information is sometimes a little boring, but of course, it's important for our company.
Thank you, Madam Chairman. Ladies and gentlemen, shareholders, good morning. On behalf of the Board of Statutory Auditors, PwC and KPMG, I would like to report to you on our audit assignment for the year ended December 31, 2023, and on the reports we have drawn up for you in connection with today's ordinary and extraordinary shareholders' meetings. In accordance with the custom of this general meeting, I will summarize them rather than to read them entirely. In compliance with French auditing standards, our responsibility is to express an opinion on these consolidated financial statements based on our audit. We want to ensure that there is no significant anomaly, that the financial standards are respected, and that the laws in force are respected. The consolidated financial statements of your company were prepared in accordance with the IFRS standards, as adopted by the European Union.
As for the annual financial statements, they have been prepared in accordance with French accounting principles. Our approach is tailored to the group's organization and activities. We have also checked current operations as well as exceptional transactions such as acquisitions, divestments, restructuring, or financial operations. Our findings were presented in a report to the Audit and Risk Committee and to the Board of Directors on February 13th and 14th, 2024. In accordance with the French Code of Commerce, we draw your attention in our report to what we consider to be key highlights in the report linked to the risks of material misstatements that we've identified based on three criteria: one, their relative significance in the financial statements; two, the complexity of their assessment; and three, the extent of our judgment in assessing them.
For the consolidated financial statements, this involves assessing the recoverable amount of goodwill and the assessment of supplier discounts. With regards to annual financial statements, these are as follows: the valuation of equity investments. We have also carried out the specific checks required by law, so checking the Board of Directors' management report and verifying the presentation of the annual and consolidated financial statements in the Single European Electronic Reporting Format, known as ESEF. In conclusion, we certify, without reserve, the financial statements of Rexel SA and its consolidated financial statements in accordance with the first and second resolutions of your meeting. Regarding our report on regulated agreements, we have been advised that no agreements have been authorized or entered into during the year.
Regarding the report of one of the statutory auditors appointed as independent third party on the consolidated statement of non-financial performance included in the management report, the objective of our assignment is to obtain a moderate assurance on the compliance of this declaration and the sincerity of the information provided, i.e., policy results and, in particular, certain key performance indicators. Based on our review, nothing has come to our attention that causes us to believe that the accompanying information is not prepared, that could call into question the sincerity of this document.
Regarding the resolution under the extraordinary part of your annual general meeting, we have issued four reports covering resolutions 15 to 22, and these are the following operations: so reducing capital by canceling shares purchased up to 10% of share capital for a period of 18 months, the issuance of ordinary shares and/or other securities giving access to the company's capital reserved for members of a savings plan by the board, the issuing of ordinary shares without preemptive subscription rights for certain categories of beneficiaries, and the allocation of existing or future bonus shares. We have no comments or observations to make on the terms and conditions described in the Board of Directors' report in respect of the above-mentioned transactions.
If necessary, we will issue an additional report on the use of these authorizations, including an examination of the conditions for determining the issue price. This is the conclusion of my