AGM 2020

Jun 26, 2020

Dear shareholders, 2019 was another record year for Teleperformance, both in revenue and results. But today, COVID-nineteen has put the world upside down. In supporting our clients all around the world, TP was first impacted in China. This helped us to be proactive in designing and implementing our strategic response based on two pillars: first, to protect our employees, their health and safety second, to protect the business by ensuring continuity of services. In the course of March and April, we succeeded in converting more than 80% of our active workforce into work from home. And so allowing for ample social distancing for the 20% who were still working in the centers. As we were able to maintain our quality of service, we received many accolades from our clients. So all in all, in H1 twenty twenty, TP radically transformed itself while continuing to grow organically and to remain profitable. We will update our full year guidance July with the results of first half, but we still impact to deliver a very solid year of growth and profitability even if impacted by the COVID-nineteen and the cost of transformation. Finally, forty two years after its creation, TP has been promoted to the CAC 40, the major index of Paris Stock Exchange for large capitalization. We owe this success to the enthusiasm, to the professionalism, to the dedication of our managers and employees as well as to the loyalty of our clients, business partners and shareholders. So thank you all. UNIDENTIFIED REPRESENTATIVE:] This has been held from the headquarters and the presence of the only people who are here to fulfill their missions and, who represents Deloitte and Associates. They are audited. No, admission card has been delivered. Bailey, mister is also here to witness that the same fare correctly, and our meeting is being broadcast directly through the Internet. So I suggest that we open the meeting and constitute the bureau of our assembly. I would like to thank missus Christine Ermea Ermea and Sonia Schaffer for having accepted to fill in the, talk of tellers. Missus, Sonia Schaffer will act as secretary for this meeting. According to the role of the centralizer for this meeting, the shareholders that are either present or have voted by correspondence to come to a total of 40,552,386 shares and $42,551 135 shares for the extraordinary part of this meeting, 72.45%. So we have the forum both for the extraordinary and ordinary parts of this meeting. So the joint meeting can now, validly deliberate and we can start our meeting. I'm now going to give the floor to Ms. Sonia Schaffer. Good morning. The meeting is, convening upon the first convocation, launched on the 04/16/2020 and then, publications to the bylaw on the May 20 and 06/10/2020, and petitioner, petitioner, of June. In, compliance with the rules and legal dispositions. This was set up on the Internet site of Teleport Valmois. And there is a file which is entitled bureau with the presentations of the resolution, what has been published on the ballot, the official announcement, the brochure for the convocation, the universal, registration document for 2019, and the corporate government dated eighteen, twenty twenty and all of the shareholders who have requested it have received these documents and information. Meeting is asked to deliberate on 31 reservations, 15 ordinary, 16 extraordinary And the text can be found on pages 30 and following of the brochure which is available on Teleperformance Internet Teleperformance Investor Relations general meeting. I shall present a short briefly these resolutions before we announce the results of the event. So we now come to the presentation of the striking figures for this year. Let's have a reminder of a company, which is the leader in integrated digital solutions. It's definitely the leader, employing more than 330, thousand employees on more than 460 campuses and serves more than 80 countries, more, thousand, clients on more than a 170 markets. For, recently, we have, been listed on on the with 265 languages. I wanted to add the evolution of the group over the last few years, show you where the group has come from. It was created in 1978 by Daniel Tugard with very few employees in France. Then it skipped to various stages through organic growth in Europe, in The United States, in Asia, Latin America to represent today the group that it is, I e, 330,000, employees, close to 13,000,000,000 in, capitalization and a market which is more and more digital and more and more detailed and in-depth. Very briefly, this is the history of Teleportformance that you you should bear in mind to truly understand how we have evolved today. Today, we have a management team which is held by mister Julia, and that comprises eight people in the executive committee. Mister, Embassy, who is in charge of, transformation. Jessa and Augustin Guzani, who are co directors of operations. Scott Klein in The United States and mister Dupuy, commercial development office in The United States. Now on the central functions, we have, missus Lee Ryan, who's in The United States and America. With this team of eight people, we have 21 members, in the enlarged committee present throughout the world. And, also more than 45, managers that says that in fact constitute the private, management committee. What are the results for 02/2019? Let's just quickly look at these figures that we have already been made public as you know. It's the first year of the publication of IFRS 16. I'm not going to go into the details of that. I think what we need to bear in mind when we look at, 2019 is the major growth for the group. It has grown by, more than 20% in published figures and, close to 11% in organic growth, which is a remarkable performance. To this organic growth, can be associated an improvement of profitability. We're at now at 14.3% in operational, EBITDA And, this is the current EBITDA. And for the first time, the group is hitting the 400,000,000, which is, significantly higher. These are the three things you should bear in mind, growth, profitable growth, both from the standpoint of operations and, growth profitability. Now the, client portfolio, a lot of you are familiar, with, clients. What is important is to bear in mind these three clients, with drug certification is by far the greatest. The clientele is very wide in nature, through activities, through the number of countries in presented. Therefore, it is very widespread by its geographical scattering, we see that 50% of the, group turnover is present in digital economy. Our activity is, I guess, they decide is wide and promising for the future. Now if we refer to the more detailed results, we also see that the turnover has improved by close to 41% with operational results increasing by 27%. Carried out in a group in order to, offer better and better solutions to its clients. The figure is quite identical, in terms of operations, when we look at non recurrent expenditures, which also will show the operational performance for the the past year. Now the net result, this is where we see the 400,000,000, 200 things, two point financial charges. The census has gone down, because, of course, the degradation of this result results from the implementation of IFRS. But the group has kept control over these expenses to start the investment that we made. At the same time, there was an improvement to the tax rate, due to, the reduction of corporate tax in India. So this means that the result is 400,000,000, I e, €6.80 per share, with an increase of 27%, compared to the previous year. If we can dwell, two seconds on, cash aspects, we see that the, cash generated is greater and greater, $3.20 for last year when in fact major investments were carried out. Now, there is also a variation of the need in, running costs or funds, which were revised at the beginning of 2020. One quick word on the financial structure beyond the pure the accounting aspect, we see that, there is there has been a deal in the approaching of a close to a €100,000,000 even if the figure of the debt does discreet because of the rental, etcetera. But, the structure of the group remains extremely precise with a ratio over EBITDA, which is to the tune of two and a reduction on a daily branching, aspect of the group, which is growing and which is deleveraging at the same time. The group has decided to to, maintain the dividend, that has been, planned for distribution, I. E, 26.3%, in growth with an identical growth rate for the last six to seven years. The group had an excellent, results in 02/2019, and, we don't think that 2020 is a source of worry, which would lead to reducing this dividend. So the group has decided to, maintain the level of that dividend, I e, 2.40, euro, and progression by 26.3%. What was done in few of the, world health crisis? And what about the turnover for the first quarter? Daniel, I our priorities a moment ago. There are three of them and they are very clear. Protect our team, doing two things. First, making sure that, the health standards are complied with in 80, countries where we are, present. And and, of course, depending on the various countries that we work with and of course, people to work remotely as as the earlier Julian said, 80% of the staff switched over, which is, quite, an achievement, in such a short period of time. So protect our teams, protect jobs, and making sure that, corporate activity can continue. Eight 90% of our clients accepted remote words. We are setting governments of different countries who, helped us in achieving it. Last name, protect the group and enhance its financial solidity. Well, the program has been set up, for this, environment, which of course have been reduced because of the cost, due to the implementation of, this new, activity. Obviously, when you work from home, this entails a certain number of cost and savings. We opened up a new line of credit so that the group may avail itself of 1,500,000,000.0, euro in case the situation, deteriorated. That is a pause confirmed rating at triple b minus. So much for our reaction to the crisis which deserves to be hailed, in this extremely difficult environment that we've been working. A few, as to the first quarter figure, obviously, the impact of more on March, but there's still, growth of 6.2% with very, quick, growth in January, February and profitability in, March because of the crisis. In total, one point three hundred and fifty two, billions were, in fact, deployed during the first quarter compared to 1.271 last year. One of the important things to note is that, of course, services and dips, has grown by 6.8%, helped by a great growth in lab Ibero LatAm when India focused its efforts and resources which were limited on the most profitable contracts. So there are a certain number of contacts that were not profitable, and hence, the reduction here. Then there are two activities, online interpreting, which has grown grown considerably throughout the, quarter has more than made up for the disappearance, especially after March. And after that, the the GLS, activities, which were important in terms of profitability, but also in terms of turnover, which, deliver or help a certain number of, governments in delivering a certain number of visas. This came to a grinding bottle cost at the time. People were hustled. Now as far as the those results are concerned, they are, of course, a side that's excellent, given the circumstances. As Daniel Chanel was saying, the the negative impact of of the crisis will, of course, be felt during the first half of the year and, of course, essentially in the second quarter. This being said said, the commercial momentum is pretty dynamic, and we continue to, quench certain numbers of sales and, Spanish clients. What has helped them to, be ahead of their, competitors. Now there is no, there are no financial objectives for 2020 at this stage. When we present the account at the July, you'll have a better picture, but I think, we are well placed to to tackle the second half of the year if pressing late, we see that, activities has already started up again, with existing clients and new potential clients after that that we have gained during the crisis. A few words of our commitment in social and environmental, activity that we've dealt with for years. We do three things, and we want to be, of course, a reference, across the world to create lasting value for our clients. We want to be the preferred employer for the bar workers, the the 300 to a thousand workers. There's no point in being in a business if you're working against your own staff. Of course, working with the staff is, part of our DNA, and it's our our business. So we want to be a a a preferred employer, not but not only. We want to be the preferred interface for, all the potential clients. And to do so, we want to have we must have a very clear and strong, sense of ethics over the course of our business across the world. The group also will be a force for good by working on two main things, supporting, local jobs and local development, and, of course, promote sustainable use of natural resources. What are our performance indicators then for CSR in 2019? Preferred, employer on the market. Well, our results, I think, deserve to be restated, and they're very satisfactory. 70% of our staff worked in a subsidiary, which is, certified as a best employer or best place to work, which is significant. 99.3% of our employees are paid above the living wage, which is obviously more than just the basic salary or the minimum wage. We want to make sure here that the wages we pay, enable our staff to have a decent life where according to their local circumstances. 82% of our employees have open ended contracts, and 69% of of managers come from in house promotions. 92% of our employees have some kind of health coverage, and 98% of our, staff are covered by the early warning system by the, let's call it, whistleblowing system that, can describe unethical behavior. Behavior. So so much for 2019, and I'll I'll tell you more about what our goals for the future are. We are a share a stakeholder in diversity and inclusion. We have 49% of women in our staff, so almost perfect equality. 43% of women 43% of the management jobs are filled by women, 24% in the senior management of the group. 70,000 impact workers coming from vulnerable populations. I'd mention maybe two examples. There are others, but maybe the most visible one is hiring so many Venezuelan refugees in Colombia and also the significant number of disabled workers we have. What's our impact on local communities? Well, we created 25,000 net jobs in 2019. I think it's worth remind remembering it's significant. Also, let me remind you that any director job at Teleperfomance has a a direct impact on the local community with a 2.4 a times 2.4 multiplier effect. That's what you can see in most subsidiaries. We've looked at this, and $1 spent by us in any country will, in fact, lead to $2.4 being spent generally. And almost €5,000,000 were raised for charities by our organizer in our staff in 2019. As, monsieur Julien said, when we joined the citizens of the planet, we have been very much committed to working against the climate, global warming, reducing the carbon footprint, and 10% of our energy sources come from renewables. So we've spoken about environment, gender equality, and being the preferred employer. Well, that's what you see here, and this is true across the board in Latin America, in, India, The Middle East, Asia Pacific, the English speaking world. Basically, 70%, as I said, of our staff work in a subsidiary certified as the best in place place to work. And, we, got a great place to work award 74 times across 22 countries. That concerns diversity, inclusion, and gender equality. Let me, just say that we wanted to increase, the share of women in management and senior management jobs. What we call TP Women was launched in 2019 to diversify, the jobs and ensure diversification across at every level of the business, promote women, establish a network of men and women to support equal opportunities for men and women, and, develop a culture of leadership and mentoring for women. As for the environmental footprint, as I said earlier, our main concern is electricity consumption. For indeed, that I think accounts, for a significant share of our carbon footprint. We decided in 2019 to start, reducing our carbon footprint and include increase, sorry, the share of renewables in, the energy mix. Not to mention, of course, all the awards that we got for governance or environmental behavior. You can see here that we got the best mark for MSCI, very good work recognition for Etibail or Verigo or Echobitis, not to mention FTC for good. We will go on working along those lines. Briefly, let me mention the share the performance of the shares and shareholders. Here, you have the share price over the over the last year. It's gone up 53% even though the variation for CAC was pretty stable. Shareholdership, not much of a change here. We almost a 100% of our shares are of the free float. We've joined the CAC since mid June this year, and we have an international makeup that really echoes the, the business. About half, of our shareholders come from English speaking the English speaking world, and the other half is evenly divided more or less between France and the rest of the world. And we're starting to see the first few Asian investors. Let me now give the floor to Sonia Schafer, who'll tell you more about, group governance and, compensation policy. Thank you, Olivier. Let me give you a, summary of, the governance and also remind you that the report, of the board on corporate governance is in the universal registration document, for 2019 at pages 93 and following, and also on the report, dated 05/18/2020 on corporate governance. So you'll find here everything related to the compensation policy and to, the compensation paid to, the core corporate offices, including those on which we will be voting today. Let me just, mention the following. The board of Teleperformance SE is made up of 14 members including six women, people from, six nationalities. Most of the, directors are independent, and nine directors are recognized as such. And the the board is made up of well recognized professionals from various areas. Patrick Thomas is the lead independent director. A report of what he has done in 2019 is also included in the universal registration document. Your, assembly is being called upon to renew the mandates, and the terms of offices of five directors under resolutions 11 to 15. Most of these are independent directors, have experience, and, have a lot of, international expertise. Moreover, two additional directors representing the staff will be appointed in 2020. And this stems from, the amendment stemming from 20 resolution 22. In 2019, the board met on six occasions, including a five day seminar reviewing this operational strategy. Attendance rate was 98%. Let me not, repeat what the board has done over the year. I will just, refer you to page 121 of the French version of the universal registration document. The board has two specialized committees, the audit risk and the compliance committee and the conversation and appointments committee. Most of them both of them are mainly made up of independent directors and are chaired by independent directors. You will also find information in that respect in the universal registration document. Let me, now move on to compensation and the compensation policy, as how as it was implemented on the basis of your decisions and and the policy for 2020 as proposed. That's percent 2019. Under the so called global exposed voting, the principles and the philosophy of and the approach of Filipino from us is to be found in great detail in the documents circulated for the, assembly. Resolution five aims at improving and endorsing this policy for for compensation for 2019 for the company offices, both the directors, the CEO, and the deputy CEO. As confirmed, the compensation for 2019 of, the chairman and CEO, any compensation paid was paid in accordance with the policy adopted by the assembly of 05/09/2019. Performance shares allocated on condition of, performance by the CEO was in fact lower than what had been enabled and authorized by the assembly last year. Moreover, mister Julian has decided to pay 20% of his variable compensation under 2019, should it be approved, to a charity, going by the name Feed the Children, which supports children and their families who are affected by malnutrition or other disasters, including COVID nineteen. As concerns, the compensation for the deputy CEO for 2019, that was paid out in accordance with the policies adopted on the 05/09/2019 by the previous assembly. You are called upon under resolution 72 approved that, which brings me now to 2020, resolution eight relating to the 2020 policy, the remuneration policy, compensation policy for directors. It remains the approach remains unchanged. You have a €1,000,000 maximum envelope as agreed on the 05/09/2019, which will be paid out under according to the following principles. Fixed compensation, depending on the attendance and the membership of the board and all committees, then specific fixed compensation related to, the position of lead independent director, then compensate variable compensation according to attendance and distance covered to attend. And fourthly, no remuneration for the CEO or other directors, paid under working contracts elsewhere. You'll find the details in the governance report. And resolution nine aims at endorsing the compensation policy for 2020 as applicable to the chairman and CEO. I'll just remind you that these numbers are maximum possible numbers. The actual variable compensation and long term compensation compensation will depend on the, principles agreed to by the board. Indeed, you will remember that, the group had published the expected levels of compliance of the health crisis completely called into question this approach, and it will be reexamined later. We will be adjusting those once the numbers for the first half year will be posted at the last at the July, as mister as as we said earlier. Lastly, the tenth resolution aims at, approving the remunerations compensation policy for the deputy CEO. There, again, the principles are unchanged. The deputy CEO is, and remains CFO. And as is the case with the CEO, the numbers are maximum numbers, and the variable compensation for this year and for long term will later be, adopted by the board. Thank you, Sonia. Let's now give the floor to missus Bukay, the with an associate who's our statutory auditor. Can you give us, more about the accounts? Thank you. Ladies and gentlemen, members of the shareholder assembly, we report back on the FY 2019. Let me tell you more about our, first of all, our reports for the ordinary shareholders meeting and further reports for the extraordinary one. These reports are available in the universal registration document, which you will have found on the Internet, and I will just, therefore, give you a summary. Reports on the account, sir. Our main purpose was to, get an assurance that the consolidated statements and the annual statements are client, and Deloitte and KPMG have worked together and covered, the companies within the consolidation, area. This was submitted to the audit committee. We met with them regularly and also submitted to the board, namely the board of the February 20. We certify without reservation the accounts for, the financial year ending in 12/31/2019. They are, honest and, regular and give a clear indication of the state of the group at that date. If we look at, this integrated detail, look at the consolidated statements. We looked, of course, at, the accounting principles. Yeah. There are two key items. So first of all, the valuation of goodwill given their significance in balance sheet of the group, and also an assessment of what the management has, assumed relating to goodwill. The second item was a first assessment of the initial reports to IFRS 16 because it was being used for the first time. We considered that this was a significant part of our audit given the size and number of such rental leases and their impact on the accounts. As in terms of the annual statements, there's only one item relating to the valuation of shareholdings because indeed, this is significant in the, parent company account. The the assessment of the hypotheses and assumptions made by senior management in this respect is significant. Our reports, also mention specific obligations and reports, as you can see, relating to the documents, that have been submitted, mainly management report, and we have no specific comment there. We also issued a report on related party agreements. We have not been informed of any such, agreement signed during the financial year. We have not either been notified of such, agreements that would have been signed in previous fiscal years, which would have been still ongoing. Under the extraordinary, shareholders meeting, your meeting is called upon to grant authority to issue shares and other and act on the capital, the share capital of the company. The first question relates to the issuance of shares with preferential rights, and those are the resolutions seventeen, eighteen, nineteen, and twenty for which we have no specific comments to make relating to the price of these shares nor to the calculation and computation seeing as this has not been suppressed. Nor have we had anything to say about the cancellation of preferential subscription rights seeing as the rules have not yet been finalized. And one last report under resolution 21 still under the extraordinary report relating to the issuance of shares and or stock relating to company savings scheme. We have nothing to say here seeing as the the actual modalities have not yet been set. We will be issuing, additional reports if and when this is required. Mister chairman, ladies and gentlemen, thank you very much. Thank you, madam. Before we turn to the results of the votes and resolutions, let me state that 12, questions were received from the forum for our shareholders who are very keen to look at the environment, so from government. The answers have been, given under, the item, general or have shareholders meeting. But I'm shocked that you have the floor. Yes. And the indication that takes the the resolution is on the agenda of meeting on the side. The quorum is 7245% and double vote is linked to shares that have been held for at least four years as far as the majority rules are concerned. It's a majority rule for ordinary resolutions, one to sixteen and two thirds for the extraordinary part of the meeting 17 to 31. Given the legal provisions and regulations that apply, the votes and results were actually stopped last night, and I'm going to give you the results that were then assessed. The first resolution has to do with approval of the annual account. The first and second resolution for the ordinary accounts. Well, the first 99.95%. The second 99.92% for the approval of the accounts are the same. Third one, allocation of the results and granting of a dividend of 2.4 The coupon will be the first on the July 2 and payment will be done on the July 6, adopted 99.28%. Fourth resolution, has it has it's happened to, take into account the absence of new regulated agreement. As we were told a moment ago, this is the case adopted 99.99%. This resolution aims at approval of information under article l two two five thirty seven three of the commercial code for all of the, offices of the, company adopted 96.44. Sixth, resolution approval of the, remuneration which is paid, that has been paid or attributed to Mr. Daniel Julien, CEO in 2019 adopted 93.21%. Senate resolution approval of the remuneration, whatever the nature paid out in 2019 for under that year for mister Olivier Rigotti, deputy, CEO, 93.95 approval. Eight, approval of the remuneration or the the remuneration policy for 2020 of the directors adopted to the tune of 99.93%. Ninth resolution, approval of remuneration, applicable to the CEO for 2020 adopted to the tune of 94.41%. Tax resolution approval of the remuneration applicable to the deputy CEO in 2020 approved 94.49%. Eleventh resolution renewal of the term of missus Christopher Celer Ikif for three years adopted 96.73%. Twelfth, renewal of, the term of missus Angela Maria Sierra Moreno as director for three years adopted 96.73%. Thirteenth, resolution renewal of the term of mister Jean Guerre for a period of three years adopted 87, dot o 1%. Fourteenth, renewal of, the terms as director Bernard Kennedy for a period of two years, proved 92.36%. Fifth 50, new of the term as director mister Philippe de Minato for a period of two years adopted 94.28%. Sixteenth, authorizing the board in buying back shares of the company for a period of eighteen months within the limit of 10% of the equity and maximum price of 350 and of course, in compliance with the rules and regulations. This will put an end to the, authorization that had been given to the, board on the 10/01/2019 adopted 98.99%. Seventeenth resolution is delegation of competence to the board in order to issue shares or securities with preferential rights, for subscribers adopted to the tune of 94.94%. A chief resolution, a delegation of authority to be given to the board to issue shares or securities, that are nominal, without preferential right of subscription to the shareholders with the possibility of granting a priority delay through a public offer or remuneration, with a public offer. Approval to the tune of 93.14%, nineteenth resolution. Delegation of authority to the board to issue shares or securities, giving access to the capital to an offer as per l four eleven dot two of the monetary and financial code approved 90 by 48%. Twentieth resolution, piles now to the, board to increase the number of, ASCEN's that could be implemented under, resolution seventeen eighteen nineteen. This adopted to the tune of 83.46%. The twenty first resolution of the negation of authorities, about the increase of capital to the benefit of the people benefiting from a a savings, a corporate savings plan. Adopted 90.05%, twenty second modification of article 14 of the bylaws in order to appoint the directors representing, employees adopted 98.43%. Twenty third, highlighted in article 11.2 of the bylaws with the provisions of article l two three three dot seven of the code approved ninety six point six percent. This false resolution modifying article 13 of the bylaws concerning the identification of shareholders to be in compliance with the provisions of article l two two eight dot two of the commercial code. This was approved to change 99%. And this fifth resolution modifying, paragraphs eight and nine of article 14 of the bylaws relating to the obligation to hold, shares made upon the, directors, so that it comply with l two two five a 109 of the commercial code and European code European rule five nine six. Both 99. Six and twenty seventh resolution aiming at modifying articles twenty and twenty seven to the bylaws concerning the remuneration of corporate officers to comply with provisions of l two two five thirty seven two and l two two five forty five of the commercial code are those adopted with a score of 99%. Resolution harmonizing article 21 of the bylaws concerning agreements between the company and, corporate offices or shareholders in conformity with the commercial court. A 100% approved. Twenty ninth with the resolution modifying article 23 of the bylaws concerning the delay for converting general meeting so that they comply with article r two two five sixty nine of the commercial code adopted to the tune of 99%. Thirtieth resolution, given the recodification of the commercial code which is planned for 2020 to take into account the modification, that might be have to be taken account. This is reject rejected to the tune of 60.13% Minus thirty first resolution granting the necessary authorities in order to accomplish the formality following this, meeting adopted a 100%. Thank you, Sonya. Thank you all of you for, taking part in this, a bit special, meeting. I'm going, it will be clear. We're meeting adjourned, hoping that we meet physically next year for the traditional type of, shareholders' needs. Thank you all.