When he set up Thermador Groupe, he had a number of values which are still there. Through these values, I feel he is with us, and he is with us here this evening. It is surprising how his words there could have been his words here tonight. We are going to get back to more pragmatic things. We are going to look at the makeup of the bureau. Patricia is with me as secretary of the bureau. We are happy to welcome our two main shareholders, Torsten Hantz , that you know, who speaks French very well. He will speak to you later with translation. He represents Norman Rentrop with 9% of capital. There is also Rayan Oudjani , representing Crédit Mutuel Equity with 6.9% of capital. The bureau is complete with these two main shareholders from Thermador Groupe.
We have got our first estimates as follows: 72% attendance rate, 1,000 voters around, and the powers of the presidency of above 20%. The quorum is complete, indeed exceeded, and this meeting can deliberate. I declare the meeting open. It is a tradition, and we will start by talking about employees from the Groupe. I spoke to Norman a few days ago, and he asked me to pass on the message to all employees and managers with his thanks for their dedication. Of course, Norman Rentrop congratulates you, but I do, too. We thank all you employees for your commitment and the work that you provide throughout the year in a context which is particularly difficult as we are going to see. When I talk about this with other directors, even those older than myself, we have never seen such difficult conditions in the market.
One topic is of concern to us, and I have talked about with the employees of the Groupe. As you know, every year we have two meetings before this meeting to explain to the employees the challenges of this meeting. We have 400 people each time. Last time we talked about absenteeism rates, which seem have gone up again this year. It continues this year. Employees explained to me that it was not and I was in agreement with that. Think sometimes we have a collective duty to getting a level of absenteeism which is lower than the national average. In terms of accidents at work, we have increased the number of accidents. 25 accidents last year. I consider even though it is low, it is still too high. Effort needs to be made to reduce work-related accidents.
Nothing serious happened, no stoppages of more than 200 days for those work-related accidents. We need to remain vigilant on this subject, which is a very important one. One positive point was on the quality of life at work survey, which takes place every three years. Last year we had 77% positive responses to these 50 questions, which is quite a good result. Then again, the subsidiaries have options to work on these topics and improve the quality of life at work. That is one of the topics that we are following over time, and we are already planning a new survey for three years from now, 2027. The milestones. Hang on in there because if you have read the shareholders letter number 118, you will see that most of them are negative. First of all, MaPrimeRénov', the government funding mechanism.
You know that we enjoyed that for many months, many years in Thermador Groupe, in particular Thermador, selling heat pumps and also thermal heating solar systems, and particularly in the post-COVID period. But unfortunately, this has come to an end in 2024, and Thermador suffered a lot. Firstly because a big change in the regulations and also budgetary restrictions, and also a desire on the part of the public authorities to reduce fraud. The consequences were a big drop in turnover for Thermador, but also for Isocel. New housing. Last year at this time, we were hoping for a turnaround at the beginning of last year. It was not the case, and we hope that we have actually got to the bottom of the curve at the end of 2024.
We think that we have reached the bottom, but the new housing market has been really badly with new building starts at a very low level compared to 1993, which was the worst year since 1980, so 45 years. In 2024, we had 263,000 new building starts compared to 255,000 in 1993. You see that the market is in a troubled state. The consequences for Thermador Groupe, PBtub and Thermacome were affected because they are directly linked to the construction market. And when you accumulate the two, they have got a drop in turnover 22.8% on average. DPI joined us two years ago, and it is focused on plastic. Also suffered two main reasons, drop in market volumes 10, 11%, and also drop in price. So these two factors saw DPI going down in terms of turnover of over 20%. I talked about this with Grégoire Huppé about strategies.
He is already here to answer your questions. It is true that when we look at all the markets, DPI are on markets that are all difficult. Irrigation, we have reduced irrigation in France. Renovation, public works, but also dry networks, which after a boom period, those markets have declined now, and DPI is in a difficult period. And fortunately, the managers who sold the business to us two years ago are still at the wheel, and they are still here and they will be here to fight for us. And we have got the technical director, commercial director, and general director with us here today. Also catastrophic news was they had the wettest. So direct consequence for Jetly and Odrea, a drop in turnover for these watering markets, which is equivalent to EUR 6.5 million lost for reasons of weather.
If we have nice spring like we have today, maybe the market could start up again very quickly, and that is the case. It could be nice if it could last another 15 days or so. The DIY market, also in great torment, 4% down overall the products and our subsidiaries are particularly affected. Odrea because of watering and also because Mecafer had an incredible year in 2023 on their products which did not happen in 2024. So a little bit more positive news after all this bad news. ALTO METERING, we talked about it last year. We were talking with them. One of the managers was here, and since then, the process has gone forward, and they joined us. A company specialized in tele-reading of meters and control of flows and metering. Good integration, good synergy with Faribo on a growing market.
And of course, energy will be more expensive, and it is more important to measure it properly and preserve it. Altometering has joined Thermador Groupe, and we are grateful for that. Contracta is a business that was purchased by Sodeco, which completes the product ranges of Sodeco. So valves and for aggressive or high-pressure products.
This is a modest operation because it had reported only EUR 1.4 million of turnover, but this reinforces their turnover and gives it a bigger range of products available to its customers. Good integration there too. Projects. C2AI is a company from the region. I think the managers are here in the room. We have started discussions. We have signed a letter of intent, and we think there is a good chance that the deal will be done given that the relationship between the management of that company and on our side are very good.
They are focused on industrial applications, which sell solutions which compete with Sferaco, with valves and regulation valves, instruments and so forth, used in industry with a slightly different customer base to Sectoriel. We think that the integration will be successful and there is great possibility of synergy between the two with Sectoriel and Distrilabo. We are hoping to be able to sign that in a few weeks' time. Then in better projects, we have got an announcement we made concerning a very nice Spanish company, which is a customer of FG Inox. Through this contact initiated by Cédric Gaillot, who is the sales director at FG Inox, Lionel Monroe took over the process to convince the company that its future could be bright with Thermador Groupe.
It is really at the heart of the target of the companies we want to acquire, which will allow us to increase our arsenal of products and balance the turnovers. FG Inox sells stainless steel products, for example, agitators, pumps, thermal exchangers for industry, agro-foods, chemical, biochemical, and the pharmaceutical industry. They consume stainless steel. More than EUR 14 million turnover, 40 people, and a very good feeling with our ability to go to the end of this project. I am sure that we will integrate that company and find synergies with FG Inox and the products that FG Inox sells in Portugal and Spain. This is a popular theme now in terms of growth. I am going to look at 2021 was the great years with turnover up 21.1%, 14.3% of inflation and 16.8% of increase in volume.
Since then, we have gone into a period of decline. As you will see 2022 and then down in 2023 and negative in 2024. When we look at all those price increases over four years, we have got a price rise of approximately 19%, which is a lot and can be considered as abnormal. We will be talking about prices later on in terms of the forecasts. It is very difficult to forecast what is going to happen in the future, for the reasons you can probably imagine. International now with Lionel, who is going to come up and talk to us and is going to give us a few remarks concerning this slide.
Thank you, Guillaume. Good evening, all. Guillaume has put pressure on the international sector because we are expected to balance France sales. Today, we are at 16.3%, which is progress compared to previous years.
I think we were around 14% last year for 2024. We benefit from the dip on the French market, so proportionally we improved. The international market is driven by our activities in industry and not by phenomena like rainfall and the construction market. So two companies that are mainly in distribution, that is Sferaco and FG Inox, have won market share with distributors in Europe, in Africa and the Middle East. That is the first element. Second element, Sodeco, which is based in Belgium, and customers in industry, customers in Benelux, had a difficult year, but managed to limit the dip in turnover, particularly with former projects not having been renewed in 2024. Then Odrea in Spain, which is facing complex competition from private labels for DIY superstores. That is the context in 2024.
You see on the map here you can see the countries we are involved in, that we have visited over the last few years. We see that we are very focused on Europe. We are trying to develop in Africa and also in the north of the equator and also in the Middle East. Further we get away from those areas, the more difficult it is to implement our concept. In terms of prospects for 2025 and the years ahead, we can say one thing, is that we have good market share. We have small market share, so we can improve over the coming years. This organic growth is really an opportunity and also the possibility of acquisitions like the case of FG Inox and that would allow us to grow our turnover. Thank you, all of you.
Thank you, Lionel. All this news brings us to a drop in turnover for retail of 13.6% and for the pro channel of 13.2% and overall to constant scope 13.5%. Giving you details per subsidiary becomes more complicated as we grow in terms of subsidiaries. I am going to focus on one, which is Odrea. You know this diagram. You will find in our URD. It is a bit complicated. You can see all the distribution channels, all the destinations, all the customers.
You cannot see the 1099 factories, but it gives a good idea of the distributional channels of Thermador Groupe customers in France and internationally. Odrea is here. They sell to DIY superstores mostly. It is something of an adventure because it is the result of a merger of Dipra and Rousseau. First of all, we are going to look at a film that was made for the general meeting.
[Presentation]
[Foreign language] Laure Empereur. Many of you know her, who was recruited after the acquisition of Rousseau to lead this merger between the two companies.
[Foreign language]
Good evening. There were many difficulties, but lots of initiatives and lots of joyful moments. The first was human element with two different cultures, which were very different and almost opposite. The culture of Dipra, most of you know about it, based on the group's values, simplicity, respect, etc. On the other side, a more opaque, more secret team, much more based on process than on people. It took a few months of work to overcome those challenges with the team from Rousseau, but also the sales director, the financial director, and after a few months, the site manager, we were able to build a management team. I think we were able to face that challenge. The second was to maintain the strength of each of the two.
On the Dipra side, customer service, proximity with the customer, and strength based on the logistics capacity that we have in Saint-Quentin-Fallavier in particular, and of course, the infrastructure of the time based on that of the group, which allowed us, in particular during COVID, to get through some difficult moments in terms of telephoning and IT. On the Rousseau side, there are many strengths. Deep know-how about the assembly of taps, as we saw in the video, but also a quality in terms of the sourcing office in Shanghai, and process and the structuring of the company around a certain efficiency and effectiveness in the production systems. The last real challenge was to manage a big portfolio of brands. The question was our marketing capacities to touch the customer. We did not have the ability to address the customer directly, and we had a very broad range of brands.
We had to structure this argument and materialize these brands, make them stronger in order to fight on the market and be strong on the market against our competitors. It has been a positive result. What would you say are the key points of satisfaction? I think there is many. You saw it in the film. I hope you saw that our team is really fulfilled. There is a real corporate project which people are committed to collectively around an idea of the company, around the subject of sustainability and water, and over time, collectively. That was a real source of satisfaction. The second was to achieve the objectives as appeared in the press release, to be a major player on the DIY market, recognized by our customers, and getting requests in terms of products and product scope that neither Dipra nor Rousseau were receiving in the past.
Finally, the satisfaction of stabilizing our results. That will be, of course, important to many of you in this room tonight. That enables to feed the project in terms of sharing skills, bringing in new talent, and also investing in new distributional channels like e-commerce.
Congratulations to you, Laure, and to your team on the successes. It is only the beginning, as you will understand. The customers of Odrea are demanding. They are giants of the system compared to Odrea. There is a relationship which is difficulty, where we are able to survive in this environment. Of course, we learn many things new every day. One thing we are clear about is that we do not change our long-term objectives every year.
You will have seen that in the URD document, which gives elements in terms of long-term projections over a 10-year period with objectives and strategies over that time, with challenges, of course. There are human challenges, and we are not going to come back to that again. I insist on the need, even though the employment market is difficult. Our objective is always to attract the best talents and to keep them. As you know we want to maintain that loyalty to Thermador Groupe. Objective in terms of equal opportunities and it is the case with Laure and with Marylène, whom I presented to you last year are getting good indicators in terms of diversity in Thermador Groupe. The executive committee today has 40% of women which is also a legal objective over time. A particular word about disability.
A lot of training has been given over the last two or three years. We have a disability officer, and every year we see the number of people facing disability in the Groupe progressing. We are always very happy either to accompany employees facing difficulties or to welcome people facing disability in the Groupe. Diversity in the Groupe is a key theme for the Groupe, and we will continue to defend that position in spite of the difficulties on the market. That is human resources, which are obviously priority challenges for us. Sustainable development. You will have seen that in the URD through the 19 goals. We want to achieve those objectives by 2030, and we want to be able to start to look forward to 2035 in order to make them more up-to-date.
It remains the priority, and I will be talking about the new regulations which have not changed our priority objectives. We always wish to prioritize sustainability in the subsidiaries and we want to benefit from their experience and we want this year to track our. That means looking forward to five years and saying that is what our level of carbon emissions will be in five years and what it will be in 10 years. I can tell it is going to be very difficult. We are going to adopt this approach with the ADEME, the Environment Agency, which has put together a training component and that will help us to understand the challenges. We can continue to work together with. We work closely with our customers and the customers of our customers through direct communication.
Lionel talked about that internationally and in terms of business primarily the integration of companies that are joining us. You know that every year more or less we have companies joining us so the onboarding process is key and needs to be accelerated over the coming years. Digital transformation. That is a big topic. It is a question about helping trade and our IT teams are doing a lot even though our subsidiaries are looking for improvements in e-commerce. We are looking to work on operational efficiency through the development of tools, working on security even though we do not make much noise on that topic. I can tell you we have got a team of experts who are working against cyberattacks and we are obviously a target because we are listed.
Also artificial intelligence that we are going to have to make part of our processes in the different trades of the Groupe through creativity and discipline. I can tell you that AI is really for the next five years and maybe even less is going to change a lot of what we do. Logistics is a key challenge for Thermador Groupe, both in terms of productivity and efficiency for customer service, but also in terms of safety and quality of life at work for our employees. It is key for the Groupe. It is supervised, it is monitored. As you heard last year, you heard about FG Inox's automation project. We are always working to improve processes. Two themes. You obviously use the motorway between Lyon and Grenoble, and you saw the Thermador Groupe signpost.
We were able to rent a big warehouse right on the edge of that motorway, and we thought that would be a good idea to do some advertising and get a big sign up. We are actually renting it. It does not belong to us, but it allows us to stock a large number of products, especially for the Thermador range, 6,000 square meters, 15,000 pallet spots. Also in terms of logistics, we will talk to you about Sferaco. Patricia will come to that. To automate order processing at Sferaco, and especially as they are always looking for more products and more customers. Finally, a challenge which remains key is geopolitics, and we need to distribute our risks. There is no way you can operate without risks, but we need to balance our risks throughout the world.
So remain our idea that over the next 10 years to maintain annual average growth above 7%, respecting our teams, the shareholders, the customer suppliers, and other stakeholders and the environment. It is very difficult to meet those challenges, of course, but we remain committed to that. As you see, we were well ahead of schedule last year. At the end of 2024, we are slightly behind compared to our 10-year projection strategy. So that it includes, I should just say that includes external growth. You know our growth strategies, organic growth, which means gaining market share or increasing prices or market share, international sales, and creation of subsidiaries. We have no short-term project, but it could be something we look to in the future. Of course, external growth, and we are always looking for opportunities. Last year, we talked about three projects. We managed to conclude two of them.
We have no other projects in the pipeline for the moment that we can consider as advanced or serious, but we remain vigilant on the market, and we will continue to try to onboard companies. All of that respecting the environment, but also the two other pillars, which are governance and social. Sustainable development. In terms of priority, the 19 priority goals, we measure our position compared to the 2030 horizon. We make an average of achievement of those objectives, and we are still ahead of schedule in terms of our objectives. Just to remind you, the Groupe's carbon footprint, which is equivalent in tons of carbon emitted every year it depends primarily on the products we sell, and this is true in the recent past, and we asked them, our suppliers, to progress on those subjects. We revised the methods we use to assess our carbon footprint.
You'll see that in the URD. You'll see that it's increased a lot. It's not because we've increased in absolute terms, on the contrary, but it's just that the reference set and the calculation method has changed. Without any great surprise, the carbon emissions have decreased with turnover. One of the key things was our ability to pass on the CSRD regulations from that regulation to a more detailed regulation, and thanks to the work of Caroline Desplats who's Director of Sustainable Development and all the subsidiaries because if they hadn't contributed, of course, we'd never have managed to make this declaration. And of course, the auditors also were involved, but we were able to get through that.
The key thing to remember is that this new European regulation does not change our previous approach, because the indicators we chose were good indicators, and we didn't discover anything completely new that we hadn't planned for previously. Reporting on all the work on sustainable development in the group, it represents EUR 830,000 per year. The question of equal opportunities, 33% of women on the Executive Committee and the extended Executive Committee. We're not up to 40% yet, but I think it's going to be difficult to achieve that quickly because, unfortunately, every time we acquire something, it's often a man who's in charge of the company that we bought. For the moment, we never bought a company who had a woman at the head of it. But we're working on that, and we're progressing.
We wanted to look ahead, 10 years ahead on the group's governance. I'll be 60 this year, personally. I intend, if my mandate is renewed, I intend to continue my career until the age of 67 years of age, but that will be quickly upon us, and we want to organize what comes next. On the one hand, me will be leaving, a lot of directors will be leaving who are similar age to myself. It's important that we look ahead and know what we're going to do. As we showed you earlier on, we want to continue to grow, buy companies. You can see that we're getting towards a threshold. We want to think about an Executive Committee with nine people, five of whom will be responsible for running the major activities of the group, building industry, water cycle, retail, and international.
Five of that group of nine would be business leaders in those areas, and we want to have the three biggest companies, Sodeco, Jetly, and Thermador, to be represented. These business leaders will, over time, be given greater responsibilities in the activities of the group in order to organize ourselves into major sectors and allow us to grow in the future. You'll find the Executive Committee and the extended Executive Committee made up of 21 people in the URD. An extended format is a group made up of all the executives. You know the succession plan. It's a plan that we renew every four years. In Thermador Groupe, we've always got somebody who's able to replace the CEO in case of difficulty or death. Today, it's Lionel who has that responsibility of replacing me if I have an accident.
In the future, it will change, because we met this year to appoint the best person to fulfill that function. We have a special process because all the executive managers come together in what we call a conclave. It takes a certain time, and we vote until a majority comes out in favor of the director who can replace me quickly. So, the candidature of Xavier Isaac came out, who is the CEO of Sectoriel. Later on, we are going to ask you to appoint Xavier as a board member because the person who replaces me also needs to be a member of the board. So the succession plan is still in place. We review it every four years, which we have just done. Still, in terms of governance, last year, we presented a project for free shares. We will not talk about free shares.
We will talk about performance shares, and we are going to present to you a different project, which we did not implement the plan from last year. There were too many people against it amongst the employees. Also, the conditions wouldn't have made it possible because such a plan has a cost, which we couldn't really afford at the time. So I am going to hand over to Patricia, so she can give her financial vision of Thermador Groupe, given that she has got a lot of different operations and she is Deputy CEO, also responsible for finance. Over to you.
Thank you, Guillaume. I mustn't touch my hair because it will affect my microphone. So I am going to comment on the results. 2024 was relatively marked by economic events, and it resulted in a drop in our turnover, as Guillaume presented earlier.
In spite of this, the result is down. I think we worked very hard, especially during the COVID period, and we continued to work on our economic model, and it has proven the solidarity of our teams and the fact that we have a clear strategy in our business field. So this resulted in a drop in our profit, operating profit and net profit in the construction of our profit and loss accounts. So we have got heavy fixed costs, buildings, fixed remuneration of staff and so forth, so that when the turnover drops, the fixed cost burden does not fall by the same proportion. So we work on elements such as energy cost, negotiations with the electricity and gas providers, and trying to control consumption in the buildings through photovoltaic panels and energy sobriety plans. They are all working for a better application of that energy sobriety plan.
We continue to work through the SCI CELE to improve the buildings. So that has been going on from 1980 till 2022 with FG Inox, the work on FG Inox's site. So we have got these fixed costs, and we end those fixed costs of the fixed earnings of our staff. An average increase in salaries in 2024, 3.26%, an increase in headcount of around 2%. So variable earnings will decline, of course, when the profit declines quite mechanically. In other elements that we are able to work on, we have got the personal costs and transport costs. With the drop of volumes transported, this is transport costs between the warehouse and the customer. We have had a drop of around EUR 1 million for that item. We continue to work with bids for tenders to ensure that we are getting the correct market price.
It's important for us, and we've got a team working on that. If we look at the financial result, we don't often look at financial result, but this has allowed us to have a lesser decline in our net profit compared to the operating profit. Because we've got loans, for example. Those are interests we pay on those loans, and we use our cash. We have EUR 63 million in cash, and we were able to invest that, and that allowed us to earn interest on those, and that was represented EUR 1.5 million on the profit and loss account. Our subsidiaries get bonuses on the state of their cash position. If it's the other way around, then they are penalized. They're motivated to contribute to that. These are key indicators for the group.
We've got the operating profit as a percentage of turnover and also return on capital employed. If you look at the ratio for the return on capital, sorry, the operating profit as a percentage of the group is 11.9%. The fact that we have worked on our cash, we were able to reduce the decline in the operating profit. I'm going to look at our financial structure now. It's solid. It's important. It was important in 2024. It's even more important in 2025. Being solid allows us to develop and to be independent financially. It's linked to the value of the company, of course. What's important in terms of financial structure, we're a distribution company. We've got stock. You can see that we have a very high level of stock, but we need to keep that and manage it properly.
It's down a bit because of the drop in the purchasing prices. Of course, the value of the stock therefore mechanically decreases. Our subsidiaries continue to bring in new product ranges. For example, we've got EUR 24 million worth of products on the boats coming from Asia. We were anticipating the Chinese New Year, so we bought early. That explains why part of the value of our stock levels is anticipation and planning. The euro-dollar exchange rate was favorable to us in 2024. Also, I'd like to. We talked a lot about costs and turnover, but we also were able to control our commercial margins, and I think that was an important element that I wanted to share with you.
For stock, this drop of EUR 4.6 million, it represents 213 days of purchases consumed compared to 2023, where we were at 196 days. We also talked about the stock on the boats. In 2023, we also had the same sort of value on the boats, but it was lower than 2024. Cash, we've got a good cash position, and a lot of work goes into that. With our stock under control, this cash position is a record level at EUR 63.3 million. Banking debt, we take away debt from cash, and that shows us what we've got left. We were able to, in 2024, finance our acquisitions. The Alto Metering was bought from equity, and we also had a new building in 2024, which was financed by the property company, SCI Theli. We're reimbursing fixed loans over seven years.
We are lucky to have banks that trust us and allow us the best possible conditions. Our cash position is actually positive, 63.3 compared to 30.5. A subsidiary of Axelair, we financed an increase in capital for EUR 1.5 million, and we allocated part of our cash to the subsidiary. At the end of 2024, as you will see in the URD and the accounts, there was an equity value of EUR 740,000. We have EUR 4.5 million of participation shares, and that gave valorization of the share, which is lower than the equity. So we reduced, temporarily, the equity value to EUR 3.76 million, and as their results improve, we will reverse that process. Cash also allows us to buy our own shares, and in August 2024, we bought 30,000 shares. That was EUR 2.3 million in terms of cost.
There are no dividends attached to those shares. The financial structure is solid in terms of cash and equity. That gives us a value of the company around EUR 363 million. Investments, we have financial fluidity, which allows us to pursue our investments. You could say what happened in 2024? Did you delay investments? It is just a question of when those investments came onto the books.
The only one that is on the books there is for Sferaco, for the automatization of the logistics. So there have been no investments that have been canceled, just to be clear on that point. In terms of forecast, we continue to invest in property, and it is now worth EUR 89 million, our property, and working at energy renovation of our buildings. Purchasing buildings which will allow us to extend existing buildings. We are always looking into the future in terms of property.
In terms of acquisition of new businesses, it can be a subject as well. We continue to invest in our IT processes. We have 19 people, but we also need to invest in equipment, servers, and so forth. Even though we do not make a lot of noise, as Guillaume was saying, on this subject. For 2025, there is a key project in terms of property, but also for a subsidiary, which is Sferaco. We are going to have an investment, a EUR 2.9 million investment over 2025 and 2026, with an extension of 2,000 square meters onto the Sferaco building. That will be from the equity of the SCI, Theli. Then we have a project of EUR 6 million investment over three years, which is an automation project. I am not sure if Guillaume talked about that before.
No, you go ahead, Patricia. You can talk about it.
The important thing, it is a structuring project. It allows Sferaco to accompany its growth through to 2023, maintain a team of 30 people in the warehouse. Without automation, it would have gone up to 48 people. So we are looking to automate their logistics activities in Sferaco. To conclude, we have financial solidity, we have the confidence of our shareholders. On that note, I am going to hand back to Guillaume.
Thank you, Patricia for these excellent explanations. Excellent financial news. You know that cash is key, especially when you are in turbulent waters. So we have cash, and we are careful. That is the message. Major events in terms of capital this year. Of course, the death of Guy Vincent caused a shift because he held more than 50% of the capital.
His family got together to work on some very complex works to create a Dutreil pact to keep as many shares as possible within the pact. Guy Vincent has a grandson who is a notary, who was able to tackle the subject. I think it was a lot of work for him, but he was not the only person to be working on it to put this pact together. You will find that within the group's shareholding, the Vincent family in division. They are all the members of the family and the pact, plus the directors of the group who are also in the group because they are in the group. Our biggest shareholders, Norman Rentrop, agreed to join the pact, although there was no real gain for him, to allow us to get to the critical threshold.
That was a very kind gesture in order to enable us to consolidate the capital of the group. It is not really linked, but it happened at the same time. Norman Rentrop, who created an investment fund and piloted a fund in which Thermador existed, decided to wind up that fund and transferred his shares to himself personally. So 9% of capital moved from these institutional shareholders to a private individual, Norman Rentrop. We have an absolute record in terms of private shareholders holding. Now at 48.3%. We have never seen that before. Air Liquide is a long way behind us in that respect. I love that company, but as you know, we are really ahead of them. We have some atypical participants in amongst those private shareholders. It is very unusual to have somebody with 9% of a sharehold, apart from founders of the group.
We have Marc de Sereys, Hubert Fournier. Geneviève is not with us, but she sends her greetings. The Borde family is still part of the group. Madame Borde does a lot of work with associations. She does a lot of work to help sick children, so she is not with us again today, but she had a difficult time herself, but she is better. I take this opportunity to wish her well. We are glad to have you in our group.
Finally, the Vincent family division, which is represented today by Alexis Janna, who is with us today, one of Guy Vincent's grandchildren. They represent 3% of the capital. That is private shareholders and all the others, and I thank all of them for their loyalty. The number of shareholders, in spite of the turbulence, is respectable, and especially in terms of private shareholders. That is good for the long term.
Last year, we showed you a panel of institutional investors who we are proud to have on board. You will see there is a lot of changes, not so much change, but even if there has been slight shifts, Crédit Mutuel is still there. Fidelity, which is an Anglo-American fund, which has now 6.8%. An Anglo-Saxon shareholder believes in us and has indeed bought again more shares in us recently. That is a good sign. Stability in a zone of turbulence is what we need. The number of shareholders, we have increased last year the number of shareholders, and in spite of the unpopularity of medium-sized shares, we have been able to maintain our position. I think that is partly due to the quality of our communications and the trust they have in the company, in its group, in its markets.
We want to take employee shareholders to 8.5% of the capital by 2030. As you see today, we are at 6.6%, whereas the tendency is downwards. In that 6.6%, we have those three groups, the 0.6% of employees, 3.5% who hold shares through the mutual fund, FCPE Thermador, and 2.5% of retired. That figure continues to decline, so we need to work on that, and encourage more employee share ownership. In terms of trading, this is more interesting for the institutional investors because they buy in large numbers. The number of shares sold is important for them. I think it is a good performance from the group. Whilst the average, what they call medium-range shares, have had a tricky time in 2024. We did okay. You can see there is the share price on the stock exchange. It looks a bit up and down.
You know that the dividend in absolute terms has never dropped since the company was floated on the stock exchange. Every year, I show you this curve, which is in real time on our website, where you see the performance of the share with dividends reinvested over the period. This compares to 7.7% on the CAC 40 and 4.5% on the CAC Mid & Small. So we are at 9.4% over that 10-year period. We outperform the CAC 40 and the CAC Mid & Small over that 10-year period. Prospects outlook, even though this exercise is very difficult given the current context. In terms of new housing, as I was saying earlier, I think we are out of this morose period where the line just keeps going down and down. At the beginning of the year, you see a slight uptick in the number of projects started.
We are not above 300,000 new building, new house starts. We see there is a slight upturn. On the other hand, the green line, which is the planning permission granted, you see that still has not started going again. We are hoping that is going to help Thermacome and PBtub at the beginning of 2026, probably. Not much to say about MaPrimeRénov' compared to what we said before.
The budgets in 2025 have been reduced compared to 2024 by one third from just over EUR 3 billion to just over EUR 2 billion. There is a lot of money, of course. There are a lot of players involved on the market. Even if the regulations become stabilized, we cannot expect a miracle because, of course, the absolute value of the funds available have been reduced. Some information about our main customers. Coedis is all the heating, air conditioning, and piping distributors.
Over the first two months of the year, this negative tendency is clear. You cannot imagine that there will be a recovery in the coming months because that situation is still negative and will continue to be negative for a few months. Unfortunately, in the retail sector, DIY superstores, Inoha, those figures are bad too, with February at -5.7%. Here again, with what is coming, we cannot imagine that situation reversing because French people will not have the available funds to work on their homes. Industry. Resistance in 2024, and it looks like that will continue in 2025. This is an index we like to follow, the PMI index, which represents the manufacturing industry in Europe and in France. In France, on the left, when the line goes above the 50 line, that means the sector is in growth.
Previously, it was very low, as you can see, and now we're moving slowly towards that 50 line, which would suggest a growth situation. There's a clear recovery in France, and exactly the same phenomenon in Europe. Of course, that can be favorable to all companies in the group that represent 25% of a third of Thermador's business. All those who work in industry. The water cycle. Now, I draw your attention. You might read something in "Le Monde" which appeared, I'll just find the date, on February 11, 2025. It was an interesting article because it suggested the price of the water continues to increase in France, and it will probably accelerate. Firstly, because the price of processing water or water treatment is increasing. 2024, of course, water fell free of charge from the sky, so we more or less forgot about that.
But I'd remind you that water is a key challenge for Europe and for France, and that we've got a lot of equipment for sale in that market in terms of water protection and the water networks. International. Although I think Lionel has already given us enough information about that. Prices. When the investors ask what's the price impact going to be next year, I tend to say that I think it's going to be 0%. From the first data we've had for the first quarter, we're still unfortunately in negative territory. So the first quarter of 2025, the price impact is negative at -2% compared to the previous three years. So we're not out of this cycle. I also read, as you probably did, that the price of oil has collapsed, and that can have an impact on prices of classic products or conventional products.
A word about personnel. We are expecting to have over 900 people in Thermador next year. Those two companies that are joining us, 40, 45 people each. So if we add 95 people, we'd be going over the 900 mark. We continue to do our CSRD reporting because we'll probably be going over the 1,000 employee threshold. So no change in terms of our CSRD reporting on account of staffing numbers. So looking to the future, it's important to think about the past. You see that since, so over a period of seven quarters, we're negative in terms of organic growth. Although Q4 was pretty bad in 2024, there's a kind of a bit of a trend, improvement trend. It's still negative. I can't tell you where we're up to on the first quarter of 2025. You'll have the figures very soon.
But this figure will be negative again. So it's the moment to listen to our auditor. We have auditors who are responsible for extra financial aspects. She's called Isabelle Lhoste, and she's going to speak to you now, and then we'll speak to the financial auditors. Isabelle, over to you.
Hello, everybody. Yes, as Guillaume was saying earlier on, there's been a lot of changes for a certain number of companies who switched to CSRD. It's been a lot more difficult for you. A lot of work to be done. A lot of work has been done. So CSRD is two things. It's the work that you have to do to analyze risks. You have to study your impacts, risk, and opportunities in terms of your scale of values. What we do is we look at this first stage, and we check your process.
So further to our audit, we had no particular comments to make on this first part of the new regulations. Then once you define the challenges which are important for you have an obligation to report on those to your shareholders and all stakeholders. And reporting is very standardized. We ask you for more complex information. You have indicators which you've. Formerly, you chose indicators, now they are standardized. So for this second part, in the same way, we had no non-conformities to report. We just made one observation that several indicators needed more information, which is quite normal because there's more indicators. And in our conclusion, the third part, that's what we call the taxonomy. It's additional regulation and highly standardized. And there again, we didn't have any non-conformities to report.
Let's say that for a first year, for a company with 820 people, it's a real performance. And as you said, it's the result of what you've done over the past years. You can't achieve what you've achieved in one year on a CSRD like that. And I think that you've got real substance in what you do. So well done to all of you, to the teams who worked on this.
Thank you, Isabelle Lhoste. Thank you for your accompaniment, your guidance. So if you've got any questions for the auditors, don't hesitate to. They will answer you. They'd be happy to answer you. So we've got Patrice Choquet and Serge Guillot from Deloitte and Cabinet Royet, and they're going to report on their works on the balance sheet.
Ladies and gentlemen, shareholders, good evening. We present our reports for the period closed on December 31, 2024. A report on the consolidated accounts, on the annual accounts, special reports on conventional agreements and operations linked to capital. So four reports. So the first on the annual accounts. This report appears in page 215- 217 of the URD.
The first resolution concerns certification of the annual accounts. We certify that the annual accounts, without any reserve or comment, they respect French accounting rules. They give a faithful image of the final situation of the company and the operations of the year ended. One key of the audit is the assessment of the participation shares. We have no comments to make about the management report on the governance of the company and the work of the board of directors. We conclude that the presentation of the accounts to be included in the annual financial report and the electronic reports are compliant.
On the consolidated accounts, this report are page 203, 205 of the URD. For the second resolution, we certify them without reserve or observations in terms of the IFRS and the French regulations and those adopted by the European Union. It also reflects fairly on the performance of the company and the financial and equity situation of the group, and all the elements of the consolidation. Key point of the audit mentioned in the report, for goodwill. We have no observation to formulate on the management report of the group. We conclude that the presentation of the consolidated account can be included in the annual accounts and respects the format for information, electronic formats required of the European Union.
Good evening, all. We continue with the special report in the increase in capital. So the special report, first of all, on the regulated conventions. It is the 18th resolution that you will be voting for, which maintain an absence of new conventions over the financial year ended and the use of the previous conventions concerning the Jetly, Sferaco, and Thermador’s rental leases.
That is EUR 2,950,000 for the rents, and EUR 2,000 of rental of equipment in the three historic subsidiaries of the group. The second convention, historically approved, concerned end of career indemnity paid to directors of the group, and that remains in place. I finish with the report on the operations on the capital that we talked about earlier, a project to authorize the allocation of performance shares. Authorization is given to, that is on pages 2016 of the URD, approved or not, concerns the allocation of these shares to employees.
The 21st resolution concerns the allocation of those shares to corporate executives, and it requires the board to respond within 38 months and can represent 0.6% of the capital for employees and 0.06% of the capital for the corporate executives. All the conditions for this report and the resolutions presented in the URD represent the report of the chairman, and we have carried out our work, and we have no observations to make on the preparation of the management report of the board of directors.
Thank you, gentlemen, for your work. You know that they are much better placed than me to know it, but auditors are subject to an authority which is like the police of police of auditors. It is called the H2A.
There are sometimes quite complex situations because they impose a strict framework to us, and they themselves are subject to a strict framework as well as the conditions of the IFRS. So the work is done, of course, with our auditors, with our holding team, which you have to work very hard, of course, during those periods of consolidation. All the subsidiaries who produce all these figures to the holding. So congratulations to all of them. Now we are going to move on to the resolutions. So first to your questions. If I do not like to ask questions, I will really be in trouble. So priority is to our biggest shareholder, who is not here physically, but we wanted to put his photo up, Norman Rentrop. He had a quite serious operation recently too, so he is convalescing.
So he is represented by Torsten Hantz, we have known him for a few years, and who speaks quite super French. So over to him.
So I am Torsten Hantz, and I am representing Norman Rentrop. I do every year. When you said until 2024 was our indirect shareholders via his TGV company. Today, Mr. Rentrop is a direct shareholder, therefore his name is much easier to remember. So last annual general meeting, you announced a difficult year, and we now know that it was even worse than we expected. So you made the choice not to reduce your staff, and congratulations on that. It is important not to put the company at risk with short-term decisions which affect the long term. As you say keeping up the headcount is a real challenge.
We really have to work hard to do it and focus more and more on how you can differentiate your company over the long term. It is your perseverance, your proximity with your customers, and your strength of innovation and the success of your recent acquisitions and those to come. A word about resolution today. We know that we are no longer talking about free shares. As we said last year, we are in favor of employee shareholding, but we are against free shares. We prefer rather an offer of shares with a discount and shares dependent on performance. For that reason, we will be abstaining from the vote today. I would like to repeat to all the employees of the group that we have great trust in them and in the group. That was proven last year in October with Guy Vincent's founder joining the Dutreil pact.
For us, we are really convinced that Thermador will be stronger on account of this situation. To finish, I want to congratulate and thank the auditors for their work. Thank you very much.
It is interesting to hear a shareholder, a lead shareholder, say, "Congratulations on not reducing your headcount." On the subject of performance shares, we have a slight different vision of things. We talked about this with Norman Rentrop very recently. I understand his position, which says, "If you want to give something, give something a little something." If we want to bring all the employees of the group into the share ownership, if we do not make the effort to give them the possibility of having shares without financial return, a lot of them will not be interested, will not be tempted to join the adventure. So we want to give them every possible chance to join in.
For the financial and extra financial aspect, we have constructed something which is quite complex. We want to keep it as simple as possible. Our variable remuneration is really linked to financial performance. If the financial levels drop, then our variables drop too. That was the case for Patricia and myself, for example, this year. We have received variable remuneration in accordance with the performance of the company. As you say, we need to rest focused on extra financial aspects. I certainly talked about the employees about the subject of absenteeism, which is an extra financial aspect, and I want us to improve that in the years ahead. We will talk about that again when we come to the resolutions, and particularly resolution 21. Are there any other questions? I am not taking any questions concerning banks this year.
Those who are not satisfied with their banks, please talk to your bank or change banks. I really cannot do anything to help you, except give you that bit of advice. If you have got any questions about Thermador Groupe, if you want to speak to the operational managers apart from Anne-Sophie Bultey who is in China at the moment for professional reasons, do not hesitate to speak to the auditors Financial or extra financial auditors. If you want to talk to our directors, our members of the board, they are almost all there. So please do not hesitate to ask them your questions. Any more questions? So if there are none in the room, are there any , a shareholder, a loyal shareholder here.
Attention.
No more than three questions, okay?
I promise. A representative of the [inaudible]. I wanted to join you in your tribute to Guy Vincent. He brought you in as an employee and he brought me in as a shareholder. And of all the companies and all the directors that I've met, he really marked me. Thank you for that tribute. I would also encourage you, as you said, not to reduce the amount of the dividends. More and more companies are doing that as an argument for bringing in new shares. It's very complicated to talk about forecasts because of the current environment. Acquisitions, you talked about them. I could ask you for your position on the cryptocurrency payments, but unfortunately, share ownership, or rather the situation of this meeting. I prompt this question.
I know that some people were late and were not able to get into the meeting, and they were prevented entering. We tried to do something about that. It didn't help. I'm not saying it's a good thing to be late, but if your TGV is late, I wouldn't have been able to get in, so I would have taken it very badly. If you put in this formula, which is I think is a good idea, you must write it on the invitation. But for the shareholders who make the effort to come, it's a shame not to let them in because they're late.
Of course, we're able to hear anything that, in terms of explanations for people being late, but often people can't justify being late.
Some people who live near Lyon or who arrive just at the key moment for two hours of meeting and turn up just late and just are there really basically to enjoy the drinks and the buffet at the end. We have to be strict because a general assembly, an annual general meeting is a serious matter, and I agree that if the hostesses on the door can be indulgent to a certain extent. Well, I think those who came from Paris, they will be allowed to come in. Crypto money, no, we're not going to be using that for our employees or for investors. Patricia is responsible for managing euro-dollar variations. I don't think she's going to be happy about taking on board crypto money. I would also add that the crypto money is managed by people who I don't particularly want to be associated with.
How many people are listening to us remotely?
29 people.
There's four questions. Thierry, two questions.
Hi. Are the American funds still invested equity?
You see them on the list. We've also, which is a fund that we have a long time, and they're still there.
Second question from Thierry.
Which countries will be the interesting companies to be invested or to be in terms of prospection?
I am looking at Lionel, and I am not sure if Thierry did not ask this very same question last year. The countries of the east of Europe, countries where we would like to be more active. Of course, we sell in all European countries. We are present in all European countries, in the North African countries too. Morocco-
Morocco, Algeria. FG Inox and Sferaco have been present in those countries.
What about Germany, Poland? If it is possible to find companies with similar business models to Sodeco, would that be appropriate?
I am saying that I do not want to offend other countries. Thierry, has he got any other questions?
It's Charles, now, how do you explain these seven consecutive quarters of negative organic growth?
We explained it in 2024. For the three in 2023, there was a post-COVID change in trend. After COVID, that was very buoyant, and then we got a relative collapse in the energy renovation market in particular, that we saw a decline, as in the case with the DIY superstores. I am not going to go back into detail what I said before. Is Charles having a question?
Yeah. Who are the main competitors of Thermador Groupe?
We are lucky to have hundreds of them. Each of our subsidiaries has a lot of competitors, 20 or 25 competitors. Because we are addressing niche markets, and in each of these niche markets, there are specialized competitors. We get questions from our institutional investors, ask us about companies like Aalberts, who distribute and manufacture. It was originally a company from Lyon and a competitor of the group. Aalberts is competitor on several sectors. There is also Watts Water Technologies, an American group, which has bought a number of factories in Europe, and they compete with us on several markets. I would say that they are the major competitors, and you could also mention the major manufacturers of pumps who are competitors for Jetly and Thermador. Have you any other questions?
Charles, again, how do you differentiate yourselves from the competition?
I think the quality of our teams, their competence, our service, the quality of our stock, and also our ability to deliver our customers very quickly. I would say those are the competitive advantages we have, and you will find them in the first chapter of our universal registration document. If you read the document, 230 pages, do read the first chapter. A lot of information is in there. If you really go for it, then you can find details in other chapters. Okay, so thank you for those questions. As you know, we have got a number of resolutions. We are going to move on to the resolutions. So that you can see the people who may be appointed as board members physically, I am going to ask them to come up onto the stage. Xavier. Come on up with me. Then we are going to start the resolutions.
I will ask Lionel Monroe to come up because I have got something to say, a word to him as he is coming to the end of his mandate.
Are we ready in the technical department to get started? We have got the results. A decline in the attendance rate. 75.85%, very good level, but slightly down on 2024. Number of voting people is down to 1,110. We need to remotivate our shareholders. I think we need to communicate with them more just to ensure we get that figure up again. What have we chosen as a mystery question? Has everybody got their box? Are you ready? You have three buttons. 15, 20 seconds to vote, and you can vote for or against or abstain. Are we ready for the test? Here we have a test question. The vote is closed.
Somebody tested the red button, and obviously it works. Are all the boxes working? That's the question. We want, obviously, the democratic principles to be respected completely. Okay, thank you. It's all good in the technical room. Very quickly, I'm going to explain the process. Before the annual general meeting, we have two meetings with the employees. We explain the resolutions, and we give them the possibility of voting too, so that the representatives of the employees receive the results of those votes, and they can express those and reflect the wishes of the employees during this AGM. I'll total up the votes of the employees in terms of against and abstention. I won't be detailing those two things. First resolution, approval of the annual accounts for the year ended December 1, 2024. The vote is open.
The vote is closed.
Vote is closed.
The resolution is adopted at 99.99%.
Adopted, 99.99%.
The employees voted against or abstained at 10.3%.
Employees against or abstained at 10%.
Approval of the consolidated accounts for the financial year ended December 31, 2024.
Approval of the consolidated accounts for the financial year ended December 31, 2024. The vote is open.
The vote is closed.
The vote is closed.
The resolution is adopted at 99.99%.
99.99% for employees.
The employees voted against or abstained at 10%.
Employees against or abstained, 10%. Resolution three, allocation of results for the financial year and fixing of a dividend at EUR 2.08. The vote is open.
The vote is closed.
The vote is closed.
The resolution is adopted at 99.67%.
99.67% for. Employees voted against or abstained, 21.2%.
I did point out that the dividend doesn't enrich the shareholder, but I think they still doubt my words.
They don't have full confidence in our messages. Next, resolution four, appointment of Mr. Wartel as a board member replacing Franck Bourgois.
With results stabilized, a stabilized team.
He had a good record within the group.
Very funny tonight. We have a great time with him.
He looks very serious here, but he's got some very funny things to say, especially in terms of Belgian jokes.
He knows not to take himself seriously, and he's an extremely pleasant person whom we love working with.
We love working with him. As I explained last year, there was a switch between Peter and Xavier Isaac. We had two operational managers present on the board, but just have one chair so that the majority can be given to the independents. It's a switch this year. Franck Bourgois becomes a board member. Peter Wartel is invited regularly, and then this year it'll be Peter Wartel, if you approve that, will be on the board of directors.
Resolution number four, nomination of Mr. Peter Wartel. Oh, sorry. Do you want to say a few words?
Did you want to say something?
I'll bring you the microphone. You can say good evening in Flemish, if you like.
You can say good evening in Flemish if you like.
We did some automatic translation tests.
We did some automatic translation exercises.
Something funny that I've never experienced in my life. Yes. Well, yes, because Do I want to say a few words?
Have I got something to say?
I'm Peter Wartel. I'm 56.
I am 56. I am Peter Wartel.
I am very proud of my children. I have a granddaughter.
I am very proud of my children, and I have a granddaughter.
Anything else I can say?
Anything else I can say ?
Are you proud of Sodeco?
Yes, I'm proud of Sodeco. Great team, great company. I didn't prepare anything. A lot of my career I spent selling to industry. I changed every two or three years, but I've been in Sodeco for 12 years. Now I'm director of the company, having started as sales for France.
I'm a psychologist by training.
Aha, that explains many things.
He mentioned translation.
He mentioned translation.
I have to say that being a psychologist helps me to understand my French colleagues more often than not.
Thank you, Peter Wartel. Okay, it is getting late, so we are going to have to stop there with him. Resolution number four, the vote is open.
The vote is open.
The scrutin is closed. The resolution is adopted at 99.5% 99.5% in favor of employees. The employees have voted against or abstained to the tune of 14.7%. That is quite the turn of events. 14.7% against for the employees. Resolution number five.
I told you about this earlier. Until now, Lionel has been a board member and was able to replace me at any time. This year, Lionel's mandate comes to an end. We have the candidature of Xavier Isaac. I wanted to thank Lionel very warmly for these four years spent as Deputy CEO, because he has to be ready all the time. He was there waiting for the CEO to die, and that just did not happen. Lionel was perfectly capable of taking on the leadership, but he did not have the opportunity.
He remains in Thermador Groupe as a key element for international development, and he has done a lot of things for Thermador Groupe. Not only for the company, Sodeco, that he developed with his teams, but also in the external growth projects. He was involved in the recent acquisition of FG Inox and the post by Sodeco. Thank you once again, Lionel.
Thank you, Guillaume.
Could you pass the microphone to Xavier, who is going to introduce himself because Xavier is presented as a candidate board member, and tomorrow morning at the board meeting, he will be appointed Deputy CEO, and he will be the person who would replace me if I had the bad idea of dying. Could you give us a few words? You have been in Thermador a long time.
I am 56, like Peter Wartel. Xavier Isaac. I have a wife and three children. I trained as an engineer. I arrived in Thermador Groupe 25 years ago. I was recruited by Guy Vincent, who wanted to give me the commercial leadership at Jetly. I ended up at Sectoriel. I had the great, good fortune to work with Jacques Borde, who taught me my job. Then I took his place with the Univers France adventure in 2015, 2016 of the purchase of Univers France. The group entrusted, at the end of 2019, beginning of 2020, the chairmanship of Distrilabo, and bringing that into the group, and that went quite well. Now there is a new project with C2AI, which will be joining us very soon as a new acquisition, a new project which will keep me busy for a certain time.
Thank you, Xavier. I remind that he also led Sectoriel and has done for many years. And if you see the progress of Sectoriel over time, it's been quite remarkable with a great stability in terms of staff. It shows what a great leader he is, and that is really a great quality to be able to keep those employees in place all this time. So resolution number 5, appointment of Xavier Isaac as board member, replacing Lionel Monroe.
The vote is open. The vote is closed. 98.62% in favor. Employees voted 11.4% against. Against or abstained. As always, the vote report of the employee vote. So Patricia, if you'd like to come back up and join me. For the company bylaws, we continue with the renewals of mandates. So resolution 6, and this is for Caroline Meignen, who's been with us for 10 years already. She represents the private shareholders in the group.
She's been a private shareholder herself for many years, both at the board and outside, because she's often with us with events with private shareholders. She's very committed to encourage private shareholders to join Thermador Groupe or stay with Thermador Groupe as shareholders. So the vote is open concerning Caroline Meignen. The vote is closed. 98.93%. Employees against or abstained for at a level of 13.5%. Resolution number seven, renewal of the mandate of Laurence Paganini. She just opposite me, has a particular role on the board of directors. She's now a lead board member. That means she has a particular role of being in direct contact with investors, and she can trigger a board meeting if she thinks it's necessary. She also responsible for the auto-assessment of the board.
She's also a member of the earnings and appointments committee, and the same is the case with all the board members. She's been very remarkably loyal to the groupe. So resolution number seven, renewal on Laurence Paganini as a board member. The vote is open. The vote is closed. 98.89% in favor, so the resolution is approved and 15.4% against among employees. Next renewal, Janis Rentrop. It's a familiar name. Janis is the nephew of Norman Rentrop. I think it was a good idea to bring this young man and very hardworking man into our groupe, very useful on the board, and it's great to have somebody of that quality. He has a particular status because he's both an external board member, but we don't consider him as independent because he has a family link to our biggest shareholders.
I'm often complimentary about his work, about the thoroughness of his work for the board. So thank you to you for your work and your participation, especially in terms of your proofreading and your legal skills. So for renewal of his mandate, I'd be surprised if you voted against, but we're going to vote anyway. The vote is open. The vote is closed. 98.59% in favor. Employees, 14.2% against. Next are numerous resolutions concerning the executives' remunerations, so for 2024 and 2025. So resolution nine, we're going to start with my remuneration for 2024. You can read about that on page 20, 2041 of the URD, and the vote is open to approve the fixed and variable elements of my overall remuneration and fringe benefits. The voting is closed, adopted at 96.92%. Employees voted against or abstained at 21.4%. Patricia now.
Deputy CEO of Thermador Groupe and responsible for finance, IT, and many other subjects. For 2024, the vote is open concerning Patricia. Vote is closed. 96.94% in favor. Employees against to a level of 19.8%. Same thing, Lionel Monroe as Deputy CEO for 2024. Resolution number 11, the vote is open. The vote is closed. Resolution adopted at 96.94%. Employees voted against at 24.2% against or abstained. The general policy of remuneration for Thermador Groupe for the members of the board. That's URD pages 41 to 49, and the vote is open. Resolution number 12. The vote is closed. 99.88% for, so the resolution is approved. Employees voted against or abstained 24.2%. Resolution number 13, formal vote. We ask the shareholders to check that we respect the article L. 22-10-9 of the French Companies Code.
This allows you to compare the year in question with the year before and be able to compare the remunerations of the executives from one year to the next. There's resolution number 13. The vote is open. The vote is closed, adopted at 99.09%. Employees voted against at 20.5%. But you can check because the reporting was well done, and those comparisons were available. Resolution number 14, approval of the remunerations policy for 2025 for myself as chairman and CEO. My earnings increased by 1% for 2025. The vote is open. The vote is closed. 96.58% for, 22.1% against amongst employees. For Patricia, a 1.4% increase for her in 2025. Again, a small increase. The vote is open. The vote is closed. Resolution is adopted 98.99% in favor. Employees against or abstain for 20.7%. Remuneration of the Deputy CEO, Xavier. For Xavier Isaac, 2025, 1.4% increase.
The vote for resolution number 16 is open. The vote is closed. The resolution is adopted at 96.26%, and the employees voted against for 26.6%. Third is the fees for external board members. We're asking for an increase in EUR 3,000 compared to last year, so a small increase, and it's a maximum amount available. So we're suggesting EUR 223,000 for this year for external members of the board of directors. The vote is open. The vote is closed. In favor, 99.87% in favor of this resolution. Employees voted against or abstain at 20.5%. So they think that the board members are overpaid or not necessary. What our external board members, what they receive is perfectly reasonable compared to a comparable company. Resolution 18, the special report of the auditors on the regulated conventions and approval of those conventions. The vote is open. The vote is closed.
The resolution is adopted at 99.99%. The employees voted against at 16.3%. Resolution number 19. We want to give the board to intervene on the market to buy shares in the company, 30,000 shares, and it's probable that we will continue to do that. These shares can be used either for long-term investment or against acquisitions as part of a transaction with companies that may come to join us. A maximum price of the share at EUR 99. The vote is open on resolution 19. The vote is closed, 99.94% in favor. The employees voted against at 17.2%. Performance shares. Bertrand, could you come up? We're going to ask you to say a few words after the vote of Resolution 2021. These performance shares for employees have changed compared to last year. Still maximum 0.6% of capital, and this time 100% dependent on extra-financial elements.
We will ask the subsidiaries to give their input to choose the indicators that are most appropriate to their employees and what they can do. We presented a plan to the employees. We are trying to cover all the elements of contribution. I want to remember the objectives, attractivity, increase in capital. We are not at 8.5% of employee shareholding, so this is part of that objective.
Of course, it is really unlikely that this performance share program will be activated this year. The minimum cost of a plan such as this is about EUR 1.3 million, so it is quite substantial in terms of impact. We will not be initiating this type of plan until the economic conditions allow it. I am sure you understand that. We will take stock of the situation at the end of the first half, but it is unlikely to happen in 2025, but possible in 2026.
Resolution 20, the vote is open. The vote is closed. Vote in favor at 98.69%. Thank you. I think that is really good for the employees, for them to know you are supporting them. They voted against at 20%. Last year it was 30%, so this plan is obviously better received than last year because we are giving more assurances. This is the same thing, but this concerns 0.06% of capital. This is for the executive directors.
Those who have already benefited from a previous plan, Lionel, Xavier, Fabienne, Fabien Bochet, and Eric Bauchet and myself will not be part of this plan. We are excluded from this plan. This is for all the other executive directors and a maximum of 250 shares. Again, it depends on the economic situation being appropriate for this to be done, but they are not extravagant amounts. The vote is open. The vote is closed.
Resolution adopted at 98.76%. Employees voted against at 36.1%, whereas last year it was above 50%. As you can see, there is a better consensus this year. Bertrand, you are a representative of the employees and a member of the board. Would you like to talk on behalf of the employees?
Sure.
In terms of the two resolutions last year, those people were worried. We discussed this subject at the annual general meeting. The employees did not really understand how it worked. We talked about it with Patricia and Guillaume, and during the two pre-AGM meetings. We had a lot of questions before those two meetings and during on these two resolutions, especially, of course, the 20, which concerns them. We worked on the slides with Guillaume to have more explanations for the employees and remove the concerns, saying to them that it was remuneration linked to performance and it was long-term remuneration and they were not at all free shares as the employees might have understood. We have got an increase in buy-in from the employees, an increase from 70% to 80%.
Given the situation, it's going to be obviously a bit difficult to get any result from this this year. They're a bit more concerned about the Resolution 21 concerning the executive directors. There's Claire Sido, who was on the surveillance board, who is also here with Marion, the former representative. She's still a board member. Yes, of course.
Thank you, Bertrand. This next series of modifications concern the company's bylaws, so she's much better placed to talk about this. The attractiveness law was the basis for this project and linked, connected to. The means that we have available through the bylaws were not available before. We had the written consultation of the board members, which we didn't have in our bylaws. We took this opportunity to work on the governance of the group.
We needed to align our company bylaws with the period of mandates of the board members and some of the resolutions can be worked on distant. The transfer of the head office, for example, we're just trying to align ourselves with the law and modernize our bylaws in connection with the law. We really just blew all the dust off these old bylaws and brought them up to date. So 22. Modification Article 4 of the company bylaws on the conditions for the transfer of the head office in compliance with the provisions of Article L 225-36 of the French Code of Commerce. The vote is open. The vote is closed. Voted in favor 99.74%. The employees voted against for 15.4%. The resolution number 23, modification of Article 10 of the bylaws concerning the liberation of shares. The vote is open. The vote is closed.
99.74% in favor. The employees voted against at 18.7%. I'd be interested to know why they didn't vote in favor of that. I'm not sure that any of you read it. Resolution number 24, modification of Article 14 of the bylaws relating to the appointment of members of the board and the length of mandates. The vote is open. The vote is closed. Resolution is adopted 99.98% in favor. Employees against 17.5%. Resolution number 25, modification of Article 15 of the bylaws relating to deliberations of the board of directors. That's written consultation of the members of the board. Questions and answers in writing. The vote is open. The vote is closed. Resolution adopted at 99.98%. The employees voted against or abstained at 17%. Resolution number 26, modification of Article 22 of the bylaws concerning exercising voting. This is linked to the Dutreil pact.
We've got donations in there. We've changed our bylaws to accommodate those shareholders with different statuses compared to the past. The vote is open. The vote is closed. Resolution adopted at 99.97%. Employees voted against, or voted 16.3% against or abstained. Resolution 27, compliance of the bylaws in relation to applicable legal or regulatory provisions, precisions, reformulations or simplifications in terms of the way they're written. Very little impact in terms of the shareholders. The vote is open. The vote is closed, 99.97% in favor. Resolution adopted. Employees voted. I used poor French there. I just corrected myself.
28th.
The 28th one is the last one, then we will be able to go and have a drink. So powers of legal formalities of publication, of deposit, of modification of the bylaws. The vote is open. The vote is closed. Resolution is adopted at 99.99%. The employees voted against or abstained at 11.4%. I would like to thank you for your presence. It has been long. You have been fantastic. Very attentive.
Thank you very much. Thank you to the team from Opaline, under the direction of Adrien and Arlette, and who have organized this annual general meeting, and thank you for all the administrative people. One shareholder said to me that it is really unbearable to see women at the hosting post and men at the bar. I suggest that next year that there are not just administrative directors at the desk, but also some sales managers. That will be good.
There are three who are not applauding. That is not normal.
That was the comment that received the most applause tonight, and four of them will be chosen in a draw tonight, and they should be careful next year. Thanks to the financial team, supervised by Patricia. We have a man called Gevorg, who is at the desk, so thank you to him, and you are all welcome to join us two floors up to make the most of this beautiful museum and enjoy the cocktail that we have prepared for you. Thank you.