Vivendi SE (EPA:VIV)
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Apr 28, 2026, 5:35 PM CET
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AGM 2024

Apr 29, 2024

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Ladies and gentlemen, dear shareholders, welcome to Vivendi's Annual General Meeting. It is, of course, always a great pleasure for me to welcome you here, as we do each year in this legendary L'Olympia Concert Hall. This annual meeting is a special moment for us to get together. It's the opportunity for us to talk about the outlook for the future and to together validate the group's strategy. I'd like to take this opportunity to warmly thank each and every one of you for your support. Some of you, moreover, have been loyal shareholders for a long time, and I would especially like to thank those of you who have come a long way to join us, and I'd also like to thank the people who are tuned in remotely.

I would also like to thank the members of our supervisory board for being with us this morning and for their contribution to the group. This year, we are fortunate enough to have welcomed Lucie Strnadova, appointed by the European Company Committee last September, and of course, Sébastien Bolloré, who was appointed by you during last year's AGM. We'd like to propose two new renewals for this general meeting: Laurent Dassault, who I would like to thank for attending, and my own. As is the case every year, we have Mr. Frédéric Crépin, Secretary General for the Group; Cathia Lawson-Hall, Chairwoman of the Audit Committee; Arnaud de Puyfontaine, Chairman of the Directoire; Céline Merle-Béral, our Head of Human Resources and Corporate Culture; and François Laroze, our CFO.

I would also like to thank the other members of the executive board, Maxime Saada, Chairman of the Management Board of Canal+ and Dailymotion, and Claire Léost, Chairwoman of Prisma Media. Finally, I would like to thank the members of Vivendi's executive committee and, of course, all of our teams. Let's now move on to the formalities, and I'd like to give the floor to our Corporate Secretary, Frédéric Crépin.

Frédéric Crépin
Secretary General, Vivendi

Thank you, Mr. Chair. I would like to remind you that this meeting was convened by notice of meeting published in BALO, April 10, 2024, and in the official French Legal Gazette on the same date, as well as by letter addressed to all registered shareholders. The documents have been made available to shareholders in the forms and within time limits prescribed by law and are on the meeting table.

I'd also like to remind you that we will be called to vote on the following agenda: approval of the reports and financial statements for the end of the year and the dividend. Approval of the statutory auditor's report on regulated agreements. Approval of the 2023 and 2024 remuneration packages for corporate officers. The reappointment of Mr. Yannick Bolloré and Laurent Dassault as members of the Supervisory Board. The appointment of Grant Thornton as statutory auditors. The appointment of Grant Thornton and Deloitte & Associés as statutory auditors in charge of certifying sustainability information. And finally, the authorizations and delegations relating to share buyback and consolidations and to capital increases without preferential subscription rights for employees. The provisional quorum is 69.31%. The AGM is therefore regularly constituted.

We still have shareholders trickling in, so we will have the definitive quorum before the vote. Formation of the Bureau, we have Yannick Bolloré in his capacity as Chairman of the Supervisory Board, who will be presiding. We also have Juliette Laquerriere , representing Compagnie de Cornouaille and Compagnie de l'Odet, and also Madame Florence Drion, representing the Fonds Commun de Placement des Salariés du Groupe Vivendi Épargne. As our main shareholders who have agreed to act as scrutineers, they are present in the front rows. If Yannick Bolloré agrees, I propose to you that I act as secretary.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

I agree.

Frédéric Crépin
Secretary General, Vivendi

Thank you, Yannick. And finally, Sylvain Thomazon and Denis Ghalib, our court representatives, have checked the votes and will verify that they have been cast correctly.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you. Thank you, Frédéric. The meeting is now officially open. Welcome to Vivendi's 2024 annual general meeting.

Dear shareholders, the past year has been full of major events. This is true for our group, and we'll come back to that later, and is also true for our industry. First and foremost, of course, our thoughts go to the Vivendi teams who are living in regions of the world that are affected by conflict. Throughout the year, we have worked hard to ensure the safety of each and every one of our employees. This is our priority, and we will continue our actions to be as close as possible to them during these difficult times. Vivendi is fortunate as a world leader in culture, in entertainment, in media, and in communication. We're able to have a positive impact on society as a whole at a time when war is on our doorstep.

We can defend and promote cultural diversity, and we can also facilitate sharing and understanding among people, and we can do this through our content and what we create. I'm a firm believer in our role, which is to fight for culture, which is to fight for peace. Culture is an essential asset that we must protect. That's exactly why Vivendi signed up to Creation Unlimited. Our aim here is to bring together an exceptional range of talent in all forms of expression, working towards creativity and emotion with an entertainment experience that will become unrivaled. This is why 2023 saw the birth of our Vivendi Foundation. This embodies our corporate purpose, aims to open up culture to all. This is one of the ways through which we wish to have a positive impact on society and the environment.

And a little bit later, we'll be coming back to what we're doing on CSR. Despite this uncertain context, this period is full of opportunities for Vivendi and all of our entities. Indeed, in 2023, we were delighted to finally, and I do mean finally, finalize our merger with Lagardère. This was a further step in our strategic ambition to transform and to become more international. This merger was the fruit of mobilization of a huge range of employees through Vivendi and Lagardère. It was a real epic, if I may say so. It lasted more than two years, and there were sometimes painful times, such as the sale of Editis and Gala. However, this operation is giving us a whole new opening. Lagardère Publishing is the world's third-largest publishing group, the largest in France, the second largest in the UK.

Lagardère Travel Retail is a world leader in transport retailing, and Lagardère also owns media and entertainment venues. Our businesses for portfolio and geographic footprint complement each other perfectly, and our annual results are already showing this. Thanks to this combination and the operational excellence of our entities, we've been able to move forward in 2023 with sales of over EUR 10 billion and EBITDA of more than EUR 930 million. If you look at a full year basis, what this merger would be valued at, we're talking about pro forma sales of EUR 18 billion, and François Laroze will be coming back to more details of this result. We're very proud of what we've already seen, and this is the fruit of the labor of more than 73,000 employees around the world, 36,000 of whom work for Lagardère only.

Coming together also makes sense because we share values. We have the same passion for innovation, the same passion for creation, no matter what form that might take. We wish to create emotion and deliver new experiences. Working together will be based on trust, mutual respect, and our commitment to excellence. Lagardère, as a group, has been able to demonstrate amazing performance over the recent years and continues to excel, as you can see in the remarkable financials that were presented last week. A huge well done to all of the teams, some of them are in the room with us, and of course, to Arnaud Lagardère. I'd like to salute you, and in fact, as I was able to say last week, during the Lagardère AGM, it's a true honor and a pleasure to work with Arnaud and his teams.

I would like, of course, also to pay tribute to the excellent performance of our main businesses for 2023. Canal+, first and foremost, which has successfully pursued its international expansion, and Havas, which is now among the top-performing companies in its sector. Maxime and Raphaël will be coming back to the highlights of the past year, and Claire Léost will also underline the excellent work done by Prisma Media teams. Today, dear shareholders, however, we are faced with something of a duality. The first side of this coin is the industry in which we operate. Our industry is marked by fierce competition, and we need to continuously reinvent ourselves. Our priority is to give agility to our entities and to give them the human and financial resources that they will need to catch this wave. The second reality is more specific to us.

Since the listing of UMG in 2021, Vivendi has been suffering from a very significant conglomerate discount. On the screen, you can see what we call the sum of the parts valuation. It is dated December 11, 2023, so just two days before we announced the project that I'm going to be explaining later. On that date, market consensus on our business had us at an average asset value of EUR 12.9 billion. That's the line that you can see right there. And in fact, I found that valuation quite conservative myself, because I believe that our main assets are worth much more.

By main assets, I mean Canal+, Havas, Prisma Media, Gameloft, Dailymotion, GVA, and Vivendi Village, which we own a 100% stake in, and also the share that we have of Lagardère, which at that time was 59.8%. If you look at lines two and three, if you look at our shares and stakes, you can see that, at this date, based on the share value of the companies, we were at EUR 7.4 billion, with EUR 4.6 billion from UMG, and in fact, that's gone up since.... From this, you would need to remove debt at the end of 2023, which as you can see on the screen, was about EUR 2.8 billion euros, EUR 2 billion from Lagardère's debt, and also other liabilities, which are mainly provisions.

This gives us a net valuation for assets at Vivendi at EUR 16.6 billion. Seeing as Vivendi has 1 billion shares, that means that we were 16.20 EUR per share. However, on December 11, we were at EUR 9.2 billion. That's the overall market valuation, with a share price at 9 EUR. Vivendi's share valuation was therefore suffering from what is known as a conglomerate discount, but it was extremely high, too high, in fact, 44%. I'm sure you'd agree, this discount severely constrains our ability to carry out external growth operations for our subsidiaries, given the international environment that we're in, especially with a lot of investment opportunities out there.

Given this, the executive board, headed up by Arnaud de Puyfontaine, has decided to propose to the supervisory board that we look at the feasibility of demerging the company into several entities, each of which will be individually listed on the stock exchange. Since then, work has been ongoing to look at what that project might look like, although it's still in the study phase right now. One of the ways we could do this would be a partial split up of Vivendi, Canal+, Havas, and the company that would bring together distribution businesses. They would become a separate listed company. This scheme is more or less reminiscent of what was done for UMG in 2021, and I'm sure you recognize that, UMG has achieved significant success since then, and we're delighted about that as shareholders.

And following that same logic, if we were to move forward with the partial demerger, each of you, each of us, would continue to be shareholders in these three companies, as well as Vivendi. Vivendi SE, on its side, would remain as such. It would still be publicly traded, it would continue to support transformation and expansion of the subsidiaries that it has stakes in, and it would continue to actively manage all of its shareholdings. Should the supervisory board ultimately move forward with the demerger project, first of all, when the time comes, it would be put to the employee representative boards of the affected entities. Following that consultation with the employee representatives, if things were to continue to move forward, there would be a number of regulatory authorizations that would be required, approvals from the group's bondholders and other lenders.

Of course, this is still in its early phases. There are many steps that need to be taken, and no definitive decision has been made. Vivendi is going to continue its work, and of course, will inform the market at every stage. If this project were to come to fruition, the most likely date would be the first half of 2025. We could consider using next year's AGM in April to put this project to a vote from all of the shareholders. As you can see, 2024 is going to be yet another year of change. The macroeconomic and geopolitical context is, of course, uncertain, but I firmly believe that our businesses have everything that they need to succeed. I'd like to warmly thank our teams. They've remained committed to delivering strong operating performance throughout.

Thank you for your attention, and I would now like to give the floor to the Chairman of the Executive Board, Arnaud de Puyfontaine.

Arnaud de Puyfontaine
Chairman of the Management Board, Vivendi

Merci, Yannick. Dear shareholders, good morning to you all. I'm delighted to be back with you today. We've certainly come a long way since 2014. As Yannick said, the year 2023 was marked by the arrival of the Lagardère Group within Vivendi. I'd like to take this opportunity to extend my warmest greetings to Arnaud Lagardère and to congratulate all our employees for the excellent results announced last week. It's a great pleasure to have been able to welcome all this talent into Vivendi. The year 2024, as you will have understood, will be the year in which we will study the group's transformation project, prepare all our activities for the challenges in the future, ensure that our share price reflects the true value of all our businesses. The day after we announced our demerger plan, Vivendi's share price reacted positively, rising by 10%.

As you mentioned, Yannick, there are still many steps to be taken. Let me emphasize that we'll be very vigilant regarding the employee social impact of the project. Our ambition is to go even further by unleashing the potential of our businesses, providing them with all the human resources and financial agility they need. This would make our companies as pure players in specific sectors even more competitive. Thanks to a solid, long-lasting shareholder base, they'd become cousins, pursuing their collaborative projects and synergies. Growth opportunities would be leveraged and regain their agility in order to evolve in this constantly changing world. It's all the more essential, as with the emergence in 2023 of generative AI, revolutionizing our businesses, we're opening the way to very new, exciting prospects.

I'm convinced that this new technology that we've already integrated into our daily lives in many of our businesses, as we've been doing for several years, is an opportunities for our entities to fully embrace the race for innovation that's always been at the heart of our DNA. Now, we can draw on these extraordinary tools to explore new created territories more than ever. Each and every one of us is expected to redouble our creativity, inventiveness, and passion to challenge the excellence and performance of machines. At Vivendi, we believe in the power of AI in our businesses, but we're also vigilant, notably in terms of cybersecurity and intellectual property, to protect our content and its authors. AI is one of the absolutely crucial examples of how our businesses can be transformed, just as they've been up to now and in 2023 in particular.

Maxime Saada, Raphaël de Andréis, and Claire Léost will give you some examples, including subscriber growth and international expansion for Canal+, acquisitions and strategic partnerships, notably in AI and retail media for Havas, and development in new segments, luxury, home decoration, youth for Prisma. Like our other businesses, Gameloft has also undergone a major transformation, moving from a publisher of games exclusively for cell phones to a publisher of games available on all platforms in the image of the success of Disney Dreamlight Valley. Gameloft PC console business accounted for 36% of company's revenue in 2023. Gameloft must and will continue to reinvent itself to improve its performance. I'd like to congratulate the See Tickets and festival teams on a very successful 2023. As you know, we wanted to begin the process of selling the international part of these activities so they could accelerate their growth.

We signed a promise to purchase with CTS Eventim. The process is on track. We'll offer them new development opportunities. As Yannick said, Vivendi also has financial holdings, in particular, Universal Music Group, in which we have a 10% stake. UMG's business models is solid, with 9 of the top 10 artists in the IFPI, International Federation of the Phonographic Industry, World Chart for 2023. The share price performance since Universal's listing in September 2021 reflects investor confidence, since it's risen by +17%. In addition to UMG, in a special situation, it used to be one of our 100% owned businesses. We've invested in a number of media and telecoms companies for several years.

Should we go ahead with the proposed partial demerger, our stakes in UMG, but Telecom Italia, FL Entertainment, Media for Europe, Telefónica, and Prisma would remain with Vivendi, which would continue to actively support them, focusing on value creation. Finally, a few words about Telecom Italia: we launched a legal action against the board's resolution of November 2023 concerning the sale of TIM's fixed line network, which should have been decided by the shareholders' meeting. We're fully determined to assert our legitimate rights as shareholders and ensure a fair valuation of our holding. As you all have understood, after year 2023, marked by strong growth in our results, continued work on transforming our businesses, and the announcement of the study of the demerger project, 2024 will be an exciting year.

I've often said that the best is yet to come, and I'm sure that that's even truer than ever. We're looking forward to continue to move forward with you at our side. Thank you again for all your support. I now leave the L'Olympia stage to François Laroze, our CFO. Thank you.

François Laroze
CFO, Vivendi

Good morning, everyone. Dear shareholders, it's now my turn to present our group's 2023 financial results. We delivered high-quality operating results in a macroeconomic environment that remains uncertain.

... I'd like to provide you with a summary of the results, which we published on the seventh of March. Sales and EBITDA are up almost 10%. This is mainly thanks to the contributions from Canal+, Havas, and the integration of Lagardère. Adjusted net income comes to EUR 722 million, twice as high as last year. It was EUR 343 million. If you look at net income group share, it stands at EUR 405 million compared to a EUR 1 billion loss last year, which did include the exceptional impact linked to Telecom Italia. Finally, Vivendi employs 73,000 people. That is a doubling of our headcount, thanks to the integration of Lagardère into our group. Sales are spread across the world and shows that we have presence in all continents.

France and Europe remain our largest geographic zones, accounting for 70% of revenue. But group's activities in America, Africa, and Asia Pacific are now 30% of our sales. As you know, we have consolidated Lagardère from the first of December 2023, and on these two tables, I would like to present the pro forma figures for 2023. For a full year basis, sales would be EUR 18 billion, compared to EUR 16.5 billion in 2022. Operating income, EUR 1.2 billion, and net income group share, EUR 446 million. If we look at our financial situation, it remains very solid. We have more than EUR 17 billion in equity, financial debt of EUR 2.8 billion, and available credit facilities of EUR 3.2 billion.

This is a solid balance sheet reflecting our business's ability to generate recurring cash flow, about EUR 900 million in 2023. Let's take a moment to talk about financial debt. Our net financial debt will go from EUR 0.9 billion to EUR 0.8 billion at the end of 2023. If we include net debt for Lagardère, EUR 2 billion, our overall net debt will be EUR 2.8 billion at the end of 2023. Excluding Lagardère, we have cash flow at EUR 0.9 billion. If we include the disposals of Editis and Gala for nearly EUR 0.7 billion, and acquisitions of Canal+ and Havas for nearly EUR 600 million, net debt remained virtually the same at EUR 0.8 billion. But now let's move on to our operational performance.

Sales are at EUR 10.5 billion versus EUR 9.6 billion the previous year. That's up 9.5%, driven by Canal+ and Havas. This increase also includes the EUR 670 million from the integration of Lagardère, dated December 2023. Prisma Media, Gameloft, GVA, and Dailymotion also performed very satisfactorily. Moving on to Vivendi Village, as Arnaud said, we have an ongoing process aiming to sell CTS Eventim. This transaction should be completed in the coming months, following consultation with employee representative bodies. Let's take a moment to dwell on operating profit. With EBITDA of EUR 715 million versus EUR 646 million in 2022, an increase of 10.6%. Canal+ performed very well, rising from EUR 515 million to EUR 525 million, an increase of 2%.

Havas also put in solid performance from EUR 286 million to EUR 310 million, a significant increase of 8%. Prisma and Gameloft are slightly below last year's performance, but Vivendi Village has significantly recovered, going from a loss of EUR 6 million to a profit of EUR 13 million. Finally, EBITDA for Dailymotion and GVA is up EUR 3 million. If we add to these results, the contribution from our equity accounted investments such as UMG and Lagardère, EBITDA for the group is EUR 934 million versus EUR 868 million previous year, a 7.5% increase. A few words on our main businesses. Canal+, first of all. Sales are now above the EUR 6 billion threshold in 2023, up 3%. It is important to note that all businesses contributed well to this good performance.

This is true in mainland France, where revenue grew by 3.3%, driven by the expansion of the subscriber base and also the increase in revenue per subscriber, and also internationally, we saw 1.2% growth. StudioCanal's performance is noteworthy, with 14% growth. 2023 was an exceptional year for them, buoyed by success of some new films and excellent performance of its catalog. Now, Lagardère. Lagardère also put in a remarkable performance in 2023, with sales of over EUR 8 billion, up 14%, and record operating profit at EUR 520 million, a 19% increase year on year. This performance shows the excellence of its three main businesses: publishing, Lagardère Publishing, with annual sales of EUR 2.8 billion and profitability over 10%.

Travel retail is up next, with sales of EUR 5 billion, which is up more than 23%. This reflects both the strong growth of air transport around the world and also the high quality of the international network. Operating income reached a historic high of EUR 245 million. Finally, other businesses, including press, radio, and entertainment venues, benefited from the strong momentum of live shows, while news and radio divisions continued to reinvent themselves in an ever-changing market.... Let's talk Havas. With organic growth of 4.4% in 2023, had one of the strongest growth rate in the communication sector. Profitability also improved, with a margin rate of 11.5%, which has been rising steadily for a number of years.

It's noteworthy that the three group's divisions contributed to this performance in sales and profitability: Havas Creative, Havas Media, and Havas Health & You, the group's healthcare vertical. Creativity in Havas's agencies won them awards on all five continents, with more than 1,400 prizes around the world. I'd like to conclude this overview with our other operating assets, starting with Prisma Media, which has continued to develop its digital business and is continuing to strengthen itself with targeted acquisitions in magazine and digital press segments. Gameloft also followed through on its diversification strategy on multi-platform games, with the release in April of Disney Speedstorm. Dailymotion has a new app, which was successfully launched in May 2023, and is continuing its regular sales growth. Finally, GVA, our telecom operator, dedicated to very high-speed internet access in sub-Saharan Africa, is present in eight countries.

We have the CanalBox brand, and through it, GVA is continuing its growth and now covers 2.7 million homes. It's now the largest operator in almost all of its markets. We also have a diversified portfolio of investments of a combined value of more than EUR 8 billion. In 2023, this portfolio enabled Vivendi to receive EUR 171 million in dividends. You can see the main holdings that we've already discussed. We've got stakes in UMG, Telecom Italia, MFE, and FL Entertainment. As for Canal+, the group confirms its active international development with stakes in Viu, Viaplay, MultiChoice, and these acquisitions should enable Canal+ to continue to accelerate its growth in Asia and Africa. A few words now on revenue in the first quarter, which was published this morning. Performance is more than satisfactory, with sales of EUR 4.2 billion.

This is organic growth of 5.4%. This strong increase was in particular driven by the significant contribution from Lagardère, with 9% growth on that side. Canal+ and Havas also posted solid performance, with increases of 4.3% and 6.2% respectively. Now let's talk about our net income. This is typical for a holding company, and the financial income mainly comes from dividends: EUR 327 million, EUR 106 million from Lagardère, EUR 93 million from UMG, and EUR 85 million from Havas. This year, however, this financial income was impacted by accounting write-downs, for more than EUR 3 billion. Overall, it is down EUR 2.8 billion. Appropriation of earnings, we're recommending you approve resolution number 4, so payment, payment of an ordinary dividend of EUR 256 million.

This represents 0.25 EUR per share, or a 2.6% yield versus the closing price at December 2023, at the end of the year. Ladies and gentlemen, dear shareholders, thank you for your attention.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you, François. I'd now like to turn to the Audit Committee's report with Cathia Lawson-Hall, its chair.

Cathia Lawson-Hall
Chairwoman of the Audit Committee, Vivendi

Merci, Yannick. Thank you, Yannick, and good morning, ladies and gentlemen. As a member of the Supervisory Board, Chair of the Audit Committee, and member of Vivendi CSR Committee, I'm delighted to be with you once again this year. In 2023, Vivendi has considerably transformed itself to continue its expansion and increase the value of its assets. In addition to a remarkable operating performance, illustrated by revenue, up again by almost 10%, and adjusted operating income, up by almost 12% at constant exchange rates and scope of consolidation, Vivendi finalized its merger with Lagardère Group, and to this end, sold Editis and Gala Magazine. Finally, at the end of the year, Vivendi announced that it was studying the possibility of splitting up its activities into several entities in order to fully unleash their development potential.

It's against this backdrop of major transformation that the Audit Committee worked, always on the basis of rich, transparent, and detailed information provided by the group's teams. As the guarantor of the quality of both internal and external financial control, the reliability of the information provided to shareholders on the markets, the Audit Committee naturally reviewed the financial statements, the budget changes in assets, and the work of the internal audit department, with a particular focus on the effects of changes in scope. These reviews took place at three meetings, always in the presence of the statutory auditors. The committee's work for fiscal year 2023 also covered the group's corporate social responsibility policy, CSR, as well as the group's compliance program. Last year, I told you that I was proud of Vivendi's performance, not least because of the way in which the group is meeting its CSR commitments.

I'm as satisfied as ever with our performance, and the work performed in 2023 has once again demonstrated Vivendi's strong commitment to implementing its CSR commitments. On this subject, we had the opportunity to examine in detail the organization deployed across all entities, as well as the roadmap of priority projects. We paid particular attention to preparing for the entry into force of the European Corporate Sustainability Reporting Directive, CSRD, applicable from January 1, 2024, which sets new standards and obligations for non-financial reporting. We also reviewed in detail the changes introduced by this directive, as well as the organization and the major milestones of the group-wide compliance project. Vivendi is taking a very pragmatic approach to the implementation of this standard and sees it as an opportunity to further strengthen its CSR approach, which Yannick will return to in a few minutes.

As regards the compliance program, which is notably made up of the anti-corruption program under the Sapin II law of December 9, 2016, and the prevention program under the law relating to the duty of vigilance of March 27, 2017. Here, too, we reviewed the main systems and actions carried out in 2023, as well as the priorities for 2024. Finally, in anticipation of the expiry of EY's terms of office at the end of this AGM, in accordance with regulatory requirements, the audit committee has been involved in the process of renewing the statutory auditors responsible for certifying financial information and those certifying non-financial information to enable draft resolutions 18, 19, and 20 to be put to the vote today. As you can see, the work of Vivendi's audit committee reflects that of the group as a whole.

In this context, we're already following with close attention the ongoing study of the demerger project. This subject will certainly be a major focus of our work in 2024. Thank you for your attention.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Merci, Cathia, and thank you to all of the members of the audit committee. It's now my pleasure to call Philippe Bénacin to the stage, Chairman of the Governance, Appointments, and Remuneration Committee.

Philippe Bénacin
Chairman of the Corporate Governance Nominations and Remuneration Committee, Vivendi

Good morning. Mr. Chairman, ladies and gentlemen, it's my responsibility to present to you the compensation policy for the members of the management board and supervisory board, as well as the proposed renewals for Vivendi Supervisory Board. As I'm sure you're aware, since 2022, Vivendi has been conducting enhanced dialogue with certain advising agencies and various shareholders on matters related to governance and compensation. On the topic of Resolution 5, as was the case last year, we have openly published, in full transparency, the level of achievement of the financial and non-financial criteria for Yannick Bolloré, in his capacity as chairman and CEO of Havas.

In the same spirit, the amounts received by group subsidiaries, by the members of management board, exercising operational functions at Havas, Canal+, and Prisma, were also openly published. On Resolution 6, the 2023 resolution had us at EUR 660,000 of presence fees and EUR 400,000, that is unchanged versus 2022. Finally, Resolution 7-12 regard compensation for the chairman and members of the executive board. The 2023 bonuses will be 92% of the fixed part and will be subject to your approval, as is the case every year. I'd like to remind you that the remuneration policy provides for a bonus between 80%-100% of the fixed portion. For 2024, remuneration of the chairman of the supervisory board is set at EUR 600,000, plus EUR 60,000 in director's fees.

The remuneration policy for other members of the board remains unchanged for 2024. For the chairman and members of the executive board, the structure of the remuneration policy remains unchanged in 2024 versus 2023. It should, however, be noted that the cash amount for the implementation of Vivendi's demerger plan is slightly different. This project, which is currently under study, aims to reduce Vivendi's conglomerate discount, as we mentioned earlier, and this should take into account the role and individual involvement of the chairman and the members of the management board. As for the 2024 bonus, no payment can be made until you have been informed in 2025.

As you can see on this slide, we have also maintained the improvements that we've been implementing for a number of years now on our dialogue with voting consultants and Vivendi shareholders, notably the allocation of performance shares as a topic. As a reminder, ESG criteria are differentiated for bonus and performance shares and are perfectly in line with Vivendi's low-carbon trajectory, which is validated by a Science Based Targets initiative in 2023. We're also proposing that you renew the term of office of Mr. Yannick Bolloré. His reappointment would enable the supervisory board to continue to benefit from his expertise in Vivendi's businesses and to continue to align the strategy. It's also proposed to renew the term of office of Mr. Laurent Dassault as an independent member of the supervisory board.

His reappointment would enable us to continue to benefit from his experience in development and strategy, while maintaining our majority independent status of the board. Subject to your approval, the supervisory board would thus be made up of 55% women and 55% independent members. Thank you for your attention.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you, Chair. Thanks, Philippe. We now have the pleasure of welcoming Claire Pagenard from EY on behalf of the group's statutory auditors, and I'd like to take this opportunity on your behalf to thank Claire Pagenard and EY for the 20 years work they've put in with us, and this is their final year.

Claire Pajona
Partner, EY

Good morning, ladies and gentlemen. Mr. Chairman, thank you. On behalf of the Board of Statutory Auditors, Deloitte and EY, I'm honored to report to you on our audit assignment and to present to you the reports that we prepared for your annual general meeting being held today. These reports were made available to you by the company and included in the universal registration document. In accordance with the custom of this meeting, I propose to summarize the terms of these reports for you, beginning with our reports on the annual and consolidated financial statements. The purpose of our engagement is to obtain, in accordance with professional standards, reasonable assurance about whether the financial statements are true and fair and free from material misstatement.

We've kept the management and supervisory boards of your company informed, as well as the audit committee, as to the nature and scope of our work, and we presented our conclusions to them at the beginning of March. Our reports, which appear respectively on pages 305 and 411 of the document, set out our conclusions on the annual financial statements presented in accordance with French GAAP, the consolidated financial statements prepared in accordance with IFRS, as adopted by the EU. We've expressed an unqualified opinion on the annual financial statements and on the consolidated financial statements of your company. In accordance with the French Commercial Code, our reports describe, in particular, the basis for our assessments and key audit matters.

For the annual financial statements, these concern the estimates and judgment made in the following areas: valuations of certain securities, current advances for the analysis of disputes with foreign investors. For the consolidated financial statements, key audit matters concern the valuation of certain goodwill, notably relating to gains and losses and analysis of disputes with foreign institutional investors. On these various points, we've reviewed the underlying assumptions and data, calculations made by the company in their presentation in the note to the financial statements, and we've satisfied ourselves as to the reasonableness of these estimates. We also perform the specific procedures required by law, have no matters to report regarding the fair presentation and consistency of the financial statements with the consolidated financial statements and information contained in your management report.

Regarding the approval of related party agreements, the subject of the third resolution, we've issued a special report, which appears on page 441 of the annual report. It sets out the terms and conditions of these agreements and the reasons why the contracts brought to our attention, or of which we were made aware during the course of our work, are of interest to the company. In 2023, we've not been advised of any agreement authorized and entered into during the year ended December 31st that are subject to approval at this AGM. In addition, we were advised of two agreements already approved by your AGM, which are still in force. That concerning the UMG shareholders agreement entered into by your company and the agreement between your company and Lagardère SA for the preparation of the regulatory notifications required in connection with the public tender offer.

Lastly, we've been advised of an agreement already approved, but not executed during the year, namely the agreement between your company and Compagnie de l'Odet in connection with the settlement negotiations with Mediaset and Fininvest. These reports were signed on March 7. Finally, your AGM is being convened today in extraordinary form to vote on a number of transaction involving your company's capital. In this respect, we prepared a report on the delegation of authority granted to the management board and two reports on the delegation of authority granted to the management board to carry out transactions described on the screen. We've no particular comment to make on these transactions as we conclude in our various reports signed on March 20, 2024. On behalf of the Board of Statutory Auditors, I thank you for your attention.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you very much to our statutory auditors, and thank you to all of our statutory auditors. I'd now like to welcome Maxime Saada, Chairman of the Management Board of Canal+.

Maxime Saada
Chairman of the Management Board, Canal+

... Thank you, Yannick. Ladies and gentlemen, good morning. I'm delighted to be back here with you to take a look back at 2023, a year marked by growth, and above all, a year marked by preparing for the future. 2023 was another record year for Canal+, which is seeing all of its key indicators improve. Over eight years, our subscriber base has grown by 80%, now at 26.4 million subscribers in over 50 different countries. For the first time in our entire history, we have beaten the EUR 6 billion threshold in sales, and our EBITDA is now firmly anchored above EUR 500 million. We owe this success to the quality of the Canal+ teams, and I would like to commend them here.

Let's take a visual tour of what the 8,000 employees of Canal+ have built up over the years with Vivendi's support.

Speaker 14

I love good stories, and today, we're going to listen to an especially good story: the story of my home, Canal+. It all began in 1984. Canal+ was the first pay TV in Europe. This was just the beginning of a big adventure that traveled oceans and continents. Can't believe how great this place is! Today, I'm famous around the whole world. Good morning, Paddington. Just like you, Paddington, we've gone global. Canal+ is an amazing success story that's being told the world over with our corporate values and social responsibility. Across the world, Canal+ broadcasts more than 130 channels. Series freaks, binge watchers- Cultural diversity is also an amazing story. We custom-make contents for each country. I need to spin it. Did you see anything before it went off?

Canal+ also promotes cinema by producing films and providing wide access to local productions. We attach huge importance to rights acquisition for major sporting events. A strong success also in France, where we are the leading French audiovisual group. Friends of mine! We've always walked hand in hand with cinema. I did not kill him. My name is Willy Wonka. Oh, my God! What's truly amazing is that we tell our own stories. Exclusive sports offer is also one of our strengths. To our subscribers' great delight, we always pick the best partner apps. I've made so many friends here. Creation is our way forward.

All of our content is available on myCanal, a global digital platform. So many programs! What a wonderful dream. Speaking of dreams, let me tell you about StudioCanal, our own dream house. Stop the car! StudioCanal is the biggest European studio. Thanks to the most extensive library in Europe, we keep on dreaming with the legends of cinema. We have written this wonderful story together, and it keeps on being written every day with you.

Maxime Saada
Chairman of the Management Board, Canal+

Thank you, Paddington. I'd now like to highlight three key elements of our strategy. First of all, critical mass. If we want to thrive against the biggest international players, we need to massively invest in content and technology, and if you want to invest massively, then you need the broadest possible subscriber base. Therefore, we have made growth of our subscriber base an absolute priority and shifted our center of gravity away from France towards the three continents that contain the highest growth potential: Europe, Asia, and Africa. Let's take a look at our situation in each of those continents. Number one, in Europe, we have 17.1 million subscribers, up from 10.8 million in 2016. We've been able to build up a network of 19 production companies that produce films and series for the group, and also for other people in the sector.

StudioCanal, for example, is producing the new series, Land of Women, starring Eva Longoria, soon to be offered worldwide by Apple. After acquiring M7 and SPI International to expand our presence in Central and Eastern Europe, in 2023, we acquired a stake in Viaplay. Viaplay is Scandinavia's leading pay TV operator with 7 million subscribers. We're now the leading shareholder with almost 30%. In Asia, we have just over 1 million subscribers, mainly in Vietnam. It is essential for the group to be present on this continent, which has strong growth potential with 1.4 billion inhabitants, and that's without even accounting for China and India. Here, as in all geographies, we are developing local productions such as Tiger Mom and Hellbound Village, which have been highly successful locally and traveled throughout the continent. We're also present in Australia and New Zealand through StudioCanal.

In 2023, we gradually acquired a stake in Viu, Southeast Asia's leading streaming service with 13 million paying subscribers. We now hold 30% of the capital and have negotiated the ability to take control of the company within 2-3 years. Finally, in Africa... We've been in Africa for more than 30 years, and we've now passed the 8 million subscriber mark, thanks in large part to the amazing success of the African Cup of Nations, which was organized and magnificently won by Côte d'Ivoire, which is now the 3rd largest country for the group by number of subscribers. We've been developing our African production ability, producing more than 3,000 hours of African content per year in French and also in local languages increasingly.

In 2023, we became the lead shareholder in the South African group, MultiChoice, leader in pay TV in English and Portuguese-speaking Africa, with more than 20 million subscribers in territories that perfectly support our own. We now have more than 40% of the capital of MultiChoice, and in a few days, we will be submitting a mandatory offer to buy the company. This is the most ambitious strategic investment in our history, and I hope it will enable us to create, alongside our South African partners, a formidable group with a worldwide subscriber base, pushing towards 50 million subscribers, 30 million of which in Africa, and to become the only non-American player in the world's sector. To help us achieve this goal, we can also count on a promising asset within Vivendi Group. François Laroze mentioned this earlier. I'm talking, of course, of GVA.

In just a few years, GVA has been able to roll out high-speed broadband in eight sub-Saharan African countries, covering more than 2.7 million homes and businesses. This asset has already shown its ability to support and work alongside Canal+'s other businesses. Canal+, Viaplay, Viu, MultiChoice, GVA, and finally, Dailymotion, present in 190 countries, and I'll be coming back to them in just a few moments. As you can see, all of these assets will contribute to achieving that critical mass I mentioned earlier through global footprint, and in each continent, we will be committing our teams to a socially responsible approach, just like Canal+ Solidarity, which is a program which promotes skill sponsorship. The second key element of our strategy is the development of a diversified business model.

In today's TV market, we're seeing more and more emerging convergence between models with pay TV, financed by subscriptions, and free offerings funded by advertising. Many players, such as Netflix, now offer both. Canal+ was ahead of this trend with a natively hybrid model. In fact, beyond our paid subscription model, that I'm sure you're well aware of, we have also developed a solid free-to-air pole in France and in several African countries. In France, we have 15 million viewers every day. C8 is now the biggest digital channel, CNew s is the second largest news channel and is often in first place, and C Star is the leading free music channel. In Africa, our free-to-air channels, A+ Ivoire and A+ Benin, are the leaders in their markets.

And our advertising network has recognized expertise and has therefore been entrusted with advertising for third parties such as Eurosport, UGC, Grand Rex , and Free. The Viu platform, that I mentioned earlier, is fully part of this hybrid monetization scheme. It has both paid and free content and attracts 62 million monthly users. Finally, Dailymotion. It has free content and 400 million monthly users, which rounds out our advertising strategy. Driven by highly motivated teams, Dailymotion is enjoying strong momentum with sales growth of 20% every year since 2020. As you know, content is the key to our business model, and at the heart of any content, we find our ability to build relationships with talent. And this is the third driver that I'd like to focus on today.

StudioCanal is our house of dreams, as Paddington called it… had a fantastic year for 2023, with over EUR 300 million invested into 50 films and series, nearly 11 million admissions in France, and we received 7 César Awards. In fact, this is the studio that received the most César Awards last year. 2024 gets off to a strong start with the phenomenal success of Back to Black, the Amy Winehouse biopic, and 2 StudioCanal films that were selected for the official competition for the Cannes Festival. StudioCanal, Canal+, Le Théâtre de l'Œuvre, L'Olympia, the strength of our group, its unique advantage over its competitors, is to be able to offer our talent the widest possible range of artistic development, from theater to cinema, small screen to big silver screen.

You'll recognize Florence Foresti behind me, a perfect illustration of talent that is able to achieve tremendous success on stage, TV, and cinema. Florence Foresti first appeared on TV on Canal+. That was with Stéphane Bern back in the day, and she has been going from strength to strength ever since. She presented the César Awards twice, with 2 million viewers each time, a record viewing. Her first TV series, Désordres, was aired on Canal+, 22 million viewers, another record. Her live show, Boys Boys Boys, was performed 17 times right here in L'Olympia, another record, and has been seen 3 million times over 10 days on Canal+, another all-time record. How could we not mention Jamel Debbouze, a talented comedian, actor, and director who's been with us since the beginning of his sitcom called H.

He has a new one, Terminal, 25 years on, which is just as successful and is on Canal+. And we hosted Jamel and his comedy club right here, and the 14th season is coming. More talent and long-term relationships, Liam Neeson. Liam Neeson has never played at L'Olympia, but we—he's been with us, and we've been with him since 2011. He saved the world from a plane, a train, and a car in that time. All of his films are produced by StudioCanal with The Picture Company, an American company in which we have a stake since 2023. And Liam Neeson will soon appear in Cold Storage, where he will be saving the world from a highly infectious virus. We have a unique ecosystem to grow talent, and all of that is helping Paddington.

Our story with Paddington goes back to Christmas 2014, with the release of the first Paddington film in cinema. Then we purchased the company that held the Paddington license and produced a second film. With a worldwide box office revenue of EUR 500 million, the two Paddington films are StudioCanal's greatest success. Multiple projects since: three animated series, meeting with Her Majesty the Queen Elizabeth II, and millions in merchandise, books, and toys. An immersive experience in London and a musical. Yes, Paddington will be on stage. At the end of the year, Paddington will be traveling to Peru to get back to his origins in a highly anticipated third film. It will be StudioCanal's most ambitious production ever. Finally, two announcements. At Canal+, we believe that the driving force for tomorrow's successes on TV and cinema come from our ability to find the right stories.

At the heart of a good story, of course, there is an author or a book. In 2023, almost half of the biggest box office hits in the US and in France were literary adaptations. This is why, drawing inspiration from Vivendi and Lagardère's merger that was piloted by Arnaud Lagardère, we've decided to create a new label at StudioCanal Stories. And here, I'm going to give you an exclusive peek of our logo. This is the first time that a film studio has created a department entirely dedicated to adaptations of literary works into film and TV, and I'm very proud of it. StudioCanal aims to become the home for the best literary adaptations. Second announcement, and this will be the end of my time on stage.

Our first product to integrate this fantastic new label will be kicking off with the biggest Hachette franchise, the undisputed champion, all categories in France, Asterix, of course, and we will be developing the next live-action film for the Asterix franchise, and the floor is now back to Yannick Bolloré.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you. Thanks very much, Maxime. We're now going to talk about our publishing businesses with, of course, Lagardère Group and Prisma Media. Arnaud Lagardère is unfortunately not with us today, so I'd like to invite you to discover the activities and highlights of the Lagardère Group over the past year in pictures.

Congratulations to all the Lagardère Group teams on this outstanding performance these past few years. Dear shareholders, now let me welcome Claire Léost, President of Prisma Media.

Claire Léost
President, Prisma Media

Merci, Yannick. Thank you, Yannick. Dear shareholders, a very good morning to you. A year ago on this very stage, I told you that 2023 would be an eventful year in developments for Prisma Media, so it has been. Take a moment to show you what our group's done over the past few months.

Speaker 14

[Song Lyrics]

Claire Léost
President, Prisma Media

Alors, merci. Merci. Thank you. 2024 will once again be a year of conquest and transformation, with the same objective: to inform and entertain our 40 million readers, wherever they may be. Four main priorities for the coming months. First of all, we're gonna accelerate the expansion of our luxury and art of living division, created just 1 year ago, already accounting for 10% of our sales. This division will be strengthened with the arrival of two new home decoration brands. The first, IDEAT, which has just joined the group, has specialized in design and architecture for 25 years, not just in France, but also in Benelux, China, and Germany. And for the record, IDEAT isn't Latin, it's an acronym for Ideas, Design, Evasion, Architecture, Trends. Second brand, Harper's Bazaar Interiors, dedicated to discovering the interiors of fashion and design personalities, will be launched next October.

It's the first extension of the Harper's Bazaar brand in France. In addition to decoration, we're also entering the men's world with the recent acquisition of The Good Life, dedicated to men's lifestyle in France and Italy. Next, we'll continue to re-enchant our historic brands. After the successful reinvention of the GEO brand at the end of 2023, we're entering a new phase in the life of Capital, France's leading business brand, with over 10 million readers every month. I invite you to discover, if you haven't already done so, on newsstands or online, the new Capital, of which we're very proud. The aim remains the same: to reconcile the French with the economy. On screen, you see the beautiful poster campaign created by the Havas Paris agency.

We also anticipate strong growth for our brands on social networks, which have become the primary source of information for young people. Websites are going through what paper magazines went through 20 years ago. They're being abandoned by young people, who prefer social networks. We've understood this and have adapted our content to reach this young audience. Today, all our brands have nearly 50 million cumulative subscribers on the various social media, with some 20 topics, going from cooking, to travel, to people. We're testing and developing new formats. Last but not least, we're France's leading press group in the digital sphere. We'll continue to invest to seize all the opportunities offered by artificial intelligence. 18 months ago, ChatGPT barely existed. Since then, AI has swept through our lives, creating immense opportunities and challenges for the media.

This makes our job as news producers both fragile and even more indispensable. At Prisma Media, we're currently experimenting with a number of newsrooms. AI should enable us to refocus on the real functions of journalism: revealing, investigating, verifying, diving deeper. We're also fighting to ensure that the use of AI respects intellectual property rights. That, in a nutshell, is our roadmap for 2024. As you can see, the magazine industry is a fast-moving market, constantly reinventing itself. Prisma Media, the French leader, is playing its role as a driving force in the transformation of its sector. I'd like to take this opportunity to thank the 1,000 Prisma Media employees who are making this possible, and thank you for your kind attention.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Merci beaucoup, Claire. Thank you very much, Claire. Please welcome Raphaël de Andreis, President of Havas France and Europe.

Raphaël de Andreis
President for France and Europe, Havas

Merci, Yannick. Bonjour, mesdames et messieurs. Thank you, Yannick. Good morning, ladies and gentlemen. First of all, I would like to share with you three emblematic campaigns of which we are particularly proud.

Speaker 14

Everyone in France knows Charles de Gaulle-

Candidate-

... the national hero of World War II

General Charles de Gaulle.

An icon that gives his name to streets, stations, places, even to the largest airport in Europe. But who knows Anne de Gaulle? His beloved daughter, diagnosed with Down syndrome, and the foundation he created for her. Until December 3rd, nobody did.

On luggage tickets, carts, in the queues, on the boarding passes, at arrivals, departures, on all screens, even on road signs.

[Foreign Language]

To live up to this extraordinary airport in giant letters on the iconic facade of the terminal. For one week, more than 1 million travelers passed through Charles de Gaulle Airport.

[Foreign Language]

Because behind Anne, there is also Gauthier, Philippine, Laure, and Léa, we decided to welcome residents of the foundation.

[Foreign Language]

The opportunity to improve the reception of disabled persons in public places. An emotion shared by the Minister of Transport himself, and by millions of people.

[Foreign Language]

Raphaël de Andreis
President for France and Europe, Havas

[Foreign Language]. 2023 has been a tremendous year for Havas. We recorded the second strongest worldwide performance in terms of growth, and we saw strong growth in sales as well around the world in all of our businesses. Indeed, we have many more clients, such as Shell and Danone, FedEx in Europe, and SNCF in France. I'd also like to emphasize the high levels of customer satisfaction that our teams achieve. We're extremely proud of the trust that our major partners place in us, such as Sanofi for the launch of new products, and the world leader, Lactalis. This tremendous momentum has been made possible by the methodical transformation path that we embarked upon over the last 10 years. Indeed, as early as 2014, when Yannick Bolloré arrived, we pioneered our Together strategy.

We organized ourselves around our customers' needs, and to do this, we needed to break down silos and bring together all of our communication businesses under one roof, what is now Havas Villages. Through simplification and integration, we were able to multiply our impact. We're so much stronger now with 23,000 employees across 100 countries. We've also built up our technological tools and expertise. We've been able to launch high-performance solutions based on digital experiences, e-commerce, and content production to get ahead of upcoming business trends and help them optimize their sales. As you well know, our industry is currently undergoing a lot of upheaval due to AI, generative AI. At Havas, we are convinced that it will help us increase not only our productivity, but also our creativity. That is why right now, 100% of our talent is being trained and equipped with AI tools.

But we've been investing in this field for many years already, developing strong modeling tools and creating strategic partnerships with people such as Adobe to increase our efficiency and reduce costs. The use cases that we are currently developing confirm our ability to successfully carry out this major transformation. We've also been able to strengthen our operational capacity, thanks to our acquisition strategy. After a second record year for M&A in 2023, with 10 new agencies joining the Havas family, the momentum has continued in this year with already three new acquisitions since January. All are aiming to diversify our digital solutions and digital transformation ability. Finally, and in fact, maybe even more, our creative power has also multiplied. BETC, for example, has just received the award for the top creative agency, not just in France, not in Europe, but in the world on the WARC ranking.

This is something that we can all be proud of together. I think this is a first for a French advertiser.... As I'm sure you can understand, this gives us a lot of confidence in the future, and shortly we will have a great opportunity to prove just what we can do. All of our potential and all of our expertise is going to be leveraged through the Olympic Games. Many of our advertisers are involved in that. I'd like to conclude by reminding you that as we consistently renew ourselves and reinvent ourselves, we still want to remain faithful to our commitments for CSR. We are proud to be part of the positive transformation movement of the economy. We have our M4 tool, which is an important milestone, as it provides unique solutions to the market to optimize business performance within environmental constraints.

All of the Havas teams cannot wait to write the next chapter. Thank you for your confidence.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you, Raphaël. Thank you, Raphaël. As you said, companies do indeed play an essential role in building a more responsible, more inclusive society, and also in contributing to the fight against climate disruption. At Vivendi, we've been resolutely committed for over 20 years to taking our full share of responsibility to act in this area. As a world leader in culture, we're fortunate to be able to make a significant difference through the influence of our activities and the content we create. This opportunity is also a duty: a duty towards our employees, our customers, our partners, society, as well as for future generations. That's why 65% of our editorial and creative teams were trained in environmental and societal issues this year. That's why over 500 films, documentaries, and series on environmental issues are available at all times on the myCanal group's green section.

Prisma Media produced more than 65 covers on environmental subjects, and Havas ran more than 130 pro bono campaigns for major causes in 2023. The campaign that you saw for the Fondation Anne de Gaulle has become one of the most awarded campaigns in the world in 2023. I firmly believe that this ongoing transformation is not merely a constraint, but a real opportunity for companies, a chance to innovate, to transform, to inspire even more. While we are aware that our journey towards sustainability is constantly progressing, we're determined to continue, and indeed step up our efforts. I'd like to take this opportunity to commend the work of the committee, its chair, Paulo Cardoso, the CSR teams at head office and in our entities. They are the day-to-day driving force behind our CSR program.

Paulo Cardoso
Employee Representative Member of CSR Committee, Vivendi

Creation for the Future have enabled us to make several important strides for our group this year. First of all, in terms of the environment, our plan to reduce carbon emissions linked to our activities was validated March 2023 by the Science Based Targets initiative, the leading body in this field. Our reduction targets, covering almost 70% of our emissions, are fully in line with the Paris Agreement. They now frame the group's actions to reduce our carbon footprint, and as you can see, we're really on the right track. Last year, Vivendi reduced its greenhouse gas emissions linked to energy expenditure by 20% compared to 2022, the second consecutive year of reductions in these areas, thanks to our actions to reduce energy consumption and the increased use of low-carbon electricity in our offices worldwide.

The figures speak for themselves: 60% of the electricity consumed by our group is now of renewable origin. These tangible results shown on screen are major milestones that encourage us to step up our efforts. Another demonstration of the group's commitment was the launch this year of the Vivendi Foundation that I mentioned in my introductory remarks. By promoting access to culture for as many people as possible, the Vivendi Corporate Foundation reinforces the group's philanthropic commitment, which in 2023 benefited more than 30,000 people in 15 countries. The foundation's action focuses on two main areas: access to culture and access to professional... cultural professions. Here are a few examples to show you.

Speaker 14

[Foreign Language]

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

[Foreign Language] Thank you. I'd now like to invite Céline Merle-Béral to the podium to present her actions to promote diversity, inclusion, and talent within our group.

Céline Merle-Béral
Chief of HR Strategy and Corporate Culture, Vivendi

Merci Yannick. Bonjour, Mesdames et Messieurs. Thank you, Yannick. Ladies and gentlemen, good morning. Now, before we get into diversity, equality, and inclusion, I'd first of all like to talk about Vivendi's social dynamics, as François Laroze just previously discussed as well, because it's a crucial part of our performance. Indeed, we doubled our headcount with the integration of Lagardère Group at the end of 2023, and we are extremely proud to now employ more than 73,000 people in 100 countries. Our employees are our greatest strength, and developing their skills is a strategic driver for our performance right now, today, and as we seek to transform tomorrow's business models and professions. Indeed, in 2023, we stepped up our training initiatives with nearly 400,000 hours of training delivered, reaching 90% of our workforce worldwide.

In particular, we have implemented two e-learning modules related to artificial intelligence available to all of our employees. And to bounce back on what Yannick said in the introduction, at Vivendi, we firmly believe that diversity is a powerful driver for performance and innovation. Professional equality between men and women is one of our strong commitments at Vivendi, women being 40% of our management bodies. Parity is one key to success, but there are many more, and I'd now like to talk about the third pillar of our CSR program, Creation with All, and talk about what we're doing to promote inclusiveness, diversity, and equal opportunity, which are the key components of the program. Because beyond gender equality, Vivendi wants to build a company that is open and full of differences.

To achieve this, we are making sure that everyone can be authentic and everyone can find a place within our company. Therefore, we are deploying mandatory training courses to raise awareness of unconscious bias, to raise awareness of the need to accept differences, and of course, to fight against any form of harassment. We are also encouraging volunteer work to help people who are the least privileged. This year, again, more than 10,000 of our employees are involved in one of the many actions around the world on these topics. Let me give you another example of an inclusive initiative. We are the first private company in France to have set up, within our very company, a Café Joyeux, employing exclusively disabled people. Well done to Canal+ for taking that initiative.

I'm particularly proud that 83% of our employees said this year in our latest survey that they can be themselves at work. To conclude, here at Vivendi, we are putting, developing our people and their well-being at the heart of our concerns around the world, because it is thanks to their commitment, it's thanks to their passion and their talent, that we are able to achieve the heights that we enjoy today. We are deeply grateful to all of them, and we're very proud of the trajectory that we have taken that makes Vivendi a better place, a stronger company, and a more human place. Thank you for your attention.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Merci beaucoup, Céline. Thank you. Thanks very much, Céline. Dear shareholders, well, I now suggest we move to the question and answer session before the vote on the resolutions. Frédéric, I know we've received some written questions.

Frédéric Crépin
Secretary General, Vivendi

Yes, absolutely, we've received a series of written questions from one shareholder, the Association Forum for Responsible Investment, questions that essentially concern environmental, social, and governance issues. Some of the answers to these questions were provided during the presentation at this AGM, but you'll also find all these written questions on our website in the general meeting session, together with the details of the answers provided by the management board in accordance with legal and regulatory provisions.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thanks very much, Frédéric. So to kick off the Q&A session, let's ... start with the Vivendi Shareholders Committee.

Speaker 13

Good morning. Morning, Chairman. I'm an individual shareholder, member of the Shareholders Committee. I'd like to return to two matters that appeared underlying this session. Artificial intelligence, on the one hand, I understand it's an issue of prime importance for the group, and I'd like to go back on the risks linked to cybersecurity. As regards artificial intelligence, we've clearly noted that it was addressed by the various divisions in the group, but I'd like to know how this AI is incorporated in Vivendi strategy and at what level? Next, I'd be curious to have some use case examples of AI in the group. And lastly, I'd like to know how you address copyright issues.

That's my first set of questions. And then, second question, they'll be short. I recently read in the press early April that you joined the League for Web3 Security. I'd like to know what are the initiatives that you've undertaken at group level in order to combat cyber risk? Thank you.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Well, thanks for those questions. The first two crucially important questions, both AI and cyber security. What I can tell you on the AI front is Vivendi and all its tiers really do have a genuine innovation culture. Most of the entities with whom we interact on a regular basis on this issue were using AI before the emergence of ChatGPT in December last year. What I can say regarding AI is that it's used essentially both in order to generate better efficiency, to cut cost.

That's really part of a cross-cutting transversal process where entities meet and interact on a regular basis to share best practices and how AI can change the way we perform daily work tasks, and to assess the challenges for the various industries that have asked how AI can be used for content production. We've seen the emergence of solutions on the basis of text to have images or video, reducing the time it takes to produce content. Of course, there are always humans in the loop, but it progresses faster. We see this in video release allows us to automatically acquire media space via digital before buying an advertising space directly from an agency.

It can be done by an algorithm, depending on the record of your audience viewing figures, to buy that media space more automatically. We've done that for a number of years at Canal+ and Arnaud, the teams and Maxime, seeking to reduce churn rates when customers call in to review their offer or to end their subscriptions to offer them a better deal. Clearly, asked also for publishing to produce certain content. You're right, AI, over and above its benefits, raises a whole raft of questions, both questions in terms of IP. Obviously, at Vivendi, we're very much attached to intellectual property rights, how we can guarantee IP copyright. Questions relating to cybersecurity, I'll come to that in greater detail when I answer your second question. Another major AI challenge is what data strategy to follow.

If you don't have an effective big data strategy, the best AI won't be able to train on your data and provide the expected response. So there's real data processing required and also training. We want to be able to train 100% of our people in the use of AI tools. That's been done in large sections of the group and will continue to benefit from all these areas. Just to let you into a secret here, having spoken about this to many of our peers in the CAC 40 benchmark index, I can tell you that Vivendi is very much at the forefront when it comes to AI. We have an innovation unit focusing on strategy at Vivendi that addressed this very early on. We're making great strides.

AI, of course, goes hand in hand with cybersecurity. I'm turning now to your second question: Cybersecurity is a major challenge for all corporates, worldwide, including Vivendi.

... It's addressed at two levels. In each of the major entities of the group, they all have a cybersecurity department, also at the level of the supervisory board. The board has a risk committee that reports it directly, led by Xavier Niel, sharing the best practices and various threats. As Arnaud knows, there's been a recruitment. General Pierre Laurent is in charge of group security, not just the physical security of the group, ensuring our security here today, even if we're not under the greatest threat, but also cybersecurity. So we joined the Web3 initiative at ANSSI Association, and I think Vivendi focuses very much on cybersecurity, and so far, we haven't had any major problems, but we're keeping a close watch on that. Thank you for your question.

Yes, the gentleman standing.

Speaker 13

Mr. Chairman, Mr. Arnaud de Puyfontaine, and all of the management board, good morning. Now, before I ask you a more technical question on the nature of the spin-offs or the demerger of Vivendi, which will be split up into four different entities. We're here in this L'Olympia concert hall, and I would like to pay homage or at least spare a thought to a great woman who I've known for sixty years and who passed away at the beginning of the year. She was the woman who managed this very concert hall. Patricia left us at the beginning of the year. Now, my question is related to how the spin-off is going to be done. Now, let me keep things simple.

I understand it is going to be your major project throughout this year, and, I'm sure you are not gonna follow the trend of the way spin-offs have been done by other companies. You divested from UMG in 2021, and that was a good decision. I did some calculations based on the share price in 2021 and the share price right now, updated, with UMG, and, I believe that that choice was the correct one based on these numbers. And I think that what you're going to be doing throughout 2024, that we'll be voting on in 2025, will also be successful. I, I believe in that, and I'm sure you'll be coming back to it. As I understand, the current discount is 40%. Does the sum of the value of the four entities... Will that be beyond 40% more after two years?

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you very much for that question. I'd first of all like to, join you in paying homage to Patricia. As you know, people is at the heart of Vivendi. Now, the question on the spin-off, you are correct. We looked at the changes in the share price of UMG and Vivendi cumulated since, November or December 2021, and indeed, it's up 80%, so it was the correct decision to spin it off. As to Vivendi itself, when you spin something off, you end up with the same result for the discount for the Canal+, Havas and publishing businesses, which are pure player businesses, so they shouldn't suffer from the discount.

There will probably still be a discount applied to Vivendi SE, which will continue to actively manage its various company stakes. But of course, the share price will reflect the discount, less share price on the three main assets. There's a time aspect to this. The discount will only really peter out during the floating. This is a complex project. It's gonna be difficult to implement. It's gonna require a lot of different stages, and I think that targeting April 2025 and the combined general meeting that we'll be holding then is probably the most reasonable way to move forward and is probably the most likely date at which we'll have something for you. Thank you.

Speaker 13

Good morning. I'm also a member of the shareholders' committee. My question concerns the Italian businesses of Vivendi. Since 2022, 17% of Telecom Italia no longer reconsolidate after an asset write down of EUR 1,347 million. Twists and turns in terms of legal developments as well as governance issues and Vivendi's disagreements about governance are regularly mentioned. So my question is: What are the ways and means to resolve the problem that you see? Is there a possibility of seeing a return to value? I think Vivendi bought the share at EUR 1.08 per share, and I think the Telecom Italia shares were EUR 0.22. Is there gonna be a return to value, or is there a risk of losing even more?

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you. Thank you, sir, for your question. I'd like to turn to Arnaud de Puyfontaine, if he'd like to answer that.

Arnaud de Puyfontaine
Chairman of the Management Board, Vivendi

Yes, thanks for your question indeed. During the various previous AGMs, we addressed the Italian matter, which is a long-running saga, as you say. Let's recall that initially when we entered Telecom Italia share capital, that was linked to the acquisition by Telefónica of GVT back in 2015. Then we wanted to grow that stake within Telecom Italia in order to create value. A whole set of events, unfortunately, didn't allow us to reach our goals, and then matters deteriorated in 2018, at which the company was taken over by an activist fund. Elliott put in place a governance, and unfortunately, the story developed contrary to that of UMG, Universal Music Group.

What's the situation today? The Telecom Italia board, just re-elected at the last AGM, took a decision to sell the network of the company to reduce the debt. It's a decision which we, as leading shareholder of the company, challenge, contest, both, as regards the substance as well as the style and the substance. Economic conditions are not at all in the interest of shareholders. These conditions are unacceptable. As regards the process, when you've got a telco whose prime asset is the network, when you split the telco from its network, at the very least, you should submit this transaction as part of an ordinary shareholders' meeting, which the Telecom Italia did not do. Since we contest that, the situation, our priority is to ensure we defend our rights as leading shareholder of the company.

Of course, we're taking all measures necessary on various fronts and through various initiatives launched to defend the value of the transaction. We understand that the transaction is supported by the Italian political establishment. We're not against that decision, but, as leading shareholder, we want our rights and the proper valuation of our share to be upheld and to find the conditions to write a new chapter in Italy, but not with Telecom Italia. I hope next year I'll be able to tell you that the case is closed. Thank you.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

I can see you better when you stand. Thank you very much. Now, we did make EUR 400 million, which is better than last year.

Speaker 13

Two series of questions, but these are numbers, so it should be short. First of all, on the corporate accounts that you mentioned, and then secondly, on the debt. Regarding the corporate accounts, you said that there was a EUR 2.8 billion loss, but a dividend is still being distributed because there's a EUR 2.2 billion drawdown of another accounting item, some rollover, and then EUR 43 million from legal reserves. Now, I haven't seen any numbers related to exactly how much those items amount to. I imagine that they are quite small, so this isn't something that we will be able to do next year.

My next part of my question, you gave two reasons for those losses. I would like you to give us more details without getting too much into the weeds of it. And the second part of what I'd like to say is that I saw that the debt went up by EUR 2 billion, and I thought, "Ah, they must have invested." You showed us a slide on debt that was both useful and necessary for us to see, and indeed, the EUR 2 billion debt comes from Lagardère's books. I do not know what the average rate, interest rate of that debt is and what the maturities are on that debt.

Now, I'm not against debt, especially when it costs less than what a business makes, but I'd like to know if in your financing plan, you are expecting to pay back that debt at the expected maturities, or if you're going to refinance, which would probably be at a higher rate. Because I imagine that Lagardère contracted its debt when rates were negative, and we don't want to end up in a similar situation to the French state right now or any other company that is truly struggling right now with the increasing rates on their debt. So to summarize, financial reserves, the reasons for the loss, and the average rate and maturity of the debt now. Thank you.

And my question for the CFO.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Francois?

François Laroze
CFO, Vivendi

Thank you, François. Yes, good morning. Thank you for the question. First of all, indeed, we did pay out a dividend despite significant losses, as we described. Those losses are related to depreciation that has been done on the current account and on some securities, without any impact on the consolidated account. So basically, it was a gap between the corporate accounts and the consolidated accounts that was corrected for. As for next year, Vivendi SE still has more than EUR 4 billion in reserves that it can pay out. We're not intending to make another loss in 2024, and we have provisions that should be good. But we do have that EUR 4 billion. That means that we could pay out a dividend next year if we so decide.

Regarding Lagardère, indeed, as you correctly commented, our debt, as I described earlier, went from EUR 0.8 billion to EUR 2.8 billion, including the EUR 2 billion in debt held by Lagardère. Lagardère had external loans that were paid back at the beginning of the year, and they're currently refinancing through their main shareholder, Vivendi, for more than EUR 1.6 billion. Alongside its banks, it is currently setting up banking loans that will take over from the Vivendi loan currently. The rates are at market rate currently, so what a group of that size is able to achieve. The financing plan that was set up by the team since Vivendi came in a couple of months ago leverages Lagardère's ability to pay its debt on time, thanks to the high cash flow generation that it is exhibiting.

As I showed you earlier, they have excellent results in travel, retail, and publishing, which enable Lagardère to free up cash flow and therefore to pay back their debt on time and to service that debt completely. So very reassuring there. The average rate is not being published, but it's market rate.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you. So let's take a question from this side of the hall.

Speaker 13

Yes, good morning, Chairman. The head of Prisma indicated that with Capital, she wanted to reconcile the French people with the economy. In this sphere, as well as in the ethics front, you should perhaps send Mr. Pascal Praud on a training course.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you. So it wasn't really a question, it was more of a statement.

Speaker 13

Good morning. Mr. Bolloré, I'm one of your loyal shareholders. I knew the days of Jean-Marie Messier, who emptied the coffers without bringing any cash in. Of course, we avoided bankruptcy.

I'm at the side of Vivendi not to make money, and I admire all the energy deployed by the various teams in growing a cultural project, and that's what I'm essentially interested in, but I'd rather not lose any money, which isn't the case at the current time. I don't really see anything any light at the end of the tunnel. I'd like the new strategy to be successfully implemented. I'm not totally convinced. I see you as being very cautious because at this meeting you haven't suggested that we break up the company. We saw that it wasn't necessarily compelling with Universal Music. So what are the advantages and, above all, the disadvantages of following that strategy? Secondly, I'd like to talk to you about the Olympic Games 2024. I saw that Havas signed up.

I didn't quite understand why Vivendi, as a media company, isn't fully supportive in order to have a major advertising impact. Perhaps financially, it wasn't worth your while. I don't know. Could you perhaps tell me more about that?

Arnaud de Puyfontaine
Chairman of the Management Board, Vivendi

Thank you for your two questions. So I'll begin with the first question, and then I'll turn to the Olympic Games. Well, the spin-off. So if you look, since the UMG spin-off back in 2021, you combined the Vivendi share with UMG 'cause every shareholder here received a UMG share for every Vivendi share. The share price has grown 80% over the two and a half years, so it remains a more than commendable performance. The advantages and disadvantages of this spin-off.

What you need to understand is that this discount of the conglomerate prevents us from being able to implement, or rather to support our entities in their expansion as we'd like to do. If you look at the earnings of Canal+, Havas, Lagardère, Prisma, et cetera, these are excellent earnings in 2022, 2023, Q1 2024, and even post, distribution of UMG, very solid results. But at Vivendi, we feel, and I'm sure you'll agree with us, that the current share price doesn't reflect the true value of our assets. The real benefit of looking at a spin-off scenario is that it would allow our activities, at least our mature activities, those that are faring well, that have critical mass, to regain, financial and human agility, to find, long-term shareholders, to raise capital on their balance sheet, and, do deals that will transform them.

So I personally view that favorably. It'll allow these activities or their stakeholders, their shareholders, but also their partner, partners, and above all, their employees, to grow strongly. It wasn't possible to present it at this AGM because it's a considerable effort, amount of work, with a lot of stakeholders to be consulted, a lot of impact studies to be done. To be fully upfront with you, it would have been a bit tight to do it at the end of the year, and it's difficult to do it early next year. We'd have been ready in January, February. It's difficult to do in January, February once the results have been closed but not yet reported. So April would be a good opportunity next April to do that.

We think that over and above helping the entities allow Vivendi shareholders to no longer suffer from this discount, allow Vivendi SE that would remain the company as it is today, to continue to support the remaining entities, such as Gameloft, that needs to grow, as Arnaud, that's undergoing profound transformation to grow. We believe this plan presented by management to the supervisory board is unique and, of course, if it were to come to fruition, would be put to your vote. For UMG, the result, it was a small general meeting. It was done remotely during COVID. I think we had over 99% approval for that transaction, so obviously it's a plan that's under study. We'll keep you abreast of the progress on the impact studies.

For the games, for the Olympic Games, Vivendi was a partner in supporting the application, the nomination, one of the sponsors, so it's in part thanks to Vivendi that Paris can host the games 100 years after those of 1924. The group's very much involved in the games. For Havas, co-organizing the opening ceremony on the 26th of July, a lot of activation of sponsorships, and I will take part in the games because I've won a vest for the to run the marathon. So I'm a medal hopeful for France, running in the marathon.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Thank you, sir. We're gonna take another question from the back of the hall, please.

Speaker 13

Oui. Bonjour, Amaury de Grandvillier, actionnaire de Vivendi- Amaury de Grandvillier. I'm a shareholder at Vivendi. I'd like to congratulate you for your financial results, first of all, and I'd also like to thank you for giving us the Wi-Fi code, because thanks to that, I was able to buy, shares at less than EUR 9.8, so at a share price, that is less than the share price it, as it was at the same time last year. So that's my first reason to thank you. Secondly, I'd like to talk about Canal+. I have a single question. As I understand it, Canal+, increased their capital by EUR 3.4 billion. It's kind of a technical operation because it is being underwritten by Vivendi SE, their only shareholder.

Generally, transactions of this nature, so, they're kind of, current account transactions, are done before divestment. So my question is very simple, and I think it's in the interest of Vivendi SE: Are you imminently expecting the sale, the disposal of part of Canal+'s capital, either to shareholders or through an IPO, even before, the demerger that you're working on? Are you, are you considering a divestment? As you know, the sector is, quite, hot. The market's quite hot right now. Mediawan, just yesterday, concluded a transaction with Leonine and became the second largest right behind StudioCanal in Europe. I believe that to be true. KKR , brought the Leonine shares that he owned to the deal.

So suffice to say that I think that we need to seize opportunities as they come up, as you suggested as part of your plan. Are you going to sell part of Canal+, as you did with UMG? So selling part of that capital before the rest of the transactions, to maybe push the share price up towards 16 EUR per share, because under 10 EUR is really unacceptable given the financial results. As a minimum, please make sure that the share price remains above 10 EUR. 10.00 EUR really is a minimum for employees and shareholders, especially the employee representatives, 'cause we don't get any presence payout. We get paid out by a little dividend and a share price. Thank you.

Arnaud de Puyfontaine
Chairman of the Management Board, Vivendi

Thank you for your question, and I, I congratulate you for picking up shares at EUR 9.8. I was a little bit busy, otherwise I'm sure I would have done the same.

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

No, the plan that we're looking at really is the plan that I described this morning as we presented a partial divestment of Canal+. The recapitalization, I think François can jump in on this after me, really was to help us in that transaction and to get Canal+'s debt to a reasonable level. François?

François Laroze
CFO, Vivendi

Yes, this, so this is a current account- ...conversion that we've had for years. This isn't due to losses, but significant acquisitions that were carried out, M7, for example, and more recently, increasing our stake in MultiChoice. We believed that it was important to give all of our businesses the means to develop, so we converted the current account to keep the financial costs impact low on Canal's accounts. So we believe this is in the interest of Canal and serves their ambitions. Thank you very much. `Back to Zone One.

Speaker 13

Bonjour, [Foreign Language] . Good morning. I'm an individual shareholder. Two questions: our stake in UMG, 10%, represent about EUR 5 billion. What's our power of influence on UMG? What are the synergies that UMG can forge with the various companies of the group? And if the split plan, the stake would be worth way over half Vivendi SE, will this equity interest still remain in the group? 2024 is the first year of the CSRD reporting requirement. What are Vivendi's requirements in respect of its supply chain? It's a major issue of concern for small companies in France. Thank you.

Arnaud de Puyfontaine
Chairman of the Management Board, Vivendi

Thanks for your question. Obviously, everything that concerns CSRD is, of course, being assimilated. We have a board training session on that very soon, and Vivendi will remain extremely virtuous in this regard.

Everything that concerns CSR, even if CSRD is extremely onerous in its application, but of course, we'll do our utmost in order to maintain the ecosystem partnership with Vivendi on UMG. Obviously, I can't comment on the future of a listed holding. What's certain is that the UMG share price, the UMG valuation has risen significantly over the past years. It's 10% higher than it was in its IPO. In fact, it was far higher than what we expected at the time of the listing. And today, Vivendi has the influence of minority shareholder. I mean, UMG is self-standing. Vivendi is represented indirectly at the supervisory board by Cathia Lawson-Hall and then through Bolloré, it of course seeks to help the company when required.

As regards synergies that remain with Vivendi, well, to say the sister companies that have become cousins, and if there's an interest, we'll continue to work together. There was an agreement in everything around health, how music can improve health, for which Havas is very much involved, and these are collaborations that exist in the interest of both parties when both parties feel that they need to work together. That's what... Maybe just one last question there from the third row.

Speaker 13

Yes, hi. Represent the Discovery Fund, 120,000 shares. Thank you for the very interesting presentation on the discount, and congratulations to the board for launching this process to review the value of the group. On the split, what prevents you to moving faster to implement the plan? Of course, I appreciate it's a complex plan, but why do you have to wait another year to bring it to fruition? It's possible that the listing of some of our future daughter companies be done outside France, and notably to limit some tax friction. And you said, of course, you need some regulatory green lights. Do you see any obstacles looming on that front?

Yannick Bolloré
Chairman of the Supervisory Board, Vivendi

Well, thank you for that. On the timing, quite frankly, it's pretty tight. I mean, it's a mammoth project to split it into three entities, means working with the staff representatives on the employee front, to make sure that it's gonna create value for our employees, as Arnaud said. So April 2025 seems a long way away.

It's important to have time to prepare, to assess the impacts, to decide to move forward. We'll decide altogether 'cause the plan will be put to your vote. On listing locations, Vivendi will remain. It's a partial split, so Vivendi will remain listed where it is. For the others, the listing locations are being looked at with the pros and cons for each. It's part of things that, of course, requires more time in the rollout. And for the green lights from the regulatory front, I mean, no major. It's the shareholder vote, really, that will decide. Maybe just a word on the first part of your question on the timeline.

Let me remind you that, 13th December last, when we announced the agreement of the supervisory board to conduct this study, we were looking at 12-18 months. So if, we're going along the lines, as, Yannick said, we'll be in line with the timing of events anticipated. It's obviously a plan that's, substantial. We need to be very precise. There are a number of, moving parts that we need to put into place, and that's what we're doing in the interest of all, stakeholders of the transactions and people concerned, including our, beloved shareholders. Thank you.

Okay, thank you very much. Let's move on now to the vote on our resolutions. It's already 12:20 P.M. here in Paris, and I know that some of you have lunches to attend. Please feel free to send any questions you may have in writing. We'll make sure to get to any questions that are still outstanding. Frédéric, the floor is yours. First of all, I would like to say that the final quorum is 70.15%. We have 25 resolutions put to your approval, presented by your management board and supervisory boards. As is the case each year, the voting system is electronic. If there is a technical failure, you all have a card enabling you to switch over to a manual vote if you need to.

Sylvain Thomazon and Denis Ghalib , our bailiffs, will draw up the minutes of the vote and make sure that everything is fair. You can vote as soon as the countdown appears on screen. Press one for; press two for against; and press three to abstain. And your handset will show for received, opposed received, or abstention received to show that your vote has indeed been taken into account. Let's get things started off with the ordinary business. First resolution: approval of the annual reports and accounts for the financial year 2023. Voting is now open. Voting is closed. And the first resolution is approved. Second resolution: approval of reports and consolidated financial statements for FY 2023. Voting is now open. Voting is closed. The second resolution is approved. Third resolution: approval of the statutory auditor's special report on regulated agreements.

Voting is now open. [Foreign Language] . Voting is closed. The third resolution is adopted. Fourth resolution: appropriation of net income for 2023, setting the dividend and payment date. Voting is now open.

[Foreign Language] . Voting is closed. The fourth resolution is adopted. Fifth resolution: approval of the information in Article L. 22-10-9 of the French Commercial Code contained in the corporate governance report. The voting is now open.

[Foreign Language] . Voting is closed. The fifth resolution is approved. Sixth resolution: approval of the compensation paid or allocated in 2023 to Mr. Yannick Bolloré, Chairman of the Supervisory Board. The voting is now open.

[Foreign Language] . Voting is closed. The sixth resolution is approved. Seventh resolution: approval of the components of compensation paid or allocated in 2023 to Mr. Arnaud de Puyfontaine, Chairman of the executive board. Voting is now open.

[Foreign Language] . Voting is closed. The seventh resolution is adopted. Eighth resolution: approval of the components of compensation paid or allocated in 2023 to yours truly, member of the management board. Voting is open.

[Foreign Language] . Voting is closed. The eighth resolution is adopted. Ninth resolution: approval of compensation paid or allocated in 2023 to Mr. François Laroze, member of the Management Board. Voting is now open.

[Foreign Language] . Voting is closed. Ninth resolution is approved. Tenth resolution, approval of compensation paid or allocated in 2023 to Mrs. Claire Léost, member of the Management Board. Voting is now open.

[Foreign Language] . Voting is closed. The tenth resolution is adopted. Eleventh resolution, approval of compensation paid or allocated in 2023 to Mrs. Céline Merle-Béral, member of the Executive Board. Voting is open.

[Foreign Language] . Voting is closed. The 11th resolution is adopted. Resolution 12, approval of compensation paid or allocated in 2023 to Mr. Maxime Saada, member of the Executive Board. Voting is now open.

[Foreign Language] . The voting is closed. The 12th resolution is adopted. 13th resolution, approval of the compensation policy for the Chairman of the Management Board and members of the Supervisory Board for 2024. Voting is now open.

[Foreign Language] . Voting is closed. Resolution 13 is adopted. Fourteenth resolution, approval of the compensation policy for the Chairman of the Management Board for 2024. Voting is now open.

[Foreign Language] . Voting is closed. The fourteenth resolution is approved. Fifteenth resolution, approval of the remuneration policy for members of the Management Board for financial year 2024. Voting is now open.

[Foreign Language] . Voting is closed. The fifteenth resolution is adopted. Sixteenth resolution, reappointment of Mr. Yannick Bolloré, Supervisory Board member. Voting is now open. [Foreign Language] . Voting is closed. The sixteenth resolution is adopted. Seventeenth resolution, reappointment of Mr. Laurent Dassault as member of the Supervisory Board. Voting is now open.

[Foreign Language] Voting is closed.

[Foreign Language] The seventeenth resolution is adopted. [Foreign Language] . Eighteenth resolution, appointment of Grant Thornton as statutory auditors. Voting is now open. [Foreign Language] . Voting is closed.

[Foreign Language]

Maxime Saada
Chairman of the Management Board, Canal+

Eighteenth resolution is adopted.

[Foreign Language]

Nineteenth resolution

[Foreign Language]

As statutory auditor in charge of certifying sustainability information. CSRD, as we mentioned. Voting is now open.

[Foreign Language]

Voting is now closed. Nineteenth resolution is approved. Twentieth resolution, appointment of Deloitte & Associés as statutory auditor in charge of certifying sustainability information. The voting is now open.

[Foreign Language]

Voting is now closed.

[Foreign Language]

20th resolution is approved. 21st resolution, authorization to the Management Board to purchase company's own shares up to a maximum of 10% of the capital stock. Voting is now open.

[Foreign Language]

Voting is closed. The 21st resolution is approved. Moving on now to the extraordinary AGM components. 22nd resolution, authorization given to the Management Board to reduce share capital by canceling shares up to a maximum of 10% of the share capital. Voting is now open.

[Foreign Language]

Voting is closed. The 22nd resolution is approved. 23rd resolution: Authority granted to the Management Board to increase the share capital for the benefit of employees and retired employees who are members of the group savings plan without maintaining shareholders' preemptive subscription rights. The voting is now open.

[Foreign Language]

Voting is closed.

Speaker 14

[Foreign Language]

23rd resolution is approved. 24th resolution. This is delegation of authority to the management board to decide to increase the share capital for the benefit of employees of Vivendi's foreign subsidiaries, who are members of Vivendi's International Group Saving Plan, or for the purposes of setting up any equivalent mechanism without maintaining shareholders' preferential subscription rights. Voting is now open.

[Foreign Language]

Voting is closed. Resolution 24 is approved. 25th resolution: Power, sorry, to carry out formalities. Voting is now open.

[Foreign Language]

Voting is closed. Resolution 25 is adopted. I would like to remind you that the details of the vote will be made available on our website at the end of this AGM. Thank you very much, Frédéric. Thank you very much, dear shareholders. All of the resolutions have been adopted. Your trust confirms that we are making the right choices and encourages us to continue to pursue our strategy. Now, before adjourning the meeting officially, I would like to thank all of the teams who have contributed to the smooth running of this annual general shareholders meeting. Thank you to the teams at Vivendi, L'Olympia, Shortcut, and everyone who helped make this event possible. Thank you, shareholders. The meeting is now adjourned.

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