Annual Report • Jun 15, 2023
Annual Report
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BENETEAU S.A. - French limited company (société anonyme) with a share capital of €8,278,984 Registered office: 16 boulevard de la Mer, 85803 Saint-Gilles-Croix-de-Vie, France La Roche-Sur-Yon trade and company register: B 487 080 194 - APE: 6420Z Financial year: January 1 to December 31, 2022
The PDF and printed versions of this annual financial report are copies of the XBRL version filed with the AMF.
| 1 | 2022 business and |
10 |
|---|---|---|
| performance | ||
| 1.1 | Key business developments and operational results for the divisions |
10 |
| 1.2 | Group's financial performance | 14 |
| 1.3 | B·Sustainable program's deployment | 17 |
| 1.4 | Outlook | 18 |
| 2 | Risk factors and control |
19 |
| environment | ||
| 2.1 | General internal control organization | 19 |
| 2.2 | Principal risk factors | 21 |
| 2.3 | Procedures for the preparation and processing of accounting and financial information |
27 |
| 2.4 | Vigilance plan | 28 |
| 3 | Sustainability Performance Report |
31 |
| 3.1 | CSR at the heart of Groupe Beneteau's strategy |
32 |
| 3.2 | Ethical Growth pillar | 39 |
| 3.3 | Engaged Crew pillar | 46 |
| 3.4 | Preserved Oceans pillar | 53 |
| 3.5 | ApplicationoftheEuropeanTaxonomy | 62 |
| 3.6 | CSR reporting methodology, scope and summary |
70 |
| 3.7 | Report by the independentthird party on the Sustainability Performance Report |
81 |
| 4 | Groupe Beneteau |
86 |
| consolidated financial |
||
| statements | ||
| 4.1 | Key developments for the year | 93 |
| 4.2 | Accounting principles | 94 |
| 4.3 | Basis for consolidation and key developments for the year |
96 |
| 4.4 | Segment reporting | 100 |
| 4.5 | Operational data | 103 |
| 4.6 | Staff costs and employee benefits | 108 |
| 4.7 | Intangibleassets,property,plant andequipment, andnon-currentfinancial assets |
112 |
|---|---|---|
| 4.8 | Provisions and contingent liabilities | 120 |
| 4.9 | Financing and financial instruments | 121 |
| 4.10 | Corporate income tax | 134 |
| 4.11 | Equity and earnings per share | 136 |
| 4.12 | Information concerning related parties | 138 |
| 4.13 | Events after the reporting period | 139 |
| 4.14 | Statutory auditors' fees | 140 |
| 4.15 | Statutory auditors' report on the consolidated financial statements |
141 |
| 5 | Beneteau SA annual |
146 |
| financial statements |
||
| 5.1 | BENETEAU S.A. management report | 147 |
| 5.2 | BENETEAU SA annual financial statements |
151 |
| 5.3 | Notes to the annual financial statements |
154 |
| 5.4 | Statutory Auditors' report on the financial statements |
168 |
| 6 | Board of Directors' |
172 |
| corporate governance report |
||
| 6.1 | Operations and composition of the governance bodies |
173 |
| 6.2 | Compensation for corporate officers | 179 |
| 6.3 | Conditions for shareholder participation in general meetings |
185 |
| 7 | 2023 General Meeting |
188 |
| 7.1 | Board of Directors' supplementary report |
189 |
| 7.2 | Description of the treasury stock buyback program |
191 |
| 7.3 | Statutory auditors' special report on related-party agreements |
193 |
| 7.4 | Statutory auditors' report on capital operations |
194 |
| 7.5 | Proposed resolutions | 196 |
| 8 | Statement by the person responsible for the 2022 |
201 |
Annual Financial Report
Chairman Yves Lyon-Caen
Annette Roux Marie-Hélène Dick Anne Leitzgen Sébastien Moynot (Bpifrance) Catherine Pourre Clément Boyenval (director representing employees) Claude Brignon* Luc Dupé* Christian de Labriffe*
* Observer
Chief Executive Officer
Bruno Thivoyon
Deputy CEO Gianguido Girotti
ACCIOR - ARC PricewaterhouseCoopers Audit
82,789,840 shares with a par value of €0.10
Share capital: €8,278,984
At December 31, 2022, BERI 21, a limited company owned by the family group, held 54.36% of BENETEAU SA's capital.
To the best of our knowledge, no other shareholders own more than 5% of BENETEAU SA's capital.
Company name: BENETEAU Listed on: Euronext Paris Compartment: Eurolist Compartment B Date listed: March 1984 Stock name: BENETEAU ISIN: FR0000035164 Listed share par value: €0.10 Number of shares: 82,789,840 Voting rights: Yes Entitlement to ordinary dividend: Yes
Investor and Shareholder Relations Tel: +33 (0)2 51 26 88 50
A global market leader, Groupe Beneteau, thanks to its Boat Division's nine brands, offers nearly 155 recreational boat models serving its customers' diverse navigational needs and uses, from sailing to motorboating, monohulls and catamarans.
Its Housing division is a major European player for leisure homes, lodges and pods, with its three brands offering a wide range of products. It has 900 employees across six production sites in France and one in Italy.
With its international industrial capabilities, across 22 production sites, and global sales network, the Group employs 7,884 people, primarily in France, Poland, the United States, Italy and Portugal.
Now present in the daily or weekly rental sector, through its interests in Boat Clubs (Your Boat Club) and charter companies (Dream Yacht and Navigare), Groupe Beneteau is continuing to expand its range of services, historically led by SGB Finance, for financing, and Band of Boats, for digital development.
During the last three years, Groupe Beneteau has successfully met, with agility, expertise and passion, a large number of challenges, from health to logistics and economic aspects, while transforming its business model to make it more profitable and more flexible. Now backed by a rational and ambitious product plan and a better performing industrial footprint, the Group is targeting profitable and sustainable growth: profitable, thanks to the ramping up of our premiumization, and sustainable, by incorporating alternative propulsion solutions across our entire portfolio from 2030, along with biosourced, recycled and recyclable materials when building our boats.
In a still buoyant market context, the Group successfully got back on track for profitable growth. It recorded strong growth in its revenues and income from ordinary operations in 2022.
The robust development of all the markets that the Group operates on, the quality of its product offering, and the excellent operational execution achieved despite the supply chain disruption that affected the entire industry enabled Groupe Beneteau to set two historic records, with over €1.5bn of revenues and €150m of income from ordinary operations. All of the Group's teams once again showed extraordinary levels of commitment and dedication to achieve the initial ambition from the Let's Go Beyond! strategic plan from 2022. The Group is therefore perfectly positioned to achieve its new objective looking ahead to 2025, and is now targeting revenues of €1.8bn to €2bn, with an expected operating margin of 11.5%, in the upper range of revenues.
Bruno Thivoyon Groupe Beneteau Chief Executive Officer
| €m | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Revenues | 1,508.1 | 1,227.1 | 1,344.4 |
| - Boats | 1,250.9 | 1,044.7 | 1,151.1 |
| - Housing | 257.2 | 182.4 | 193.3 |
| EBITDA* | 229.2 | 181.6 | 93.0 |
| % EBITDA / revenues | 15.2% | 14.8% | 6.9% |
| - Boats | 198.8 | 163.4 | 82.8 |
| - Housing | 30.4 | 18.3 | 10.1 |
| Income from ordinary operations | 154.7 | 95.8 | -8.1 |
| % income from ordinary operations / revenues | 10.3% | 7.8% | -0.6% |
| - Boats | 131.8 | 84.7 | -10.8 |
| - Housing | 22.8 | 11.1 | 2.7 |
| Non-current operating income | 2.7 | 1.3 | -78.5 |
| - Boats | 2.4 | -0.2 | -75.1 |
| - Housing | 0.3 | 1.5 | -3.4 |
| Net income (Group share) | 103.1 | 73.4 | -80.9 |
| Net earnings per share | 1.25 | 0.89 | -0.99 |
| Free cash flow | 28.3 | 176.3 | 25.1 |
| Net cash | 211.2 | 222.4 | 93.4 |
* EBITDA: earnings before interest, taxes, depreciation and amortization, and IFRS 2 and IAS 19 adjustments following IFRS GAAP, i.e. income from ordinary operations restated for allocation / reversal of provisions for liabilities and charges, depreciation charges and IFRS GAAP (IFRS 2 and IAS 19). See details in point 3 – Financial structure
Thanks to an excellent fourth quarter, Groupe Beneteau closed out FY 2022 with revenues of €1,508m, up 22.9% based on reported data compared with 2021. This performance reflects 15.6% growth at constant exchange rates for the Boat division and 41% for the Housing division.
Consolidated EBITDA climbed to €229m, representing 15.2% of revenues (vs. 14.8% in 2021), up 26.2%.
Full-year income from ordinary operations came to €155m for 2022, representing 10.3% of revenues, up 61.5% from 2021 (€96m).
Net income came to €103m for FY 2022, up 40.5% compared with 2021. It includes -€12m of financial income and expenses (vs. -€2m in 2021), in addition to the share of associates, representing a -€2m expense.
Free cash flow generated during the year totaled €28m. This includes a normalization of finished product inventory levels (+€83m) and an increase in stock levels covering raw materials (+€27m). Net investments totaled €69m, coming in €9m higher than the level of depreciation for the year. They include the finalization of the plan to restart the Sainte-Hermine site for the Housing business (€7m).
Net cash, including €24m of dividend payments, totaled €211m at December 31, 2022.
Although significantly affected by the supply chain disruption, the Boat division was able to catch up with the delays with billing from the first half of the year (around €80m) thanks to an excellent fourth quarter and recorded full-year revenues of €1,251m in 2022, up 19.7% on a reported basis (+15.6% at constant exchange rates). The Boat division's growth, consistent across the two sailing and motor activities, benefited from the measures rolled out at the start of 2022 to increase production capacity, particularly for the Multihull Sailing and Dayboating segments.
Repositioned within four strategic markets (Dayboating, Real Estate on the Water, Monohull Sailing and Multihull Sailing), Groupe Beneteau's nine brands continued building on their growth in 2022, thanks to their ongoing premiumization strategy and the product portfolio's rationalization.
The "motorboat" business, which now represents nearly 58% of the Boat division's revenues, was driven by the robust development of all of the Group's brands in the Dayboating segments (motorboats up to 40 feet). This performance reflects the continued development of distribution in the United States for the Beneteau and Jeanneau brands, and the growth of the three American brands, WELLCRAFT, FOUR WINNS and SCARAB (+26% at constant exchange rates), as well as the premiumization achieved on the premium segments, illustrated by the successful launch of the Wellcraft Commuter 355 and Jeanneau DB43 models.
The increase in capacity in Poland and the ramp-up in Portugal and Tunisia are accompanying the increase in demand with the continued development of a worldwide distribution network for the European and American brands.
In the Real Estate on the Water segments, the PRESTIGE brand is moving forward with its premiumization around "French Art de Vivre", developing a range of 50 to 70-foot motor catamarans, some of which will be built at the Monfalcone site (Italy). The excellent response to the first power catamaran - M48 - is also contributing to the Group's good order book trends. This premium range is being rolled out alongside the long-range cruising models offered by the BENETEAU brand Beneteau with its Trawlers line. While the Monte Carlo Yachts brand gradually shut down its operations, the new DELPHIA brand focused on boats for inland waterways developed, thanks in particular to the introduction of its D11 model, with 30% of orders recorded for its 100% electric version.
The "sailing boat" business was supported by the upturn in sales to charter professionals, with 31.8% growth for the year, as well as the strong levels of interest in sustainable development among recreational boat users. The Group, a global sailing market leader, increased its production capacity for 40 to 60 foot yachts and is ramping up the integration of ecoresponsible innovations within its product offering.
In the monohull segments, the premiumization strategy was illustrated by the launch of the Oceanis 60 and Jeanneau Yachts 55 models. The renewal of the First range was a major success, with the First 36 model winning a number of awards. Growth in the multihull segments was driven by the success of the EXCESS brand, which is now ranked fifth on the market following the launch of the new Excess 14, and the operations rolled out at the start of the year to increase production capacity with a view to accompanying the LAGOON brand's dynamic growth.
In this context, the Boat division recorded €131.8m of income from ordinary operations (10.5% of Boat revenues, up 2.4 points vs. 2021). This reflects the increase in business across all of its segments, the continued reduction in depreciation, and the good operational performance by the teams, who were able to limit the impact of the disruption affecting supply chains, as well as the effective forward planning to anticipate the impact of inflation and the favorable change in exchange rates during the year. This result also factors in the launch costs for a new industrial unit set up in Portugal and the treatment as expenses of development costs relating to a new ERP using SaaS software.
The disposal in 2022 of the final boats from the Monte Carlo Yachts brand, depreciated as part of the Let's Go Beyond! plan, is reflected in €2.4m of non-current operating income.
| €m | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Revenues | 1,250.9 | 1044.7 | 1151.2 |
| Income from ordinary operations | 131.8 | 84.7 | -10.8 |
| EBITDA* | 198.8 | 163.4 | 82.8 |
| Non-current operating income | 2.4 | -0.2 | -75.1 |
* EBITDA: earnings before interest, taxes, depreciation and amortization, and IFRS 2 and IAS19 adjustments following IFRS GAAP, i.e. income from ordinary operations restated for allocation / reversal of provisions for liabilities and charges, depreciation charges and IFRS GAAP (IFRS 2 and IAS 19). See details in point 3 – Financial structure
The information concerning subsidiaries, affiliated companies and associates is presented in point 12 of Groupe Beneteau's financials. The information for the BENETEAU S.A. subsidiaries is provided in point 3.4.3 of the BENETEAU S.A. financials.
Within the Boat business, the new business lines are developing.
To meet the expectations of recreational boat users increasingly effectively and further strengthen its network of distributors, the Group is continuing to develop its SEANAPPS platform. Since its launch announced in September 2021, this digital solution SEANAPPS was fitted on a fleet of over 2,000 boats in 2022, enabling owners to always keep connected with their distributors and the Group's various brands.
In 2021, Groupe Beneteau acquired minority interests in the weekly rental (Charter) or daily rental (Boat Clubs) sectors.
The weekly charter activities, which returned to pre-Covid levels of demand in 2022, have a fleet of around 1,000 boats in place and offer programs departing from around 50 bases worldwide.
The Boat Club business has developed strongly, with 10 new bases opened in the United States, taking the total number of bases in operation for this activity up to 35.
The robust development of the boat club and charter markets in 2022 enabled these new companies to record 27% growth in their full-year revenues, which are now back up to pre-Covid levels, combined with an €11m increase in their net income like-for-like.
The French leisure homes market leader, the Housing division recorded revenues of €257m for FY 2022, up 41% from 2021. This progress was supported by a very dynamic market in France and the division's continued international expansion, particularly in Southern Europe. Over the full year, the Housing division generated more than 25% of its revenues through exports.
Following the Luçon site fire in August 2021, the teams carried out exceptional work to restart operations in record time at the Sainte-Hermine site.
Driven by growth in the business and this exceptional operational performance, income from ordinary operations reached €23m in 2022. The division's operating margin came to 8.9%, up by nearly 3 points compared with 2021.
| €m | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Revenues | 257.2 | 182.4 | 193.3 |
| Income from ordinary operations | 22.8 | 11.1 | 2.7 |
| EBITDA* | 30.4 | 18.2 | 10.1 |
| Non-current operating income | 0.3 | 1.5 | -3.4 |
* EBITDA: earnings before interest, taxes, depreciation and amortization, and IFRS 2 and IAS19 adjustments following IFRS GAAP, i.e. income from ordinary operations restated for allocation / reversal of provisions for liabilities and charges, depreciation charges and IFRS GAAP (IFRS 2 and IAS 19). See details in point 3 – Financial structure
Income from ordinary operations came to €155m for 2022, representing 10.3% of revenues.
This performance reflects a 61.5% increase compared with 2021 (€95.8m). This +2.5 point improvement in the ordinary operating margin is consistent across both divisions (Boats +2.4 pts to 10.5% and Housing +2.8 pts to 8.9%). This reflects the combined impact of the increase in activity for the Boat and Housing divisions (+€21m), the continued reduction in depreciation (+€5m) and the operational performance achieved by the teams, which made it possible to limit the impact of the supply chain disruption and inflation (+€13m). This result also factors in the favorable change in exchange rates during the year (+€31m), as well as the launch costs for a new industrial unit set up in Portugal (-€5m) and the treatment as expenses of development costs relating to a new ERP using SaaS software (-€6m).
Operating income totaled €157m, including €2.7m of net income, factoring in the consequences for 2022 of the measures from the Let's Go Beyond! strategic plan, linked in particular to the discontinuation of the Monte Carlo Yachts brand, as well as the continued effects in 2022 of the fire in August 2021 at one of the Housing division's production sites.
| €m | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Financial income (expense) | (12.3) | (2.4) | (5.4) |
| Of which: | |||
| • Exchange rate gains (losses) | (10.2) | (0.5) | (2.3) |
| • Interest expense net of investment income | (2.1) | (2.0) | (3.1) |
Financial income and expenses totaled -€12.3m (vs. -€2m in 2021), primarily including income and expenses from foreign exchange hedging. The €10m net foreign exchange loss primarily reflects the difference between forward purchase and sales positions and the accounting exchange rate for recording transactions in US dollars and Polish zloty.
Since 2016, the Group has hedged its commercial currency risk based exclusively on currency futures.
Net income came to €103.1m for FY 2022, up 40.5% compared with 2021.
At December 31, 2022, the foreign exchange hedging positions were as follows:
For the year, the share of associates represents a -€2.4m expense.
EBITDA is calculated based on income from ordinary operations and no longer on operating income.
| €m | 2022 (12 months) |
2021 (12 months) |
|---|---|---|
| Income from ordinary operations | 154.7 | 95.8 |
| Current depreciation | 59.9 | 64.2 |
| Provisions | 8.7 | 14.1 |
| Other | 6.0 | 5.5 |
| EBITDA | 229.2 | 181.6 |
| €m | 2022 (12 months) |
2021 (12 months) |
|---|---|---|
| Income from ordinary operations | 154.7 | 95.8 |
| Non-current operating income | 2.7 | 1.3 |
| Depreciation | 60.4 | 64.2 |
| Provisions | 5.9 | 6.9 |
| Financial income (expense) | (12.3) | (2.5) |
| Tax | (43.4) | (21.2) |
| Dividends from associates | 7.8 | 1.8 |
| Net value of assets sold | (0.6) | 2.6 |
| Operating cash flow | 175.3 | 148.9 |
| Net cash flow from investments | (69.4) | (50.7) |
| Change in working capital | (75.6) | 83.7 |
| Other | 0.0 | 0.0 |
| Change | (2.0) | (5.5) |
| Free cash flow | 28.3 | 176.3 |
| Dividends / treasury stock | (38.5) | 1.0 |
| Change in scope | (0.1) | (47.9) |
| CHANGE IN NET CASH | (10.3) | 129.3 |
| Adjusted opening net cash position | 221.5 | 93.0 |
| Closing net cash position | 211.2 | 222.4 |
Net cash, following €24.5m of dividend payments, totaled €211m at December 31, 2022.
During FY 2022, the Group finalized the renewal of its cash management agreement with its entire banking pool, extending a €150m financing line through to 2027 and incorporating three CSR objectives. The Group is setting out its commitment to continue with its roadmap for improving workplace safety, reducing VOC emissions, and recovering non-hazardous waste.
Free cash flow generated during the year totaled €28m. This includes a normalization of finished product inventory levels (+€83m) and an increase in stock levels covering raw materials (+€27m).
Net investments totaled €69m, coming in €9m higher than the level of depreciation for the year. They include the finalization of the plan to restart the Sainte-Hermine site for the Housing business (€6.6m).
| €m | 2022 (12 months) |
2021 (12 months) |
|---|---|---|
| Capital expenditure | (73.9) | (54.5) |
| Income from disposal of fixed assets | 3.1 | 0.4 |
| Change in fixed asset-related liabilities | 1.4 | 3.5 |
| Net investments | (69.4) | (50.7) |
The Group's shareholders' equity represented €706m at December 31, 2022, compared with €630m at December 31, 2021.
Lastly, the return on capital employed (ROCE1 ) represented 32% at December 31, 2022 (vs. 24% at December 31, 2021 and 14% at August 31, 2019).
This increase reflects, for the past three years, the growth in the business, the improvement in operational profitability, the rationalization of investment strategies and the effective management of working capital requirements.
| €m | 2022 (12 months) |
2021 (12 months) |
|---|---|---|
| Revenues | 1,508.1 | 1,227.1 |
| Income from ordinary operations | 154.7 | 95.8 |
| % income from ordinary operations | 10.3% | 7.8% |
| Capital employed | 488.5 | 400.2 |
| Net fixed assets | 336.1 | 323 |
| Goodwill | 91 | 90.8 |
| Working capital requirements | 61.3 | -13.5 |
| ROCE | 32% | 24% |
No events likely to alter the presentation of operations for FY 2022 have occurred between the close of accounts and the date on which this report was prepared.
1 ROCE: Return on capital employed, i.e. the ratio between income from ordinary operations and the level of capital employed (net fixed assets including goodwill + working capital requirements).
Reflecting its proximity with the oceans and the support of a large number of its customers and employees, the Group has committed to an engaged CSR approach. After signing up to the United Nations Global Compact in 2020, the Group set up a CSR Committee, reporting to the Board of Directors, and is ramping up its approach with the deployment of its B·SUSTAINABLE program around three pillars:
As part of the stakes involved with the Ethical Growth pillar, the Bordeaux production site achieved ISO 9001 certification in 2022, taking the Boat division's activity rate at certified production sites up to 84%. The Group would also like to engage the entire industry around a sustainable development approach. By linking up with Ecovadis, an international firm specialized in solutions for assessing responsible purchasing and CSR performance, the Group aims to ensure that the majority of its suppliers are certified by 2025.
One of the core priorities with the Engaged Crew pillar is the workplace accident frequency rate, which shows a very strong improvement for 2022, despite a context of high recruitment levels. The frequency rate for accidents resulting in time off work fell by more than 25% in 2022 compared with 2021. This represents a reduction of more than 50% since a proactive approach was rolled out in all of the Group's facilities in 2016. In view of the progress made, a new target for a further 15% reduction has been set for the next three years.
Concerning the Preserved Oceans pillar, the Group made progress with the main indicators relating to its direct environmental impact. Specifically, it reduced the intensity of direct CO2 equivalent emissions (Scope 1&2) per thousand hours worked by 14% in 2022. In addition, the Group completed two life cycle assessments of the Boat division's products. They help the Group to draw up its innovation plan, which aims to offer alternative propulsion solutions across its entire portfolio by 2030, while gradually incorporating recycled resins into the industrialization of its boats.
The development partnerships in place with Torqeedo, Vision Marine and Volvo Penta will enable the Group to offer eco-responsible alternative propulsion solutions adapted for all of its models by 2030. The first boat sold with a 100% electric version, the DELPHIA 11 was named Boat of the Year 2022 in the sustainable development category. It is enjoying major commercial success for inland cruising in Europe. By 2025, DELPHIA will be the Group's first fully electric brand.
Another key step forward with this approach, the BENETEAU First 44, which had its world premiere at the Nautic Paris Boat Show, is built using the Elium recyclable resin and biosourced materials, and is fitted with an electric propulsion system. The Elium® resin was developed through three years of cooperation between the Group and Arkema, a leading French specialty chemicals firm. The BENETEAU First 44 sets out the Group's ability to develop and integrate environmentally responsible innovations that will help transform the entire boat industry.
Alongside this, in partnership with Multiplast, the Group will build around 100 JEANNEAU Sunfast 30-One Design units, continuing to move forward with the development and industrialization of fully recyclable sailing yachts.
These initiatives will make it possible to take action across the entire lifecycle of our boats, from upstream and production through to their use or decommissioning.
The Group's CSR approach and the deployment of the B·SUSTAINABLE program are presented in detail in the Sustainability Performance Report (§3 of this Annual Financial Report).
For the Nautic Paris Boat Show, the Group held an investor conference on December 5, 2022, during which it looked at the progress made with its Let's Go Beyond! plan and the outlook for 2025.
FY 2023 is getting underway with a solid order book in place, driving revenue growth of over 10%. Groupe Beneteau's revenues are expected to exceed €1,660m in 2023, enabling it to achieve, thanks to the operational progress made, over €170m of income from ordinary operations, representing 10.3% of revenues, in line with its new heading for 2025 focused on profitability.
Looking ahead to 2025, Groupe Beneteau is targeting €1.8bn to €2bn of revenues, with a compound average growth rate of around 10% per year. The ordinary operating margin could reach 11.5%, in the upper range of this forecast. The Boat division's four market segments are all contributing equally to this profitable growth, alongside the Housing business and the progress with operational performance levels.
The commercial performance levels recorded at the latest winter boat shows, the robust development of the segments for boats over 8 meters and the positive response seen in the last few months for the Group's various new models confirmed the relevance of the Boat division's "value focused" strategy. While dealership inventory is back up to pre-Covid levels, growth in the order book is expected to enable the Boat division to record revenue growth of over 10% at constant exchange rates in 2023. The premiumization strategy will enable the division to continue to increase its ordinary operating margin, which is expected to reach over 10.5% in 2023, higher than 2022, which benefited from particularly favorable exchange effects.
Looking ahead to 2025, the Boat division is supported by a rationalized and ambitious product portfolio, incorporating the new expectations observed on its Dayboating, Real Estate on the Water, Monohull Cruising and Multihull Cruising markets. It is continuing to build on its international and sustainable growth, targeting revenues of €1.5bn to €1.65bn by 2025. In the Motor segments, annual sales growth is expected to reach 12% to 14% by 2025, with 7% to 10% for the sailing segments.
The Housing division is benefiting from the robust trends for the leisure home markets and is moving forward with its expansion on the European market. In 2023, the Housing division is expected to record over 15% growth in France and the rest of Europe, paving the way for it to achieve revenues of nearly €300m in 2023. The ordinary operating margin is expected to be over 9.5%, up +0.6 points versus 2022.
Looking ahead to 2025, while the French market will continue to see sustained growth, driven by this sector's robust development, particularly on the high-end segments, the export business, which represented just 17% of sales in 2019, is expected to generate nearly 30% of revenues by 2025.
Within Groupe Beneteau, internal control is defined as all the arrangements aimed at effectively managing activities and risks, while making it possible to ensure that operations are effective, secure and compliant.
Implemented by the Board of Directors and the Group's staff, internal control aims to obtain reasonable assurance and not an absolute guarantee concerning:
Risk management and internal control involve limitations resulting from numerous factors, including uncertainty about the outside world, the exercising of judgment and any errors that may arise due to technical or human shortcomings or simple mistakes.
In connection with the permanent control of the company's management and the remits granted to it under the bylaws, the Board of Directors regularly reviews the company's development strategy, including the product plan, the industrial plan, the three-year business plan and the pillars for the image and communications policy. Its work is prepared based on ad hoc meetings of the Strategic Committee. It is regularly provided with reports on the company's accounting and financial information. In its analysis, the Board of Directors is supported by the Audit and Risk Committee, which meets several times during the year, as necessary, with the statutory auditors.
It also refers to work conducted by the Compensation, Appointments and Governance Committee for decisions relating to compensation and benefits packages for the Chairman of the Board of Directors, Chief Executive Officer and Deputy CEOs.
The Audit and Risk Committee's role is to:
The Audit and Risk Committee's deliberations and decisions are presented to the Board of Directors.
The Committee's missions are as follows:
The CSR Committee's deliberations and decisions are presented to the Board of Directors.
The Strategic Committee prepares, documents and rationalizes the main strategic decisions that may be presented to the Board of Directors for approval.
Made up of the Group CEO, the Boat division CEO and the Chief HR and Transformation Officer.
They set the objectives for the short and medium term, and ensure that the measures adopted are effectively implemented with a view to reducing the likelihood of the main risks occurring and minimizing, if necessary, their consequences.
It comprises the top management team for the Boat activities and the Group's transversal functions. At December 31, 2022, it was made up of 47 people.
On a monthly basis, it aims to share the company's results and progress with the Group's major projects, in addition to supporting the Management Board with building innovative projects for the future of the Group.
Online meetings are organized each month. Once or twice a year, the Committee holds in-person meetings with a seminar format.
The operational management committees hold meetings for each division - Boat and Housing - and the new services activity. They meet on a regular basis.
In the Boat division, operational committees are organized in the following areas:
In the Housing division, operational committees are organized in the following areas:
The management committees supplement the operational committees.
They are convened by the Management Board and include the Management Board members, as well as the operational and functional managers from the Group's various business units.
They are responsible for monitoring changes in performance levels, proposing action plans in line with the objectives set by the Management Board, as well as setting up efficient and effective working methods for the main operational processes.
The Group's financial management team, liaising with the management control and accounting teams in the various business units, is responsible for:
The financial management team prepares the documents requested by the Audit and Risk Committee and participates in its work.
The statutory auditors provide the Group with reasonable assurance concerning the reliability and accuracy of the accounting and financial information produced.
All major management decisions, which involve a significant commitment for the company, are validated by the Board of Directors.
Each Group company's cash is centralized at holding level - Beneteau SA - under a cash pooling agreement.
The current accounts in euros accrue interest under the following conditions: 3-month Euribor +0.25% for lending and 3-month Euribor +1% for borrowing.
The current accounts in dollars accrue interest under the following conditions: 3-month US Libor +1.2% for borrowing.
The Group's cash is invested exclusively in risk-free vehicles, such as short-term certificates of deposit, with banks chosen by the Executive Management team following a review by the Board of Directors.
The Group may hedge its medium-term borrowings using interest rate swaps.
The Group carries out foreign-exchange hedging operations on the US Dollar and Zloty, based on forward sales and purchases. Hedging decisions are taken by the Group's executive leadership team and operations are set up by the holding company.
A credit management procedure was put in place in 2007, based on written provisions. The Group has an advisory role and not a decision-making role in relation to the financial institutions.
A risk committee meets each month. The credit manager presents all the reports and an update on the situation for outstanding liabilities, as well as the risk assessment. The most important decisions are validated by the risk committee.
Ad hoc meetings may be held in addition to this monthly meeting if necessary. More specifically, credit committee meetings are held on a regular basis (two to four times per year) with SGB Finance and Wells Fargo with a view to analyzing the financial position of distributors and the inherent risks involved.
Weekly monitoring of late payments and outstanding trade receivables makes it possible to effectively monitor financial risks. The Group is notified as soon as any late payments are recorded for credit lines.
Boats are paid for before departure or financing approval is obtained beforehand from the financing structures (SGB Finance, Wells Fargo, Shore Premier Finance or BOQ).
Outstanding customer payments are financed under an SGB Finance, Wells Fargo or Shore Premier Finance credit line, the amount of which is determined jointly by these organizations and the management team in charge of the brands concerned. For SGB Finance, it is based on four financial ratios, which determine a credit line representing up to 40% of the target set by the brand at the start of the season. In addition to this line, specific lines may be set up, particularly for financing boats that are pre-sold to end customers.
The brands have a contractual commitment to take back any new boats that have not been paid for. During the contractual financing period, the financing organization depreciates the capital, with the boatyards' commitment then representing the difference between the amount financed and the amount of the capital depreciation.
The boatyards may approve an extension of this financing period, but will then request a further repayment.
At least once a month, a report is provided by the financing organizations and enables the credit manager to ensure the consistency of the various credit lines and the financing facilities granted, as well as compliance with partial repayments over the period.
The credit manager liaises with the various financing companies in order to anticipate any problems and reports on any difficulties to the risk committee.
In 2022, a distributor went bankrupt, which did not result in any financial loss for the Group.
Before opening a customer account, a financial analysis is carried out by the Cash Management department. This approach is systematically combined with a request for credit insurance cover with Coface for orders excluding financing. The conditions for payments are then defined based on the cover provided by Coface.
The Cash Management department regularly monitors the levels of liabilities outstanding and the Sales Administration / Collection manager may block orders from being accepted and deliveries from being made.
A customer risk committee meets regularly, bringing together the Commercial Director, the Finance Director, the Cash Management department and the Sales Administration / Collection manager. This committee is responsible for reviewing overdue receivables in arrears and handling critical cases.
In 2021, the revenues recorded by the Group in Russia, Ukraine and Belarus represented around 1% of its consolidated revenues. The order book for this same region represented less than 1% of the total order book at December 31, 2021.
As a result of the Russian-Ukrainian conflict, the Group suspended its boat shipments to Russia and Belarus within the first days of the conflict in 2022, even before the embargo was put in place by the United States and the European Union. These boats were able to be reallocated to other regions in view of the conflict's development.
Groupe Beneteau does not have any industrial facilities in Ukraine, Russia or Belarus or any suppliers that it would be dependent on for its Boat or Housing activities.
From February 25, 2022, our Polish teams at DELPHIA organized convoys to the Ukraine-Poland border to collect the families and friends of our Ukrainian employees. At the time, we had 84 Ukrainian staff.
At December 31, 2022, we had 101 Ukrainian staff, and we have helped 24 children and their mothers to flee the fighting.
We have provided €60,000 of financial support directly to families of refugees or non-profit organizations, and made available a hangar in Saint Gilles Croix de Vie to collect clothing and non-perishable food for Ukraine.
All IT security-related issues are overseen by the IT services security manager, who heads a dedicated unit focused on:
Every month, the IT services security manager chairs an IT security committee, which looks back over the past period's events and defines the priorities and the actions to be carried out over the following period.
Vulnerability audits are regularly carried out by a specialized external company. IT backups are carried out and controlled by the IS Department's operations team.
All of the Company's IT data are backed up daily. For the companies based in France, backups are made at two different locations. For the companies based in other countries, local backups are regularly outsourced. The data are then kept in line with a daily, weekly, monthly and yearly archiving plan determined based on the criticality and shelf life of the information concerned.
The Group is continuing to update its business continuity plan (BCP) for its key management software enabling business to resume in the event of an incident or cyberattack. This also includes the review of the IT risks matrix.
The IT teams work to put in place actions to monitor and continuously improve IT security.
The IT teams are supported by an external Security Operations Center (SOC) to ensure monitoring for mission-critical IT services.
• They handle all the critical security alerts escalated from our detection units.
The IT teams are continuing to implement additional security measures with a view to increasing protection levels and reducing vulnerabilities that could be exploited by cybercriminals.
Managing supplier risks effectively is essential in order to ensure the continuity of production. This involves setting up means of control on several levels:
Around 50 strategic or vulnerable suppliers are specifically monitored. The objective is to ensure the long-term viability of partner firms and anticipate any difficulties they may face as early as possible.
This approach is combined with financial monitoring: through subscriptions to accounting and financial monitoring services for a list of suppliers selected by the purchasing department, or a more detailed financial review requested by the purchaser from the credit manager.
The purchasing department and the financial departments work together to improve the monitoring of supplier risks.
The main suppliers (around 100, representing nearly 80% of material purchases) have signed a quality, logistics and environment agreement.
This agreement sets out a framework for our requirements in terms of timeframes, traceability, environmental standards, flexibility and quality.
In addition, the Group defines a contractual framework for its relations with its major and strategic suppliers through purchasing agreements. These agreements may cover a number of years.
There are always several sources for a given area of expertise. Nevertheless, the Group is not safe from the risk of certain products not being able to be replaced without a new development by the product development department. In such cases, there is a risk of certain productions being temporarily stopped or disrupted due to an interruption in the flow of supplies.
These risks are clearly identified, regularly assessed and restricted to a limited number of products.
Supplies are overseen on a daily basis using tools for monitoring the fulfillment rate, delays and interruptions. Safety stocks are set up depending on the product's critical nature and the supplier risk.
Supplies also benefit from a tool for forecasting requirements, which makes it possible to detect and address any capacity risks with a forward-looking approach.
The purchasing and logistics departments work to continuously improve the procedures and controls intended to ensure the Group's compliance with the requirements of the French Sapin II and Potier Laws.
European customs authorities have awarded their AEO label to Groupe Beneteau. BENETEAU SA, the Group holding company, and its subsidiary SPBI are approved as authorized economic operators. This certification is intended to facilitate international trade in goods, with a trust-based agreement between the customs authorities and our Group, obtained following an audit of our administrative and production sites.
In line with the executive management team's instructions, faced with any significant issue and any contract to be set up with third parties, all managers are required to notify the legal and insurance department as quickly as possible.
Since the legal and insurance department primarily has an advisory role in relation to the executive management team and the company's various operational and functional departments, each of the company's departments has a responsibility to notify the legal department. Upstream from projects, the legal and insurance department, and the legal team in particular, is involved in drawing up, negotiating and drafting the main agreements and contracts of BENETEAU SA and its subsidiaries, working closely with the operational units concerned, with a view to securing the interests of the Group and its managers. The legal and insurance department, in its advisory role, is responsible for assessing and clarifying the choices of the executive management team and the various operational and functional departments in relation to the level of the legal risk taken by the company in connection with its operations: nevertheless, it is still dependent on the effective assessment of risks by the various managers concerned.
For the management and monitoring of pre-litigation or litigation cases, the legal and insurance department is responsible for follow-up and monitoring, liaising with the after-sales service teams and the brand directors, and regularly reports to the executive management team on the significant risks relating to these cases, to enable the executive management team to quickly understand the stakes involved, helping it with the management of the business, while minimizing the risks linked to these cases, which might sometimes be sensitive for the Group.
The legal and insurance department also seeks to optimize and ensure the long-term viability of the insurance policies taken out for BENETEAU SA and all its subsidiaries to protect the Group's interests against potential incidents, while ensuring that the costs involved with this protection are and will continue to be at a level that safeguards the competitiveness of the subsidiaries on their global markets. This long-term insurance policy requires a trust-based partnership with insurers and a good quality broker.
In addition to the insurance policies required by law, BENETEAU SA takes out liability insurance covering damages to third parties that its subsidiaries could be responsible for, as well as covering the damages - sometimes major - that either itself or its subsidiaries could sustain, whether from conventional risks, such as fires, or more exceptional events, such as the cyberattack that the Group had to contend with in 2021. The amounts of cover are adapted in line with the risks faced.
For all the insurance policies, the deductibles are adapted based in particular on the type of risk covered to optimize the overall cost for BENETEAU SA depending on the probability of claims occurring, while effectively negotiating the amount of premiums for each policy, aligned as closely as possible with the actual requirements.
Lastly, coordinating operations closely with their property and casualty insurers, BENETEAU SA and its subsidiaries are continuing to develop prevention and protection measures aimed at reducing the frequency and severity of incidents that could paralyze the activity of a particular site or all of the Group's sites.
Groupe Beneteau is opposed to all forms of discrimination, harassment and inequality in terms of opportunities or treatment and gender inequality.
The sexist or sexual harassment prevention actions are presented in §3.4 of the Sustainability Performance Report section.
Protecting the physical integrity and ensuring the safety of each employee is an absolute priority for Groupe Beneteau. The main risks relate to the industrial activities and concern exposure to hazardous chemical agents and dusts, manual load handling operations at workstations, falls from height, plant organization and product configuration aspects. The risks are assessed and ranked based on their severity, frequency and occurrence. Undesired events (near-miss accidents, treatments applied, accidents with or without time off work, occupational illnesses, fire outbreaks, spillage, etc.) are systematically recorded and analyzed. Action plans are rolled out to prevent them from reoccurring.
A major stake within the Group's CSR approach, the policy and action plans are presented in §3.1 of the Sustainability Performance Report section.
In the context of Groupe Beneteau, the health risk may result in operations being disrupted due to the unavailability of employees and, by extension, the unavailability of skilled replacements, which may also lead to a safety and quality risk, as well as a business continuity risk. The Covid-19 health crisis affected all of the sites and all of the countries where the Group operates.
The business continuity plan rolled out in response to the Covid-19 pandemic aimed to define the technical and organizational actions enabling the absenteeism rate to be kept within limits making it possible to maintain production activities at each site.
In 2021, the actions adopted the previous year continued to be rolled out: adapting the working times and organization in the plants, putting in place new guidelines for the use of communal areas at the production sites, and applying the health protocols and prevention measures. This prevention approach includes setting up communication and guidelines for staff and at workplaces, and providing appropriate personal protective equipment (masks, hand sanitizer, disinfection kits), in addition to cleaning and disinfecting workspaces and shared resources. When they were able to carry out their missions remotely, staff continued to work from home for all activities, across allthe subsidiaries and the various countries.
The Covid-19 Steering Committee, set up at Group level, has monitored developments with the health crisis each week. This Committee checks that the prevention measures applied are effective and recommends possible improvements. A Covid-19 memo is sent out every week to all employees.
The environmental stakes relating to the design, production and use of the Group's products are presented in detail in §4 of the Sustainability Performance Report.
Ensuring the safety and therefore the reliability and continuity of industrial operations requires prevention and protection actions to be carried out that cover the main risks, i.e. outbreak of fire, spillage and accidental pollution linked to fires.
For the Boat division and the Leisure Homes division, the Health, Safety, Environment and Energy (HSEE) Departments work, both at each site and centrally, on risk prevention with a view to ensuring the effective management of the processes and activities that are essential to the safety of products and people.
The prevention actions, such as passive defense measures (fireproof construction) and active defense measures (antispill barriers, firefighting resources, etc.), contribute to a primary prevention of the risk. They are combined with organizational measures (management of flammable liquids, fire permit checks, creation of in-house fire response teams) and training programs for dedicated staff and other employees (during onboarding, for first responders or for the first people to observe a fire) in order to help prevent unwanted events (fire, fire outbreak) or contain them as quickly as possible. If an unwanted event occurs, the protective systems in place help ensure that its impact is limited (annual exercises, deployment and checking of sprinklers and smoke evacuation systems, partitioning, monthly fire inspections, half-yearly inspection of retention areas, etc.).
The prevention and protection policy rolled out was approved when the insurer was changed for the Boat and Housing activities. Excluding the level of risk relating to site-specific natural disasters (riverside or coastal locations, seismic zone, forest fire), the level of prevention is considered to be consistent within the Boat and Housing divisions.
The internal emergency plans for the various sites are regularly updated and tested. Formalized exchanges are carried out with the local emergency services. These visits make it possible to effectively understand the environments at the various sites and to respond more effectively in the event of an incident. The dedicated instructions for emergency situations are displayed at the entrance to the sites to supplement the arrangements in place and ensure a quicker response (access, isolating valves, risk areas, etc).
All the sites have the capacity to contain a potential spillage accident, leak or fire extinction water thanks to the equipment in place (e.g. water-tight discharge areas, secure storage areas, shutter mechanisms, containment ponds, intervention kits and oil interceptors). This equipment is further enhanced each year to improve the prevention of spillage risks and is monitored.
For new construction operations (new sites, extensions or changes to existing sites), the protection systems are scaled in accordance with the potential risks. The receipt of this equipment is approved by the French national prevention and protection center (CNPP) in France. All of the Housing division sites are compliant with the APSAD regulations R4-5-7-18-19, and certificates of compliance are issued.
The "ETARE" plans for listed facilities are reported to the local and regional emergency services. Regular exercises are carried out with these emergency services to improve their ability to intervene at sites that they are already familiar with. Weekly tests to check that the fire sprinkler systems are working correctly are carried out at each production site and audits are regularly conducted to ensure that these checks are correctly followed up on.
In France, the Boat and Housing divisions are working closely with their insurers to look into new industrial projects and securing existing activities. Facilities are visited at all the sites, making it possible to highlight good practices and points for progress to be acted on with a view to reaching the levels of safety required for the entire Boat division.
The Housing division reviewed its safety arrangements. A safety visit is carried out during the annual shutdowns at all of the sites in orderto prevent any risks of malicious actions orfires breaking out. Thedivisionhas alsoput anumber of arrangements inplace, including: setting up a specific cabinet for charging portable electrical equipment, setting up electrical shutdowns during non-working hours, creating specific charging facilities for equipmentthatneeds tobe chargedduringnon-workinghours, defining a "security standard", modifying the cabinets for chemicalproducts,replacingthe lighting withLEDs, etc.
Groupe Beneteau has adopted a set of rules and methods making it possible to provide reliable financial information, notably with a view to:
The consolidated financial statements are presented in accordance with all the standards published by the International Accounting Standards Board (IASB) and adopted by the European Union (IFRS).
To meet these objectives, each Groupe Beneteau company notably applies an identical budgetary process.
A projected income statement is drawn up at the start of the financial year. During the year, the initial estimates are adjusted on two or three occasions.
These adjustments are based on the internal reports drawn up by each Group company.
Several departments work together on the process to produce the Group's consolidated accounting and financial information:
These departments ensure that the Group's various business units are kept informed of the latest developments in terms of legislation, recommendations issued by the French financial markets authority (AMF), or the Group's internal procedures and their application.
They provide information on the Group's financial policy, the standards and procedures to be applied, any corrective actions to be taken, and internal control relating to accounting and financial data.
Furthermore, monthly management committees have been set up for each business unit in order to analyze results and contribute to economic steering efforts, while helping create and maintain a financial culture within the Group.
The main management processes support the internal control system. This concerns the medium-term strategic plan, annual budget, quarterly estimates for annual earnings, monthly reports on management results, operational reporting charts and half-year close of accounts (parent company and consolidated).
To draw up its consolidated financial statements, BENETEAU SA uses the common Group-wide standards, which ensures that the accounting methods and consolidation rules applied are consistent and that the reporting formats are standardized.
BENETEAU SA draws up its consolidated financial statements under IFRS. The financial department issues memos with instructions, setting out the schedules for the close of accounts. Every six months, elements from the consolidated financial statements are reconciled with monthly reports in order to analyze and account for any differences. In connection with their mission, the statutory auditors conduct a limited review at the end of the first six months as a minimum, followed by an audit at December 31.
The Groupe Beneteau vigilance plan meets the obligations set by French Law 2017-399 of March 27, 2017 relating to the duty of vigilance for parent companies and companies that subcontract work. It presents the measures put in place within the Group to identify risks and prevent serious infringements of human rights, fundamental freedoms, personal health and safety, and the environment. It covers the major risks resulting from the activities of all the Group's subsidiaries, suppliers and subcontractors.
The approach put in place in connection with the duty of vigilance is based on all the arrangements supporting the Group's corporate social responsibility policy: the Code of Ethics, the Code of Conduct, the whistleblowing procedure, the materiality matrix for sustainability stakes, the environmental policy and the B·SAFE safety plan.
The definition and implementation of the vigilance plan are coordinated by the Internal Control Department, with support from the CSR Coordinator and the Group Human Resources, Purchasing and Health, Safety and Environment Departments.
The Group's risk management performance is monitored and assessed through the annual non-financial reporting process, led by the Investor Relations & CSR Coordination Department, alongside monthly QHSEE reporting1 in the business units. The measures rolled out in response to the vigilance risks are presented in the Sustainability Performance Report. Various indicators, which are adjusted and enhanced each year, covering social, societal and environmental aspects, are shared and reviewed internally with a view to continuously improving and monitoring performance. The annual external audit makes it possible to confirm the robustness of the data reported. Since FY 2019-20, Groupe Beneteau has put in place a supplier and subcontractor assessment procedure covering all production purchases and incorporating the stakes relating to the Duty of Vigilance, as well as a Supplier and Subcontractor Code of Conduct, incorporating the guidelines from the Group Code of Conduct.
Groupe Beneteau's risk mapping, covering the risks relating to the areas addressed by the vigilance plan, was initially carried out during FY 2018-19, with support from an external provider, and was updated for FY 2022, led by the Internal Control department. This process incorporated the return on experience following the major events that marked 2021 (cyberattack, Luçon production site fire), with this risk mapping tested under challenging conditions, which demonstrated the Group's resilience.
The scope for this mapping covers the Boat and Housing activities, and all the subsidiaries located in France and other countries. The GB Portugal companies (acquired in 2021) were not included in the mapping scope.
1 QHSEE: Quality, Health, Safety, Environment, Energy
The following table presents the measures put in place to prevent the risks identified as major during the risk mapping process. For each major risk, this table refers to the Sustainability Performance Report sections that present the risk management policies and their results in more detail.
In 2023, the Group aims to update its risk mapping and the assessment of its duty of vigilance risks, incorporating its new geographical and activity scopes.
| HUMAN RIGHTS AND FUNDAMENTAL FREEDOMS Code of Ethics Discrimination Code of Conduct Departments: Gender inequality Stake 3.4 HR policy for gender equality - Human resources - Internal control Harassment Training on workplace harassment and sexist behavior ENVIRONMENT Environmental policy HSE Manager in each Environmental impacts Stake 4.2 ISO 14001 and 50001 subsidiary certification Environmental policy Insufficient or inappropriate HSE Manager in each Stake 4.2 ISO 14001 and 50001 treatment of waste subsidiary certification Product development Non-recyclability of product Eco-design approach Stake 4.1.1 HSE Manager in each components / materials subsidiary PERSONAL HEALTH AND SAFETY HR Department Occupational accidents B·SAFE plan Stake 3.1 HSE Manager in each subsidiary HR Department Raising awareness on insufficient or inappropriate B·SAFE plan Stake 3.1 HSE Manager in each personal safety subsidiary Developing the managerial culture Departments: |
Major risks | Mitigation or prevention actions |
Monitoring arrangements | Sustainabili ty Performanc e Report reference |
|
|---|---|---|---|---|---|
| - HR | Psychosocial risks | Quality of life at work plan | Stake 3.4 | ||
| Code of Ethics - Internal control |
|||||
| Code of Conduct |
The Group has drawn up a specific Code of Conduct for its suppliers and subcontractors, which is available in seven languages (French, English, Italian, Spanish, Polish, German, Chinese). This Code of Conduct sets out the social, societal and environmental commitments required by the Group, modeled on the Group Code of Conduct. The Supplier Code of Conduct covers the following areas:
This Code of Conduct was drawn up by a multidisciplinary team, with representatives from the Procurement, QHSEE, Legal, Corporate Communications and Internal Control teams. It was approved by the Management Board and the Ethics and CSR Committee. It is available on the Group's corporate site.
An information campaign targeting all suppliers was carried out in July 2020 presenting the Supplier Code of Conduct and approach. Our strategic suppliers were invited to sign it electronically.
A core pillar of Groupe Beneteau's Responsible Procurement approach, the policy and the commitments associated with this duty of vigilance are presented under Stake 2.3 in the Sustainability Performance Report.
Groupe Beneteau has set up one dedicated whistleblowing procedure that meets the requirements of both the French Sapin II law and the French duty of vigilance law. Alerts are collected using an online platform that is open to all the Group's staff and all its internal and external stakeholders. These arrangements guarantee the confidentiality or anonymity of the whistleblower's identity, the facts reported and the people concerned by each case.
During FY 2022, Groupe Beneteau received three alerts on the alert.beneteau-group.com platform. The two valid alerts reported cases of psychological harassment and inappropriate behavior between two people. No alerts concerning serious environmental infringements were reported on the platform. In addition, six instances of sexual harassment or sexist behavior were reported in 2022 and handled by the Human Resources department.
During FY 2023, Groupe Beneteau will continue with its campaigns to raise awareness and provide training on the prevention of sexual harassment and sexist behavior, and will further strengthen its communication on the whistleblowing procedure.
This section presents Groupe Beneteau's commitments and the resulting developments in terms of corporate social responsibility.
During FY 2022, Groupe Beneteau aimed to ramp up its approach for taking its sustainable development stakes into consideration in its business strategy and operations. The Group set up a CSR Committee, reporting to the Board of Directors, and is rolling out its B·SUSTAINABLE program around three pillars: "Ethical Growth" (responsible business model pillar), "Engaged Crew" (social pillar) and "Preserved Oceans" (environment pillar).
The data presented meet the legal requirements concerning sustainability reporting for businesses; they cover all of Groupe Beneteau's business units and subsidiaries, as consolidated in its Annual Financial Report. If certain indicators do not cover all of this scope, the scope concerned will be indicated.
The data cover the period from January 1 to December 31, 2022 or represent a snapshot as at December 31, 2022; when historical information is available, the data are indicated for the last three years in order to provide readers with a view of the Group's progress.
The Group differentiates the priority areas for improvement identified in the materiality matrix which correspond to key performance indicators associated with ambitious quantified objectives on the one hand, and on the other hand, the continuous improvement plans that it oversees by monitoring key figures.
Within the Board of Directors, the CSR Committee oversees the implementation of Groupe Beneteau's CSR policy. This Sustainability Performance Report was presented to the Audit Committee for approval during a joint meeting with the CSR Committee.
The Management Board is responsible for overseeing the CSR strategy, while the management and coordination of this approach with the various activities are entrusted to a Steering Committee with six permanent members.
An international family-owned group, Groupe Beneteau is a committed and engaged company. To roll out its project for sustainable growth, detailed in the Let's Go Beyond! strategic plan, the Group is taking action across its value chain guided by its four values: passion, conquest, transmission and audacity.
Groupe Beneteau, a United Nations Global Compact signatory since December 2020, is publishing its second update on the progress made, which is an opportunity for it to once again set out its support for the 10 principles from this Pact and its commitment to contributing to the achievement of the Sustainable Development Goals (SDGs) that directly concern it. (see §6.5 of this Sustainability Performance Report)
This second year is characterized by the rollout of new indepth actions to respect and promote the Global Compact's 10 fundamental principles. The cross-reference table (§6.5) refers to the sections illustrating the implementation of this Pact's 10 principles.
"I would like to make our CSR management system and our policy a motivating factor and source of pride for all of our staff, and show a company that is committed to ensuring sustainable development and enabling its talents to progress".
Yves Lyon-Caen Groupe Beneteau Chairman April 28, 2023
Groupe Beneteau operates in two areas: building and marketing recreational boats with an ambition to further develop its activities relating to boat services; building and marketing leisure homes and alternative forms of accommodation for campsites.
A global market leader for recreational boats, Groupe Beneteau, through its Boat division's nine brands, offers nearly 150 models serving its customers' diverse navigational needs and uses, from sailing to motorboating, monohulls and catamarans.
Through its Boating Solutions division, the Group is also present in the boat club, charter, marina, digital and financing sectors.
Leading the European leisure homes market, the three brands from the Group's Housing Division offer a comprehensive range of leisure homes, lodges and pods that combine eco-design with high standards of quality, comfort and practicality.
With its international industrial capabilities and global sales network, the Group employs around 8,000 people, primarily in France, the US, Poland, Italy and Portugal.
In 2022, the Boat division represented 83% of the Group's revenues, with the remaining 17% generated by the Housing division.
The key developments from FY 2022 and the updating of the Let's Go Beyond! strategic plan1 are presented in the "Business and performance" section of the 2022 Annual Financial Report and summarized in themodel opposite.
1 Revision of the Let's Go Beyond! strategic plan announced on December 5, 2022. Information available at: https://press.beneteau-group.com/ news/sustainable-growth-and-profitability-forecasts-raised-7c73-49529.html
Groupe Beneteau believes that listening and dialogue with the members of its business ecosystem are factors that help drive performance and reduce risks with a view to building sustainable growth.
Groupe Beneteau's stakeholders are varied and dispersed, particularly with the international distribution of its brands and the locations of its distributors and industrial sites. Listening, dialogue and consultation aspects are handled locally by the various management teams with their own stakeholders. This decentralized organization enables these exchanges to be taken into account with a very operational focus.
Groupe Beneteau's stakeholders and their expectations:
Groupe Beneteau bases its analysis of non-financial stakes and risks on the materiality matrix and the mapping of the risks relating to its activities, which were both carried out during FY 2018-19. The materiality matrix was developed with the internal stakeholders (including executives, employees, shareholders, employee representative partners) and external stakeholders (including customers, users, dealers, suppliers, training partners, civil society, non-profits, public authorities) who helped identify and prioritize the various non-financial stakes. The risk mapping was carried out by the internal control department. 12 priority stakes were identified, which the health risk was added to in 2020 as a result of the Covid-19 pandemic.
During FY 2022, the Group decided to present these stakes grouped together around the three pillars from the B·SUSTAINABLE initiative, and to explicitly identify the stakes relating to global warming, covering direct GHG emissions (previously reported under the impact of operations on the environment) and indirect emissions
linked to the propulsion systems (previously reported under the environmental impact of products).
Considering the changes in the risk factors and the risk control measures, the health risk and industrial accident risk are now reported in the "Risk factors and control environment" section.
This risk mapping and the materiality matrix for sustainability stakes will be updated again in 2023 in order to incorporate the concept of dual materiality, in accordance with the reporting requirements of the new European Corporate Sustainability Reporting Directive (CSRD), which the Group will be subject to from FY 2024.
The risks relating to the fight against food insecurity and the stakes relating to respect for animal welfare, responsible, fair and sustainable nutrition, as well as the promotion of participation in exercise and sport have not been analyzed because they are not considered to have any direct or indirect links with the Group's activities.
| Ethical Growth | Engaged Crew | Preserved Oceans | |||
|---|---|---|---|---|---|
| Ref. | (Ethics & Compliance) | Ref. | (Social) | Ref. | (Environment) |
| 2.1.1 | Ensuring ethical business practices | 3.1 | Ensuring a safe and healthy work environment for our employees |
4.1.1 | Reducing the environmental impact of our products on the use of raw materials |
| 2.1.2 | Protecting the company against risks relating to tax evasion and fraud |
3.2 | Attracting talents and further strengthening the appeal of careers in the boat sector |
4.1.2 | Contributing to the deconstruction channels |
| 2.1.3 | Protecting personal data | 3.3 | Developing the skills required for the company's sustainable performance |
4.2 | Reducing the environmental impact of our industrial operations |
| 2.2 | Ensuring product quality for consumer safety |
3.4 | Safeguarding human rights and fundamental freedoms; combating discrimination, gender inequality and harassment |
4.3 | Reducing direct and indirect greenhouse gas (GHG) emissions |
| 2.3 | Developing responsible procurement and long-term supplier relations |
4.4 | Promoting respect for the marine ecosystem |
Committed to a CSR approach for more than 10 years, Groupe Beneteau decided to ramp up its transformation to support more sustainable boating by launching the B·SUSTAINABLE program. Approved by the members of the Management Board and the Board of Directors, this medium- and long-term plan is in line with the Group's Let's Go Beyond! strategy. Like a compass, it helps set the heading for all of the employees and stakeholders to actively commit to and engage in sustainable boating.
The B·SUSTAINABLE program is built around three pillars:
The B·SUSTAINABLE program contributes, within its ecosystem, to the achievement of 14 of the 17 United Nations Sustainable Development Goals (see SDG appendix). Particularly sensitive to the stake relating to good health and wellbeing (SDG 3) and a fair world based on ethical business practices (SDG 16), Groupe Beneteau makes a strong contribution, on the scale of its industry, to support access to decent work (SDG 8) and sustainable production and consumption (SDG 12). The Group also aims to further strengthen its impact to combat climate change (SDG 13) and promote the protection of the marine ecosystem (SDG 14).
To track its roadmap for progress, the Group has already drawn up quantified objectives for 2025 or 2030 for certain sections of these three pillars, supported by concrete action plans. The Group plans to draw up a Scope 3 Climate Plan aligned with Europe's ambitions by the end of 2024. Moreover, 83% of its business is eligible under the European taxonomy.
The following roadmap illustrates the management and steering of an ambitious and transformative strategy for each of the Group's priority stakes. These stakes, their policies and the corresponding ambitions are detailed in this report, along with the results of actions and the outlook.
| é. | Recyclable resin boat production line (2025) | |
|---|---|---|
| $\overline{\infty}$ | Waste recycling > 70% (2025) | |
| ಁಁ | VOC emissions -10% (2025) | |
| $13\, \rm{mm}$ $\bullet$ |
Scope 1&2 Low Carbon Alignment (2030) | |
| $13 \, \mathrm{nm}$ Q |
Alternative propulsion offer 100% models (2030) | |
| $\frac{M}{\sqrt{2}}$ | Contribution to protecting the marine ecosystem | |
The CSR steering organization makes it easier to take into account social, societal and environmental stakes within a short, medium and long-term vision. In 2022, the Group further strengthened its CSR governance in order to ensure better alignment between the Group's action plans and its CSR ambitions.
Family shareholding structure: the presence of family directors ensures that economic and societal stakes are taken into account with a medium / long-term focus. In 2022, the Board of Directors decided to separate the Chairman and Chief Executive Officer roles.
Also see the composition and role of the governance bodies (§6 - Corporate governance)
Board of Directors: as expected in the version published at end-2022 of the Afep Medef code, which Groupe Beneteau refers to, the CSR strategy, specifically, but not exclusively in terms of climate aspects, is at the heart of the missions of its Board of Directors. It approves the strategic focuses proposed by the Executive Leadership Team and takes into account environmental and societal matters in its strategic reviews.
CSR Committee: the specialist ethics committee saw its missions expanded in 2020 to include CSR, and it became the CSR Committee in 2022. It is chaired by Yves Lyon-Caen, who is also Chairman of the Board of Directors. It reviews the Group's strategy, ambitions and commitments relating to corporate social responsibility. It also reviews the Sustainability Performance Report.
The Audit Committee has a role to examine compliance matters, particularly those relating to CSR, such as the fight against corruption, the duty of vigilance, data protection and the whistleblowing arrangements, as well as the mapping of the Group's risks , including "nonfinancial" risks.
The Management Board draws up the CSR roadmap and reviews progress. New feature: since 2022, each of its three members has "sponsored" one of the three pillars of the B·SUSTAINABLE program.
CSR Coordinator: reporting to the Group Chief Executive Officer, the CSR Coordinator proposes the changes to be made in connection with the CSR roadmap based on stakeholders' expectations and the strategic pillars. It supports the business lines and coordinates the various action plans with a view to achieving the objectives set.
CSR Steering Committee (new): led by the CSR Coordinator, with six permanent members, the CSR Steering Committee monitors progress with the action plans and accelerates the initiatives with a view to achieving the objectives set.
Each Groupe Beneteau employee is required to comply with the national laws and regulations in force. If a country's regulations are more restrictive than a rule stipulated by Groupe Beneteau, these national regulations take precedence.
Groupe Beneteau is particularly committed to respecting the following:
To continuously improve its working practices, Groupe Beneteau capitalizes on the following international frameworks: ISO 9001 (quality management), ISO 14001 (environmental management) and ISO 50001 (energy performance management).
The certifications of the subsidiaries indicated below were all renewed in FY 2022.
The CNB production site in Bordeaux (France) achieved its first ISO 9001 certification in 2022 and is committed to a process with a view to achieving ISO 14001 and 50001 certification by 2023.
The production sites in the United States, Italy and Portugal are not certified. The Group plans to support this certification approach in these subsidiaries from 2025.
| Production sites (Boat division) |
ISO 9001 Quality management |
ISO 14001 Environmental management |
ISO 50001 Energy performance improvement |
|---|---|---|---|
| France: SPBI | Yes - AFNOR | Yes - AFNOR | Yes - AFNOR |
| France: CNB | Yes - AFNOR | No | No |
| Poland: Ostroda | Yes - DNV-GL | Yes - DNV-GL | No |
| Poland: Delphia | Yes - PRS | No | No |
| Certified activity (% of hours worked) |
84% | 64% | 48% |
In 2022, Groupe Beneteau wanted to identify areas for progress by getting its performance assessed in leading CSR indexes.
Since 2009, Gaïa Rating has conducted an annual data collection campaign covering most of the listed SMEs and mid-market firms in France. Based on this information, companies are rated on their level of transparency and performance. The ratings are based on a framework of around 170 demanding and quantitative criteria covering economic, governance, human capital, environment and stakeholder pillars. This framework evolves each year based on the results from previous years and emerging CSR risks.
2022 Gaïa Index: Groupe Beneteau achieved a score of 51/ 100 (bronze medal) and came 223rd in the overall ranking out of 371 firms, 135th in the ranking for companies with revenues of over €500m out of 176, and 27th in the sector ranking out of 52 companies.
Founded in 2007, EcoVadis is a recognized rating agency focused on sustainability and corporate social responsibility (CSR). Today, it covers a network of more than 90,000 companies that are committed to sustainable development.
Before rolling out a CSR assessment approach for its suppliers, the Group wanted to undergo the EcoVadis assessment itself. The SPBI business unit achieved a rating of 55/100, recognized with a bronze medal, and is rolling out a large number of actions to make progress with CSR. Another assessment will be carried out between now and 2024.
The findings from these assessments have made it possible to identify areas for progress, particularly in terms of documentation on the policies and the actions put in place, which the Group will gradually update.
The first boat sold with a 100% electric version, the DELPHIA 11 model was named Boat of the Year 2022 in the sustainable development category. It is enjoying major commercial success for inland cruising in Europe. By 2025, DELPHIA aims to be the Group's first fully electric brand.
Groupe Beneteau also won the 2022 Boat Builder Award for the best environmental improvement of production processes. IBI and METS Trade recognized the Group for integrating biosourced materials and recyclable resin into the large-scale production of its boats. The First44 was unveiled at the Nautic Paris Boat Show.
A family-owned group for more than four generations, Groupe Beneteau's model has been built around longterm foundations and aims to develop with a view to benefiting everyone. The Group firmly believes that shared growth is a driving force for collective progress and that value creation cannot be achieved at the expense of the safety of our boat users or fundamental human rights.
The Group wants to develop in an ethical and exemplary way, in line with a sustainable and responsible model that reflects the Group's values and commitments, always looking to achieve a fair balance in our relationships with our partners, dealers, suppliers, local communities or end customers.
A Global Compact signatory since December 2020, the Group takes action collectively with its stakeholders around three core stakes:
In addition, compliance with the Sapin II Act and the French Duty of Vigilance Act on the one hand, and the General Data Protection Regulation on the other hand, has reinforced the requirement to position business ethics at the heart of the Group's activities worldwide.
The framework for this stake is built around the Code of Ethics and Code of Conduct, which both apply to all of the Group's employees. The Group wants to develop an ethical culture and ethical practices each day, at every level. The Group expects its managers to have a positive knock-on effect on their teams' attitudes, behaviors and choices and to be particularly attentive to the fight against corruption, tax fraud and tax evasion, in addition to ensuring respect
Acts of corruption may expose Groupe Beneteau, its managers and each of its employees to disciplinary measures, such as legal proceedings, fines or even the loss of contracts. Anti-corruption is therefore a priority for the Group and it is committed to taking action to combat corruption in all its forms: Integrity is one of the Group's ethical principles. Groupe Beneteau builds awareness among its employees to detect and prevent corruption risks, in addition to assessing its business partners for human rights. The Group ensures a particularly strong focus on both training for its management team and the alerts that may be escalated.
This framework has been supplemented with the adoption of the Supplier Code of Conduct and is used when setting up contracts with subcontractors (see stake concerning responsible procurement).
(suppliers, dealers) that are located in countries which the Group considers to involve potential corruption risks or that carry out activities considered to involve risks. The main risks that it has identified concern the monetization / leak of confidential information concerning development projects, money laundering and the financing of terrorism, as well as risks relating to the legacy responsibility inherited from these subcontractors.
Since 2018, the policies and organization have been adjusted to ensure compliance with French Law 2016-1691 of December 9, 2016, known as "Sapin 2", and take into account the recommendations of the French anticorruption agency (AFA):
In 2022, the Group continued rolling out its anti-corruption arrangements:
None of the three alerts received on the platform or submitted directly to the Ethics and Compliance Director in 2022 concerned suspicions of corruption.
The Group will review the corruption and fraud risk mapping, incorporating its service activities, its activities in Portugal and its minority interest in Tunisia.
The Group will launch online training programs through the in-house tool B-One (LMS) on the following topics: corruption, money laundering, conflicts of interest, gifts and invitations, and code of conduct. The aim is to train 100% of the target group by 2025.
The Group will also hold dedicated webinars for our dealers to raise their awareness of corruption and money laundering risks.
While Groupe Beneteau applies a transparent tax policy and is not present in any countries that are considered to be tax havens, it faces, due to the location of its distribution activities, externaltax evasionortax fraudrisks, whichitdoesnotunder any circumstances wanttobe complicitin.
At December 31, 2022, Groupe Beneteau had four boat dealers (out of 1,255 points of sale worldwide) located in a country with a strong boat tourism sector and maritime tradition that is included on the list of countries classed as uncooperative for tax purposes by the European Union. This situation justified putting in place a specific action plan.
Internally, this involves protecting against all forms of tax fraud within the company, while externally it involves preventing the Group from involuntarily acting as a facilitator for tax fraud by its customers.
In the Boat Division, the sales model is based on a distribution network made up of independent dealers. Due diligence checks are carried out depending on the potential customer's location and activity (dealer or charter professional). Stronger due diligence is systematically applied for any boat orders from third parties that are not Group dealers and/or that have a corporate purpose that is not connected to the boating sector.
In the Housing division, this risk is not significant because sales are handled exclusively through a European network of professional customers.
In the fourth quarter of 2022, Groupe Beneteau further strengthened its arrangements for ensuring knowledge of third-party prospects, setting up an agreement for an
With the widespread use of digital technologies, data are omnipresent and at the heart of Groupe Beneteau's value creation chain. Looking beyond the regulatory requirements that it is subject to, such as the General Data Protection Regulation (GDPR - EU 2016/679) at European level, which came into force on May 25, 2018, the Group wants to further strengthen the confidence and trust of its employees and partners by ensuring a fair and transparent approach for managing the data concerning them.
To ensure that the Group does not infringe on the right to privacy of its customers and employees, it follows strict rules concerning the collection and retention of personal data relating to them. It puts everything in place, through appropriate technical measures, to protect them against any inappropriate disclosure.
In accordance with the laws in force, Groupe Beneteau retains these personal data for a period that does not exceed the timeframe required for the purposes for which they are collected and processed.
Anyone may request access to their "personal data" collected by Groupe Beneteau and ask for them to be modified.
The Group' objective is to ensure its compliance with the European GDPR legislation, as well as with the regulations in force in the United States and China, where it operates through its subsidiaries.
It will be supported for one year by the external provider that carried out the review mission in 2022.
external "integrity due diligence" service using business intelligence tools.
In 2022, the Group did not sell any boats with dealers located in countries classed as non-cooperative jurisdictions for tax purposes by the European Union. The Group also analyzed seven of our dealers' end customers and was able to approve and finalize their boat sales.
In 2023, we will continue moving forward by expanding its use to include our prospect customers and suppliers, as well as our existing base of third parties if they are located in areas that the Group considers to involve very high corruption risks.
This service may be carried out following actions deployed in connection with our due diligence processes and the situations observed.
At the end of 2022, Groupe Beneteau launched the recruitment of a Data Protection Officer (DPO) to further strengthen the compliance of data processing at Group level.
In 2022, Groupe Beneteau, supported by an external provider, carried out a compliance review of its main French business units (Beneteau SA, BIO Habitat, SPBI and CNB), as well as its two Italian business units (GBI and BHI). This review made it possible to draw up a plan to ensure compliance, which will continue moving forward in 2023.
An initiative to raise awareness of the stakes involved with personal data protection was launched in the fourth quarter. By December 31, 2022, it had covered 24% of the target population, including 48% of the Group Management Committee members.
None of the alerts received in 2022 concerned any noncompliance relating to personal data protection.
The DPO will be supported for one year by the external provider that carried out the review in 2022 in order to continue moving forward in 2023 with the actions to further strengthen compliance.
In 2023, online training courses incorporating specific modules will be rolled out for people who will be likely to manage the most personal data in all the business units located in the European Union, focusing in priority on training staff from the human resources, marketing and IT teams.
| Group scope | Target (2025) |
2022 | 2021 |
|---|---|---|---|
| Number of alerts confirmed | na | 2 | 0 |
| % Ethics & Compliance training for target populations | >95% | 24% | 88%* |
Three alerts were received on the platform or submitted directly to the Ethics and Compliance Director in 2022, and two were confirmed, relating to cases of harassment. (see Stake 3.4)
*Training on the Group's anti-corruption program: 641 staff were trained in France, Italy, Poland and the United States, representing 88% of the target group. All of the executives present at December 31, 2021 were trained on the corruption risk.
The safety conditions provided by its products (boats and leisure homes) represent a major stake for Groupe Beneteau. The Group's customers have strong expectations, with no willingness to compromise.
In the boating sector in particular, quality is an especially crucial safety issue for consumers and end users due to the conditions in which boats are used. Groupe Beneteau is aware that there is no such thing as zero risk, but by positioning safety at the heart of the design of its boats and leisure homes and by working closely with all the stakeholders across its value chain, it stands out as a manufacturer that deserves to be trusted by all of its users.
The Boat division's Quality policy is based on a multi-year roadmap that aims to improve quality in four areas: product quality, development quality, supplier purchases quality and production quality.
During the boat building process, the quality controls make it possible to identify the critical non-quality points and analyze them based on their impact on consumer safety. This dynamic loop approach aims to rapidly integrate the corrections required.
When developing a new model, all of the boat's critical safety functions are approved by the quality teams. They also accompany the first sea trials for any new model to carry out quality audits on the boats under the conditions that they would be used in by customers.
Forprocedures concerningpurchases that are consideredtobe sensitive or critical from a quality and consumer safety perspective, suppliers are selected based on a matrix with recommendations covering the quality and safety criteria expected. Each year, a supplier quality audit schedule is drawn up, covering a dozen suppliers. The schedule is based on the significance and critical nature of the suppliers. In the event of production issues relating to equipment that has been purchased, the supplier concerned is involved in addressing and resolving the issues with a view to preventing the quality risk from occurring again. The quality rating and the corresponding action plan are monitored each month by the management team, with a detailed analysis for the 180 suppliers that they consider to be strategic. Suppliers with a high non-compliance rate are also subject to specific follow-up andmonitoring. (Also see §2.3 - Responsibleprocurement)
During the boat building process, the intermediate and final quality controls are intended to identify and correct any defects. Groupe Beneteau's in-house training centers make it possible to train and accredit operators for all operations involving risks for the boat's compliance.
To guarantee the safety of its boats during their use, Groupe Beneteau's brands offer technical training programs for the dealer networks over several days, provided at its in-house training centers and led by the after-sales service teams, with certain suppliers also involved. Each brand has a mobile after-sales service team who visit dealers worldwide to provide them with support and training on technical aspects.
To better take into account its customers' expectations, the Group is supported by its customer centricity approach, a restructuring of its satisfaction surveys and the exchanges established between its customers and its staff.
In the Housing division, the quality approach is rolled out with an industrial monitoring plan based on compulsory checkpoints throughout the production process: safety, functional and design checks during production and on existing products. Upstream from production, qualification tests are carried out to validate all the components and products.
Certified in line with the EN 1647 European standard, the Group's leisure homes are subject to 180 checkpoints ensuring compliance with health and safety requirements. The certificate of compliance is issued for each model by an independent body.
The Bordeaux site achieved ISO 9001 certification in 2022. All of the French sites and the Polish sites are now certified. These sites represent 84% of the Boat division's business. Various assessment actions were launched at the Italian site in order to prepare it for its future certification in 2025. The Quality roadmap was further strengthened, focusing in priority on the treatment of critical points with a view to putting in place corrective actions as quickly as possible.
Taking into account feedback from customers in the last few years, the Group launched two new projects relating to electrical risks and noises / vibrations on our boats.
The Boat development teams increasingly work on a codesign basis with suppliers for the Group's new models. The procurement and quality teams carry out these supplier quality audits together and determine a quality rating. In 2022, thanks to this approach and despite a challenging context for sourcing, our supplier rating target was achieved, with 70% of suppliers rated A and 20% rated C.
The priorities supported by the roadmap's four pillars are as follows:
| Boat division | Target (2025) |
2022 | 2021 | Reference (2019) |
|---|---|---|---|---|
| 12-month warranty costs (% of revenues) |
0.54% (-15% vs. 2022) |
0.64% | 0.66% | 0.69% |
The indicator set up in 2021 to track quality performance is based on the warranty costs recorded in relation to the total volume of sales. The warranty costs include the cost of the time spent by the after-sales service teams and the cost of replacement parts.
In 2022, the ratio increased compared with 2021 and decreased by -7% in relation to the 2019 reference figure. Nevertheless, boat production was significantly disrupted by the "missing parts" crisis during this year, and the 2022 target of -15% was not achieved. A number of parts were not available across the supply chain when they were expected, which led the Group to put in place a specific process for releasing boats. While this new process ensured the safety of our customers, it sometimes required interventions by the after-sales service teams, reflected in a deterioration in the indicator. The other factors behind the objective not being achieved will be subject to a detailed analysis at the start of 2023 to supplement the Quality roadmap if required.
The Boat division has set a new heading for 2025, targeting a -15% reduction compared with 2022.
Suppliers play a key role in Groupe Beneteau's success. To build sustainable relationships with them, the Group wants to share its commitments to sustainable growth with them, as notably set out by the 10 Global Compact principles, which it has signed up to. Alongside this, compliance with the French Duty of Vigilance law has made it even more necessary for the Group to monitor its suppliers and encourage them to respect its social and environmental commitments, as well as those relating to respect for human rights.
Groupe Beneteau's Responsible Procurement policy aims to promote the application of the corporate social responsibility principles with all of its stakeholders across its supply chain. The Group wants to ensure that, irrespective of their local context, its suppliers share its commitments and contribute to the achievement of its CSR ambitions.
This policy is built around four core pillars:
Detailed supplier quality mapping: the Group views its suppliers as essential partners within its Quality policy (also see §2.2). Suppliers are selected based on a matrix of recommendations incorporating the quality and safety criteria expected. In the event of production issues relating to equipment that has been purchased, the supplier concerned is involved in addressing and resolving the issues with a view to preventing the quality risk from occurring again. Each year, a supplier quality audit schedule is drawn up, covering a dozen suppliers. The schedule is based on the significance and critical nature of the suppliers. The procurement and quality teams carry out these supplier quality audits together and determine a quality rating, which is monitored on a monthly basis by the management team, with a detailed analysis for the 180 strategic suppliers. Suppliers with a high non-compliance rate are also subject to specific follow-up and monitoring.
Despite a challenging sourcing context, the Group continued to promote its Responsible Procurement policy. At end-December 2022, 68% of its strategic suppliers had signed its Supplier Code of Conduct. The percentage of production purchases placed with local suppliers in France came to 38% in 2022. The quality rating target was met (see §2.2).
The Procurement teams are involved in the roadmap relating to alternative propulsion solutions (see §4.3) and research to find teak substitutes.
In a geopolitical context marked by significant tensions in Myanmar, the EU embargo on supplies of natural teak from this country led Groupe Beneteau to find alternatives to this material, used extensively for deck equipment on the Group's boats (battens, steps, various solid pieces).
The replacement solutions must offer equivalent properties to Burmese natural teak (high levels of resistance to the marine environment, maintenance / ability to be repaired, warm feeling with non-slip contact, etc.), while ensuring satisfactory aesthetics for a demanding clientele (historically established use of teak). The industrial aspect is also essential for Groupe Beneteau, which develops solutions on a large scale, so its industrial costs must be rationalized / adapted.
The two alternative solutions retained are a polyurethane synthetic solution combined with 20% natural flax fiber and a laminated timber solution using Iroko from an FSC certified channel in Guinea. This FSC label is a certification system for the management of forests, but also covers the timber that is extracted from them.
In 2022, 71% of the total quantity of timber purchased came from FSC certified forests. This percentage is expected to increase over the coming years thanks to the choices made by the Group.
Groupe Beneteau decided to work with Ecovadis to help it assess its suppliers and subcontractors, based on 21 criteria, around four themes: Ethical, Social, Environment and Suppliers / Supply Chain. Each supplier assessed is awarded a rating in each area and an overall score out of 100.
The supplier assessments conducted by Ecovadis will be maintained: Groupe Beneteau's ambition is to support its suppliers with a CSR approach, ensuring that the majority of them have been covered by awareness initiatives and are certified by 2025. The speed of the rollout may be affected by the context of supply chain disruption, the large number of SMEs in the boat industry and the sometimes low number of alternative suppliers.
In 2022, Groupe Beneteau put in place a key performance indicator to measure the progress with its CSR assessment program covering its suppliers. In 2022, more than 20% of the Group's strategic suppliers had already been assessed by Ecovadis. This represented around 24% of its purchases in terms of their value.
| Target (2025) | 2022 | 2021 | |
|---|---|---|---|
| % of purchases assessed in terms of CSR* | >50% | 24% | Unavailable |
* Portion of purchases (in €m) placed with suppliers assessed at least once by Ecovadis.
180 suppliers are considered to be strategic: they represent more than 45% of the Group's purchases.
Percentage of production purchases placed with local suppliers in France: 39%
Suppliers who have signed the Code of Conduct: 68%
Total quantity of timber purchased from FSC certified forests: 71.2%
Groupe Beneteau is first and foremost a human project. A collective adventure, that brings together men and women, in their great diversity, around four core values: passion, audacity, conquering spirit, transmission. The Group firmly believes that an engaged crew is what makes it so strong.
In a rapidly changing employment market, the Group therefore wants to develop an inspiring and uniting social model, which reconciles the demands for performance with the expectations of its employees with a view to attracting, developing and retaining the talents that it needs to meet the challenges of even more sustainable boating.
While promoting a good quality of social dialogue, the Group is working on the following priority stakes:
In a particularly demanding market environment, Groupe Beneteau is continuously adapting its activities and human resources in line with its needs with a view to maintaining its competitiveness and accelerating the development of its brands.
Firmly established in France, the Group has continued moving forward with its deployment on international markets and has more than 170 staff in its Portuguese business unit for instance.
At end-December 2022, the Group had 7,885 employees (400 more than at December 31, 2021), across six countries, and just over 1,500 temporary staff. As we are an industrial group, operators make up 74% of our crew.
Protecting the physical integrity and ensuring the safety of each employee is an absolute priority for Groupe Beneteau. The main risks of occupational accidents or illnesses relate to the industrial activities and concern exposure to hazardous chemical agents and dusts, manual load handling operations at workstations, falls from height, plant organization and product configuration aspects.
The Group's policy involves putting in place action plans to reduce arduous workplace conditions, prevent the onset of occupational illnesses and reduce the number of accidents, as well as their severity. The risks are assessed and ranked based on their severity, frequency and occurrence. Undesired events (near-miss accidents, treatments applied, accidents with or without time off work, occupational illnesses, fire outbreaks, spillage, etc.) are systematically recorded and analyzed. Action plans are rolled out to prevent them from reoccurring.
Safety is one of the core pillars of the production frame of reference. This framework defines the resources and processes to put in place to achieve the levels of excellence. An annual self-assessment is carried out by the site, along with an assessment by the internal auditors, to approve the site's level and the improvement actions to be put in place.
Adopted in 2016, the multi-year safety action plan B·SAFE is deployed at all of the sites in France. The Italian subsidiary also rolled out this program in 2022.
The B·SAFE program is based on training the management team and developing safety awareness among all employees, including permanent and temporary staff, apprentices and interns. The B·SAFE ambassadors receive two days of training, while staff have a half-day awareness session. Since 2016, 38 B·SAFE ambassadors have been trained in France. The key message with the B·SAFE training is responsibility: collective responsibility, because safety is everyone's concern, and individual responsibility, because everyone has a role to play in this area. The safety dialogue reviews are a core part of this program, providing opportunities for exchanges between operators and managers on safety aspects.
In addition to the standard regulatory training courses (CACES or in-house accreditations for handling, electrical accreditations, etc.), the Group provides training covering safety guidelines and risks, the use of hazardous materials, how to act and behave, and chemical risk prevention for the Boat division's composites activity.
Regular assessments (in-house by the sites and external by the experts appointed) are carried out to assess the level of maturity and progress points for each site. These assessments lead to collective action plans for the Group or site-specific plans.
Although certain production sites were affected by organizational changes, ramp-up operations and the high level of staff recruitments, the frequency rate for accidents resulting in time off work for the entire Group scope came to 16.2 in 2022, more than 25% lower than 2021. This represents a reduction of more than 50% since the B·SAFE program was rolled out at all of the Group's facilities in 2016.
These figures are to be compared with the data reported by CARSAT for France. In 2019, the frequency rate for occupational accidents resulting in time off work was 24.3 for the F national technical committee (CTN F) - including timber-related activities - and 16.6 for the national technical committee for metalworking.
In 2022, the profit-sharing agreements for the Boat division's French business units incorporated the frequency rate for occupational accidents resulting in time off work for staff.
Considering the progress made in 2022, a target for a further 15% reduction was set for the accident frequency rate over the next three years with a view to reaching a rate of 13.8 by 2025.
In 2023, the Group plans to update the awareness module. New ambassadors will be trained up to roll out this safety awareness program for all Boat division employees and temporary staff over three years.
Looking ahead to 2025, the priority areas for work will include standardizing the Production Framework across all the Group's subsidiaries and working on the French business units to reduce the occupational accident frequency rates for temporary staff. In addition, a project led by a multidisciplinary working group is underway to work on the primary prevention of occupational illnesses and particularly musculoskeletal disorders.
| Group scope | Target (2025) | 2022 | 2021 | 2015-2016 reference year |
|---|---|---|---|---|
| Frequency rate for occupational accidents resulting in time off work for staff* |
13.8 | 16.2 | 22.3 | 32.7 |
The frequency rate is the number of occupational accidents resulting in time off work x 1,000,000 / actual number of hours worked.
| Group scope | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Severity rate for occupational accidents for staff | 1.14 | 1.5 | 1.19 |
| Absenteeism rate relating to occupational accidents / occupational illnesses |
1.51% | 1.63% | 1.23% |
The severity rate is the number of days off work for occupational accidents x 1,000 / actual number of hours worked.
To support the generational transition at its most mature sites and enable it to achieve the sustainable growth that it is targeting, Groupe Beneteau faces a challenge on two levels: retaining talents and recruiting new staff. While the overall context on the employment market is very challenging, with a low unemployment rate in most of the geographies where the Group operates, and employees today are more focused on looking for meaningful work and a better work-life balance, from a more structural perspective the careers available with boat building suffer from a lack of public knowledge in general, and this is particularly marked among young people.
To be able to retain its best employees and attract new talents, Groupe Beneteau carries out a range of actions with a view to promoting the professions and careers available within the Group, while further strengthening the sense of pride at being part of it. These actions include internal communication promoting individual and collective successes, a pay system (fixed and variable) that is fair, motivating and balanced, a good quality of social dialogue, and various training programs (see hereafter).
In 2022, the Group recruited 1,603 staff (1,085 on permanent contracts and 518 on fixed-term contracts), while at the same time 1,291 staff left the Group, primarily on a voluntary basis (end of contract, resignations and retirements).
The number of trainees on work-based training programs increased by 15% in one year: 80 new work-based training contracts were set up in 2022 in France, taking the number of people on work-based training contracts up to 106 at year-end 2022.
Working with its partners, Groupe Beneteau carried out 35 recruitment operations in France in 2022: afterwork sessions, open days, participation in various local events (La Roche Sur Yon employment bus, Foire de Challans, etc.), and collective information initiatives.
The employee referral program launched in 2021 was maintained in 2022: it made it possible to recruit more than 130 candidates in France over the year.
For the 2021-22 school year, around 100 students from eight middle schools in the Pays de Loire region enrolled for the Sea Introduction Certificate launched by the Campus in 2020. An online platform with educational resources and a fun approach was set up to enable the students to train themselves on the 40 hours of theory content. The 40 hours of discovery are carried out over various weeks thanks to meetings, visits, etc.
In 2022, family open days were organized at all of the production sites in France. They enabled more than 4,500 people to come along and discover the Group's activities, careers and products, while further strengthening the sense of belonging among its teams and its employer brand.
To facilitate the welcome and onboarding of new staff, each subsidiary has put in place an onboarding program and pathway, covering both permanent and temporary staff, working with the in-house or external training centers, which provide the technical and safety courses.
In 2023, supported by an external provider, the Group will roll out an international opinion survey to measure various aspects, such as the engagement rate among its employees, in addition to better understanding their expectations and identifying their perception of the social model that it is putting in place. This management and improvement tool will enable it to draw up action plans in line with the results obtained.
Alongside this, Groupe Beneteau will continue rolling out its profit sharing program in order to have mechanisms for sharing value in place in all of the Group's business units.
In addition, Groupe Beneteau will ramp up the visibility, both internally (retention) and externally (attraction), of its CSR commitments and achievements to respond to the search for meaningful activities observed in the world of work.
| Group scope | Target (2025) |
2022 | 2021 | Reference year (2018-19) |
|---|---|---|---|---|
| Turnover rate - Permanent staff (%) | < 8% | 11.1% | 10.3% | 8.1% |
The rate increased in 2021 and 2022 as a result of the departures under the employment protection plan (PSE) arrangements relating to the adaptation measures adopted in 2020. Excluding the impact of the PSE employment protection plan, the turnover rate for 2022 would have been 9.5%.
| France scope - at year-end | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Number of people on work-based training contracts |
106 | 92 | 62 |
| Percentage of fixed-term contracts (including work-based training contracts) |
2.4% | 2.2% | 1.5% |
| Absenteeism rate - Group scope | 2022 | 2021 | 2019-20 |
|---|---|---|---|
| (12 months) | (12 months) | (16 months) | |
| Total absenteeism rate | 9.3% | 9.4% | 7.3% |
There are few "academic" training programs available covering the very specific professions involved with building and selling recreational boats and leisure homes. Initial training programs, continuing professional development and internal mobility pathways are key factors that enable Groupe Beneteau to keep its teams' knowledge and know-how at the levels of expertise required to carry out its activities.
Groupe Beneteau's human development policy is focused on developing know-how and internal mobility pathways on the one hand, in addition to the targeted training programs adapted for all of its staff.
The training catalogue covers more than 100 topics and new modules are added each year to take on board technological innovations for the boats built by the Group.
More specifically, the skills development plan has been created to support Groupe Beneteau's priority areas: technical know-how, industrial excellence, managerial efficiency, quality and safety awareness1 .
With professions that are complex and specific to the boat industry, Groupe Beneteau has set up its own technical training centers in Vendée and Bordeaux in France, as well as in the US and Poland. They make it possible to share technical boat building know-how (molding with composite materials, boat assembly and installation) and also provide training for staff from the product development teams and engineers when they join the Group.
In France, the trainers are all former operators, with extensive experience, ensuring that the Group's culture, fine craftsmanship and industrial know-how can be passed on.
Alongside the technical know-how and quality training programs, two project management and methods career development pathways are offered respectively for staff from the plant methods and product development launch methods teams, as well as for project managers.
Pathways for developing leadership and managerial skills are offered to both new and experienced managers. For instance, the DISC Insights training module presents a method to help managers to better understand their colleagues and also learn more about themselves with a view to having more respectful, productive and positive working relations. It also makes it possible to develop a unique 'common language' to help overcome challenges and resolve conflicts.
The sustainable performance stakes aim to accompany and support staff throughout their careers, helping retain skills within the company. More than 50% of the employees promoted have come through internal mobility transfers.
In September each year, a People Review process makes it possible to identify potential candidates for succession planning to cover each key position within the company, especially for the most critical skills.
1 The training actions focused on safety and quality are presented respectively in §3.1 and §2.2 of this Sustainability Performance Report for 2022.
Every year for managers (cadres), and every two years for non-managers (non cadres), the career development and performance review is a key moment to carry out a "career" review that is structured around various aspects, including the person's interests in progressing in the Group's professions, to identify their potential functional or geographical mobility goals, and to define the priority actions for each person to develop their skills.
In 2022, Groupe Beneteau incorporated a new section into its global training plan to deploy modules in line with its societal responsibility: learning to use digital tools and raising awareness on Ethics & Compliance and CSR stakes.
In France, a new tool to digitalize training management will enable managers to play a more proactive role in building skills development plans for their teams, while the HR and Training teams will be able to monitor training management more effectively (organization of sessions, management of reminders, monitoring of participation, satisfaction questionnaires, etc.). This tool also incorporates the digitalization of the performance review.
In 2022, 117 managers followed the DISC Insights training module.
The robust internal mobility program continued to move forward in 2022, with more than 50% of the positions for indirect labor filled through internal mobility transfers.
The Group will continue rolling out the DISC Insights training module with a view to having trained 500 managers by 2023 across all of the Group's sites.
The Group also wants to establish a channel for expertise supporting career development and recognition for its experts, ensure the sustainability of know-how and improve the transmission of knowledge.
As part of its new CSR training section, Groupe Beneteau will for instance start to deploy Climate Collage workshops, in order to raise awareness and engage its staff in climate change mitigation. A dozen in-house "collage correspondents" will be trained with a view to supporting this initiative.
| Number of hours of training per employee (permanent contracts) |
Target (2025) | 2022 | 2021 | 2015-2016 reference year |
|---|---|---|---|---|
| France | 10.5 | 9.4 | 12 | |
| Group scope | >15 | 8.9 | 8.4 | na |
On account of its diverse professions and the wide range of skills required for the successful performance of its activities, it is absolutely vital that the diversity within the Group is seen as a major asset by everyone. It contributes to a healthy workplace environment and, ultimately, our collective performance.
Groupe Beneteau mobilizes its employees to ensure that recruitment practices and policies, remuneration, employment conditions, access to training and career progress are based exclusively on the requirements relating to the work, skills and results and are free from any discrimination based on genderfor instance.
Present in Europe (France, Poland, Italy and Portugal) and the United States for its industrial activity, and operating in the Asia-Pacific region from a commercial representative office in Hong Kong, Groupe Beneteau is committed - in all these geographies - to respecting and safeguarding human rights and fundamental freedoms in all activities, and it requires its partners to make these same commitments (see Responsible Procurement).
Groupe Beneteau is opposed to all forms of discrimination, harassment and inequality in terms of opportunities or treatment and gender inequality. The Code of Ethics and Code of Conduct set out the framework for this policy for employees worldwide, with the Supplier Code of Conduct covering its partners.
The whistleblowing procedure rolled out across Groupe Beneteau (see "Vigilance plan" in the "Risk factors and control environment" section of the Annual Financial Report, and the "Ethics and compliance" stake under the Ethical Growth pillar) enables employees and third parties to report any potential cases of discrimination or harassment.
Within Groupe Beneteau, equal opportunities is approached from four angles:
The governance changes made in June 2022 were accompanied by the appointment of Marie-Hélène Dick as an independent director on the Board of Directors. With four women and four men, Groupe Beneteau's Board of Directors therefore has perfect gender parity. In 2022, women represented 30.4% of the Group's global workforce and this percentage has been progressing for the past three years. This percentage is consistent with the data published by the French national statistics office (INSEE) for the manufacturing industry.
In November 2022, the Group launched an awareness campaign on sexual or sexist harassment. The Executive Leadership Team sent a message to each employee to remind them about each individual's responsibility to systematically reject any form of sexist or discriminatory behavior or harassment.
The gender equality index, measured for the Group's French subsidiaries since 2019, helps assess the progress made with various targeted action plans, such as setting up dedicated budgets for pay rises and signing an agreement on pay rises for people returning from maternity leave. Thanks to the efforts made working with the employee representatives, the subsidiaries SPBI and CNB achieved a score of over 85 in 2022.
The campaign to tackle sexual or sexist harassment will be further strengthened during the first half of 2023 with a training program for managers and the HR population, as well as communication campaigns to raise awareness of the good behaviors to be adopted within the Group.
From 2023, the Group will gradually roll out the gender equality index outside of France, with a target for all the subsidiaries to reach a score of over 75 by 2025.
In 2023, Groupe Beneteau also launched a Women Leader initiative that aims specifically to improve the position of women within the Group's managerial organization.
| Subsidiaries - France | Target (2025) | 2022 | 2021 | Reference (at end-2019) |
|---|---|---|---|---|
| SPBI | 89/100 | 79/100 | 79/100 | |
| Construction Navale Bordeaux | >90/100 | 93/100 | 83/100 | 77/100 |
| BIO Habitat | 84/100 | 83/100* | 88/100 |
* Two of the five indicators were not able to be calculated in 2021. The index for the indicators that were able to be calculated was 54/65.
| Indicators | Max. number of points/ indicator |
SPBI | Construction Navale Bordeaux |
BIO Habitat |
|---|---|---|---|---|
| 1. Pay gap (%) |
40 | 39 | 38 | 39 |
| 2. Individual pay rise gaps (% points) |
20 | 20 | 20 | 20 |
| 3. Promotion gaps (% points) |
15 | 15 | 15 | 5 |
| 4. Percentage of employees awarded pay rises when returning from maternity leave (%) |
15 | 15 | 15 | 15 |
| 5. Number of employees whose gender is under represented among the top 10 earners |
10 | - | 5 | 5 |
| Gender equality index (FY 2021) |
100 | 89 | 93 | 84 |
The index rating (out of 100 points) is calculated for the Groupe Beneteau subsidiaries based on five indicators: the gender pay gap, the individual pay rise gap, the promotion gap, the number of employees awarded pay rises when returning from maternity leave, and parity among the top 10 earners.
| Group scope | at Dec 31, 2022 | at Dec 31, 2021 | at Dec 31, 2020 |
|---|---|---|---|
| Employees / operatives | 30.3% | 29.7% | 28.8% |
| Technicians and supervisors | 32.2% | 31.0% | 29.2% |
| Managers and related | 26.9% | 24.2% | 23.4% |
| Group scope total | 30.4% | 29.6% | 28.5% |
| French scope | at Dec 31, 2021 | at Dec 31, 2020 | at Aug 31, 2019 |
|---|---|---|---|
| Number of units of value recognized for people with disabilities |
352 | 353 | 365 |
| % of the average French headcount | 7.1% | 6.7% | 6.9% |
Data are reported to URSSAF in May for the year ended December 31, i.e. after the publication of the management report. The data for 2022 are therefore not available, and the number of units of value reported in the sustainability performance report at December 31, 2021 corresponds to the submission filed with URSSAF in May 2022 by the French entities (BIO Habitat, Construction Navale Bordeaux and SPBI).
Through its boat activities, the Group is close to the oceans. They are one of the lungs of humanity and are being impacted by global warming. Protecting the extraordinary biodiversity of marine ecosystems is a necessity and a collective challenge for everyone who loves nature and the sea.
With its position in the recreational boat sector, the Group is mobilized for sustainable and responsible boating. The Group wants to accelerate the eco-design of its products and limit their environmental impact throughout their lifecycle. It also wants to engage all of its stakeholders to respect biodiversity and preserve the marine ecosystem.
The Group is taking action in the following key areas:
With particularly long lifespans and useful lives (30 to 40 years on average), recreational boats are used on seas, lakes and rivers around the world. Their main environmental impacts are linked to the choice of raw materials implemented for their production, their use (means of propulsion) and their end-of-life.
To better identify and reduce the environmental impacts of its products, Groupe Beneteau decided in 2021 to use the life cycle assessments of boats as a decision-support tool.
Life cycle assessments (LCA) are a standardized assessment method (ISO 14040 and 14044) making it possible to determine the environmental impacts of a boat throughout its lifecycle, from the extraction of the raw materials required for its manufacturing to its end-oflife treatment (deconstruction, recycling, etc.), and its navigation, maintenance and transportation phases.
In 2022, supported by an independent consulting firm, the Group completed two full life cycle assessments for the Boat division's products: one for a monohull sailing yacht (Jeanneau Yacht 60) and another for an outboard motorboat (Merry Fisher 7.95).
These initial analyses make it possible to confirm the priorities for Groupe Beneteau's innovation policy and to quantify the impact of each technical initiative carried out within the Group. The development teams are working on three areas to design new models, while minimizing their environmental impacts throughout their lifecycle:
The Group plans to complete these life cycle assessments for each of the Boat division's four market segments by the end of 2024, and to help drive the standardization of this analysis method within the recreational boat industry in partnership with the French boating industry federation (FIN) in France and at European level with European Boating Industry (EBI).
The Housing division's eco-design approach is based on choosing environmentally-friendly materials, energyefficient equipment and solutions that facilitate decommissioning, based in particular on the following aspects: choice of materials and components (phthalatefree products, timber from PEFC certified and environmentally-managed forests, recyclable steel, glass wool and cladding), optimization of leisure home water and energy consumption (LED lighting, A or A+ rated appliances, centralized technical management solutions for energy, outdoor lighting timers), simple cleaning and maintenance, landscaping integration of homes, optimization of leisure home deployment (reversibility, waste generated), reduction of impacts relating to upstream and downstream transportation.
Since 2021, the Housing division has continued to put in place a GREEN version of its IRM, O'Hara and BHI models. This version uses natural raw materials (wall and ceiling insulation with BIOFIB plant-based wool from French environmentally-friendly agriculture, worktop and table top in bamboo, Douglas fir timber cladding); materials from recycling (curtains with 80% recycled fibers, mattress with wadding made from recycled PET bottles); energyefficient materials (photovoltaic panels, low-emission glazing, white roof limiting temperature rises in the leisure homes).
To further strengthen the landscape integration of leisure homes at the natural sites where they are located, and limit what may be considered as their visual pollution, the Housing division has worked with its supplier to jointly develop a 3D printed outer skin making it possible to reproduce the surrounding mineral or plant environment.
The current level of consumption of resources will not be able to continue in the future, due to both economic reasons (growing geopolitical tensions and extraction costs) and environmental reasons (depletion of natural resources, climate change, degradation of ecosystems). To ensure sustainable growth, the Group aims to rationalize its use of materials, which will be renewable when possible.
Composite materials make up around 40% of the recreational boats built by Groupe Beneteau, included in their structural parts and all of the components for their hoods. After launching a characterization of the resins and fibers that it uses, Groupe Beneteau has identified three areas for innovation:
• Promoting and increasing the use of plant-based fibers and particularly hemp, whose characteristics offer a number of environmental benefits. The use of these fibers, which are produced and processed locally, consume less water and fit between the cycles of crops intended for people and animals, is in line with Groupe Beneteau's commitment to researching and finding sustainable solutions.
In addition, timber is used to produce the timber frameworks for leisure homes and their interior fittings, as well as for these elements in boats. The Group has set itself a target to increase the proportion of timber from FSC certified forests. (Also see Stake 2.3 – Responsible procurement)
Following several technical trials carried out with the alternative resins (recyclable thermoplastics, biosourced polyester), Groupe Beneteau first assessed a 14% biosourced resin for manufacturing small parts, making it possible to reduce the CO2 emissions from this resin by 11%. This solution was industrialized in 2022 and is used for more than 30,000 parts per year within the Group. Groupe Beneteau's teams also assessed the integration of up to 14% hemp fibers in the fibers used to produce nonstructural parts, such as hoods.
Following three years of co-development with Arkema, Groupe Beneteau built the world's first ever production boat with recyclable resin. The First 44 was unveiled at the Nautic Paris Boat Show in December 2022.
Groupe Beneteau will continue carrying out its validation studies, incorporating resins containing up to 35% to 38% natural materials. Their use on an industrial scale is expected from 2023, initially for small parts and then for larger components.
Groupe Beneteau has signed an agreement with Multiplast, a leading builder of competition boats and user of high-performance composite materials, to set up a partnership for the manufacturing, industrialization and marketing of a series of eco-designed competition monohull sailing yachts. Supported by prestigious international yacht clubs, the Jeanneau Sun Fast 30 One Design aims to become a leading One Design class for offshore racing. This model will incorporate the boat industry's most advanced composite materials in terms of environmentally responsible innovations and will make it possible to demonstrate, under demanding conditions, the reliability of the new recyclable resin developed by Arkema with Groupe Beneteau.
The Group produced its first boat made with recyclable resin in 2022 and is launching its first industrial series in 2023.
The organized decommissioning of boats and leisure homes, and the recycling of the materials for which this is possible, is a key stake for the development of a true circular economy in these two sectors. It prevents the presence of boats and/or leisure homes that are obsolete and out-of-use in unauthorized areas and makes it possible to capitalize on the materials recovered.
Recreational boats reach the end of their lives around 40 years after being built, while leisure homes have a lifespan of a dozen years.
For many years, Groupe Beneteau has been actively engaged in the decommissioning sectors. In France, where the decommissioning sectors are structured, it actively participates in the work carried out by the two eco-organizations and sits on their executive bodies.
from the camping sector to be dismantled. Around 30,000 tons of materials have been processed and recovered by Eco Mobil-Home's partners. More information is available online at https:// ecomobilhome.fr/notre-activite/
In addition to its major financial contribution relating to its activity bringing products to the market (€462,000 in 2022), Groupe Beneteau is actively involved in the governance of the eco-organization APER through three representatives on its Board of Directors, including two members who were also elected to be part of its Office, including the role of Chairman.
The decommissioning rate is ramping up each year, with 369 boats in 2019, 1,259 in 2020, 2,393 in 2021 and nearly 3,000 in 2022.
The APER aims to decommission more than 20,000 boats by 2024.
The APER and Composite Recycling signed a partnership agreement with a view to deploying mobile units with independent energy supplies for the pyrolysis-based treatment of composite waste resulting from the decommissioning of recreational boats. After being separated from the resin and cleaned, the glass fibers will be able to be used again for manufacturing recreational boats or many other products.
Percentage of the target achieved for 20,000 boats to be decommissioned by 2024: 37%
As an industrial group, Groupe Beneteau is aware of the environmental impact of its operations relating to the production of recreational boats and leisure homes, and is constantly looking to improve its footprint in line with its environmental management programs.
11 of the Boat division's 12 sites in France and six of the Housing division's sites are classed as ICPE facilities1 . None of these sites are located in any protected natural areas, although the Bordeaux industrial site is located on the boundary of a Natura 2000 zone ("Garonne"). Each new industrial project is reviewed with the State services, making it possible to inform the services concerned of any changes made, particularly concerning the stakes in terms of impacts on biodiversity.
In addition to these regulatory constraints, the priority pillars from the Group's environmental policy are based on reducing the consumption of raw materials (stake covered in §4.1), improving the energy efficiency of production sites (stake covered in §4.3), ensuring effective control over waste generation, and reducing pollutant emissions and particularly volatile organic compound (VOC) emissions which may also impact the health and safety of employees who are exposed to them (stake from the Engaged Crew pillar).
Since 2012, the Group has structured its Environment policy around the ISO 14001 international standards (see §1.6). Over the coming years, the scope for certified sites is expected to increase.
While the production activity consumes relatively low levels of water resources, water management plans are drawn up for the French and Polish sites and the continuous improvement action plans are audited as part of the ISO 14001 certification process.
Pollutant emissions are linked primarily to volatile organic compounds (VOC) with the composite activities (use of resins, gelcoats, adhesive sealants and solvents) and woodwork activities (varnishing wood) for building recreational boats.
Over the past 10 years, the Group has increased its use of injection techniques (closed mold) and infusion techniques (under cover sheets), and focused on resins and adhesive sealants with low levels of styrene. Contact resin consumption levels have been divided by 10. In accordance with the regulations in force in France, the material assessments and solvent management plans are communicated to the relevant authorities.
To ensure effective control over the generation of nonhazardous waste relating to its industrial operations, the Group applies a "4R" approach (Reduce, Reuse, Recycle, Reclaim). All of the sites sort their waste, with various channels for recovery and reclamation, particularly for packaging (cardboard, plastics, metals) and timber. The non-hazardous waste that cannot be recycled is used to produce energy (incineration). Each ton of waste processed enables the provider to produce 30KWh of electricity. Where possible, the Group aims to minimize the generation of hazardous waste (acetonecontaminated waste, WEEE and batteries), which, in most cases, is incinerated with energy recovery systems by providers.
The Group is committed to moving forward with its continuous improvement efforts in these two priority areas. It has also incorporated these two indicators into the three CSR objectives associated with its multicurrency medium-term financing agreement.
Lastly, the Group puts in place actions to prevent and limit the risks of accidents with environmental impacts (fire outbreak, accidental pollution, etc.). For further details, see the "Risk factors and control environment" section.
To reduce VOC emissions, the joinery unit at Les Herbiers replaced its solid wood solvent-based varnishes with water-based varnishes.
In connection with its preparations for its ISO 14001 certification, the Bordeaux site in France further strengthened its waste management policy, helping increase its non-hazardous waste recycling and recovery rate from 58% in 2021 to 75% in 2022.
At its production sites in Vendée, the Group improved its hazardous waste recycling rate.
1 Installation Classée pour la Protection de l'Environnement (Regulated Environmental Protection Facilities)
The Group will work on standardizing the use of infusion / injection techniques by gradually rolling it out on smaller models and will assess the possibilities for replacing solvents (acetone).
The Group will also continue working on the harmonization and sharing of "4R" best practices across all of its sites.
Lastly, the Group will continue moving forward with the ISO 14001 certification of its production sites, starting with the Bordeaux site from 2023.
Most of the environmental indicators are presented as a ratio in relation to the number of hours worked, which include the hours for temporary staff. The method for calculating VOC emissions reflects the adjustments made by the relevant authorities and the change of scope within the Group. Like-for-like and based on a constant methodology, 2022 emissions are down 4% from 2021.
Volatile organic compound (VOC) emissions
| Like-for-like and constant methodology | Target (2025) | 2022 | 2021 | Change |
|---|---|---|---|---|
| VOC emissions at production sites (kg / 1,000 hours worked) |
-10% | 103.3 | 107.6* | -4% |
* 2021 indicator recalculated on a like-for-like basis for 2022.
| Non-hazardous waste recycling and recovery rate - Production sites |
Target (2025) | 2022 | 2021 | Reference year (2011-12) |
|---|---|---|---|---|
| France | 78% | 72% | 58% | |
| Group | >70% | 64% | 61% | na |
The 2012 reference year corresponds to the launch of the ISO 14001 approach at the French sites.
All the sectors are concerned by the greenhouse gas (GHG) emissions that they generate. Groupe Beneteau is therefore invited to innovate with a view to offering solutions to reduce its GHG emissions and ensure its adaptation to the impacts of climate change. As on a macroeconomic scale, Groupe Beneteau is aware that the cost of inaction would over time be significantly higher than the action plans that it is putting in place to decarbonize its production activities and those relating to the use of its boats and leisure homes.
Groupe Beneteau is setting out its commitments from today to reducing its direct GHG emissions and wants to ramp up its contribution to the reduction of scope 3 emissions for its activity, particularly for the Boat division, an activity that is eligible under the European taxonomy for climate change mitigation (see §5 of this Sustainability Performance Report).
To measure its indirect GHG emissions (scope 3), Groupe Beneteau is capitalizing on the results of its life cycle assessments (see dedicated section in §4.1). They revealed that the boat use phase is the main source of greenhouse gas emissions, with significant variations depending on the type of boat and the scenarios for its use. The proportion of emissions from engine use varies from around 33% for a monohull sailing yacht (used on average one month per year) to over 75% for a small motorboat (around 36h of engine use per year). The main CO2 emission factors in the production phase concern the manufacturing of the composite hull (10% to 22% depending on the two models) and the direct emissions (scope 1&2) for the production sites (5% to 10% of emissions).
The Group's stakes relating to the fight against global warming are therefore focused primarily on: reducing fossil fuel consumption at sea (alternative propulsion systems, architecture, etc.), using more sustainable materials (see §4.1) and improving the energy performance of its sites.
In connection with its Safety, Quality, Environment and Energy policy, the Group adopts an operational management approach for energy performance that is aligned as closely as possible with the various uses and promotes the design and purchasing of efficient equipment.
To reduce its direct emissions, the Group is rolling out actions at all the production sites to improve energy performance, including: thermal insulation of buildings (roofing or cladding) when they are subject to work, centralized monitoring of energy (setting up central technical management systems and operational monitoring of energy consumption), installation of destratifiers (ensuring better consistency of heat and avoiding heat loss in the molding units, which represent 60% of gas consumption), detection of compressed air leaks (monitoring of consumption levels and checking of installations, because compressed air represents 10% of energy consumption), optimization of ventilation in the units, installation of LED lighting, integration of energy performance criteria into purchases, optimization of heating use, rollout of a vehicle booking and ride-sharing system, and employee awareness actions.
These continuous improvement plans are certified in line with the international standard ISO 50001 for all of the Boat division's plants in the Pays de Loire region (France).
The Group is committed to reducing direct emissions (scope 1 & 2), and it aims to ensure alignment with France's national low carbon strategy and contribute to the European ambition to be carbon neutral by 2050. A global climate plan is currently being drawn up to confirm the actions that will enable the Group to achieve these objectives.
The energy consumption operational monitoring plans and the energy consumption contingency plans for France enabled the Group to reduce the intensity of its direct emissions by 14% compared with 2021.
In July 2022, Groupe Beneteau also signed the framework agreement for the project to set up photovoltaic canopies in the Pays de la Loire region with its partners Vendée Energie and the ALLEZ et Cie group. This project aims to create photovoltaic canopy facilities at eight Groupe Beneteau production sites in Vendée. Representing a total of over 40,000 sq.m of photovoltaic panels (more than 4 hectares), the canopies will provide covered parking areas for employees at all of the sites. 130 electric charge points will also be made available to employees for their private and company vehicles throughout the Vendée region and at Cholet. Overall, the projects for photovoltaic canopies will make it possible to connect 8.4 MWp (Megawattpeak) of renewable electricity generated at Groupe Beneteau's production sites to the Vendée network, representing a full-load production capacity of 9,770 MWh (Megawatt hours). More than 1,800 households in neighboring districts will be able to be supplied with locally generated renewable electricity.
Work to install the photovoltaic canopies began at the end of 2022 and the first units of electricity will be generated from the start of 2023.
The Group is also continuing to roll out ISO 50001 certification across its production sites, including the
Bordeaux site from 2023, and will deploy management tools and continuous improvement approaches at its production sites located outside of France.
Groupe Beneteau is continuing to work on its global roadmap with a view to reducing the intensity of its direct CO2 emissions by 30% by 2030.
| CO2 emissions (scope 1 & 2 - Group scope) | Target (2030) |
2022 | 2021 | Reference year (2017-18) |
|---|---|---|---|---|
| Scope 1&2 CO2 emissions (in kg of CO2 eq) | 33,390 | 32,539 | 33,716 | |
| Intensity of scope 1&2 CO2 emissions (in kg CO2 eq / 1,000 hours worked) |
-30%* | 2.3 | 2.7 | 2.5 |
* Target set to ensure alignment with France's national low carbon strategy.
| Electricity consumption | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Electricity consumption (GWh) | 49.0 | 45.4 | 53.2 |
| Intensity per 1,000 hours worked (kWh/1,000h) | 3,392 | 3,744 | 3,939 |
| Percentage of renewable energy | 10.6% | 9.6% | na |
| Gas consumption | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Gas consumption (GWh_GCV) | 109.6 | 105.6 | 93.1 |
| Intensity per 1,000 hours worked (kWh_GCV/1,000h) | 7,592 | 8,713 | 8,518 |
To reduce its indirect emissions, Groupe Beneteau's priority area for action is to work on the motorized propulsion of its boats. In addition to naval architecture and engineering aspects, which make it possible to reduce the boats' weight and design hulls that improve their buoyancy with a view to reducing engine consumption levels at sea, the Product Marketing, R&D and Procurement teams are working on alternative propulsion solutions to reduce the greenhouse gas emissions from boat use, while improving comfort on board by reducing engine noise.
Groupe Beneteau is continuing to move forward with its research and actively monitoring emerging developments, particularly concerning energy storage methods (batteries, hydrogen, e-Fuels, etc) and conversion systems (chargers, fuel cells, electric machines, etc.).
The Group aims to offer silent solutions with zero emissions (during the in-use phase) across all the boat ranges, including the largest units. To achieve this, the integrated systems must make it possible to ensure energy self-sufficiency and offer propulsion in line with users' needs. To meet these requirements, the Group needs to carry out work on the hybridization of engine systems, combining the energy density provided by fossil systems with the reduced noise levels and CO2 emissions (during the in-use phase) associated with electric engine systems.
The Group is committed to developing and commercially promoting alternative propulsion solutions across all of its models by 2030. The DELPHIA brand even aims to be 100% electric by 2025.
In 2022, Groupe Beneteau continued to develop its partnerships with Torqeedo and Vision Marine with a view to offering alternative propulsion solutions across each of its four market segments: Dayboating, Real Estate on the Water, Monohull and Multihull Sailing.
In the sailing catamaran segment, the EXCESS brand had already presented its EXCESS 15 Hybrid prototype at the Cannes Yachting Festival in September 2021, representing a step forward for electric propulsion, efficient on-board energy management and overall savings on fossil fuel consumption.
In the monohull sailing segment, the BENETEAU brand released the Oceanis 30.1e, a 100% electric version, in 2022. The pod solution developed with Torqeedo, with its 12KW peak output, is primarily adapted for monohull sailing yachts under 40 feet. At the Nautic Paris Boat Show in 2022, the brand also presented the new First44 fitted out as an electric version with two pods.
In terms of outboard motorboats, Groupe Beneteau linked up with the company Vision Marine to develop 130KW outboard engines and offer them on the FOUR WINNS brand's inland waterways range. The first boat from this range (FOUR WINNS H2e) was unveiled in Cannes in 2022 and released for sale at the Düsseldorf and Miami shows in 2023.
Lastly, the DELPHIA brand completed its development of the 100% electrically-powered D11 model for use on inland waterways and launched its sales in March 2022. At the end of 2022, 30% of the D11 models were sold with electric propulsion systems.
The Group will continue to assess alternative propulsion solutions, particularly with Volvo Penta, based on the partnership announced at the Düsseldorf show at the start of 2023. The Group will ramp up the integration of these propulsion systems within its product plan and the marketing of the new models, including the Four Winns H2E and the second model from the Delphia brand.
The Group will also continue moving forward with its initiatives to reduce on-board consumption, while improving the comfort provided for customers.
In 2022, two models (Delphia 11 and Oceanis 30.1) were released across the Boat division's 155 models. The Group's objective is to offer an alternative propulsion solution across 100% of its models by 2030.
Recreational boat use is dependent on its direct environment: the marine ecosystem. The natural environment in which Groupe Beneteau's customers use their products is constantly evolving and its sustainability is crucial to ensuring the continuity of its activities. Future customers will never stop dreaming of spending time on the seas around the world only if this marine environment is preserved and protected. The green transition and the preservation of biodiversity will enable Groupe Beneteau to effectively contribute towards this goal.
By capturing carbon, the oceans contribute to the fight against climate change. Wetland environments protect the coast against erosion, mitigating natural risks such as flooding. Coral reef ecosystems represent less than 1% of the seabed, but are home to one third of all known marine species.
Groupe Beneteau's boats and their use must therefore move towards ensuring a minimum impact on these fragile and essential environments.
Groupe Beneteau, through its brands and their commitments, as well as its foundation, is working to promote and implement relevant sustainable actions to protect the marine environment. In addition to incorporating technological innovations making it possible to reduce the impacts on the environment during the in-use phase, Groupe Beneteau has set itself an ambition to raise awareness of these stakes among the general public and users of its products.
In terms of training users and raising their awareness of respect for the environment and applying the principle of efficient and responsible usage, Groupe Beneteau has fitted its boats with a connected interface - Seanapps since 2022, enabling each owner to receive real-time information on their boat, as well as advice on upkeep and maintenance aspects.
In 2022, Lagoon, working with Multicoques Mag, created a video to raise awareness and promote the behaviors to be adopted for environmentally responsible boating. These steps include limiting your waste on board and using eco cleaning and maintenance products. Since 2022, when their catamaran is delivered to each new Lagoon owner, they receive a 100% environmentally friendly and biodegradable boat cleaning kit with the Ecocert label.
Lagoon has also set up a partnership with AnimaMundi and DJI with a view to creating the first comprehensive database of plastic waste in coastal areas. As part of this project, several owners have been equipped with DJI drones to carry out flights over coastal areas in the Caribbean to begin with. The many hours of video footage, which have been automatically analyzed by the AnimaMundi program, are making it possible to assess and record the levels of plastic in real time. To scale up this project and map coastal areas around the world, Lagoon catamaran owners are being invited to join the team and support this initiative. The aim is to obtain a significantly higher number of hours of recordings of coastal areas with two objectives: on the one hand, geotagging locations and quantifying plastic pollution, and on the other hand, monitoring changes in the levels of plastic over time.
Groupe Beneteau is moving forward with its objectives concerning innovative and environmentally responsible solutions. Specifically, it is working to develop freshwater storage solutions which will ultimately make it possible to avoid having to use plastic bottles on board. It is also
looking to incorporate wastewater treatment and storage solutions on its boats, making it possible to eliminate discharges of pollutants. The eco and biodegradable product kits, which are already supplied for some of the Group's boat ranges, will also be gradually extended to cover all of the brands.
The SEANAPPS connected interface will be enhanced with additional modules to raise awareness of behaviors that respect the marine environment with a view to encouraging users to choose mooring posts rather than open anchorage, to respect protected marine areas and to take environmental factors into consideration when preparing to refuel for instance.
Groupe Beneteau's partners - distributors, charter firms, boat clubs, etc. - will be encouraged to further strengthen the training provided for their customers on mooring techniques with a view to minimizing their impacts, in addition to promoting the behaviors required for environmentally responsible and sustainable boating.
Lastly, the Lagoon brand is supporting the team from Escape to Nature, an expert film production company, which will be setting out in 2023 on board a Lagoon 55 to sail to the most isolated parts of the Pacific with a view to highlighting the richness of the underwater world and the importance of preserving it. This human adventure is being led by a team of dedicated scientists, who will spend five years making a series of several films to share their discoveries with the general public, highlight the beauty of our planet and reveal the areas that are threatened by climate change.
| Target (2025) | 2022 | 2021 | |
|---|---|---|---|
| Boats fitted with SEANAPPS | >20,000 | 1,722 | 135 |
In connection with the application of the CSRD, the Group will gradually enhance the key performance indicators and other key figures associated with the stakes.
The green taxonomy regulation is a key part of the European Commission's sustainable finance action plan, which aims to reorient capital flows towards a more sustainable economy. The Taxonomy is a classification system for environmentally "sustainable" economic activities.
As the Group is subject to the obligation to publish nonfinancial information pursuant to Article 29a of Directive 2013/34/EU, Groupe Beneteau is included in the scope of Article 8 of the EU taxonomy regulation and must therefore report to what extent its activities are associated with economic activities classed as sustainable.
The environmental objectives set out in the EU taxonomy regulation are as follows: climate change mitigation, climate change adaptation, sustainable use and protection of water and marine resources, transition to a circular economy, pollution prevention and control, protection and restoration of biodiversity and ecosystems. To date, technical screening criteria have been determined for the first two objectives relating to the climate through a delegated act1 .
For the 2022 reporting period, Article 8 of the delegated act2 requires the Group, as a non-financial parent company, to report the proportion of economic activities that are taxonomy-eligible and related to the first two environmental objectives (climate change mitigation and climate change adaptation) in total revenues, capital expenditure (CAPEX) and certain operating expenditure (OPEX) (the "KPIs").
The specifications for the KPIs are determined in accordance with Annex I of Article 8 of the delegated act. Groupe Beneteau determines the taxonomy-aligned KPIs in accordance with the legal requirements, as presented in the methodology below.
All of the taxonomy-eligible economic activities listed in the Delegated Act relating to the Climate were reviewed.
In its analysis, the Group took into consideration the FAQ published on February 2, 2022, which states, in question 9, that the technical criteria are not retained to determine the eligibility of the activities covered in article 3.3.
Following an in-depth review involving all of the Group's relevant departments, the principal economic activity eligible for the taxonomy is the manufacture of low carbon technologies for transport, covered in article 3.3.
The economic activity building recreational boats (NACE code 30.12) is referred to in article 3.3.l of the European regulation, relating to sea and coastal water transport vessels (Manufacturing, repairing, maintaining, retrofitting, repurposing or upgrading [...] sea and coastal freight water transport vessels, vessels for port operations and auxiliary activities, that are not dedicated to transporting fossil fuels).
The Group has not identified any other economic activity as a relevant emissions source.
The proportion of taxonomy-eligible economic activities within our total revenues was calculated as the share of net revenues from products and services associated with the taxonomy-eligible economic activities (numerator) divided by the net revenues (denominator), in each case for the financial year from January 1, 2022 to December 31, 2022. The denominator for the turnover KPI is based on our consolidated net revenues in accordance with IAS 1.82 (a).
Our consolidated net revenues can be reconciled with our financial statements; refer to the income statement and Note 4 in our 2022 Annual Financial Report ("Net revenues").
As a result, the key performance indicator for the eligibility of revenues came to 82.9%.
Groupe Beneteau reviewed the definition of the numerator for the key performance indicator concerning capital expenditure, presented in point 1.1.2.2 of Annex I to the Delegated Regulation and in the draft FAQ published by the European Commission on February 2, 2022 (Question 11), clarifying the eligible capital expenditure.
Groupe Beneteau concluded that:
a) the amount of capital expenditure relating to assets or processes associated with taxonomy-eligible economic activities represents €63.8m and concerns the Boat division's investments, including those resulting from business combinations (vs. €73.5m in 2021);
b) the amount of capital expenditure subject to a plan aiming to expand taxonomy-eligible economic activities, or aiming to enable taxonomy-eligible economic activities to align with it is zero;
c) the amount of capex concerning the individual measures enabling the target activities to become lowcarbon or to lead to greenhouse gas reductions, notably the activities listed in points 6.5 and 7.2 to 7.6 of Annex I to the Climate Delegated Act, as well as the other economic activities listed in the delegated acts adopted pursuant to Article 10(3), Article 11(3), Article 12(2), Article 13(2), Article 14(2) and Article 15(2) of the Taxonomy Regulation represented €0.4m for the year ended December 31, 2022 (vs. €1.5m in 2021).
Groupe Beneteau reviewed the definition of the denominator for the key performance indicator relating to the capital expenditure presented in point 1.1.2.1 of Annex 1 to the Delegated Regulation.
The total amount of investments comprising acquisitions and changes in the basis for consolidation, as reported in Note 7.4.1., came to €74.2m for the year ended December 31, 2022 (vs. €79.5m in 2021).
As a result, the key performance indicator for the eligibility of capital expenditure came to 86% (vs. 94.4% in 2021).
Groupe Beneteau reviewed the definition of the denominator for the key performance indicator concerning the operating expenditure presented in point 1.1.3.2 of Annex I to the Delegated Regulation and in the draft FAQ published by the European Commission on February 2, 2022 (Question 11), clarifying the eligible operating expenditure.
The Group identified €21.5m of eligible operating expenditure relating to the amount of non-capitalized costs linked to research and development, building renovations, short-term leases, maintenance and repairs, as well as any other direct expenditure relating to the daily upkeep of the property, plant and equipment of the company or third parties to which are outsourced the activities required to ensure the continuous, efficient and effective functioning of these assets, and concluded that this is negligible.
This eligible operating expenditure represents 1.5% of the total operating expenditure. The Group's operating expenditure primarily concerns manufacturing costs (purchases of raw materials or industrial costs) which do not result in the generation of a substantial amount of eligible expenditure. The Group therefore chose to use the exemption for the key performance indicator relating to operating expenditure.
Among its eligible activities, Groupe Beneteau considers that the production of sailing boats and the production of 100% electric motorboats meet the technical criterion for climate change mitigation, but that the portion of these activities that is not produced at ISO 14001 certified sites cannot at this stage be considered to be aligned as a result of the compliance documentation required to satisfy the DNSH criteria.
Annex I to the Delegated Regulation states that the technical screening criteria making it possible to determine that an economic activity contributes substantially to climate change mitigation are:
ii) until December 31, 2025, are hybrid and dual fuel vessels using at least 50% of their energy from zero direct (tailpipe) CO2 emission fuels or plug-in power for their normal operation;
(…)
m) sea and coastal passenger water transport vessels, not dedicated to transporting fossil fuels, that:
i) have zero direct (tailpipe) CO2 emissions;
ii) until December 31, 2025, are hybrid and dual fuel vessels that derive at least 25% of their energy from zero direct (tailpipe) CO2 emission fuels or plug-in power for their normal operation at sea and in ports;
iii) until December 31, 2025, the vessels have an attained Energy Efficiency Design Index (EEDI) value 10% below the EEDI requirements applicable on April 1, 2022 if the vessels are able to run on zero direct (tailpipe) CO2 emission fuels or on fuels from renewable sources.
In terms of the technical screening criteria, the Energy Efficiency Design Index (EEDI) is a standard introduced by the International Maritime Organization (IMO) for commercial boats and does not apply to recreational boats.
In view of these technical screening criteria, Groupe Beneteau has determined the following conclusions:
In the absence of a precise definition concerning the technical criteria relating to the recreational boat activity, Groupe Beneteau has therefore adopted the position to consider in the short term that all sailing yachts, as defined by ISO (EN ISO 8666:2002, Small craft - Principal data), are aligned because they are powered primarily by the wind.
Groupe Beneteau also requested support from the European Boating Industry (EBI) organization to clarify these technical criteria with the relevant authorities and proposed several possible solutions for incorporating sailing yachts and series hybrid motorboats into the current regulation with a more robust and harmonized approach.
Lastly, Groupe Beneteau has not identified any activity with a substantial contribution to climate change adaptation.
For all the economic activities for which the Group is able to demonstrate a substantial contribution to climate change mitigation, the DNSH (Do No Significant Harm) principles were assessed, starting with the sites where these economic activities are carried out. For the activities carried out at sites that are not ISO 14001 certified, it was not materially possible to provide DNSH compliance documentation. As the 14001 certified production site in Poland exclusively produces motorboats, this is the reason why the percentages of Revenues, Capex and Opex associated with the international subsidiaries are not considered to be aligned with the Taxonomy at this stage.
The Bordeaux site is currently completing the certification process for ISO 14001 (Environment) and ISO 50001 (Energy performance). As it had not obtained this certification on the date when this report was drawn up, the Group excluded the activity producing sailing yachts at this site from the activities that were aligned with the Taxonomy for 2022. However, the Group has provided a preliminary DNSH analysis for this site.
For each of the boat production sites in France, a vulnerability analysis was carried out with the insurer in connection with the property damage and business interruption policy based on the criteria defined by Swiss Re for assessing natural disaster risks (River Flood, Storm Surge, Pluvial Flood, Earthquake, Tsunami, Windstorm, Hailstorm, Tornado, Landslide, Wildfire, Lightning).
In the short term, only one internal preliminary review was carried out. Only the Bordeaux site shows a high risk, with flooding if the River Garonne bursts its banks. Adaptation plans are already in place and various measures are already taken internally to mitigate the impact of the risks concerned.
In the Boat division, all of the production sites in France are classed as ICPE1 . In this context, water management plans have been drawn up and the continuous improvement approach is subject to an external audit in connection with the ISO 14001 certification.
1 Installation Classée pour la Protection de l'Environnement (regulated environmental protection facilities)
• Groupe Beneteau has adopted an eco-design approach for the development of its boats. This innovation approach has been recognized within the boat industry as contributing to the recyclability of its boats at the end of their life (recyclable thermoplastic resin). The Group is also committed to industrializing its manufacturing processes (see the stake relating to eco-design and deconstruction presented in this Sustainability Performance Report).
The Group is also continuing to move forward with its approach to ensure increased recyclability for its waste management. The non-hazardous waste recycling and recovery rate came to 78% for the French subsidiaries in 2022.
Lastly, the HSE department leads the process to monitor and control substances of concern and their traceability throughout the lifecycle of the products manufactured.
The main pollution prevention and control measures are presented in §4.2 of the Sustainability Performance Report and §2.6 of the section on risk factors. The Boat division's French subsidiaries also follow a process for the management and transportation of hazardous goods in accordance with the national regulations in force, and specifically the REACH criteria. Due to the delays with publishing the Commission's draft opinion on the interpretation and application of the climate delegated act on December 19, 2022, the Group has not yet been able to fully adapt its process to ensure that it covers all of the substances set out in FAQ 178. The Group's HSE department is taking action to modify its process and extend its suppliers' requests in the future to ensure that all potential substances of concern under the criteria set by REACH Art. 57 are identified even before they are covered by the European regulation.
In the Boat division, all of the French production sites are classed as ICPE regulated environmental protection facilities1 (see Stake 4.2 "Reducing the environmental impact of our industrial operations"). An environmental impact assessment (EIA) has been carried out for each of our sites over the last 10 years, and each new industrial project is reviewed with the State services, making it possible to inform the services concerned of any changes made.
In addition, none of these sites are located in the scope of a protected natural area or a Natura 2000 site. Only the Bordeaux site is located on the boundary of a Natura 2000 site (FR7200700 site in La Garonne) and it is compliant with the regulations in force.
The final stage concerning the activities' alignment with the Taxonomy relates to their compliance with the Minimum Safeguards (MS). The MS include all the procedures implemented to ensure that economic activities are carried out in alignment with:
Groupe Beneteau has been a signatory of the United Nations Global Compact since December 2020. The entire Group is committed to incorporating the 10 principles for ethical business into its strategy and operations. This commitment is set out in the first section of this Sustainability Performance Report and a cross-reference table is appended to make it easier to read the various sections illustrating how these principles are incorporated into the Group's CSR approach. Groupe Beneteau is also subject to the duty of vigilance under the French Potier 2 Act, as presented in the "Vigilance plan" section of the "Risk factors and control environment" chapter. Lastly, these principles are incorporated into our Code of Ethics.
As explained in the "Risk factors" section, the Group exercises a reasonable level of diligence based on the risks, incorporating this dimension into its risk management system with a view to identifying, preventing or mitigating the actual or potential negative impacts,
The Group is present in Europe (France, Poland, Portugal, Italy) and the United States for its industrial activity, and operates in the Asia-Pacific region from a commercial representative office in Hong Kong.
As described in the "Vigilance plan" section of the "Risk factors and control environment" chapter, Groupe Beneteau is committed to respecting and safeguarding human rights and fundamental freedoms in all activities and with all of its stakeholders. The Code of Ethics, Code of Conduct and whistleblowing procedure apply to all employees worldwide and set out the fundamental framework for this commitment. The Supplier Code of Conduct also includes the aspects relating to human rights and fundamental freedoms. Groupe Beneteau is opposed to all forms of discrimination, harassment and inequality in terms of opportunities or treatment and gender inequality. The Group is also moving forward with actions to support people with disabilities and professional restrictions, and is committed to ensuring a safe and healthy work environment within which each employee can fulfilltheir potential.
Anti-corruption is a core pillar of Groupe Beneteau's compliance approach. The Group has therefore drawn up an anti-corruption policy and put in place procedures to prevent corruption risks, as presented in the "Ethics and compliance" section of this Sustainability Performance Report. A whistleblowing procedure is deployed as part of the Group's duty of vigilance and presented in the "Vigilance plan" section of the "Risk factors and control environment" chapter.
The fight against tax fraud and tax evasion is a major focus within the CSR approach. Groupe Beneteau has defined policies and put in place a control environment and processes, as presented in the "Risk factors and control environment" section, in order to effectively protect itself against tax risks and comply with tax legislation in the countries where the Group operates. Illustrating this, Groupe Beneteau is not subject to any DAC6 declarations and the effective tax rate in the main countries where it operates is aligned with the standard rate.
The Group has incorporated business ethics aspects into its Code of Ethics and Code of Conduct, and carries out initiatives to raise employees' awareness accordingly. (see section 2.1 Ethics and compliance in the Sustainability Performance Report)
The Group has not recorded provisions for any expenses relating to disputes underway concerning business ethics or compliance issues, and it has not been subject to any legal proceedings or any convictions in any of these areas.
In addition, the Ethics and Compliance department has used an external tool to ensure that no members of its Board of Directors or Management Board and no representatives of the various subsidiaries have been convicted by the courts for any infringement relating to the risks mentioned above.
| Key performance indicator | FY 2022 (€m) |
Aligned | Unaligned eligible |
Eligible total |
Non-eligible |
|---|---|---|---|---|---|
| Revenues | 1,508.1 | 25% | 58% | 83% | 17% |
| Capital expenditure | 74.2 | 13% | 73% | 86% | 14% |
| Operating expenditure | Exemption |
In addition to the 13% of aligned capital expenditure, 12% contribute substantially to climate change mitigation, but are reported as unaligned as a result of the compliance documentation concerning the DNSH criteria. This expenditure is linked to the development of the activity producing sailing yachts and designing electric motorboat models.
This analysis will be revised when the regulations relating to the other environmental objectives are applied.
| 25% | For activities listed under A2, columns F to R may be filled in on Non applicable for the 2022 reporting (1st year of full reporting) |
|
|---|---|---|
| a voluntary basis by non-financial undertakings | ||
| 25% | 58% 58% |
100% 83% 17% |
| 369.7 | 881.2 881.2 |
1 250.9 1508.1 257.2 |
| 3.3 | B. TAXONOMY-NON-ELIGIBLE ACTIVITIES | |
| A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) |
Proportion of capital expenditure from products or services associated with Taxonomy-aligned economic activities
| Economic activities (M€) | A. TAXONOMY-ELIGIBLE ACTIVITIES | A.1. Environmentally sustainable activities (Taxonomy-aligned) | Low-carbon manufac turing technology for transportation |
CapEx of environmentally (Taxonomy-aligned) (A.1) sustainable activities |
A.2 Taxonomy-Eligible but not environmentally sustainable activities (not Taxonomy-aligned activities) | Low-carbon manufac turing technology for transportation |
activities (not Taxonomy ronmentally sustainable eligible not but not envi aligned activities) (A.2) CapEx of Taxonomy |
Total CapEx of Taxonomy eligible activities (A.1 + A.2) (A) |
B. TAXONOMY-NON-ELIGIBLE ACTIVITIES | Capex of Taxonomy-non eligible activities (B) |
Total (A+ B) | |||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| NACE" "Code(s) |
3.3 | 3.3 | ||||||||||||
| nover Absolute tur |
Million € |
9.7 | 9;7 | 54.1 | 54.1 | 63,8 | 10,4 | 74,2 | ||||||
| Proportion o f turnover |
% | 13% | 13% | 73% | 73% | 86% | 14% | 100% | ||||||
| mitigation ge Climate chan |
% | 100% | ||||||||||||
| adaptation ge Climate chan |
% | 0% | ||||||||||||
| Substantial contribution criteria | ressources arine Water and m |
% | n.a. | |||||||||||
| omy Circular econ |
% | n.a. | ||||||||||||
| Pollution | % | n.a. | ||||||||||||
| ecosystems Biodiversity a nd |
% | n.a. | ||||||||||||
| mitigation ge Climate chan |
Y/N | Yes | For activities listed under A2, columns F to R may be filled in on a Non applicable for the 2022 reporting (1st year of full reporting) voluntary basis by non-financial undertakings |
|||||||||||
| adaptation ge Climate chan |
Y/N | Yes | ||||||||||||
| DNSH Criteria | ressources arine Water and m |
Y/N | Yes | |||||||||||
| omy Circular econ |
Y/N | Yes | ||||||||||||
| Pollution | Y/N | Yes | ||||||||||||
| ecosystems Biodiversity a nd |
Y/N | Yes | ||||||||||||
| feguards Minimum sa |
Y/N | Yes | ||||||||||||
| tion | Year N " of turnover igned propor "Taxonomy al |
Percent Percent | 13% | 13% | ||||||||||
| tion | Year N-1" of turnover igned propor "Taxonomy al |
|||||||||||||
| tional | activity)" ivity or transi (enabling act "Category |
E/T | E |
Total (A+ B)
Proportion of operating expenditure from products or services associated with Taxonomy-aligned economic activities
Non applicable for the 2022 reporting (1st year of full reporting) For activities listed under A2, columns F to R may be filled in on a
voluntary basis by non-financial undertakings
The procedures to be implemented for measuring and reporting on Groupe Beneteau's corporate social responsibility indicators are described and developed in a methodological guide. This guide aims to ensure the reliability of data collection and consistency between the data collected from the various subsidiaries. It is updated each year.
The Group uses software for collecting and consolidating its sustainability reporting information. Data are entered by the various contributors in the software and then checked and analyzed by the CSR leaders, who coordinate the preparation of the sustainability performance report. Various checks, some of which are automatic, are carried out to ensure the reliability of the data. The software collection matrixes and the methodological guide are translated into English for the international subsidiaries.
The data collected cover the period from January 1 to December 31, 2022.
The "Group scope" refers to the reporting scope that has gradually been extended with a view to covering the Group's financial scope.
The scope for companies included in the CSR reporting framework at December 31, 2022 includes:
GB Portugal, which was acquired in 2021, has been consolidated from FY 2022.
"Production site scope" refers to the reporting scope that comprises the subsidiaries with production activities from the Boat and Housing divisions.
As some of the data reported is required exclusively in France, the companies in other countries were excluded from the scope for certain indicators in order to ensure the relevance and reliability of the data published. The scope for each indicator is presented in the indicator's heading.
The French scope corresponds to 67.5% of the Group's workforce.
Various indicators have been identified as not being relevant for some of the companies from the Group scope and, as such, do not cover the full scope. More specifically, this concerns:
Groupe Beneteau decided to roll out the collection process for the gender equality index in its business units located outside of France, and will start to report this indicator from FY 2023.
The definition of the theoretical number of hours and the hours worked was reviewed for the business units outside of France. This harmonization retroactively affects the data from previous years. At Group level for FY 2021, the absenteeism rate would be increased by +1.4% (from 9.41% to 9.51%), while all of the intensity indicators in relation to the number of hours worked would be adjusted down by 2.4%. Considering their materiality, the historical data have not been adjusted.
The data concerning volatile organic compound (VOC) emissions were assessed in 2021 for certain collection points, applying a ratio based on the 2020 data to the number of hours worked in 2021. Following the cyberattack, the scope for materials with VOC emissions was redefined and the 2021 material consumption figures were adjusted upwards by 18.6%. However,the rules for calculating the materials emission rate are still being discussed with the relevant authorities and had not beenfinalizedby thedate ofthis report.
| Headcount per country – permanent and fixed term contracts |
at Dec 31, 2022 | at Dec 31, 2021 | at Dec 31, 2020 |
|---|---|---|---|
| France | 5,160 | 5,050 | 5,256 |
| Poland | 1,724 | 1,657 | 1,555 |
| United States | 532 | 516 | 467 |
| Italy | 290 | 250 | 241 |
| Portugal | 170 | na | na |
| Hong Kong | 8 | 9 | 9 |
| Headcount– Group | 7,884 | 7,482 | 7,528 |
| Headcount per business line – permanent and fixed-term contracts |
at Dec 31, 2022 | at Dec 31, 2021 | at Dec 31, 2020 |
|---|---|---|---|
| BENETEAU SA | 38 | 39 | 42 |
| Boats - France | 4,309 | 4,232 | 4,441 |
| Boats - Other countries | 2,634 | 2,372 | 2,215 |
| Boat headcount | 6,943 | 6,604 | 6,656 |
| Housing - France | 813 | 779 | 773 |
| Housing - Other countries | 90 | 60 | 57 |
| Housing headcount | 903 | 839 | 830 |
| Group headcount | 7,884 | 7,482 | 7,528 |
| Breakdown of the workforce by status | at Dec 31, 2022 | at Dec 31, 2021 | at Dec 31, 2020 |
|---|---|---|---|
| Permanent contracts | 90.4% | 92.0% | 92.4% |
| Fixed-term contracts | 9.6% | 8.0% | 7.6% |
| Workforce: permanent, fixed-term and temporary contracts |
at Dec 31, 2022 | at Dec 31, 2021 | at Dec 31, 2020 |
|---|---|---|---|
| Permanent contracts | 7,129 | 6,881 | 6,957 |
| Fixed-term contracts | 755 | 601 | 571 |
| Registered headcount | 7,884 | 7,482 | 7,528 |
| Temporary staff – France | 1,509 | 1,015 | 369 |
| Total headcount | 9,393 | 8,497 | 7,897 |
| Of which, employees on work-based training contracts * |
106 | 92 | 62 |
* Data exclusively for France
| Breakdown of the workforce by category | at Dec 31, 2022 | at Dec 31, 2021 | at Dec 31, 2020 |
|---|---|---|---|
| Employees and operatives | 74.3% | 74.3% | 74.0% |
| Other* | 25.7% | 25.7% | 26.0% |
* The "Other" category includes technicians, supervisors and managers.
| Percentage of female staff per category | at Dec 31, 2022 | at Dec 31, 2021 | at Dec 31, 2020 |
|---|---|---|---|
| Employees / operatives | 30.3% | 29.7% | 28.8% |
| Technicians and supervisors | 32.2% | 31.0% | 29.2% |
| Managers and related | 26.9% | 24.2% | 23.4% |
| Group scope total | 30.4% | 29.6% | 28.5% |
| Absenteeism rate - Group scope | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Illness | 7.4% | 7.4% | 5.8% |
| Occupational accident / illness | 1.5% | 1.6% | 1.2% |
| Other* | 0.4% | 0.4% | 0.3% |
| Total absenteeism rate | 9.3% | 9.4% | 7.3% |
| Number of days of absence due to occupational illness (French scope) |
18,965 | 18,152 | 18,298 |
* Maternity leave, leave for personal reasons, unjustified absences
| At year-end | at Dec 31, 2022 | at Dec 31, 2021 | at Dec 31, 2020 |
|---|---|---|---|
| Percentage of part-time staff | 3.3% | 3.7% | 3.9% |
| Staff working nights | 183 | 155 | 108 |
Team-based work, in shifts or overnight, primarily concerns molding / composite activities in the Boat business, in line with the production cycles and processes used. To be classed as working nights, staff had to work for more than 120 nights during the year.
| Recruitments | 2022 (12 months) | 2021 (12 months) | 2019-20 (16 months) |
|---|---|---|---|
| Permanent contracts | 1,071 | 777 | 507 |
| Fixed-term contracts | 519 | 583 | 663 |
Dismissals including the departures as part of the employment protection plan (PSE) arrangements relating to the adaptation measures adopted in 2020.
| Turnover rate - Permanent staff | 2022 (12 months) |
2021 (12 months) | 2019-20 (16 months) |
|---|---|---|---|
| France | 9.3% | 8.1% | 3.8% |
| Group | 11.1% | 10.3% | 9.1% |
The compensation policy aims to optimize the balance between the various forms of compensation. It is based around three principles: the market value for positions based on a local market benchmark, the level of inflation and individual performance.
In addition to their fixed pay, staff benefit from a system of profit-sharing and performance-related bonuses; alongside this, executive-grade staff are entitled to a variable compensation package based, depending on their positions, on the company's results and their individual or commercial performance levels.
Agreements relating to the mandatory annual negotiations were signed in the French companies SPBI, Construction Navale Bordeaux and BIO Habitat in FY 2022.
36 collective agreements were signed and filed with DIRECCTE, the French Regional Department of Enterprise, Competition, Consumer Affairs, Labor and Employment, in FY 2022.
The Boat business subcontracts its composites and joinery operations. In the Housing business, subcontracting primarily concerns furniture, wiring bundles and frameworks. Production purchases with subcontractors
The Group works with external providers for catering services at its production sites. These providers are committed to tackling food waste. Prevention and are defined as all the services purchased to replace work in the plants.
For 2022, subcontracting represented the equivalent of 159 FTEs for all of the Group companies.
awareness actions are carried out by the providers on site, such as setting up food waste composting at the Bordeaux site.
France scope – Cost of training / payroll indicator: 1.0%
The main raw materials used by the Group are resins, gelcoats and timber.
| Resins and gelcoats – Boat business* | 2022 | 2021 | 2019-20 |
|---|---|---|---|
| (12 months) | (12 months) | (16 months) | |
| Tons / million hours worked | 1,082 | 1,143 | 1,018 |
* The Housing division's production activity is excluded as it does not consume any resins or gelcoats.
| Group scope | 2022 | 2021 | 2019-20 |
|---|---|---|---|
| (12 months) | (12 months) | (16 months) | |
| Percentage of timber from environmentally managed forests |
71.19% | 71.20% | 78.45% |
Water consumption is linked to the Boat business for filling its test tanks and carrying out water-tightness testing, as well as sanitation purposes. This last area accounts for one quarter of water consumption. The change in total water consumption over the years is linked to the renewal of water in the test tanks, which are emptied approximately every three years. The water used comes from the public network and wells for certain sites. At the sites where this is possible, water consumption levels are monitored on a regular basis with a view to minimizing the risk of leaks.
| Water – Scope: Production sites | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Water consumption (cu.m) | 107,983 | 90,986 | 98,621 |
| Cu.m / million hours worked | 7,484 | 7,508 | 9,306 |
All the Group's sites have oil interceptors which are regularly maintained and make it possible to treat water before it is discharged into the natural environment. Water discharges are monitored with regular measurements.
| French scope - Production sites | 2022 | 2021 | 2019-20 |
|---|---|---|---|
| (12 months) | (12 months) | (16 months) | |
| Compliance rate | 92% | 96% | 96% |
| Scope - Production sites Type of waste (tons) | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Recycled non-hazardous waste | 3,645 | 5,259 | 3,933 |
| Recovered non-hazardous waste | 9,478 | 8,891 | 11,075 |
| Non-hazardous waste sent for landfill | 7,468 | 8,933 | 7,861 |
| Hazardous waste | 1,473 | 1,359 | 1,981 |
| Total quantity of industrial waste | 22,064 | 24,442 | 24,850 |
| Intensity (tons of waste generated per million hours worked) |
1,529 | 2,017 | 1,544 |
Electricity is used for production site operations and lighting. Gas is used to heat the industrial buildings and certain administrative buildings.
| Scope - Production sites | 2022 (12 months) |
2021 (12 months) |
2019-20 (16 months) |
|---|---|---|---|
| Electricity consumption (MWh) | 48,940 | 45,375 | 43,904 |
| Intensity (kWh / 1,000 hours worked) | 3,392 | 3,744 | 3,893 |
| Gas consumption (MWh GCV) | 109,550 | 105,588 | 93,058 |
| Intensity (kWh / 1,000 hours worked) | 7,592 | 8,713 | 7,453 |
| Percentage of renewable electricity | 10.6% | 9.6% | 6.2% |
This concerns staff linked by an employment contract to one of the companies from the scope, whether they are fulltime or part-time, remunerated or non-remunerated positions. The workforce figures taken into consideration are those recorded at December 31.
Staff made available to another company and still employed by a company from the Group scope (seconded staff and expatriates), professional development and apprenticeship contracts, international work placements (VIE), work-based training contracts, staff on maternity, paternity and parental leave, as well as staff on sabbatical leave, unpaid leave, business start-up leave, long-term leave or sick leave are recorded in the workforce. Corporate officers, temporary staff, staff seconded by another company, retired staff, subcontractors and interns are nottaken into account here.
A recruitment corresponds to any fixed-term or permanent employment contract entered into during the period in question. Transfers from fixed-term contracts to permanent positions, transfers from professional development contracts to permanent or fixed-term contracts, transfers from temporary contracts to permanent or fixed-term contracts, and transfers from internships to permanent positions are treated as recruitments on permanent contracts. Two successive fixed-term contracts, set up for the same purpose, are counted as two recruitments if there is a break between the two contracts. Otherwise, only one recruitment is recorded. Two successive fixed-term contracts that have been renewed for different reasons are treated as two recruitments. Internal transfers within the Group scope are not considered to be recruitments.
Turnover for permanent staff corresponds to departures by permanent employees during the year in question, initiated by the employer or employee, divided by the average permanent headcount for the year. The following reasons for departures are taken into account: resignation, dismissal, breaches of contracts and termination of probation periods.
The permanent headcount comprises staff with a permanent employment contract. It therefore excludes people employed by an external company, fixed-term contracts, apprenticeship or professional development contracts and interns.
The figures cover absences due to illness, occupational illness, part-time arrangements for people receiving treatments, occupational accidents (including time when people have had to stop work on the day of their accident), as well as unpaid absences (leave for personal reasons and unjustified absences). Leave entitlements for family events are excluded. The theoretical number of hours worked corresponds to the number of hours theoretically worked in accordance with the employment contracts, excluding paid leave, "RTT" days off in lieu under the French reduced working week system, and public holidays.
Accidents traveling to and from work are not taken into account. Temporary staff, trainees, expatriates and service providers are excluded from this calculation.
Accidents that have only resulted in work being stopped on the day of the accident are not taken into account. Relapses relating to an initial occupational accident are not counted as a new occupational accident. Occupational accidents that have not been recognized by the administrative authorities are not taken into account. Occupational accidents that have been disputed by the employer are taken into account, unless they have not been recognized by the administrative authorities.
Time worked includes all the hours of presence within the company (including training time, time spent as staff representatives and any time in the infirmary), in addition to time for training outside the company. The theoretical number of hours per day for employees working on a day basis has been defined by each company based on the employee's category.
Any cases when employees have to take time off work are taken into account, irrespective of the period for which they may be off work, but the day of the accident itself is not counted, unless the date when the work stoppage is reported coincides with the date of the accident. Days off work during the reporting period relating to relapses following an initial occupational accident are taken into account. In such cases,the day of the relapse is also counted. Days off work following an occupational accident that has not been recognized by the administrative authorities are not taken into account. Days off work following an occupational accident that has been disputed by the employer are taken into account, unless they have not been recognized by the administrative authorities. Days off work are counted on a calendar day basis.
The frequency rate is the number of occupational accidents resulting in time off work x 1,000,000 / actual number of hours worked.
The severity rate is the number of days off work for occupational accidents x 1,000 / actual number of hours worked.
Training includes any operations provided for a company employee, whether they are provided by an external party or not, and which are subject to a certificate of presence formalized with an attendance sheet and program. The number of hours of training per employee is calculated based on the average permanent headcount.
The scope includes people with recognized disabilities in connection with the annual declaration filed with AGEFIPH, the French association for the management of funding for the integration of disabled people (French scope). The number of units of value is calculated on the company scope, including temporary staff andsubcontractors.
Production purchases with subcontractors are defined as all the services purchased to replace work in the plants.
Local suppliers are suppliers located in the Brittany, Pays de la Loire, Poitou-Charentes and Aquitaine regions of France. The reference address is the billing address.
The sites or subsidiaries taken into account are those with a valid ISO 14001 certificate at December 31 of the year in question. For a multi-site certificate, all the sites are recorded as certified.
VOCs or volatile organic compounds concern any organic compound, excluding methane, with a steam pressure of 0.01 kPa or more at a temperature of 293.15 Kelvin or corresponding volatility under specific usage conditions. As a minimum, organic compounds contain the element carbon and one ormore ofthe following elements: hydrogen, halogens, oxygen, sulfur, phosphorus, silicon or nitrogen (with the exception of carbon oxides and inorganic carbonates and bicarbonates). They are emitted either through combustion or evaporation. Emissions are assessed by calculating a material assessment based on the quantities of products containing VOCs. The emission factors are taken from the guide for preparing a framework for effectively managing VOC emissions in the composites sector (Guide de Rédaction d'un Schéma de Maîtrise des Émissions de COV dans le Secteur des Composites), published in 2004 and drawn up withthe technical inter-industry centerfor atmosphericpollution research (CITEPA), the composites and plastics processing industry association (GPIC), the boating industry federation (FIN) andtheplasticmaterialsproducersunion(SPMP).
The following classification is applied:
Reprocessing of materials or substances contained in waste through a production process in such a way that they are used to create or incorporated into new products, materials or substances for their initial purpose or other functions. This includes the reprocessing of organic materials, but notably excludes reclamation for energy, conversion for use as a fuel, processes involving combustion or use as an energy source, including chemical energy, or backfilling operations.
Direct use of waste, without applying any techniques to process it, such as the reuse of pallets for instance.
Use of waste to produce an energy source or to replace an element or material.
Storage underground or disposal in landfill.
Quantity of water specifically used for the site's requirements (domestic or industrial use).
Total quantity of electricity (kWh) or gas (kWh GCV) purchased or produced and consumed by the sites. With regard to gas consumption, only natural gas is taken into account. Propane consumption is excluded from the calculation.
This concerns energy-related emissions. The emission factors are taken from the ADEME Carbon Base. These factors take into account upstream emissions and combustion levels for the facility.
Resin and gelcoat consumption is measured based on the quantities consumed during the period in question.
| Global Compact principles | Document sections |
|---|---|
| HUMAN RIGHTS | |
| · Introduction of Engaged Crew |
|
| · Responsible procurement policy |
|
| Principle 1: Businesses should support and · respect the protection of internationally proclaimed human rights; |
Ensuring no complicity in any violation of human rights and fundamental freedoms |
| · Ensuring a safe and healthy work environment for our employees |
|
| · Promoting diversity and inclusion |
|
| · Principle 2: Businesses should make sure that they are not complicit in human |
Ensuring no complicity in any violation of human rights and fundamental freedoms |
| rights abuses; | · Responsible procurement policy |
| INTERNATIONAL LABOR STANDARDS | |
| Principle 3: Businesses should uphold the freedom of association and the effective recognition of the right to collective bargaining; |
· Introduction of Engaged Crew · Employee-related indicators - number of agreements signed |
| Principle 4: Businesses should uphold the elimination of all forms of forced and compulsory labor; |
· Ensuring ethical business practices · Responsible procurement policy |
| · Ensuring ethical business practices |
|
| Principle 5: Businesses should uphold the effective abolition of child labor; |
· Responsible procurement policy |
| · Ensuring ethical business practices |
|
| Principle 6: Businesses should uphold the elimination of discrimination in respect of |
· Responsible procurement policy |
| employment and occupation; | · Commitment to diversity and non-discrimination |
| ENVIRONMENT | |
| · Effective management of industrial risks |
|
| Principle 7: Businesses should support a | · ISO 14001 certification |
| precautionary approach to environmental challenges; |
· Reducing the impact of products throughout their lifecycle |
| · Reducing the impact of our industrial operations on the environment; |
|
| · Responsible procurement policy |
|
| Principle 8: Businesses should undertake | · Introduction of "Preserved Oceans" |
| initiatives to promote greater | · ISO 14001 certification |
| environmental responsibility; | · Reducing the impact of products throughout their lifecycle |
| · Reducing the impact of our industrial operations on the environment |
|
| Principle 9: Businesses should encourage | · Reducing the impact of products throughout their lifecycle |
| the development and diffusion of environmentally friendly technologies; |
· Reducing the impact of our industrial operations on the environment; |
| ANTI-CORRUPTION | |
| Principle 10: Businesses should work · against corruption in all its forms, including extortion and bribery. |
Ensuring ethical business practices and combating all forms of corruption · Responsible procurement policy |
| SDG | KEY INFORMATION | LINK TO THE SUSTAINABILITY PERFORMANCE REPORT |
|---|---|---|
| Major stake | ||
| In a socioeconomic context that requires a constant focus on improving productivity, Groupe Beneteau takes particular care to ensure the safety of its employees, avoid any detrimental aspects for their health and enable them to benefit from conditions to ensure their wellbeing at work. |
Section 3.1 | |
| 3 | Reducing VOC emissions at the production sites is a priority objective for the Group. | Section 4.2 |
| In the boating sector, quality is a particularly crucial safety issue for end users due to the conditions in which boats are used. All of the Group's boats are designed to ensure the safety of boat users. |
Section 2.2 | |
| At its many sites, around the world, Groupe Beneteau contributes to developing employment by ensuring equal opportunities and promoting stable and sustainable jobs, with fair pay and employment contracts. |
||
| 8 | The Group also engages its employees in its performance through the payment of company performance bonuses, profit sharing and employee shareholding. |
Section 3.2 |
| Groupe Beneteau has put in place an eco-design approach for its products to make more responsible choices in terms of materials and production processes. The Group has also been recognized within its industry for the development and industrial-scale integration of recyclable resin. |
Section 4.1 | |
| 12 | Groupe Beneteau has launched a life cycle assessment campaign that will gradually cover its various boats. | Section 4.1 |
| Groupe Beneteau has launched an approach to reduce its environmental impact, particularly in terms of waste management. The Boat division's main production sites in France and Poland are ISO 14001 certified. |
Section 4.2 | |
| Groupe Beneteau provides its distributors with an effective after-sales service. | Section 2.2 | |
| Groupe Beneteau aims to further strengthen its impact on the fight against global warming. The Boat division's activities (83% of Group revenues in 2022) are eligible for the European Taxonomy. |
||
| 13 | The Group has identified the various sources of GHG emissions for its activities (Scopes 1 & 2) and is putting in place an action plan to reduce them. The Group is committed to developing and commercially promoting alternative propulsion solutions across all its boat models by 2030. |
Section 4.3 |
| 14 | Groupe Beneteau is committed to promoting and implementing relevant sustainable actions for protecting the marine environment. In addition to incorporating technological innovations making it possible to reduce impacts on the environment during the in-use phase, the Group is raising awareness among recreational users on boating practices that help preserve and protect the Oceans. |
Section 4.4 |
| 16 | A Global Compact signatory, Groupe Beneteau is committed to promoting and respecting the protection of international human rights, contributing to the elimination of any discrimination relating to employment and occupation, and taking action to combat corruption in all its forms, including extortion and bribery. |
Section 2.1 and 3.4, Vigilance Plan |
| Moderate stake | ||
| 4 | Groupe Beneteau has put in place training programs to support the development of its employees' skills, a factor for long-term success (adaptation, competitiveness, efficiency, etc.). |
Section 3.3 |
| Groupe Beneteau offers different pathways for work-based training programs and internships to enable young people to develop professional skills. |
||
| 5 | Groupe Beneteau mobilizes its employees to ensure that recruitment practices and policies, remuneration, employment conditions, access to training and career progress are based exclusively on the requirements relating to the work, skills and results and are free from any discrimination based on gender for instance |
Section 3.4 |
| 6 | At certain production sites, Groupe Beneteau has deployed water-saving measures and tracks the indicators for results. | Section 4.2 |
| 7 | At certain production sites, Groupe Beneteau has launched an energy efficiency approach with a view to continuously and sustainably reducing its energy consumption levels and sources of energy waste. |
Section 4.3 |
| The Group is rolling out a project to install more than 40,000 sq.m of photovoltaic canopies at its production sites in France, and is integrating on-board electricity generation for certain boat models with solar panels or electric engines. |
||
| 9 | Groupe Beneteau is investing in research and development to maintain its know-how and accelerate its transition to a sustainable industry. For instance, the Group jointly developed, over three years, a recycle resin for the production of its boats. |
Section 4.1 |
| 10 | See SDG 5: Groupe Beneteau is putting in place procedures to reduce inequality between workers (on hiring, at work, in terms of career development and at the end of their contract), particularly in relation to women and people with disabilities. |
Section 3.4 |
| The responsible procurement policy aims to increase the percentage of timber from eco-managed and PEFC certified forests. | Section 2.3 | |
| 15 | 11 of the Boat division's 12 sites in France and six of the Housing division's sites are classed as ICPE regulated environmental protection facilities. |
Section 4.2 |
| Groupe Beneteau deploys its CSR policy through a partnership-based approach with its suppliers and stakeholders. | ||
| 17 | The Group has launched an action to assess its suppliers with the rating agency Ecovadis. | Section 2.3 |
| The Group is rolling out a project for photovoltaic canopies in partnership with local stakeholders. | Section 4.3 | |
| Not concerned | ||
| 1, 2, 11 | As part of Groupe Beneteau's activities focused on building and marketing recreational boats and leisure homes and alternative forms of accommodation for campsites, it does not contribute to the SDGs aimed at reducing extreme poverty, combating hunger around the world and/or reducing the environmental and sanitation-related footprint of cities, their infrastructures and their operations. |
Report by one of the statutory auditors, appointed as an independent third party, on the consolidated sustainability performance report.
This is a free translation into English of the Statutory Auditors' report issued in French and is provided solely for the convenience of English speaking readers. This report includes information specifically required by European regulations or French law. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.
BENETEAU - Les Embruns - 16, boulevard de la Mer - 85800 Saint-Gilles-Croix-de-Vie - France
In our capacity as the Statutory Auditor of Beneteau (hereafter the "entity"), appointed as an independent third party and accredited by Cofrac (Cofrac Inspection Accreditation no.3-1862, whose scope is available at www.cofrac.fr), we conducted our work in order to provide a report expressing a limited assurance conclusion on the historical information (observed or extrapolated) from the consolidated non-financial information statement (hereafter respectively the "Information" and the "Statement"), prepared in accordance with the Entity's procedures (hereafter the "Guidelines"), for the year ended December 31, 2022, included in the management report pursuant to the provisions of Articles L.225-102-1, R.225-105 and R.225-105-1 of the French Commercial Code.
Based on the procedures performed, as described in the "Nature and scope of our work" section, and the elements that we have collected, we have not identified any material anomalies that would cause us to believe that the consolidated non-financial information statement is not compliant with the applicable regulatory provisions and that the Information, taken as a whole, is not presented fairly in accordance with the Guidelines.
The absence of a generally accepted and commonly used framework or established practices on which to evaluate and measure the Information permits the use of different, but acceptable, measurement techniques that may affect comparability between entities and through time.
Consequently, the Information needs to be read and understood with reference to the Guidelines, significant elements of which are available upon request from the entity's headquarters.
The Information may be subject to inherent uncertainty because of incomplete scientific and economic knowledge and due to the quality of the external data used. Certain Information is sensitive to the methodological choices, assumptions and/or estimates used to prepare the Information presented in the Statement.
Its management is responsible for:
The Statement was prepared by the Board of Directors.
On the basis of our work, our responsibility is to provide a report expressing a limited assurance conclusion on:
As we are engaged to form an independent conclusion on the Information as prepared by management, we are not permitted to be involved in the preparation of the Information as doing so may compromise our independence.
It is not our responsibility to comment on:
The work described below was performed in accordance with the provisions of Articles A.225-1 et seq. of the French Commercial Code and with the professional guidance of the French Institute of Statutory Auditors ("CNCC") applicable to such engagements, and specifically the CNCC's technical opinion, Statutory auditor engagements - Independent third-party engagements - Non-financial information statement, serving as a verification program, as well as with ISAE 3000 (Revised) – Assurance Engagements other than Audits or Reviews of Historical Financial Information.
Our independence is defined by the provisions of Article L.822-11-3 of the French Commercial Code and the French Code of Ethics (Code de déontologie) for statutory auditors. In addition, we have implemented a system of quality control including documented policies and procedures to ensure compliance with the ethical requirements, CNCC professional standards relating to this engagement, and applicable legal and regulatory requirements.
Our work was carried out by a team of six people between October 2022 and April 2023 and took a total of six weeks.
We were assisted in our work by our specialists in sustainable development and corporate social responsibility. We conducted 23 interviews with the people responsible for preparing the Statement, representing in particular the health and safety, compliance, human resources, operations and innovation departments.
We planned and performed our work considering the risk of material misstatement of the Information.
We consider that the procedures we performed were based on our professional judgment and allowed us to provide a limited level of assurance conclusion:
assess the process used to identify and confirm the principal risks and the consistency of the outcomes and the key performance indicators used with respect to the principal risks and the policies presented, and
corroborate the qualitative information (measures and outcomes) that we considered to be the most important presented in the appendix. With regard to the risks "Contributing to protecting the marine ecosystem", "Ensuring product quality for consumer safety" and "Ensuring an exemplary ethics and compliance approach", our work was carried out on the consolidating entity; for the other risks, our work was carried out on the consolidating entity and a selection of entities: Ostroda Yachts and Construction Navale Bordeaux;
for the key performance indicators and other quantitative outcomes that we considered to be the most important presented in the appendix, we implemented:
analytical procedures to verify the proper consolidation of the data collected and the consistency of any changes in those data;
The procedures performed in a limited assurance engagement are less extensive than those required for a reasonable assurance engagement performed in accordance with the professional guidance of the French Institute of Statutory Auditors ("CNCC"); a higher level of assurance would have required us to carry out more extensive procedures.
Neuilly-sur-Seine, April 26, 2023
PricewaterhouseCoopers Audit
Bardadi Benzeghadi
Partner
Anne Parenty
Partner, Sustainability Reporting
Key performance indicators and other quantitative results:
Qualitative information (actions and results):
| 1 | Key developments for the year | 93 |
|---|---|---|
| 2 | Accounting principles | 94 |
| 3 | Basis for consolidation and key developments for the year | 96 |
| 4 | Segment reporting | 100 |
| 5 | Operational data | 103 |
| 6 | Staff costs and employee benefits | 108 |
| 7 | Intangible assets, property, plant and equipment, and non-current financial assets |
112 |
| 8 | Provisions and contingent liabilities | 120 |
| 9 | Financing and financial instruments | 121 |
| 10 | Corporate income tax | 134 |
| 11 | Equity and earnings per share | 136 |
| 12 | Information concerning related parties | 138 |
| 13 | Events after the reporting period | 139 |
| 14 | Statutory auditors' fees | 140 |
| 15 | Statutory auditors' report on the consolidated financial statements | 141 |
| €'000 | Note | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|---|
| Revenues | 5.1 | 1,508,093 | 1,227,151 |
| Change in inventories of finished products and work-in-progress | 90,660 | (4,007) | |
| Other income from operations | 1,610 | 1,448 | |
| Purchases consumed | (779,333) | (574,389) | |
| Staff costs | 6.2 | (445,653) | (360,708) |
| External expenses | 5.6 | (138,577) | (106,398) |
| Tax | (19,565) | (17,390) | |
| Depreciation | (59,861) | (64,155) | |
| Other current operating expenses | 5.7 | (7,483) | (6,642) |
| Other current operating income | 5.7 | 4,760 | 847 |
| Income from ordinary operations | 154,652 | 95,757 | |
| Other income and expenses | 5.8 | 2,745 | 1,269 |
| Operating income | 157,397 | 97,026 | |
| Income from cash and cash equivalents | 1,630 | 477 | |
| Gross finance costs | (3,721) | (1,471) | |
| Net finance costs | (2,091) | (994) | |
| Other financial income | 1,834 | 122 | |
| Other financial expenses | (12,028) | (1,591) | |
| Financial income (expense) | 9.2 | (12,285) | (2,463) |
| Share in income from associates | 7.5 | (2,386) | 3,903 |
| Corporate income tax | 10 | (39,574) | (25,130) |
| Consolidated net income | 103,152 | 73,336 | |
| Non-controlling interests | 15 | (80) | |
| Net income (Group share) | 103,137 | 73,415 | |
| € | |||
| Net income (Group share) per share | 11.3 | 1.27 | 0.90 |
| Diluted net earnings per share | 11.3 | 1.25 | 0.89 |
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Items that will not be subsequently reclassified to profit or loss | ||
| Actuarial gains or losses | 3,107 | (3,665) |
| Tax effect | (803) | 946 |
| Subtotal | 2,304 | (2,719) |
| Items that will be reclassified subsequently to profit or loss | ||
| Foreign currency translation adjustments | (59) | 610 |
| Fair value adjustments on financial hedging instruments | 5,879 | (326) |
| Share of gains and losses recognized directly in equity for associates | 0 | 0 |
| Tax effect | (1,520) | 159 |
| Subtotal | 4,301 | 443 |
| Subtotalforgains andlosses recognizeddirectly inequity | 6,605 | (2,276) |
| Net income for the period | 103,152 | 73,336 |
| Net income and gains and losses recognized directly in equity | 109,757 | 71,060 |
| Of which, share attributable to owners of the parent | 109,742 | 71,140 |
| Of which, share attributable to non-controlling interests | 15 | (80) |
| ASSETS (€'000) | Note | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|---|
| Goodwill | 7.1 | 91,047 | 90,752 |
| Other intangible assets | 7.2 | 18,640 | 16,805 |
| Property, plant and equipment | 7.3 | 317,501 | 306,170 |
| Investments in associates | 7.5 | 74,026 | 83,359 |
| Non-current financial assets | 1,664 | 381 | |
| Deferred tax assets | 10 | 15,755 | 12,814 |
| Non-current assets | 518,633 | 510,281 | |
| Inventories and work-in-progress | 5.3 | 450,297 | 328,331 |
| Trade receivables and related | 5.2 | 80,464 | 57,164 |
| Other receivables | 5.4 | 52,019 | 40,270 |
| Floor plan-related dealer receivables | 5.5 | 267,184 | 139,861 |
| Current tax assets | 729 | 2,484 | |
| Cash and cash equivalents | 9.4 | 356,204 | 321,727 |
| Current assets | 1,206,897 | 889,837 | |
| Assets held for sale | 0 | 0 | |
| Total assets | 1,725,530 | 1,400,118 |
| SHAREHOLDERS' EQUITY AND LIABILITIES (€'000) | Note | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|---|
| Share capital | 11 | 8,279 | 8,279 |
| Additional paid-in capital | 27,850 | 27,850 | |
| Treasury stock | 11 | (25,273) | (11,279) |
| Consolidated reserves | 592,505 | 531,295 | |
| Consolidated income | 103,137 | 73,415 | |
| Shareholders' equity (Group share) | 706,498 | 629,560 | |
| Non-controlling interests | (14) | (157) | |
| Total shareholders' equity | 706,484 | 629,403 | |
| Provisions | 8 | 4,600 | 13,811 |
| Employee benefits | 6.3 | 23,933 | 25,036 |
| Financial liabilities | 9.3 | 27,975 | 31,247 |
| Deferred tax liabilities | 10 | 2,471 | 1,182 |
| Non-current liabilities | 58,979 | 71,275 | |
| Short-term loans and current portion of long-term loans | 9.3 | 117,063 | 68,099 |
| Floor plan-related financial debt with financing organizations | 5.5 | 267,184 | 139,861 |
| Trade payables and related | 5.4 | 164,773 | 139,802 |
| Other liabilities | 5.4 | 352,581 | 304,703 |
| Other provisions | 8 | 53,611 | 46,420 |
| Current tax liabilities | 5.4 | 4,856 | 553 |
| Current liabilities | 960,067 | 699,439 | |
| Liabilities held for sale | 0 | 0 | |
| Total shareholders' equity and liabilities | 1,725,530 | 1,400,117 |
| €'000 | Capital stock |
Additiona l paid-in capital |
Treasury stock |
Consolida tedreserves |
Translatio n adjustment s |
Earnings | Sharehol ders' equity (Group share) |
Non controlling interests |
Total sharehold ers' equity |
|---|---|---|---|---|---|---|---|---|---|
| Shareholders' equity at Dec 31, 2020 |
8,279 | 27,850 | (12,254) | 623,160 | (12,577) | (80,877) | 553,581 | (1,770) | 551,811 |
| Earnings for 2021 | 73,415 | 73,415 | (80) | 73,336 | |||||
| Other comprehensive income | (2,878) | 610 | (2,268) | 0 | (2,268) | ||||
| Comprehensive income for 2021 |
0 | 0 | 0 | (2,878) | 610 | 73,415 | 71,147 | (80) | 71,068 |
| Appropriation of earnings for 2019-20 |
(80,877) | 80,877 | 0 | 0 | |||||
| Dividends paid | 0 | 0 | |||||||
| Foreign currency translation adjustments |
(648) | (648) | (648) | ||||||
| Change in scope | 909 | 909 | 1,694 | 2,603 | |||||
| Changes in treasury stock | 975 | (18) | 957 | 0 | 957 | ||||
| Other (1) | 3,614 | 3,614 | 0 | 3,614 | |||||
| Shareholders' equity at Dec 31, 2021* |
8,279 | 27,850 | (11,279) | 543,910 | (12,615) | 73,415 | 629,560 | (157) | 629,403 |
| Earnings for 2022 | 0 | 0 | 103,137 | 103,137 | 15 | 103,152 | |||
| Other comprehensive income | 6,664 | (59) | 0 | 6,605 | 6,605 | ||||
| Comprehensive income for 2022 |
0 | 0 | 0 | 6,664 | (59) | 103,137 | 109,742 | 15 | 109,757 |
| Appropriation of earnings for 2021 |
73,413 | (73,413) | 0 | 0 | |||||
| Dividends paid | (24,250) | (24,250) | (24,250) | ||||||
| Exchange gains or losses | (54) | (54) | (54) | ||||||
| Change in scope (2) | (228) | (228) | 127 | (101) | |||||
| Changes in treasury stock | (13,994) | (256) | (14,249) | (14,249) | |||||
| Other (1) | 5,980 | 5,980 | 5,980 | ||||||
| Shareholders' equity at Dec 31, 2022 |
8,279 | 27,850 | (25,273) | 605,233 | (12,728) | 103,137 | 706,500 | (15) | 706,484 |
* Shareholders' equity at December 31, 2021 for €1,053,000 takes into account the restatement of configuration and customization costs for SaaS software in accordance with the IFRIC 2021 decision concerning the recognition of retirement benefit commitments, as presented in Note 2.2.
1 Detailed breakdown of other changes - IFRS 2, see § 6.4
2 Changes in scope, presented in Note 3.4
| €'000 | Note | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|---|
| Operating activities | |||
| Net income for the year | 113,849 | 71,193 | |
| Consolidated net income | 103,152 | 73,336 | |
| Share in income of associates (restated for dividends received) | 10,697 | (2,143) | |
| Elimination of income and expenses without any impact on cash flow or unrelated to operations |
61,450 | 77,660 | |
| Depreciation and provisions | 66,382 | 71,129 | |
| Capital gains or losses on disposals | (1,114) | 2,630 | |
| Deferred tax | (3,818) | 3,901 | |
| Operating cash flow | 175,299 | 148,853 | |
| Change in working capital requirements | (75,601) | 82,068 | |
| Inventories and work-in-progress | (120,598) | (20,925) | |
| Receivables | (9,176) | (959) | |
| Current tax | 6,114 | 7,869 | |
| Payables | 48,056 | 96,083 | |
| Change in floor plan-related dealer receivables | 5.5 | (123,917) | (4,116) |
| Total 1 - Cash flow from operating activities | (24,222) | 226,805 | |
| Investment activities | |||
| Fixed asset acquisitions | 7.4 | (73,854) | (54,540) |
| Fixed asset disposals | 3,094 | 352 | |
| Fixed asset-related receivables - payables | 1,355 | 3,489 | |
| Impact of changes in scope | 3.4 | (101) | (47,946) |
| Total 2 - Cash flow from investment activities | (69,506) | (98,645) | |
| Financing activities | |||
| Change in share capital | 0 | 0 | |
| Other cash flow from financing activities | 0 | 0 | |
| Treasury stock | (14,249) | 957 | |
| Dividends paid to shareholders | (24,250) | 0 | |
| Issuing of financial debt | 9.3 | 18,078 | 20,906 |
| Repayment of financial debt | 9.3 | (12,443) | (137,979) |
| Change in floor plan-related financial debt with financing organizations |
5.5 | 123,917 | 4,116 |
| Total 3 - Cash flow from financing activities | 91,053 | (112,000) | |
| CHANGE IN CASH POSITION (1+2+3) | (2,675) | 16,160 | |
| Opening cash position | 9.4 | 308,489 | 291,520 |
| Closing cash position (1) | 9.4 | 306,469 | 308,489 |
| Impact of changes in exchange rates | 655 | 809 | |
| Change | (2,675) | 16,160 | |
| (1) Detailed breakdown: | |||
| Of which, transferable securities | 70,028 | 50,091 | |
| Cash at bank and in hand | 286,177 | 271,636 | |
| Bank overdrafts | (49,736) | (13,238) |
The Group has two main activities:
The Group's other activities are ancillary and considered as reconciliation items in terms of the segment reporting given in Note 4.
The consolidated financial statements for the 12-month financial year ended December 31, 2022 reflect the accounting position of the company and its subsidiaries (hereafter "the Group"). They were approved by the company's Board of Directors on April 25, 2023, which authorized their publication. These accounts will be submitted for approval at the next general shareholders' meeting on June 15, 2023.
Throughout the year, all of the industrial operations were significantly disrupted by the pressures affecting the supply chain. In 2022, the Group increased its raw material inventory coverage levels (+€27m). The industrial and logistics teams carry out work to limit the consequences of potential delays with deliveries, while carefully monitoring working conditions. In a context of the stabilization of the supply chain disruption seen from the end of the second quarter of 2022, the quality of the Group's operational management even enabled it to ramp up the pace of deliveries during the second half of the year and to offset the delays with billing that had been caused by the sourcing difficulties faced, particularly at the start of the year. The impact of this catch-up with deliveries is reflected in the deferral of around €80m of revenues from the first half of 2022 to the second half of the year (non-standard and non-recurring half-year breakdown). The operational performance by the teams therefore made it possible to limit the impact of the supply chain disruption and inflation.
Following on from the Let's Go Beyond! strategic plan, Groupe Beneteau carried out the following operations: On February 23, 2022, Beneteau Group America Inc acquired Magnetic Evolution Corporation, which was renamed Beneteau Group Industries Mexico with a view to covering the purchase of a site.
Looking to structure the development of its industrial footprint on the segment for motorboats under 40 feet, Groupe Beneteau also acquired a 14.28% interest in an industrial subcontractor, the Tunisian-based company Magic Yacht. These equity securities represent €0.9m and are not consolidated.
The Group's consolidated accounts comprise the accounts of the company BENETEAU SA ("the Company") and its subsidiaries. The Group refers to the Company, the Group's parent company, and the entities from its basis for consolidation (see Note 3 "Basis for consolidation and key developments for the year" and Note 12 "Information concerningrelatedparties").
The consolidated accounts are prepared in accordance with the principle of continuous operations and on a historical cost basis, primarily with the exception of the following items:
• Derivative financial instruments and indemnification assets, contingent liabilities and financial liabilities
2.2 Standards applied
The consolidated financial statements are presented for the year ended December 31, 2022 in line with the IFRS published by the International Accounting Standards Board (IASB) and adopted by the European Union on the reporting date. A full list of the IFRS adopted by the European Union is available on the European Commission site (https://ec.europa.eu/info/businesseconomy-euro/company-reporting-and-auditing/companyreporting_en).
The Group does not apply the IFRS that have not yet been approved by the European Union on the reporting date for the period. The Group opted against the early application of the standards or interpretations whose application is not compulsory for the financial year ended December 31,
representing a price adjustment, recognized in a business
• Liabilities (or assets) relating to employee benefits which are measured at the fair value of plan assets, less the present value of defined benefit obligations, in accordance
• Assets held for sale, which are measured at the lower of their carrying amount or their fair value after sales costs. The financial statements are presented in thousands of
combination, which are measured at fair value;
with the limits set by IAS 19;
euros, unless otherwise indicated.
2022.
In 2022, the IFRIC decision from May 2021 concerning the treatment of configuration and customization costs for SaaS applied to the Group concerning the STARBOARD project to deploy the IFS ERP within the Boat division.
In April 2021, the IFRS Interpretations Committee (IFRS IC) published its decision concerning the recognition of configuration and customization (C&C) costs when deploying Software as a Service (SaaS).
According to this decision, which must be applied by groups retrospectively, these costs are generally to be recognized as expenses, and not as assets, in the consolidated accounts under IFRS.
The Group worked on the application of this decision and particularly the identification of the costs concerned. The main project concerned is "STARBOARD" (IFS ERP), which is currently being deployed in the Boat division, with €1.05m of costs capitalized at December 31, 2021.
In connection with the Group's retrospective application of this decision:
The following notes and tables are presented in thousands of euros, unless otherwise indicated.
Current assets comprise assets intended to be sold off or consumed in connection with the normal operating cycle, or within 12 months of the close of accounts, as well as cash and cash equivalents.
Current liabilities comprise debt falling due during the normal operating cycle or within 12 months of the reporting date.
Other assets or liabilities are considered to be non-current.
In order to prepare the consolidated financial statements, the Group's management team must exercise their judgment when making estimates and assumptions that have an impact on the application of the accounting methods and the amounts recorded in the financial statements.
These underlying assumptions and estimates are drawn up and reviewed on an ongoing basis in light of past experience and other factors that are considered to be reasonable in view of the circumstances. The actual values recorded may be different from the estimated values.
The underlying assumptions and estimates are reexamined on a continuous basis. The impact of changes in accounting estimates is recorded during the period of the change if it only affects this period or during the period of the change and subsequent periods if they are also affected by this change.
| Notes | Estimate | Type of disclosure |
|---|---|---|
| Note 3.4 | Principal acquisitions, disposals and changes in scope |
As relevant, presentation of the principal valuation assumptions and methods applied for the identification of intangible assets in connection with business combinations, and assumptions retained for annual impairment tests |
| Note 7.2.1 | Development costs | If applicable, presentation of impairment methods |
| Note 6.3 | Employee benefits | Discount rate, inflation, yield for plan assets, rate for increase in wages |
| Note 11 | Share-based payments | Underlying assumptions and model for determining fair values |
| Note 8 | Provisions | Underlying assumptions for assessing and estimating risks |
| Note 10 | Corporate income tax | Assumptions retained for recognizing deferred tax assets and the conditions for application of tax legislation |
Groupe Beneteau endeavors to effectively take into account the climate risks in its assumptions for the close of accounts in order to incorporate the potential impacts into the financial statements.
A subsidiary is an entity controlled by the Group. The Group controls a subsidiary when it is exposed or entitled to variable returns as a result of its links with the entity and it has the capacity to influence these returns as a result of its power over the entity. Subsidiaries' financial statements are included in the consolidated financial statements from the date on which control is obtained up until the date when it ceases to have control over them. When assessing control, the Group takes into consideration the potential voting rights that may currently be exercised, if applicable.
Non-controlling interests are valued prorata based on the identifiable net assets of the company acquired on the acquisition date.
Changes to the percentage held by the Group in a subsidiary that do not result in a loss of control are recognized as transactions in equity.
The Group's interests in equity affiliates comprise interests in associates or joint ventures.
Associates are entities for which the Group has a significant influence over their financial and operational policies, although without having control or joint control over them.
Joint ventures are partnerships under which the Group has joint control, giving it rights to the partnership's net assets, but not rights to its assets and obligations to be assumed in connection with its liabilities.
The Group's interests in associates and joint ventures are recorded on an equity basis. They are initially recognized at cost, including transaction costs. Following their initial recognition, the consolidated financial statements include the Group's share of net income and other comprehensive income for entities recorded on an equity basis until the date when the significant influence or joint control ends.
At December 31, 2022, the Group's companies were exclusively controlled by BENETEAU S.A. As such, the accounts of these companies are fully consolidated. SGB Finance, over which the Group has historically had joint control, with a 49% interest, is consolidated on an equity basis. The Group acquired new equity interests in 2021. Since July 2021, Your Boat Club has been consolidated on an equity basis. The Group also finalized its acquisition of an interest in Blue Sea Holding, with a 41.09% stake, consolidated on an equity basis.
Any unrealized income, expenses and balance sheet items resulting from intragroup transactions are eliminated when preparing the consolidated financial statements. Any unrealized gains and losses resulting from transactions with associates are eliminated under equityconsolidated securities.
The basis for consolidation and the list of subsidiaries are presented in Note 3.4.
To record the acquisition of subsidiaries, the Group uses the acquisition method. The fair value of the consideration transferred corresponds to the fair value of the assets submitted, the equity instruments issued by the acquirer and the liabilities assumed on the date of the exchange. The costs linked directly to the acquisition are recognized as expenses for the period during which they are incurred.
When a subsidiary or associate is consolidated for the first time, the Group measures all the identifiable elements acquired at their fair value on this date. This measurement is carried out in the currency of the company that has been acquired.
Value adjustments for assets and liabilities relating to acquisitions recorded on a provisional basis (due to additional analyses or appraisals underway) are recognized as retrospective adjustments to goodwill if they occur within the allocation period, which may not exceed one year from the acquisition date, and if they result from facts and circumstances that existed on the acquisition date. Beyond this period, the effects are recognized directly in profit and loss, unless they correspond to corrections for errors, notably with regard to deferred tax assets, which, if they are recognized more than one year after the acquisition date, generate tax income. Goodwill relating to acquisitions of joint ventures and associates is included in the value of interests in companies consolidated on an equity basis.
Goodwill is not amortized, but is subject to impairment tests when there are indications of impairment and at least once a year. The conditions for impairment tests are presented hereafter in Note 7.6 "Impairment on fixed assets". The impairments recognized in profit and loss cannot be reversed.
The residual difference corresponding to the surplus for the fair value of the consideration transferred (e.g. the amount paid), plus the amount of non-controlling interests in the company acquired (measured at either their fair value or for their share in the fair value of the identifiable net assets acquired), compared with the fair value on the acquisition date of the assets acquired and liabilities assumed is recorded as an asset in the consolidated financial position statement under "goodwill".
The option to measure non-controlling interests at their fair value or for their share in the fair value of the identifiable net assets acquired is available on a case-bycase basis for each business combination operation.
When the fair value of the assets acquired and liabilities assumed for the company acquired on the acquisition date exceeds the acquisition price plus the amount of the non-controlling interests, the negative goodwill is recognized immediately in profit and loss during the acquisition period, after checking the process to identify and measure the various items taken into account to calculate it.
Changes in non-controlling interests, which do not involve obtaining or losing control, are recognized in equity. For instance, for an additional acquisition of securities in an entity that is already controlled by the Group, the difference between the securities' acquisition price and the additional share in consolidated equity acquired is recognized in equity - Group share. The consolidated value of the subsidiary's identifiable assets and liabilities (including goodwill) remains unchanged.
Potential price adjustments or earnouts for business combinations are measured at their fair value on the acquisition date if they are considered likely to be achieved. Following the acquisition date, changes to the fair value estimates for price adjustments result in adjustments to goodwill only if they occur within the allocation period (maximum of one year from the acquisition date) and if they result from facts and circumstances that exist on the acquisition date. In all other cases, changes are recognized in profit and loss unless the consideration transferred represents an equity instrument.
The financial statements of foreign subsidiaries are converted based on the exchange rate applicable at the close of accounts for the balance sheet, and at the average exchange rate over the year for the income statement. This average rate is an approximate value for the exchange rate on the transaction date if there are no significant fluctuations.
Translation differences linked to intercompany transactions are recognized in financial income and expenses, as relevant.
| Registered office | Siren no. | % interest | Method | |
|---|---|---|---|---|
| My Boat Solutions (Band of Boats) |
Nantes, France | 833,958,333 | 95.24 | FC |
| Beneteau Boat Club (1) | Les Sables d'Olonne, France | 831 363 619 | 96.99 | FC |
| Bio Habitat | La-Chaize-le-Vicomte, France |
511 239 915 | 100 | FC |
| Construction Navale Bordeaux |
Bordeaux, France | 342 012 390 | 100 | FC |
| Boating Solutions (Leisure Boat) |
Saint-Gilles-Croix-de-Vie, France |
901 862 565 | 100 | FC |
| SPBI | Dompierre-sur-Yon, France | 491 372 702 | 100 | FC |
| Ostroda Yacht | Ostroda, Poland | 100 | FC | |
| S. J. Delphia sp z.o.o. | Olecko, Poland | 100 | FC | |
| Bio Habitat Italia | Turin, Italy | 100 | FC | |
| GBI SPA (Monte Carlo Yachts) |
Turin, Italy | 100 | FC | |
| GB Portugal Lda | Freguesia de Campos, Portugal |
100 | FC | |
| Beneteau Group America Inc |
Fort Lauderdale, FL, United States |
100 | FC | |
| Rec Boat Holdings LLC | Cadillac, MI, United States | 100 | FC | |
| 925 Frisble Street LLC | Cadillac, MI, United States | 100 | FC | |
| Four Winns LLC | Cadillac, MI, United States | 100 | FC | |
| Glastron LLC | Cadillac, MI, United States | 100 | FC | |
| Wellcraft LLC | Cadillac, MI, United States | 100 | FC | |
| Beneteau Group Asia Pacific |
Hong Kong | 100 | FC | |
| Beneteau Brésil Construçao de Embarcaçoes SA |
Angra dos Reis (RJ), Brazil | 100 | FC | |
| BG Industries Mexico S.RL.CV |
San Miguel de Allende, Mexico |
100 | FC | |
| Seascape d.o.o | Ljubljana, Slovenia | 50 | EM | |
| Blue Sea Holding(2) | Brussels, Belgium | 41.09 | EM | |
| SGB Finance | Marcq-en-Barœul, France | 422 518 746 | 49 | EM |
| Your Boat Club | Minnesota, United States | 40 | EM |
FC: Fully consolidated - EM: Equity method
(1) In 2022, SPBI increased its interest in Beneteau Boat Club from 61.93% to 96.99%.
(2) Blue Sea Holding has joint control over Dream Yacht Group.
During FY 2022, SPBI increased its stake in Beneteau Boat Club by acquiring securities from minority interests. The percentage interest held by the Group increased from 61.93% to 96.99%.
| €'000 | Group | Non-controlling interests |
Total |
|---|---|---|---|
| Acquisition of Beneteau Boat Club minority interests and recapitalization |
(228) | 127 | (101) |
| Change in scope | (228) | 127 | (101) |
Non-current assets or groups of assets and liabilities are classed as assets held for sale if it is highly probable that they will be recovered primarily through a sale or distribution, rather than continuing use.
Immediately before their classification as held for sale, the assets or the components of the group to be sold are valued in accordance with the group's other accounting principles.
The assets (or the group held for sale) are recorded at the lower of their carrying amount or their fair value after sales costs. Any impairment relating to a group held for sale is allocated first to goodwill, then to the other assets and liabilities, prorated to their carrying value, with the exception of inventories, financial assets, deferred tax assets, assets arising from employee benefits, investment properties and biological assets, which continue to be valued in line with the group's other accounting principles that apply to them.
Any impairments resulting from an asset (or group of assets and liabilities) being classed as held for sale and any profits and losses due to subsequent valuations are recognized in profit or loss.
The Group has granted put options to third parties with non-controlling interests in certain consolidated companies to sell all or part of their interests in these companies. These financial liabilities do not accrue interest.
Under IAS 32 "Financial Instruments: Presentation", when holders of non-controlling interests have put options to sell their interests to the Group, a financial liability is recognized for an amount corresponding to the present value of the option's exercise price. The liability resulting from these commitments is reflected in:
• On the one hand, a reduction in the book value of the non-controlling interests concerned;
• On the other hand, a reduction in shareholders' equity (Group share), for the amount of the financial liability that exceeds the book value of the non-controlling interests concerned.
The financial liability is adjusted at the end of each period based on changes in the exercise price for the options and the book value of the non-controlling interests.
As there is no IFRS guidance in this area, the Company has applied the recommendations issued by the AMF in November 2009, recognizing the subsequent changes in the financial liability in equity.
Information concerning investments in associates is available in point 7.5.
The Group is involved in two activities, as presented hereafter, corresponding to the Group's two divisions.
The Group's operating segments are organized and managed separately depending on the nature of the products and services provided:
The other activities are considered to be non-material.
Segment assets and liabilities are used for or result from this segment's operational activities.
More specifically, the Group has assets in France, the United States, Poland, Italy and Portugal.
The Boat division's revenue from ordinary activities is broken down by region depending on the customer's location and by type of boat (sailing / motor), in accordance with IFRS 15.
Within the Boat division, revenue from ordinary activities is broken down as follows by region, boat type and customer segment:
| Region | 2022 | 2021 | ||
|---|---|---|---|---|
| France | 195,465 | 15.6% | 170,916 | 16.4% |
| Rest of Europe | 476,293 | 38.1% | 434,485 | 41.6% |
| North America | 428,022 | 34.2% | 301,304 | 28.8% |
| South America | 7,076 | 0.6% | 4,778 | 0.5% |
| Asia | 61,511 | 4.9% | 48,494 | 4.6% |
| Rest of world | 82,522 | 6.6% | 84,741 | 8.1% |
| TOTAL for each region | 1,250,889 | 100.0% | 1,044,717 | 100.0% |
| Fleet sales* | 77,367 | 6.2% | 58,696 | 5.6% |
| Other sales | 1,173,522 | 93.8% | 986,021 | 94.4% |
| TOTAL per customer category | 1,250,889 | 100.0% | 1,044,717 | 100.0% |
| Sailing | 515,212 | 42.1% | 440,415 | 43.1% |
| Motor | 708,891 | 57.9% | 582,449 | 56.9% |
| Total Boats | 1,224,103 | 100.0% | 1,022,865 | 100.0% |
| Other** | 26,786 | 21,852 | ||
| TOTAL per type of boat | 1,250,889 | 1,044,717 |
* Fleet sales represent the volume of sales with boat charter companies
** "Other" sales primarily concern sales of spare parts
| €'000 | Boats | Housing | Reconciliation items |
Total |
|---|---|---|---|---|
| Revenue from ordinary activities | 1,250,886 | 257,204 | 1,508,090 | |
| Depreciation of segment assets | (54,529) | (5,332) | (59,861) | |
| Income from ordinary operations | 131,820 | 22,832 | 154,652 | |
| Segment assets | 2,218,813 | 185,215 | (678,501) | 1,725,527 |
| Segment liabilities | 1,591,115 | 106,432 | (678,501) | 1,019,046 |
| Acquisitions of property, plant and equipment and intangible assets |
63,030 | 10,824 | 73,854 |
| €'000 | Boats | Housing | Reconciliation items |
Total |
|---|---|---|---|---|
| Revenue from ordinary activities | 1,044,717 | 182,432 | 1,227,149 | |
| Depreciation of segment assets | 58,759 | 5,396 | 64,155 | |
| Income from ordinary operations | 84,671 | 11,086 | 95,757 | |
| Segment assets * | 1,804,207 | 163,310 | (566,346) | 1,401,171 |
| Segment liabilities | 1,240,984 | 96,076 | (566,346) | 770,714 |
| Acquisitions of property, plant and equipment and intangible assets |
48,587 | 5,953 | 54,540 |
* Of which, €1.05m of ERP configuration costs restated in 2022. See Note 2.2.
| Business | Region | Revenue from ordinary activities |
Segment assets | Acquisitions of property, plant and equipment and intangible assets |
|---|---|---|---|---|
| Boats | France | 195,465 | 1,672,972 | 49,197 |
| Rest of Europe | 476,291 | 222,572 | 6,160 | |
| Americas | 435,098 | 322,953 | 7,533 | |
| Rest of world | 144,032 | 316 | 139 | |
| Total BOATS | 1,250,886 | 2,218,813 | 63,030 | |
| Housing | France | 192,016 | 173,881 | 10,584 |
| Europe | 65,188 | 19,792 | 240 | |
| Total HOUSING | 257,204 | 185,215 | 10,824 | |
| Reconciliation items | 0 | (678,501) | 0 | |
| TOTAL | 1,508,090 | 1,725,527 | 73,854 |
| Business | Region | Revenue from ordinary activities |
Segment assets | Acquisitions of property, plant and equipment and intangible assets |
|---|---|---|---|---|
| Boats | France | 170,916 | 1,388,304 | 40,604 |
| Rest of Europe | 434,485 | 200,845 | 5,290 | |
| Americas | 306,081 | 208,783 | 2,693 | |
| Rest of world | 133,235 | 275 | 0 | |
| Total BOATS | 1,044,717 | 1,804,207 | 48,587 | |
| Housing | France | 135,776 | 147,822 | 5,916 |
| Europe | 46,656 | 17,729 | 37 | |
| Rest of world | 0 | 0 | 0 | |
| Total HOUSING | 182,432 | 163,310 | 5,953 | |
| Reconciliation items | 0 | -566,346 | ||
| TOTAL | 1,227,149 | 1,401,171 | 54,540 |
Revenue from ordinary activities is recorded when the control of assets has been transferred to the customer and its amount can be valued on a reliable basis.
This amountisnet of anydiscountsgrantedto customers, as well as transport purchases paid to the freight forwarders and carriers responsible for transporting boats and leisure homes. Transport purchases primarily concern land transport services (pre-carriage for FCA boat sales – arrival atthe location chosen by the customer) and, for a small percentage, marine transport services (CIFsales).
For the Boat and Housing divisions, revenues are recognized on the shipping date for products, which is the date when control over the products sold is transferred to customers.
Trade receivables are non-derivative financial assets with fixed or determinable payments that are not quoted on an active market. They are included in current assets.
An impairment is recorded when the carrying value of receivables is lower than their gross value.
The Group derecognizes a financial asset when the contractual rights comprising the financial asset expire, when the company relinquishes its rights or when the company transfers its rights and it no longer holds virtually all of the risks and benefits involved.
| €'000 | Gross value at Dec 31, 2022 |
Depreciation | Net value at Dec 31, 2022 |
Net value at Dec 31, 2021 |
|---|---|---|---|---|
| Trade receivables and related |
82,047 | (1,583) | 80,464 | 57,164 |
| TOTAL | 82,047 | (1,583) | 80,464 | 57,164 |
The management of the financial risk relating to trade receivables and related accounts is presented in Note 9.1.1.
Inventories of materials, goods and other supplies are valued in line with the first in, first out method.
Impairments in inventories of raw materials are determined in line with a statistical method, based primarily on the risk of such parts not being used.
In addition to direct costs, the production cost of finished products and work-in-progress factors in any indirect expenses strictly attributable to production, excluding research and after-sales service costs. Indirect costs include all the general costs for production and product development teams, in addition to insurance costs and depreciation charges. These costs are then allocated based on production time.
Impairments are calculated based on the difference between the gross value, determined in line with the abovementioned principles, and the net realizable value. This net realizable value corresponds to the expected price net of direct distribution costs for the inventory in question.
| €'000 | Gross value at Dec 31, 2022 |
Depreciation | Net value at Dec 31, 2022 |
Net value at Dec 31, 2021 |
|---|---|---|---|---|
| Raw materials and other supplies | 134,777 | (11,668) | 123,108 | 95,565 |
| Production work-in-progress | 99,135 | 0 | 99,135 | 88,183 |
| Intermediate and finished products |
230,069 | (2,015) | 228,054 | 144,583 |
| Total | 463,980 | (13,683) | 450,297 | 328,331 |
| €'000 | Notes | At Dec 31, 2022 | At Dec 31, 2021 |
|---|---|---|---|
| Trade payables | 164,773 | 139,802 | |
| Advances and deposits received on orders | 172,677 | 140,742 | |
| Tax and social security liabilities | 125,884 | 102,012 | |
| Other trade payables | 46,633 | 41,798 | |
| Payables on financial instruments | Note 9 | (5,196) | 745 |
| Liabilities on fixed assets | 6,185 | 5,502 | |
| Accrued income | 6,398 | 13,904 | |
| Other liabilities | 352,581 | 304,703 | |
| Current tax liabilities | 4,856 | 553 |
| €'000 | Notes | at Dec 31, 2022 | at Dec 31, 2021 |
|---|---|---|---|
| Advances and deposits on orders | 2,964 | 4,507 | |
| Receivables on financial instruments | Note 9 | 987 | 0 |
| Sundry tax and social security receivables | 24,522 | 21,132 | |
| Other receivables | 13,985 | 7,163 | |
| Prepaid expenses | 9,561 | 7,468 | |
| OTHER RECEIVABLES | 52,019 | 40,270 |
Other receivables primarily comprise tax and social security-related receivables.
The Group's client dealers benefit from floor plan bank financing arrangements for their boat inventory. Invoices that have been approved by the financing organizations are paid directly by the financing organizations within a very short timeframe after being issued. Under collaboration agreements between the Group and the financing organizations concerned, the Group is committed to buying back from the financing organizations any boats that they repossess if dealers default on repayments for their floor plan loans.
The payment of the invoice by a bank is analyzed as a transfer of the debt to the financing organization, making it necessary to assess whether the risks and benefits are retained by the assignor or transferred to the assignee. As a result of the Group's commitment to buy back boats, it takes on almost all of the risks relating to the debt. The Group has therefore concluded that the claims on dealers that were transferred to the financing organizations under floor plan mechanisms need to be kept on the balance sheet, with the corresponding financial liability recognized.
The Group has not identified expected credit losses on the dealer receivables relating to floor plan arrangements.
The floor plan payables and receivables have the same maturity.
| Dec 31, 2022 | Dec 31, 2021 | |
|---|---|---|
| At year-start | 139,861 | 130,391 |
| Change | 123,917 | 4,116 |
| Exchange rate impact | 3,406 | 5,354 |
| At year-end | 267,184 | 139,861 |
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Consumables, outsourcing, maintenance | 74,173 | 69,113 |
| Marketing, advertising | 15,254 | 10,807 |
| Fees, commissions, research, insurance | 28,729 | 22,143 |
| Leasing | 5,183 | 4,335 |
| Other | 15,237 | 0 |
| External expenses | 138,577 | 106,398 |
Lease expenses and the corresponding lease charges concern leases that are exempt or outside the scope of IFRS 16.
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Obsolete provisions | 3,488 | 52 |
| Net capital gains on disposal of fixed assets | 233 | 40 |
| Net income on unrecoverable receivables | 0 | 68 |
| Commercial compensation | 0 | 0 |
| Sundry income | 1,039 | 687 |
| Other current operating income | 4,760 | 847 |
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Patents, copyright royalties, attendance fees | (4,978) | (3,422) |
| Net capital losses on disposal of fixed assets | 0 | 0 |
| Net expenses on unrecoverable receivables | (101) | 0 |
| Commercial compensation | 0 | (62) |
| Other | (2,404) | (3,158) |
| Other current operating expenses | (7,483) | (6,642) |
Provisions recorded in relation to technical disputes have been updated in view of the new elements available, leading to a reduction in the residual risk.
More specifically, sundry income includes compensation received in connection with the resolution of disputes.
Within other current operating expenses, the "Sundry" item corresponds to estimates for disputes whose outcome is not known on the reporting date and that are valued based on the elements known to date.
The items classed as other non-current operating income and expenses correspond to items relating to a major event that occurred during the reporting period when the failure to present its impacts separately from other items of income from ordinary operations would distort the understanding of the company's current performance.
This concerns expense or income items that are of a limited number, significant and unusual or abnormal, including the impact of non-recurring events such as the discontinuation of an activity, the disposal of fixed assets not related to operations, and the costs and provisions relating to a significant dispute.
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| "Let's Go Beyond!" restructuring and strategic plan - Boat Division | 2,545 | (270) |
| "Let's Go Beyond!" restructuring and strategic plan - Housing Division | 50 | (315) |
| Fire claim - Housing Division Luçon 2 | 195 | 1,832 |
| Other | (45) | 22 |
| Other non-current operating income and expenses | 2,745 | 1,269 |
The restructuring plan launched by the Group in 2021 led to the recognition of an additional €604,000 for employee-related costs and fees for non-current risks, as well as a reversal of non-current provisions for €3,067m relating to the depreciation of inventories of spare parts in connection with the discontinuation of the Monte Carlo Yachts brand.
The average headcount (including temporary staff) can be broken down for each business as follows:
| Dec 31, 2022 | Dec 31, 2021 | |
|---|---|---|
| Boats | 7,887 | 7,142 |
| Housing | 1,276 | 1,135 |
| Total average headcount (including temporary staff) | 9,162 | 8,277 |
The breakdown of the average headcount by category is as follows:
| Breakdown of the average headcount by category | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Executive-grade staff | 604 | 606 |
| Supervisors | 1,213 | 1,168 |
| Employees | 284 | 281 |
| Operatives | 7,062 | 6,222 |
| Total headcount (including temporary staff) | 9,162 | 8,277 |
In light of the Group's seasonal activity, it uses temporary staff.
An average of 1,587 temporary staff worked within the Group (1,149 for the Boat business and 438 for Housing), compared with 900 the previous year.
At December 31, 2022, Groupe Beneteau had 7,884 employees (excluding temporary staff) around the world. The breakdown and other information concerning the workforce are provided in the Sustainability Performance Report in Point 8.4.1 of the Management Report.
Staff costs can be broken down as follows:
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Salaries and wages | 231,146 | 205,035 |
| Payroll taxes | 89,346 | 82,004 |
| External staff | 79,772 | 45,623 |
| Employee benefits resulting in provisions | 2,513 | 2,149 |
| Share-based payments (IFRS 2) | 6,007 | 5,508 |
| Profit sharing and performance-related bonuses | 36,869 | 20,390 |
| Staff costs | 445,653 | 360,708 |
There are two categories of assets / liabilities relating to employee benefits:
| €'000 | at Dec 31, 2022 | at Dec 31, 2021 |
|---|---|---|
| Long-service awards (médailles du travail) | 1,455 | 1,774 |
| Retirement benefits | 22,478 | 23,262 |
| Total | 23,933 | 25,036 |
There are four different pension plans in place within the Group, depending on the countries where the subsidiaries are located: Poland, the United States, Italy and France. They are all defined benefit plans (internal management in France, Italy and Poland; external management in the United States).
The Group recognizes the commitments relating to retirement benefits in line with the usual measures applicable. This concerns a defined benefit plan. In France, Poland and Italy, this is managed in-house with direct employer contributions. In the United States, contributions are paid in to a pension fund. Commitments are assessed by an independent actuary based on a discount rate of 3.6% at December 31, 2022, compared with 0.9% at December 31, 2021.
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Financial hedging assets | ||
| Value at year-start | 9,197 | 7,796 |
| Return | (1,499) | 1,400 |
| Supplementary payments | ||
| Benefits paid | ||
| Value at year-end | 7,698 | 9,196 |
| Commitment recognized on the balance sheet | ||
| Actuarial value of commitments to be hedged with financial assets (actuarial liability) |
30,176 | 32,458 |
| Value of financial assets | (7,698) | (9,196) |
| Actuarial value of unhedged commitments | ||
| Net commitment recognized on the balance sheet | 22,478 | 23,262 |
| Annual expense components | ||
| Cost of services provided | 3,274 | 2,921 |
| Interest charges on actuarial liability | 275 | 146 |
| Expected return on assets | (83) | (47) |
| Actuarial gains and losses recognized in profit or loss | ||
| Expense for the year | 3,466 | 3,020 |
| Change in commitments recognized on the balance sheet | ||
| Year-start | 23,262 | 18,506 |
| Change in scope | 0 | (104) |
| Translation differences | 27 | 52 |
| Disbursements | (1,662) | (3,229) |
| Expense for the year | 3,466 | 3,020 |
| Actuarial gains and losses recognized in other comprehensive income | (2,615) | 5,017 |
| Net commitment recognized at year-end | 22,478 | 23,262 |
| Principal actuarial assumptions | ||
| Discount rate | 3.6% | 0.9% |
| Average rate for wage growth (with inflation) | 5% to 2.5% depending on age bracket |
4% to 1.5% depending on age bracket |
| Retirement ageManager born before 1952 | 65 | 65 |
| Manager born after 1952 | 65 | 65 |
| Non-manager born before 1952 | 62 | 62 |
| Non-manager born after 1952 | 62 | 62 |
| Declining turnover rate per age bracket | 7% turnover from age 25 to 29, 3% from age 30 to 40, 1.50% from age 40 to 50, and 0% above 50 |
7% turnover from age 25 to 29, 3% from age 30 to 40, 1.50% from age 40 to 50, and 0% above 50 |
Long-service awards are linked to company agreements applying to the Group's various French companies. These additional bonuses are paid in one installment to employees who have a certain level of seniority on a given date. The Group records the corresponding commitments based on the probability of employees being present in the Group on the payment date.
Commitments are assessed by an independent actuary based on a discount rate of 3.6% at December 31, 2022, compared with 0.9% at December 31, 2021.
| €'000 | at Dec 31, 2022 | at Dec 31, 2021 |
|---|---|---|
| Year-start | 1,774 | 1,680 |
| Change in scope | (-) | (-) |
| Disbursements | (319) | (55) |
| Expense for the year | 493 | 149 |
| Actuarial gains and losses recognized in reserves | (493) | 0 |
| Provisions at year-end | 1,455 | 1,774 |
The bonus share plans for employees and corporate officers are measured at their fair value, which is recognized in profit and loss against equity over the vesting period for beneficiaries to acquire rights.
The fair value of bonus shares has been determined using the Monte Carlo model, with awards of these shares subject to internal and/or external performance conditions:
The main elements retained for calculating the fair value are as follows:
The bonus share plan from March 16, 2021 will be considered to be definitively awarded at the end of the two-year vesting period.
For FY 2022, the IFRS 2 expense represented €6,007,000, in addition to €1,427,000 of payroll taxes (2022 total: €7,434,000).
All the compensation and related benefits awarded to members of the Group's administrative and management bodies, booked under expenses, can be broken down as follows:
| €'000 | at Dec 31, 2022 | at Dec 31, 2021 |
|---|---|---|
| Short-term benefits | 2,029 | 2,056 |
| Attendance fees | 0 | 34 |
| Share-based payments (1) | 3,196 | 1,840 |
| Total | 5,226 | 3,930 |
(1) Amount determined in accordance with IFRS 2 "Share-based Payment" and the conditions presented in Note 6.4.
In accordance with IAS 36, the Group has allocated its goodwill to "cash generating units" (CGUs) with a view to conducting impairment tests.
As for the previous year, the Group carries out impairment tests on goodwill for each of its operating segments overall as defined in Note 4, i.e.the Boat division on the one hand, and the Housing division on the other. These tests are detailed in Note 7.6.
The intangible assets acquired are recorded at their acquisition cost, while other intangible assets created internally are recorded at their cost price.
When their useful life is definite, intangible assets are depreciated over the useful life expected by the Group. This timeframe is determined on a case-by-case basis in view of the nature and characteristics of the elements included in this section.
When their useful life is indefinite, intangible assets are not depreciated, but systematically subject to annual impairment tests in accordance with the approach presented in Note 7.1. Intangible assets with definite useful lives are valued at cost less any depreciation and impairments, while intangible assets with indefinite useful lives are valued at cost less any aggregate impairments.
The main categories of intangible assets correspond to goodwill and development costs.
Development costs, net of related research tax credits, are recorded as intangible assets when the capitalization conditions are met in line with the following criteria:
There is a potential market for the production resulting
from these projects or their usefulness internally has been proven.
The necessary resources are available to complete the projects successfully.
The Group considers that it is in a position to satisfy the conditions set out above. As a result, its development projects for the production of molds in the Boat division are capitalized since they are part of individual projects and their ability to be recovered in the future can be reasonably considered as being assured.
Amortization charges are recorded as an expense on a straight-line basis in line with the estimated useful life of the intangible assets in question:
They are subject to impairment tests when there are indications of impairment.
Property, plant and equipment that have been acquired are recognized at their acquisition cost, less the total amount of any depreciation and impairment recorded, with the exception of land, which is recognized at cost less impairments. This cost includes the spending linked directly to the item's acquisition and the estimated cost of the obligation to restore part of the asset to its previous state, if applicable.
Property, plant and equipment that have been produced are recognized at their production cost for those produced by the Group.
The subsequent costs are included in the book value of the fixed asset or recognized as a separate component, when relevant, if it is likely that the future economic benefits relating to this item will be allocated to the Group and the cost of this asset can be measured reliably. All other upkeep and repair costs are recognized as expenses for the year during which they are incurred, with the exception of those incurred to increase productivity or extend the item's useful life, which are capitalized.
When an item of property, plant and equipment has significant components with different useful lifespans, these components are recorded separately.
Property, plant and equipment are depreciated in line with the component-based approach over their useful life and taking into account their residual value, if applicable.
Amortization charges are recorded as an expense on a straight-line basis in line with the estimated useful life of the tangible assets in question.
The book values of property, plant and equipment are subject to impairment tests whenever any events or changes in circumstances indicate that it may not be possible to recover their book value.
| • Site developments | 10 to 20 years |
|---|---|
| • Operating buildings | 20 years |
| • Building fixtures and fittings | 10 to 20 years |
| • Plant and equipment | 3 to 10 years |
| • Equipment fixtures and fittings | 3 to 10 years |
| • Transport equipment | 3 to 5 years |
| • Office and IT equipment and furniture | 2 to 10 years. |
| €'000 | Year-start at Jan 1, 2022 |
Acquisition | Disposal, retirement |
Translation differences |
Change in scope |
Change through inter-item transfers |
Other (*) | Year-end at Dec 31, 2022 |
|---|---|---|---|---|---|---|---|---|
| Goodwill | 90,752 | 0 | (528) | 823 | 0 | 0 | 0 | 91,047 |
| Start-up costs and goodwill | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Development costs | 7,664 (2) | 318 | 0 | (10) | 0 | (162) | 0 | 7,810 |
| Concessions, patents, licenses | 27,885 | 971 | (27) | 1,434 | 0 | 3,419 | 611 | 34,293 |
| Other intangible assets | 14,236 | 1,210 | (148) | (5) | 0 | 144 | 0 | 15,438 |
| Current intangible assets | 717 (1) | 614 | (92) | (0) | 0 | (127) | (0) | 1,111 |
| Advances and deposits | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total intangible assets | 50,502 | 3,112 | (267) | 1,420 | 0 | 3,274 | 611 | 58,651 |
| Land | 69,125 (2) | 4,883 | (901) | (52) | 0 | 571 | 1 | 73,627 |
| Property and facilities | 341,327 (2) | 6,375 | (11,317) | 237 | 0 | 2,447 | 20 | 339,089 |
| Plant and equipment | 580,348 (2) | 14,339 | (43,061) | 1,334 | 0 | 19,797 | 147 | 572,904 |
| Other property, plant and equipment |
54,406 (2) | 4,125 | (7,547) | 182 | 0 | 966 | (169) | 51,962 |
| Current tangible assets | 42,568 | 40,114 | (505) | 125 | (0) | (26,817) | 1 | 55,486 |
| Advances and deposits on fixed assets |
385 | 1,237 | (84) | (5) | 0 | (272) | (1) | 1,260 |
| Total property, plant and equipment |
1,088,157 | 71,073 | (63,416) | 1,821 | (0) | (3,308) | 0 | 1,094,327 |
| Investments in associates and joint-ventures |
83,359 | (10,169) | 0 | 849 | 0 | 0 | (14) | 74,026 |
| Equity interests | 39 | 906 | (1) | 0 | 0 | 0 | 0 | 944 |
| Other capitalized securities | 21 | 0 | 0 | 0 | 0 | 0 | 0 | 21 |
| Loans | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Other non-current financial assets |
141 | 60 | (17) | 3 | 0 | 0 | (0) | 186 |
| Total non-current financial assets |
201 | 966 | (18) | 3 | 0 | 0 | (0) | 1,152 |
| TOTAL FIXED ASSETS | 1,312,971 | 64,982 | (64,229) | 4,917 | 0 | (34) | 597 | 1,319,203 |
(1) Restatement of the ERP configuration costs capitalized in 2021 for €1.05m
(2) Restatement of the opening presentation of the net book value of GB Portugal's fixed assets for €13.7m
*Other: IFRS 16 reclassification on opening adjustment
| €'000 | |
|---|---|
| Acquisition of intangible assets | 3,112 |
| Acquisition of property, plant and equipment | 71,073 |
| Excluding advances and deposits | (1,237) |
| Acquisition of non-current financial assets | 906 |
| Acquisition of fixed assets in cash flow statement | 73,854 |
| €'000 | Year started Jan 1, 2022 |
Charges | Depreciation | Disposal or retirement |
Translation differences |
Change in scope |
Change through inter-item transfers |
Other * | Year ended Dec 31, 2022 |
|---|---|---|---|---|---|---|---|---|---|
| Goodwill | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (0) | (0) |
| Start-up costs and goodwill | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Development costs ** | (7,077) | (315) | 0 | 0 | 9 | 0 | 178 | (0) | (7,206) |
| Concessions, patents, licenses | (14,296) | (881) | 0 | 27 | (757) | 0 | (3,419) | (138) | (19,465) |
| Other intangible assets | (12,324) | (1,171) | 0 | 145 | 9 | 0 | 0 | (1) | (13,341) |
| Current intangible assets | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Advances and deposits | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total intangible assets | (33,698) | (2,367) | 0 | 172 | (739) | 0 | (3,241) | (140) | (40,012) |
| Land | (30,969) | 0 | (1,774) | 875 | 0 | 0 | 14 | 0 | (31,853) |
| Property and facilities ** | (200,241) | (16,115) | 0 | 10,235 | (265) | 0 | 246 | 41 | (206,100) |
| Plant and equipment ** | (504,111) | (37,695) | 840 | 43,484 | (1,368) | (0) | 1,910 | 13 | (496,926) |
| Other property, plant and equipment ** |
(46,734) | (3,335) | 0 | 6,853 | (177) | 0 | 1,105 | 341 | (41,947) |
| Current tangible assets | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Advances and deposits on fixed assets |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total property, plant and equipment |
(782,055) | (57,145) | (933) | 61,447 | (1,810) | 0 | 3,275 | 396 | (776,826) |
| Investments in associates and joint-ventures |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Equity interests | (0) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (0) |
| Other capitalized securities | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Loans | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Other non-current financial assets |
0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total non-current financial assets |
(0) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | (0) |
| TOTAL FIXED ASSETS | (815,753) | (59,512) | (933) | 61,619 | (2,549) | 0 | 34 | 256 | (816,838) |
* Other: IFRS 16 reclassification on opening adjustment
** Restatement of the opening presentation of the net book value of GB Portugal's fixed assets for €13.7m
This concerns the 49% equity interest in SGB Finance, with the other 51% owned by CGL (Société Générale Group). SGB Finance paid out a dividend of €40.01 per share, representing €15,884,000, with €7,783,000 for Groupe Beneteau.
Since 2021, Groupe Beneteau has had joint control of Seascape d.o.o. In the consolidated accounts, this 50% owned Slovenian company is recognized on an equity basis.
In July 2021, BENETEAU GROUP AMERICA (SPBI's American subsidiary) acquired a 40% interest in the YOUR BOAT CLUB companies. YOUR BOAT CLUB operates in the boat club and marina sector in the United States. In 2022, the Charter activities returned to a pre-Covid level of business, while the American Boat Club business is continuing to develop, with 10 new bases opened since the Group entered its capital, taking the number of bases in the United States up to 35.
LEISURE BOAT (BENETEAU S.A. French subsidiary renamed BOATING SOLUTIONS in 2022) jointly created with PPF the Belgian entity BLUE SEA HOLDING, which is 58.91% owned by PPF and 41.09% by BOATING SOLUTIONS. BLUE SEA HOLDING acquired interests in DREAM YACHT GROUP and NAVIGARE YACHTING GLOBAL HOLDING. These acquisitions in the charter and boat club sector have enabled the Group to evolve towards new business lines.
At December 31, 2021, the equity value of the securities acquired was €24m. At December 31, 2021, only €10m had been called and paid up. In May 2022, a further €4.7m was released as scheduled.
At December 31, 2022, the value of the equity-consolidated securities represented €15.4m.
The value of the securities acquired by BOATING SOLUTIONS at the end of 2021 was €3.7m. As BLUE SEA HOLDING has only joint control over NAVIGARE YACHTING GLOBAL HOLDING, there is a break in the chain of control. In the consolidated accounts, NAVIGARE YACHTING GROUP is therefore not recognized on an equity basis.
| SGB | Your Boat Club | Blue Sea Holding | Other | TOTAL EQUITY BASIS | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| €'000 | Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
| At year-start | 44,450 | 39,765 | 13,588 | 25,319 | 2 | |||||
| Acquisition | 12,998 | 28,201 | 252 | |||||||
| Dividends paid | (7,783) | (1,760) | 0 | 0 | 0 | 0 | 0 | 0 | ||
| Translation differences |
849 | (14) | ||||||||
| Earnings | 4,561 | 6,445 | (677) | 590 | (6,250) | (2,882) | (20) | (250) | (2,386) | 3,903 |
| At year-end | 41,229 | 44,450 | 13,760 | 13,588 | 19,069 | 25,319 | (32) | 2 | 74,026 | 83,359 |
* Through Blue Sea, the earnings included for Dream Yacht Charter correspond to a full year, while, due to the break in the chain of control, the share of income from Navigare Yachting is not included in net income for 2022.
| Entity | SGB | Your Boat Club | Blue Sea Holding | Other | TOTAL EQUITY BASIS | |||||
|---|---|---|---|---|---|---|---|---|---|---|
| Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
|
| Registered office* | Marcq-en Barœul, France |
Minnesota , United States |
Brussels, Belgium |
|||||||
| Type of relationship | Joint control |
Joint control |
Joint control |
|||||||
| Consolidation method |
Equity method |
Equity method |
Equity method |
|||||||
| Shareholders' equity (€'000) |
84,140 | 90,715 | ||||||||
| % interest and control |
49% | 49% | 40% | 40% | 41.09% | 41% | ||||
| Net book value of equity-consolidated securities (€'000) |
41,229 | 44,450 | 13,760 | 13,587 | 19,069 | 25,319 | (32) | 2 | 74,026 | 83,359 |
* Your Boat Club operates across the entire United States, while Blue Sea Holding holds the securities of Dream Yacht Charter and Navigare (share in income not retained), which operate globally.
| SGB | Your Boat Club | Blue Sea Holding | Seascape | |||||
|---|---|---|---|---|---|---|---|---|
| EUR '000 |
EUR '000 |
USD '000 |
USD '000 |
EUR '000 |
EUR '000 |
EUR '000 |
EUR '000 |
|
| Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
Dec 31, 2022 |
Dec 31, 2021 |
|
| Non-current assets | 30,800 | 18,812 | 67,250 | 67,250 | 1,792 | 1,203 | ||
| Current assets | 3,410 | 2,041 | 4,530 | 251 | ||||
| Cash or equivalents | 474 | 2,969 | 31 | 84 | ||||
| Total net assets | 880,753 | 798,029 | 34,684 | 23,822 | 67,281 | 67,334 | 6,322 | 1,454 |
| With a maturity exceeding one year |
540,558 | 591,215 | ||||||
| Shareholders' equity | 84,134 | 90,715 | 3,166 | 4,948 | 43,947 | 31,381 | (1,617) | (1,544) |
| Non-current liabilities | 20,196 | 11,042 | 2,900 | |||||
| Current liabilities | 11,321 | 7,832 | 23,334 | 35,953 | 7,939 | 190 | ||
| Accounts and borrowings |
727,019 | 639,943 | ||||||
| With a maturity exceeding one year |
575,333 | 453,128 | ||||||
| Net banking income | 20,824 | 24,041 | ||||||
| Revenues | 18,064 | 17,803 | 0 | 8,531 | 5,096 | |||
| Net income (12 months) | 9,309 | 13,114 | (1,782) | 3,524 | (1,354) | (953) | (41) | (742) |
In accordance with IAS 36, the Group has allocated its goodwill to "cash generating units" (CGUs) with a view to conducting impairment tests.
The Group carries out impairment tests on goodwill for each of its operating segments overall as defined in Note 4, i.e. the Boat division on the one hand, and the Housing division on the other.
Goodwill and other intangible assets with an indefinite useful life, such as certain brands that have been acquired, are subject to impairment tests when any indications of impairment appear and as a minimum once a year at the financial year-end.
Property, plant and equipment and intangible assets with a finite useful life are subject to impairment tests when there are indications of impairment. These impairments are recognized in profit and loss and can be reversed.
Fixed assets that do not generate largely independent cash inflows that allow them to be tested individually are grouped together in cash generating units (CGU).
Impairment tests are carried out for each CGU or CGU group at the lowest level at which goodwill is tracked by the Group. Goodwill impairment tests are not carried out at a higher level than the operating segment before consolidation for segment reporting purposes.
The assets of the CGU or CGU group include:
The main indications of impairment retained for the CGUs concern a significant decrease in the CGU's revenues and operating income, as well as changes in the markets on which the Group operates.
An impairment is recognized in profit and loss when the book value of the asset or CGU is higher than its recoverable value.
The recoverable value of an asset is the higher of the following values:
The value-in-use of the CGUs or CGU groups is determined based on the cash flow after tax taken from the business plans and a terminal value calculated by extrapolating the data from the last year. The business plans are generally drawn up over one to five years.
The Management team of the Group and its subsidiaries has budgeted operating income based on past performance and its market development forecasts.
The growth rate retained after the period covered by these plans corresponds to the growth rate for the market concerned, taking into account the geographical areas in which the subsidiary operates.
Cash flows are discounted based on the weighted average cost of capital calculated for the Group, plus, for certain CGUs or CGU groups, a premium to take into account the more significant risk factors impacting certain countries in which activities are carried out.
An impairment recorded for a CGU is allocated first to the reduction in the book value of any goodwill allocated to this CGU, then to the reduction in the book value of the CGU's other assets prorated to the book value of each of the CGU's assets.
The Group applied the methodology defined above to its CGUs at year-end based on the following conditions.
The CGU previously recognized as IRM is now recorded as BIO Habitat, as a result of the merger between IRM, O'Hara and Bio Habitat in June 2015.
The tests carried out by the Group on the Housing and Boat divisions did not lead to any impairment being recognized on goodwill.
The assumptions used for the tests are based on the Let's Go Beyond! strategic plan.
| Dec 31, 2022 | Dec 31, 2021 | |||
|---|---|---|---|---|
| €'000 | Housing | Boats | Housing | Boats |
| Gross value of goodwill | 63,335 | 27,712 | 63,335 | 27,417 |
| Net book value of the CGU | 136,536 | 302,464 | 112,673 | 226,053 |
| Enterprise value | 287,642 | 736,772 | 181,139 | 727,581 |
| Discount rate | 12.06% | 14.90% | 11.64% | 12.61% |
| - Cost of equity capital | 11.16% | 14.72% | 11.57% | 12.51% |
| - Net cost of debt | 0.89% | 0.19% | 0.07% | 0.10% |
| Perpetuity growth rate | 1.60% | 1.60% | 1.6% | 1.6% |
| Sensitivity analysis | ||||
| Discount rate that would result in an impairment |
23.40% | 35.30% | 17.66% | 27.05% |
| Change in the operating margin rate that would result in an impairment |
-10.85 | -7.20 | -6.25 | -8.75 |
Provisions are recorded if the following conditions are met:
The main risks covered concern business disputes, manufacturer warranties, tax disputes and trade tribunal disputes.
Provisions for warranties cover costs arising during the warranty period for products sold by the Group. They are calculated based on a statistical approach making it possible to determine a ratio for warranty costs in relation to revenues. This ratio is calculated based on observed historical data. The statistical provision may be supplemented with series provisions under certain circumstances.
| €'000 | Dec 31, 2021 | Charges | Reversal of used provisions |
Reversal of unused provisions |
Translation differences |
Reclassificati on * |
Dec 31, 2022 |
|---|---|---|---|---|---|---|---|
| Provisions for restructuring | 8,864 | 437 | (8,334) | (255) | 0 | 0 | 712 |
| Provisions for legal disputes | 2,785 | 1,944 | (912) | (448) | 0 | 0 | 3,368 |
| Other non-current provisions (1) | 2,162 | 10 | (361) | (102) | 16 | (1,205) | 521 |
| Total non-current provisions | 13,811 | 2,391 | (9,607) | (805) | 16 | (1,205) | 4,601 |
| Provisions for warranties (1) | 45,529 | 15,209 | (7,367) | (3,252) | 248 | 0 | 50,368 |
| Other current provisions (1) | 641 | 1,489 | (106) | 0 | 14 | 1,205 | 3,243 |
| Provisions for exchange rate risk | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Total provisions (1) | 59,981 | 19,089 | (17,080) | (4,056) | 278 | (0) | 58,211 |
(1) Restatement for opening presentation of the provisions at year-start concerning GB Portugal for -€250,000
* Reclassification of employer contributions on bonus share awards as current provisions
Provisions were reviewed at December 31, 2022 based on the elements available at year-end. Reversals that are no longer applicable primarily correspond to the updating of technical risks in view of actual historical data.
The provisions for restructuring were reversed based on the costs incurred in FY 2022 for €8.3m, and an additional €0.4m of provisions were recorded to take into account the adjustments to the assumptions concerning the adaptation measures decided on in 2020. The balance of these provisions relating to the arrangements for the PSE employment protection plan totaled €0.7m at December 31, 2022.
Based on the specific, statistical and serial elements known at December 31, 2022, taking into account the increase in activity recorded over the year, the further strengthening of our products, and the change in warranty expenses, the current provisions recognized at December 31, 2022 totaled €53.6m, up €7.4m.
Other current provisions primarily include the employer contributions on bonus share awards, for €2.7m at December 31, 2022, compared with the €1.2m presented under non-current provisions at end-2021, which was reclassified during the year.
The Group has contingent liabilities relating to court proceedings or disputes arising in the normal context of its activities.
To the best of the company's knowledge, there are no other governmental, arbitration or legal proceedings, including any unsettled or threatened proceedings, which are or were in the past 12 months likely to have a material impact on the financial position or profitability of Group companies.
The Group may be subject to tax inspections in various countries. When it considers that it has sufficient supporting factors, no liabilities are recognized.
This risk concerns trade receivables. This concerns the risk of a financial loss for the Group if customers fail to fulfill their contractual obligations.
Moreover, the expected credit losses on floor plan-related trade receivables, presented on a separate line on the balance sheet (Note 5.5), are estimated to be not significant.
Invoicing occurs when the productis shipped (see Note 5.1).
Customers pay the Group's companies, under the terms of the sales agreement, i.e. primarily cash before collection except when a financing agreement has been arranged or a bank guarantee obtained.
For financing agreements, the dealer gets its purchase financed through the financing organization using part of the credit line that it has been allocated by this organization based on criteria looked into beforehand. Within 30 days of the invoice being issued to the customer, the financing organization makes the payment to the Group, which is recorded as extinguishing the trade receivable. The dealer then repays the financing organization in line with a detailed schedule.
If the dealer defaults, the Group must physically repossess the boat on behalf of the financing organization and the Group undertakes to buy the boat back from the financing organization at a price equal to the outstanding capital. When it recovers the boat, the Group has its own network of dealers to resell it. The residual risk therefore corresponds exclusively to any sales effort required to sell the boat to a new dealer on top of the outstanding capital owed by the dealer.
As such, the risk of unpaid invoices is limited for this business.
The Housing division's customers are primarily French and benefit from terms of payment. The credit management department systematically carries out a financial analysis before opening a customer account, making it possible to set the accepted level of liabilities.
This approach is systematically combined with a request for credit insurance cover with Coface for orders excluding financing. Coface's cover represents between 30% and 50% of the credit facilities authorized.
| At Dec 31, 2022 | ||||||||
|---|---|---|---|---|---|---|---|---|
| €'000 | Gross | Of which, export | Depreciation | Net | ||||
| Not due | 32,058 | 14,025 | 0 | 32,058 | ||||
| Due | 28,466 | 14,862 | (1,583) | 26,883 | ||||
| Trade receivables | 60,524 | 28,887 | (1,583) | 58,941 |
| €'000 | Gross | Of which, export | Depreciation | Net |
|---|---|---|---|---|
| Not due | 40,805 | 6,632 | 0 | 40,805 |
| Due | 18,457 | 13,312 | (2,098) | 16,359 |
| Trade receivables | 59,262 | 19,944 | (2,098) | 57,164 |
At December 31, 2022, the €26,883,000 of net receivables due primarily concern late payments from customers compared with the theoretical deadline for payment, with the corresponding credit risk determined by the Group:
• Within the Boat business: €13,888,000;
• Within the Housing business: €14,578,000
| €'000 | Due for longer than 120 days |
Due between 90 and 120 days |
Due between 30 and 90 days |
Due for less than 30 days |
Total |
|---|---|---|---|---|---|
| Boats | 1,506 | (511) | 4,799 | 8,094 | 13,888 |
| Housing | 1,631 | 53 | 3,763 | 9,131 | 14,578 |
| TOTAL | 3,137 | (458) | 8,562 | 17,225 | 28,466 |
| €'000 | Due for longer than 120 days |
Due between 90 and 120 days |
Due between 30 and 90 days |
Due for less than 30 days |
Total |
|---|---|---|---|---|---|
| Boats | 454 | 33 | 590 | 8,615 | 9,692 |
| Housing | 740 | 420 | 1,057 | 4,450 | 6,667 |
| TOTAL | 1,194 | 453 | 1,647 | 13,065 | 16,359 |
| €'000 | At Dec 31, 2021 | At Dec 31, 2022 |
|---|---|---|
| Opening balance | 3,255 | 2,098 |
| Impairment recognized | (1,157) | -515 |
| Balance at year-end | 2,098 | 1,583 |
This risk primarily concerns financial assets and more specifically the risk of a financial loss for the Group if a counterparty for a financial instrument fails to fulfill its contractual obligations.
This risk primarily concerns the Group's investments in term deposits or certificates of deposit with first-rate banks.
The liquidity risk corresponds to the risk of the Group struggling to fulfill its obligations relating to financial liabilities that will be settled in cash or other financial assets.
The Group has a cash position that changes with its operating cycle.
The Group may use means of financing during the winter period.
During FY 2022, the Group renewed its €150m revolving credit facility (RCF) agreement (able to be used in dollars for a maximum of €50m) for a new five-year period, with a possible two-year extension, with its pool of banking partners. This agreement includes three CSR objectives, as well as clauses for early repayment if financial ratios are not met based on assessments on the reporting date (consolidated net financial debt / EBITDA higher than 3). These requirements were met at December 31, 2022.
The following previous agreements continued to apply:
On the one hand, a credit agreement with a banking partner for an additional €20m (able to be used in euros or dollars).
On the other hand, a credit agreement with a banking partner for USD 20m that includes clauses for early repayment if financial ratios are not met based on assessments on the reporting date under the same rules as the main RCF.
At December 31, 2022, unused credit lines totaled €252m.
This represents the risk of changes in the market price affecting the Group's earnings. As the Group operates primarily in Europe and North America, it has foreign exchange risk exposure.
To manage its exposure to the foreign exchange risks resulting from its operations, the Group exclusively uses currency forwards on the dollar and zloty.
The hedge accounting eligibility criteria are as follows:
throughout the hedging relationship initially determined.
Financial derivatives are initially recognized at their fair value, which is updated at each close of accounts. Any differences are recognized in profit or loss, except in the event of any dispensations applicable under hedge accounting.
For hedge accounting purposes, hedges are rated either as fair value hedging instruments when they cover exposure to changes in the fair value of an asset or liability recorded in the accounts, or cash flow hedging instruments when they cover exposure to changes in the cash flow attributable to an asset orliability recorded in the accounts or a planned transaction.
| Dec 31, 2022 | Dec 31, 2021 | |||
|---|---|---|---|---|
| USD '000 | PLN '000 | USD '000 | PLN '000 | |
| Trade receivables | 998 | 5,734 | 3,392 | 1,876 |
| Trade payables and customer deposits | (42,284) | (67,881) | (29,589) | (45,215) |
| Gross balance sheet exposure | (41,285) | (62,147) | (26,197) | (43,339) |
| Estimated sales forecasts | 329,752 | 0 | 246,594 | 0 |
| Estimated purchase forecasts | (53,280) | (289,481) | (50,625) | (267,832) |
| Gross forecast exposure | 276,472 | (289,481) | 195,969 | (267,832) |
| Currency forwards | (70,715) | 166,709 | (36,075) | 141,351 |
| Net exposure | 164,472 | (184,919) | 133,697 | (169,821) |
The Group takes out variable-rate loans. To protect itself against exposure to the interest rate risk, it may set up interest rate swaps alongside this to hedge the variability of cash flow attributable to the interest rate risk.
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Interest income from cash and cash equivalents | 708 | 183 |
| Income from cash and cash equivalents | 708 | 183 |
| Interest and related expenses | (3,721) | (1,471) |
| Fair value adjustment on investments held for trading | 0 | 0 |
| Gross finance costs | (3,721) | (1,471) |
| Net finance costs | (3,013) | (1,288) |
| Net foreign exchange loss | (11,106) | (549) |
| Fair value adjustment on derivative financial instruments | 0 | (746) |
| Other financial expenses | 0 | 0 |
| Other financial expenses | (11,106) | (1,295) |
| Net foreign exchange gain | 0 | 0 |
| Fair value adjustment on derivative financial instruments | 903 | 0 |
| Other interest and related income | 931 | 122 |
| Other financial income | 1,834 | 122 |
| Financial income (expense) | (12,285) | (2,463) |
Borrowings are initially recorded at fair value, net of related transaction costs. Borrowings are then recognized at their amortized cost; any difference between the proceeds (net of transaction costs) and the repayment value is recognized in profit and loss over the term of the facility in line with the effective interest rate method.
Borrowings are classed as current liabilities except when the Group has an unconditional right to defer the debt's payment at least 12 months after the reporting date, in which case these borrowings are classed as non-current liabilities.
This note provides information on the Group's financial debt. The Group's interest rate, exchange rate and liquidity risk exposure is presented in Note 9.1.
| €'000 | at Dec 31, 2021 |
IFRS 16 impact |
Change in scope |
Translatio n difference s |
Changes in cash position |
Issue | Repayme nt |
Reclassifi cation |
at Dec 31, 2022 |
|---|---|---|---|---|---|---|---|---|---|
| Bank overdrafts | 13,238 | 0 | 0 | (220) | 36,717 | 0 | 0 | 0 | 49,736 |
| Finance-lease borrowings | 166 | 0 | 0 | (3) | 0 | 0 | (57) | 0 | 106 |
| Financial debt and borrowings from credit institutions |
50,185 | 0 | 0 | 2,627 | 0 | 12,603 | (2,632) | (503) | 62,280 |
| Finance lease-related financial debt |
2,449 | 396 | 0 | 19 | 1,013 | (3,612) | 2,596 | 2,860 | |
| Sundry borrowings and financial debt |
2,061 | 0 | 0 | 0 | 0 | 20 | 0 | 0 | 2,081 |
| Short-term financial debt | 54,862 | 396 | 0 | 2,642 | 0 | 13,636 | (6,302) | 2,093 | 67,327 |
| Finance-lease borrowings | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 |
| Financial debt and borrowings from credit institutions |
25,589 | 0 | 0 | (8) | 0 | 30 | (6,157) | 503 | 19,958 |
| Finance lease-related financial debt |
5,336 | 514 | 0 | 16 | 0 | 4,398 | (9) | (2,596) | 7,659 |
| Sundry borrowings and financial debt |
319 | 0 | 0 | 0 | 0 | 39 | 0 | 0 | 358 |
| Long-term financial debt | 31,244 | 514 | 0 | 9 | 0 | 4,467 | (6,166) | (2,093) | 27,975 |
| Short and long-term financial debt |
86,106 | 910 | 0 | 2,652 | 0 | 18,103 | (12,468) | 0 | 95,302 |
| Net financial debt | 99,344 | 910 | 0 | 2,432 | 36,717 | 18,103 | (12,468) | 0 | 145,038 |
Sundry borrowings and financial debt include liabilities relating to the commitments to buy out non-controlling interests in the controlled subsidiaries as presented in Note 3.6.
| €'000 | at Dec 31, 2022 | at Dec 31, 2021 |
|---|---|---|
| My Boat Solutions | 319 | 319 |
| Sundry financial liabilities | 319 | 319 |
At December 31, 2022, the terms and conditions of current borrowings from credit institutions were as follows:
| at Dec 31, 2022 |
||||||
|---|---|---|---|---|---|---|
| €'000 | Currency | Nominal interest rate | Year due |
Nominal value |
Short-term book value |
Long-term book value |
| Guaranteed bank loan | EUR | 80% 6-month Euribor +0.85% |
2025 | 943 | 377 | 566 |
| Guaranteed bank loan | EUR | 80% 6-month Euribor +0.85% |
2031 | 2,060 | 216 | 1,844 |
| Guaranteed bank loan | EUR | 80% 6-month Euribor +0.95% |
2027 | 1,022 | 228 | 794 |
| Guaranteed bank loan | EUR | 80% 6-month Euribor +0.85% |
2026 | 1,480 | 370 | 1,110 |
| Bank loan | EUR | Fixed rate of 0.54% | 2025 | 2,250 | 1,000 | 1,250 |
| Bank loan | EUR | Fixed rate of 0.15% | 2028 | 15,440 | 2,564 | 12,876 |
| Short-term drawdown lines | USD | USD Libor +1.27% and 1% | 2023 | 57,190 | 57,190 | |
| Leasing | 481 | 405 | 76 | |||
| Other financial debt | 1,473 | 1,438 | ||||
| Financial debt and borrowings from credit institutions |
82,338 | 62,350 | 19,953 |
Cash and cash equivalents comprise cash at bank, petty cash and short-term deposits with an initial maturity of one to 12 months.
Transferable securities represent short-term investments that are highly liquid, easily convertible for a known amount of cash and subject to a negligible risk in terms of changes in their value.
| €'000 | at Dec 31, 2022 | at Dec 31, 2021 |
|---|---|---|
| Transferable securities and accrued interest | 70,028 | 50,091 |
| Cash at bank and in hand | 286,177 | 271,636 |
| CASH AND CASH EQUIVALENTS | 356,204 | 321,727 |
| €'000 | at Dec 31, 2022 | at Dec 31, 2021 |
|---|---|---|
| Transferable securities and accrued interest | 70,028 | 50,091 |
| Cash at bank and in hand | 286,177 | 271,636 |
| Bank borrowings and accrued interest | (49,736) | (13,238) |
| Financial debt with credit institutions | (82,344) | (75,941) |
| Finance lease-related financial debt | (10,519) | (7,785) |
| Other sundry financial liabilities | (2,439) | (2,380) |
| NET CASH | 211,167 | 222,383 |
| €'000 | at Dec 31, 2021 |
Change | Translation differences |
Change in scope |
at Dec 31, 2022 |
|---|---|---|---|---|---|
| Cash and cash equivalents | 321,727 | 34,142 | 436 | (101) | 356,204 |
| Gross financial debt | (99,345) | (43,261) | (2,432) | 0 | (145,038) |
| Net cash | 222,382 | (9,119) | (1,996) | (101) | 211,166 |
Financial assets and liabilities comprise trade receivables, other receivables, trade payables, borrowings and financial debt. When a financial asset or liability is initially recorded in the accounts, it is measured at fair value, in addition to, as relevant, any transaction costs that may be directly attributed to the acquisition. Financial assets classed as assets at amortized cost correspond to assets held with a view to receiving contractual flows and with the basic characteristics of a loan. Financial assets classed as "assets at fair value through profit or loss" or "assets at fair value through other comprehensive income" and financial liabilities classed as "liabilities at fair value through profit or loss" are measured at their fair value.
Insofar as possible, when measuring the fair value of an asset or liability, the Group uses observable market data. The fair value is determined with reference to the market price published on the reporting date for financial investments that are actively traded on an organized financial market. In other cases, it is determined in relation to a virtually identical instrument traded on a given market, or by discounting the future cash flow expected from the assets.
In accordance with IFRS 7 (revised), financial assets and liabilities measured at fair value have been classed depending on the fair value levels indicated by the standard:
| Type | Valuation technique | Significant unobservable data |
Correlation between significant unobservable data and fair value measurement |
|---|---|---|---|
| Currency forwards |
Forward pricing: the fair value is determined using quoted forward exchange rates on the reporting date and present value calculations based on high credit quality yield curves in the respective currencies. |
Not applicable | Not applicable |
| Interest rate swaps |
Swap models: the fair value is calculated as the present value of the estimated future cash flows. Estimates of future floating-rate cash flows are based on quoted swap rates, futures prices and interbank borrowing rates. Estimated cash flows are discounted using a yield curve constructed from similar sources and which reflects the relevant benchmark interbank rate used by market participants for this purpose when pricing interest rate swaps. The fair value estimate is subject to a credit risk adjustment that reflects the credit risk of the Group and the counterparty; this is calculated based on credit spreads derived from current credit default swap or bond prices. |
Not applicable | Not applicable |
| €'000 | Bookvalue at Dec31, 2022 |
Fairvalue atDec31, 2022 |
Financial assetsat fairvalue through profitand loss |
Assetsat amortized cost |
Financial assetsat fairvalue through OCI |
Loansand receivables |
Financial liabilitiesat fairvalue through profitand loss |
Liabilities at amortized cost |
|---|---|---|---|---|---|---|---|---|
| Other equity securities | 21 | 21 | 21 | |||||
| Loans and deposits | 186 | 186 | 186 | |||||
| Trade receivables | 80,464 | 80,464 | 80,464 | |||||
| Other receivables | 52,019 | 52,019 | 52,019 | |||||
| Floor plan-related dealer receivables |
267,184 | 267,184 | 267,184 | |||||
| Cash and cash equivalents |
356,204 | 356,204 | 356,204 | |||||
| Financial liabilities | (145,038) | (145,038) | (145,038) | |||||
| Floor plan-related financial debt with financing organizations |
(267,184) | (267,184) | (267,184) | |||||
| Trade payables | (164,773) | (164,773) | (164,773) | |||||
| Other liabilities | 5,196 | 5,196 | 5,196 | |||||
| Subtotal | 184,280 | 184,280 | 356,204 | 399,853 | 21 | 0 | 5,196 | (576,995) |
| At Dec 31, 2022 |
||||
|---|---|---|---|---|
| €'000 | Level 1 | Level 2 | Level 3 | Total |
| Financial assets at fair value through OCI | 0 | 0 | 21 | 21 |
| Hedging instruments | 0 | 0 | 0 | 0 |
| Other financial assets at fair value through profit and loss |
0 | 0 | 356,204 | 356,204 |
| Financial assets | 0 | 0 | 356,226 | 356,226 |
| Hedging instruments | 0 | 5,196 | 5,196 | |
| Other financial liabilities at fair value through profit and loss |
0 | 0 | 0 | 0 |
| Financial liabilities | 0 | 5,196 | 0 | 5,196 |
| At Dec 31, 2021 | ||||
|---|---|---|---|---|
| €'000 | Level 1 | Level 2 | Level 3 | Total |
| Financial assets at fair value through OCI | 0 | 0 | 21 | 21 |
| Hedging instruments | 0 | 0 | 0 | 0 |
| Other financial assets at fair value through profit and loss |
0 | 0 | 321,727 | 321,727 |
| Financial assets | 0 | 0 | 321,748 | 321,748 |
| Hedging instruments | 0 | (745) | (745) | |
| Other financial liabilities at fair value through profit and loss |
0 | 0 | 0 | 0 |
| Financial liabilities | 0 | (745) | 0 | (745) |
| €'000 | Book value at Dec 31, 2022 |
Credit risk | Liquidity risk | Interest rate risk |
Foreign exchange risk |
|---|---|---|---|---|---|
| Loans and deposits | 186 | 186 | |||
| Trade receivables | 80,464 | 80,464 | |||
| Other receivables | 52,019 | 52,019 | |||
| Floor plan-related dealer receivables |
267,184 | 267,184 | |||
| Cash at bank and in hand | 286,177 | 286,177 | |||
| Mutual funds and other investments |
70,028 | 70,028 | |||
| Finance lease | 0 | ||||
| Other borrowings | (95,302) | (95,302) | |||
| Bank borrowings | (49,736) | (49,736) | |||
| Floor plan-related financial debt with financing organizations |
(267,184) | (267,184) | |||
| Total | 343,836 | 132,669 | 211,167 | 0 | 0 |
| €'000 | Book value at Dec 31, 2021 |
Credit risk | Liquidity risk | Interest rate risk |
Foreign exchange risk |
|---|---|---|---|---|---|
| Loans and deposits | 141 | 141 | |||
| Trade receivables | 57,164 | 57,164 | |||
| Other receivables | 40,270 | 40,270 | |||
| Floor plan-related dealer receivables |
139,861 | 139,861 | |||
| Cash at bank and in hand | 271,636 | 271,636 | |||
| Mutual funds and other investments |
50,091 | 50,091 | |||
| Finance lease | 0 | ||||
| Other borrowings | (86,107) | (86,107) | |||
| Bank borrowings | (13,238) | (13,238) | |||
| Floor plan-related financial debt with financing organizations |
(139,861) | (139,861) | |||
| Total | 319,957 | 97,575 | 222,382 |
For derivatives that do not meet the hedge accounting definition, any gains and losses representative of changes in their market value at the closing date are recognized in profit and loss, under "other financial expenses".
| Type | Volume ('000 in each currency) |
Maturing | Fair value (€'000) | IFRS-compliant hedging |
Gross impact on profit and loss (€'000) |
Gross impact on reserves €000) |
|---|---|---|---|---|---|---|
| VAT USD | 112,000 | Between February and June 2023 |
4,759 | Yes | (650) | 5,409 |
| VAT PLN | 166,709 | Between January 2023 and December 2023 |
848 | Yes | 467 | 380 |
| Payables on financial instruments |
5,607 | 0 | (183) | 5,790 |
At December 31, 2022, the Group held:
| €'000 | Inter-company Given |
Received |
|---|---|---|
| Deposits | 1,124 | 138 |
| Guarantees | 27,325(1) | 3,226(2) |
| Guarantees with associates | 15 | |
| Group total | 28,464 | 3,364 |
(1) Bank guarantees€20,155,000 Commitments given on lease agreements €1,665,000 Collateral on borrowings€5,505,000
(2) Other bank guarantees received€2,612,000
Commitments received on lease agreements €614,000
The current tax assets and liabilities for the financial year and previous years are valued based on the amount that is expected to be recovered from or paid to the tax authorities. The tax rates and tax regulations applied to determine these amounts are those that were adopted as at the reporting date.
The current tax relating to items recognized outside profit or loss is recognized outside profit or loss.
Deferred taxes are determined in line with the accrual method for timing differences arising from differences between the tax and accounting bases for assets and liabilities.
Deferred tax is not recorded for the following items: the initial recognition of an asset or liability in a transaction which does not constitute a business combination and which does not affect the accounting profit or taxable profit, and the timing differences linked to equity interests in subsidiaries or joint ventures insofar as they are not likely to be reversed in the foreseeable future. In addition, deferred tax is not recorded in the event of a taxable timing difference generated by the initial recognition of goodwill.
Deferred taxes are determined in view of the tax rates that have been ratified by legislation.
Deferred tax assets, linked to losses that may be deferred, may only be recorded if it is likely that future profits will be sufficient to cover the deferrable losses.
The Group's normal tax rate for the French scope of 25.83% is the theoretical rate retained in the tax proof for all of the Group companies. Deferred taxes have been determined based on this single rate of 25.83%, which is now applicable for all operations unwinding after January 1, 2022 for the French scope.
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Current tax | 43,390 | 21,230 |
| Deferred tax | (3,816) | 3,900 |
| Corporate income tax | 39,574 | 25,130 |
The uncapitalized tax losses for the year for the lossmaking subsidiaries in 2022 represent €1,883,000 and primarily concern the Portuguese subsidiary for €1,489,000 and the Italian subsidiary for €312,000. The aggregate amount of uncapitalized losses for the Italian subsidiary totaled €48,703,000 at December 31, 2022.
At year-end 2022, the aggregate amount of uncapitalized losses for the Brazilian subsidiary totaled €14,957,000.
| €'000 | 2022 | 2021 |
|---|---|---|
| Theoretical tax on consolidated income | (37,481) | (26,856) |
| Calculated at a rate of | 25.83% | 28.41% |
| Impact of tax credits | 308 | 745 |
| Impact of tax losses | (3,333) | (202) |
| Impact of other permanent differences | (978) | (410) |
| Impact of tax adjustments | (63) | 0 |
| Impact of tax rate changes | 1,973 | 1,593 |
| Impact in profit and loss | (39,574) | (25,130) |
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Intangible assets | 1,453 | 0 |
| Inventories | 3,602 | 1,443 |
| Employee benefits | 4,607 | 4,979 |
| Financial instruments | (1,309) | 371 |
| Other | 6 | 7 |
| Timing differences | 7,799 | 5,408 |
| Capitalization of tax loss carryforwards | 2,025 | 5,087 |
| Offsetting | (2,428) | (4,481) |
| Total deferred tax assets | 15,755 | 12,814 |
| Accelerated depreciation | 3,208 | 3,864 |
| Financial instruments | 0 | |
| Other | 1,692 | 1,799 |
| Offsetting | (2,428) | (4,481) |
| Total deferred tax liabilities | 2,472 | 1,182 |
| Net deferred tax assets | 13,283 | 11,632 |
* Restatement of retirement benefit commitments at December 31, 2021, applying the prospective method, following the IFRIC decision
When the Group buys or sells its own shares, the amount paid or received and the directly attributable transaction costs are recorded as a change in shareholders' equity. Treasury stock are deducted from the total amount of shareholders' equity and recorded under the section for "treasury stock".
The share capital is split into 82,789,840 fully paid-up shares with a par value of €0.10.
| at Dec 31, 2022 | at Dec 31, 2021 | |||
|---|---|---|---|---|
| Shares | Voting rights | Shares | Voting rights | |
| BERI 21 | 45,001,027 | 90,002,054 | 45,001,027 | 90,002,054 |
| Treasury stock | 2,483,695 | 1,241,848 | ||
| Public | 35,305,118 | 37,606,458 | 36,546,965 | 38,799,220 |
| TOTAL | 82,789,840 | 127,608,512 | 82,789,840 | 128,801,274 |
BERI 21is entitled to double voting rights, in the same way as any shareholderregisteredfor atleasttwoyears.
The Board of Directors confirms that 2,064,320 shares are held by current and former staff: 1,605,320 shares held individually on a registered basis and 459,000 shares, representing 0.554% of the capital, held through the BENETEAU ACTION company mutual fund, in accordance with Article L.225-102 of the French commercial code.
Therearenopreferredshares.
The Group's dividend policy aims to reward shareholders based on earnings for the past year, while maintaining the Group's capacity for investment through its equity.
The Group's policy is based on awarding bonus shares within the limits of the maximum number of shares from the company's share buyback plan. They are awarded to executives and corporate officers, as well as more widely among the Group's employees.
Every 18 months at most, a new share buyback program is defined and submitted for approval at the general meeting. The current program was approved at the general meeting on June 17, 2022.
| Number | Valuation (€'000) | |
|---|---|---|
| Shares at Dec 31, 2021 | 1,241,848 | 11,279 |
| Acquisitions | 1,932,471 | 22,548 |
| Allocation | 0 | 0 |
| Sales | (690,624) | (8,555) |
| Shares at Dec 31, 2022 | 2,483,695 | 25,273 |
This figure is determined by dividing the amount of net income by the weighted average number of ordinary shares outstanding during the period, net of shares held as treasury stock.
To calculate diluted earnings per share, the denominator is increased by the number of shares that could potentially be created and the numeratoris adjusted for any dividends, interest recorded during the period and any other change in income or expenses that would result from the conversion of potentially dilutive ordinary shares. Dilutive instruments are taken into account if and only if their dilution effect decreases earnings per shareorincreases thelossper share.
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Net income, Group share (€'000) | 103,137 | 73,415 |
| Weighted average number of shares outstanding | 80,972,754 | 82,789,840 |
| Earnings per share (€) | 1.27 | 0.90 |
| Weighted average number of shares after dilution | 82,349,336 | 82,484,310 |
| Diluted earnings per share (€) | 1.25 | 0.89 |
• Transactions with companies or directors of companies that perform management and supervisory functions within the Group, including transactions with the company BERI 21, the Group's majority shareholder. This company carries out research for the design of the Group's industrial buildings and invoices Group companies in this capacity. It also invoices for legal assistance, organization and investment assistance and advisory, and strategic
advisory services. Furthermore, the Group leases part of its offices to BERI 21.
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Sales of goods and services | 70 | 86 |
| Purchases of goods and services | 923 | 836 |
| Receivables | 8 | 21 |
| Payables | 253 | 274 |
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Sales of goods and services | 30,554 | 30,072 |
| Purchases of goods and services | 831 | 705 |
| Financial expenses | 216 | 160 |
| Transferable securities | 0 | 10,000 |
| Receivables | 4,525 | 1,454 |
| Payables | 40 | 448 |
The main transactions with Blue Sea concern the operations to finance the acquisition of Dream Yacht Charter.
No events likely to alter the presentation of operations for FY 2022 have occurred between the close of accounts and the date on which this report was prepared.
Fees billed by the statutory auditors for the legal auditing of the accounts and services other than the certification of the accounts can be broken down as follows for the financial year ended December 31, 2022:
| PwC | ACCIOR-ARC | |||
|---|---|---|---|---|
| 12-month financial year ended Dec 31, 2022 (€'000) |
PricewaterhouseCoopers Audit* |
Network | ACCIOR-ARC* | Network |
| Certification and limited review of individual and consolidated accounts |
||||
| * Issuer | 116 | 0 | 89 | 0 |
| * Fully consolidated subsidiaries | 162 | 358 | 172 | |
| Subtotal | 278 | 358 | 261 | 0 |
| Services other than account certification |
||||
| * Issuer (1) | 27 | 0 | 3 | 0 |
| * Fully consolidated subsidiaries (2) |
0 | 133 | 3 | 0 |
| Subtotal | 27 | 133 | 6 | 0 |
| TOTAL | 305 | 491 | 267 | 0 |
* Incumbent statutory auditor for Beneteau SA
(1) These services include:
For PwC, reviews in connection with checking the sustainability performance report
For ACCIOR-ARC and PWC, the issuing of a certificate concerning the bank covenants
(2) These services include:
For PwC, tax compliance work
For ACCIOR-ARC, the issuing of a certificate concerning the number of leisure homes invoiced in France, and certification of trade receivables.
This is a free translation into English of the Statutory Auditors' report issued in French and is provided solely for the convenience of English speaking readers. This report includes information specifically required by European regulations or French law, such as information about the appointment of Statutory Auditors. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.
BENETEAU Les Embruns 16 Boulevard de la Mer 85800 Saint-Gilles-Croix-De-Vie, France
To the Shareholders,
In compliance with the engagement entrusted to us by your General Meeting, we have audited the accompanying consolidated financial statements of BENETEAU for the year ended December 31, 2022.
In our opinion, the consolidated financial statements give a true and fair view of the assets and liabilities and of the financial position of the Group at December 31, 2022 and of the results of its operations for the year then ended in accordance with International Financial Reporting Standards as adopted by the European Union.
The audit opinion expressed above is consistent with our report to the Audit Committee.
We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Our responsibilities under these standards are further described in the Responsibilities of the Statutory Auditors relating to the audit of the consolidated financial statements section of our report.
We conducted our audit engagement in compliance with the independence rules provided for in the French Commercial Code (Code de commerce) and the French Code of Ethics (Code de déontologie) for Statutory Auditors for the period from January 1, 2022 to the date of our report, and, in particular, we did not provide any nonaudit services prohibited by Article 5(1) of Regulation (EU) No. 537/2014.
In accordance with the requirements of Articles L.823-9 and R.823-7 of the French Commercial Code relating to the justification of our assessments, we inform you of the key audit matters relating to the risks of material misstatement that, in our professional judgment, were the most significant in our audit of the consolidated financial statements, as well as how we addressed those risks.
These matters were addressed as part of our audit of the consolidated financial statements as a whole, and therefore contributed to the opinion we formed as expressed above. We do not provide a separate opinion on specific items of the consolidated financial statements.
At December 31, 2022, the carrying amount of goodwill recognized in the balance sheet amounted to around €91 million. An impairment loss is recognized if the recoverable value, as determined during the annual impairment test or during a specific test carried out where there is an indication of impairment, is lower than its carrying amount.
As described in Note 7.6 to the consolidated financial statements, the recoverable amount is typically determined based on the present value of future cash flows and requires significant judgment from management, in particular for the preparation of business forecasts, as well as in deciding the discount rates and long-term growth rates to be used.
We deemed the valuation of the recoverable amount of goodwill to be a key audit matter, due to the inherent uncertainty of certain components, in particular the probability of achieving forecast results included in such measurement.
We performed a critical review of methods used to implement the impairment test carried out by management to determine the recoverable amount of goodwill.
Our work, carried out with the support of our asset valuation experts, consisted primarily in:
As required by legal and regulatory provisions and in accordance with professional standards applicable in France, we have also performed the specific verifications on the information pertaining to the Group presented in the Board of Directors' management report.
We have no matters to report as to its fair presentation and its consistency with the consolidated financial statements.
We attest that the Group management report includes the consolidated non-financial performance statement required under Article L.225-102-1 of the French Commercial Code. However, in accordance with Article L.823-10 of the French Commercial Code, we have not verified the fair presentation and consistency with the consolidated financial statements of the information given in that statement, which will be the subject of a report by an independent third party.
In accordance with professional standards applicable to the Statutory Auditors' procedures for annual and consolidated financial statements presented according to the European single electronic reporting format, we have verified that the presentation of the consolidated financial statements to be included in the annual financial report referred to in paragraph I of Article L.451-1-2 of the French Monetary and Financial Code (Code monétaire et financier) and prepared under the Chief Executive Officer's responsibility, complies with this format, as defined by European Delegated Regulation No. 2019/815 of December 17, 2018. As it relates to the consolidated financial statements, our work included verifying that the markups in the financial statements comply with the format defined by the aforementioned Regulation.
On the basis of our work, we conclude that the presentation of the consolidated financial statements to be included in the annual financial report complies, in all material respects, with the European single electronic reporting format.
Due to the technical limitations inherent to block tagging the consolidated financial statements in the European single electronic reporting format, the content of some of the tags in the notes may not be rendered identically to the accompanying consolidated financial statements.
In addition, it is not our responsibility to ensure that the consolidated financial statements to be included by the Company in the annual financial report filed with the AMF correspond to those on which we carried out our work.
We were appointed Statutory Auditors of Beneteau SA by the General Meeting held on February 24, 1989 for ACCIOR-A.R.C. and on February 8, 2019 for PricewaterhouseCoopers Audit.
At December 31, 2022, ACCIOR-A.R.C. and PricewaterhouseCoopers Audit were in the 34th and 4th consecutive year of their engagement, respectively.
Management is responsible for preparing consolidated financial statements giving a true and fair view in accordance with International Financial Reporting Standards as adopted by the European Union and for implementing the internal control procedures it deems necessary for the preparation of consolidated financial statements that are free of material misstatement, whether due to fraud or error.
In preparing the consolidated financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting, unless it expects to liquidate the Company or to cease operations.
The Audit Committee is responsible for monitoring the financial reporting process and the effectiveness of internal control and risk management systems, as well as, where applicable, any internal audit systems relating to accounting and financial reporting procedures.
The consolidated financial statements were approved by the Board of Directors.
Our role is to issue a report on the consolidated financial statements. Our objective is to obtain reasonable assurance about whether the consolidated financial statements as a whole are free of material misstatement. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions taken by users on the basis of these consolidated financial statements.
As specified in Article L.823-10-1 of the French Commercial Code, our audit does not include assurance on the viability or quality of the Company's management.
As part of an audit conducted in accordance with professional standards applicable in France, the Statutory Auditors exercise professional judgment throughout the audit.
They also:
procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the internal control;
We submit a report to the Audit Committee which includes, in particular, a description of the scope of the audit and the audit program implemented, as well as the results of our audit. We also report any significant deficiencies in internal control that we have identified regarding the accounting and financial reporting procedures.
Our report to the Audit Committee includes the risks of material misstatement that, in our professional judgment, were the most significant for the audit of the consolidated financial statements and which constitute the key audit matters that we are required to describe in this report.
We also provide the Audit Committee with the declaration provided for in Article 6 of Regulation (EU) No. 537/2014, confirming our independence within the meaning of the rules applicable in France, as defined in particular in Articles L.822-10 to L.822-14 of the French Commercial Code and in the French Code of Ethics for Statutory Auditors. Where appropriate, we discuss any risks to our independence and the related safeguard measures with the Audit Committee.
Neuilly-sur-Seine and La Roche-sur-Yon, April 26, 2023
PricewaterhouseCoopers Audit
Bardadi Benzeghadi
ACCIOR-A.R.C.
Sébastien Caillaud
5 BENETEAU SA ANNUAL FINANCIAL STATEMENTS
| 1 | BENETEAU S.A. management report | 147 |
|---|---|---|
| 1.1 | Breakdown of earnings | 147 |
| 1.2 | Information on terms of payment for suppliers and customers | 147 |
| 1.3 | Other items | 148 |
| 1.4 | Appropriation of earnings | 149 |
| 1.5 | Acquisition of minority interest | 149 |
| 1.6 | Five-year financial summary for BENETEAU S.A. | 150 |
| 2 | BENETEAU SA annual financial statements | 151 |
| 3 | Notes to the annual financial statements | 154 |
| 3.1 | Notes to the balance sheet: assets | 155 |
| 3.2 | Notes to the balance sheet: liabilities | 159 |
| 3.3 | Notes to the income statement | 161 |
| 3.4 | Other information | 164 |
| 3.5 | Cash flow statement | 167 |
| 4 | Statutory Auditors' report on the financial statements | 168 |
Groupe Beneteau's parent company, BENETEAU S.A., has an operating activity that is not significant in relation to its industrial subsidiaries.
| €m | 2022 | 2021 |
|---|---|---|
| Revenues | 27.2 | 25.6 |
| Operating income | (7.2) | (5.4) |
| Financial income (expense) | 46.4 | (5.3) |
| Net income | 39.2 | (7.6) |
| €'000 | Unpaid invoices received at Dec 31, 2022 in arrears | |||||
|---|---|---|---|---|---|---|
| Late payment brackets | 0 days | 1 to 30 days |
31 to 60 days |
61 to 91 days |
Longer | TOTAL |
| Total amount of invoices concerned including VAT |
17 | 1 | 26 | 3 | 29 | 76 |
| Percentage of total amount of purchases including VAT |
0.1% | 0.0% | 0.1% | 0.0% | 0.2% | 0.4% |
| Number of invoices | 44 |
| €'000 | Unpaid invoices issued at Dec 31, 2022 in arrears | |||||
|---|---|---|---|---|---|---|
| Late payment brackets | 0 days | 1 to 30 days |
31 to 60 days |
61 to 91 days |
Longer | TOTAL |
| Total amount of invoices concerned including VAT |
16 | 55 | 2 | 2 | 137 | 188 |
| Percentage of revenues including VAT |
0.1% | 0.2% | 0.0% | 0.0% | 0.4% | 0.6% |
| Number of invoices | 87 |
| Unpaid invoices received at Dec 31, 2022 in arrears |
Unpaid invoices issued at Dec 31, 2022 in arrears |
|
|---|---|---|
| Number of invoices excluded | na | 3 |
| Total amount of invoices excluded (€'000) | na | 132 |
| Unpaid invoices received at Dec 31, 2022 in arrears |
Unpaid invoices issued at Dec 31, 2022 in arrears |
|
|---|---|---|
| Number of invoices excluded | Legal | Legal |
With the exception of BERI 21 SA, two other legal entities informed us that they had passed a threshold representing 2.5% of BENETEAU SA's capital: BERI 210, with a 3.78% stake, and Caissedes Dépôtset Consignations, with2.55%.
The Board of Directors would like to add that 459,000 shares, representing 0.554% of the capital, are held by current and former staff under the BENETEAU ACTION company mutual fund, in accordance with Article L.225-102 of the French commercial code.
The expenditure covered by Article 39-4 of the French general tax code (Code Général des Impôts, CGI) came to €57,354 for the year.
The general meeting did not grant any delegations for capital increases during the year.
During the year, the company bought and sold BENETEAU shares under the following conditions:
This gives a balance of 2,483,695 treasury shares at December 31, 2022, with a par value of €0.10, representing 3% of the capital, with 1.50% for shares awarded. The net balance sheet value represents €25,273,000, while the value at December 31, 2022, based on the average share price for December 2022, came to €33,719,000.
The reasons for acquisitions are included in the treasury stock buyback program approved at the general meeting on June 17, 2022.
The Board of Directors proposes the following appropriation of the €39,192,412.64 of net income for BENETEAU SA for the year ended December 31, 2022, plus €586,543.80 of prior retained earnings:
In this way, other reserves will be increased from €52,723,127.26 to €57,730,350.90.
The portion of profits corresponding to dividends not paid out for shares held as treasury stock by the company will be allocated to retained earnings.
The proposed dividend represents €0.42 for each of the 82,789,840 shares, with a par value of €0.10.
It will be paid out on Friday June 23, 2023, after deducting social security charges.
As required under French law, shareholders are reminded that the dividends paid out for the last three years were as follows:
| 2018-19 (12 months) |
2019-20 (16 months) |
2021 (12 months) |
|
|---|---|---|---|
| Share par value | €0.10 | €0.10 | €0.10 |
| Number of shares | 82,789,840 | 82,789,840 | 82,789,840 |
| Net dividend | €0.23 | €0 | €0.30 |
Following on from the Let's Go Beyond! plan, and with a view to structuring its industrial footprint on the segment for motorboats under 40 feet, BENETEAU SA acquired a 14.28% interest in Magic Yacht, an industrial subcontractor based in Tunisia.
| € | 2017-18 (12 months) |
2018-19 (12 months) |
2019-20 (16 months) |
2021 (12 months) |
2022 (12 months) |
|---|---|---|---|---|---|
| Capital at year-end | |||||
| Share capital | 8,278,984 | 8,278,984 | 8,278,984 | 8,278,984 | 8,278,984 |
| Number of shares | 82,789,840 | 82,789,840 | 82,789,840 | 82,789,840 | 82,789,840 |
| Operations and earnings for the year |
|||||
| Revenues (net of tax) | 17,900,536 | 19,799,730 | 23,111,149 | 25,601,627 | 27,176,330 |
| Earnings before tax, profit-sharing, | |||||
| depreciation and provisions | 16,137,137 | 8,375,048 | (19,257,282) | (14,522,836) | 42,377,262 |
| Corporate income tax | 2,271,212 | (1,499,866) | (2,236,662) | (3,231,680) | (204,584) |
| Employee profit-sharing | 170,725 | 3,545 | (36,530) | 190,684 | 175,940 |
| Net income | 8,239,164 | 14,297,760 | (24,472,769) | (7,636,507) | 39,192,413 |
| Distributed earnings | 21,525,358 | 19,041,663 | 0 | 24,836,952 | 34,771,733 |
| Earnings per share | |||||
| Earnings after tax and profit sharing, |
|||||
| but before depreciation and provisions |
0.17 | 0.12 | (0.21) | (0.13) | 0.51 |
| Net income | 0.10 | 0.17 | (0.30) | (0.09) | 0.47 |
| Dividend per share | 0.26 | 0.23 | 0.00 | 0.30 | 0.42 |
| Workforce | |||||
| Average headcount | 38 | 39 | 44 | 41 | 40 |
| Payroll | 4,394,253 | 5,192,930 | 7,050,000 | 5,852,389 | 5,312,438 |
| Employee benefits | |||||
| 5,354,910 | 2,100,411 | 3,063,000 | 2,257,831 | 2,272,008 |
| €'000 | Notes | Gross Dec 31, 2022 |
Depreciation and provisions |
Net Dec 31, 2022 |
Net Dec 31, 2021 |
|---|---|---|---|---|---|
| Intangible assets | 3.1.2 | ||||
| Research and development costs | 3.1.2 | 4,887 | 4,887 | 166 | |
| Concessions, patents, licenses and brands | 3.1.2 | 1,180 | 1,002 | 178 | 205 |
| Goodwill (1) | |||||
| Other intangible assets | 10,550 | 8,707 | 1,843 | 1,587 | |
| Current intangible assets | 7,712 | 7,712 | 1,679 | ||
| Property, plant and equipment | 3.1.3 | ||||
| Land | 392 | 163 | 229 | 238 | |
| Property | 6,632 | 6,420 | 212 | 523 | |
| Plant and equipment | 815 | 806 | 9 | 16 | |
| Other property, plant and equipment | 3,732 | 3,442 | 290 | 391 | |
| Current fixed assets | 46 | 46 | 83 | ||
| Advances and deposits | 11 | ||||
| Non-current financial assets (2) | 3.1.4 | ||||
| Equity interests | 133,664 | 133,664 | 132,758 | ||
| Equity interest-related receivables | |||||
| Other capitalized securities | 25,293 | 25,293 | 11,299 | ||
| Loans | |||||
| Other non-current financial assets | 1 | ||||
| Fixed assets | 3.1.1 | 194,903 | 25,427 | 169,476 | 148,957 |
| Inventories and work-in-progress | |||||
| Raw materials and other supplies | |||||
| Production work-in-progress | |||||
| Intermediate and finished products | |||||
| Advances and deposits on orders | 24 | 24 | 934 | ||
| Receivables | 3.1.5 | ||||
| Trade receivables and related | 2,215 | 110 | 2,105 | 9,571 | |
| Other receivables | 138,307 | 138,307 | 84,621 | ||
| Transferable securities | 3.1.6 | 70,017 | 70,017 | 50,000 | |
| Cash at bank and in hand | 231,938 | 231,938 | 235,523 | ||
| Prepaid expenses | 3.1.7 | 4,552 | 4,552 | 3,325 | |
| Current assets | 447,053 | 110 | 446,943 | 383,974 | |
| Foreign currency translation gains | |||||
| TOTAL ASSETS | 641,956 | 25,537 | 616,419 | 532,931 | |
| (1) Of which, right to lease | |||||
| (2) Of which, less than one year |
| €'000 | Notes | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|---|
| Share capital (including capital paid) | 3.2.1 | 8,279 | 8,279 |
| Additional paid-in capital | 27,850 | 27,850 | |
| Reserves | |||
| Legal reserve | 871 | 871 | |
| Regulated reserves | - | - | |
| Other reserves | 52,723 | 85,197 | |
| Retained earnings | 587 | 0 | |
| Earnings for the year | 39,192 | (7,637) | |
| Investment subsidies | - | - | |
| Regulated provisions | 303 | 338 | |
| Shareholders' equity | 3.2.1 | 129,806 | 114,899 |
| Provisions | |||
| Provisions for liabilities | - | - | |
| Provisions for charges | 8,841 | 3,810 | |
| Provisions for liabilities and charges | 3.2.2 | 8,841 | 3,810 |
| Financial liabilities (1) | |||
| Loans and borrowings from credit institutions (2) | 75,923 | 66,894 | |
| Sundry borrowings and financial debt | 385,228 | 337,191 | |
| Advances and deposits received on orders | 1 | 1 | |
| Operating liabilities (1) | |||
| Trade payables and related | 4,338 | 4,500 | |
| Tax and social security liabilities | 7,738 | 3,974 | |
| Other | 1,715 | 1,291 | |
| Other liabilities (1) | |||
| Fixed asset liabilities and related | 2,829 | 371 | |
| Accrued income (1) | - | - | |
| Current liabilities | 3.2.3 | 477,772 | 414,222 |
| Foreign currency translation losses | 0 | ||
| TOTAL LIABILITIES | 616,419 | 532,931 | |
| (1) Of which, less than one year | 463,646 | 396,278 | |
| (2) Of which, current bank borrowings | 1,042 | 296 |
| €'000 | Notes | 2022 | 2021 |
|---|---|---|---|
| Operating income | - | - | |
| Production sold: goods and services | 27,176 | 25,601 | |
| Net revenues | 3.3.1 | 27,176 | 25,601 |
| Stored production | - | - | |
| Capitalized production | 255 | ||
| Operating subsidies | |||
| Reversal of provisions, depreciation and transferred expenses |
3.3.2 | 3,594 | 1,864 |
| Other Income | 7 | 0 | |
| Operating income | 31,032 | 27,465 | |
| Operating expenses | |||
| Purchases of goods | - | - | |
| Other external purchases | 15,899 | 15,521 | |
| Tax and related | 129 | 396 | |
| Staff costs | 3.3.3 | ||
| Salaries and wages | 5,312 | 5,852 | |
| Payroll taxes | 2,272 | 2,258 | |
| Depreciation and provisions | |||
| On fixed assets: depreciation | 1,558 | 1,753 | |
| On fixed assets: provisions | - | - | |
| On current assets: provisions | 0 | 0 | |
| For liabilities and charges: provisions | 5,034 | 3,804 | |
| Other expenses | 7,984 | 3,319 | |
| Operating expenses | 38,188 | 32,903 | |
| Operating income | (7,156) | (5,438) | |
| Financial income | |||
| From equity interests | 39,843 | 1,760 | |
| Other interest and related income | 2,812 | 1,164 | |
| Reversal of provisions and transferred expenses | 8,549 | ||
| Net income on sale of transferable securities | 708 | 183 | |
| Net foreign exchange gains | 9,557 | 2,635 | |
| Financial income | 52,920 | 14,291 | |
| Financial expenses | |||
| Depreciation and provisions | 0 | 0 | |
| Interest and related expenses | 4,042 | 15,328 | |
| Net expenses on sale of transferable securities | 101 | 74 | |
| Net foreign exchange losses | 2,330 | 4,210 | |
| Financial expenses | 6,473 | 19,612 | |
| Financial income (expense) | 3.3.4 | 46,447 | (5,321) |
| Pre-tax income from ordinary operations | 39,291 | (10,759) |
| €'000 | Note | 2022 | 2021 |
|---|---|---|---|
| Non-recurring income | |||
| On management operations | 86 | 125 | |
| On capital operations | 11 | 14,201 | |
| Reversal of provisions and transferred expenses | 62 | 872 | |
| Non-recurring income | 159 | 15,198 | |
| Non-recurring expenses | |||
| On management operations | 246 | 892 | |
| On capital operations | 13 | 14,206 | |
| Depreciation and provisions | 27 | 18 | |
| Non-recurring expenses | 286 | 15,116 | |
| Non-recurring income (expense) | 3.3.5 | (127) | 82 |
| Employee profit-sharing | 176 | 191 | |
| Corporate income tax | 3.3.6 | (205) | (3,231) |
| NET INCOME | 39,192 | (7,637) |
These notes represent an integral part of the annual financial statements for the financial year from January 1, 2022 to December 31, 2022.
Any items of information that are not mandatory are given only when significant.
The figures provided in these notes are given in thousands of euros, unless otherwise indicated.
The financial statements for the year ended December 31, 2022 have been prepared in accordance with the principles and methods set out under the French general chart of accounts or Plan Comptable Général (Regulation 2014-03 amended by ANC Regulations 2016-07).
The accounting rules have been applied in accordance with the principle of conservatism, in light of the following basic assumptions: continuous operations, independent financial years, and unchanged accounting methods from one financial year to the next.
No events likely to alter the presentation of operations for FY 2022 have occurred between the close of accounts and the date on which this report was prepared.
| €'000 | Gross value of fixed assets at Dec 31, 2021 |
Change through inter item transfers |
Acquisitions, creations, increase in assets |
Disposals, retirements, reduction in assets |
Gross value of fixed assets at Dec 31, 2022 |
|---|---|---|---|---|---|
| Research and development costs | 4,887 | 4,887 | |||
| Concessions, patents, licenses and brands | 1081 | 1,081 | |||
| Goodwill | 99 | 99 | |||
| Software | 9,528 | 139 | 910 | (29) | 10,548 |
| Current intangible assets | 1,678 | (127) | 6,161 | 7,712 | |
| TOTAL Intangible assets | 17,273 | 12 | 7,071 | (29) | 24,327 |
| Land and developments | 392 | 392 | |||
| Property and facilities | 6,625 | 5 | 2 | 6,632 | |
| Plant and equipment | 815 | 815 | |||
| Other property, plant and equipment | 4,460 | 61 | 86 | (875) | 3,732 |
| Current fixed assets | 83 | (66) | 29 | 46 | |
| Advances and deposits on fixed assets | 11 | (11) | 0 | ||
| TOTAL Property, plant and equipment | 12,386 | (12) | 118 | (875) | 11,617 |
| Equity interests | 132,758 | 906 | 133,664 | ||
| Equity interest-related receivables | 0 | 0 | |||
| Other capitalized securities | 11,299 | 13,993 | 25,292 | ||
| Loans | 0 | 0 | |||
| Other non-current financial assets | 2 | 2 | |||
| TOTAL Non-current financial assets | 144,059 | 0 | 14,899 | 0 | 158,958 |
| GENERAL TOTAL | 173,718 | 0 | 22,088 | (904) | 194,902 |
| €'000 | Depreciation at Dec 31, 2021 |
Increase in charges over year |
Change through inter item transfers |
Reduction linked to disposals and retirements |
Depreciation at Dec 31, 2022 |
|---|---|---|---|---|---|
| TOTAL Intangible assets | 13,637 | 987 | -29 | 14,595 | |
| Land and developments | 154 | 9 | 163 | ||
| Property | 6,101 | 319 | 6,420 | ||
| Plant and equipment | 798 | 9 | -1 | 806 | |
| Other property, plant and equipment | 4,068 | 237 | -863 | 3,442 | |
| TOTAL Property, plant and equipment | 11,121 | 574 | 0 | -864 | 10,831 |
| TOTAL DEPRECIATION AND PROVISIONS ON FIXED ASSETS | 24,758 | 1,561 | 0 | -893 | 25,426 |
| Provision for impairment of assets | 0 | ||||
| On equity interests | 0 | - 0 | 0 | ||
| On other capitalized securities | 0 | 0 | 0 | ||
| TOTAL PROVISIONS | 0 | 0 | 0 | 0 | 0 |
| GENERAL TOTAL | 24,758 | 1,561 | 0 | -893 | 25,426 |
Intangible assets represent €24,327,000 gross and €9,733,000 net after depreciation and provisions at December 31, 2022, compared with €3,636,000 net at December 31, 2021.
This item can be broken down as follows:
In previous years, the company launched a research and development project focusing on totally different processes for designing, developing and producing boats.
On account of the nature of this project, the Group decided to capitalize the external costs (primarily fees) and the internal costs (workforce linked directly to the project) and record them as an asset on the balance sheet under research and development costs.
The depreciation of these research and development costs began when the boats concerned were brought into production and marketed: i.e. September 1, 2004.
In addition, the development costs for the deployment of a new ERP for the whole of Groupe Beneteau are depreciated over seven years. Since the year ended August 31, 2019, only the Housing section deployed in July 2015 has been retained. The Boat division chose a new tool (IFS), with its scoping phases launched in FY 2021 and continuing in 2022. The implementation costs for the Boat division's new ERP, which were recorded under current intangible assets for €1,014,000 in 2021, increased by €5,624,000 in 2022.
The timeframe for consuming the economic benefits expected from the brand cannot be determined. As such, it has not been subject to depreciation.
In connection with the new strategic plan launched by the Group in July 2020, the decision was taken to stop using the "Monte Carlo Yachts" brand held by BENETEAU SA. As the value-in-use of this brand was not determined, an impairment for the full amount of its book value was recorded for €753,000.
The concession concerns an exclusive long-term usage right making it possible to benefit from full use of dark fiber optics; it is being depreciated over its useful life, i.e. 15 years.
Software are depreciated over one to five years, in line with their planned life.
Property, plant and equipment are valued at their acquisition cost or at their production cost for assets produced by the company. They have never been revalued.
Economic depreciation is calculated on a straight-line basis in accordance with the planned useful life:
| • Site developments | 20 years |
|---|---|
| • Operating buildings | 20 years |
| • Building fixtures and fittings | 10 to 20 years |
| • Plant and equipment | 3 to 10 years |
| • Equipment fixtures and fittings | 3 to 10 years |
| • Transport equipment | 3 to 5 years |
| • Office and IT equipment and furniture | 3 to 10 years. |
When possible, the company applies the diminishing balance method for accelerated depreciation charges for the fraction exceeding the level of economic depreciation. The provision booked in this way represents €303,000.
Non-current financial assets totaled €158,957,000 at December 31, 2022, compared with €144,059,000 at December 31, 2021.
Equity securities and other non-current financial assets are recorded on the balance sheet at their acquisition cost or contribution value. At year-end, an impairment is recorded when the value-in-use is lower than the net book value on the balance sheet, including the technical losses on mergers allocated in the accounts.
The value-in-use of equity securities is determined based on the accounting net assets, profitability and future prospects of the equity interests.
When the net book value of equity securities is higher than the share of accounting net assets, the valuation is generally confirmed by determining a value-in-use based on the discounting of future cash flows. The parameters retained are as follows:
The estimation of the value-in-use may justify keeping a higher net book value than the share of accounting net assets.
The costs relating to the acquisition of equity securities included in the cost price of the securities are deducted for tax purposes through accelerated depreciation over a five-year period.
Equity interest-related receivables are recorded at their nominal value. An impairment is recorded when the carrying value is lower than the book value.
In addition, when equity interests are liquidated or sold, the impairment on equity securities is reversed to nonrecurring income and expenses.
Receivables are measured at their nominal value. An impairment is recorded when the carrying value is lower than the final value.
Receivables denominated in foreign currencies are converted at the closing exchange rate or converted at the hedging rate if they are subject to forward exchange hedge agreements.
A provision for expenses is recorded concerning any unrealized exchange rate losses for the relevant amount.
| €'000 | At Dec 31, 2022 | At Dec 31, 2021 |
|---|---|---|
| Ordinary trade receivables | 61 | 55 |
| Trade receivables for associates | 2,023 | 9,494 |
| Bad debt | 132 | 131 |
| Provisions for impairment of trade receivables | (110) | (109) |
| TOTAL | 2,105 | 9,571 |
| €'000 | At Dec 31, 2022 | At Dec 31, 2021 |
|---|---|---|
| Tax | 1,410 | 1734 |
| Other receivables | 5,038 | 1,208 |
| Other receivables for associates | 131,860 | 81,678 |
| Provisions for impairment of receivables | 0 | 0 |
| TOTAL | 138,307 | 84,620 |
Out of the 2,483,695 treasury shares held at December 31, 2022, the percentage allocated to and reserved for the current bonus share plan, set up by the Board of Directors on March 16, 2021, represents 1,241,400 shares (see Notes 3.4.4 and 3.4.5).
Other securities comprise term accounts for €70,017,000, with a carrying value also of €70,017,000.
Accrued expenses represent €4,552,000 and consist exclusively of operating expenses, compared with €3,325,000 at December 31, 2021.
| €'000 | At Dec 31, 2022 | At Dec 31, 2021 |
|---|---|---|
| Operating income | 175 | |
| Operating income - associates | 39 | |
| Financial income | 621 | 54 |
| TOTAL | 835 | 54 |
The share capital is split into 82,789,840 fully paid-up shares with a par value of €0.10.
Detailed information on treasury stock and share plans is given in Notes 3.4.4 and 3.4.5.
| €'000 | |
|---|---|
| Shareholders' equity at Dec 31, 2021 | 114,899 |
| Accelerated depreciation | (35) |
| Dividends paid | (24,250) |
| Earnings for the year | 39,192 |
| TOTAL | 129,806 |
Net income excluding the impact of optional tax provisions came to €(+)39,157,000 at December 31, 2022.
For our company, the tax provisions are reflected in a future tax liability of €78,000 (net), calculated at a rate of 25.83%.
| €'000 | Amount at year end Dec 31, 2021 |
Increase Charges for year |
Reversal of provisions used |
Reversal of provisions not used |
Amount at year end Dec 31, 2022 |
|---|---|---|---|---|---|
| Provisions for exchange rate loss | 0 | 0 | |||
| Provisions for restructuring | 0 | 0 | |||
| Other provisions for liabilities and charges |
3,810 | 5,035 | (4) | 8,841 | |
| TOTAL | 3,810 | 5,035 | (4) | 0 | 8,841 |
At December 31, 2022, BENETEAU S.A. recorded the following operations:
• On March 16, 2021, the Board of Directors decided to award free BENETEAU shares, with the specific cost relating to its employee and corporate officer beneficiaries spread over the vesting period (two years). This cost came to €5,035,000 at December 31, 2022 and includes the corresponding employer contribution.
• A reversal of provisions for long-service awards for €4,000, whose valuation factors in staff present in the company on the calculation date, as well as their seniority, the scale for bonuses based on this seniority, the survival rate, the turnover rate and a financial discounting process.
The breakdown of liabilities based on their due dates is presented in the following table as at December 31, 2022:
| €'000 | Total amount |
< 1 year | 1 to 5 years |
> 5 years |
|---|---|---|---|---|
| Borrowings and debt with credit institutions | ||||
| - Initially due within 2 years | 58,233 | 58,233 | - | |
| - Initially due after more than 2 years | 17,690 | 3,564 | 11,543 | 2,583 |
| Sundry borrowings and financial debt | 2,120 | 2,120 | - | |
| Financial debt for associates | 383,108 | 383,108 | - | |
| Trade payables and related | 2,183 | 2,183 | - | |
| Trade payables for associates | 2,155 | 2,155 | - | |
| Staff and related | 2,164 | 2,164 | - | |
| Social security and related | 1,040 | 1,040 | - | |
| Tax and related | - | - | - | - |
| - Corporate income tax | 4,381 | 4,381 | - | |
| - Value-added tax | 59 | 59 | - | |
| - Other tax and related | 97 | 97 | - | |
| Fixed asset liabilities and related | 2,767 | 2,767 | - | |
| Fixed asset liabilities for associates | 62 | 62 | - | - |
| Other liabilities | 1,714 | 1,714 | - | |
| Other liabilities for associates | 0 | 0 | - | |
| TOTAL | 477,772 | 463,646 | 11,543 | 2,583 |
| €'000 | Operating | Financial | Non-recurring |
|---|---|---|---|
| Trade payables and related | 1,350 | ||
| Trade payables for associates | 1,717 | ||
| Tax and social security liabilities | 2,708 | ||
| Borrowings and debt with credit institutions | 1,042 | ||
| Sundry borrowings and financial debt | 49 | ||
| Other liabilities | 357 | ||
| Other liabilities for associates | 715 | ||
| TOTAL | 6,847 | 1,092 | 0 |
FY 2022, like 2021, covers a 12-month period.
| €'000 | 2022 | 2021 |
|---|---|---|
| Sales in France | 20,483 | 19,823 |
| Sales outside of France | 6,693 | 5,778 |
| TOTAL | 27,176 | 25,601 |
| €'000 | Dec 31, 2022 | Dec 31, 2021 |
|---|---|---|
| Reversal of provisions for liabilities and charges* | 3,345 | 0 |
| Transferred expenses** | 250 | 1,864 |
| TOTAL | 3,594 | 1,864 |
* In 2022, reversal relating to the provision for a Seaway dispute resolved during the year.
** In 2021, insurance compensation was recorded following the cyberattack for €1m, covering the corresponding IT costs, and costs were transferred to non-recurring items for the completion of the 2020 restructuring plan for €0.8m, while the balance of the cyberattack cover was recorded in 2022.
Compensation for members of the administrative and management bodies came to €2,082,000, compared with €1,803,000 the previous year.
Financial income and expenses show €46,447,000 of net income.
| €'000 | 2022 | 2021 |
|---|---|---|
| Dividends received from subsidiaries | 39,843 | 1,760 |
| Debt write-offs granted to subsidiaries | ||
| - GBI Holding | 0 | (13,500) |
| Net allocation to provisions on subsidiary current account | 0 | 8,549 |
| Interest and related expenses (net) | 405 | 383 |
| Financial income and expenses with associates | 40,248 | (2,808) |
| Other interest and related expenses (net) | (1,633) | (1,128) |
| Net income on transferable securities (*) | 606 | 190 |
| Foreign exchange gain (loss) | 7,227 | (1,575) |
| TOTAL financial income and expenses | 46,447 | (5,321) |
| €'000 | 2022 | 2021 |
|---|---|---|
| Accelerated depreciation charge / reversal | 35 | 54 |
| Capital gains or losses on asset disposals | (2) | (5) |
| Treasury stock buyback premium | 12 | 48 |
| Penalties | 0 | (15) |
| Other | (173) | 0 |
| TOTAL | (127) | 82 |
At December 31, 2022, the breakdown of tax between income from ordinary operations and non-recurring items is as follows:
| €'000 | Before tax | Net tax income | After tax |
|---|---|---|---|
| Income from ordinary operations | 39,291 | 127 | 39,418 |
| Non-recurring income (expense) | -127 | 33 | -94 |
| Profit-sharing | -176 | 45 | -130 |
| TOTAL | 38,988 | 205 | 39,193 |
BENETEAU S.A. has opted for the tax consolidation system. Under the agreements set up in this respect with the consolidated subsidiaries, the tax savings recorded, linked to losses, are recognized immediately in profit or loss for the parent company, within the limits of the consolidated taxable income available for use.
The tax consolidation-related tax saving for FY 2022 came to €205,000.
The amounts concerning associates are given for each corresponding item on the balance sheet.
The accounts of BENETEAU S.A., in line with the full consolidation method, are included in the financial statements for BERI 21 S.A.
| €'000 | Dec 31, 2022 |
|---|---|
| Deposits: | |
| - Consortium for building a plant for a subsidiary | 500 |
| - Customs | 21 |
| Guarantees with associates: | |
| - Banking commitment for subsidiaries' credit lines | 20,113 |
| - Banking commitment for subsidiaries' customer defaults | 0 |
| - Counter-guarantee for subsidiaries linked to product financing agreements | 110,120 |
| Retirement benefits | 187 |
| Long-term finance leases | 1,199 |
| Currency forward sales in €'000 at hedging rate | 111,058 |
| TOTAL | 243,198 |
The deposits and guarantees given do not concern any executives.
| €'000 | Share capital |
Shareholder s' equity excl. earnings for last year |
% of capital held |
Book value of securities held |
Outstanding loans and advances granted by company |
Deposits and guarantees granted by company |
Revenues net of tax for last year |
Profit or loss for last year |
Dividends received by company over year |
|
|---|---|---|---|---|---|---|---|---|---|---|
| Gross | Net | |||||||||
| SUBSIDIARIES (at least 50% interest) |
||||||||||
| C.N.B | 3,488 | 79,132 | 100 | 4,776 | 4,776 | 0 | 0 | 299,874 | 16,813 | 5,680 |
| S.P.B.I | 51,542 | 313,951 | 100 | 40,774 | 40,774 | 0 | 0 | 959,539 | 66,406 | 20,617 |
| Bio Habitat | 12,923 | 88,278 | 100 | 42,933 | 42,933 | 0 | 0 | 248,665 | 17,775 | 5,763 |
| GBI | 4,608 | 6,459 | 100 | 5,608 | 5,608 | 18,511 | 0 | 40,968 | (2,043) | 0 |
| My Boat Solutions | 1,225 | 858 | 95.24 | 5,200 | 5,200 | 0 | 0 | 742 | (557) | 0 |
| Boating Solutions | 3,000 | 2,994 | 100 | 3,000 | 3,000 | 19,603 | 0 | 0 | (814) | 0 |
| GB Portugal | 9,324 | 7,456 | 100 | 27,500 | 27,500 | 9,709 | 0 | 14,128 | (4,633) | 0 |
| ASSOCIATES (10 to 50%) |
||||||||||
| SGB Finance | 6,054 | 63,324 | 49 | 2,967 | 2,967 | 0 | 0 | 0 | 899 | 7,783 |
| Magic Yacht | 592 | 995 | 14.28 | 900 | 900 | 0 | 0 | 1,178 | (163) | 0 |
In accordance with the authorizations given by shareholders at general meetings, the company's relevant bodies decided on March 16, 2021 to set up a plan to award 1,241,848 bonus shares (vesting in March 2023).
| Year vested | Number of bonus shares awarded |
|---|---|
| 2006/2007 | 42,500 |
| 2007/2008 | 57,500 |
| 2010/2011 | 21,250 |
| 2012/2013 | 32,500 |
| 2015/2016 | 1,056,200 |
| 2017/2018 | 530,000 |
| 2019/2020 | 169,477 |
The value of treasury stock at December 31, 2022, based on the average share price for December 2022, came to €33,719,000, with a net balance sheet value of €25,273,000.
| Number | Valuation (€'000) | |
|---|---|---|
| Shares at Dec 31, 2021 | 1,241,848 | 11,279 |
| Acquisitions | 1,932,471 | 22,548 |
| Allocation | 0 | 0 |
| Sales | (690,624) | (8,555) |
| Shares at Dec 31, 2022 | 2,483,695 | 25,273 |
| Average purchase price over the year: €11.67 | |
|---|---|
| Average sales price over the year: €12.41 | |
| Share price at December 31, 2022: €14.14 | |
| Average share price in December 2022: €13.576 |
| €'000 | 2022 | 2021 | ||||
|---|---|---|---|---|---|---|
| Operating activities | ||||||
| Net income for the year | 39,192 | (7,637) | ||||
| Elimination of income and expenses without any impact on cash flow or unrelated to operations |
6,554 | 4,421 | ||||
| Depreciation and provisions | 6,554 | 4,415 | ||||
| Capital gains or losses on disposals | 6 | |||||
| Operating cash flow | 45,746 | (3,216) | ||||
| Change in working capital requirements | 5,466 | 157,840 | ||||
| Receivables | (46,523) | (3,213) | ||||
| Payables | 51,989 | 161,053 | ||||
| Total 1 - Cash flow from operating activities | 51,212 | 154,624 | ||||
| Investment activities | ||||||
| Fixed asset acquisitions | (8,095) | (36,680) | ||||
| Fixed asset disposals | 11 | 0 | ||||
| Liabilities on fixed assets | 2,458 | 125 | ||||
| Total 2 - Cash flow from investment activities | (5,626) | (36,555) | ||||
| Financing activities | ||||||
| Dividends paid to shareholders | (24,250) | 0 | ||||
| Payments received for financial debt | 12,662 | 18,000 | ||||
| Repayments of financial debt | (4,321) | (128,720) | ||||
| Disposal / transfer (acquisition) of treasury stock | (13,993) | 975 | ||||
| Change in scope | 0 | 0 | ||||
| Total 3 - Cash flow from financing activities | (29,902) | (109,745) | ||||
| CHANGE IN CASH POSITION (1+2+3) | 15,684 | 8,324 | ||||
| Opening cash position | 285,227 | 276,903 | ||||
| Closing cash position | 300,913 | 285,227 | ||||
| Of which: Treasury stock | 0 | 0 | ||||
| Other transferable securities | 70,017 | 50,000 | ||||
| Cash at bank and in hand | 231,938 | 235,523 | ||||
| Bank overdrafts | (1,042) | (296) |
This is a free translation into English of the Statutory Auditors' report issued in French and is provided solely for the convenience of English speaking readers. This report includes information specifically required by European regulations or French law, such as information about the appointment of Statutory Auditors. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.
Beneteau Les Embruns 16 Boulevard de la Mer 85800 Saint-Gilles-Croix-De-Vie, France
To the Shareholders,
In compliance with the engagement entrusted to us by your General Meeting, we have audited the accompanying financial statements of Beneteau for the year ended December 31, 2022.
In our opinion, the financial statements give a true and fair view of the assets and liabilities and of the financial position of the Company at December 31, 2022 and of the results of its operations for the year then ended in accordance with French accounting principles.
The audit opinion expressed above is consistent with our report to the Audit Committee.
We conducted our audit in accordance with professional standards applicable in France. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Our responsibilities under these standards are further described in the "Responsibilities of the Statutory Auditors relating to the audit of the financial statements" section of our report.
We conducted our audit engagement in compliance with the independence rules provided for in the French Commercial Code (Code de commerce) and the French Code of Ethics (Code de déontologie) for Statutory Auditors for the period from January 1, 2022 to the date of our report, and, in particular, we did not provide any nonaudit services prohibited by Article 5(1) of Regulation (EU) No. 537/2014.
In accordance with the requirements of Articles L.823-9 and R.823-7 of the French Commercial Code relating to the justification of our assessments, we inform you of the key audit matters relating to the risks of material misstatement that, in our professional judgment, were the most significant in our audit of the financial statements, as well as how we addressed those risks.
These matters were addressed as part of our audit of the financial statements as a whole, and therefore contributed to the opinion we formed as expressed above. We do not provide a separate opinion on specific items of the financial statements.
Equity securities at December 31, 2022 amounted to €133,664 thousand, and represented the largest fixed asset item on the balance sheet. Equity securities are carried at cost, and impaired at each reporting date, based on their value in use.
As described in Note 3.1.4 "Fixed financial assets" to the financial statements, value in use is determined by management on the basis of the net book assets, profitability and the future prospects of the investee.
When the net book value of the equity securities exceeds the share of net book assets, value in use is determined based on discounted future cash flows, taken from business plans prepared by management covering one to five years, which requires management to exercise judgment.
We deemed the valuation of equity securities and receivables from affiliated companies to be a key audit matter due to the inherent uncertainty of certain components of the valuation including the probability of achieving the forecast results used to calculate value in use.
In order to assess the reasonableness of the estimated values in use of equity securities, based on the information provided to us, our audit work consisted mainly in verifying that the estimated values in use determined by management were based on an appropriate measurement method and underlying data and, depending on the investee concerned:
Our work also consisted in assessing the recoverability of any receivables from affiliated companies.
In accordance with professional standards applicable in France, we have also performed the specific verifications required by French legal and regulatory provisions.
We have no matters to report as to the fair presentation and the consistency with the financial statements of the information given in the Board of Directors' management report and in the other documents provided to the shareholders with respect to the Company's financial position and the financial statements.
We attest to the fair presentation and the consistency with the financial statements of the information about the payment terms referred to in Article D.441-6 of the French Commercial Code.
We attest that the Board of Directors' report on corporate governance sets out the information required by Articles L.225-37-4, L.22-10-10 and L.22-10-9 of the French Commercial Code.
Concerning the information given in accordance with the requirements of Article L.22-10-9 of the French Commercial Code relating to compensation and benefits paid or awarded to corporate officers and any other commitments made in their favor, we have verified its consistency with the financial statements or with the underlying information used to prepare these financial statements, and, where applicable, with the information obtained by the Company from controlled companies within its scope of consolidation. Based on this work, we attest to the accuracy and fair presentation of this information.
In accordance with French law, we have verified that the required information concerning the identity of shareholders and holders of the voting rights has been properly disclosed in the management report.
In accordance with professional standards applicable to the Statutory Auditors' procedures for annual and consolidated financial statements presented according to the European single electronic reporting format, we have verified that the presentation of the financial statements to be included in the annual financial report referred to in paragraph I of Article L.451-1-2 of the French Monetary and Financial Code (Code monétaire et financier) and prepared under the Chief Executive Officer's responsibility, complies with this format, as defined by European Delegated Regulation No. 2019/815 of December 17, 2018.
On the basis of our work, we conclude that the presentation of the financial statements to be included in the annual financial report complies, in all material respects, with the European single electronic reporting format.
It is not our responsibility to ensure that the financial statements to be included by the Company in the annual financial report filed with the AMF correspond to those on which we carried out our work.
We were appointed Statutory Auditors of Beneteau by the General Meeting held on February 24, 1989 for ACCIOR-A.R.C. and on February 8, 2019 for PricewaterhouseCoopers Audit.
At December 31, 2022, ACCIOR-A.R.C. and PricewaterhouseCoopers Audit were in the 34th and 4th consecutive year of their engagement, respectively.
Management is responsible for preparing financial statements giving a true and fair view in accordance with French accounting principles, and for implementing the internal control procedures it deems necessary for the preparation of financial statements that are free of material misstatement, whether due to fraud or error.
In preparing the financial statements, management is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern, and using the going concern basis of accounting, unless it expects to liquidate the Company or to cease operations.
The Audit Committee is responsible for monitoring the financial reporting process and the effectiveness of internal control and risk management systems, as well as, where applicable, any internal audit systems relating to accounting and financial reporting procedures.
The financial statements were approved by the Board of Directors.
Our role is to issue a report on the financial statements. Our objective is to obtain reasonable assurance about whether the financial statements as a whole are free of material misstatement. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with professional standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions taken by users on the basis of these consolidatedfinancial statements.
As specified in Article L.823-10-1 of the French Commercial Code, our audit does not include assurance on the viability or quality of the Company'smanagement.
As part of an audit conducted in accordance with professional standards applicable in France, the Statutory Auditors exercise professional judgmentthroughoutthe audit. They also:
We submit a report to the Audit Committee which includes, in particular, a description of the scope of the audit and the audit program implemented, as well as the results of our audit. We also report any significant deficiencies in internal control that we have identified regarding the accounting and financial reporting procedures.
Our report to the Audit Committee includes the risks of material misstatement that, in our professional judgment, were the most significant for the audit of the financial statements and which constitute the key audit matters that we are required to describe in this report.
We also provide the Audit Committee with the declaration provided for in Article 6 of Regulation (EU) No. 537/2014, confirming our independence within the meaning of the rules applicable in France, as defined in particular in Articles L.822-10 to L.822-14 of the French Commercial Code and in the French Code of Ethics for Statutory Auditors. Where appropriate, we discuss any risks to our independence and the related safeguard measures with the Audit Committee.
Neuilly-sur-Seine and La Roche-sur-Yon, April 26, 2023
PricewaterhouseCoopers Audit
Bardadi Benzeghadi
ACCIOR-A.R.C.
Sébastien Caillaud
Since the extraordinary general shareholders' meeting on February 8, 2019, the Company has adopted a corporate governance structure with a Board of Directors (replacing the previous structure with Management and Supervisory Boards).
Since June 17, 2022, the positions of the Chief Executive Officer and Chairman of the Board of Directors have been separated.
The Group is committed to referring to the AFEP-MEDEF corporate governance code (available on the French High Committee for Corporate Governance site: www.hcge.fr).
To ensure compliance with its recommendations, staggered terms of office were organized from 2015 and 2016.
In 2017, the necessary arrangements were put in place to ensure compliance with (i) the proportion of at least one The Company's bylaws are available on www.beneteaugroup.com.
The Board of Directors has put in place a set of rules of procedure governing its operating conditions and those of its various Committees, and this can be consulted on www.beneteau-group.com.
third independent members, and (ii) the proportion of at least 40% of members of each gender. More specifically, the concept of observers was introduced into the bylaws and various observers were appointed.
Similarly, in 2020, the bylaws determined the conditions for the appointment of a director representing employees, who was appointed by the Group Committee.
| Name | Year of birth | Supervisory Board | Board of Directors | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2005 | 2014 |
2017 |
2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | ||
| Directors: | ||||||||||||
| Yves Lyon-Caen | 1950 | A | A | X | E | |||||||
| Annette Roux | 1942 | A | A | X | E | |||||||
| Catherine Pourre * | 1957 | A | A | X | E | |||||||
| Sébastien Moynot * | 1972 | A | X | E | ||||||||
| Louis-Claude Roux | 1982 | A | A | X | E | |||||||
| Anne Leitzgen * | 1973 | A | A | X | E | |||||||
| Marie-Hélène Dick * | 1964 | A | E | |||||||||
| Employee representative: | ||||||||||||
| Clément Boyenval | 1985 | A | E | |||||||||
| Observers: | ||||||||||||
| Claude Brignon | 1950 | A | B | X | E | |||||||
| Luc Dupé | 1949 | A | B | X | E | |||||||
| Christian de Labriffe | 1947 | A | B | X | E |
A: Year first appointed / member of Supervisory Board or Board of Directors B: Year first appointed / observer on
Supervisory Board or Board of Directors
E: Year current term expires X: Year when potentially reappointed
* Independent
The list of the offices held by each director and observer at December 31, 2022 is presented in this report, with details of any remuneration received.
During FY 2022, your Board of Directors met six times:
Committees. Directors present or represented: 8 (out of a total of 8) as well as 3 observers (out of a total of 3);
For FY 2022, the Board of Directors decided to adopt the following guidelines for allocating the €357,000 awarded by the Ordinary General Meeting:
These provisions are reviewed each year by the Board of Directors.
At December 31, 2022, and following the changes made to its composition by the Board of Directors on June 17, 2022, the Strategic Committee comprised:
Certain qualified individuals may be invited to attend Committee meetings depending on their agenda.
At December 31, 2022, and following the changes made to its composition by the Board of Directors on June 17, 2022, the Audit and Risk Committee comprised:
The Chief Executive Officer, the statutory auditors and certain qualified individuals may be invited to attend committee meetings depending on their agenda.
During FY 2022, the Audit and Risk Committee met four times, primarily to review the annual and consolidated During FY 2022, the Strategic Committee met five times, primarily to monitor progress with the Let's Go Beyond! plan, the projects for strategic acquisitions / sales, the retail / floor plan financing partnerships, the review of macro trends and visions for the various markets in connection with the next steps with the development of the Boat division, Housing division and Boating Solutions division (charter, boat club), the progress made with the Boat division's new ERP and the monitoring of innovative CSR projects.
financial statements for the year ended December 31, 2021, review the half-year consolidated financial statements at June 30, 2022, review the Sustainability Performance Report in conjunction with the CSR Committee, monitor the internal control campaign, the risk mapping work, management of personal data protection (GDPR) and preparation for the close of accounts for the year ended December 31, 2022.
Certain SAPIN II and POTIER compliance work may be shared with the CSR Committee, depending on the subjects covered.
At December 31, 2022, and following the changes made to its composition by the Board of Directors on June 17, 2022, the Compensation, Appointments and Governance Committee comprised:
Certain qualified individuals may be invited to attend committee meetings depending on their agenda (notably Chief Executive Officer and HR Director).
During FY 2022, the Compensation, Appointments and Governance Committee met five times, primarily to set the variable component for executive officers, their compensation packages and their individual assessment (achievement of the objectives for FY 2021 and setting of the objectives for FY 2022), the changes to the organization of Executive Management and the Board of Directors following June 17, 2022, with a review of the candidates for the appointment of a new director, the organizational changes for the Boat and Housing divisions, the 2022 review of high-potential staff and the preparation of a future program for bonus share plans.
Initially called the Ethics Committee, it then became the Ethics and CSR Committee before being renamed as the CSR Committee today in order to clearly illustrate to the Group's employees the Board's strong commitment to making this a priority focus. Of course, the "ethics" dimension is still a core focus for this Committee.
At December 31, 2022, and following the changes made to its composition by the Board of Directors on June 17, 2022, the Corporate Social Responsibility (CSR) Committee comprised:
Certain qualified individuals may be invited to attend Committee meetings depending on their agenda.
During FY 2022, the Corporate Social Responsibility (CSR) Committee met four times, primarily covering assistance for the crisis management unit concerning the Russia-Ukraine conflict, the production of the Sustainability Performance Report, the SAPIN II and POTIER compliance work, the accreditation of suppliers and, lastly, the development of the B·SUSTAINABLE CSR plan with the launch of the three pillars:
For reference, the Group became a member of the United Nations Global Compact as of December 31, 2020.
Certain SAPIN II and POTIER compliance work may be shared with the Audit and Risk Committee, depending on the subjects covered.
| Bruno Thivoyon | Position |
|---|---|
| BENETEAU SA (listed) First appointed: Deputy CEO by Board of Directors on Dec 17, 2021 then CEO by Board of Directors on Jun 17, 2022 Ending: 2023 accounts / 2024 general meeting |
Chief Executive Officer |
| SPBI SA | Director |
| CNB SASU | Representative of BENETEAU S.A., Chairman |
| BIO HABITAT SA | Chairman of Board of Directors |
| BOATING SOLUTIONS SAS (Leisure Boat) |
Chairman |
| SGB FINANCE SA | Director |
| GBI SPA (MCY) | Director |
| BIO HABITAT ITALIA SPA | Director |
| OSTRODA YACHT | Member of Supervisory Board |
| Stocznia Jachtowa DELPHIA Spolka Zoo |
Member of Supervisory Board |
| BENETEAU GROUP AMERICA INC | Director |
| BLUE SEA HOLDING | Director |
| Gianguido Girotti | Position |
|---|---|
| BENETEAU SA (listed) First appointed: Board of Directors Jun 14, 2019 Last reappointed: Board of Directors Mar 16, 2021 Ending: 2022 accounts / 2023 general meeting |
Deputy CEO |
| SPBI SA | Chief Executive Officer |
| SGB FINANCE SA | Director |
| BENETEAU GROUP AMERICA INC |
Director & President |
| REC BOAT HOLDING LLC | Manager (Director) & President |
| WELLCRAFT LLC | Manager (Director) & President |
| GLASTRON LLC | Manager (Director) & President |
| FOUR WINNS LLC | Manager (Director) & President |
| 925 FRISBIE STREET LLC | Manager (Director) & President |
| BLUE SEA HOLDING | Director |
| BENETEAU GROUP ASIA PACIFIC Ltd |
Director |
| Yves Lyon-Caen | Position |
|---|---|
| BENETEAU SA (listed) First appointed: Jan 28, 2005 Last reappointed: general meeting Jun 17, 2022 Ending: 2023 accounts / 2024 general meeting |
Chairman of Board of Directors |
| GBI SPA (MCY) | Director |
| BERI 21 SA | Management Board member |
| BENETEAU FOUNDATION | Director and Treasurer |
| ODYSSEY SAS | Chairman |
| BERI 210 SARL | Manager |
| BERI 75 SARL | Manager |
| Recreational boating confederation (CNP) |
Chairman |
| Louis-Claude Roux | Position |
|---|---|
| BENETEAU SA (listed)First appointed: Jan 31, 2014 Last reappointed: general meeting + Board of Directors Feb 7, 2020 Ending: 2022 accounts / 2023 general meeting |
Vice-Chairman of Board of Directors |
| SPBI SA | Vice-Chairman of Board of Directors |
| BIO HABITAT SA | Vice-Chairman of Board of Directors |
| BERI 21 SA | Chairman of Management Board |
| BENETEAU FOUNDATION |
Director and Secretary |
| Annette Roux | Position |
|---|---|
| BENETEAU SA (listed)First appointed: Jan 28, 2005 Lastreappointed: general meeting Jun 11, 2021 Ending: 2023 accounts / 2024 general meeting |
Director |
| SPBI SA | Director |
| BIO HABITAT SA | Director |
| BERI 21 SA | Chairman of Supervisory Board |
| BENETEAU FOUNDATION | Chairman of Board of Directors |
| BERI 210 SARL | Manager |
| Anne Leitzgen | Position |
|---|---|
| BENETEAU SA (listed) First appointed: general meeting Jan 27, 2017 Last reappointed: general meeting Feb 7, 2020 Ending: 2022 accounts / 2023 general meeting |
Director |
| SCHMIDT GROUPE SAS | CEO and Company Chairwoman |
| SCHMIDT GROUPE Limited (UK) |
Director |
| SCHMIDT GROUPE SPAIN & PORTUGAL, S.L. (Spain) |
Sole Director |
| FIM SPL (Spain-Jerez) | Sole Director |
| Beteiligungsgesellschaft Leitzgen mbH (DE) |
CEO |
| EMA | Schmidt Group Chairwoman |
| IMMO DEVELOPPEMENT |
Schmidt Group Chairwoman |
| MYLA SG | EMA Chairwoman |
| UNIFA | Director |
| SOCOMEC | Director |
| Société Civile Karl Leitzgen |
Co-manager |
| Prospective Invest (SCI) | Manager |
| HEDY (SAS) | Chairwoman |
| SCI PERLES | Co-manager |
| SCI Leitzgen-Giraud | Manager |
| La Parenthèse Blanche (SARL) |
Manager |
| SCI Les Aigles | Manager |
| Parenthèse Urbaine SAS | Chairwoman |
| Parenthèse Nature SAS | Chairwoman |
| Parenthèse Agricole SAS | Chairwoman |
| Catherine Pourre | Position |
|---|---|
| BENETEAU SA (listed) First appointed: Jan 31, 2014 Last reappointed: general meeting Jun 17, 2022 Ending: 2024 accounts / 2025 general meeting |
Director |
| SEB SA (listed, France) | Director - permanent representative of FSP |
| CREDIT AGRICOLE CIB (France) |
Director |
| Unibail-Rodamco Westfield NV (listed, Netherlands) |
Member of Supervisory Board |
| CPO Services SARL (Luxembourg) |
Manager |
| Association Class 40 | Member of Board of Directors and Treasurer |
| Marie-Hélène Dick | Position |
|---|---|
| BENETEAU SA (listed) First appointed: general meeting Jun 17, 2022 Ending: 2024 accounts / 2025 general meeting |
Director |
| VIRBAC S.A. (listed) | Chairman of Board of Directors |
| Fondation d'Entreprise Virbac (France) |
Vice-Chairwoman |
| OKELEN S.A. (France) | Chairwoman and Chief Executive Officer |
| PANMEDICA S.A.S. (France) | Representative of OKELEN, Chairman |
| PANPHARMA S.A. (France) | Chairman of Board of Directors |
| Société Civile ILOUET | Manager |
| PANPHARMA Australia Pty Limited |
Director |
| PANPHARMA UK Limited | Director |
| SCI SAMAKEUR MH (France) | Co-manager |
| Société Civile INVESTEC (France) |
Manager |
| Société Civile Du Regard (France) |
Co-manager |
| Société Civile Immobilière OKOLLINE (France) |
Co-manager |
| Sébastien Moynot | Position |
|---|---|
| BENETEAU SA (listed)First appointed: general meeting Feb 8, 2019 Last reappointed: general meeting Jun 17, 2022 Ending: 2024 accounts / 2025 general meeting |
Representative of Bpifrance Investissement SAS Director |
| KYOTO TOPCO SAS | Representative of Bpifrance Investissement SAS Director |
| VERALLIA | Representative of Bpifrance Investissement SAS Director |
| COSMEUR SAS | Representative of Bpifrance Investissement SAS Chairman of Board of Directors |
| ARKEMA | Representative of Bpifrance Investissement SAS Member of Board of Directors |
| VIVESCIA INDUSTRIES | Representative of Bpifrance Investissement SAS Observer on Supervisory Board |
| NEXTEAM | Representative of Bpifrance Investissement SAS Observer on Supervisory Board |
| Clément Boyenval | Position |
|---|---|
BENETEAU SA (listed) First appointment, ratified by Board of Directors Sep 28, 2021 Ending: 2023 accounts / 2024 Board of Directors
Director representing employees
| Claude Brignon | Position |
|---|---|
| BENETEAU SA (listed) First appointed: Jan 31, 2014 Last reappointed: Board of Directors Apr 25, 2022 Ending: 2024 accounts / 2025 Board of Directors |
Observer on Board of Directors |
| VALOPTEC | Member of Board of Directors |
| Luc Dupé | Position |
| BENETEAU SA (listed) First appointed: Jan 28, 2005 Last reappointed: Board of Directors Apr 25, 2022 Ending: 2024 accounts / 2025 Board of Directors |
Observer on Board of Directors |
| BERI 21 SA | Management Board member |
| Christian de Labriffe | Position |
|---|---|
| BENETEAU SA (listed) First appointed: Jan 28, 2005 Last reappointed: Board of Directors Apr 25, 2022 Ending: 2024 accounts / 2025 Board of Directors |
Representative of PARC MONCEAU, Observer on Board of Directors |
| Parc Monceau (SARL) | Manager |
| Christian Dior SE (listed) | Director, Chairman of Performance Audit Committee and Member of Nomination and Compensation Committee |
| TCA Partnership SAS | Chairman |
| Tikehau Capital (SCA) | Chairman of Supervisory Board |
| ACE CAPITAL PARTNERS (SAS) | Chairman of Supervisory Board |
| Tikehau Capital Belgium (Belgian company) |
Director |
| Fondation Nationale des Arts Graphiques et Plastiques |
Director |
| Forges de Baudin SAS | Chairman |
| Dec 31, 2022 | Dec 31, 21 | |||||
|---|---|---|---|---|---|---|
| Name | Position | Type | Amounts due |
Amounts paid |
Amounts due |
Amounts paid |
| Fixed compensation | 323,830 | 312,932 | ||||
| Variable compensation |
248,964 | 0 | ||||
| Mr Bruno Thivoyon * | Chief Executive Officer BENETEAU S.A. |
Exceptional compensation |
0 | 0 | ||
| Attendance fees | 0 | 0 | ||||
| Benefits in kind | 4,523 | 4,385 | ||||
| TOTAL | 577,317 | 317,316 | 0 | 0 | ||
| Fixed compensation | 151,704 | 179,139 | 329,873 | 329,288 | ||
| Variable compensation |
121,255 | 250,324 | 242,000 | 190,953 | ||
| Mr Jean-Paul Chapeleau ** | Deputy CEO BENETEAU S.A. | Exceptional compensation |
0 | 0 | 0 | 0 |
| Attendance fees | 0 | 0 | 0 | 0 | ||
| Benefits in kind | 2,738 | 3,055 | 3,802 | 3,802 | ||
| TOTAL | 275,697 | 432,518 | 575,675 | 524,043 | ||
| Mr Gianguido Girotti | Deputy CEO BENETEAU S.A. | Fixed compensation | 354,522 | 348,360 | 319,859 | 317,694 |
| Variable compensation |
255,353 | 220,717 | 215,000 | 165,101 | ||
| Exceptional compensation |
0 | 0 | 0 | 0 | ||
| Attendance fees | 0 | 0 | 0 | 0 | ||
| Benefits in kind | 5,410 | 5,510 | 5,709 | 5,709 | ||
| TOTAL | 615,285 | 574,587 | 540,568 | 488,504 | ||
| Fixed compensation | 213,241 | 247,901 | 396,399 | 407,289 | ||
| Variable compensation |
154,357 | 316,188 | 305,000 | 228,480 | ||
| Mr Jérôme de Metz ** | Chairman and CEO of BENETEAU S.A. |
Exceptional compensation |
0 | 0 | 0 | 0 |
| Attendance fees | 0 | 0 | 0 | 0 | ||
| Benefits in kind | 2,184 | 2,548 | 4,368 | 4,368 | ||
| TOTAL | 369,782 | 566,637 | 705,767 | 640,137 |
** End of term of office on June 17, 2022
No options or performance shares were vested for corporate officers in FY 2022.
| Dec 31, 2022 | Executive officer |
Employment contract | Supplementary pension scheme |
Actual or potential severance or termination benefits |
Benefits due to a no compete clause |
|---|---|---|---|---|---|
| Name | Bruno Thivoyon | ||||
| Position | Chief Executive Officer BENETEAU SA |
Mandate agreement, employment contract suspended |
yes | no | no |
| Term of office start date | Jun 17, 2022 | ||||
| Term of office end date | Board of Directors approving accounts at Dec 31, 2023 in 2024 |
||||
| Name | Jérôme de Metz | ||||
| Position | Chairman CEO BENETEAU SA |
Mandate agreement | yes | no | no |
| Term of office start date | Jun 14, 2019 | ||||
| Term of office end date | Jun 17, 2022 | ||||
| Name | Jean-Paul Chapeleau | ||||
| Position | Deputy CEO BENETEAU SA |
Mandate agreement, employment contract suspended |
yes | no | no |
| Term of office start date | Dec 18, 2019 | ||||
| Term of office end date | Jun 17, 2022 | ||||
| Name | Gianguido Girotti | ||||
| Position | Deputy CEO BENETEAU SA |
Mandate agreement, employment contract suspended |
yes | no | no |
| Term of office start date | Jun 14, 2019 | ||||
| Term of office end date | Board of Directors approving accounts at Dec 31, | 2022 in 2023 |
| FY 2022 | FY 2021 | FY 2019-20 |
|
|---|---|---|---|
| Chief Executive Officer | |||
| Bruno Thivoyon * | |||
| Average compensation ratio | 3.58 | 0.00 | 0.00 |
| Median compensation ratio | 5.40 | 0.00 | 0.00 |
| Chairman and CEO | |||
| Jérôme de Metz ** | |||
| Average compensation ratio | 6.39 | 7.46 | 4.80 |
| Median compensation ratio | 9.65 | 10.67 | 7.23 |
| Deputy CEO | |||
| Gianguido Girotti | |||
| Average compensation ratio | 6.48 | 5.70 | 4.15 |
| Median compensation ratio | 9.78 | 8.14 | 6.25 |
| Jean-Paul Chapeleau ** | |||
| Average compensation ratio | 4.88 | 6.11 | 3.63 |
| Median compensation ratio | 7.36 | 8.74 | 5.47 |
| * Start of term of office as Deputy CEO on January 1, 2022 and CEO on June 17, 2022 |
|||
| ** End of term of office on June 17, 2022 |
The ratios are calculated based on the compensation paid.
Jérôme de Metz was the Chairman-Chief Executive Officer until June 17, 2022. Bruno Thivoyon has been the Chief Executive Officer since June 17, 2022.
The ratios for the year have been calculated in line with this change, prorated to the respective periods for which they were present.
The compensation for the Deputy Chief Executive Officers has been prorated to their presence during the periods considered for calculating the ratio.
| Dec 31, 2022 | Dec 31, 2021 | ||||||
|---|---|---|---|---|---|---|---|
| Name | Position | Type | Amounts due | Amounts paid | Amounts due | Amounts paid | |
| Attendance fees | 33,390 | 20,655 | 39,525 | 18,870 | |||
| Mr Yves Lyon-Caen | Chairman of Board of Directors |
Other compensation |
175,000 | 145,833 | 0 | 0 | |
| Attendance fees | 45,630 | 19,890 | 43,350 | 23,460 | |||
| Mr Louis-Claude Roux |
Vice-Chairman of Board of Directors |
Other compensation |
0 | 0 | 0 | 0 | |
| Attendance fees | 30,330 | 16,830 | 32,640 | 15,810 | |||
| Ms Annette Roux | Director | Other compensation |
0 | 0 | 0 | 0 | |
| Director | Attendance fees | 41,040 | 13,770 | 31,110 | 17,340 | ||
| Ms Catherine Pourre |
Other compensation |
0 | 0 | 0 | 0 | ||
| Attendance fees | 28,800 | 12,240 | 28,050 | 15,810 | |||
| Ms Anne Leitzgen | Director | Other compensation |
0 | 0 | 0 | 0 | |
| Attendance fees | 22,680 | 0 | 0 | 0 | |||
| Marie-Hélène Dick | Director | Other compensation |
0 | 0 | 0 | 0 | |
| Attendance fees | 0 | 19,890 | 33,660 | 13,770 | |||
| Mr Jérôme de Metz * |
Chairman of Board of Directors |
Other compensation |
0 | 0 | 0 | 0 |
* End of term of office on June 17, 2022
| Dec 31, 2022 | Dec 31, 2021 | |||||
|---|---|---|---|---|---|---|
| Name | Position | Type | Amounts due | Amounts paid | Amounts due | Amounts paid |
| Attendance fees | 27,270 | 9,180 | 18,870 | 9,690 | ||
| Mr Christian de Labriffe |
Observer on Board of Directors |
Other compensation |
0 | 0 | 0 | 0 |
| Mr Claude Brignon | Observer on Board of Directors |
Attendance fees | 37,980 | 23,715 | 47,175 | 23,460 |
| Other compensation |
0 | 0 | 0 | 0 | ||
| Observer on Board of Directors |
Attendance fees | 27,270 | 15,300 | 28,050 | 12,750 | |
| Mr Luc Dupé | Other compensation |
0 | 0 | 0 | 0 |
Stock options or warrants awarded at December 31, 2022
na
Options or warrants awarded to corporate officers in FY 2022
na
Options or warrants exercised by corporate officers in FY 2022
na
Bonus shares awarded at December 31, 2022
na
Bonus shares awarded to corporate officers in FY 2022
na
Bonus shares definitively vested for corporate officers in FY 2022
na
| Name | Type of transaction |
Transaction date | Number of securities |
Amount |
|---|---|---|---|---|
| Gianguido Girotti | Sale | Jan 6, 2022 | 1,150 | €17,779 |
| Name | Type of transaction |
Transaction date | Number of securities |
Amount |
|---|---|---|---|---|
| na |
Executive compensation packages are set by the Board of Directors based on proposals from the Compensation Committee.
Items of variable compensation are determined in view of the results achieved.
Executive officers are required to retain the shares awarded for two years from their vesting date for the plans from before 2016 and for one year since 2016, as well as a minimum of 10% of the shares awarded for their entire time in office.
There are no commitments for any executive severance packages.
· For the period from January 1, 2022 to June 17, 2022, the variable compensation was determined as follows:
For the Chairman and Chief Executive Officer (who combined the positions of Chairman of the Board of Directors and Chief Executive Officer) and the Deputy Chief Executive Officers, their variable compensation is linked to the Group's performance levels. This variable component may represent 70% of their fixed compensation, prorata temporis, if the objectives set are achieved and up to 90% if the objectives are exceeded.
The objectives will primarily concern quantitative performance aspects relating to the Group's activities for 70% (i.e. 40% based on income from ordinary operations, 20% on revenues and 10% on compliance with the investment budget for each scope), with 30% based on annual qualitative objectives set individually by the Board of Directors in line with proposals from the Compensation Committee.
For the Vice-Chairman of the Board of Directors: no compensation.
· For the period from June 17, 2022 to December 31, 2022, during which the positions of Chairman of the Board of Directors and Chief Executive Officer were separated and a Group Deputy CEO - Boat division CEO position was created:
The fixed compensation for the Chairman of the Board of Directors was set at €350,000, without any variable component.
The gross annual fixed compensation for the Group Chief Executive Officer and the Group Deputy CEO - Boat Division CEO was set at €350,000 each.
The allocations, over this period from June 17, 2022 to December 31, 2022, for their variable compensation was calculated based on the objectives set at the start of the year, which continued to apply on an individual basis, with their fixed compensation from July 1, 2022 referred to as the underlying basis for calculation. Over this same period, the variable components may represent 70% of their fixed compensation, prorata temporis, if the objectives set are achieved and up to 90% ifthe objectives are exceeded.
For the Vice-Chairman of the Board of Directors: no compensation.
The fixed compensation for the Chairman of the Board of Directors, the Chief Executive Officer and the Deputy Chief Executive Officer will be raised for each one from €350,000 to €360,500, representing an increase of 3% (compared with an average increase forthe Group's executive-grade staff (cadre) of 5.7%).
For the Chairman of the Board of Directors: no variable compensation.
For the Vice-Chairman of the Board of Directors: no compensation.
For the Chief Executive Officer and the Deputy Chief Executive Officer: the variable component may represent 70% of their fixed compensation if the objectives set are achieved and up to 90% if the objectives are exceeded.
The objectives will be based on quantitative financial criteria for 70% as follows:
The objectives will be based for 30% on individual nonfinancial criteria (three criteria for 10% each), notably incorporating objectives linked to the ramping up of the CSR approach within the Group and objectives relating to strategic development over the medium term.
In addition, the executive officers are entitled to an "Article 83" defined contribution retirement benefit, which has also been set up for certain categories of the Company's staff. The corresponding contributions are covered by the Company under the same conditions as those applied for the corresponding categories of staff. The Article 83 plan aims to fund supplementary pension payments based exclusively on life annuities as part of a mandatory collective policy taken out by the Company with Groupama Gan Vie. Under this plan, the Company is committed to funding 5% for Tranche A (fraction of remuneration capped at the maximum Social Security limit), 5% for Tranche B (fraction of remuneration exceeding the maximum Social Security limit, without exceeding the ARCCO-AGIRC cap) and 6% for Tranche C (fraction of remuneration exceeding the maximum Social Security limit, without exceeding double the amount of this cap).
Lastly, it is proposed to award the Board of Directors a maximum total amount of annual compensation of €450,000 (attendance fees) for the current financial year, which the Board will distribute as appropriate.
General meetings are convened by the Board of Directors or, failing that, by the statutory auditor(s), or by any duly authorized party, and deliberate under the legal conditions in force. They are held at the registered office or any other venue indicated in the notice to attend.
Since the company is publicly traded, general meetings are convened with an initial notice published in the French official gazette (Bulletin des Annonces Légales Obligatoires, BALO) at least 35 days before the meeting date, followed by a second notice published in an authorized gazette for legal announcements in the region where the registered office is located, at least 15 days before the meeting date.
These publications are also available on the Group website: www.beneteau-group.com.
Furthermore, shareholders who have held registered shares for at least one month on the date of the notice to attend are invited to attend any meetings in an ordinary letter or, if requested by them and at their cost, in a letter sent recorded delivery.
The general meeting comprises all the shareholders, irrespective of the number of shares held, provided that they have been fully paid-up.
The right to attend or be represented at the meeting is subject to the securities being recorded in the name of the shareholder or their intermediary in the registered securities accounts held by the company or the bearer securities accounts held by the authorized intermediary by midnight (CET) two working days prior to the meeting.
Shareholders may vote by mail under the legal and regulatory conditions in force: to be taken into account, postal voting forms must be received by the company at least three days before the date of the meeting.
Under the bylaws, any shareholders taking part in the meeting using videoconferencing or other telecommunications resources making it possible to identify them, the nature and conditions of which are determined by decree, may be deemed to be present for calculating the quorum and majority: this possibility has not yet been used by the company.
A double voting right is awarded to fully paid-up registered shares that have been registered for at least two years in the name of the same shareholder, whether they are French nationals or from a European Union member state.
This right will also be granted upon issue:
If shares are transferred further to a case of inheritance, liquidation of joint ownership between spouses or intervivos donations to spouses or relatives entitled to inherit, they do not lose the rights acquired and the two-year period set out above continues uninterrupted. Joint owners of shares are required to be represented with the company and at general meetings by only one of them, who the company considers as the sole owner, or by a single proxy.
The voting right associated with the share belongs to the beneficial owner at all general meetings. Even when voting rights have been waived, the bare owner of shares still has the right to attend the general meetings.
For securities that have been pledged, voting rights are exercised by the owner and not the pledgee.
Any individuals or legal entities, acting alone or in concert, that may directly or indirectly hold, through one or more legal entities they control as per Article L. 233-3 of the French commercial code, a number of shares representing a proportion ofthe share capital and/or voting rights greaterthan or equal to 2.5%, or any multiple thereof, including cases when this exceeds the legal and regulatory disclosure thresholds applicable, must inform the company of the total number of shares and voting rights they hold, as well as any securities entitling holders to access the capital in the future and the corresponding potential voting rights, in a letter sent recorded delivery within the legal and regulatory timeframe.
The requirement to inform the company also applies when the shareholder's interest in the capital or level of voting rights falls below any ofthe disclosure thresholds indicated in the bylaws.
If shareholders fail to make such disclosures in the proper manner, the shares in excess of the fraction that should have been disclosed in accordance with the bylaws and/or legal provisions applicable will not be entitled to voting rights at any shareholder meetings that may be held for two years following notification thatthe situation has been resolved.
In accordance with legislation, three resolutions are being presented for:
(i) Review and approval of the compensation policy for corporate officers,
(ii) Review and approval of the information relating to compensation for each corporate officer required by Article L. 22-10-9 I ofthe French commercial code,
(iii) Approval of the items of compensation paid during the year ended December 31, 2022 or awarded for the same year, with this last resolution presented for each of the following corporate officers:
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code describing the elements from the compensation policy for corporate officers, approves, in accordance with Article L. 22-10-8 II of the French commercial code, the compensation policy for the corporate officers, as presented in the 2022 Annual Financial Report.
• Sixth ordinary resolution (Review and approval of the information relating to compensation for each corporate officer required by Article L. 22-10-9 I of the French commercial code)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code, approves, in accordance with Article L. 22- 10-34 I of the French commercial code, the information indicated in Article L. 22-10-9 I of the French commercial code, as presented in the 2022 Annual Financial Report.
• Seventh to eleventh ordinary resolutions (Approval of the items of compensation paid during the year ended December 31, 2022 or awarded for the same year to …, [office])
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code,approves, inaccordance with ArticleL. 22-10-34 II of the French commercial code, the information indicated in Article L. 22-10-9 I of the French commercial code, as well as the fixed, variable and exceptional items ofthe overall compensation package and benefits of any kind paid during the year ended December 31, 2022 or awarded for this same year to ... for their officeas [...], aspresentedinthe2022 AnnualFinancial Report.
During the financial year ended December 31, 2022, the Board of Directors did not authorize any new related-party agreements.
In its annual review of related-party agreements, the Board of Directors on March 21, 2023 confirmed that the continuation of the previous agreements was effectively aligned with the Company's interests.
In accordance with the French PACTE Law, a set of internal guidelines on related-party agreements was approved by the Board of Directors, as proposed by the Audit and Risk Committee and appended to the rules of procedure.
Dear Shareholders,
Following on from the Board of Directors' deliberations on March 21 and April 25, 2023, we have invited you to attend an ordinary and extraordinary general meeting, in accordance with French law and our bylaws, in order to deliberate on the agenda presented below.
• Authorization for the Company to purchase its own shares;
We would like to inform you that the notices to attend this general meeting will be issued under the conditions required and that the documents required by the regulations in force will be provided or made available to you within the timeframes set.
We are available should you require any clarifications or any further information that you may consider necessary. We would like to inform you that, in accordance with French law, a management report is available to you, in addition to a report prepared by the Board of Directors and various reports from your statutory auditors.
This report is intended to supplement these reports in order to present the following specific points for you:
The first points on the agenda, which are presented in further detail in our management report, concern the approval of the parent company and consolidated financial statements for FY 2022, the appropriation of earnings for the year and the setting of the dividend, the approval of the related-party agreements presented in the statutory auditors' special report (with no new agreements entered into during the year) and the approval of compensation for the corporate officers.
We propose that you renew, for a three-year period, the terms of office of Ms Anne Leitzgen and Mr Louis-Claude Roux as directors, which are due to end with this general meeting.
For all annual general meetings, BENETEAU proposes to include the renewal of its share buyback program on the agenda, following on from the authorizations already approved at the general meetings held on: February 5, 1999 - August 31, 2000 - February 1, 2002 - July 17, 2003 - January 28, 2005 - July 20, 2006 - June 22, 2007 - January 30, 2009 - July 9, 2010 - January 28, 2011 - January 27, 2012 - February 1, 2013 – January 31, 2014 – January 30, 2015 – January 29, 2016 – January 27, 2017 – February 9, 2018 - February 8, 2019 - February 7, 2020 - June 11, 2021 - June 17, 2022.
Under the previous authorization, you will find details of the operations carried out by the company on its own securities in the share buyback program description appended to this Report.
We therefore invite you to authorize your Board of Directors, for a further 18-month period, to allow the company to acquire its own shares representing up to 5% of the share capital and a maximum theoretical investment of €67.5m, based on a maximum purchase price set at €25.00.
The program's objectives and conditions are detailed in the share buyback program description, appended to this Report, and include:
Under the provisions of the French employee savings act (Loi sur l'épargne salariale), the general shareholders' meeting must deliberate, at the time of any decision to increase the capital, on a proposed resolution concerning a capital increase reserved for employees, carried out in accordance with the French employment code.
Since the 15th resolution proposes to potentially award bonus shares that will need to be issued, we have an obligation to propose to you a potential capital increase alongside this reserved for employees who are members of Group company savings schemes, with preferential subscription rights waived, for up to a nominal limit of €21,000.
This description is intended to detail the objectives and conditions concerning the program for the company to buy back its own shares, subject to authorization by the combined general meeting on June 15, 2023.
It is available to the public on the company's website (www.beneteau-group.com), as well as on the AMF site. Copies are also available at no cost by writing to the registered office address indicated above.
At December 31, 2022, the company held a total of 2,483,695 shares, representing 3% of the share capital, with the following breakdown for each objective:
The objectives of this program, in decreasing order of priority, are as follows:
• Market-making based on managing the market or liquidity for shares through an investment service provider under a liquidity agreement that meets the acceptability criteria set by the AMF, establishing liquidity agreements on shares as an accepted market practice and in line with the AMAFI compliance charter recognized by the AMF,
Shares allocated to objectives that are not achieved, where linked to a change of strategy during the buyback program, may be sold off under a sales mandate entered into with an investment service provider acting independently, or may be reallocated for other purposes as decided by the general meeting or for cancellation in line with the regulations applicable.
This program will concern up to 5% of the share capital.
The securities are ordinary BENETEAU shares, all of the same category, listed on the regulated market Euronext Paris (ISIN: FR0000035164).
Based on the total number of shares comprising the share capital to date, i.e. 82,789,840 shares, the maximum number of shares that may be held by the company under this program would therefore be 4,139,492 shares.
In view of the 2,483,695 shares already held at December 31, 2022 and the delivery of the bonus share plan that vested on March 22, 2023, representing 1,044,010 shares, the company is committed to acquiring no more than 2,699,807 shares.
The maximum purchase price is set at €25.00.
On this basis, the maximum theoretical investment would therefore be €67.5m.
This program will run for 18 months from the combined general meeting on June 15, 2023, i.e. through to December 15, 2024.
Detailed in the summary disclosure table hereafter.
Percentage of capital held directly and indirectly as treasury stock: 3.00%
Number of shares canceled in the last 24 months: -
Number of shares held in portfolio: 2,483,695 shares
Portfolio book value: €25,272,622
Portfolio market value: €35,119,447 (valued at €14.140: share price from Dec 31, 2022)
| Gross flows (aggregate) | Open positions on day program description published |
||||
|---|---|---|---|---|---|
| Purchases | Sales and transfers |
Open positions: purchases |
Open positions: sales |
||
| Number of securities |
1,932,471 | 690,624 sales and 0 transfers |
Call options purchased - Forward purchases |
Call options sold - Forward sales |
|
| Average maximum maturity |
- | - | - | - | |
| Average transaction price |
€11.67 | €12.41 | |||
| Average exercise price |
- | - | - | - |
The transactions carried out on shares under the liquidity agreement represented:
690,624 purchases and 690,624 sales.
This is a free translation into English of the Statutory Auditors' report issued in French and is provided solely for the convenience of English speaking readers. This report includes information specifically required by European regulations or French law. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.
For the general meeting of BENETEAU,
In our capacity as Statutory Auditors of Beneteau, we hereby report to you on related-party agreements.
It is our responsibility to report to shareholders, based on the information provided to us, on the main terms and conditions of agreements that have been disclosed to us or that we may have identified as part of our engagement, as well as the reasons given as to why they are beneficial for the Company, without commenting on their relevance or substance or identifying any undisclosed agreements. Under the provisions of Article R.225-31 of the French Commercial Code (Code de commerce), it is the responsibility of the shareholders to determine whether the agreements are appropriate and should be approved.
Where applicable, it is also our responsibility to provide shareholders with the information required by Article R.225-31 of the French Commercial Code in relation to the implementation during the year of agreements already approved by the General Meeting.
We performed the procedures that we deemed necessary in accordance with professional standards applicable in France to such engagements. These procedures consisted in verifying that the information given to us is consistent with the underlying documents.
We were not informed of any agreements authorized and entered into during the year to be submitted for approval at the General Meeting pursuant to the provisions of Article L. 225-38 of the French commercial code.
In accordance with Article R.225-30 of the French Commercial Code, we were informed of the following agreements, approved by the General Meeting in previous years, which were implemented during the year.
Parties concerned: Mr Bruno Thivoyon, Mr Gianguido Girotti, Mr Louis-Claude Roux and Ms Annette Roux, directors of the Company and corporate officers of SPBI, Construction Navale Bordeaux and BIO HABITAT.
Following the authorization given by the Supervisory Board atits meeting on August 31, 2011, your Company put in place a centralized foreign exchange management agreement. This agreement provides for your Company to implement comprehensive currency hedging, bear the foreign exchange risk and retain any gains on foreign exchange hedging transactions. In return, this service does not result in any additional specific compensation.
The amount recorded for foreign exchange hedging for your subsidiaries represents €7,234,227 of net income.
Interest has been calculated on the shareholder current account advances made by Ms Annette Roux to the Company within the authorized limits for the Company to include them in its tax deductible expenses. They represented €9,037 forthe year ended December 31, 2022.
La Roche-sur-Yon and Neuilly-sur-Seine, April 26, 2023
ACCIOR-A.R.C.
Sébastien Caillaud
PricewaterhouseCoopers Audit
Bardadi Benzeghadi
This is a free translation into English of the Statutory Auditors' report issued in French and is provided solely for the convenience of English speaking readers. This report includes information specifically required by European regulations or French law. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.
To the shareholders,
In our capacity as statutory auditors of Beneteau, and in accordance with the French commercial code (Code de commerce), we hereby report to you on the transactions which are submitted to you for approval.
In accordance with Article L. 225-197-1 of the French commercial code, we hereby report to you on the proposed authorization to grant free existing or newly issued shares to employees and/or corporate officers of the Company and companies related to it, which is submitted to you for approval. The total number of shares that may be granted under this authorization may not exceed 1.5% of the Company's share capital.
On the basis of its report, the Board of Directors proposes that you delegate to it the authority, for a 38-month period, to grant free existing or newly issued shares.
It is the Board of Directors' responsibility to prepare a report on the proposed transaction. It is our responsibility to provide you with our observations, if any, in respect of the information provided to you on the proposed transaction.
We performed the procedures that we deemed necessary in accordance with professional standards applicable in France to such engagements. These procedures consisted in verifying in particular that the proposed terms and conditions described in the Board of Directors' report comply with the applicable legal framework.
We have no matters to report on the information provided in the Board of Directors' report, with respect to the proposed authorization to grant shares.
In accordance with Articles L.228-92 and L.225-135 et seq. of the French commercial code, we hereby report to you on the proposed delegation of authority to the Board of Directors to increase the share capital by issuing ordinary shares and/or transferable securities giving access to the Company's share capital, without preferential subscription rights, reserved for members of an employee share ownership plan, for a maximum amount of €21,000, which is submitted for your approval.
This capital increase is submitted to you for approval pursuant to the provisions of Article L.225-129-6 of the French commercial code and Articles L.3332-18 et seq of the French employment code (Code du travail).
On the basis of the Board of Directors' report, the shareholders are requested to delegate to the Board of Directors, for a 26-month period, the authority to decide to increase the share capital and to cancel your preferential subscription rights in respect of the shares to be issued. Where appropriate, the Board of Directors will set the final terms and conditions of the issue.
The Board of Directors is responsible for drawing up a report in accordance with Articles R. 225-113 et seq of the French commercial code. It is our responsibility to express an opinion on the fairness of the financial information taken from the financial statements, regarding the proposal to cancel your preferential subscription rights and on the other information relating to the share issue provided in this report.
We performed the procedures that we deemed necessary in accordance with professional standards applicable in France to such engagements. These procedures consisted in verifying the information disclosed in the Board of Directors' report relating to the transaction and the terms and conditions for setting the issue price of the securities to be issued.
Subject to a subsequent examination of the terms and conditions of the proposed share capital increase, we have no matters to report as regards the methods used to set the issue price of the securities to be issued given in the Board of Directors' report.
We do not express an opinion on the final terms and conditions of the issue because they have not been set, or consequently, on the proposal to cancel your preferential subscription rights.
In accordance with Article R.225-116 of the French commercial code, we will prepare an additional report if and when the Board of Directors uses this delegation of authority.
In accordance with Article L.225-209 of the French commercial code, applicable in the event of a capital reduction by cancellation of purchased shares, we hereby report to you on our assessment of the reasons for and conditions of the planned capital reduction.
The Board of Directors proposes that the shareholders delegate to it the authority, for a 26-month period, to cancel, for up to a maximum of 10% of the share capital per 24-month period, the shares purchased pursuant to an authorization for the Company to purchase its own shares in accordance with the provisions of the aforementioned Article.
We performed the procedures that we deemed necessary in accordance with professional standards applicable in France to such engagements. These procedures consisted in verifying that the reasons for and the terms and conditions of the planned capital reduction, which is not considered to affect shareholder equality, comply with the applicable legal provisions.
We have no matters to report on the reasons for and the terms and conditions of the proposed capital reduction.
La Roche-sur-Yon and Neuilly-sur-Seine, April 26, 2023
ACCIOR-A.R.C. Sébastien Caillaud PricewaterhouseCoopers Audit Bardadi Benzeghadi
Combined general meeting on June 15, 2023
First resolution (Approval of the parent company financial statements for the year ended December 31, 2022)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, after hearing the Board of Directors' management report and the statutory auditors' general report on the parent company financial statements, approves the parent company financial statements for the year ended December 31, 2022, as presented to the shareholders, with a net profit of €39,192,412.64.
The general meeting approves the spending covered by Article 39-4 of the French general tax code (Code Général des Impôts), reintegrated into taxable income for the year for a total of €57,354.
Second resolution (Approval of the consolidated financial statements for the year ended December 31, 2022)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, after hearing the Board of Directors' management report and the statutory auditors' general report on the consolidated financial statements, approves the consolidated financial statements for the year ended December 31, 2022, as presented to the shareholders, with a net profit of €103,152,000 (Group share: €103,137,000).
Third resolution (Allocation of income– Setting of the dividend)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, and as proposed by the Board of Directors, decides to allocate net income for the year ended December 31, 2022, totaling €39,192,412.64, plus €586,543.80 of previous retained earnings, as follows:
In this way, other reserves will be increased from €52,723,127.26 to €57,730,350.90.
The portion of profits corresponding to dividends not paid out for shares held as treasury stock by the company will be allocated to retained earnings.
The proposed dividend represents €0.42 for each of the 82,789,840 shares, with a par value of €0.10.
It will be paid out on Friday June 23, 2023, after deducting social security charges.
As required under French law, shareholders are reminded that the dividends paid out for the last three years were as follows:
| 2018/2019 | 2019/2020 | 2021 | |
|---|---|---|---|
| Share par value | €0.10 | €0.10 | €0.10 |
| Number of shares |
82,789,840 | 82,789,840 | 82,789,840 |
| Net dividend | €0.23 | €0.00 | €0.30 |
Fourth resolution (Approval of the agreements covered by Articles L.225-38 et seq of the French commercial code)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, after hearing the statutory auditors' special report on the agreements covered by Article L.225-38 et seq of the French commercial code, notes that no new agreements were entered into during the year ended December 31, 2022.
Fifth resolution (Review and approval of the compensation policy for corporate officers)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code describing the elements from the compensation policy for corporate officers, approves, in accordance with Article L. 22-10-8 II of the French commercial code, the compensation policy for the corporate officers, as presented in the 2022 Annual Financial Report.
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code, approves, in accordance with Article L. 22-10-34 I of the French commercial code, the information indicated in Article L. 22- 10-9 I of the French commercial code, as presented in the 2022 Annual Financial Report.
Seventh resolution (Approval of the items of compensation paid during the year ended December 31, 2022 or awarded for the same year to Mr Yves Lyon-Caen, Chairman of the Board of Directors)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code, approves, in accordance with Article L. 22-10-34 II of the French commercial code, the information indicated in Article L. 22-10-9 I of said code, as well as the fixed, variable and exceptional items comprising the overall compensation package and benefits of any kind paid during the year ended December 31, 2022 or awarded in connection with this same financial year to Mr Yves Lyon-Caen, for his position as Chairman of the Board of Directors, as presented in the 2022 Annual Financial Report.
Eighth resolution (Approval of the items of compensation paid during the year ended December 31, 2022 or awarded for the same year to Mr Bruno Thivoyon, Chief Executive Officer)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code, approves, in accordance with Article L. 22-10-34 II of the French commercial code, the information indicated in Article L. 22-10-9 I of said code, as well as the fixed, variable and exceptional items comprising the overall compensation package and benefits of any kind paid during the year ended December 31, 2022 or awarded in connection with this same financial year to Mr Bruno Thivoyon, for his position as Chief Executive Officer, as presented in the 2022 Annual Financial Report.
Ninth resolution (Approval of the items of compensation paid during the year ended December 31, 2022 or awarded for the same year to Mr Gianguido Girotti, Deputy Chief Executive Officer)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code, approves, in accordance with Article L. 22-10-34 II of the French commercial code, the information indicated in Article L. 22-10-9 I of said code, as well as the fixed, variable and exceptional items comprising the overall compensation package and benefits of any kind paid during the year ended December 31, 2022 or awarded in connection with this same financial year to Mr Gianguido Girotti, for his position as Deputy Chief Executive Officer, as presented in the 2022 Annual Financial Report.
Tenth resolution (Approval of the items of compensation paid during the year ended December 31, 2022 or awarded for the same year to Mr Jérôme de Metz, former Chairman and Chief Executive Officer)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code, approves, in accordance with Article L. 22-10-34 II of the French commercial code, the information indicated in Article L. 22-10-9 I of said code, as well as the fixed, variable and exceptional items comprising the overall compensation package and benefits of any kind paid during the year ended December 31, 2022 or awarded in connection with this same financial year to Mr Jérôme de Metz, for his previous position as Chairman and Chief Executive Officer, as presented in the 2022 Annual Financial Report.
Eleventh resolution (Approval of the items of compensation paid during the year ended December 31, 2022 or awarded for the same year to Mr Jean-Paul Chapeleau, former Deputy Chief Executive Officer).
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' corporate governance report drawn up in accordance with Article L. 225-37 of the French commercial code, approves, in accordance with Article L. 22-10-34 II of the French commercial code, the information indicated in Article L. 22-10-9 I of said code, as well as the fixed, variable and exceptional items comprising the overall compensation package and benefits of any kind paid during the year ended December 31, 2022 or awarded in connection with this same financial year to Mr Jean-Paul Chapeleau, for his previous position as Deputy Chief Executive Officer, as presented in the 2022 Annual Financial Report.
Twelfth resolution (Renewal of Ms Anne Leitzgen's term of office as a Director)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, decides to reappoint Ms Anne Leitzgen as a Director for a three-year term-of-office to end following the ordinary general meeting convened to approve the financial statements for the year ending December 31, 2025.
Thirteenth resolution (Renewal of Mr Louis-Claude Roux's term of office as a Director)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, decides to reappoint Mr Louis-Claude Roux as a Director for a three-year term-of-office to end following the ordinary general meeting convened to approve the financial statements for the year ending December 31, 2025.
Fourteenth resolution (Authorization for the Company to purchase its own shares)
The general meeting, ruling under the quorum and majority conditions required for ordinary general meetings, having reviewed the Board of Directors' report, grants the Board of Directors an authorization, in accordance with Articles L. 22-10-62 et seq of the French commercial code and European Regulation 596/2014 of April 16, 2014, for the Company to acquire its own shares, to cover the following needs as required:
The acquisition, sale or transfer operations described above will be able to be carried out by any means in line with the legislation and regulations in force, including trading.
These transactions may be carried out at any time, including during a public offer or pre-offer period for the company's shares, in accordance with Article 231-40 of the AMF's General Regulations, or during a pre-offer, public offer, public exchange offer or combined public takeover and exchange offer, initiated by the Company under the legal and regulatory conditions in force and notably in compliance with Article 231-41 of the AMF's General Regulations.
The general meeting sets the maximum number of shares that may be acquired under this resolution at 5% of the share capital, adjusted for transactions affecting the capital carried out after this general meeting, while noting that in connection with the use of this authorization, the number of treasury shares will need to be taken into consideration to ensure the company's continued compliance with the maximum limit for treasury stock to represent 5% of the share capital.
The general meeting decides that the total amount allocated to such acquisitions may not exceed €67.5m, and that the maximum unit purchase price for shares may not exceed €25.00 per share, while noting that the Company will not be able to purchase shares at a price higher than the higher of the following two values: the last listed price for a transaction not involving the Company or the highest current independent buy offer on the trading platform on which the purchase has been made.
In the event of a capital increase incorporating premiums, reserves, profits or other elements based on bonus share awards into the capital while this authorization is valid, as well as in the event of a stock split or consolidation, the general meeting delegates the authority for the Board of Directors to adjust the maximum unit price indicated above, if applicable, in order to take into account the impact of such transactions on the value of the share.
The general meeting grants full powers to the Board of Directors, with an option to subdelegate under the legal conditions in force, to:
The Board of Directors will report to shareholders at their ordinary annual general meeting on any transactions carried out under this resolution.
This authorization is granted for 18 months from the date of this meeting and replaces the previous authorization.
Fifteenth resolution (Authorization for the Board of Directors, for a 38-month period, to award bonus shares to be issued, with shareholders' preferential subscription rights waived, or existing shares to staff and/or executive officers of the Company and related entities for up to 1.5% of the capital, of which a maximum of 40% may be awarded to the listed company's executive officers)
The general meeting, ruling under the quorum and majority conditions required for extraordinary general meetings, having reviewed the Board of Directors' report and the statutory auditors' special report, in accordance with Articles L. 225-197-1 et seq, L. 22-10-59 and L. 22-10-60 of the French commercial code:
The extraordinary general meeting grants full powers to the Board of Directors, in accordance with the laws and regulations in force, as well as the terms of this resolution, to apply this resolution, in particular:
• Setting the conditions, particularly concerning performance aspects, and, if applicable, the criteria for awarding shares, in addition to determining the list(s) of beneficiaries,
This authorization replaces the authorization granted previously.
Sixteenth resolution (Delegation of authority for the Board of Directors, for a 26-month period, to issue shares, capital securities entitling holders to access other capital securities or debt securities, and/or capital securities entitling holders to access Company capital securities, with shareholders' preferential subscription rights waived, for members of the Group's company savings scheme(s) for a maximum of €21,000, based on a price determined in accordance with the French employment code (Code du Travail))
The general meeting, ruling under the quorum and majority conditions required for extraordinary general meetings, having reviewed the Board of Directors' report and the statutory auditors' special report, and in accordance with Articles L. 225-129-2, L. 225-138, L. 225-138- 1, L. 228-91 and L. 228-92 of the French commercial code and L. 3332-18 et seq of the French employment code, and also to ensure compliance with Article L. 225-129-6 of the French commercial code:
Delegates to the Board of Directors its authority (i) to increase, on one or more occasions, the share capital by issuing shares and/or capital securities entitling holders to access Company capital securities to be issued reserved for members of the Group's company savings schemes, and (ii) to award, as applicable, performance shares or capital securities entitling holders to access capital securities to be issued replacing all or part of the discount covered in section 3 below under the conditions and limits set by Article L. 3332-21 of the French employment code, while noting that the Board of Directors may replace, as necessary, all or part of this capital increase by selling, under the same conditions, securities already issued and held by the Company;
Decides that the number of shares that may result from all the shares issued under this delegation, including those resulting from shares or capital securities entitling holders to access capital securities to be issued that may be potentially awarded on a free basis replacing all or part of the discount under the conditions set by Article L.3332-18 et seq of the French employment code, must not exceed 210,000 shares. If applicable, this number will be extended to include the number of additional shares to be issued to maintain, in accordance with the law, the rights of holders of capital securities entitling them to access the Company's capital;
Decides that (i) the issue price for the new shares may be no higher than the share's average opening listed prices from the 20 days trading prior to the day of the Board of Directors' decision setting the subscription start date, or more than 30% or 40% lower than this average depending on whether the securities that have been subscribed for correspond to assets with a lock-in period of less than 10 years or greater than or equal to 10 years; while noting that the Board of Directors may, if applicable, reduce or waive the potential discount retained to notably take into account legal and tax systems that apply outside of France or choose to fully or partially replace this discount with the awarding of bonus shares and/or capital securities entitling holders to access the capital, and that (ii) the issue price for the capital securities entitling holders to access the capital will be determined under the conditions set by Article L. 3332-21 of the French employment code;
Decides to waive the shareholders' preferential subscription rights for members of the Group's savings scheme(s) concerning the shares or capital securities entitling holders to access Company capital securities to be issued that may be issued under this delegation, and to waive any entitlement to the shares and capital securities entitling holders to access capital securities to be issued that may be freely awarded under this resolution;
Delegates full powers to the Board of Directors notably with a view to:
Deciding whether the shares need to be subscribed for directly by employees who are members of the Group's savings schemes or if they will need to be subscribed for through a company mutual fund (FCPE) or employee shareholding fund (SICAVAS);
Setting the opening and closing dates for subscriptions and the issue price for securities;
Within the limits set by Article L. 3332-18 et seq of the French employment code, awarding bonus shares or capital securities entitling holders to access capital securities to be issued and determining the type and amount of reserves, profits or premiums to be incorporated into the capital;
This delegation of authority is granted for 26 months from the date of this meeting and replaces the authorization granted previously.
Seventeenth resolution (Authorization for the Board of Directors, for a 26-month period, to cancel shares held by the Company after purchasing treasury stock)
The general meeting, ruling under the quorum and majority conditions required for extraordinary general meetings, having reviewed the Board of Directors' report and the statutory auditors' special report, authorizes the Board of Directors, in accordance with Article L. 22-10-62 of the French commercial code, to cancel, on one or more occasions, all or part of the company's shares that the company holds currently or in the future in connection with the share buyback program, and to reduce the share capital by the total nominal amount of the shares canceled in this way, for up to 10% of the capital per 24-month period, adjusted for any capital increase operations carried out after this general meeting affecting the capital.
The general meeting grants full powers to the Board of Directors to carry out the capital reduction(s), allocate the difference between the buyback price of the shares canceled and their nominal value to any available equity items, amend the bylaws accordingly, reallocate the fraction of the legal reserve made available as a result of the capital reduction, and carry out all filings with the French financial markets authority (AMF), complete all other formalities and more generally do whatever is necessary.
This authorization is given for a 26-month period from this date and replaces the authorization granted previously.
Full powers are granted to the bearer of a copy of or extract from these resolutions to complete all formalities and do whatever is necessary.
I certify that, to the best of my knowledge, the financial statements have been prepared in accordance with the accounting standards applicable and accurately reflect the assets, liabilities, financial position and earnings of the company and all the consolidated companies, and that the management report accurately reflects the changes in the business, earnings and financial position of the company and all the consolidated companies, while presenting the main risks and uncertainties faced by them.
Yves Lyon-Caen Chairman of the Board of Directors
Produced by: Groupe Beneteau Design: Mediapilote Photos: Gettyimages, Gilles Martin-Raget, 410 Films
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