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ENGIE

Annual Report Feb 25, 2016

1286_iss_2016-02-25_2261cb21-124b-46f2-b8f5-121afa66515c.pdf

Annual Report

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MANAGEMENT REPORT 1 NOTES TO THE

I.1 Revenues and earnings trends 3
I.2 Business trends 5
I.3 Other income statement items 12 Note 1 Accounting standards and
I.4 Changes in net debt 13 methods
I.5 Other items in the statement of
financial position
16 Note 2 Main subsidiaries at
I.6 Parent company financial statements 17 Note 3 Investments in entities
I.7 Outlook 18 accounted for using the equity

STATEMENTS 19

Income statement 20 Note 7 Income/(loss) from operating
Statement of comprehensive income 21 activities
Statement of financial position 22 Note 8 Net financial income/(loss)
Statement of changes in equity 24 Note 9 Income tax expense
Statement of cash flows 26 Note 10 Net recurring income Group

CONSOLIDATED FINANCIAL STATEMENTS 27

I.3
Other income statement items
I.4
Changes in net debt
12
13
Note 1 Accounting standards and
methods
28
I.5
Other items in the statement of
financial position
16 Note 2 Main subsidiaries at
December 31, 2015
41
I.6
Parent company financial statements
17 Note 3 Investments in entities
I.7
Outlook
18 accounted for using the equity
method
47
Note 4 Main changes in Group
CONSOLIDATED
FINANCIAL
structure 56
STATEMENTS 19 Note 5
Note 6
Segment information
Current operating income
59
64
Income statement 20 Note 7 Income/(loss) from operating
Statement of comprehensive income 21 activities 65
Statement of financial position 22 Note 8 Net financial income/(loss) 71
Statement of changes in equity 24 Note 9 Income tax expense 73
Statement of cash flows 26 Note 10 Net recurring income Group
share
77
Note 11 Earnings per share 79
Note 12 Goodwill 79
Note 13 Intangible assets 84
Note 14 Property, plant and equipment 86
Note 15 Financial instruments 87
Note 16 Risks arising from financial
instruments
98
Note 17 Equity 110
Note 18 Provisions 113
Note 19 Post-employment benefits and
other long-term benefits
116
Note 20 Exploration-production
activities
123
Note 21 Finance leases 124
Note 22 Operating leases 125
Note 23 Share-based payments 126
Note 24 Related party transactions 129
Note 25 Executive compensation 130
Note 26 Working capital requirements,
other assets and other
liabilities
130
Note 27 Legal and anti-trust
proceedings 131
Note 28 Subsequent events 136
Note 29 Fees paid to the Statutory
Auditors and to members of
Note 30 their networks
Information regarding
Luxembourg and Dutch
137
companies exempted from the
requirements to publish annual
financial statements
137

MANAGEMENT REPORT

I.1 Revenues
and
earnings
trends
3 I.5 Other
items
in
the
statement
of
financial
I.2 Business
trends
5 I.6 Parent
company
financial
I.3 Other
income
statement
statements
items 12
I.4 Changes
in
net
debt
13
I.1 Revenues
and
earnings
trends
3 I.5 Other
items
in
the
statement
of
financial
position
16
I.2 Business
trends
5 I.6 Parent
company
financial
I.3 Other
income
statement
statements 17
items 12 I.7 Outlook 18

Revenues fell by 6.4% on a reported basis to €69.9 billion (down by Net recurring income Group share(2) amounted to €2.6 billion, down 8.8% on an organic basis) compared with 2014. This decrease is mainly €0.1 billion on 2014. The decline in current operating income after share attributable to lower commodity prices, a decline in LNG activities, in net income of entities accounted for using the equity method was outages at the Doel 3 and Tihange 2 nuclear power plants, and the partially offset by lower tax expense and recurring financial expenses. shutdown of the Doel 1 reactor in Belgium, partially offset by the Cash flow from operations amounted to €9.8 billion, up €1.9 billion appreciation of the US dollar against the euro and by more favorable climatic conditions in France despite very mild temperatures towards the working capital requirements which had been affected in 2014 by the

EBITDA(1) amounted to €11.3 billion, down 7.2% on a reported basis lower interest payments owing to the decrease in the average cost of and down 9.1% on an organic basis. It was affected by the same debt, partially offset by the fall in cash generated from operations before factors as revenues, and also offset by the commissioning of new assets income tax and working capital requirements, in line with EBITDA and by continued cost performance efforts. trends.

Current operating income after share in net income of entities Net debt stood at €27.7 billion at December 31, 2015, up €0.2 billion accounted for using the equity method(1) declined by 11.6% on a compared with net debt at December 31, 2014, reflecting (i) net reported basis and by 13.8% on an organic basis, to €6.3 billion. This investments (including changes in the scope of consolidation) carried out

changes in exchange rates related to the depreciation of the euro negatively impacted by €8.7 billion in impairment losses, and down against major currencies (€0.5 billion), cash outflows related to tax €7.1 billion on 2014 which had been boosted by gains on remeasuring payments (€1.7 billion) and to interest payments on net debt the interest in Gaztransport & Technigaz (GTT) following the acquisition (€0.8 billion), (ii) offset by cash generated from operations before income of control over the company and the loss of significant influence over the

year-on-year. This increase is notably due to the favorable change in end of 2015 (2014 had been a particularly warm year). one-off impact of commodity price fluctuations on margin calls, and by

fall was in line with the EBITDA performance. by the Group (€5.7 billion), dividends paid to ENGIE SA shareholders (€2.4 billion) and to non-controlling interests (€0.5 billion), the impact of Net income/(loss) Group share(1) represented a net loss of €4.6 billion, tax and working capital requirements (€10.9 billion) and the favorable Walloon inter-municipal companies. change in working capital requirements (€1.2 billion).

(1) Comparative data at December 31, 2014 have been restated due to the retrospective application of IFRIC 21 (see Note 1.1.1 to the consolidated financial statements).

(2) As an agreement was entered into on November 30, 2015 between the Belgian State, ENGIE and Electrabel, the expense relating to the nuclear contribution was reclassified to recurring income (see Note 10 to the consolidated financial statements).

I

I.1 REVENUES AND EARNINGS TRENDS

In millions of euros Dec. 31, 2015 Dec. 31, 2014 % change
(reported basis)
% change
(organic basis)
Revenues 69,883 74,686 -6.4% -8.8%
EBITDA 11,262 12,133 -7.2% -9.1%
Net depreciation and amortization/Other (4,935) (4,977)
CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME OF
ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD
6,326 7,156 -11.6% -13.8%

Consolidated revenues for the year ended December 31, 2015 Kingdom, Keppel FMO in Singapore and Lahmeyer in Germany, and by amounted to €69.9 billion, down 6.4% compared with the same the full consolidation of GTT by Global Gas & LNG (positive €35 million prior-year period. On an organic basis (excluding the impact of changes impact) at the end of February 2014. in the scope of consolidation and exchange rates), revenues fell by Exchange rates had a positive €1,969 million impact on Group 8.8%.

Changes in the scope of consolidation had a net negative €48 million dollar, the pound sterling and the Thai baht. This was partly offset by the impact resulting chiefly from the disposal and deconsolidation of euro's appreciation against the Brazilian real and Norwegian krone. operations in the Energy Europe business line in 2014 and 2015 Organic revenue performance varied across the Group's business lines: (negative €82 million impact), in the Energy International business line in Infrastructures reported growth for the period, while revenues decreased Central America in the second half of 2014 (negative €214 million slightly at Energy International and Energy Services and fell sharply at impact), and in the Energy Services business line in 2015 (negative Energy Europe and Global Gas & LNG. €97 million impact), including in particular the sale of oil trading operations in Italy. These changes were partially offset by the acquisition EBITDA declined by 7.2% to €11.3 billion over the period. Excluding the of Solairedirect impact of changes in the scope of consolidation and exchange rates, in second-half 2015 (positive €33 million impact), by Energy Services acquisitions the decrease in EBITDA came out at 9.1%. (positive €286 million impact) and in particular Ecova in the United States, Lend Lease FM in the United

revenues, mainly reflecting the depreciation of the euro against the US

EBITDA TRENDS

In millions of euros

Departures from the scope of consolidation had a negative €112 million C EBITDA for Global Gas & LNG was down 30.5% on an organic basis impact on EBITDA, largely due to disposals and deconsolidation of to €1,625 million, reflecting plummeting oil prices, gas prices on the power generation assets in France, Italy, and Central America, and to European and Asian markets and a contraction in the LNG activity, the disposal of exploration-production assets. Conversely, additions to largely attributable to the disruption of LNG shipments from Yemen the scope of consolidation had a positive €64 million impact, resulting since April 2015. These effects were partially offset by the increase in chiefly from acquisitions made by Energy Services. production recorded by the exploration-production activities as a

result of the commissioning of new assets in 2014; Changes in exchange rates had a positive €299 million impact, mainly due to the depreciation of the euro against the US dollar, the pound C EBITDA for the Infrastructures business line improved 3.9% on an sterling and the Thai baht, partially offset by the fall in the value of the organic basis compared with the same prior-year period, to

revenues from Joint Transport Storage (JTS) services and gas down 10.8%, or €1,373 million, when adjusted for climatic conditions in purchases and sales to maintain technical storage performance; France. Besides the positive impact of Perform 2015 and the swift

  • C EBITDA for the Energy International business line amounted to trends by business line comparable to those of EBITDA. from LNG operations, and (ii) planned maintenance in Thailand. However, the decline was partly mitigated by improved performances, mainly in Brazil despite unfavorable hydrological conditions, in Peru, and in the Australian retail business;
  • C EBITDA for Energy Europe totaled €1,612 million, down 18.6% on an organic basis, due mainly to outages at the Doel 3 and Tihange 2 nuclear power plants and the shutdown of the Doel 1 reactor, the decrease in average electricity market prices and the adverse impact of market conditions on LNG sales, despite the positive impact of supply contract renegociations, more favorable climatic conditions for gas sales in France and liquidated damages for delay collected in connection with two coal-fired power plant projects in Germany and the Netherlands;

  • Brazilian real and Norwegian krone. €3,402 million, reflecting colder temperatures in 2015 and rate increases, partially offset by a downturn in volumes and the related On an organic basis, EBITDA was down 9.1%, or €1,123 million, and

  • action plans in all business lines, this reflects the following trends: C EBITDA for Energy Services was up 3.9% on an organic basis to €1,227 million.

€3,589 million, down 6.8% on an organic basis. This was driven Current operating income after share in net income of entities mainly by (i) a weaker performance from power generation activities in accounted for using the equity method amounted to €6.3 billion, down mature markets (United States, Australia and United Kingdom) and 13.8% on an organic basis compared with 2014. This indicator shows

I

I.2 BUSINESS TRENDS

I.2.1 Energy International

Dec. 31, 2015
In millions of euros Total (1) Latin America Asia-Pacific North
America
UK - Turkey South Asia,
Middle East
& Africa
Revenues 14,534 3,683 2,684 4,450 2,872 846
EBITDA 3,589 1,439 803 751 341 371
Net depreciation and amortization/Other (993) (355) (219) (314) (83) (16)
CURRENT OPERATING INCOME
AFTER SHARE IN NET INCOME OF
ENTITIES ACCOUNTED FOR USING
THE EQUITY METHOD
2,596 1,084 585 437 259 355

(1) The Energy International business line also has a "headquarters" function, the costs for which are not broken down in the table above.

In millions of euros Total (1) Latin
America
Asia-Pacific North
America
UK - Turkey South Asia,
Middle East &
Africa
% change
(reported
basis)
% change
(organic
basis)
Revenues 13,977 3,818 2,740 3,782 2,957 679 +4.0% -3.8%
EBITDA 3,716 1,343 857 956 380 298 -3.4% -6.8%
Net depreciation and
amortization/Other
(971) (361) (218) (268) (109) (11)
CURRENT OPERATING INCOME
AFTER SHARE IN NET INCOME OF
ENTITIES ACCOUNTED FOR USING
THE EQUITY METHOD
2,745 982 638 688 271 286 -5.4% -7.9%

(1) The Energy International business line also has a "headquarters" function, the costs for which are not broken down in the table above.

Energy International's revenues, at €14,534 million, rose by 4.0% on a Current operating income after share in net income of entities reported basis (down 3.8% on an organic basis). These movements accounted for using the equity method, at €2,596 million, decreased reflect, on the one hand, the negative €216 million impact of changes in by 5.4% on a reported basis and by 7.9% on an organic basis, in line the scope of consolidation and the favorable €1,354 million impact of with EBITDA trends. changes in exchange rates (due mainly to the appreciation of the US Latin America dollar, but also the pound sterling and Thai baht), and on the other hand, an organic decrease resulting chiefly from the impact of lower prices and volumes of power generation activities in the mature markets Revenues for the Latin America region totaled €3,683 million, and in Turkey, partially offset by improvements in the US and Australian representing a 3.5% decrease on a reported basis and a 3.5% organic retail businesses and the commissioning of assets in Latin America and increase, reflecting the negative foreign exchange impact (the sharp

Central America in December 2014. figures and 6.8% on an organic basis after taking into account the negative €160 million impact of changes in the scope of consolidation In Brazil, higher sales resulted from the increase in average sales prices, and favorable exchange rate movements of €294 million. This organic primarily due to inflation indexation, and the progressive commissioning decrease was driven mainly by (i) a weaker performance from power of the Jirau Hydro complex. Peru trended upwards thanks to new PPAs generation activities in mature markets (United States, Australia and mainly related to the Quitaracsa Hydro Power Plant (commissioned in United Kingdom) and from LNG operations, and (ii) planned October 2015), while in Chile, revenues contracted slightly mostly due to maintenance in Thailand. However, the decline was partly mitigated by lower tariffs linked to fuel price indexation. Electricity sales remained improved performances, mainly in Brazil despite more unfavorable stable at 56.1 TWh, while gas sales rose by 0.3 TWh to 9.8 TWh. hydrological conditions, in Peru, and in the Australian retail business.

South Asia, Middle East & Africa (SAMEA). depreciation of the Brazilian real was partly offset by the appreciation of EBITDA amounted to €3,589 million, down 3.4% based on reported the US dollar) combined with the impact of the disposal of all assets in

ENGIE CONSOLIDATED FINANCIAL STATEMENTS 2015 5

EBITDA totaled €1,439 million, representing an organic increase of North America 12.3%, mainly reflecting:

  • C a stronger performance in Brazil despite more adverse hydrological on a reported basis reflecting the weakening of the euro against the US conditions affecting the overall system. For Tractebel Energia, this dollar, but remained unchanged organically. The organic stability improvement was attributable to an increase in the average price of resulted from a combination of higher third-party LNG sales volumes, bilateral contracts, mainly due to inflation, combined with positive US retail volumes at higher prices, and higher generation volumes which results in the spot market. In addition, EBITDA benefited from the offset lower electricity and gas prices. commissioning of the Jirau Hydro complex;
  • C positive trends in Peru, mainly due to higher electricity sales thanks to volumes across the generation fleet and US retail business. new contracts, primarily related to the Quitaracsa Hydro power plant;
  • C improved results in E-CL: a lower tariff due to the fuel price indexation was more than offset by a lower cost base following the depreciation

one-off items (either adverse this year and favorable last year). These accounted for using the equity method amounted to €1,084 million, up

Asia-Pacific

Revenues Current operating income after share in net income of entities for the region totaled €2,684 million, down 2.0% based on accounted for using the equity method amounted to €437 million, reported figures and 10.6% on an organic basis. There was a decline in down 33.5% organically, primarily as a result of EBITDA movements. the Glow IPP business in Thailand due to planned maintenance and lower demand. The Australian coal-fired power plants suffered from United Kingdom & Turkey lower market prices, especially in the first half of the year due to the repeal of the carbon scheme on July 1, 2014. However, this was partially offset by the growth of revenues in the Australian retail business, Revenues for the United Kingdom & Turkey region totaled reflecting an increase in the number of customers and higher €2,872 million, down 2.9% on a reported basis, and down 13.1% on an

down following lower gas prices and electricity sales volumes. These volumes in Australia (up 1.0 TWh) only partially offsetting the 2.5 TWh

EBITDA came in at €803 million, down 6.2% on a reported basis and Electricity sales fell 4.0 TWh to 26.1 TWh, mainly due to lower volumes down 15.3% based on organic figures, mainly reflecting the weaker across the UK thermal assets as a result of weaker market spreads. Gas performance of the Australian thermal facilities, which suffered because sales totaled 42.1 TWh, up 7.0 TWh following higher transportation of difficult market conditions, and the lower availability of the Gheco One volumes in Turkey. and Glow IPP facilities in Thailand due to major planned maintenance outages, as well as the negative impact of persistently low oil prices on EBITDA came in at €341 million, down 17.5% on an organic basis. gas distribution margins. This was partly offset by the strong Weaker performances in the UK generation facilities resulting from performance of Indonesian thermal assets and the growth of the declining spreads were mitigated by favorable results in Turkey and cost

favorable one-off items. Current operating income after share of net income of entities accounted for using the equity method turned out at €585 million Current operating income after share in net income of entities decreasing by 18.1% on an organic basis, in line with overall EBITDA accounted for using the equity method was €259 million, down 12.9%

Revenues for the North America region totaled €4,450 million, up 17.6%

Electricity sales increased 7.1 TWh to 72.0 TWh, reflecting higher sales

and Natural gas sales, excluding intra-Group transactions, increased by 8.0 TWh to 39.7 TWh following a combination of higher third-party LNG sales and higher gas distribution in Mexico.

of the local currency. EBITDA came in at €751 million, down 23.0% on an organic basis. This resulted from a combination of lower margins on LNG cargoes and Current operating income after share in net income of entities factors were partially mitigated by higher capacity revenues in the United 16.1% on an organic basis primarily due to improved EBITDA. States and commissioning effects in Mexico. EBITDA decreased by 21.5% on a reported basis, impacted by the transfer of operations for the Yemen LNG contract to the Global Gas & LNG business line.

consumption due to the cold winter. organic basis. Lower power prices led to lower generation volumes across the UK and Turkey fleet. In the UK retail business, revenues were Electricity sales decreased by 1.5 TWh to 41.3 TWh, with higher adverse effects were slightly offset by higher gas sales volumes in decrease in Thailand. Natural gas sales rose by 0.6 TWh to 4.3 TWh. Turkey.

Australian retail business. reduction initiatives. Additionally, 2015 benefited from the impact of

trends. on an organic basis, due primarily to the decrease in EBITDA but mitigated slightly by lower depreciation charges following asset writedowns in December 2014.

I

Revenues for the South Asia, Middle East & Africa region (SAMEA) improved performance of Meenakshi Phase I, as well as higher O&M totaled €846 million, an increase of 24.5% on a reported basis reflecting margins in the Middle East.

Electricity sales amounted to 8.5 TWh down 0.2 TWh on the previous year, mainly reflecting the lower production levels of the Al Kamil power plant in Oman, offset by the generation volumes of Uch II and Meenakshi Phase I.

South Asia, Middle East & Africa EBITDA came in at €371 million, up 5.6% on an organic basis. This increase stems mainly from the commissioning of Uch II and Tarfaya, the

the weakening euro against the US dollar, and 5.6% on an organic Current operating income after share of net income of entities basis. This organic growth is mainly related to the commissioning of accounted for using the equity method amounted to €355 million, up Uch II in Pakistan in April 2014 as well as higher volumes and prices in 4.9% on an organic basis. This increase is explained by the same Meenakshi Phase I in India. factors that impacted EBITDA.

I.2.2 Energy Europe

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Total (1) Central
Western
Europe
Southern
& Eastern
Europe
Total (1) Central
Western
Europe
Southern
& Eastern
Europe
% change
(reported
basis)
% change
(organic
basis)
Revenues 32,011 26,859 5,143 35,158 29,285 5,873 -9.0% -8.8%
EBITDA 1,612 1,536 293 2,015 1,602 585 -20.0% -18.6%
Net depreciation and amortization/Other (1,025) (817) (196) (1,107) (909) (195)
CURRENT OPERATING INCOME AFTER
SHARE IN NET INCOME OF ENTITIES
ACCOUNTED FOR USING
THE EQUITY METHOD
587 718 97 908 692 390 -35.3% -33.2%

(1) Of which business line corporate function costs.

VOLUMES SOLD BY THE BUSINESS LINE

In TWh Dec. 31, 2015 Dec. 31, 2014 % change (reported basis)
Gas sales 485.2 605.8 -19.9%
Electricity sales 165.4 159.9 +3.5%

Energy Europe's revenues totaled €32,011 million, down 9.0% on a Current operating income after share in net income of entities reported basis, or 8.8% on an organic basis. This decrease chiefly accounted for using the equity method also fell, reflecting the decline in reflects the impact of the shutdown of three nuclear power plants in EBITDA despite lower depreciation and amortization charges. Belgium (Doel 3 from March 26, 2014 to December 21, 2015, Tihange 2 Central Western Europe (CWE) from March 26, 2014 to December 14, 2015 and Doel 1 from February 15, 2015 to December 30, 2015), as well as the fall in gas sales volumes, particularly in France and Italy, partially offset by the The contribution of CWE to Group revenues amounted to positive impact of climatic conditions in France (2015 was colder than €26,859 million, down 8.3% on a reported basis and 8.1% on an 2014). Gas sales represented 485.2 TWh, including 54.1 TWh to key organic basis. The decrease chiefly reflects the shutdown of three accounts. Electricity sales amounted to 165.4 TWh. At nuclear power plants in Belgium, and the decline in gas sales volumes in December 31, 2015, Energy Europe had over 12.7 million individual gas France. customers and almost 6.1 million electricity customers.

The business line's EBITDA dropped 20.0% on a reported basis to due chiefly to the factors affecting revenues discussed above. The €1,612 million (down 18.6% on an organic basis). 2015 was penalized decline was partially offset by improved gas supply conditions for the by outages at the Doel 3 and Tihange 2 nuclear power plants and by the Group and by favorable climatic conditions in France. shutdown of the Doel 1 reactor, the fall in average sales prices on the However, current operating income after share in net income of electricity market and the unfavorable impact of market conditions on entities accounted for using the equity method increased (up 3.8% on LNG sales. These factors were partly mitigated by more favorable a reported basis to €718 million), due to lower depreciation and climatic conditions for gas sales in France, the positive impact of supply amortization charges in Belgium, Luxembourg and France. contract renegociations and by liquidated damages for delay collected in connection with two coal-fired power plant projects in Germany and the Netherlands.

CWE's EBITDA was down 4.1% on a reported basis to €1,536 million,

CWE FRANCE

In millions of euros Dec. 31, 2015 Dec. 31, 2014 % change
(reported basis)
% change
(organic basis)
Revenues 12,494 13,698 -8.8% -7.2%
EBITDA 624 627 -0.6% +27.4%
Net depreciation and amortization/Other (359) (380)
CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME
OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD
265 247 +7.4% +61.6%

VOLUMES SOLD IN FRANCE

In TWh Dec. 31, 2015 Dec. 31, 2014 % change
(reported basis)
Gas sales (1) 174.1 203.5 -14.4%
Electricity sales 49.6 46.3 +7.3%

(1) Business line contribution data.

FRANCE CLIMATIC ADJUSTMENT

Total change
In TWh Dec. 31, 2015 Dec. 31, 2014 in TWh
Climate adjustment volumes (6.6) (21.7) 15.1
(negative figure = warm climate, positive figure = cold climate)

France's contribution to Group revenues for 2015 amounted to 2014 and continued to advance in terms of both sales to end customers €12,494 million, down 8.8% on a reported basis (down 7.2% on an and sales to business customers and key accounts. organic basis) due to a negative volume impact on gas sales, mainly in EBITDA came in at €624 million, up 27.4% on an organic basis and the B2B segment, and a negative price effect in both the B2C and B2B down 0.6%, or €3 million, on a reported basis. This reflects a fall in segments. These negative impacts were partly countered by more volumes sold and the transfer of drawing rights on the Chooz B and favorable climatic conditions in 2015 compared to 2014 and by the Tricastin nuclear reactors to CWE Benelux & Germany (negative

Natural gas sales were down 29.4 TWh despite colder weather than in climatic conditions and by cost performance efforts. 2014 (+15.1 TWh), following the loss of customers due to competitive Current operating income after share in net income of entities pressure in the key accounts segment and the end of regulated tariffs accounted for using the equity method improved on the back of lower on the B2B market. ENGIE maintains a share of around 77% of the B2C depreciation and amortization charges. market and around 31% of the B2B market. Electricity sales were up on

increase in electricity sales to end customers. €142 million impact), offset by the positive €151 million impact of

CWE BENELUX & GERMANY

In millions of euros Dec. 31, 2015 Dec. 31, 2014 % change
(reported basis)
% change
(organic basis)
Revenues 9,620 9,964 -3.5% -5.3%
EBITDA 611 497 +22.9% +7.0%
Net depreciation and amortization/Other (428) (470)
CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME
OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD
182 27 NA NA

Revenues for the Benelux & Germany region amounted to Electricity sales in Belgium and Luxembourg were down 9.7 TWh, €9,620 million in 2015, down 3.5% on a reported basis and down 5.3% mainly reflecting a decrease in market sales. The retail market share in on an organic basis compared to 2014. Volumes of electricity and gas Belgium remained stable at around 47% at end-December. Electricity sales declined due to outages at the Doel 3 and Tihange 2 nuclear sales in the Netherlands and Germany were up 1.9 TWh and 1.2 TWh, power plants and the shutdown of the Doel 1 reactor, and to a drop in respectively. sales to key accounts. These factors were partially offset by the transfer Natural gas sales declined 11.1 TWh, or 12%, in the Benelux & of CWE France's drawing rights on the Chooz B and Tricastin nuclear Germany region due to a fall in market sales and in sales to key

reactors. accounts. Retail market share in Belgium has stabilized at around 44%.

EBITDA for the region amounted to €611 million, up 22.9% on a Current operating income after share in net income of entities reported basis and 7.0% on an organic basis, chiefly reflecting liquidated accounted for using the equity method increased in line with EBITDA damages for delay collected in connection with two coal-fired power and was also favorably impacted by lower net depreciation and plant projects in Germany and the Netherlands. Nonetheless, EBITDA amortization charges. was penalized by outages at the Doel 3 and Tihange 2 nuclear power plants and the shutdown of the Doel 1 reactor.

SOUTHERN & EASTERN EUROPE

In millions of euros Dec. 31, 2015 Dec. 31, 2014 % change
(reported basis)
% change
(organic basis)
Revenues 5,143 5,873 -12.4% -12.2%
EBITDA 293 585 -50.0% -49.6%
Net depreciation and amortization/Other (196) (195)
CURRENT OPERATING INCOME AFTER SHARE
IN NET INCOME OF ENTITIES ACCOUNTED FOR USING
THE EQUITY METHOD
97 390 NA NA

Southern & Eastern Europe region revenues were down 12.4% on a EBITDA for Southern & Eastern Europe fell 50.0% on a reported basis, reported basis, or 12.2% on an organic basis, at €5,143 million. The or 49.6% on an organic basis, to €293 million, impacted mainly by a decline was chiefly attributable to Italy (lower gas volumes sold) and to a poor performance in Italy due chiefly to negative price effects.

lesser extent Hungary, and was partially offset by a rise in Poland. Current operating income after share in net income of entities accounted for using the equity method decreased in line with EBITDA.

I.2.3 Global Gas & LNG

In millions of euros Dec. 31, 2015 Dec. 31, 2014 % change
(reported basis)
% change
(organic basis)
Revenues 4,246 6,883 -38.3% -42.0%
Total revenues (incl. intra-Group transactions) 5,993 9,551 -37.3%
EBITDA 1,625 2,225 -27.0% -30.5%
Net depreciation and amortization/Other (1,090) (1,162)
CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME
OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD
535 1,064 -49.7% -54.6%

Global Gas & LNG's contribution to Group revenues for the year ended and the Gudrun field in Norway, commissioned in February 2014 and December 31, 2015 amounted to €4,246 million, down 38.3% on a April 2014, respectively.

in supplies shipped from Egypt as from January 2015 and from Yemen European prices based on comparable shipping costs.

The unfavorable price impact on exploration-production activities was €1,625 million for 2015, down 27.0% on a reported basis and down offset to a large extent by the 3.6 Mboe increase in total hydrocarbon 30.5% on an organic basis compared to the same prior-year period, production (59.1 Mboe in 2015 compared to 55.5 Mboe in 2014), due to the abovementioned reasons. thanks to the restart of production at the Njord facility in Norway in Current operating income after share in net income of entities

reported basis compared to 2014 and down 42.0% on an organic basis. External LNG sales fell 47.8 TWh to 71.4 TWh, representing 86 cargoes The decrease in the revenue contribution was mainly due to plummeting for 2015 compared with 119.2 TWh, or 142 cargoes, for the prior-year oil prices, gas prices on the European and Asian markets, which sharply period, and were adversely impacted by the fall in LNG sales prices in reduced LNG arbitrage opportunities in 2015, and also to the disruption Europe and in Asia, where LNG sales prices are currently very close to

as from April 2015. EBITDA for the Global Gas & LNG business line amounted to

July 2014 and to contributions from the Amstel field in the Netherlands accounted for using the equity method was €535 million in 2015, down 49.7% on a reported basis and down 54.6% on an organic basis.

I

I.2.4 Infrastructures

In millions of euros Dec. 31, 2015 Dec. 31, 2014 % change
(reported basis)
% change
(organic basis)
Revenues 3,055 2,994 +2.0% +2.0%
Total revenues (incl. intra-Group transactions) 6,608 6,812 -3.0%
EBITDA 3,402 3,274 +3.9% +3.9%
Net depreciation and amortization/Other (1,330) (1,280)
CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME
OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD
2,072 1,994 +3.9% +4.0%

Total revenues for the Infrastructures business line, including In this climatic and regulatory context, the business line's contribution to intra-Group transactions, amounted to €6,608 million, down 3.0% on Group revenues was €3,055 million, a slight 2.0% increase on 2014.

  • C the decrease in gas purchases and sales at Storengy to maintain in gas purchases and sales activities at Storengy. technical storage performance (low summer/winter spreads) and the
    • a 19.9 TWh(1) C increase in volumes distributed by GRDF due to
  • C the annual review in France of distribution infrastructure access period, with a 3.7% rise in net depreciation and amortization charges tariffs (3.9% increase on July 1, 2015 and 4.1% increase on resulting from the commissioning of new assets by GRDF and GRTgaz July 1, 2014) and of transport infrastructure tariffs (2.5% in 2014. increase on April 1, 2015 and 3.9% increase on April 1, 2014);
  • C improved marketing of storage capacity in France linked to the commissioning of new storage caverns in Germany (Peckensen 4 and 5) and the United Kingdom (Stublach).

2014, reflecting: The improved contribution essentially reflects the development of third party services in increasingly deregulated markets, despite the downturn

related revenues at GRTgaz and Storengy, linked particularly to Joint EBITDA for the Infrastructures business line amounted to €3,402 million Transport Storage (JTS) services and market coupling (due to a very for the period, up 3.9% on the prior-year period thanks to favorable low North-South GEP spread); climatic conditions (positive 19.9 TWh impact) and rate increases, partially offset by a decrease in volumes and revenues from JTS services C despite: and performance gas purchases and sales.

Current operating income after share in net income of entities colder weather conditions in 2015 compared to the prior-year accounted for using the equity method for the Infrastructures business period; line came in at €2,072 million for the period, up 3.9% on the prior-year

I.2.5 Energy Services

In millions of euros Dec. 31, 2015 Dec. 31, 2014 % change
(reported basis)
% change
(organic basis)
Revenues 16,001 15,673 +2.1% -0.4%
EBITDA 1,227 1,127 +8.9% +3.9%
Net depreciation and amortization/Other (373) (335)
CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME
OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD
854 791 +7.9% +2.4%

Revenues for the Energy Services business line, up 2.1% on a reported collapse of crude oil prices, and to a downturn in the Services business basis to €16,001 million for 2015, buoyed by the acquisitions carried out in France and Southern Europe linked to the fall in investments by public in the second half of 2014 of Lend Lease FM in the United Kingdom, authorities and to continued lackluster business investment. Ecova in the United States, Keppel FMO in Singapore, and Lahmeyer in This decline was partially offset by an upturn in sales of heat by Germany, essentially offset by the disposal of oil trading operations in networks and co-generation facilities triggered by the return to colder Italy, for a net amount of €189 million, and positive exchange rate effects temperatures in 2015 after exceptionally mild weather conditions in

Revenue slipped 0.4% on an organic basis, mainly owing to a decline in maintenance services in the North Sea oil and gas industry following the

in the United Kingdom (€148 million) and Switzerland (€59 million). 2014, and by a good performance from Engineering activities.

(1) A 32.1 TWh decrease due to the mild weather conditions in 2014 and a 12.2 TWh decrease due to the mild weather conditions in 2015.

EBITDA for the Energy Services business line rose 8.9% on a reported C weaker North Sea oil and gas activities; Organic growth came out at 3.9%, essentially reflecting: Europe.

  • C the favorable impact of weather conditions and efficiency gains on Current operating income after share in net income of entities
  • C new facilities commissioned in France.
  • C one-off items which had benefited the 2014 performance;

  • basis to €1,227 million, due chiefly to the acquisitions referred to above. C difficulties encountered in Spain and on installation markets in Central I

network activities in France; accounted for using the equity method amounted to €854 million, up C improved margins for services activities in France; 7.9% on a reported basis and 2.4% on an organic basis. This was in line with EBITDA trends, adjusted for higher depreciation and amortization charges following the commissioning of new facilities in heating These items were partially offset by: networks and services in France and the United Kingdom.

I.2.6 Other

In millions of euros Dec. 31, 2015 Dec. 31, 2014 % change
(reported basis)
% change
(organic basis)
EBITDA (194) (225) +13.8% +17.7%
Net depreciation and amortization/Other (125) (121)
CURRENT OPERATING INCOME/(LOSS) AFTER SHARE IN NET
INCOME OF ENTITIES ACCOUNTED FOR USING THE EQUITY
METHOD
(319) (346) +7.9% +12.2%

EBITDA for the "Other" business line came in at a negative €194 million Current operating loss after share in net income of entities accounted for 2015, an improvement on 2014, mainly reflecting the positive for using the equity method improved in 2015, owing mainly to the impacts of the Perform 2015 plan. improvement in EBITDA.

I.3 OTHER INCOME STATEMENT ITEMS

% change
In millions of euros Dec. 31, 2015 Dec. 31, 2014 (reported basis)
Current operating income after share in net income of entities accounted for
using the equity method
6,326 7,156 -11.6%
Mark to market on commodity contracts other than trading instruments (261) (298)
Impairment losses (8,748) (1,037)
Restructuring costs (265) (167)
Changes in scope of consolidation (46) 562
Other non-recurring items (248) 353
Income/(loss) from operating activities (3,242) 6,569 NA
Net financial income/(loss) (1,547) (1,876)
Income tax expense (324) (1,586)
NET INCOME/(LOSS) (5,113) 3,106 NA
o/w net income/(loss) Group share (4,617) 2,437
o/w non-controlling interests (496) 669

Income/(loss) from operating activities represented a net loss of C changes in the scope of consolidation (gains and losses on disposals €3,242 million in 2015. The year-on-year decline results chiefly from the of consolidated equity investments or remeasurements of fall in current operating income after share in net income of entities previously-held interests in accordance with IFRS 3) which had a accounted for using the equity method and the impact of impairment negative impact of €46 million versus a positive impact of €562 million losses recognized against goodwill, property, plant and equipment, in 2014 (relating mainly to gains on remeasuring the previously-held

influence); €2,628 million against goodwill, €5,731 million against property, plant and equipment and intangible assets, and €402 million against financial C other non-recurring items representing a loss of €248 million, assets and investments in entities accounted for using the equity integrating additional dismantling and site rehabilitation costs for one method. These impairment losses mainly concerned the Global Gas & production unit versus income of €353 million in 2014 (primarily LNG, Energy International and Energy Europe business lines. After resulting from the capital gain on the disposal of interests in the taking into account the deferred tax effects and the share of impairment Flemish inter-municipal companies). losses attributable to non-controlling interests, the impact of these The Group's net financial loss narrowed to €1,547 million in 2015 from impairment losses on net income Group share for 2015 amounts to €1,876 million in 2014, owing to a €100 million fall in the cost of debt on €6,761 million. These impairment losses are described in Note 7.2 the back of the lower average cost of gross debt, and to the positive

Impairment losses recognized in 2014 totaled €1,037 million, chiefly in (corresponding to changes in the fair value of derivatives not eligible for respect of Global Gas & LNG (€362 million), Energy International hedge accounting which had a positive €104 million impact and debt (€306 million) and Energy Europe (€291 million). restructuring transactions which had a positive €99 million impact).

  • C changes in the fair value of commodity derivatives (mark-to-market) €1,110 million arising on non-recurring income statement items (versus that had a negative impact of €261 million on income/(loss) from €659 million in 2014), essentially related to the impairment losses operating activities (reflecting the impact of transactions not eligible recognized against property, plant and equipment and intangible assets for hedge accounting), compared with a negative impact of in 2015 and €338 million of deferred tax income in Luxembourg. €298 million in 2014. The impact for the period results chiefly from Adjusted for these items, the effective recurring tax rate was 39.0%, negative overall price effects on these positions, partly offset by the lower than the 42.5% rate in 2014 due mainly to the impacts of one-off
  • C restructuring costs of €265 million (€167 million in 2014), including Net income/(loss) attributable to non-controlling interests was down €47 million in external costs relating to the change in the Group's

  • intangible assets and financial assets. interest in GTT after the Group acquired control of the company, and on the Walloon intermunicipal companies due to the loss of significant At December 31, 2015, the Group recognized impairment losses of

"Impairment losses" to the consolidated financial statements. €216 million impact of lower non-recurring expenses compared to 2014

Income/(loss) from operating activities was also affected by: The 2015 income tax charge amounts to €324 million (versus €1,586 million in 2014). It includes an income tax benefit of net positive impact of unwinding positions with a negative market reversals of various tax provisions and to the decrease in the nuclear value at December 31, 2014; contribution.

year-on-year at a loss of €496 million, due primarily to impairment losses corporate brand; impacting net income from exploration-production activities.

MANAGEMENT REPORT I.4 CHANGES IN NET DEBT

I.4 CHANGES IN NET DEBT

Net debt stood at €27.7 billion at December 31, 2015, up €0.2 billion against major currencies (€0.5 billion), cash outflows related to tax compared with net debt at December 31, 2014, reflecting (i) net payments (€1.7 billion) and to interest payments on net debt investments (including changes in the scope of consolidation) carried out (€0.8 billion), (ii) offset by cash generated from operations before income by the Group (€5.7 billion), dividends paid to ENGIE SA shareholders tax and working capital requirements (€10.9 billion) and the favorable (€2.4 billion) and to non-controlling interests (€0.5 billion), the impact of change in working capital requirements (€1.2 billion). changes in exchange rates related to the depreciation of the euro Changes in net debt break down as follows:

In millions of euros

The net debt to EBITDA ratio came out at 2.46 at December 31, 2015.

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Net debt 27,727 27,511
EBITDA 11,262 12,133
NET DEBT/EBITDA RATIO 2.46 2.27

I.4.1 Cash generated from operations before income tax and working capital requirements

Cash generated from operations before income tax and working capital The fall was in line with the EBITDA performance and amplified by net requirements amounted to €10,942 million in 2015, down €829 million changes in additions to provisions. compared with 2014.

I.4.2 Change in working capital requirements

The change in working capital requirements represents a positive impact of €1.2 billion, mainly related to the impact of fluctuations in commodity prices (Brent crude) on margin calls.

I.4.3 Net investments

Gross investments during the period amounted to €7,240 million and build power plants and develop wind farms in Peru, Chile, Brazil and

  • C financial investments for €781 million, relating chiefly to the acquisition Algeria and Norway, and €694 million invested in the Infrastructures of Solairedirect for €176 million and various companies in the Energy business line; Services business line for €118 million, capital increases or loans for companies accounted for using the equity method totaling C maintenance investments for an amount of €2,634 million. €327 million (mainly for the Jirau and Nugen projects, wind farm Disposals represented a cash amount of €541 million and related to Middle East and South Africa), Synatom investments which rose by Norway for €241 million, and to real estate disposals for €164 million. €153 million, and the repayment of loans for the Los Ramones acquisitions and disposals, net investments represented €5,746 million. desalination unit (Saudi Arabia) construction projects for €152 million;
  • development Capital expenditure breaks down as follows by business line: C investments totaling €3,825 million, including €1,104 million invested in the Energy International business line to

included: India, €967 million invested in the Global Gas & LNG business line to develop gas fields in the United Kingdom, the Netherlands, Indonesia,

projects in France and Belgium, and power plant projects in the disposals of interests in exploration-production licenses in Indonesia and

Including changes in the scope of consolidation resulting from these pipeline (Mexico) and the Marafiq power generation facility and

In millions of euros

I.4.4 Dividends and movements in treasury stock

to €3,106 million and included: shareholders in an amount of €482 million, the payment of interest on

  • C €2,392 million in dividends paid by ENGIE SA to its shareholders, treasury stock. which corresponds to the balance of the 2014 dividend (€0.50 per share) paid in May 2015, and an interim dividend in respect of 2015 (€0.50 per share) paid in October 2015;
  • Dividends and movements in treasury stock during the period amounted C dividends paid by various subsidiaries to their non-controlling I hybrid debt for €145 million, withholding tax and movements in

I.4.5 Net debt at December 31, 2015

Excluding amortized cost but including the impact of foreign currency The average maturity of the Group's net debt is 9.5 years. derivatives, at December 31, 2015 a total of 67% of net debt was At December 31, 2015, the Group had total undrawn confirmed credit denominated in euros, 17% in US dollars and 7% in pounds sterling. lines of €14.0 billion.

Including the impact of financial instruments, 83% of net debt is at fixed rates.

I.5 OTHER ITEMS IN THE STATEMENT OF FINANCIAL POSITION

In millions of euros Dec. 31, 2015 Dec. 31, 2014 Net change
Non-current assets 101,204 109,998 (8,794)
of which goodwill 19,024 21,222 (2,198)
of which property, plant and equipment and intangible assets, net 64,001 71,601 (7,600)
of which investments in entities accounted for using the equity method 6,977 7,055 (78)
Current assets 59,454 55,306 4,148
Total equity 48,750 55,981 (7,230)
Provisions 18,835 18,539 296
Borrowings 39,155 38,321 834
Other liabilities 53,917 52,463 1,454

The carrying amount of property, plant and equipment and intangible Total equity amounted to €48.8 billion, a decrease of €7.2 billion assets was €64.0 billion, a decrease of €7.6 billion compared to compared to December 31, 2014. This decrease results essentially from December 31, 2014. This decrease was primarily the result of asset the net loss for the period (negative €5.1 billion impact), the payment of impairment losses (negative €5.7 billion impact), depreciation and cash dividends (negative €2.9 billion impact), and other comprehensive amortization (negative €4.7 billion impact), reclassifying certain assets as income (positive €0.9 billion impact, chiefly translation adjustments, held for sale (negative €4.1 billion impact), and disposals (negative actuarial differences and net investment and cash flow hedges net of €0.5 billion impact), partially offset by the positive impact of investments tax, for a net amount of €0.2 billion).

Goodwill decreased by €2.2 billion to €19.0 billion, mainly due to the provisions for post-employment benefits (negative €0.4 billion impact), impairment losses recognized (€1.7 billion) and to the impact of assets and provisions for tax disputes in Australia and the United Kingdom classified as held for sale (€0.9 billion). (negative €0.2 billion impact) was offset by the positive €0.6 billion

for the period (€6.5 billion) and translation adjustments (€0.6 billion). Provisions remained stable, as the fall in actuarial differences on impact of unwinding the discount on provisions.

MANAGEMENT REPORT

I.6 PARENT COMPANY FINANCIAL STATEMENTS

I.6 PARENT COMPANY FINANCIAL STATEMENTS

The figures provided below relate to the financial statements of Non-recurring items included €617 million in non-recurring expenses, ENGIE SA, prepared in accordance with French GAAP and applicable chiefly due to the combined effect of debt restructuring (expense of

(income of €52 million) and the reversal of the provision for the renewal 2014 due mainly to the impact of the downturn in volumes delivered and of the Corsican agreements (income of €39 million). the fall in market prices.

of €378 million in 2014. These two amounts include a tax consolidation operating loss of €1,354 million in 2014. This improved performance benefit of €350 million and €368 million in 2015 and 2014, respectively. chiefly reflects advances in electricity transmission partially offset by the decline in the energy margin and the decrease in personnel costs. Net income for the year came out at €268 million.

The Company reported net financial income of €1,089 million compared Shareholders' equity amounted to €39,903 million at end-2015, versus with €1,589 million one year earlier. This mainly includes dividends €41,896 million at December 31, 2014, mainly reflecting the cash received from subsidiaries for €2,055 million versus €2,297 million in dividend payout. 2014, and the cost of debt which remained stable at €837 million, At December 31, 2015, net debt stood at €32,388 million, and cash and

regulations. €116 million), impairment losses on securities net of reversals (expense of €488 million), offset by capital gains on disposals of real estate Revenues for ENGIE SA in 2015 totaled €19,891 million, down 19% on

The income tax benefit amounts to €540 million compared to a benefit The Company posted a net operating loss of €744 million versus a net

chiefly consisting of the interest expense on bond issues. cash equivalents totaled €9,158 million.

INFORMATION RELATING TO SUPPLIER PAYMENT DEADLINES

The law in favor of the modernization of the economy ("LME" law publish information regarding supplier payment deadlines. The purpose No. 2008-776 of August 4, 2008) and its implementing decree of publishing this information is to demonstrate that there are no (No. 2008-1492 of December 30, 2008), provide that companies whose significant delays in the payment of suppliers. annual financial statements are certified by a Statutory Auditor must

The breakdown by maturity of outstanding amounts payable by ENGIE SA to its suppliers over the last two reporting periods is as follow:

Dec. 31, 2015 Dec. 31, 2014
In millions of euros External Group Total External Group Total
Past due 20 112 132 33 94 127
30 days 254 30 284 414 28 442
45 days 141 253 394 8 251 259
More than 45 days 54 - 54 23 - 23
TOTAL 469 395 864 478 373 851

I.7 OUTLOOK

The Group is committed to a 3 year transformation plan aiming at For 2016(1) creating value and at improving the Group's risk profile. This plan is major and prolonged drop of oil, gas and power prices, which will

  • C a portfolio rotation program of €15 billion (net debt impact) over scope out impact. closures;
  • For the period 2016-2018, the Group anticipates: C a capex program of €22 billion over 2016-2018, of which €7 billion on maintenance and at least €500 million on innovation, mainly C a net debt/EBITDA ratio below or equal to 2.5x; and financed by operational cash flow generation; and
  • C an ambitious performance program named Lean 2018, which For fiscal years 2015 and 2016, the Group confirms the payment of targets recurring savings on operational costs, with a cumulated net €1/share dividend per year, payable in cash. impact on EBITDA of €1 billion by 2018.

, and despite a difficult market context characterized by the based on 3 main programs: continue to weigh on its results, the Group anticipates a net recurring income Group share resilient compared with 2015, comprised between €2.4 and €2.7 billion. This guidance is based on an estimated 2016-2018, aimed at reducing its exposure to activities sensitive to range for EBITDA(2) of €10.8 to €11.4 billion, assuming no significant commodity prices, by means of disposals, partnerships and/or sites

  • C an "A" category credit rating.

For fiscal years 2017 and 2018, the Group commits to pay a €0.70/share dividend per year, payable in cash.

(1) These targets and indication assume average weather conditions in France, full pass through of supply costs in French regulated gas tariffs, no significant regulatory and macro-economic changes, commodity price assumptions based on market conditions as of December 31, 2015 for the non-hedged part of the production, and average foreign exchange rates as follows for 2016 : €/\$ : 1.10, €/BRL : 4.59.

(2) As from January 1, 2016, EBITDA will no longer include the non-recurring contribution from entities accounted for using the equity method (which represents in 2015 an amount of -€12 million).

CONSOLIDATED FINANCIAL STATEMENTS

Income
statement
20 Statement
of
changes
in
equity
24
Statement
of
comprehensive
income
21 Statement
of
cash
flows
26
Statement
of
financial
position
22
Income
statement
20 Statement
of
changes
in
equity
24

INCOME STATEMENT

In millions of euros Notes Dec. 31, 2015 Dec. 31, 2014 (1)
Revenues 6.1 69,883 74,686
Purchases (39,308) (44,160)
Personnel costs 6.2 (10,168) (9,779)
Depreciation, amortization and provisions 6.3 (5,007) (4,797)
Other operating expenses (11,163) (11,000)
Other operating income 1,617 1,764
CURRENT OPERATING INCOME 6 5,854 6,715
Share in net income of entities accounted for using the equity method 3 473 441
CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME OF ENTITIES
ACCOUNTED FOR USING THE EQUITY METHOD
6,326 7,156
Mark-to-market on commodity contracts other than trading instruments 7.1 (261) (298)
Impairment losses 7.2 (8,748) (1,037)
Restructuring costs 7.3 (265) (167)
Changes in scope of consolidation 7.4 (46) 562
Other non-recurring items 7.5 (248) 353
INCOME/(LOSS) FROM OPERATING ACTIVITIES 7 (3,242) 6,569
Financial expenses (2,413) (2,673)
Financial income 866 797
NET FINANCIAL INCOME/(LOSS) 8 (1,547) (1,876)
Income tax expense 9 (324) (1,586)
NET INCOME/(LOSS) (5,113) 3,106
Net income/(loss) Group share (4,617) 2,437
Non-controlling interests (496) 669
BASIC EARNINGS/(LOSS) PER SHARE (EUROS) 11 (1.99) 1.00
DILUTED EARNINGS/(LOSS) PER SHARE (EUROS) 11 (1.99) 0.99

(1) Comparative data at December 31, 2014 have been restated due to the retrospective application of IFRIC 21 (see Note 1.1).

STATEMENT OF COMPREHENSIVE INCOME

Dec. 31, 2015 Dec. 31, 2015
Owners of Non-controlling
Dec. 31, 2014
Owners of
Dec. 31, 2014
Non-controlling
In millions of euros Notes Dec. 31, 2015 the parent interests Dec. 31, 2014 (1) the parent (1) interests (1)
NET INCOME/(LOSS) (5,113) (4,617) (496) 3,106 2,437 669
Available-for-sale securities 15 (19) (19) - 47 47 -
Net investment hedges (364) (364) - (442) (442) -
Cash flow hedges (excl. commodity
instruments)
16 277 263 13 (717) (702) (15)
Commodity cash flow hedges 16 101 (1) 103 298 234 64
Deferred tax on items above 9 (65) (18) (47) 182 211 (29)
Share of entities accounted for using
the equity method in recyclable items,
net of tax
(162) (162) - (128) (128) -
Translation adjustments 903 799 105 1,835 1,545 290
TOTAL RECYCLABLE ITEMS 671 498 173 1,075 765 310
Actuarial gains and losses 19 446 433 13 (1,762) (1,658) (105)
Deferred tax on actuarial gains
and losses
9 (139) (135) (4) 516 482 33
Share of entities accounted for using
the equity method in non-recyclable
items from actuarial gains and losses,
net of tax
(34) (34) - 7 7 (1)
TOTAL NON-RECYCLABLE ITEMS 274 264 9 (1,240) (1,168) (72)
TOTAL COMPREHENSIVE
INCOME/(LOSS)
(4,168) (3,855) (313) 2,941 2,034 907

(1) Comparative data at December 31, 2014 have been restated due to the retrospective application of IFRIC 21 (see Note 1.1).

STATEMENT OF FINANCIAL POSITION

ASSETS

In millions of euros Notes Dec. 31, 2015 Dec. 31, 2014 (1)
Non-current assets
Intangible assets, net 13 7,013 7,569
Goodwill 12 19,024 21,222
Property, plant and equipment, net 14 56,988 64,032
Available-for-sale securities 15 3,016 2,893
Loans and receivables at amortized cost 15 2,377 2,960
Derivative instruments 15 4,026 2,733
Investments in entities accounted for using the equity method 3 6,977 7,055
Other assets 26 503 557
Deferred tax assets 9 1,280 978
TOTAL NON-CURRENT ASSETS 101,204 109,998
Current assets
Loans and receivables at amortized cost 15 731 925
Derivative instruments 15 10,857 7,886
Trade and other receivables, net 15 19,349 21,558
Inventories 26 4,207 4,891
Other assets 26 9,348 10,049
Financial assets at fair value through income 15 1,172 1,450
Cash and cash equivalents 15 9,183 8,546
Assets classified as held for sale 4 4,607 -
TOTAL CURRENT ASSETS 59,454 55,306
TOTAL ASSETS 160,658 165,304

(1) Comparative data at December 31, 2014 have been restated due to the retrospective application of IFRIC 21 (see Note 1.1).

CONSOLIDATED FINANCIAL STATEMENTS STATEMENT OF FINANCIAL POSITION

LIABILITIES

In millions of euros Notes Dec. 31, 2015 Dec. 31, 2014 (1)
Shareholders' equity 43,078 49,548
Non-controlling interests 5,672 6,433
TOTAL EQUITY 17 48,750 55,981
Non-current liabilities
Provisions 18 16,804 16,402
Long-term borrowings 15 28,123 28,024
Derivative instruments 15 4,216 3,020
Other financial liabilities 15 237 286
Other liabilities 26 1,108 1,078
Deferred tax liabilities 9 8,131 9,049
TOTAL NON-CURRENT LIABILITIES 58,619 57,859
Current liabilities
Provisions 18 2,032 2,137
Short-term borrowings 15 11,032 10,297
Derivative instruments 15 8,642 5,895
Trade and other payables 15 17,101 18,799
Other liabilities 26 13,782 14,337
Liabilities directly associated with assets classified as held for sale 4 699 -
TOTAL CURRENT LIABILITIES 53,288 51,465
TOTAL EQUITY AND LIABILITIES 160,658 165,304

(1) Comparative data at December 31, 2014 have been restated due to the retrospective application of IFRIC 21 (see Note 1.1).

STATEMENT OF CHANGES IN EQUITY

Number of Share Addi-
tional
paid-in
Conso-
lidated
subor-
dinated
perpetual
Deeply- Changes
in fair
value
and
Translation Treasury Share- Non
holders' controlling
In millions of euros shares capital capital reserves notes other adjustments stock equity interests Total
EQUITY AT
DECEMBER 31,
2013
2,412,824,089 2,413 32,207 14,005 1,657 152 (1,353) (1,109) 47,971 5,689 53,660
IFRIC 21 impact
(see Note 1.1)
26 26 1 27
EQUITY AT
JANUARY 1,
2014 (1)
2,412,824,089 2,413 32,207 14,031 1,657 152 (1,353) (1,109) 47,996 5,690 53,686
Net income/(loss) (1) 2,437 2,437 669 3,106
Other
comprehensive
income/(loss) (1)
(1,168) (779) 1,545 (403) 238 (165)
TOTAL
COMPREHENSIVE
INCOME/(LOSS) (1)
1,269 - (779) 1,545 - 2,034 907 2,941
Employee share
issues and
share-based
payments
22,460,922 22 299 35 357 - 357
Dividends paid in
cash
(2,767) (2,767) (761) (3,527)
Purchase/disposal of
treasury stock
(17) 152 136 - 136
Acquisition of control
over Gaztransport
& Technigaz
- 476 476
Coupons of
deeply-subordinated
perpetual notes
(67) (67) - (67)
Issuance of
deeply-subordinated
perpetual notes
1,974 1,974 - 1,974
Transactions
between owners
(114) (114) 12 (102)
Share capital
increases
subscribed by
non-controlling
interests
- 60 60
Other changes (1) (1) 49 48
EQUITY AT
DECEMBER 31,
2014 (1)
2,435,285,011 2,435 32,506 12,436 3,564 (627) 191 (957) 49,548 6,433 55,981

(1) Comparative data at December 31, 2014 have been restated due to the retrospective application of IFRIC 21 (see Note 1.1).

In millions of euros Number of Share
shares capital
Addi-
tional
paid-in
Conso-
lidated
capital reserves
subor-
dinated
perpetual
notes
Deeply- Changes
in fair
value
and
Translation Treasury
other adjustments
stock Share-
equity
Non
holders' controlling
interests
Total
EQUITY AT
DECEMBER 31,
2014 (1)
2,435,285,011 2,435 32,506 12,436 3,564 (627) 191 (957) 49,548 6,433 55,981
Net income/(loss) (4,617) (4,617) (496) (5,113)
Other
comprehensive
income/(loss)
264 (301) 799 762 183 945
TOTAL
COMPREHENSIVE
INCOME/(LOSS)
(4,353) - (301) 799 - (3,855) (313) (4,168)
Employee share
issues and
share-based
payments
46 46 - 46
Dividends paid in
cash
(see Note 17.2.3)
(2,392) (2,392) (482) (2,875)
Purchase/disposal of
treasury stock
(see Note 17.1.2)
(134) 135 1 - 1
Coupons of
deeply-subordinated
perpetual notes
(see Note 17.2.1)
(145) (145) - (145)
Transactions
between owners
(60) (60) 21 (39)
Transactions
between owners
within entities
accounted for using
the equity method
(73) (73) - (73)
Share capital
increases and
decreases
subscribed by
non-controlling
interests
- 22 22
Other changes 8 8 (8) -
EQUITY AT
DECEMBER 31,
2015
2,435,285,011 2,435 32,506 5,479 3,419 (928) 990 (822) 43,078 5,672 48,750

(1) Comparative data at December 31, 2014 have been restated due to the retrospective application of IFRIC 21 (see Note 1.1).

STATEMENT OF CASH FLOWS

In millions of euros Notes Dec. 31, 2015 Dec. 31, 2014 (1)
NET INCOME/(LOSS) (5,113) 3,106
- Share in net income of entities accounted for using the equity method (473) (441)
+ Dividends received from entities accounted for using the equity method 503 526
- Net depreciation, amortization, impairment and provisions 13,890 5,722
- Impact of changes in scope of consolidation and other non-recurring items (47) (924)
- Mark-to-market on commodity contracts other than trading instruments 261 298
- Other items with no cash impact 50 21
- Income tax expense 324 1,586
- Net financial income/(loss) 1,547 1,876
Cash generated from operations before income tax and working capital
requirements
10,942 11,771
+ Tax paid (1,722) (1,805)
Change in working capital requirements 26.1 1,163 (1,216)
CASH FLOW FROM OPERATING ACTIVITIES 10,383 8,751
Acquisitions of property, plant and equipment and intangible assets 5.4.3 (6,459) (5,790)
Acquisitions of controlling interests in entities, net of cash and cash equivalents
acquired
5.4.3 (259) (340)
Acquisitions of investments in entities accounted for using the equity method and joint
operations
5.4.3 (241) (398)
Acquisitions of available-for-sale securities 5.4.3 (252) (246)
Disposals of property, plant and equipment, and intangible assets 507 241
Loss of controlling interests in entities, net of cash and cash equivalents sold (48) 565
Disposals of investments in entities accounted for using the equity method and joint
operations
1 822
Disposals of available-for-sale securities 41 1,064
Interest received on non-current financial assets 133 29
Dividends received on non-current financial assets 103 107
Change in loans and receivables originated by the Group and other 5.4.3 245 8
CASH FLOW FROM (USED IN) INVESTING ACTIVITIES (6,230) (3,939)
Dividends paid (2) (3,107) (3,720)
Repayment of borrowings and debt (4,846) (6,394)
Change in financial assets at fair value through income 296 (412)
Interest paid (918) (1,079)
Interest received on cash and cash equivalents 126 100
Cash flow on derivatives qualifying as net investment hedges and compensation
payments on derivatives and on early buyback of borrowings
(660) (873)
Increase in borrowings 5,834 5,033
Increase/decrease in capital 21 388
Hybrid issue of perpetual subordinated notes 17.2.1 - 1,974
Purchase and/or sale of treasury stock 1 136
Changes in ownership interests in controlled entities 5.4.3 (42) (126)
CASH FLOW FROM (USED IN) FINANCING ACTIVITIES (3,295) (4,973)
Effects of changes in exchange rates and other (221) 1
TOTAL CASH FLOW FOR THE PERIOD 637 (160)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 8,546 8,706
CASH AND CASH EQUIVALENTS AT END OF PERIOD 9,183 8,546

(1) Comparative data at December 31, 2014 have been restated due to the retrospective application of IFRIC 21 (see Note 1.1).

(2) The line "Dividends paid" includes the coupons paid to the owners of the deeply subordinated perpetual notes for an amount of €145 million at December 31, 2015 and €67 million at December 31, 2014.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 Accounting standards and methods 28 NOTE 16 Risks arising from financial instruments
NOTE 2 Main subsidiaries at December 31, 2015 41 NOTE 17 Equity
NOTE 3 Investments in entities accounted for
using the equity method
47 NOTE 18 Provisions
NOTE 4 Main changes in Group structure 56 NOTE 19 Post-employment benefits and other
long-term benefits
NOTE 5 Segment information 59 NOTE 20 Exploration-production activities
NOTE 6 Current operating income 64 NOTE 21 Finance leases
NOTE 7 Income/(loss) from operating activities 65 NOTE 22 Operating leases
NOTE 8 Net financial income/(loss) 71 NOTE 23 Share-based payments
NOTE 9 Income tax expense 73 NOTE 24 Related party transactions
NOTE 10 Net recurring income Group share 77 NOTE 25 Executive compensation
NOTE 11 Earnings per share 79 NOTE 26 Working capital requirements, other
NOTE 12 Goodwill 79 NOTE 27 Legal and anti-trust proceedings
NOTE 13 Intangible assets 84 NOTE 28 Subsequent events
NOTE 14 Property, plant and equipment 86 NOTE 29 Fees paid to the Statutory Auditors and
NOTE 15 Financial instruments 87 to members of their networks
NOTE 1 Accounting standards and methods 28 NOTE 16 Risks arising from financial instruments 98
NOTE 2 Main subsidiaries at December 31, 2015 41 NOTE 17 Equity 110
NOTE 3 Investments in entities accounted for
using the equity method
47 NOTE 18 Provisions 113
NOTE 4 Main changes in Group structure 56 NOTE 19 Post-employment benefits and other
long-term benefits
116
NOTE 5 Segment information 59 NOTE 20 Exploration-production activities 123
NOTE 6 Current operating income 64 NOTE 21 Finance leases 124
NOTE 7 Income/(loss) from operating activities 65 NOTE 22 Operating leases 125
NOTE 8 Net financial income/(loss) 71 NOTE 23 Share-based payments 126
NOTE 9 Income tax expense 73 NOTE 24 Related party transactions 129
NOTE 10 Net recurring income Group share 77 NOTE 25 Executive compensation 130
NOTE 11 Earnings per share 79 NOTE 26 Working capital requirements, other
assets and other liabilities
130
NOTE 12 Goodwill 79 NOTE 27 Legal and anti-trust proceedings 131
NOTE 13 Intangible assets 84 NOTE 28 Subsequent events 136
NOTE 14 Property, plant and equipment 86 NOTE 29 Fees paid to the Statutory Auditors and
NOTE 15 Financial instruments 87 to members of their networks 137
NOTE 30 Information regarding Luxembourg and
Dutch companies exempted from the
requirements to publish annual financial
statements
137

Since April 24, 2015, the corporate name of the GDF SUEZ Group is ENGIE. On July 29, 2015, the Extraordinary Shareholders' Meeting approved the name change of GDF SUEZ SA into ENGIE SA.

ENGIE SA, the parent company of the Group is a French société anonyme with a Board of Directors that is subject to the provisions of Book II of the French Commercial Code (Code de Commerce), as well as to all other provisions of French law applicable to French commercial companies. It was incorporated on November 20, 2004 for a period of 99 years.

It is governed by current and future laws and by regulations applicable to sociétés anonymes and its bylaws.

The Group is headquartered at 1 place Samuel de Champlain, 92400 Courbevoie (France).

ENGIE shares are listed on the Paris, Brussels, and Luxembourg stock exchanges.

On February 24, 2016, the Group's Board of Directors approved and authorized for issue the consolidated financial statements of the Group for the year ended December 31, 2015.

NOTE 1 Accounting standards and methods

Pursuant to European Regulation (EC) 809/2004 on prospectuses dated The impacts resulting from the retrospective application of IFRIC 21 April 29, 2004, financial information concerning the assets, liabilities, as from January 1, 2014, are as follows for the Group: financial position, and profit and loss of ENGIE has been provided for the C a €27 million increase in equity as at January 1, 2014; last two reporting periods (ended December 31, 2014 and 2015). This C an insignificant impact on the annual income statement as at information was prepared in accordance with European Regulation (EC) December 31, 2014; 1606/2002 on international accounting standards (IFRS) dated C a €22 million increase in equity as at December 31, 2014. July 19, 2002. The Group's consolidated financial statements for the year ended December 31, 2015 have been prepared in accordance with IFRS as published by the International Accounting Standards Board (IASB) and endorsed by the European Union(1)

that the Group has elected not to early The accounting standards applied in the consolidated financial adopt in 2015 statements for the year ended December 31, 2015 are consistent with the policies used to prepare the consolidated financial statements for C Amendments to IFRS 11 – Joint Arrangements: Accounting for the year ended December 31, 2014, except for those described in acquisitions of interests in Joint Operations. § 1.1.1 below.

1.1.1 IFRS standards, amendments or IFRIC interpretations applicable in 2015

C Annual Improvements to IFRSs 2011-2013. Disclosure initiative.

annual consolidated financial statements. employee contributions.

IFRIC 21, effective as from January 1, 2015 with a retrospective effect C Annual Improvements to IFRSs 2012-2014. as at January 1, 2014, aims to clarify when to recognize a liability for 1.1.3 IFRS standards, amendments or IFRIC taxes or levies, other than income taxes. Under this interpretation, the obligating event that gives rise to the recognition of a liability to pay a interpretations applicable after 2016 levy is the activity that triggers the payment of the levy, as identified by the legislation. If the obligating event arises at a point in time, the IFRS 9 – Financial Instruments(2) C . related liability is recognized at said point in time. If the obligating An internal Group project has been launched in 2015, together with event arises progressively over a period of time (for example, the the entities specifically concerned by the accounting of financial generation of revenue), the related liability is recognized progressively instruments. as the revenue is generated.

As a result, (i) certain taxes that were recognized progressively over throughout next year. (Contribution Sociale de Solidarité des Sociétés or C3S) (to be

1.1 Accounting standards recognized in Y on the basis of revenues generated in Y-1), are recognized.

1.1.2 IFRS standards, amendments or IFRIC . interpretations effective in 2016 and

  • C Amendments to IAS 16 Property, Plant and Equipment and IAS 38 – Intangible Assets: Clarification of acceptable methods of depreciation and amortization.
  • C Amendments to IAS 1 Presentation of Financial Statements:
  • These annual improvements had no material impact on the Group's C Amendments to IAS 19 Employee Benefits – Defined benefit plans:
  • C IFRIC 21 Levies. C Annual Improvements to IFRSs 2010-2012.

IFRS 15 – Revenue from Contracts with Customers(2) C .

the 12-month reporting period are from now on recognized one-shot The Group project has been deployed since end 2014 in order to identify the issues likely to have an impact on how revenue is as from January 1 of the current reporting period and (ii) to a lesser recognized by the various activities of the Group. Identifying the extent, there is a change in the reporting period when other taxes, such as the social solidarity contribution due by the French entities effects of the first application of this standard will be pursued

(1) Available on the European Commission's website: http://ec.europa.eu/internal_market/accounting/ias/index_en.htm

(2) These standards and amendments have not yet been adopted by the European Union.

The impact resulting from the application of these standards and C measurement of the fair value of assets acquired and liabilities amendments is currently being assessed. assumed in a business combination (see Note 4);

1.1.4 Reminder of IFRS 1 transition options assets and property, plant and equipment (see § 1.4.4 and 1.4.5);

The Group used some of C measurement of provisions, particularly for back-end of nuclear fuel the options available under IFRS 1 for its transition to IFRS in 2005. The options that continue to have an effect cycle, dismantling obligations, disputes, pensions and other employee on benefits (see § 1.4.15); the consolidated financial statements are:

  • C financial instruments (see § 1.4.11); C translation adjustments: the Group elected to reclassify cumulative
  • revenues (see § 1.3.1.6); C business combinations: the Group elected not to restate business combinations that took place prior to January 1, 2004 in accordance C measurement of recognized tax loss carry-forwards (see Note 9.3).

assets acquired and liabilities assumed include the market outlook for historical cost convention, except for financial instruments that are the measurement of future cash flows and the applicable discount rates. accounted for according to the financial instrument categories defined by IAS 39. These assumptions reflect management's best estimates.

In accordance with IFRS 5 – Non-Current Assets Held for Sale and equipment Discontinued Operations, assets or groups of assets held for sale are The recoverable amount of goodwill, other intangible assets and presented separately on the face of the statement of financial position,

Assets are classified as "held for sale" when they are available for the regulatory framework, which are used for the measurement of cash immediate sale in their present condition, their sale is highly probable flows, whose sensitivity varies depending on the activity, and the within twelve months from the date of classification, management is determination of the discount rate. Any changes in these assumptions committed to a plan to sell the asset and an active program to locate a could have a material impact on the measurement of the recoverable buyer and complete the plan has been initiated. To assess whether a amount and could result in adjustments to the impairment losses to be sale is highly probable, the Group takes into consideration among other recognized. items, indications of interest and offers received from potential buyers

1.3 Use of estimates and judgment

The developments of the economic and financial environment prompted CWE region are based on a large number of key assumptions, such the Group to step up its risk oversight procedures and include an as the long-term prices for fuel and CO2, expected trends in gas and assessment of these risks in measuring financial instruments and electricity demand and in power prices, the market outlook, as well as performing impairment tests. The Group's estimates used in business changes in the regulatory environment (especially concerning nuclear plans and determination of discount rates used in impairment tests and capacities in Belgium and the extension of drawing rights agreements for calculating provisions take into account the environment and the for French nuclear plants), and the prospects of renewal of the

1.3.1 Estimates goodwill CGU.

C Distribution CGU (Infrastructures business line) The preparation of consolidated financial statements requires the use of estimates and assumptions to determine the value of assets and The cash flow projections are drawn up based on the tariff for public liabilities and contingent assets and liabilities at the reporting date, as natural gas distribution networks (known as "ATRD 4"), which entered

Commission (Commission de Régulation de l'Énergie – CRE) as part regularly revises its estimates in light of currently available information.

The key estimates used in preparing the Group's consolidated financial expected Regulated Asset Base (RAB) with no premium at the end of

  • C measurement of the recoverable amount of goodwill, other intangible

  • translation adjustments within consolidated equity at January 1, 2004; C measurement of revenues not yet metered, so called un-metered

III with IFRS 3. 1.3.1.1 Measurement of the fair value of assets 1.2 Measurement and presentation basis acquired and liabilities assumed in a business combination

The key assumptions and estimates used to determine the fair value of The consolidated financial statements have been prepared using the

Assets or groups of assets held for sale 1.3.1.2 Recoverable amount of goodwill, other intangible assets and property, plant and

property, plant and equipment is based on estimates and assumptions, at the lower of their carrying amount and fair value less costs to sell. regarding in particular the expected market outlook and the evolution of

The key assumptions used in the impairment tests on material goodwill and specific risks to the execution of certain transactions. CGUs are as follows:

C Energy – Central Western Europe (CWE) CGU (Energy Europe business line)

The cash flow projections for the electricity and gas activities in the important market volatility. Group's hydro concessions in France. The key assumptions also include the discount rate used to calculate the value in use of this

well as income and expenses reported during the period. into effect for a period of four years on July 1, 2012, and on the overall level of investments agreed by the French Energy Regulatory Due to uncertainties inherent in the estimation process, the Group of its decision on the ATRD 4 tariff. The terminal value calculated at Final outcomes could differ from those estimates. the end of the medium-term business plan corresponds to the statements relate mainly to: 2021. The RAB is the value assigned by the regulator to the assets operated by the distributor.

line, which means that revenue figures are only an estimate. euro/US dollar exchange rate, estimates of proven and probable

Parameters having a significant influence on the amount of provisions, the assumptions about volume and average price. and particularly, but not solely, those relating to the back-end of nuclear 1.3.1.7 Measurement of recognized tax loss fuel cycle and to the dismantling of nuclear facilities, as well as those relating to the dismantling of gas infrastructures in France, include: carry-forwards

  • C cost forecasts (notably the retained scenario for reprocessing and Deferred tax assets are recognized on tax loss carry-forwards when it is

These parameters are based on information and estimates deemed to forecasts. be relevant by the Group at the current time.

The modification of certain parameters could involve a significant 1.3.2 Judgment

1.3.1.4 Pensions

Pension commitments are measured on the basis of actuarial standards and interpretations do not specifically deal with the related assumptions. The Group considers that the assumptions used to accounting issues. measure its obligations are relevant and documented. However, any In particular, the Group exercised its judgment in determining the nature change in these assumptions could have a significant impact on the of control, the classification of arrangements which contain a lease, the

To determine (electricity, gas, etc.). the fair value of financial instruments that are not listed on an active market, the Group uses valuation techniques that are based Entities for which judgment on the nature of control has been exercised on certain assumptions. Any change in these assumptions could have a are listed in Notes 2 "Main subsidiaries at December 31, 2015" and 3

Revenues generated from types of customers whose energy financial position. For most of the Group's activities, the breakdown into consumption is metered during the accounting period, particularly current and non-current items is based on when assets are expected to customers supplied with low-voltage electricity or low-pressure gas, are be realized, or liabilities extinguished. Assets expected to be realized or estimated at the reporting date based on historical data, consumption liabilities extinguished within 12 months of the reporting date are

C Global Gas & LNG CGU large number of grid operators, the Group is allocated a certain volume of energy transiting through the networks by the grid managers. The The main assumptions and key estimates primarily include the final allocations are sometimes only known several months down the discount rates, hydrocarbon price trends, changes in the

reserves, changes in LNG supply and demand, the date on which the However, the Group has developed measuring and modeling tools Yemen LNG facility resumes its activities, as well as market forecasts. allowing it to estimate revenues with a satisfactory degree of accuracy The values assigned reflect our best estimates of market prices and and subsequently ensure that risks of error associated with estimating expected future trends on these markets. quantities sold and the related revenues can be considered as not Energy significant. In France, un-metered revenues ("gas in the meter") are C – Energy Services International CGU calculated using a direct method taking into account estimated The main assumptions and key estimates primarily include the customers' consumption since the last metering not yet billed. These discount rates, changes in gross margin and the overall level of estimates are in line with the volume of energy allocated by the grid renewal and maintenance investments, as well as the growth managers over the same period. The average price is used to measure perspectives of each activity in its respective market. the "gas in the meter". The average price used takes account of the 1.3.1.3 Estimates of provisions category of customer and the age of the delivered unbilled "gas in the meter". The portion of unbilled revenues at year-end varies according to

storage of radioactive nuclear fuel consumed), probable that taxable profit will be available against which the tax loss carry-forwards can be utilized. The probability that taxable profit will be C the timing of expenditure (notably, for nuclear power generation available against which the unused tax losses can be utilized, is based activities, the timetable for reprocessing radioactive nuclear fuel on taxable temporary differences relating to the same taxation authority consumed and for dismantling facilities as well as the timetable for the and the same taxable entity and estimates of future taxable profits. end of gas operations regarding the gas infrastructure businesses in These estimates and utilizations of tax loss carry-forwards were France), prepared on the basis of profit and loss forecasts as included in the C and the discount rate applied to cash flows. medium-term business plan and, if necessary, on the basis of additional

adjustment of these provisions. As well as relying on estimates, Group management also makes judgments to define the appropriate accounting policies to apply to certain activities and transactions, particularly when the effective IFRS

resulting calculations. recognition of acquisitions of non-controlling interests prior to January 1, 2010 and the identification of "own use" contracts, as 1.3.1.5 Financial instruments defined by IAS 39, within non-financial purchase and sale contracts

significant impact on the resulting calculations. "Investments in entities accounted for using the equity method".

1.3.1.6 Revenues In accordance with IAS 1, the Group's current and non-current assets and liabilities are shown separately on the consolidated statement of statistics and estimated selling prices. For sales on networks used by a classified as current, while all other items are classified as non-current.

Controlled entities (subsidiaries) are fully consolidated in accordance and losses are recorded in the consolidated statement of income for with IFRS 10 – Consolidated Financial Statements. An investor (the the year to which they relate; Group) controls an entity and therefore must consolidate it as a

  • C the ability to direct the relevant activities of the entity; transaction.

The Group accounts for its investments in associates (entities over into euros at the official year-end exchange rates. Income statement and which the Group has significant influence) and joint ventures, using the cash flow statement items are translated using the average exchange equity method. Under IFRS 11 – Joint Arrangements, a joint venture is a rate for the year. Any differences arising from the translation of the joint arrangement whereby the parties that have joint control of the financial statements of these subsidiaries are recorded under arrangement have rights to the net assets of the arrangement. "Translation adjustments" as other comprehensive income.

Under IFRS 11 – Joint Arrangements, a joint operation is a joint are therefore denominated in the functional currencies of the entities and arrangement whereby the parties that have joint control of the translated at the year-end exchange rate. arrangement have rights to the assets and obligations for the liabilities,

In accordance with this standard, the Group accounts for the assets, Business combinations carried out prior to January 1, 2010 have been liabilities, revenues and expenses relating to its interest in a joint accounted for in accordance with IFRS 3 prior to the revision. In operation in accordance with the IFRSs applicable to these assets,

Production sharing contracts, in particular in oil and gas exploration-Since January 1, 2010, the Group applies the purchase method as production activities, are considered to be outside the scope of IFRS 11. defined in IFRS 3 revised, which consists in recognizing the identifiable Contractors account for their rights to a portion of production and reserves, based on the contractual clauses.

1.4.2 Foreign currency translation methods

1.4.2.1 Presentation currency of the consolidated measurement option to be used to recognize non-controlling interests. financial statements

The Group's consolidated financial statements are presented 1.4.4 Intangible assets

1.4.2.2 Functional currency

1.4.4.1 Goodwill Functional currency is the currency of the primary economic environment in which an entity operates, which in most cases corresponds to local currency. However, certain entities may have a Recognition of goodwill functional currency different from local currency when that other Due to the application of IFRS 3 revised at January 1, 2010, the Group currency is used for an entity's main transactions and better reflects its is required to separately identify business combinations carried out economic environment. before or after this date.

1.4 Accounting methods 1.4.2.3 Foreign currency transactions

Foreign currency transactions are recorded in the functional currency at 1.4.1 Scope and methods of consolidation the exchange rate prevailing on the date of the transaction. At each reporting date:

  • Controlled entities (subsidiaries) C monetary assets and liabilities denominated in foreign currencies are translated at year-end exchange rates. The related translation gains
  • C non-monetary assets and liabilities denominated in foreign currencies subsidiary, if it has all the following: are recognized at the historical cost applicable at the date of the

III C rights to variable returns from its involvement with the entity; 1.4.2.4 Translation of the financial statements of C the ability to use its power over the entity to affect the amount of the subsidiaries with a functional currency investor's return. other than the euro (the presentation currency)

Investments in Associates and Joint Ventures The statements of financial position of these subsidiaries are translated

Investments in Joint Operations Goodwill and fair value adjustments arising on the acquisition of foreign entities are classified as assets and liabilities of those foreign entities and

1.4.3 Business combinations relating to the arrangement.

accordance with IFRS 3 revised, these business combinations have not liabilities, revenues and expenses. been restated.

assets acquired and liabilities assumed at their fair values at the acquisition date, as well as any non-controlling interests in the acquiree. Non-controlling interests are measured either at fair value or at the entity's proportionate interest in the net identifiable assets of the acquiree. The Group determines on a case-by-case basis which

in euros (€). Intangible assets are carried at cost less any accumulated amortization and any accumulated impairment losses.

Goodwill represents the excess of the cost of a business combination helped finance the construction of certain nuclear power stations (acquisition price of shares plus any costs directly attributable to the operated by third parties and in consideration received the right to business combination) over the Group's interest in the fair value of the purchase a share of the production over the life of the assets. Said acquiree's capacity rights are amortized over the useful life of the related assets, identifiable assets, liabilities and contingent liabilities recognized at not exceeding 40 years; the acquisition date (except if the business combination is achieved in stages). C concession assets.

For a business combination achieved in stages – i.e. where the Group Intangible assets are amortized on the basis of the expected pattern of acquires a subsidiary through successive share purchases – the amount consumption of the estimated future economic benefits embodied in the of goodwill is determined for each exchange transaction separately asset. Amortization is calculated mainly on a straight-line basis over the based on the fair values of the acquiree's identifiable assets, liabilities following useful lives: and contingent liabilities at the date of each exchange transaction.

  • (iii) in a business combination achieved in stages, the acquisition-date

over an impairment test has to be performed annually. the net of the acquisition-date fair values of the identifiable assets acquired and liabilities assumed.

adjusted after the end of the measurement period.

1.4.5.1 Initial recognition and subsequent Goodwill relating to interests in associate companies is recorded under measurement "Investments in entities accounted for using the equity method".

Goodwill losses. is not amortized but tested for impairment each year, or more frequently where an indication of impairment is identified. Impairment The carrying amount of these items is not revalued as the Group has tests are carried out at the level of cash-generating units (CGUs) or elected not to apply the allowed alternative method, which consists of groups of CGUs which constitute groups of assets generating cash regularly revaluing one or more categories of property, plant and inflows that are largely independent of the cash inflows from other equipment. CGUs.

The methods used to carry out these impairment tests are described in concerned. § 1.4.8 "Impairment of property, plant and equipment and intangible

Impairment losses in relation to goodwill cannot be reversed and are and removing the item and restoring the site on which it is located, when

Development costs are capitalized when the asset recognition criteria corresponding liability is recognized under borrowings. These assets are set out in IAS 38 are met. Capitalized development costs are amortized depreciated using the same methods and useful lives as set out below.

qualifying asset are capitalized as part of the cost of that asset. Other internally-generated or acquired intangible assets

Other intangible assets include mainly: Cushion gas

  • Business combinations carried out prior to January 1, 2010 C capacity rights, in particular regarding power stations; the Group
Useful life
Business combinations carried out after January 1, 2010
Goodwill is measured as the excess of the aggregate of:
Main depreciation periods (years) Minimum Maximum
Concession rights 10 30
(i) the consideration transferred; Customer portfolio 10 40
(ii) the amount of any non-controlling interests in the acquiree; and Other intangible assets 1 40

fair value of the previously held equity interest in the acquiree; Some intangible assets with an indefinite useful life are not amortized but

1.4.5 Property, plant and equipment The amount of goodwill recognized at the acquisition date cannot be

Items of property, plant and equipment are recognized at historical cost Measurement of goodwill less any accumulated depreciation and any accumulated impairment

Investment subsidies are deducted from the gross value of the assets

In accordance with IAS 16, the initial cost of the item of property, plant assets". and equipment includes an initial estimate of the costs of dismantling shown under "Impairment losses" in the consolidated income statement. the entity has a present, legal or constructive obligation to dismantle the item or restore the site. A corresponding provision for this obligation is 1.4.4.2 Other intangible assets recorded for the amount of the asset component.

Development costs Property, plant and equipment acquired under finance leases is carried in the consolidated statement of financial position at the lower of market Research costs are expensed as incurred. value and the present value of the related minimum lease payments. The

over the useful life of the intangible asset recognized. Borrowing costs that are directly attributable to the construction of the

C amounts paid or payable as consideration for rights relating to "Cushion" gas injected into underground storage facilities is essential for concession contracts or public service contracts; ensuring that reservoirs can be operated effectively, and is therefore inseparable from these reservoirs. Unlike "working" gas which is C customer portfolios acquired on business combinations; included in inventories, cushion gas is reported in property, plant and equipment (see § 1.4.10 "Inventories").

treatment capacity at existing facilities. In accordance with the components approach, each significant component of an item of property, plant and equipment with a different In accordance with this method known as "successful efforts" method, useful life from that of the main asset to which it relates is depreciated when the exploratory phase has resulted in proven, commercially viable

are extracted. Otherwise, the costs are expensed as incurred. straight-line method over the following useful lives:

starts when the oil or gas field is brought into production, and is based
Minimum Maximum
on the unit of production method (UOP). According to this method, the
Main depreciation periods (years)
depletion rate is equal to the ratio of oil and gas production for the
Plant and equipment
period to proven and probable reserves.
• Storage - Production - Transport -
5
60*
Distribution
III
1.4.7
Concession arrangements
• Installation - Maintenance
3
10
• Hydraulic plant and equipment
20
65
SIC 29 – Service Concession Arrangements: Disclosures, prescribes the
Other property, plant and equipment
2
33
information that should be disclosed in the notes to the financial

* Excluding cushion gas.

operator in respect of certain concession arrangements. The range of useful lives is due to the diversity of the assets in each category. The minimum periods relate to smaller equipment and For a concession arrangement to fall within the scope of IFRIC 12, furniture, while the maximum periods concern network infrastructures usage of the infrastructure must be controlled by the concession and storage facilities. In accordance with the law of January 31, 2003 grantor. This requirement is met when the following two conditions are adopted by the Belgian Chamber of Representatives with respect to the met: gradual phase-out of nuclear energy for the industrial production of C the grantor controls or regulates what services the operator must electricity, the useful lives of nuclear power stations were reviewed and provide with the infrastructure, to whom it must provide them, and at adjusted prospectively to 40 years as from 2003, except Tihange 1 the what price; and operating life of which has been extended by 10 years by the law of

back the infrastructure at the end of the concession. Fixtures and fittings relating to the hydro plant operated by the Group Concessions outside the scope of IFRIC 12 are depreciated over the shorter of the contract term and useful life of the assets, taking into account the renewal of the concession period if

1.4.6 Assets relating to the exploration and This is the case of the distribution of gas in France. The related assets

The Group applies IFRS 6 – Exploration for and Evaluation of Mineral mandatorily renewed upon expiration pursuant to French law no. 46-628 Resources.

Geological and geophysical studies are expensed in the year in which

Exploration costs (other than geological and geophysical studies) are equipment and intangible assets temporarily capitalized in "pre-capitalized exploration costs" before the In accordance with IAS 36, impairment tests are carried out on items of confirmation of the technical feasibility and commercial viability of

  • C sufficient reserves have been found to justify completion as a sources of information. Intangible assets that are not amortized are producing well assuming the required capital expenditure is made; tested for impairment annually.
  • C the Group has made significant progress in determining that reserves exist and that the project is technically and economically viable. This Impairment indicators progress is assessed based on criteria such as whether any Property, plant and equipment and intangible assets with finite useful conducting development studies and on the fact that the Group may performance is less than expected. be required to wait for the relevant government or third party

1.4.5.2 Depreciation authorizations for the project, or for available transport capacity or

separately over its own useful life. reserves, the related costs are reported in property, plant and equipment and depreciated over the period during which the reserves Property, plant and equipment is depreciated mainly using the

The depreciation of production assets, including site rehabilitation costs, starts when the oil or gas field is brought into production, and is based Minimum Maximum on the unit of production method (UOP). According to this method, the period to proven and probable reserves.

statements of a concession grantor and concession operator, while IFRIC 12 deals with the treatment to be applied by the concession

  • December 18, 2013. C the grantor controls the infrastructure, i.e. retains the right to take

such renewal is considered to be reasonably certain. Concession infrastructures that do not meet the requirements of IFRIC 12 are presented as property, plant and equipment.

production of mineral resources are recognized in accordance with IAS 16, since GRDF operates its network under long-term concession arrangements, most of which are of April 8, 1946.

1.4.8 Impairment of property, plant and they are incurred.

property, plant and equipment and intangible assets where there is an extracting resources. These exploration drilling costs are temporarily indication that the assets may be impaired. Such indications may be capitalized when the following two conditions are met: based on events or changes in the market environment, or on internal

additional exploratory work (drilling, seismic studies or other lives are only tested for impairment when there is an indication that they significant surveys) is underway or firmly planned for the near future. may be impaired. This is generally the result of significant changes to the Progress is also assessed based on any expenses incurred in environment in which the assets are operated or when economic

C external sources of information:

  • political or market environment in which the entity operates or reporting date. to which an asset is dedicated,
  • C adverse changes in energy prices and US dollar exchange 1.4.9 Leases rates;
  • C internal sources of information:
  • The Group holds assets for its various activities under lease contracts. C evidence of obsolescence or physical damage not budgeted

  • or finance leases. C fall in resources for exploration-production activities.

Impairment

Items of property, plant and equipment and intangible assets are tested lessee. All leases which do not comply with the definition of a finance for impairment at the level of the individual asset or cash-generating unit lease are classified as operating leases. (CGU) as appropriate, determined in accordance with IAS 36. If the The following main factors are considered by the Group to assess if a recoverable amount of an asset is lower than its carrying amount, the lease transfers substantially all the risks and rewards incidental to carrying amount is written down to the recoverable amount by recording ownership: whether (i) the lessor transfers ownership of the asset to the an impairment loss. Upon recognition of an impairment loss, the lessee by the end of the lease term; (ii) the lessee has an option to depreciable amount and possibly the useful life of the assets concerned purchase the asset and if so, the conditions applicable to exercising that

Impairment losses recorded in relation to property, plant and equipment asset; (iv) the asset is of a highly specialized nature; and (v) the present or intangible assets may be subsequently reversed if the recoverable value of minimum lease payments amounts to at least substantially all of amount of the assets is once again higher than their carrying amount. the fair value of the leased asset. The increased carrying amount of an item of property, plant or equipment attributable to a reversal of an impairment loss may not 1.4.9.1 Accounting for finance leases

Measurement of recoverable amount

In order to review the recoverable amount of property, plant and equipment and intangible assets, the assets are grouped, where 1.4.9.2 Accounting for operating leases appropriate, into CGUs and the carrying amount of each CGU is Payments made under operating leases are recognized as an expense compared with its recoverable amount.

For operating entities which the Group intends to hold on a long-term 1.4.9.3 Accounting for arrangements that contain and going concern basis, the recoverable amount of a CGU corresponds to the higher of its fair value less costs to sell and its value a lease in use. Value in use is primarily determined based on the present value IFRIC 4 deals with the identification of services and take-or-pay sales or of future operating cash flows and a terminal value. Standard valuation purchasing contracts that do not take the legal form of a lease but techniques are used based on the following main economic data:

  • C discount rates based on the specific characteristics of the operating assets in return for a payment or a series of fixed payments. Contracts
  • where it is considered as acting as lessor and its customers as lessees. these terminal values, not to exceed the inflation rate.

Discount The Group is concerned by this interpretation mainly with respect to: rates are determined on a post-tax basis and applied to post-tax cash flows. The recoverable amounts calculated on the basis of C some energy purchase and sale contracts, particularly where the these discount rates are the same as the amounts obtained by applying contract conveys to the purchaser of the energy an exclusive right to the pre-tax discount rates to cash flows estimated on a pre-tax basis, as use a production asset; required by IAS 36.

The main impairment indicators used by the Group are described below: For operating entities which the Group has decided to sell, the related recoverable amount of the assets concerned is based on market value less costs of disposal. Where negotiations are ongoing, this value is C significant changes in the economic, technological, regulatory, determined based on the best estimate of their outcome as of the

In the event of a decline in value, the impairment loss is recorded in the C fall in demand, consolidated income statement under "Impairment losses".

for in the depreciation/amortization schedule, These leases are analyzed based on the situations and indicators set out C less-than-expected performance, in IAS 17 in order to determine whether they constitute operating leases

A finance lease is defined as a lease which transfers substantially all the risks and rewards incidental to the ownership of the related asset to the

is revised. option; (iii) the lease term is for the major part of the economic life of the

exceed the carrying amount that would have been determined (net of On initial recognition, assets held under finance leases are recorded as depreciation/amortization) had no impairment loss been recognized in property, plant and equipment and the related liability is recognized prior periods. under borrowings. At inception of the lease, finance leases are recorded at amounts equal to the fair value of the leased asset or, if lower, the present value of the minimum lease payments.

on a straight-line basis over the lease term.

convey rights to customers/suppliers to use an asset or a group of entities concerned; meeting these criteria should be identified as either operating leases or finance leases. In the latter case, a finance receivable should be C terminal values in line with the available market data specific to the recognized to reflect the financing deemed to be granted by the Group operating segments concerned and growth rates associated with

  • C certain contracts with industrial customers relating to assets held by the Group.

Inventories are measured at the lower of cost and net realizable value. Financial instruments are recognized and measured in accordance with Net realizable value corresponds to the estimated selling price in the IAS 32 and IAS 39. ordinary course of business, less the estimated costs of completion and 1.4.11.1 Financial assets the estimated costs necessary to make the sale.

The cost of inventories is determined based on the first-in, first-out Financial assets comprise available-for-sale securities, loans and

including derivative financial instruments. Financial assets are broken electricity over a number of years. The consumption of this nuclear fuel down into current and non-current assets in the consolidated statement inventory is recorded based on estimates of the quantity of electricity of financial position. produced per unit of fuel.

Gas injected into underground storage facilities includes working gas non-consolidated companies and equity or debt instruments that do not which can be withdrawn without adversely affecting the operation of the satisfy the criteria for classification in another category (see below). Cost reservoir and cushion gas which is inseparable from the reservoirs and is determined using the weighted average cost formula. essential for their operation (see § 1.4.5.1).

Working gas is classified in inventory and measured at weighted average generally corresponds to the acquisition cost plus transaction costs. purchase cost upon entering the transportation network regardless of its

Group inventory outflows are valued using the weighted average unit market price at the reporting date. For unlisted securities, fair value is

An transactions, discounted dividends and future cash flows or net asset impairment loss is recognized when the net realizable value of

European Directive 2003/87/EC establishes a greenhouse gas (GHG) recognized in income under "Impairment losses". Only impairment emissions allowance trading scheme within the European Union. Under losses recognized on debt instruments (debt securities/bonds) may be the Directive, each year the sites concerned have to surrender a number reversed through income. of allowances equal to the total emissions from the installations during Loans and receivables carried at amortized cost the previous calendar year. As there are no specific rules under IFRS

  • C emission rights are classified as inventories, as they are consumed in deposits, trade and other receivables.
  • rate method. C emission rights granted free of charge are recorded in the statement

The Group records a liability at year-end in the event that it does not On initial recognition, trade and other receivables are recorded at fair have enough emission rights to cover its GHG emissions during the value, which generally corresponds to their nominal value. Impairment period. This liability is measured at the market value of the allowances losses are recorded based on the estimated risk of non-recovery. This required to meet its obligations at year-end or based on the contracts item also includes amounts due from customers under construction price concluded to hedge this lack of emission rights. contracts.

accounting out in IAS 39. for energy savings certificates (ESC), the following principles

  • C in the event that the number of ESCs held exceeds the obligation at which do not meet the criteria for classification as cash or cash
  • C ESC inventories are valued at weighted average cost (acquisition cost for those ESCs acquired or cost incurred for those ESCs generated internally).

1.4.10 Inventories 1.4.11 Financial instruments

method or the weighted average cost formula. receivables carried at amortized cost including trade and other receivables and financial assets measured at fair value through income, Nuclear fuel purchased is consumed in the process of producing

III Available-for-sale securities Gas inventories

"Available-for-sale securities" include the Group's investments in

These items are measured at fair value on initial recognition, which

At each reporting date, available-for-sale securities are measured at fair source, including any regasification costs. value. For listed securities, fair value is determined based on the quoted cost method. measured using valuation models based primarily on recent market inventories is lower than their weighted average cost. value. Changes in fair value are recorded directly in other comprehensive income, except when the decline in the value of the investment below its Greenhouse gas emissions rights historical acquisition cost is judged significant or prolonged enough to require an impairment loss to be recognized. In this case, the loss is

dealing with the accounting treatment of GHG emissions allowances, This item primarily includes loans granted to affiliated companies, loans the Group decided to apply the following principles: and advances to associates or non-consolidated companies, guarantee

the production process; On initial recognition, these loans and receivables are recorded at fair C emission rights purchased on the market are recognized at value plus transaction costs. At each statement of financial position acquisition cost; date, they are measured at amortized cost using the effective interest

of financial position at a value of nil. Leasing guarantee deposits are recognized at their nominal value.

Energy savings certificates (ESC) Financial assets at fair value through income

These financial assets meet the qualification or designation criteria set In the absence of current IFRS standards or interpretations on

are applied: This item mainly includes trading securities and short-term investments equivalents (see § 1.4.12). The financial assets are measured at fair the reporting date, this is accounted for as inventory; otherwise, a liability is recorded; value at the statement of financial position date and changes in fair value are recorded in the consolidated income statement.

adjustment to goodwill; derivative financial instruments and other financial liabilities.

C payments of dividends to non-controlling interests result in an Financial liabilities are broken down into current and non-current increase in goodwill; liabilities in the consolidated statement of financial position. Current

  • C financial liabilities in respect of which the Group does not have an are recognized in respect of changes in the fair value of liabilities unconditional right to defer settlement for at least 12 months after the recognized against goodwill. reporting date;

Measurement of borrowings and other financial policy for managing interest rate, currency and commodity risks. liabilities Definition and scope of derivative financial instruments

Borrowings and other financial liabilities are measured at amortized cost

On initial recognition, any issue or redemption premiums and discounts not require any material initial net investment and (iii) that are settled at a and issuing costs are added to/deducted from the nominal value of the future date. borrowings concerned. These items are taken into account when Derivative instruments therefore include swaps, options, futures and calculating the effective interest rate and are therefore recorded in the swaptions, as well as forward commitments to purchase or sell listed consolidated income statement over the life of the borrowings using the

As regards structured debt instruments that do not have an equity For purchases and sales of electricity and natural gas, the Group component, the Group may be required to separate an "embedded" systematically analyzes whether the contract was entered into in the derivative instrument from its host contract (see § 1.4.11.3). The "normal" course of operations and therefore falls outside the scope of conditions under which these instruments must be separated are IAS 39. This analysis consists firstly of demonstrating that the contract is detailed below. When an embedded derivative is separated from its host entered into and held for the purpose of making or taking physical contract, the initial carrying amount of the structured instrument is delivery of the commodity in accordance with the Group's expected broken down into an embedded derivative component, corresponding purchase, sale or usage requirements. to the fair value of the embedded derivative, and a financial liability component, corresponding to the difference between the amount of the The second step is to demonstrate that the Group has no practice of issue and the fair value of the embedded derivative. The separation of settling similar contracts on a net basis and that these contracts are not components upon initial recognition does not give rise to any gains or equivalent to written options. In particular, in the case of electricity and losses. gas sales allowing the buyer a certain degree of flexibility concerning the

equivalent to capacity sales considered as transactions falling within the interest method while the derivative is measured at fair value, with

Put options on non-controlling interests instruments.

Other financial liabilities primarily include put options granted by the Only contracts that meet all of the above conditions are considered as

Put options on non-controlling interests granted prior to January 1, 2010 Embedded derivatives

As no specific guidance An embedded derivative is a component of a hybrid (combined) is provided by IFRS and based on recommendations issued by the AMF for the 2009 reporting period, the instrument that also includes a non-derivative host contract – with the Group decided to continue accounting for instruments recognized prior effect that some of the cash flows of the combined instrument vary in a way similar to a stand-alone derivative. to January 1, 2010 using its previous accounting policies:

C when the put option with a variable price is initially granted, the The main Group contracts that may contain embedded derivatives are

  • 1.4.11.2 Financial liabilities C at each reporting date, the amount of the financial liability is revised and any changes in the amount are recorded with a corresponding Financial liabilities include borrowings, trade and other payables,
  • financial liabilities primarily comprise: C in the consolidated income statement, non-controlling interests are allocated their share in income. In the consolidated statement of C financial liabilities with a settlement or maturity date within 12 months financial position, the share in income allocated to non-controlling after the reporting date; interests reduces the carrying amount of goodwill. No finance costs

C financial liabilities held primarily for trading purposes; 1.4.11.3 Derivatives and hedge accounting

C derivative financial instruments qualifying as fair value hedges where The Group uses financial instruments to manage and reduce its exposure to market risks arising from fluctuations in interest rates, the underlying is classified as a current item; foreign currency exchange rates and commodity prices, mainly for gas C all commodity trading derivatives not qualifying as hedges. and electricity. The use of derivative instruments is governed by a Group

Derivative financial instruments are contracts (i) whose value changes in using the effective interest rate method. response to the change in one or more observable variables; (ii) that do

and unlisted securities, and firm commitments or options to purchase or amortized cost method. sell non-financial assets that involve physical delivery of the underlying.

volumes delivered, the Group distinguishes between contracts that are The debt is subsequently recorded at amortized cost using the effective scope of ordinary operations and those that are equivalent to written changes in fair value taken to income. financial options, which are accounted for as derivative financial

Group in respect of non-controlling interests. falling outside the scope of IAS 39. Adequate specific documentation is compiled to support this analysis.

present value of contracts with clauses or options potentially affecting the contract price, the exercise price is recognized as a financial liability, with a corresponding reduction in non-controlling interests. When the volume or maturity. This is the case primarily with contracts for the value of the put option is greater than the carrying amount of the purchase or sale of non-financial assets, whose price is revised based non-controlling interests, the difference is recognized as goodwill; on an index, the exchange rate of a foreign currency or the price of an asset other than the contract's underlying.

Embedded derivatives are separated from the host contract and Hedge of a net investment in a foreign operation

  • C if separated from the host contract, the embedded derivative still gains or losses accumulated in other comprehensive income are of an underlying, no material initial net investment, settlement at a future date); and
  • of hedging relationships The analysis of whether or not the characteristics of the derivative are

risk and the method used to assess hedge effectiveness. Only derivative recognized in the consolidated statement of financial position at fair contracts entered into with external counterparties are considered as value, with changes in fair value recognized in income (except when the being eligible for hedge accounting. embedded derivative is part of a designated hedging relationship).

Derivative instruments qualifying as hedging instruments are recognized periods for which the hedge was designated. Hedges are considered to in the consolidated statement of financial position and measured at fair be effective when changes in fair value or cash flows between the value. However, their accounting treatment varies according to whether hedging instrument and the hedged item are offset within a range of they are classified as (i) a fair value hedge of an asset or liability; (ii) a 80%-125%. cash flow hedge or (iii) a hedge of a net investment in a foreign Hedge effectiveness is demonstrated both prospectively and

statistical correlations between historical price data are also used. fair value of a recognized asset or liability such as a fixed-rate loan or borrowing, or of assets, liabilities or an unrecognized firm commitment Derivative instruments not qualifying for hedge denominated in a foreign currency. accounting: recognition and presentation

The gain or loss from remeasuring the hedging instrument at fair value is These items mainly concern derivative financial instruments used in recognized in income. The gain or loss on the hedged item attributable economic hedges that have not been – or are no longer – documented to the hedged risk adjusts the carrying amount of the hedged item and as hedging relationships for accounting purposes. is also recognized in income even if the hedged item is in a category in When a derivative financial instrument does not qualify or no longer respect of which changes in fair value are recognized through other qualifies for hedge accounting, changes in fair value are recognized comprehensive income. These two adjustments are presented net in the directly in income, under "Mark-to-market" or "Mark-to-market on consolidated income statement, with the net effect corresponding to the

A cash flow hedge is a hedge of the exposure to variability in cash flows rate and equity derivatives. that could affect the Group's income. The hedged cash flows may be Derivative instruments not qualifying for hedge accounting used by the attributable to a particular risk associated with a recognized financial or Group in connection with proprietary commodity trading activities and

determined to be an effective hedge is recognized directly in other liabilities, while derivatives expiring after this period are classified as comprehensive income, net of tax, while the ineffective portion is non-current items. recognized in income. The gains or losses accumulated in equity are Fair value measurement reclassified to the consolidated income statement under the same other cash flows – in the same periods in which the hedged cash flows presented in level 1 of the fair value hierarchy.

the hedging instrument remains recognized in equity until the forecast cash flow method. transaction occurs. However, if a forecast transaction is no longer Models used to evaluate these instruments take into account expected to occur, the cumulative gain or loss on the hedging assumptions based on market inputs: instrument is immediately recognized in income.

accounted for as derivatives when: In the same way as for a cash flow hedge, the portion of the gain or loss on the hedging instrument that is determined to be an effective hedge of C the host contract is not a financial instrument measured at fair value the currency risk is recognized directly in other comprehensive income, through income; net of tax, while the ineffective portion is recognized in income. The fulfills the criteria for classification as a derivative instrument (existence transferred to the consolidated income statement when the investment is liquidated or sold.

C its characteristics are not closely related to those of the host contract. Hedging instruments: identification and documentation

"closely related" to the host contract is made when the contract is The hedging instruments and hedged items are designated at the signed. inception of the hedging relationship. The hedging relationship is formally III documented in each case, specifying the hedging strategy, the hedged Embedded derivatives that are separated from the host contract are

Hedge effectiveness is assessed and documented at the inception of Hedging instruments: recognition and presentation the hedging relationship and on an ongoing basis throughout the

operation. retrospectively using various methods, based mainly on a comparison between changes in the fair value or cash flows between the hedging Fair value hedges instrument and the hedged item. Methods based on an analysis of A fair value hedge is defined as a hedge of the exposure to changes in

commodity contracts other than trading instruments" below the current ineffective portion of the hedge. operating income for derivative instruments with non-financial assets as Cash flow hedges the underlying, and in financial income or expenses for currency, interest

non-financial asset or a highly probable forecast transaction. other derivatives expiring in less than 12 months are recognized in the The portion of the gain or loss on the hedging instrument that is consolidated statement of financial position in current assets and

caption as the loss or gain on the hedged item – i.e. current operating The fair value of instruments listed on an active market is determined by income for operating cash flows and financial income or expenses for reference to the market price. In this case, these instruments are

affect income. The fair value of unlisted financial instruments for which there is no active If the hedging relationship is discontinued, in particular because the market and for which observable market data exist is determined based hedge is no longer considered effective, the cumulative gain or loss on on valuation techniques such as option pricing models or the discounted

C the fair value of interest rate swaps is calculated based on the present value of future cash flows;

  • C the fair value of forward foreign exchange contracts and currency dividend is payable over the vesting period, and based on the estimated
  • C the fair value of currency and interest rate options is calculated using A Monte Carlo pricing model is used for performance shares granted on
  • C commodity derivatives contracts are valued by reference to listed market prices based on the present value of future cash flows 1.4.15 Provisions (commodity swaps or commodity forwards) and option pricing 1.4.15.1 Provisions for post-employment benefit models (options), for which market price volatility may be a factor. which prices are observable, or which are particularly complex, may benefits be valued based on internal assumptions;
  • C exceptionally, for complex contracts negotiated with independent Group operates, Group companies have obligations in terms of

These within the companies concerned. instruments are presented in level 2 of the fair value hierarchy except when the evaluation is based mainly on data that are not The Group's obligations in relation to pensions and other employee observable; in which case they are presented in level 3 of the fair value benefits are recognized and measured in compliance with IAS 19. hierarchy. Most often, this is the case for derivatives with a maturity that Accordingly: falls outside the observability period for market data relating to the C the cost of defined contribution plans is expensed based on the underlying or when some parameters such as the volatility of the amount of contributions payable in the period; underlying are not observable.

benefits payable under defined benefit plans are assessed on an agreements, counterparty risk is included in the fair value of financial actuarial basis using the projected unit credit method. These derivative instrument assets and liabilities. It is calculated according to calculations are based on assumptions relating to mortality, staff the "expected loss" method and takes into account the exposure at turnover and estimated future salary increases, as well as the default, the probability of default and the loss given default. The economic conditions specific to each country or subsidiary of the probability of default is determined on the basis of credit ratings Group. Discount rates are determined by reference to the yield, at the assigned to each counterparty ("historical probability of default" measurement date, on high-quality corporate bonds in the related approach).

1.4.12 Cash and cash equivalents representative market for such corporate bonds exists).

These items include cash equivalents as well as short-term investments the fair value of plan assets. Where the value of plan assets (capped that are considered to be readily convertible into a known amount of where appropriate) is greater than the related commitments, the surplus cash and where the risk of a change in their value is deemed to be is recorded as an asset under "Other assets" (current or non-current).

Bank overdrafts are not included in the calculation of cash and cash losses are recognized in other comprehensive income. Where

Treasury shares are recognized at cost and deducted from equity. Gains Net interest on the net defined benefit liability (asset) is presented in net and losses on disposals of treasury shares are recorded directly in financial expense (income). equity and do not therefore impact income for the period.

1.4.15.2 Other provisions 1.4.14 Share-based payment

Under IFRS 2, share-based payments made in consideration for constructive), the settlement of which is expected to result in an outflow services provided are recognized as personnel costs. These services are of resources embodying economic benefits with no corresponding measured at the fair value of the instruments awarded. consideration in return.

The Group share-based payments are equity-settled instruments A provision for restructuring costs is recorded when the general criteria

The fair value of bonus share plans is estimated by reference to the affected by it. share price at the grant date, taking into account the fact that no

swaps is calculated by reference to current prices for contracts with turnover rate for the employees concerned and the probability that the similar maturities by discounting the future cash flow spread Group will meet its performance targets. The fair value measurement (difference between the forward exchange rate under the contract also takes into account the non-transferability period associated with and the forward exchange rate recalculated in line with the new these instruments. The cost of shares granted to employees is market conditions applicable to the nominal amount); expensed over the vesting period of the rights and offset against equity.

option pricing models; a discretionary basis and subject to external performance criteria.

Contracts with maturities exceeding the depth of transactions for obligations and other long-term employee

Depending on the laws and practices in force in the countries where the financial institutions, the Group uses the values established by its pensions, early retirement payments, retirement bonuses and other counterparties. benefit plans. Such obligations generally apply to all of the employees

  • C the Group's obligations concerning pensions and other employee Except in case of enforceable master netting arrangements or similar geographical area (or on government bonds in countries where no

Provisions are recorded when commitments under these plans exceed

negligible based on the criteria set out in IAS 7. As regards post-employment benefit obligations, actuarial gains and equivalents and are recorded under "Short-term borrowings". appropriate, adjustments resulting from applying the asset ceiling to net assets relating to overfunded plans are treated in a similar way. 1.4.13 Treasury shares However, actuarial gains and losses on other long-term benefits such as long-service awards, are recognized immediately in income.

The Group records a provision where it has a present obligation (legal or

(currently no cash-settled instruments). for setting up a provision are met, i.e. when the Group has a detailed formal plan relating to the restructuring and has raised a valid Equity-settled instruments: bonus share plans and expectation in those affected that it will carry out the restructuring by performance shares granted to employees starting to implement that plan or announcing its main features to those

Provisions with a maturity of over 12 months are discounted when the 1.4.16.3 Construction and lease contracts effect of discounting is material. The Group's main long-term provisions Revenues from construction contracts are determined using the are provisions for the back-end of the nuclear fuel cycle, provisions for percentage-of-completion method and more generally according to the dismantling facilities and provisions for site restoration costs. The provisions of IAS 11. Depending on the contract concerned, the stage of discount rates used reflect current market assessments of the time completion may be determined either based on the proportion that value of money and the risks specific to the liability concerned. costs incurred to date bear to the estimated total costs of the Expenses corresponding to the reversal of discounting adjustments to transaction, or on the physical progress of the contract based on factors long-term provisions are recorded under other financial income and such as contractually defined milestones. expenses.

A provision is recognized when the Group has a present legal or (IFRIC 12) and finance lease receivables (IFRIC 4). constructive obligation to dismantle facilities or to restore a site. An asset is recorded simultaneously by including this dismantling obligation in the carrying amount of the facilities concerned. Adjustments to the provision due to subsequent changes in the expected outflow of Current operating income is an indicator used by the Group to present III resources, the dismantling date or the discount rate are deducted from "a level of operational performance that can be used as part of an or added to the cost of the corresponding asset in a symmetrical approach to forecast recurring performance" (this complies with ANC manner. The impacts of unwinding the discount are recognized in Recommendation 2013-03 on the format of financial statements of

Group revenues (as defined by IAS 18) are mainly generated from the relate to mark-to-market on commodity contracts other than trading

  • as follows: C rendering of services;

Revenues on sales of goods are recognized on delivery, i.e. when the (marked-to-market) of financial instruments relating to commodities, significant risks and rewards of ownership are transferred to the buyer. gas and electricity, which do not qualify as either trading or hedging For services and construction contracts, revenues are recognized using instruments. These contracts are used in economic hedges of the percentage-of-completion method. In both cases, revenues are operating transactions in the energy sector. Since changes in the fair recognized solely when the transaction price is fixed or can be reliably value of these instruments which must be recognized through income

Revenues are measured at on a separate line of the consolidated income statement; the fair value of the consideration received or receivable. Where deferred payment has a material impact on the C "Impairment losses" include impairment losses on goodwill, other measurement of the fair value of this consideration, this is taken into intangible assets and property, plant and equipment, investments in

These revenues primarily include sales of electricity and gas, transport program planned and controlled by management that materially and distribution fees relating to services such as electricity and gas changes either the scope of a business undertaken by the entity, or

set out in IAS 37; Part of the price received by the Group under certain long-term energy sales contracts may be fixed rather than being based on volumes. In C "Changes in the scope of consolidation". This line includes: rare cases, the fixed amount can change over the term of the contract. C direct costs related to acquisitions of controlling interests, In accordance with IAS 18, revenues from such components are C in the event of a business combination achieved in stages, recognized on a straight-line basis because, in substance, the fair value impacts of the remeasurement of the previously held equity of the services rendered does not vary from one period to the next.

In accordance with IAS 1 and IAS 18, both proprietary energy trading C subsequent changes in the fair value of contingent transactions and energy trading carried out on behalf of customers are consideration,

In addition, revenues from hedging contracts aimed at optimizing change in consolidation method, as well as any impact of the production assets and from fuel purchase and energy sale contracts are remeasurement of retained interests;

1.4.16.2 Rendering of services

These revenues relate mainly to installation, maintenance and energy services, and are recognized in accordance with IAS 18, which requires services to be accounted for on a percentage-of-completion basis.

Revenues also include revenues from financial concession assets

1.4.17 Current operating income

expenses for the period. entities applying IFRSs). Current operating income is a sub-total which helps to better understand the Group's performance because it 1.4.16 Revenues excludes elements which are inherently difficult to predict due to their unusual, irregular or non-recurring nature. For the Group, such elements following: instruments, impairment losses, restructuring costs, changes in the C energy sales; scope of consolidation and other non-recurring items, and are defined

  • C "Mark-to-market on commodity contracts other than trading C construction and lease contracts. instruments" corresponds to changes in the fair value determined and the recovery of the amounts due is probable. in IAS 39 can be material and difficult to predict, they are presented
  • account by discounting future receipts. entities accounted for using the equity method and available-for-sale securities;
  • 1.4.16.1 Energy sales C "Restructuring costs" concern costs corresponding to a restructuring distribution network maintenance and heating network sales. the manner in which that business is conducted, based on the criteria
    • interest at acquisition-date fair value,
  • recorded within "Revenues" after netting off sales and purchases. C gains or losses from disposals of investments which result in a
  • recognized based on the net amount. C "Other non-recurring items" notably include capital gains and losses on disposals of non-current assets and available-for-sale securities.

The consolidated statement of cash flows is prepared using the indirect

"Interest received on non-current financial assets" is classified within and branches, except if the Group is able to control the timing of the investing activities because it represents a return on investments. reversal of the temporary difference and it is probable that the temporary "Interest received on cash and cash equivalents" is shown as a difference will not reverse in the foreseeable future. component of financing activities because the interest can be used to Net balances of deferred taxes are calculated based on the tax position reduce borrowing costs. This classification is consistent with the of each company or on the total income of companies included within Group's internal organization, where debt and cash are managed

As impairment losses on current assets are considered to be definitive

Cash flows relating to the payment of income tax are presented on a recovering deferred tax assets arising from deductible temporary separate line. differences.

1.4.19 Income tax expense

The Group computes taxes in accordance with prevailing tax legislation perpetual notes are recognised in profit or loss. in the countries where income is taxable.

In accordance with IAS 12, deferred taxes are recognized according to 1.4.20 Earnings per share the liability method on temporary differences between the carrying Basic earnings per share are calculated by dividing net income Group amounts of assets and liabilities in the consolidated financial statements share for the year by the weighted average number of ordinary shares and their tax bases, using tax rates that have been enacted or outstanding during the year. The average number of ordinary shares substantively enacted by the reporting date. However, under the outstanding during the year is the number of ordinary shares provisions of IAS 12, no deferred tax is recognized for temporary outstanding at the beginning of the year, adjusted by the number of differences arising from goodwill for which impairment losses are not ordinary shares bought back or issued during the year. deductible for tax purposes, or from the initial recognition of an asset or liability in a transaction which (i) is not a business combination and (ii) at The weighted average number of shares and basic earnings per share the time of the transaction, affects neither accounting income nor are adjusted to take into account the impact of the conversion or taxable income. In addition, deferred tax assets are only recognized to exercise of any dilutive potential ordinary shares (options, warrants and the extent that it is probable that taxable income will be available against convertible bonds, etc.). which the deductible temporary differences can be utilized.

1.4.18 Consolidated statement of cash flows Temporary differences arising on restatements of finance leases result in the recognition of deferred taxes.

A deferred tax liability is recognized for all taxable temporary differences method starting from net income. associated with investments in subsidiaries, associates, joint ventures

the relevant consolidated tax group, and are presented in assets or centrally by the treasury department. liabilities for their net amount per tax entity.

Deferred taxes are reviewed at each reporting date to take into account losses, changes in current assets are presented net of impairment. factors including the impact of changes in tax laws and the prospects of

Deferred tax assets and liabilities are not discounted.

Tax effects relating to coupon payments on deeply-subordinated

NOTE 2 Main subsidiaries at December 31, 2015

method and "NC" indicates non-consolidated entities. December 31, 2015

The list of main subsidiaries presented below was determined, as functions which report to management teams of different business lines. regards operating entities, based on their contribution to Group In the following tables, these operating activities and headquarters revenues, EBITDA and net debt. The main equity-accounted functions are shown under ENGIE SA (*) within the respective business investments (associates and joint ventures) are presented in Note 3 lines. "Investments in entities accounted for using the equity method".

2.1 List of main subsidiaries at "FC" indicates the full consolidation method, "EM" designates the equity

ENGIE SA comprises both operating activities and headquarters

ENERGY INTERNATIONAL BUSINESS LINE
% interest Consolidation method
Company name Activity Country Dec. 31, 2015 Dec. 31, 2014 Dec. 31, 2015 Dec. 31, 2014
E-CL Group Electricity generation Chile 52.8 52.8 FC FC
Enersur Electricity generation Peru 61.8 61.8 FC FC
Tractebel Energia Group Electricity distribution and
generation
Brazil 68.7 68.7 FC FC
GLOW Group Electricity distribution and
generation
Thailand 69.1 69.1 FC FC
Hazelwood Power Partnership Electricity generation Australia 72.0 72.0 FC FC
Loy Yang B Consolidated Electricity generation Australia 70.0 70.0 FC FC
Simply Energy Energy sales Australia 72.0 72.0 FC FC
GDF SUEZ Energy Generation North
America Group
Electricity generation United States 100.0 100.0 FC FC
ENGIE Gas & LNG LLC Group Natural gas/LNG United States 100.0 100.0 FC FC
GDF SUEZ Energy Resources North
America Group
Energy sales United States 100.0 100.0 FC FC
First Hydro Holdings Company Electricity generation United
Kingdom
75.0 75.0 FC FC
Rugeley Power Limited Electricity generation United
Kingdom
75.0 75.0 FC FC
Saltend Electricity generation United
Kingdom
75.0 75.0 FC FC
Baymina Enerji A.S. Electricity generation Turkey 95.0 95.0 FC FC
GDF SUEZ Energy UK Retail Energy sales United
Kingdom
100.0 100.0 FC FC
International Power plc Energy International
business line
headquarters
United
Kingdom
100.0 100.0 FC FC

ENERGY EUROPE BUSINESS LINE

% interest Consolidation method
Company name Activity Country Dec. 31, 2015 Dec. 31, 2014 Dec. 31, 2015 Dec. 31, 2014
GDF SUEZ Energy Deutschland AG Electricity
generation/Energy sales
Germany 100.0 100.0 FC FC
Electrabel SA Electricity generation Belgium/France 100.0 100.0 FC FC
Electrabel Customer Solutions Energy sales Belgium 100.0 98.8 FC FC
Synatom Managing provisions
relating to power plants
and nuclear fuel
Belgium 100.0 100.0 FC FC
ENGIE Energie Nederland N.V. Electricity
generation/Energy sales
Netherlands 100.0 100.0 FC FC
GDF SUEZ Trading Energy management
trading
France/Belgium 100.0 100.0 FC FC
GDF SUEZ Energy Management
Trading
Energy management
trading
France/Belgium/
Italy
100.0 100.0 FC FC
Compagnie Nationale du Rhône Electricity generation France 49.9 49.9 FC FC
ENGIE SA (*) Energy management
trading/Energy sales
France 100.0 100.0 FC FC
GDF SUEZ Cartagena Energia Electricity generation Spain 100.0 100.0 FC FC
GDF SUEZ Energia Italia Spa Electricity generation Italy 100.0 100.0 FC FC
ENGIE Energia Polska SA Electricity generation Poland 100.0 100.0 FC FC
GDF SUEZ Energy Romania SA Natural gas
distribution/Energy sales
Romania 51.0 51.0 FC FC

GLOBAL GAS & LNG BUSINESS LINE

% interest Consolidation method
Company name Activity Country Dec. 31, 2015 Dec. 31, 2014 Dec. 31, 2015 Dec. 31, 2014
ENGIE E&P International Group Exploration-production France and
other
countries
70.0 70.0 FC FC
ENGIE E&P International Holding company -
parent company
France 70.0 70.0 FC FC
GDF SUEZ E&P Nederland B.V. Exploration-production Netherlands 70.0 70.0 FC FC
GDF SUEZ E&P Deutschland GmbH Exploration-production Germany 70.0 70.0 FC FC
GDF SUEZ E&P Norge AS Exploration-production Norway 70.0 70.0 FC FC
GDF SUEZ E&P UK Ltd. Exploration-production United
Kingdom
70.0 70.0 FC FC
Gaztransport & Technigaz (GTT) Engineering France 40.4 40.4 FC FC
ENGIE SA (*) LNG/Global Gas & LNG
business line
headquarters
France 100.0 100.0 FC FC

INFRASTRUCTURES BUSINESS LINE

% interest Consolidation method
Company name Activity Country Dec. 31, 2015 Dec. 31, 2014 Dec. 31, 2015 Dec. 31, 2014
Elengy LNG terminals France 100.0 100.0 FC FC
Fosmax LNG LNG terminals France 72.5 72.5 FC FC
GRDF Natural gas distribution France 100.0 100.0 FC FC
GRTgaz Group Natural gas transportation France 74.7 75.0 FC FC
Storengy Deutschland GmbH Underground natural gas
storage
Germany 100.0 100.0 FC FC
Storengy SA Underground natural gas
storage
France 100.0 100.0 FC FC

NOTE 2 MAIN SUBSIDIARIES AT DECEMBER 31, 2015

ENERGY SERVICES BUSINESS LINE

% interest Consolidation method
Company name Activity Country Dec. 31, 2015 Dec. 31, 2014 Dec. 31, 2015 Dec. 31, 2014
Cofely Fabricom SA Systems, facilities and
maintenance services
Belgium 100.0 100.0 FC FC
Cofely Services SA Energy services Belgium 100.0 100.0 FC FC
Cofely Nederland N.V. Energy services Netherlands 100.0 100.0 FC FC
Axima Concept Systems, facilities and
maintenance services
France 100.0 100.0 FC FC
Endel Group Systems, facilities and
maintenance services
France 100.0 100.0 FC FC
INEO Group Systems, facilities and
maintenance services
France 100.0 100.0 FC FC III
Tractebel Engineering Engineering Belgium 100.0 100.0 FC FC
Ecova Energy services United States 100.0 100.0 FC FC
Cofely Italia Spa Group Energy services Italy 100.0 100.0 FC FC
Cofely UK Ltd. Energy services United
Kingdom
100.0 100.0 FC FC
Cofely Workplace Limited Energy services United
Kingdom
100.0 100.0 FC FC
Cofely Réseaux Group Urban heating networks France 100.0 100.0 FC FC
CPCU Urban heating networks France 64.4 64.4 FC FC

OTHER BUSINESS LINE

% interest Consolidation method
Company name Activity Country Dec. 31, 2015 Dec. 31, 2014 Dec. 31, 2015 Dec. 31, 2014
ENGIE SA (*) Holding company -
parent company
France 100.0 100.0 FC FC
ENGIE CC Central functions Belgium 100.0 100.0 FC FC
ENGIE FINANCE SA Financial subsidiaries France 100.0 100.0 FC FC
Solairedirect Electricity generation France 96.6 - FC NC

2.2 Significant judgments exercised when shareholder agreement provides that certain investment decisions

The Group primarily considers the following information and criteria ENGIE considered that it continued to control ENGIE E&P, as the rights

  • undertaking exploration-production activities. represented in the governing bodies, majority, veto rights;
  • GRTgaz (Infrastructures): 74.7% C whether substantive or protective rights are granted to shareholders, particularly in relation to the entity's relevant activities;
  • C the consequences of a "deadlock" clause;
  • C whether the Group is exposed, or has rights, to variable returns from Consignations (CDC), which owns 24.9% of the share capital of

described below. – CRE). As a regulated activity, GRTgaz has a dominant position on the

GRTgaz duties to control the proper functioning of the gas markets in France, (74.7%) sub-groups.

On October 31, 2011, ENGIE and China Investment Corporation (CIC) exercises control over GRTgaz in view of its current ability to appoint the signed a partnership agreement for the acquisition by CIC of a 30% majority of the members of the Board of Directors and take decisions stake in the Group's exploration-production activities (ENGIE E&P). The

relating to major development projects require a unanimous decision assessing control from the two shareholders, after a consultation period.

when determining whether it has control over an entity: granted to CIC represent minority protective rights, regarding in particular the risks to which all shareholders are exposed when C governance arrangements: voting rights and whether the Group is

In addition to the analysis of the shareholder agreement with Société d'Infrastructures Gazières, a subsidiary of Caisse des Dépôts et its involvement with the entity. GRTgaz, the Group also assessed the rights granted to the French The Group Energy Regulatory Commission (Commission de régulation de l'énergie exercised its judgment regarding the entities and sub-groups gas transportation market in France. Accordingly, since the transposition Entities in which the Group has the majority of of the Third European Directive of July 13, 2009 into French law (Energy Code of May 9, 2011), GRTgaz has been subject to independence rules the voting rights as concerns its directors and senior management team. The French This Energy Code confers certain powers on the CRE in the context of its category mainly comprises the ENGIE E&P International (70%) and including the one consisting in verifying the independence of the ENGIE E&P International (Global Gas & LNG): 70% members of the Board of Directors and senior management and assessing its choice of investments. The Group considers that it

NOTE 2 MAIN SUBSIDIARIES AT DECEMBER 31, 2015

about the relevant activities, especially in terms of the level of investment Compagnie Nationale du Rhône ("CNR" – Energy and planned financing. Europe): 49.98%

In the entities in which the Group does not have the majority of the public ownership, the Group is unable to hold more than 50% of the voting rights, judgment is exercised with regard to the following items, in share capital of CNR. However, the Group considers that it exercises de

  • C dispersion of shareholding structure: number of voting rights held by shareholders' meetings due to the widely dispersed shareholding other vote holders and their dispersion; acting in concert.
  • Gaztransport & Technigaz ("GTT" Global Gas & LNG): C voting patterns at shareholders' meetings: the percentages of voting rights exercised by the Group at shareholders' meetings in recent years; 40.4%

The main fully consolidated entities in which the Group does not have the widely dispersed shareholding structure and the absence of the majority of the voting rights are Compagnie Nationale du Rhône evidence of minority shareholders acting in concert, ENGIE considers

The Group holds 49.98% of the share capital of CNR, with CDC holding Entities in which the Group does not have the 33.2%, and the balance (16.82%) being dispersed among around 200 majority of the voting rights local authorities. In view of the current provisions of the French "Murcef" law, under which a majority of CNR's share capital must remain under order to assess whether there is a situation of de facto control: facto control as it holds the majority of the voting rights exercised at the Group relative to the number of rights held respectively by the structure and the absence of evidence of the minority shareholders

Since GTT's initial public offering in February 2014, ENGIE has been the C governance arrangements: representation in the governing body with largest shareholder in that company with a 40.4% stake (see strategic and operational decision-making power over the relevant Note 4.4.1). The free float represented around 49% of the share capital activities, as well as the rules for appointing key management at December 31, 2015. The Group considers that it exercises de facto personnel; control over GTT. Indeed, at the time of its stock market listing, ENGIE C contractual relationships and material transactions. held the majority of the seats on the Board of Directors and, in view of (49.98%) and Gaztransport & Technigaz (40.4%). that it will have the majority of the voting rights exercised at forthcoming shareholders' meetings.

NOTE 2 MAIN SUBSIDIARIES AT DECEMBER 31, 2015

2.3 Subsidiaries with material non-controlling interests

The following table shows the non-controlling interests in Group entities that are deemed to be material, the respective contributions to equity and net income at December 31, 2015 and December 31, 2014, as well as the dividends paid to non-controlling interests of these significant subsidiaries:

Percentage interest
of non-controlling
interests
Net income/(loss) of
non-controlling
interests
Equity of
non-controlling
interests
Dividends paid to
non-controlling
interests
In millions of euros Activity Dec. 31,
2015
Dec. 31,
2014
Dec. 31,
2015
Dec. 31,
2014
Dec. 31,
2015
Dec. 31,
2014
Dec. 31,
2015
Dec. 31,
2014
GRTgaz Group
(Infrastructures, France)
Regulated gas
transportation activities
in France
25.3 25.0 86 91 945 938 91 70
ENGIE E&P International
Group (Global Gaz &
LNG, France and other
countries) (1)
Portfolio of
exploration-production
assets and oil and gas
field operation assets
30.0 30.0 (641) 80 363 940 22 171
E-CL Group (BEI, Chile) (2) Electricity generation -
thermal power plants
47.2 47.2 45 15 838 741 26 34
GLOW Group (BEI,
Thailand) (2)
Electricity distribution
and generation -
hydroelectric, wind and
thermal power plants
30.9 30.9 107 109 566 490 71 57
Tractebel Energia Group
(BEI, Brazil) (2)
Electricity distribution
and generation
31.3 31.3 130 142 507 557 68 107
GDF SUEZ Energy
Romania (BEE, Romania)
Distribution of natural
gas/Energy sales
49.0 49.0 44 50 433 418 22 31
Other subsidiaries with non-controlling interests (267) 184 2,020 2,348 183 290
TOTAL (496) 669 5,672 6,432 482 761

(1) The main subsidiaries of the ENGIE E&P International group are shown in Note 2.1.

(2) The E-CL, GLOW and Tractebel Energia groups are listed on the stock markets in their respective countries. The non-controlling interests in the E-CL and Tractebel Energia groups correspond to the free float.

2.3.1 Condensed financial information on subsidiaries with material non-controlling interests

The condensed financial information concerning these subsidiaries presented in the table below is based on a 100% interest, and is shown before intragroup eliminations.

ENGIE E&P
International Tractebel Energia GDF SUEZ Energy
GRTgaz Group Group E-CL Group GLOW Group Group Romania
In millions of euros Dec. 31,
2015
Dec. 31,
2014
Dec. 31,
2015
Dec. 31,
2014
Dec. 31,
2015
Dec. 31,
2014
Dec. 31,
2015
Dec. 31,
2014
Dec. 31,
2015
Dec. 31,
2014
Dec. 31,
2015
Dec. 31,
2014
Income statement
Revenues 1,956 2,051 2,406 2,863 1,033 933 1,679 1,681 1,750 2,017 975 951
Net income/(loss) 342 363 (2,136) 246 86 24 271 260 415 454 90 101
Net income/(loss)
Group share
255 272 (1,495) 166 41 9 164 152 285 311 46 52
Other comprehensive
income/(loss) – Owners
of the parent
1 (72) 200 41 78 (2) 44 (7) (249) (6) (4) -
TOTAL
COMPREHENSIVE
INCOME/(LOSS) –
OWNERS OF THE
PARENT
257 200 (1,296) 208 119 7 208 145 36 305 42 51
Statement of
financial position
Current assets 641 557 2,057 2,112 504 554 626 628 1,103 1,021 391 408
Non-current assets 8,966 8,855 4,639 7,042 2,435 1,970 2,695 2,644 2,449 3,095 757 748
Current liabilities (691) (798) (1,281) (1,302) (248) (170) (419) (493) (730) (619) (172) (219)
Non-current liabilities (5,177) (4,864) (4,367) (4,879) (994) (861) (1,416) (1,483) (1,312) (1,824) (104) (101)
TOTAL EQUITY 3,739 3,750 1,049 2,972 1,697 1,494 1,486 1,297 1,511 1,673 872 836
TOTAL
NON-CONTROLLING
INTERESTS
945 938 363 940 838 741 566 490 507 557 433 418
Statement of cash
flows
Cash flow from
operating activities
925 884 965 956 313 202 522 429 723 589 96 204
Cash flow from (used
in) investing activities
(559) (720) (745) (896) (351) (39) (50) (21) (232) (209) (68) (61)
Cash flow from (used
in) financing activities
(210) (292) (4) (631) (66) (105) (374) (404) (277) (258) (48) (97)
TOTAL CASH FLOW
FOR THE PERIOD (1)
156 (128) 216 (571) (105) 57 99 3 214 122 (21) 47

(1) Excluding effects of changes in exchange rates and other.

2.3.2 Other information on material non-controlling interests

The main transactions with non-controlling interests concern the repurchase in 2014 of interests in Electrabel Customer Solutions held by the public sector in Flanders (see Note 4 "Main changes in Group structure").

NOTE 3 INVESTMENTS IN ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD

NOTE 3 Investments in entities accounted for using the equity method

The respective contributions of associates and joint ventures in the statement of financial position at December 31, 2015 and December 31, 2014, and in the income statement and statement of comprehensive income for the years then ended, are as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Statement of financial position
Investments in associates 5,157 5,191
Investments in joint ventures 1,820 1,864
INVESTMENTS IN ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD 6,977 7,055
Income statement
Share in net income/(loss) of associates 338 196
Share in net income/(loss) of joint ventures 135 246
SHARE IN NET INCOME OF ENTITIES ACCOUNTED FOR USING THE EQUITY
METHOD
473 441
Statement of comprehensive income
Share of associates in "Other comprehensive income/(loss)" (195) (98)
Share of joint ventures in "Other comprehensive income/(loss)" - (23)
SHARE OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD IN "OTHER
COMPREHENSIVE INCOME/(LOSS)"
(195) (121)

The Group primarily considers the following information and criteria in consent of two or more parties sharing control. determining whether it has joint control or significant influence over an SUEZ Environnement (33.7%) entity:

  • C governance arrangements: whether the Group is represented in the With effect from July 22, 2013, the date on which the SUEZ
  • C whether substantive or protective rights are granted to shareholders, controls SUEZ Environnement but exercises significant influence over

that significantly affect the returns of the entity);

  • C the consequences of a "deadlock" clause; an arm's length basis.
  • C whether the Group is exposed, or has rights, to variable returns from

This can also involve analyzing the Group's contractual relations with of less than 20% the entity, and in particular the conditions in which contracts are Cameron Holding LNG LLC (16.6%) entered into, contract terms and the management of any conflicts of interest that may arise when the entity's governing body casts votes.

The Group exercised its judgment regarding the following entities and Mitsubishi (16.6%) and Mitsui (16.6%) to develop the Cameron LNG

Project management entities in the Middle East

method to be applied to these project management entities concerned begun on the project and the facility should be operational for the risks and rewards relating to contracts between ENGIE and the commercial purposes as from 2018. entity concerned, as well as an analysis of the residual relevant activities The agreement grants all shareholders the right to participate in all over which the entity retains control after its creation. The Group decisions about the relevant activities, on the basis of qualified considers that it has significant influence or joint control over these majorities. Accordingly, ENGIE has significant influence over this entity, entities, since the decisions taken throughout the term of the project which it has accounted for as an associate. about the relevant activities such as refinancing, or the renewal or

Significant judgments amendment of significant contracts (sales, purchases, operating and maintenance services), require, depending on the case, the unanimous

governing bodies, majority rules, veto rights; Environnement shareholders' agreement expired, ENGIE no longer particularly in relation to the entity's relevant activities. the company. In particular, this is because: a) the Group does not have a majority of members on SUEZ Environnement's Board of Directors; This can be difficult to determine in the case of "project management" b) at Shareholders' Meetings, although SUEZ Environnement's or "one-asset" entities, as certain decisions concerning the relevant shareholder base is fragmented and ENGIE holds a large interest, past activities are made upon the creation of the joint arrangement and voting shows that ENGIE alone did not have the majority at Ordinary and remain valid throughout the project. Accordingly, the decision-making Extraordinary Shareholders' Meetings between 2010 and 2015; and analysis concerns the relevant residual activities of the entity (those c) the operational transition agreements (essentially relating to a framework agreement governing purchases and IT) were entered into on

Associates in which the Group holds an interest its involvement with the entity.

ENGIE entered into a partnership agreement with Sempra (50.2%), sub-groups: project in the United States. Pursuant to these agreements, ENGIE has held a 16.6% stake in the project management entity Cameron Holding LNG LLC since October 1, 2014 and will have a long-term liquefaction The significant judgments made in determining the consolidation capacity of 4 million tonnes per year (mtpa). Construction work has

Joint ventures in which the Group holds an 3.1 Investments in associates interest of more than 50%

ENGIE holds a 60% stake in the Tihama cogeneration plant in Saudi the Group taken individually Arabia and its partner Saudi Oger holds 40%. The Group considers that The table hereafter shows the contribution of each material associate it has joint control over Tihama since the decisions about its relevant along with the aggregate contribution of associates deemed not material activities, including for example preparation of the budget and taken individually, in the consolidated statement of financial position, amendments to major contracts, require the unanimous consent of the

Joint control – difference between joint method" line of the statement of cash flows.

Classifying a joint arrangement requires the Group to use its judgment to line items "Share in net income/(loss) of associates" and "Investments in determine whether the entity in question is a joint venture or a joint associates", the total assets of associates in Group share, and operation. IFRS 11 requires an analysis of "other facts and associates carrying major projects in the study or construction phase for circumstances" when determining the classification of jointly controlled which the related investment commitments are material. entities.

The IFRS Interpretations Committee ("IFRS IC") (November 2014) decided that for an entity to be classified as a joint operation, other facts and circumstances must give rise to direct enforceable rights to the assets, and obligations for the liabilities, of the joint arrangement.

In view of this position and its application to our analyses, the Group has no material joint operations at December 31, 2015.

3.1.1 Contribution of material associates and Tihama (60%) of associates that are not material to

income statement, statement of comprehensive income, and the parties sharing control. "Dividends received from companies accounted for using the equity

ventures and The Group used qualitative and quantitative criteria to determine material joint operations associates. These criteria include the contribution to the consolidated

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3 INVESTMENTS IN ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD

Other
Corporate name Activity Capacity % interest Carrying amount
of investments
in associates
Share in net
income/(loss)
of associates
comprehensive
income/(loss) of
associates
Dividends
received from
associates
In millions of euros 2015 2014 2015 2014 2015 2014 2015 2014 2015 2014
SUEZ Environnement
Group (Other,
Europe/Asia/Latin
America)
Water and
waste
processing
33.70 33.70 1,940 1,996 134 118 (123) 60 118 118
Paiton (BEI,
Indonesia)
power plant Coal-fired 2,035 MW 40.51 40.51 851 726 85 65 - (5) 44 -
Project management
entities in the Middle
East (BEI, Saudi
Arabia, Bahrain,
Qatar, United Arab
Emirates, Oman) (1)
Gas-fired
power plants
and seawater
desalination
facilities
547 459 146 121 (41) (71) 110 82
Energia Sustentável
Do Brasil (BEI, Brazil)
Hydro power 3,750 MW
plant
40.00 40.00 446 676 (76) (165) - (1) - -
Senoko (BEI,
Singapore)
power plants Gas-fired 3,201 MW 30.00 30.00 331 302 8 10 9 (50) - 1
GASAG (BEE,
Germany)
Gas and heat
networks
31.58 31.58 293 295 11 9 (4) (12) 10 18
Cameron (Global Gas
& LNG, United States)
Gas
liquefaction
terminal
16.60 16.60 162 166 (4) (1) (21) (15) - -
Canadian renewable
energy activities (BEI,
Canada)
Wind farm 679 MW 40.00 40.00 159 191 12 12 (3) (7) 25 32
Other investments in
associates that are
not material taken
individually
427 381 22 27 (13) 3 42 55
INVESTMENTS IN
ASSOCIATES
5,157 5,191 338 196 (195) (98) 350 306

(1) Investments in associates operating gas-fired power plants and seawater desalination facilities in the Arabian peninsula have been grouped together under "Project management entities in the Middle East". This includes around 40 associates operating thermal power plants with a total installed capacity of 25,335 MW (at 100%) and a further 3,240 MW (at 100%) in capacity under construction.

These associates have fairly similar business models and joint arrangements: the project management entities selected as a result of a competitive bidding process develop, build and operate power generation plants and seawater desalination facilities. The entire output of these facilities is sold to government-owned companies under power and water purchase agreements, over periods generally spanning from 20 to 30 years.

In accordance with their contractual arrangements, the corresponding plants are recognized as property, plant and equipment or as financial receivables whenever substantially all of the risks and rewards associated with the assets are transferred to the buyer of the output. This treatment complies with IFRIC 4 and IAS 17. The shareholding structure of these entities systematically includes a government-owned company based in the same country as the project management entity. The Group's percent interest and percent voting rights in each of these entities varies between 20% and 50%.

The share in net income/(loss) of associates includes net non-recurring The amounts shown have been determined in accordance with IFRS, income for a total amount of €3 million in 2015 (compared to net before the elimination of intragroup items and after (i) adjustments made non-recurring expenses of €17 million in 2014), mainly including in line with Group accounting policies, and (ii) fair value measurements of changes in the fair value of derivative instruments and disposal gains the assets and liabilities of the associate at the level of ENGIE, as and losses, net of taxes (see Note 10 "Net recurring income Group required by IAS 28. All amounts are presented based on a 100%

share"). interest with the exception of "Total equity attributable to ENGIE".

3.1.2 Financial information regarding material associates

The tables below provide condensed financial information for the Group's main associates.

Net
income/
Other
compre-
hensive
income/
Total
compre
hensive
income/
Current Non-
current
Current Non-
current
Total %
interest
Total equity
attributable
In millions of euros Revenues (loss) (loss) (loss) assets assets liabilities liabilities equity of Group to ENGIE
AT DECEMBER 31, 2015
SUEZ Environnement
Group (1)
15,135 408 58 465 8,039 19,593 9,271 11,555 6,805 33.70 1,940
Paiton 783 210 2 212 486 3,582 381 1,587 2,101 40.51 851
Project management
entities in the Middle East
3,857 605 (239) 366 2,337 23,479 3,702 19,864 2,250 - 547
Energia Sustentável Do
Brasil
570 (191) - (191) 285 4,910 1,380 2,699 1,116 40.00 446
Senoko 1,500 25 29 55 327 2,883 260 1,848 1,103 30.00 331
GASAG 1,054 36 (12) 24 851 1,956 1,674 206 928 31.58 293
Cameron 60 (27) (125) (152) 50 3,287 232 2,129 977 16.60 162
Canadian renewable
energy activities
174 40 (36) 4 68 1,231 69 832 397 40.00 159
AT DECEMBER 31, 2014
SUEZ Environnement
Group (1)
14,324 417 (31) 386 7,863 18,992 9,086 10,773 6,996 33.70 1,996
Paiton 657 161 (54) 107 483 3,260 478 1,473 1,791 40.51 726
Project management
entities in the Middle East
2,957 510 (328) 182 2,254 20,445 3,119 17,706 1,873 - 459
Energia Sustentável Do
Brasil
233 (413) (1) (414) 481 5,897 1,278 3,409 1,690 40.00 676
Senoko 1,976 32 (167) (135) 312 2,944 353 1,895 1,007 30.00 302
GASAG 1,099 30 (39) (9) 969 1,964 1,782 217 934 31.58 295
Cameron 13 (6) (91) (97) 34 1,497 429 104 998 16.60 166
Canadian renewable
energy activities
171 39 (18) 21 86 1,384 70 924 476 40.00 191

(1) The data indicated in the table for SUEZ Environnement correspond to financial information published by SUEZ Environnement. Total SUEZ Environnement equity attributable to the Group amounts to €5,420 million based on the published financial statements of SUEZ Environnement and €5,757 million based on the financial statements of ENGIE. The €337 million difference in these amounts chiefly reflects the fair value measurement of the assets and liabilities of SUEZ Environnement at the date the Group changed its consolidation method (July 22, 2013).

SUEZ Environnement is the only material listed associate. Based on the closing share price at December 31, 2015, the market value of this interest was €3,142 million.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3 INVESTMENTS IN ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD

3.1.3 Transactions between the Group and its associates

The data below set out the impact of transactions with associates on the Group's 2015 consolidated financial statements.

In millions of euros Purchases of
goods and
services
Sales of
goods and
services
Net financial
income
(excluding
dividends)
Trade and
other
receivables
Loans and
receivables at
amortized
cost
Trade and
other
payables
Borrowings
and debt
Project management entities in the
Middle East
- 302 - 9 481 - -
Paiton - - 30 - 211 - -
Contassur (1) - - - 167 - - -
Energia Sustentável Do Brasil 173 - - - 52 - -
Other 17 86 - 4 20 - -
AT DECEMBER 31, 2015 190 388 30 180 764 - -

(1) Contassur is a life insurance company accounted for using the equity method. Contassur offers insurance contracts, chiefly with pension funds that cover post-employment benefit obligations for Group employees and also employees of other companies mainly engaged in regulated activities in the electricity and gas sector in Belgium. Insurance contracts entered into by Contassur represent reimbursement rights recorded within "Other assets" in the statement of financial position. These reimbursement rights totaled €167 million at December 31, 2015 (€176 million at December 31, 2014).

the total assets of joint ventures in Group share, and joint ventures The table below shows the contribution of each material joint venture carrying major projects in the study or construction phase for which the along with the aggregate contribution of joint ventures deemed not material related investment commitments are material. taken individually, to the consolidated statement of financial

3.2 Investments in joint ventures position, income statement, statement of comprehensive income, and the "Dividends received from entities accounted for using the equity method" line of the statement of cash flows.

3.2.1 Contribution of material joint ventures The Group used qualitative and quantitative criteria to determine material and of joint ventures that are not joint ventures. These criteria include the contribution to the lines "Share material to the Group taken individually in net income/(loss) of joint ventures" and "Investments in joint ventures",

Carrying amount
Share in net
of investments
income/(loss) of
Other
comprehensive
Dividends
income/(loss) of
received from
Corporate name Activity Capacity % interest
in joint ventures
joint ventures joint ventures joint ventures
In millions of euros 2015 2014 2015 2014 2015 2014 2015 2014 2015 2014
EcoÉlectrica (BEI,
Puerto Rico)
Combined-cycle
gas-fired power
plant and LNG
terminal
507 MW 50.00 50.00 487 458 31 33 - - 47 17
Portfolio of power
generation assets in
Portugal (BEE,
Portugal)
generation Electricity 3,348 MW 50.00 50.00 388 348 37 45 2 (10) - 15
WSW Energie und
Wasser AG (BEE,
Germany)
Electricity
distribution and
generation
33.10 33.10 194 199 1 3 - - 6 7
Megal GmbH
(Infrastuctures,
Germany)
Gas
transmission
network
49.00 49.00 112 122 4 7 - - 23 14
Tihama Power
Generation Co (BEI,
Saudi Arabia)
generation Electricity 1,595 MW 60.00 60.00 104 72 30 5 4 - 11 3
Maia Eolis (BEE,
France)
Wind farm 252 MW 49.00 49.00 96 97 (1) - - - - -
Oyster Creek (BEI,
United States)
Gas-fired
power plant
393 MW 50.00 50.00 30 29 7 44 (2) (1) 10 93
NELP (BEI, United
States) (1)
Gas-fired
power plants
615 MW 50.00 50.00 - 145 34 59 - - 43 19
Other investments in
joint ventures not
individually significant
409 395 (9) 50 (5) (10) 13 52
INVESTMENTS IN
JOINT VENTURES
1,820 1,864 135 246 - (23) 153 220

(1) At December 31, 2015, the 50% interest in NELP was included in the portfolio of power generation assets in the United States classified as "Assets held for sale" and was therefore recorded under "Assets classified as held for sale". The carrying amount of the group's interest in NELP amounted to €153 million at December 31, 2015.

The share in net income/(loss) of joint ventures includes non-recurring disposal gains and losses, net of tax (see Note 10 "Net recurring income expenses of €15 million in 2015 (non-recurring income of €15 million in Group share"). 2014), resulting chiefly from changes in the fair value of derivatives and

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 3 INVESTMENTS IN ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD

The amounts shown have been determined in accordance with IFRS interest with the exception of "Total equity attributable to ENGIE" in the before the elimination of intragroup items and after (i) adjustments made statement of financial position.

3.2.2 Financial information regarding in line with Group accounting policies, and (ii) fair value measurements of material the assets and liabilities of the joint venture at the level of ENGIE, as joint ventures required by IAS 28. All amounts are presented based on a 100%

INFORMATION ON THE INCOME STATEMENT AND STATEMENT OF COMPREHENSIVE INCOME

In millions of euros Revenues Depreciation and
amortization on
intangible assets
and property, plant
and equipment
Net financial
income/
(loss) (1)
Income
taxe
expense
Net income/
(loss)
Other
comprehensive
income/(loss)
Total
comprehensive
income/(loss)
AT DECEMBER 31, 2015
EcoÉlectrica 320 (72) (5) (3) 62 - 61
Portfolio of power
generation assets in
Portugal
764 (100) (50) (46) 110 9 120
WSW Energie und
Wasser AG
1,091 (13) (7) (12) 5 1 7
Megal GmbH 114 (52) (5) 2 9 - 9
Tihama Power Generation
Co
101 (6) (22) (5) 50 7 57
Maia Eolis 42 (26) (2) 1 (1) 1 (1)
Oyster Creek 24 - (7) - 14 (3) 10
NELP 140 (25) - - 68 - 68
AT DECEMBER 31, 2014
EcoÉlectrica 333 (70) (3) (3) 65 (1) 64
Portfolio of power
generation assets in
Portugal
652 (74) (42) (42) 140 (42) 98
WSW Energie und Wasser
AG
976 (13) (7) (6) 10 1 11
Megal GmbH 112 (50) (9) 5 15 - 15
Tihama Power Generation
Co
71 (5) (16) (1) 9 (1) 8
Maia Eolis 34 (24) (2) 1 (1) (1) (2)
Oyster Creek 144 (28) (3) - 89 (3) 86
NELP 126 (23) (1) - 117 - 117

(1) Interest income is not material.

INFORMATION ON THE STATEMENT OF FINANCIAL POSITION

Other
Cash and Other Non- Other non- % Total equity
cash current current Short-term current Long-term current Total interest attributable
In millions of euros equivalents assets assets borrowings liabilities borrowings liabilities equity of Group to ENGIE
AT DECEMBER 31, 2015
EcoÉlectrica 33 137 998 57 31 75 30 975 50.00 487
Portfolio of power
generation assets in
Portugal (1)
402 258 2,401 519 220 1,203 146 972 50.00 388
WSW Energie und Wasser
AG (2)
21 158 805 60 147 124 93 561 33.10 194
Megal GmbH 17 1 711 84 48 279 90 228 49.00 112
Tihama Power Generation
Co
37 90 702 70 26 543 17 173 60.00 104
Maia Eolis 56 27 314 21 20 120 40 196 49.00 96
Oyster Creek - 178 60 12 5 152 7 61 50.00 30
NELP 4 75 296 - 13 - 58 305 50.00 153
AT DECEMBER 31, 2014
EcoÉlectrica 112 134 923 76 32 118 28 915 50.00 458
Portfolio of power
generation assets in
Portugal (1)
307 594 2,032 603 142 1,130 182 875 50.00 348
WSW Energie und Wasser
AG (2)
48 121 792 46 128 121 94 573 33.10 199
Megal GmbH 14 1 724 106 37 249 97 249 49.00 122
Tihama Power Generation
Co
38 45 626 53 33 486 18 120 60.00 72
Maia Eolis 51 35 313 20 19 123 40 197 49.00 97
Oyster Creek 15 159 54 9 5 149 6 58 50.00 29
NELP 29 79 285 - 29 - 74 290 50.00 145

(1) Equity Group share amounts to €776 million for the Portuguese sub-group. The share of this €776 million attributable to ENGIE is therefore €388 million.

(2) Equity Group share amounts to €549 million for the WSW Energie und Wasser AG sub-group. The share of this €549 million attributable to ENGIE is therefore €182 million. This amount is increased by an additional share of €12 million in respect of a non-controlling interest held directly by ENGIE in a subsidiary of this sub-group (and is therefore not included in the €549 million in equity attributable to the owners of the parent).

3.2.3 Transactions between the Group and its joint ventures

The data below set out the impact of transactions with joint ventures on the 2015 consolidated financial statements.

In millions of euros Purchases of
goods and
services
Sales of
goods and
services
Net financial
income
(excluding
dividends)
Trade and
other
receivables
Loans and
receivables at
amortized
cost
Trade and
other
payables
Borrowings
and debt
EcoÉlectrica - 138 - - - - -
WSW Energie und Wasser AG 23 51 - 28 - 1 -
Energieversorgung Gera GmbH 6 36 - 9 - - -
Megal GmbH 65 - - - - - -
Futures Energies Investissements
Holding
- - 2 - 80 - -
Other 27 27 1 14 109 4 -
AT DECEMBER 31, 2015 121 252 3 51 189 5 -

NOTE 3 INVESTMENTS IN ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD

3.3.1 Unrecognized share of losses of (€87 million);

Cumulative unrecognized losses of associates (corresponding to the At December 31, 2015, the amount of loans granted by Banco cumulative amount of losses exceeding the carrying amount of Nacional de Desenvolvimento Econômico e Social, the Brazilian investments in the associates concerned) including other comprehensive Development Bank, to Energia Sustentável do Brasil amounted to income/(loss), amounted to €326 million in 2015 (€298 million in 2014). Unrecognized BRL. 11,300 million (€2,659 million). Each partner stands as losses relating to financial year 2015 amounted to

These unrecognized losses mainly correspond to (i) the negative fair C the project management entities in the Middle East and Africa, for an value of derivative instruments designated as interest rate hedges aggregate amount of €1,579 million. ("Other comprehensive income/(loss)") contracted by associates in the Middle East in connection with the financing of construction projects for Commitments and guarantees given by the Group in respect of these power generation and seawater desalination plants, and (ii) cumulative project management entities chiefly correspond to:

3.3.2 Commitments and guarantees given by These commitments only concern entities acting as holding the Group in respect of entities companies for projects in the construction phase,

the Group in respect of entities accounted for using the equity method certain level of cash within the company (usually enough to

C Cameron LNG for an aggregate amount of USD 1,733 million when the financing is without recourse. This level of cash may (€1,592 million). be replaced by letters of credit,

Commitments and guarantees given by the Group in respect of this C collateral given to lenders in the form of pledged shares in the

€378 million, C a capital contribution commitment for USD 408 million

  • 3.3 Other information on investments C a performance bond for USD 1,230 million (€1,130 million), designed to guarantee the lenders against any risk of accounted for using the equity non-payment in the event that the project cannot be method completed or enter into operation;
  • C miscellaneous guarantees for a total amount of USD 95 million
  • associates and joint ventures C Energia Sustentável do Brasil ("Jirau") for an aggregate amount of BRL. 4,520 million (€1,064 million).

III guarantor for this debt to the extent of its ownership interest in the €28 million. consortium;

losses arising on the joint venture Tirreno Power. C an equity contribution commitment (capital/subordinated debt) for €552 million.

  • accounted for using the equity method C letters of credit to guarantee debt service reserve accounts for an aggregate amount of €213 million. The project financing set At December 31, 2015, the main commitments and guarantees given by up in certain entities can require those entities to maintain a concern the following three companies and groups of companies: service its debt for six months). This is particularly the case
  • associate correspond project management entities, for an aggregate amount of to:
    • C performance bonds and other guarantees for an amount of (€375 million), €436 million.

NOTE 4 Main changes in Group structure

4.1 Assets held for sale

Total "Assets classified as held for sale" and total "Liabilities directly The main categories of assets and liabilities reclassified on these two associated with assets classified as held for sale" amounted to lines of the statement of financial position are detailed below: €4,607 million and €699 million, respectively, at December 31, 2015.

In millions of euros Dec. 31, 2015
Property, plant and equipment and intangible assets, net 4,139
Other assets 468
TOTAL ASSETS CLASSIFIED AS HELD FOR SALE 4,607
Borrowings and debt 244
Other liabilities 455
TOTAL LIABILITIES DIRECTLY ASSOCIATED WITH ASSETS CLASSIFIED AS HELD FOR SALE 699

At December 31, 2015, assets held for sale only included the portfolio of 4.2 Acquisition of Solairedirect merchant power generation assets in the United States (Energy International). On September 3, 2015, the Group finalized its acquisition of a 96.55%

At December 31, 2015, the Group considered that the sale of its contracts. portfolio of merchant power generation assets in the United States was The Group invested a total of €334 million in the following transactions highly probable in view of progress made in the divestiture process and, carried out on September 3, 2015: as a result, classified the portfolio as "Assets held for sale".

C the acquisition of 94.16% of Solairedirect's shares as well as all the The portfolio includes 31 power plants with a total net capacity of share subscription warrants held by the company's executive 9.9 GW and two gas transmission assets operating in Ercot, PJM and management for a total of €177 million; New England. As the carrying amount of these assets held for sale was €1,111 million greater than the expected sale price, the Group C a simultaneous subscription to a reserved share capital increase for recognized an impairment loss, of which €911 million against the entire €130 million, increasing the Group's interest in Solairedirect to goodwill allocated to the portfolio of assets held 96.55%; for sale, and €200 million against property, plant and equipment and intangible C the transaction also includes price adjustment clauses subject to the

Their classification as acquisition. At the acquisition date, the fair value of these clauses, "Assets held for sale" decreased net debt by

At December 31, 2015, the aggregate amount of recyclable items of Solairedirect has been fully consolidated since its acquisition date of comprehensive income relating to this portfolio of assets totaled €559 million and mainly corresponded to positive foreign currency September 3. Provisional goodwill of €123 million was recorded in respect of this acquisition at December 31, 2015 and the purchase price translation reserves.

stake in Solairedirect, which develops, builds and operates photovoltaic Portfolio of merchant power generation assets facilities under service contracts. Solairedirect operates production facilities generating some 490 MW, of which 60 MW is generated at in the United States directly-operated sites and 430 MW under operations and maintenance

  • assets of the same portfolio. achievement of operating targets during the two years following the €193 million at December 31, 2015. estimated at €28 million, was included in Solairedirect's purchase price.

allocation will be finalized in 2016.

This transaction had a negative net impact of €139 million on the Group's statement of cash flows at the acquisition date and corresponds to €177 million in consideration paid less €38 million in cash and cash equivalents acquired.

Solairedirect's impact on ENGIE's 2015 consolidated financial statements is not material.

the date of the settlement and delivery of the shares. in consolidation methods in 2015

applied to Solféa

On December 21, 2015, the Group and BNP Paribas approved an 4.4.2 Transactions and changes in addendum to the shareholders' agreement for Solféa, in which they consolidation methods relating to the respectively hold a 55% and 45% stake, resulting in the Group's loss of electricity and natural gas distribution control. As of this date, the Group's interest in Solféa is consolidated and commercialization sectors in using the equity method. Belgium

This change in the consolidation method reduced the Group's 4.4.2.1 Sale of interest in mixed inter-municipal III consolidated net debt by €539 million. This joint venture's carrying

non-controlling interests in Electrabel The revaluation gain resulting from the change in consolidation method Customer Solutions was not material.

4.3.2 Other transactions in 2015 the two following transactions with the Flemish public authorities:

in 2015, notably the acquisition in the Energy Services business line of Flanders to the public sector for a total of €911 million. The capital Desa Australia and TSC Group Services in Australia, IMA in Chile, Nexilis gains generated on the sale of these available-for-sale securities, in France and Vandewalle in Belgium as well as the sale in the Energy which amounted to €323 million, were presented under "Other Europe business line of GDF SUEZ Energia Magyarország Zrt. in non-recurring items" within "Income/(loss) from operating activities" in Hungary. Their individual and cumulative impact on the Group's financial the 2014 consolidated income statement; statements is not material.

4.4 Main changes in Group structure

deduction from shareholders' equity. following its initial public offering (IPO)

4.4.2.2 Investments in the Walloon distribution The shareholders of Gaztransport & Technigaz (GTT), a French engineering company specialized in cryogenic membrane confinement network operator technology for the transportation of LNG, listed the shares of the company on the stock market on February 27, 2014 at a price of €46 per share. Prior to this transaction, the company's share capital was Wallonia's sole distribution network operator formed in late 2013, and held by ENGIE (40%), Total (30%) and the Hellman & Friedman recognizes its 25% interest in the operator under "Available-for-sale investment fund (30%). ENGIE recognized its 40% interest in GTT as an securities". In accordance with the applicable standards, the residual associate accounted for using the equity method.

Following the IPO, ENGIE held nearly 40.4% of GTT. In light of the Group to record a revaluation gain of €174 million under "Changes in dispersion of the shareholding structure and ENGIE's ability to control scope of consolidation" within "Income/(loss) from operating activities" in GTT's key decisions, the Group considered that it now exercised de the 2014 consolidated income statement. facto control over this company. GTT has therefore been fully

4.3 Other transactions and changes consolidated in the Group's financial statements since March 3, 2014,

The 40% interest previously held in GTT was revalued at €688 million 4.3.1 Change in the consolidation method based on the closing price at March 3, 2014, i.e. €46.50 per share. This revaluation resulted in a revaluation gain of €359 million.

amount was €7 million at December 31, 2015. companies in Flanders and repurchase of

On December 29, 2014, via its subsidiary Electrabel, the Group finalized

  • C Electrabel sold its entire residual 30% interest in seven mixed Various other acquisitions, equity transactions and disposals took place inter-municipal electricity and gas distribution network operators in
  • C at the same time, Electrabel acquired the non-controlling interests held by the Flemish public authorities in Electrabel Customer Solutions (ECS), the Group subsidiary in charge of the sale of gas and electricity to residential and non-residential customers in Belgium, for in 2014 a total of €101 million. As the transaction was carried out between owners, the €108 million difference between the purchase price and 4.4.1 Acquisition of control over GTT the carrying amount of the interest acquired was recognized as a

As a result of governance measures carried out, since June 26, 2014 the Group no longer has significant influence over Ores Assets, interest was recognized at fair value on June 26, 2014, which led the

4.4.3 Disposals carried out in 2014

Disposals carried out in 2014 resulted in the recognition of a cumulative income statement) and in a reduction of net debt by €3,231 million gain amounting to €593 million at December 31, 2014 (of which compared to December 31, 2013. €233 million is presented under "Changes in scope of consolidation" and €360 million under "Other non-recurring items" in the consolidated

Decrease in net debt
(385)
(318)
(67)
(2,196)
(911)
(771)
(153)
(239)
(122)
(650)
(3,231)

NOTE 5 Segment information

The operating segments presented below reflect the segments used by Energy Services business line: these subsidiaries design and the Group's Management Committee to allocate resources to the implement environmental and energy efficiency solutions through segments and assess their performance. No operating segments have multi-technical services in the fields of engineering, installations, and been aggregated. The Group's Management Committee is the Group's energy services. "chief operating decision maker" within the meaning of IFRS 8.

Until December 31, 2015, the Group is organized around the following corporate holding companies and entities centralizing the Group's five operating segments: Energy International, Energy Europe, financing requirements, contributions in Solairedirect activities and in the

Energy International business line (BEI): subsidiaries in this segment Environnement as an associate. produce and market power in North America, Latin America, The methods used by the Group's Management Committee to Asia-Pacific, the United Kingdom, Turkey and the Middle East. They also recognize and measure these segments for internal reporting purposes distribute and market gas in North America, Latin America, Asia and are the same as those used to prepare the consolidated financial Turkey. The business line is also active in LNG import and regasification statements. EBITDA, industrial capital employed and capital expenditure in North America and Chile and seawater desalination in the Arabian (CAPEX) are reconciled with the consolidated financial statements. peninsula.

Energy Europe business line (BEE) carries out activities involving Global Gas & LNG supply contracts to Energy Europe, concern the electricity production and energy sales in continental Europe. It operates Infrastructures and Energy Europe business lines. the Group's assets in continental Europe in the fields of gas (excluding Services relating to the use by the Energy Europe business line of the infrastructures managed by the Infrastructures business line) and

Global Gas & LNG business line carries out upstream activities of the prices for reservations and use of storage facilities are established by natural gas value chain. In the area of exploration and production, the storage operators and notably based on auctions of available capacity. business line engages in the exploration, development and operation of Due to the variety of its business lines and their geographical location, oil and gas fields. On the LNG chain, the business line manages a the Group serves a very diverse range of customer types and situations long-term gas supply contract portfolio and interests in liquefaction (industry, local authorities and individual customers). Accordingly, no facilities, operates an LNG fleet, and owns regasification capacities in external customer represents individually 10% or more of the Group's LNG terminals. Global Gas & LNG is selling a portion of its LNG supply consolidated revenues. contracts to other Group entities and, in particular, the "Gas Supply"

Infrastructures business line: subsidiaries in this segment operate business units, which mainly correspond to geographic areas. This new

5.1 Operating segments installations, and LNG terminals, essentially in France and Germany. They also sell access rights to these infrastructures to third parties.

The "Other" line presented in the table below includes contributions from Global Gas & LNG, Infrastructures and Energy Services. III Group's activities in China, as well as the contribution of SUEZ

The main relationships between operating segments, other than the

Group's gas infrastructures in France are billed based on regulated fees electricity. applicable to all network users, except for storage infrastructures. The

activity of the Energy Europe business line. In April 2015, ENGIE unveiled its new organization structured into 24 organization is effective at January 1, 2016. 2016 segment information natural gas transportation, storage and distribution networks and will be redefined accordingly.

5.2 Key indicators by operating segment

REVENUES

Dec. 31, 2015 Dec. 31, 2014
In millions of euros External
revenues
Intra-Group
Revenues
Total External
revenues
Intra-Group
Revenues
Total
Energy International 14,534 202 14,737 13,977 1,268 15,245
Energy Europe 32,011 667 32,678 35,158 1,262 36,420
Global Gaz & LNG 4,246 1,747 5,993 6,883 2,668 9,551
Infrastructures 3,055 3,553 6,608 2,994 3,818 6,812
Energy Services 16,001 190 16,190 15,673 201 15,874
Other 36 - 36 - - -
Elimination of internal transactions - (6,360) (6,360) - (9,216) (9,216)
TOTAL REVENUES 69,883 - 69,883 74,686 - 74,686

EBITDA

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Energy International 3,589 3,716
Energy Europe 1,612 2,015
Global Gas & LNG 1,625 2,225
Infrastructures 3,402 3,274
Energy Services 1,227 1,127
Other (194) (225)
TOTAL EBITDA 11,262 12,133

DEPRECIATION AND AMORTIZATION

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Energy International (989) (970)
Energy Europe (1,019) (1,111)
Global Gas & LNG (944) (926)
Infrastructures (1,328) (1,280)
Energy Services (369) (338)
Other (90) (95)
TOTAL DEPRECIATION AND AMORTIZATION (4,740) (4,720)

NOTE 5 SEGMENT INFORMATION

SHARE IN NET INCOME OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Energy International 310 204
Energy Europe (43) 76
Global Gas & LNG 18 31
Infrastructures 7 12
Energy Services 24 1
Other 157 118
Of which share in net income of SUEZ Environnement as an associate 134 118
TOTAL SHARE IN NET INCOME OF ENTITIES ACCOUNTED FOR USING
THE EQUITY METHOD
473 441

CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Energy International 2,596 2,745
Energy Europe 587 908
Global Gas & LNG 535 1,064
Infrastructures 2,072 1,994
Energy Services 854 791
Other (319) (346)
TOTAL CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME
OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD
6,326 7,156

INDUSTRIAL CAPITAL EMPLOYED

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Energy International 16,287 22,041
Energy Europe 12,432 13,993
Global Gas & LNG 3,674 6,052
Infrastructures 19,026 19,148
Energy Services 4,698 4,102
Other 3,782 3,428
Of which SUEZ Environnement equity value 1,974 1,994
TOTAL INDUSTRIAL CAPITAL EMPLOYED 59,899 68,764

CAPITAL EXPENDITURE (CAPEX)

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Energy International 1,693 1,718
Energy Europe 1,461 1,169
Global Gas & LNG 1,059 1,208
Infrastructures 1,534 1,729
Energy Services 838 1,105
Other 655 151
TOTAL CAPITAL EXPENDITURE (CAPEX) 7,240 7,080

5.3 Key indicators by geographic area

The amounts set out below are analyzed by:

  • C destination of products and services sold for revenues;
  • C geographic location of consolidated companies for industrial capital employed.
Revenues Industrial capital employed
In millions of euros Dec. 31, 2015 Dec. 31, 2014 Dec. 31, 2015 Dec. 31, 2014
France 25,066 27,834 29,305 30,963
Belgium 9,067 8,525 2,203 2,907
Other EU countries 18,507 20,516 10,908 10,880
Other European countries 2,103 1,832 735 1,080
North America (1) 4,592 3,829 1,831 6,198
Asia, Middle East & Oceania 6,165 7,404 7,131 8,854
South America 4,076 4,302 7,213 7,268
Africa 306 444 573 613
TOTAL 69,883 74,686 59,899 68,764

(1) The change in industrial capital employed for North America is due to the classification of the portfolio of merchant power generation assets in the United States as assets held for sale (see Note 4.1 "Assets classified as held for sale").

5.4 Reconciliation of indicators with consolidated financial statements

5.4.1 Reconciliation of EBITDA

The bridge between EBITDA and current operating income after share in net income of entities accounted for using the equity method is explained as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME
OF ENTITIES ACCOUNTED FOR USING THE EQUITY METHOD
6,326 7,156
Net amortization and other 4,885 4,956
Share-based payments (IFRS 2) 50 21
EBITDA 11,262 12,133

NOTE 5 SEGMENT INFORMATION

In millions of euros Dec. 31, 2015 Dec. 31, 2014
(+) Property, plant and equipment and intangible assets, net 64,001 71,601
(+) Goodwill 19,024 21,222
(-) Goodwill arising on the Gaz de France - SUEZ merger (1) (6,647) (8,216)
(-) Goodwill arising on the International Power combination (1) (2,036) (2,502)
(+) IFRIC 4 and IFRIC 12 receivables 1,042 1,779
(+) Investments in entities accounted for using the equity method 6,977 7,055
(-) Goodwill arising on the International Power combination (1) (168) (152)
(+) Trade and other receivables, net 19,349 21,558
(-) Margin calls (1, 2) (1,054) (1,257)
(+) Inventories 4,207 4,891
(+) Other current and non-current assets 9,851 10,606
(+) Deferred tax (6,851) (8,071)
(+) Cancellation of deferred tax on other recyclable items (1) (100) (188)
(-) Provisions (18,835) (18,539)
(+) Actuarial gains and losses in shareholders' equity (net of deferred tax) (1) 1,894 2,168
(-) Trade and other payables (17,101) (18,799)
(+) Margin calls (1, 2) 1,476 1,309
(-) Other liabilities (15,128) (15,701)
INDUSTRIAL CAPITAL EMPLOYED 59,899 68,764

5.4.2 Reconciliation of industrial capital employed with items in the statement of financial position

(1) For the purpose of calculating industrial capital employed, the amounts recorded in respect of these items have been adjusted from those appearing in the statement of financial position.

(2) Margin calls included in "Trade and other receivables" and "Trade and other payables" correspond to advances received or paid as part of collateralization agreements set up by the Group to reduce its exposure to counterparty risk on commodities transactions.

5.4.3 Reconciliation of capital expenditure (CAPEX) with items in the statement of cash flows

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Acquisitions of property, plant and equipment and intangible assets 6,459 5,790
Acquisitions of controlling interests in entities, net of cash and cash equivalents acquired 259 340
(+) Cash and cash equivalents acquired 246 208
Acquisitions of investments in entities accounted for using the equity method and joint
operations
241 398
Acquisitions of available-for-sale securities 252 246
Change in loans and receivables originated by the Group and other (245) (8)
(+) Other (1) (2)
Change in ownership interests in controlled entities 42 126
(+) Payments received in respect of the disposal of non-controlling interests (12) (18)
TOTAL CAPITAL EXPENDITURE (CAPEX) 7,240 7,080

NOTE 6 Current operating income

6.1 Revenues

Group revenues break down as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Energy sales 49,455 55,605
Rendering of services 19,712 18,308
Lease and construction contracts 716 773
REVENUES 69,883 74,686

"Lease and construction contracts" mainly include operating lease revenues for €632 million (€692 million in 2014).

6.2 Personnel costs

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Short-term benefits (9,669) (9,303)
Share-based payments (see Note 23) (50) (22)
Costs related to defined benefit plans (see Note 19.3.4) (314) (315)
Costs related to defined contribution plans (see Note 19.4) (134) (139)
PERSONNEL COSTS (10,168) (9,779)

6.3 Depreciation, amortization and provisions

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Depreciation and amortization (see Notes 13 and 14) (4,740) (4,720)
Net change in write-downs of inventories, trade receivables and other assets (208) (249)
Net change in provisions (see Note 18) (59) 172
DEPRECIATION, AMORTIZATION AND PROVISIONS (5,007) (4,797)

At December 31, 2015, depreciation and amortization mainly break down as €737 million for intangible assets and €4,011 million for property, plant and equipment. A breakdown by type of asset is provided in Note 13 "Intangible assets" and Note 14 "Property, plant and equipment", respectively.

NOTE 7 INCOME/(LOSS) FROM OPERATING ACTIVITIES

NOTE 7 Income/(loss) from operating activities

In millions of euros Dec. 31, 2015 Dec. 31, 2014
CURRENT OPERATING INCOME AFTER SHARE IN NET INCOME OF ENTITIES
ACCOUNTED FOR USING THE EQUITY METHOD
6,326 7,156
Mark-to-market on commodity contracts other than trading instruments (261) (298)
Impairment losses (8,748) (1,037)
Restructuring costs (265) (167)
Changes in scope of consolidation (46) 562
Other non-recurring items (248) 353
INCOME/(LOSS) FROM OPERATING ACTIVITIES (3,242) 6,569 III

hedges but not eligible for hedge accounting. contracts other than trading

7.1 Mark-to-market on commodity falling within the scope of IAS 39 and (ii) financial instruments used as

In 2015, this item represents a net loss of €261 million, compared with a partly offset by (ii) a positive net impact of the settlement of positions net loss of €298 million in 2014, and is mainly attributable to changes in over the period with a negative fair value at December 31, 2014. the fair value of (i) electricity and natural gas sale and purchase contracts

instruments This loss is mainly due to (i) a negative price effect related to changes in the forward prices of the underlying commodities during the period,

7.2 Impairment losses

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Impairment losses:
Goodwill (2,628) (82)
Property, plant and equipment and other intangible assets (5,731) (924)
Investments in entities accounted for using the equity method and related provisions (188) -
Financial assets and other (214) (87)
TOTAL IMPAIRMENT LOSSES (8,761) (1,094)
Reversal of impairment losses:
Property, plant and equipment and other intangible assets 7 57
Financial assets 6 -
TOTAL REVERSALS OF IMPAIRMENT LOSSES 13 57
TOTAL (8,748) (1,037)

Net impairment losses of €8,748 million primarily relate to the Global the deferred tax effects and the share of impairment losses attributable Gas and LNG (€4,160 million), Energy International (€3,457 million) and to non-controlling interests, the impact of these impairment losses on Energy Europe (€883 million) business lines. After taking into account net income Group share for 2015 amounts to €6,761 million.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 7 INCOME/(LOSS) FROM OPERATING ACTIVITIES

Impairment losses recognized against goodwill, property, plant and equipment, intangible assets and investments in entities accounted for using the equity method at December 31, 2015 can be analyzed as follows:

Impairment
losses on
Impairment
losses on
property, plant
and equipment
and intangible
Impairment losses on
entities accounted for
using the equity
method and related impairment
Total Valuation Discount
In millions of euros Location goodwill assets provisions losses method rate
Global Gas & LNG goodwill CGU (1,619) (2,541) (4,160) Value-in-use -
DCF
6.5% -
13.5%
Exploration-production
assets
(2,454)
North Sea
(Norway/
Netherlands/
United
Kingdom)
(1,019) Value-in-use - DCF
Germany (634) Value-in-use - DCF
Algeria (268) Value-in-use - DCF
Australia (257) Multiple of reserves
Indonesia (223) Value-in-use - DCF
Egypt (53) Value-in-use - DCF
Exploration and
production licenses
Qatar (87) Fair value
Energy International - North America
goodwill CGU
(927) (405) (1,331)
Portfolio of merchant
power generation assets
United
States
(911) (200) Fair value less costs
to sell
Regasification terminal United
States
(195) Value-in-use - DCF 6.95%
Other (16) (9)
Energy International - Latin America
goodwill CGU
- (54) (188) (242)
Share in a regasification
terminal
Uruguay (188) Fair value
Other property, plant and
equipment and intangible
assets
(54)
Energy International - Asia-Pacific
goodwill CGU
- (1,009) (1,009)
Power plant (1,009) Value-in-use - DCF 7.8%
Energy International - South Asia,
Middle-East and Africa goodwill CGU
(83) (630) (713)
Thermal power plant India (83) (630) 11.85%
Energy United Kingdom - Turkey
goodwill CGU
(151) (151)
Thermal power plant United
Kingdom
(151) Value-in-use - DCF 6.4%
Energy – Central Western Europe
goodwill CGU
(550) (550)
GDF Gaz de France
brand
France (455) Value-in-use - DCF 8.6%
Customer relations
intangible asset
France (95) Value-in-use - DCF 8.6%
Other impairment losses in Europe (194) (194)
Thermal power plant Poland (103) Value-in-use - DCF 8.6%
Thermal power plant Spain (91) Value-in-use - DCF 7.7%
Other impairment losses - (197) - (197)
TOTAL AT DECEMBER 31, 2015 (2,628) (5,731) (188) (8,547)

used is attributable to these significant price effects. in impairment tests

deterioration of the LNG market, mainly (i) the decline in spot market reference to a value-in-use that is calculated based on cash flow prices in Asia to USD 8/MMbBtu in 2015 compared to USD 15/MMbBtu projections drawn from the 2016 budget and from the 2017-2021 in 2014, (ii) the negative effect of the drop in crude oil prices on the medium-term business plan, as approved by the Group Management Brent indexed price portion of long-term LNG sales contracts, and Committee and the Board of Directors, and on extrapolated cash flows

Cash flow projections are drawn up on the basis of macroeconomic and cargo diversion opportunities. These difficult economic conditions assumptions (inflation, exchange rates and growth rates) and price are expected to persist in the medium term, mainly due to increased forecasts resulting from the Group's reference scenario for 2016-2040. LNG volumes on the market resulting from the commissioning of new projections included in the reference scenario were determined on the Yemen LNG facility, which provides the Group with nearly 38 LNG

  • deteriorating security situation near the facility. C forward market prices over the liquidity period for fuel (coal, oil and
  • €378 million. fundamental supply and demand equilibrium models, the results of which are regularly compared against forecasts prepared by external In all, impairment losses recognized against the Global Gas & LNG and CO2 prices, and expected trends in installed capacity and in the income Group share amounts to €3,058 million. technology mix of the production assets within each power

  • C the exploration, development and operation of oil and gas fields. The the Group Management Committee. A terminal value was calculated by Group's main projects and fields are located in Germany, the UK, extrapolating the cash flows beyond that period. Norway, the Netherlands, Algeria and Indonesia;

  • C activities relating to LNG, i.e. the management and sale of a the development or production phase are forecasted over the residual diversified portfolio of long-term supply contracts, interests in life of the underlying proven and probable reserves. liquefaction facilities, operation of an LNG tanker fleet, regasification

these volumes. The total amount of goodwill allocated to this CGU was €1,997 million

are facing particularly difficult market conditions marked by the sharp on these markets. decrease in oil and natural gas prices. Compared to end-2014, spot Brent crude oil and natural gas prices at December 31, 2015 were 36% The projections used for oil and natural gas prices beyond the liquidity and 8% period are in line with the consensus drawn up on the basis of several lower, respectively, and forward market prices for 2016 and 2017 were on average 38% lower for Brent crude oil and 28% lower for external studies. The test is based on the assumption that the Yemen natural gas. In addition, in light of these market conditions as well as the LNG facility will resume its activities. analysis of market fundamentals, the Group significantly lowered its The discount rates applied range between 6.5% and 13.5%, and differ reference scenario for long- and medium-term commodity price primarily in accordance with the risk premiums assigned to the countries projections. The majority of the €2,541 impairment loss recognized in which the Group operates. against production assets, gas fields under development and

7.2.1 Information on cash flow projections exploration-production licenses for the year ended December 31, 2015

LNG activities were also severely impacted by the considerable In most cases, the recoverable value of CGUs is determined by (iii) weaker demand for LNG in Asia and the increase in flexible LNG beyond that time frame. volumes available on the market which had a negative effect on volumes The forecasts that feature in the reference scenario were approved by liquefaction capacities in Australia and in the United States during the III the Group Management Committee in January 2016. The forecasts and 2015-2017 period and weak demand for LNG in Asia. In addition, the basis of the following inputs: cargoes per year, stopped shipping LNG since April 2015 due to the

gas), CO2 and electricity on different markets; In view of the corresponding decrease in the enterprise value, the Group C beyond this period, medium- and long-term energy prices were recorded an impairment loss of €1,619 million against the Global Gas & determined by LNG CGU goodwill. As a result, the CGU's residual goodwill came to the Group based on macroeconomic assumptions and

energy sector specialists. More specifically, medium- and long-term goodwill CGU totaled €4,160 million. After taking into account the electricity prices were determined by the Group using electricity deferred tax effects and the share of write-downs attributable to demand forecasting models, medium- and long-term forecasts of fuel non-controlling interests, the impact of these impairment losses on net

Key assumptions used for impairment tests generation system.

7.2.2 Global Gas & LNG CGU The recoverable amount of the CGU was determined based on (i) the market price for the listed subsidiary GTT, and (ii) the value-in-use for all The Global Gas & LNG CGU brings together the upstream activities of other activities included in the CGU. The value-in-use was calculated the natural gas value chain, including: using the cash flow projections drawn up on the basis of the 2016 budget and 2017-2021 medium-term business plan, as approved by

Beyond that period, cash flows from exploration-production assets in

capacities in LNG terminals and the development and sale of For LNG activities outside GTT, the terminal value in 2021 was cryogenic membrane confinement systems to transport LNG, carried determined by considering extending or renewing the supply contracts out by GTT, the Group's subsidiary specialized in marine engineering. in place at that date until 2060 and by applying a normative margin to

before the impairment test. The main assumptions and key estimates primarily include the discount rates, hydrocarbon price trends, changes in the euro/US dollar Economic conditions and results of the impairment exchange rate, estimates of proven and probable reserves, changes in LNG supply and demand, the date on which the Yemen LNG facility test in 2015 resumes its activities, as well as market forecasts. The values assigned The Group's oil and gas production activities, like other energy players, reflect our best estimates of market prices and expected future trends

NOTE 7 INCOME/(LOSS) FROM OPERATING ACTIVITIES

prices in the Asian markets, the amendments made to the supply generate additional impairment losses of €70 million against contracts and the continuing low gas prices on the North American exploration-production assets and €60 million against Global Gas &

A decrease of 50 basis points in the discount rate used would reduce terminal) of this CGU in 2015. The residual carrying amount of the the impairment losses recognized against exploration-production assets property, plant and equipment of the Everett terminal is not material. in an amount of €70 million and against Global Gas & LNG CGU The value-in-use of this project was calculated based on cash flow goodwill in an amount of €60 million.

A decrease of 10% in the hydrocarbon prices used in was applied. exploration-production activities would generate additional impairment Latin America losses of €530 million against exploration-production assets and €270 million against Global Gas & LNG CGU goodwill.

An increase of 10% in the hydrocarbon prices used in Marubeni commissioned to build an offshore storage and regasification exploration-production activities would reduce the impairment losses LNG terminal within the framework of the Build, Own, Operate and recognized against exploration-production assets in an amount of Transfer (BOOT) contract entered into with Uruguay's state-owned €590 million and against Global Gas & LNG CGU goodwill in an amount company Gas Sayago, acknowledged that it would be impossible to

A one-year postponement agreement in September 2015. Pursuant to this agreement, the joint in the restart of the Yemen LNG liquefaction facility would generate additional impairment losses of €120 million venture transferred all its assets under construction to Gas Sayago and against Global Gas & LNG CGU goodwill. paid the penalty provided for in the performance guarantees.

North America

Asia-Pacific The impairment loss recognized against the North America goodwill CGU Due to the deterioration of its technical performances (unplanned forced totaled €1,331 million and mainly included an impairment loss of outages, poor heat rate) and worsened commodity prices, the Group €1,111 million against a group of assets held for sale and an impairment decided to recognize an impairment loss of €1,009 million against an loss of €195 million against the Everett regasification terminal. These

At December 31, 2015, the Group classified its portfolio of merchant recoverable amount. power generation assets in the United States as assets held for sale (see South Asia, Middle East & Africa Note 4.1 "Assets held for sale"). As the carrying amount of these assets held for sale was €1,111 million greater than the expected sale price, the Group recognized an impairment loss, of which €911 million against the The 700 MW coal-fired power plant under construction within entire goodwill allocated to the portfolio of assets held for sale, and Meenakshi Energy Private Limited, in which the Group holds an 89% €200 million against property, plant and equipment and interest, is facing a number of technical difficulties, delays and cost intangible assets of the same portfolio. overruns. In that context, the Group performed an impairment test on its

covers the import and regasification of liquefied natural gas and its gas goodwill recorded on the acquisition of Meenakshi and the remaining commercialization activities in the North-East of the United States and €630 million against the entity's property, plant and equipment. Puerto Rico. It also comprises the optimization of the flexible volumes of

Sensitivity analyses supply contract by selling cargoes to markets offering the highest profit margins. Due to the significant decrease in liquefied natural gas selling An increase of 50 basis points in the discount rate used would domestic market, the Group recorded an impairment loss of LNG CGU goodwill. €195 million against the property, plant and equipment (Everett LNG

projections drawn up by management, to which a 6.95% discount rate

In Uruguay, GNL Sur, the 50-50 joint venture between ENGIE and of €240 million. continue performing the contract, which was terminated by mutual

As a result, the Group recorded an expense of €188 million relating to 7.2.3 Energy International's assets the write-down of its net investment in the project and the costs relating to the penalty due under the performance guarantees.

asset. The amount of this impairment loss is not sensitive to a change in losses reflect poor market conditions for both electricity and LNG. a key assumption on which was based the determination of the

interest in Meenakshi which resulted in the recognition of a €713 million The CGU, which comprises liquefied natural gas-related activities, impairment loss, of which €83 million was recognized against the

NOTE 7 INCOME/(LOSS) FROM OPERATING ACTIVITIES

gas at regulated sales tariff prices in the B2C segment. As a result, the spreads as well as low capacity income led the Group to record an

The value-in-use of this asset was calculated using the cash flow associated with the historic brand will continue to benefit all B2C sales projections drawn up based on the 2016 budget and 2017-2021 activities for around five years. As a result, the Group performed an medium-term business plan approved by the Group Management impairment test using the "royalty" method on revenues from B2C Committee. Cash flows beyond this period were extrapolated until the France sales activities over a five-year period and applied an 8.6% end of the operating life of the thermal power plant. Key assumptions discount rate. As a result, the Group recognized an impairment loss of used in the impairment test related to expected trends in electricity €455 million against the brand. The brand's residual carrying amount demand, electricity and fuel prices, the carbon floor tax and capacity was €71 million at December 31, 2015. income from 2021. A 50-basis-point increase in the discount rate used The present value of profit forecasts attributable to the B2C customer III would lead to an additional impairment loss totaling €3 million against this thermal power generation asset. A 500-basis-point decrease in the €95 million impairment loss was therefore recorded against this margins captured by the thermal power plant would lead to an additional intangible asset (customer relations in France) at December 31, 2015. impairment loss totaling €34 million.

7.2.4 Energy Europe's assets Other impairment losses in Europe

As a result of the merger with Gaz de France in 2008, the Group Committee. Beyond this period cash flows were extrapolated until the recognized an intangible asset with an indefinite useful life of end of the operating life of each power plant. Key assumptions used in €526 million relating to the GDF Gaz de France brand, as well as an the impairment test relate to capacity rates and methods, expected amortizable intangible asset relating to the value of the B2C France trends in electricity demand and electricity and fuel prices. customer portfolio acquired at the date of the merger. At December 31, 2015, the carrying amount of the portfolio was

In 2015, the value of these assets was impacted by heightened In Poland, the Group forecasted a decrease in the margin captured by competition, resulting in a decrease in operating margins on energy thermal power plants over the long term and accordingly, recorded an sales in France. More specifically, this situation impacted the B2B impairment loss of €103 million in 2015. The discount rate applied was customer segment, in respect of which the Group continued to lose 8.59%. market share in 2015 due to the removal of regulated sales tariffs for business customers at the end of 2015.

To revitalize and streamline its energy sales offer in France, in October 2015 the Group decided to restructure its commercial brands:

United Kingdom & Turkey the ENGIE brand now includes all the gas, electricity and service market offers while "Tarif réglementé gaz GDF SUEZ" is now the brand offering In the United Kingdom in 2015, worsening forecasts for clean spark corporate brand GDF Gaz de France no longer has an indefinite useful impairment loss of €151 million against a thermal power plant. life. However, the Group considers that the advantages and influence

portfolio acquired at the date of the merger amounted to €329 million. A The discount rate applied to these forecasts was 8.6%.

GDF Gaz de France brand and intangible assets The value-in-use of each asset was calculated using the cash flow projections drawn up based on the 2016 budget and the 2017-2021 relating to the "B2C France customer portfolio" medium-term business plan approved by the Group Management

In Spain, an impairment loss of €91 million was recognized against a thermal power plant following the decrease in spark spread forecasts €424 million. and capacity fees. The discount rate applied was 7.65%.

7.2.5 Impairment losses booked in 2014

Impairment losses recognized against goodwill, property, plant and equipment and intangible assets at December 31, 2014 amounted to €1,006 million and can be analyzed as follows:

Impairment losses
Impairment on property, plant Total
In millions of euros Location losses on
goodwill
and equipment and
intangible assets
impairment
losses
Valuation method Discount rate
Global Gas & LNG goodwill CGU - (362) (362) Value-in-use - DCF 8%-15%
Exploration-production assets
in the North Sea
North Sea - (261) - Value-in-use - DCF 9.0%
Other exploration-production
assets/licenses
- (44) -
Other property, plant and
equipment and intangible
assets
- (57) -
Energy UK – Europe goodwill CGU - (226) (226)
Thermal power plants United
Kingdom
- (181) - Value-in-use - DCF 7.2%-8.7%
Wind farm and other
property, plant and
equipment and intangible
assets
United
Kingdom
- (45) - Fair value
Energy – Eastern Europe goodwill CGU (82) (30) (112) Value-in-use - DCF 8.3-12.3%
Property, plant and equipment - (30) - Value-in-use - DCF
Energy – Central Western Europe goodwill
CGU
- (109) (109) Value-in-use - DCF 6.5-9.0%
Thermal power plants Netherlands/
Belgium
- (48) - Value-in-use - DCF 7.4%-8.1%
Other property, plant and
equipment and intangible
assets
- (61) -
Other impairment losses - (197) (197)
TOTAL AT DECEMBER 31, 2014 (82) (924) (1,006)

7.4 Changes in scope of consolidation Including writedowns of financial assets, total impairment losses (net of reversals) for 2014 amounted to €1,037 million. After taking into account the deferred tax effects and the share of impairment losses attributable In 2015, this item amounted to a negative €46 million, and mainly to non-controlling interests, the impact of these impairment losses on comprised the €47 million loss on the sale of GDF SUEZ Energia

7.3 Restructuring costs

Restructuring costs totaling €265 million at December 31, 2015 include €47 million of external costs related to the corporate Group brand change, as well as costs incurred to adapt to economic conditions, of which €110 million for the Energy Services business line and €70 million for the Energy Europe business line.

In 2014, this item amounted to €167 million, and included costs incurred to adapt to economic conditions, of which €70 million for the Energy Services business line and €58 million for the Energy Europe business line.

2014 net income Group share amounted to €655 million. Magiarország Zrt.'s activities in Hungary, of which €40 million in respect of translation adjustments recognized under "Other comprehensive income" recycled to the income statement (see Note 4.3.2).

In 2014, this item amounted to a positive €562 million, and mainly 7.5 Other non-recurring items comprised:

  • C the €174 million revaluation gain relating to the Group's interest in the statement. Walloon distribution network operator following the loss of significant

In 2015, this item comprises a loss of €340 million which corresponds to C the €359 million revaluation gain relating to the 40% interest additional dismantling costs on a power plant, which was partly offset by previously held by the Group in Gaztransport & Technigaz following the €42 million gain on the disposal of Portgas available-for-sale the acquisition of control over the company further to its initial public securities, of which €17 million in respect of changes in fair value offering; recognized in "Other comprehensive income" recycled to the income

In 2014, this caption mainly included the gain on the disposal of the influence, and the recognition of these shares under Group's interest in the mixed inter-municipal companies in Flanders, for "Available-for-sale" securities. an amount of €323 million.

III NOTE 8 Net financial income/(loss)

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Expense Income Total Expense Income Total
Cost of net debt (981) 143 (839) (1,071) 132 (939)
Income from debt restructuring
transactions and from early unwinding
of derivative financial instruments
(276) 154 (122) (460) 239 (221)
Other financial income and expenses (1,156) 570 (586) (1,142) 426 (716)
NET FINANCIAL INCOME/(LOSS) (2,413) 866 (1,547) (2,673) 797 (1,876)

8.1 Cost of net debt

The main items of the cost of net debt break down as follows:

Total
In millions of euros Expense Income Dec. 31, 2015 Dec. 31, 2014
Interest expense on gross debt and hedges (1,151) - (1,151) (1,204)
Foreign exchange gains/losses on borrowings and hedges - 8 8 21
Ineffective portion of derivatives qualified as fair value hedges (8) - (8) (21)
Gains and losses on cash and cash equivalents and financial
assets at fair value through income
- 135 135 111
Capitalized borrowing costs 178 - 178 154
COST OF NET DEBT (981) 143 (839) (939)

The decrease in the cost of net debt is mainly due to the positive impacts of debt financing and restructuring transactions carried out by the Group despite a slight increase in the volume of average debt since 2014 (see Note 15.3.2 "Financial instruments - Main events of the period").

8.2 Income from debt restructuring transactions and from early unwinding of derivative financial instruments

The main effects of debt restructuring break down as follows:

Total
In millions of euros Expense Income Dec. 31, 2015 Dec. 31, 2014
Impact of early unwinding of derivative financial
instruments on income statement
(157) 154 (3) (11)
of which cash payments made on the unwinding of swaps (157) - (157) (249)
of which reversal of the negative fair value of these derivatives
that were settled early
- 154 154 239
Impact of debt restructuring transactions on the income
statement
(119) - (119) (211)
of which early refinancing transactions expenses (119) - (119) (211)
GAINS AND LOSSES ON DEBT RESTRUCTURING
TRANSACTIONS AND ON THE EARLY UNWINDING
OF DERIVATIVE FINANCIAL INSTRUMENTS
(276) 154 (122) (221)

The Group carried out a number of early refinancing transactions (see €635 million. The net impact of these buybacks, and unwinding of Note 15.3.2 "Financial instruments - Main events of the period"), related hedges, resulted in the recognition of an expense of €113 million including several buybacks of bonds with an aggregate par value of in 2015.

8.3 Other financial income and expenses

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Other financial expenses
Change in fair value of derivatives not qualified as hedges (102) (206)
Gains and losses on the dequalification and inefficiency of economic hedges on other
financial items
(2) (1)
Unwinding of discounting adjustments to other long-term provisions (555) (518)
Net interest expense on post-employment benefits and other long-term benefits (127) (153)
Interest on trade and other payables (46) (48)
Other financial expenses (323) (217)
TOTAL (1,156) (1,142)
Other financial income
Income from available-for-sale securities 101 103
Interest income on trade and other receivables 26 21
Interest income on loans and receivables at amortized cost 79 85
Other financial income 364 217
TOTAL 570 426
OTHER FINANCIAL INCOME AND EXPENSES, NET (586) (716)

NOTE 9 Income tax expense

9.1 Actual income tax expense recognized in the income statement

9.1.1 Breakdown of actual income tax expense recognized in the income statement

The income tax expense recognized in the income statement for 2015 amounts to €324 million (€1,586 million in 2014), breaking down as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Current income taxes (1,348) (1,918) III
Deferred taxes 1,024 332
TOTAL INCOME TAX EXPENSE RECOGNIZED IN INCOME (324) (1,586)

9.1.2 Reconciliation of theoretical income tax expense with actual income tax expense

A reconciliation of theoretical income tax expense with the Group's actual income tax expense is presented below:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Net income/(loss) (5,113) 3,106
• Share in net income of entities accounted for using the equity method 473 441
• Income tax expenses (324) (1,586)
Income/(loss) before income tax expense and share in net income
of associates (A)
(5,261) 4,251
Of which French companies (1,439) 186
Of which companies outside France (3,822) 4,065
Statutory income tax rate of the parent company (B) 38.0% 38.0%
THEORETICAL INCOME TAX EXPENSE (C) = (A) × (B) 1,999 (1,615)
Reconciling items between theoretical and actual income tax expense
Difference between statutory tax rate applicable to the parent and statutory tax rate in
force in jurisdictions in France and abroad
(195) 25
Permanent differences (1) (1,295) (93)
Income taxed at a reduced rate or tax-exempt (2) 136 801
Additional tax expense (3) (411) (571)
Effect of unrecognized deferred tax assets on tax loss carry-forwards and other
tax-deductible temporary differences (4)
(1,651) (750)
Recognition or utilization of tax income on previously unrecognized tax loss carry-forwards
and other tax-deductible temporary differences (5)
431 191
Impact of changes in tax rates (73) (42)
Tax credits and other tax reductions (6) 739 292
Other (5) 176
ACTUAL INCOME TAX EXPENSE (324) (1,586)

(1) Includes mainly the disallowable impairment losses on goodwill, non-deductible expenses recorded by the project companies in the exploration-production business, disallowable operating expenses and effects relating to the cap on allowable interest on borrowings in France.

(2) Reflects notably capital gains on disposals of securities exempt from tax or taxed at a reduced rate in France, Belgium and in other countries, the impact of the specific tax regimes used by some entities in Luxembourg, Belgium, India, Thailand and in other countries, the disallowable impairment losses and capital losses on securities, and the impact of the untaxed income from remeasuring previously-held (or retained) equity interests in connection with acquisitions and changes in consolidation methods.

(3) Includes mainly tax on dividends resulting from the parent company tax regime and the withholding tax on dividends and interest levied in several tax jurisdictions, the 3% tax on the dividends paid in cash by the French companies, the contribution on nuclear activities payable by nuclear-sourced electricity utilities in Belgium (€166 million in 2015 and €407 million in 2014), allocations to provisions for income tax, and regional corporate taxes.

(4) Includes the cancellation of the net deferred tax asset position for some tax entities in the absence of sufficient perspectives in terms of future profits for the latter. In 2015, this section includes the impact of the tax disallowable impairment losses accounted for.

(5) Includes the impact of the recognition of net deferred tax asset positions for some tax entities, mainly in Luxembourg in 2015 for an amount of €338 million arising from a new law entering into force in 2016.

(6) Includes mainly the provision reversals for tax litigation, the impact of deductible notional interest in Belgium, of tax credits in Norway, the United Kingdom, the Netherlands and France.

In 2011, the income tax rate payable by tax entities in France with leading to a 38.00% tax rate for the financial years 2013, 2014 and revenues over €250 million was increased to 36.10% (34.43% in 2010). 2015. This exceptional contribution has been eliminated in the 2016 This tax rate resulted from the introduction of an exceptional 5% French Finance Law; the rate will therefore be reduced to 34.43% as of contribution payable in respect of 2011 and 2012. The exceptional 2016. Consequently, for French companies, the timing differences are contribution has been increased to 10.70% for 2013, 2014 and 2015, measured at the rate of 34.43% at December 31, 2015.

9.1.3 Analysis of the deferred tax income/(expense) recognized in the income statement, by type of temporary difference

Impact in the income statement
In millions of euros Dec. 31, 2015 Dec. 31, 2014
Deferred tax assets:
Tax loss carry-forwards and tax credits 176 439
Pension obligations 4 (12)
Non-deductible provisions 157 60
Difference between the carrying amount of PP&E and intangible assets
and their tax bases
103 (261)
Measurement of financial instruments at fair value (IAS 32/39) 267 229
Other (138) (64)
TOTAL 569 391
Deferred tax liabilities:
Difference between the carrying amount of PP&E and intangible assets
and their tax bases
1,035 178
Measurement of financial instruments at fair value (IAS 32/39) (524) (264)
Other (56) 27
TOTAL 455 (59)
DEFERRED TAX INCOME/(EXPENSE) 1,024 332

The increase in deferred tax income results mainly from the tax impacts of some impairment losses on property, plant and equipment recorded in 2015.

9.2 Deferred tax income/(expense) recognized in "Other comprehensive income"

Net deferred tax income/(expense) recognized in "Other comprehensive income" is broken down by component as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Available-for-sale financial assets (7) (13)
Actuarial gains and losses (139) 516
Net investment hedges 70 94
Cash flow hedges on other items (142) 90
Cash flow hedges on net debt 14 11
TOTAL EXCLUDING SHARE OF ENTITIES ACCOUNTED FOR USING THE EQUITY
METHOD
(204) 698
Share of entities accounted for using the equity method (18) 21
TOTAL (222) 719

9.3 Deferred taxes presented in the statement of financial position

9.3.1 Change in deferred taxes

Changes in deferred taxes recognized in the statement of financial position, after netting deferred tax assets and liabilities by tax entity, break down as follows:

In millions of euros Assets Liabilities Net position
At December 31, 2014 978 (9,049) (8,071)
Impact on net income of the year 569 455 1,024
Impact on other comprehensive income items (71) (110) (180)
Impact of change in scope of consolidation 23 (8) 16
Impact of translation adjustments 126 (112) 14
Transfers to assets and liabilities classified as held for sale (571) 914 343
Other (3) 7 5
Impact of netting by tax entity 228 (228) -
AT DECEMBER 31, 2015 1,280 (8,131) (6,851)

9.3.2 Analysis of the net deferred tax position recognized in the statement of financial position (before netting deferred tax assets and liabilities by tax entity), by type of temporary difference

Statement of financial position at
In millions of euros Dec. 31, 2015 Dec. 31, 2014
Deferred tax assets:
Tax loss carry-forwards and tax credits 2,532 2,655
Pension obligations 1,438 1,633
Non-deductible provisions 642 512
Difference between the carrying amount of PP&E and intangible assets
and their tax bases
1,115 1,129
Measurement of financial instruments at fair value (IAS 32/39) 1,795 1,416
Other 564 667
TOTAL 8,086 8,012
Deferred tax liabilities:
Difference between the carrying amount of PP&E and intangible assets
and their tax bases
(12,181) (14,062)
Measurement of financial instruments at fair value (IAS 32/39) (1,827) (1,198)
Other (929) (823)
TOTAL (14,937) (16,083)
NET DEFERRED TAX ASSETS/(LIABILITIES) (6,851) (8,071)

The deferred tax assets recognized in respect of tax loss carry-forwards the period covered by the medium-term plan (2016-2021), as approved are justified by the existence of adequate taxable timing differences by management, except when the specific context justifies it. and/or by expectations that these loss carry-forwards will be used over

NOTE 10 NET RECURRING INCOME GROUP SHARE

At December 31, 2015, the tax effect of tax losses and tax credits recognition of deferred tax due to the absence of sufficient profit eligible for carry-forward but not utilized and not recognized in the forecasts in the medium term. statement of financial position amounted to €3,308 million The tax effect of other tax-deductible temporary differences not (€2,328 million at December 31, 2014). Most of these unrecognized tax recorded in the statement of financial position was €1,472 million at losses relate to companies based in countries which allow losses to be end-December 2015 versus €1,150 million at end-December 2014. carried forward indefinitely (mainly Belgium, Luxembourg, France,

9.4 Unrecognized deferred taxes Australia and the United Kingdom) or up to nine years in the Netherlands. These tax loss carry-forwards did not give rise to the

NOTE 10 Net recurring income Group share

III Net recurring income Group share is a financial indicator used by the derivatives that were settled early, changes in the fair value of Group in its financial reporting to present net income Group share derivative instruments which do not qualify as hedges under IAS 39 –

  • C all items presented between the lines "Current operating income after using the statutory income tax rate applicable to the relevant tax share in net income of entities accounted for using the equity entity; method" and "Income/(loss) from operating activities", scope of consolidation" and "Other non-recurring items". These items Note 9.1.2);
  • C the following components of net financial income/(loss): the impact of accounted for using the equity method". The excluded items debt restructuring, compensation payments on the early unwinding of correspond to the non-recurring items as defined above. derivative instruments net of the reversal of the fair value of these

adjusted for unusual or non-recurring items. Financial Instruments: Recognition and Measurement, as well as the ineffective portion of derivative instruments that qualify as hedges; This financial indicator therefore excludes:

  • C the income tax impact of the items described above, determined
  • i.e. "Mark-to-market on commodity contracts other than trading C the deferred tax income of €338 million recorded in 2015 in respect of instruments", "Impairment losses", "Restructuring costs", "Changes in the recognition of deferred tax assets in Luxembourg (see
  • are defined in Note 1.4.17 "Current operating income"; C net non-recurring items included in "Share in net income of entities

The reconciliation of net income/(loss) with net recurring income/(loss) Group share is as follows:

In millions of euros Notes Dec. 31, 2015 Dec. 31, 2014 (1)
NET INCOME/(LOSS) GROUP SHARE (4,617) 2,437
Non-controlling interests (496) 669
NET INCOME/(LOSS) (5,113) 3,106
Reconciliation items between "CURRENT OPERATING INCOME
AFTER SHARE IN NET INCOME OF ENTITIES ACCOUNTED FOR
USING THE EQUITY METHOD" and "INCOME/(LOSS) FROM
OPERATING ACTIVITIES"
9,568 587
Mark-to-market on commodity contracts other than trading instruments 7.1 261 298
Impairment losses 7.2 8,748 1,037
Restructuring costs 7.3 265 167
Changes in scope of consolidation 7.4 46 (562)
Other non-recurring items 7.5 248 (353)
Other adjusted items (1,204) (210)
Ineffective portion of derivatives qualified as fair value hedges 8.1 8 21
Gains/(losses) on debt restructuring and early unwinding of derivative
financial instruments
8.2 122 221
Change in fair value of derivatives not qualified as hedges 8.3 102 206
Taxes on non-recurring items (1,110) (659)
Deferred income tax in Luxembourg (338) -
Non-recurring income included in share in net income of entities
accounted for using the equity method
3 12 2
NET RECURRING INCOME 3,251 3,484
Non-controlling interests net recurring income 663 760
NET RECURRING INCOME GROUP SHARE 2,588 2,725

(1) Further to an agreement entered into on November 30, 2015 between the Belgian State, ENGIE and Electrabel, the expense relating to the nuclear contribution is now classified in recurring expenses. To ensure the comparability of financial information between the two reporting periods, the net expense of €397 million relating to the 2014 contribution (i.e. €407 million of Belgian nuclear contribution less €10 million of refacturations to E.On and others), which was not included within the Group's reported net recurring income for 2014, is presented under 2014 recurring income. Following this adjustment, net recurring income Group share for 2014 now amounts to €2,725 million (versus €3,125 million as reported in 2014) (see Note 27.1.10 "Objection to Belgian nuclear contributions").

NOTE 11 Earnings per share

Dec. 31, 2015 Dec. 31, 2014
Numerator (in millions of euros)
Net income/(loss) Group share (4,617) 2,437
Interests from deeply-subordinated perpetual notes (145) (67)
Net income/(loss) Group share used to calculate earnings per share (4,762) 2,370
Impact of dilutive instruments - -
Diluted net income/(loss) Group share (4,762) 2,370
Denominator (in millions of shares)
Average number of outstanding shares 2,392 2,367
Impact of dilutive instruments: III
• Bonus share plans reserved for employees 11 15
Diluted average number of outstanding shares 2,403 2,382
Earnings per share (in euros)
Basic earnings/(loss) per share (1.99) 1.00
Diluted earnings/(loss) per share (1.99) 0.99

In compliance with IAS 33 – Earnings per Share, earnings per share and Due to their accretive effect, all stock option plans were excluded from diluted earnings per share are based on net income/(loss) Group share the 2014 and 2015 diluted earnings per share calculation. after deduction of payments to bearers of deeply-subordinated Instruments that were accretive at December 31, 2015 may become perpetual notes (see Note 17.2.1).

The Group's dilutive instruments included in the calculation of diluted share price. These plans are described in Note 23 "Share-based earnings per share include the bonus shares and performance shares payments". granted in the form of ENGIE securities.

dilutive in subsequent periods due to changes in the average annual

NOTE 12 Goodwill

12.1 Movements in the carrying amount of goodwill

In millions of euros Net amount
At January 1, 2014 20,420
Impairment losses (82)
Changes in scope of consolidation and Other 531
Translation adjustments 353
At December 31, 2014 21,222
Impairment losses (2,628)
Changes in scope of consolidation and Other 201
Translation adjustments 230
AT DECEMBER 31, 2015 19,024

The impact of changes in the scope of consolidation relates primarily to the United States and €83 million against the South Asia, Middle East & the recognition of €123 million in provisional goodwill following the Africa CGU). The impairment tests performed on the CGUs in 2015 are acquisition of Solairedirect (see Note 4.2). described in Note 7.2 "Impairment losses".

Translation adjustments totaling a positive €230 million are primarily The increase in this caption recorded in 2014 related chiefly to the related to the US dollar (a positive €218 million), the pound sterling (a recognition of €375 million in goodwill arising on the acquisition of a positive €50 million) and the Brazilian real (a negative €95 million). controlling interest in Gaztransport & Technigaz (GTT) and of

well as the derecognition of €134 million in goodwill following the change goodwill CGUs, the Group recognized impairment losses on goodwill in the consolidation method applied to investments in the Walloon totaling €2,628 million (€1,619 million recognized against the Global Gas distribution network operator (see Note 4.4). & LNG CGU, €911 million against the portfolio of assets held for sale in

€213 million in provisional goodwill arising on the Ecova acquisition, as As a result of the annual impairment tests performed in 2015 on the

12.2 Main goodwill CGUs

At December 31, 2015, the breakdown of goodwill by CGU is as follows:

In millions of euros Operating segment Dec. 31, 2015
MATERIAL CGUS
Energy - Central Western Europe Energy Europe 8,400
Distribution Infrastructures 4,009
Global Gas & LNG(1) Global Gas & LNG 378
Energy Services - International Energy Services 1,156
OTHER SIGNIFICANT CGUS
Energy - United Kingdom - Turkey Energy International 657
Transmission France Infrastructures 614
Energy - North America Energy International 612
Storage Infrastructures 543
OTHER CGUS (GOODWILL INDIVIDUALLY LESS THAN €500 MILLION) 2,656
TOTAL 19,024

(1) The goodwill allocated to the Global Gas & LNG CGU before impairment testing amounted to €1,997 million (see Note 7).

12.3 Impairment testing of goodwill CGUs 12.3.1 Material CGUs

assumptions underlying the valuation, and the sensitivity analyses for the impairment based on data as of end-June, completed by a review of impairment tests on CGUs where the amount of goodwill represents events arisen in the second half of the year. In most cases, the more than 5% of the Group's total goodwill at December 31, 2015. recoverable value of the goodwill CGUs is determined by reference to a value-in-use that is calculated based on cash flow projections drawn The impairment test related to the goodwill allocated to the Global Gas from the 2016 budget and from the 2017-2021 medium-term business & LNG CGU is described in Note 7.2.2. plan, as approved by the Group Management Committee and the Board

Cash flow projections are drawn up in accordance with the conditions The Energy-Central Western Europe (CWE) CGU groups together

Netherlands, Luxembourg and Germany. The power stations represent capital, which is adjusted in order to reflect the business, market, country and currency risk relating to each goodwill CGU reviewed. The 22,869 MW and include mainly nuclear power plants in Belgium discount (5,028 MW), drawing rights on nuclear facilities in France (1,218 MW), rates used are consistent with available external information hydropower plants in France (2,295 MW), and thermal power plants sources. The post-tax rates used in 2015 to measure the value-in-use of the goodwill CGUs for discounting future cash flows ranged between (9,966 MW). The total amount of goodwill allocated to the CWE CGU 4.7% was €8,400 million. and 14.5%, compared with a range of between 4.9% and 15.0% in 2014. The discount rates used for the main goodwill CGUs are shown The value-in-use of the CWE CGU was calculated using the cash flow in Notes 12.3.1 "Material CGUs" and 12.3.2 "Other significant CGUs" forecasts drawn up on the basis of the 2016 budget and the 2017-2021

This section presents the method for determining value-in-use, the key All goodwill Cash Generating Units (goodwill CGUs) are tested for

12.3.1.1 Goodwill allocated to the CWE CGU of Directors, and on extrapolated cash flows beyond that time frame.

described in Note 7.2 "Impairment losses". natural gas supply, trading, marketing and sales activities, along with The discount power generation and the sale of energy in France, Belgium, the rates used correspond to the weighted average cost of

below. medium-term business plan approved by the Group Management Committee and Board of Directors. Cash flow forecasts beyond this six-year period were based on the reference scenario adopted by the Group.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 12 GOODWILL

Cash flow forecasts relating to the main contributing businesses for the period beyond the medium-term business plan were determined as described below:

Activities Assumptions applied beyond the term of the business plan
Thermal (gas- and coal-fired power plants) and wind power generation Cash flow projection over the useful life of generation assets and
underlying contracts.
Nuclear power generation in Belgium For Doel 1, Doel 2 and Tihange 1, cash flow projection over a useful
life of 50 years. For the second generation reactors (Doel 3, Doel 4,
Tihange 2 and Tihange 3), cash flow projection over 40 years, then
extension of the operating life of half of this power plant portfolio for
a period of 20 years.
Drawing rights on Chooz B et Tricastin power plants Cash flow projection over the remaining term of existing contract
plus assumption that drawing rights will be extended for a further
ten years.
Hydropower generation in France Cash flow projection over the life time of concessions plus
assumption that concessions will be renewed.
Natural gas supply, trading and marketing and sales France activities Cash flow projection over a time period allowing for the
convergence towards expected long-term equilibrium price level
and margin levels, plus application of a terminal value based on a
normative cash flow using a long-term growth rate of 1.9%.

The discount rates applied to these cash flow forecasts range from effect subject to the adoption of two specific laws by July 31, 2016. The 5.2% to 9.2%, depending on the risk profile of each business activity. impairment test carried out in 2015 took into account the impacts of this

Key assumptions used well as the new conditions for determining the Belgian nuclear for impairment tests for the Central Western Europe goodwill CGU concern discount contribution. rates and expected changes in the regulatory environment, in the demand for electricity and gas, and in In December 2013, concerning second-generation reactors, the

On November 17, 2015, the Belgian Federal Agency for Nuclear Control of nuclear power, with the shutdown of Doel 3 in 2022, Tihange 2 in 2023, and Tihange 3 and Doel 4 in 2025, after 40 years of operation. (AFCN) authorized the restart of the Doel 3 and Tihange 2 nuclear The principle and schedule were reaffirmed in the law of June 18, 2015. reactors. They had been inoperative since March 25, 2014, the date to which the Group decided to bring forward the planned outages of the However, in view of (i) the extension of the operating life of Tihange 1, two reactors based on the findings of tests carried out on samples of Doel 1 and Doel 2 beyond 40 years, (ii) the importance of nuclear power substances in the vessels. Following several tests, inspections and test generation in the Belgian energy mix, (iii) the lack of a sufficiently detailed campaigns, the findings were documented in a supporting report and attractive industrial plan enticing energy utilities to invest in submitted to the AFCN in October 2015 and the AFCN decided that the replacement thermal capacity, and (iv) CO2 emissions reduction targets, two reactors could be safely restarted. The 2015 impairment test takes the Group considers that nuclear power will still be needed to guarantee

The most important assumptions concerning the regulatory environment value in use, the Group assumes a 20-year extension of the operating

In order to ensure the security of supply in Belgium, on June 18, 2015 government. the parliament approved the extension of the operating life of the Doel 1 and Doel 2 reactors for a period of 10 years. The law of In France, the Group includes an assumption that its drawing rights on January 31, 2003 on the Tricastin and Chooz B nuclear plants expiring in 2021 and 2037, the phase-out of nuclear energy in Belgium was therefore amended, extending the operating life of the Doel 1 and Doel 2 respectively, will be extended by ten years. Although no such decision reactors to February 15, 2025 and December 1, 2025, respectively. The has been taken by the government and the nuclear safety authority, the Group considers that extending the reactors' operating life is the most restart of the two reactors was authorized by the AFCN in December 2015. credible and likely scenario at this point in time. This is also consistent In addition, the agreement entered into with the Belgian government on November 30, 2015 provides with the expected French energy mix featured in its reference scenario. for annual royalties totaling €20 million for the extension of the Doel 1 and Doel 2 reactors, The Group also assumed that its hydropower concession agreements as well as new conditions for determining the nuclear contribution would be renewed, particularly the Compagnie Nationale du Rhône applicable to second-generation reactors (Doel 3 and 4 and Tihange 2 concession expiring in 2023. and 3) through their 40th year of operation. This agreement will take

agreement, i.e. the 10-year extension of the two reactors, the payment Key assumptions used for impairment tests of annual royalties totaling €20 million in respect of said extension, as

the price of fuel, CO2 and electricity beyond the liquidity period. previous government confirmed the principle for the gradual phase-out

into account the restart of the reactors as of January 1, 2016. the energy equilibrium in Belgium after 2025. Accordingly, in calculating in Belgium relate to the operating life of existing nuclear reactors. life of half of its second-generation reactors, while taking into account a mechanism of nuclear contribution to be paid to the Belgian

excess of the recoverable amount over the carrying amount. However, cash flows, discounted at a rate that equals the pre-tax rate of return the recoverable amount would remain above the carrying amount. guaranteed by the regulator. Conversely, an increase of €1/MWh in electricity prices would have a

natural gas distribution networks, known as the "ATRD 4 tariff", which A decrease of 5% in the margin captured by thermal power plants entered into effect for a period of four years on July 1, 2012, and on the would have a negative 73% impact on the excess of the recoverable overall level of investments agreed by the French Energy Regulatory amount over the carrying amount. However, the recoverable amount Commission (CRE) as part of its decision on the ATRD 4 tariff. would remain above the carrying amount. Conversely, an increase of 5% in the margin captured by thermal power plants would have a positive Given the regulated nature of the businesses grouped within the

parameters would not result in the recoverable value falling below the A decrease of 5% in the margin on gas and electricity sales activities carrying amount. would have a negative 70% impact on the excess of the recoverable amount over the carrying amount. However, the recoverable amount would remain above the carrying amount. Conversely, an increase of 5% in the margin on gas and electricity sales activities would have a positive International CGU

Energy Services International CGU groups together activities covering recoverable amount would fall below the carrying amount and result in

For Belgian nuclear facilities and French hydropower plants under These include energy services activities related to energy efficiency and concession, the cash flows for the periods covered by the renewal of the the management/maintenance of industrial and tertiary sites, as well as hydropower concessions and the 20-year extension of the operating the generation, operation and distribution of renewable energy sources, lives of half of the second-generation nuclear reactors are based on a and the operation of collective heating and cooling systems in urban number of assumptions relating to the economic and regulatory areas. These activities are primarily carried out in Continental Europe conditions for operating these assets (royalty rates, required level of (Austria, the Czech Republic, Germany, Italy, Poland, Portugal, Spain,

Australia. power generation in Belgium:

  • 1.8%. carrying amount. In this scenario, the impairment risk would represent
  • risk premiums assigned to the countries in which the Group operates. €1,000 million.

An increase of 50 basis points in the discount rate used would have a In France, if the drawing rights on the Chooz B and Tricastin reactors were not negative 26% impact on the excess of the recoverable amount over the extended for a further ten years, this would have a negative carrying amount of the goodwill CGU. However, the recoverable value impact on the results of the test, with the goodwill CGU's recoverable would remain above the carrying amount. A reduction of 50 basis points amount falling below the carrying amount, resulting in an impairment

over the carrying amount of the goodwill CGU. A decrease of 25 basis €4,009 million at December 31, 2015. The Distribution CGU groups together the Group's regulated natural gas distribution activities in points in the long-term growth rate used would have a negative 10%

Results of the impairment test The value-in-use of the Distribution CGU was calculated using cash flow projections drawn up on the basis of the 2016 budget and the At December 31, 2015, the recoverable amount of the CWE goodwill medium-term 2017-2021 business plan, as approved by the Group CGU is higher than its carrying amount. Management Committee and the Board of Directors. The terminal value Goodwill CGU sensitivity analyses calculated at the end of the medium-term business plan corresponds to the expected Regulated Asset Base (RAB) with no premium at the end A decrease of €1/MWh in electricity prices for nuclear power and of 2021. The RAB is the value assigned by the regulator (CRE) to the hydropower generation would have a negative 82% impact on the assets operated by the distributor. It is the sum of the future pre-tax

positive 82% impact on the calculation. The cash flow projections are drawn up based on the tariff for public

73% impact on the calculation. Distribution CGU, a reasonable change in any of the valuation

12.3.1.3 Goodwill allocated to the Energy Services

70% impact on the calculation. The total amount of goodwill allocated to the Energy Services International CGU was €1,156 million at December 31, 2015. The In the event of an increase of 50 basis points in the discount rates the the entire energy services value chain (with the exception of engineering an impairment loss of around €1,100 million. services) which are located outside of the France & Benelux region. investment, etc.) during this period. Switzerland, the United Kingdom), the United States, Latin America (Brazil, Chile), Southeast Asia (Thailand, Malaysia, Singapore) and Various transformational scenarios were considered concerning nuclear

Value-in-use was calculated using the cash flow projections drawn up C the disappearance of the entire nuclear component from the portfolio in 2025 after 50 years of operation in the case of Tihange 1, Doel 1 on the basis of the 2016 budget and of the 2017-2021 medium-term business plan, as approved by the Group Management Committee and and Doel 2, and 40 years of operation for the second-generation the Board of Directors. A terminal value was calculated by extrapolating reactors would have a strongly adverse impact on the results of the the cash flows beyond that period using a long-term growth rate of test, with the recoverable amount falling significantly below the

around €2,700 million; The main assumptions and key estimates primarily include the discount rates, changes in gross margin and the overall level of renewal and C if the life of half of the second-generation reactors were to be maintenance investments, as well as the growth perspectives of each extended by ten years and the entire nuclear component were to activity in its respective market. The discount rates applied range subsequently disappear, the recoverable amount would fall below the between 5.4% and 10.9%, and differ primarily in accordance with the carrying amount and the impairment risk would represent

in the discount rate used would have a positive 31% impact on this loss risk of approximately €100 million. calculation.

12.3.1.2 Goodwill allocated to the Distribution CGU An increase of 25 basis points in the long-term growth rate used would have a positive 11% impact on the excess of the recoverable amount The total amount of goodwill allocated to the Distribution CGU was impact on this calculation. However, the recoverable amount would France. remain above the carrying amount.

12.3.2 Other significant CGUs

The table below sets out the assumptions used to determine the recoverable amount of the other main CGUs.

CGU Operating segment Measurement Discount rate
Energy - United Kingdom - Turkey Energy International DCF + DDM 6.4% - 12.2%
Energy - North America Energy International DCF + DDM 5.1% - 10.4%
Storage Infrastructures DCF 4.7% - 8%

DDM refers to the discounted dividend model.

12.4 Goodwill segment information III

The carrying amount of goodwill can be analyzed as follows by operating segment:

In millions of euros Dec. 31, 2015
Energy International 2,618
Energy Europe 8,400
Global Gas & LNG 378
Infrastructures 5,324
Energy Services 2,182
Other (1) 123
TOTAL 19,024

(1) Goodwill in the amount of €123 million included in the Other business line corresponds to provisional goodwill recognized in respect of the acquisition of Solairedirect (see Note 4.2).

NOTE 13 Intangible assets

13.1 Movements in intangible assets

In millions of euros Intangible rights arising
on concession contracts
Capacity
entitlements
Other Total
GROSS AMOUNT
At January 1, 2014 2,702 2,445 9,250 14,397
Acquisitions 225 - 510 735
Disposals (40) - (47) (87)
Translation adjustments 32 - 209 241
Changes in scope of consolidation (91) - 791 700
Other (2) 48 (191) (145)
At December 31, 2014 2,825 2,493 10,523 15,841
Acquisitions 241 - 644 886
Disposals (4) - (246) (251)
Translation adjustments (2) - 163 162
Changes in scope of consolidation 27 - (175) (149)
Transfers to "Assets classified as held for sale" - - (16) (16)
Other 21 52 19 92
AT DECEMBER 31, 2015 3,108 2,545 10,912 16,565
ACCUMULATED AMORTIZATION AND IMPAIRMENT
At January 1, 2014 (1,063) (1,586) (4,705) (7,355)
Amortization (97) (60) (569) (726)
Impairment - - (221) (222)
Disposals 37 - 35 72
Translation adjustments (8) - (76) (84)
Changes in scope of consolidation 65 - 11 77
Other 4 - (38) (35)
At December 31, 2014 (1,062) (1,646) (5,564) (8,272)
Amortization (101) (71) (565) (737)
Impairment (7) - (940) (947)
Disposals 4 - 207 211
Translation adjustments 1 - (74) (73)
Changes in scope of consolidation (2) - 211 209
Transfers to "Assets classified as held for sale" - - 3 3
Other (3) - 56 53
AT DECEMBER 31, 2015 (1,171) (1,716) (6,666) (9,553)
CARRYING AMOUNT
At December 31, 2014 1,763 847 4,959 7,569
AT DECEMBER 31, 2015 1,938 828 4,247 7,013

In 2015, impairment losses on intangible assets amounted to 13.1.1 Intangible rights arising on concession €947 million, and primarily related to the corporate brand contracts GDF Gaz de France (€455 million) and to the France customer relations portfolio (€95 million) as well as exploration licenses in Australia This item primarily includes the right to bill users of public services (€257 million) and in Qatar (€87 million) (see Note 7.2 "Impairment recognized in accordance with the intangible asset model as set out in losses").

Changes in the scope of consolidation in 2014 were mainly due to the acquisition of control over Gaztransport & Technigaz (GTT) following its initial public offering.

IFRIC 12. Acquisitions are mainly carried out by the Energy Services business line.

The Group has acquired capacity entitlements from power stations €116 million at December 31, 2015 (compared to €674 million at operated by third parties. These power station capacity rights were December 31, 2014). acquired in connection with transactions or within the scope of the The exploration and production licenses presented under "Other" in the Group's involvement in financing the construction of certain power table above are detailed in Note 20 "Exploration-production activities". stations. In consideration, the Group received the right to purchase a share of the production over the useful life of the underlying assets. These rights are amortized over the useful life of the underlying assets, not to exceed 40 years. The Group currently holds entitlements in the Chooz B and Tricastin power plants in France and in the virtual power development costs plant (VPP) in Italy.

At December 31, 2015, resources. this caption notably relates to licenses and intangible assets acquired as a result of the merger with Gaz de France. Research and development costs, excluding technical assistance costs, In light of market conditions and changes that took place in 2015, as totaled €190 million in 2015, of which €22 million in expenses related to described in Note 7.2 "Impairment losses" an impairment loss of in-house projects in the development phase that meet the criteria for €455 million was recognized against the GDF Gaz de France brand. The recognition as an intangible asset as defined in IAS 38. brand's residual carrying amount of €71 million will be amortized over a

13.1.2 Capacity entitlements period of five years. The carrying amount of intangible assets that are not amortized (due to their indefinite useful life) therefore amounts to

13.2 Information regarding research and

Research and development activities primarily relate to various studies 13.1.3 Other III regarding technological innovation, improvements in plant efficiency, safety, environmental protection, service quality, and the use of energy

NOTE 14 Property, plant and equipment

14.1 Movements in property, plant and equipment

Plant and Dismantling Assets in
In millions of euros Land Buildings equipment Vehicles costs progress Other Total
GROSS AMOUNT
At January 1, 2014 1,202 3,988 90,110 373 1,926 8,619 991 107,209
Acquisitions
Disposals
13
(295)
48
(33)
669
(2,983)
38
(38)
-
(11)
4,214
(13)
45
(63)
5,028
(3,435)
Translation adjustments 22 69 1,800 7 (3) 261 8 2,163
Changes in scope of (15) (15) (1,510) 3 (13) (19) 18 (1,552)
consolidation
Other 18 403 4,745 6 243 (5,436) 55 33
At December 31, 2014 944 4,460 92,831 390 2,141 7,626 1,053 109,446
Acquisitions 4 31 541 70 - 4,874 68 5,589
Disposals (147) (117) (320) (17) (2) (199) (61) (862)
Translation adjustments (5) 76 409 6 5 202 2 695
Changes in scope of
consolidation
(3) - (28) 6 (4) (19) (3) (51)
Transfers to "Assets
classified as held for sale"
(82) 1 (5,588) (20) (18) (138) (5) (5,850)
Other 44 542 5,356 1 196 (5,917) 60 282
AT DECEMBER 31, 2015 755 4,993 93,201 437 2,318 6,428 1,115 109,248
ACCUMULATED DEPRECIATION AND IMPAIRMENT
At January 1, 2014 (387) (1,830) (37,527) (246) (786) (2,596) (725) (44,098)
Depreciation (8) (137) (3,516) (42) (219) - (83) (4,004)
Impairment (11) (32) (402) - (42) (213) (2) (702)
Disposals 280 (8) 2,810 34 8 32 59 3,214
Translation adjustments - (6) (613) (3) 2 (26) (4) (650)
Changes in scope of
consolidation
1 32 769 - 5 (14) (7) 786
Other (21) (170) (1,147) (2) (7) 1,395 (7) 41
At December 31, 2014 (147) (2,151) (39,627) (258) (1,039) (1,422) (770) (45,414)
Depreciation (17) (136) (3,528) (47) (190) - (93) (4,011)
Impairment (14) (12) (3,066) - (35) (1,653) (3) (4,784)
Disposals 52 64 240 14 2 1 53 427
Translation adjustments 7 (10) (126) (3) 2 (36) (1) (166)
Changes in scope of
consolidation
3 3 (2) (4) 2 - - 3
Transfers to "Assets
classified as held for sale"
- - 1,709 8 - 1 - 1,719
Other 2 10 (977) (23) - 977 (22) (33)
AT DECEMBER 31, 2015 (113) (2,231) (45,377) (314) (1,259) (2,132) (834) (52,259)
CARRYING AMOUNT
At December 31, 2014 798 2,309 53,205 132 1,102 6,204 283 64,032
AT DECEMBER 31, 2015 642 2,762 47,824 123 1,059 4,296 281 56,988

Impairment losses on "Property, plant and equipment" recognized in of the Energy International and Energy Europe business lines 2015, as described in Note 7.2 "Impairment losses", primarily relate to (€1,980 million), as well as a regasification terminal in North America exploration-production assets (€2,197 million), energy generation assets (€195 million).

Net disposals of "Property, plant and equipment" of €435 million 14.2 Pledged and mortgaged assets comprised in particular the disposal of interests in exploration-production licenses in Indonesia for €197 million, as well as the disposal of real Items of property, plant and equipment pledged by the Group to

December 31, 2015 versus €5,068 million at December 31, 2014. Further to the classification of the portfolio of merchant power generation assets in the United States as assets held for sale (see Note 4.1 "Assets classified as held for sale"), the carrying amount of the corresponding property, plant and equipment has been transferred to "Assets classified as held for sale" in the statement of financial position property, plant and equipment for the year ended December 31,2015.

Positive net translation adjustments of €529 million mainly relate to the entered into commitments to purchase, and the related third parties to

Assets relating to exploration-production included in the table above are development of the exploration-production activities), and for service detailed by nature in Note 20 "Exploration-production activities". Fields agreements. under development are shown under "Assets in progress", while fields in Investment commitments made by the Group to purchase property,

In 2014, the net increase in "Property, plant and equipment" mainly versus €3,849 million at December 31, 2014. resulted from:

  • 14.4 Other information C positive exchange rate fluctuations for €1,513 million, mainly resulting from the US dollar (positive impact of €1,261 million), the pound
  • C changes in scope of consolidation for a negative €766 million, mainly due to the disposal of the portfolio of power generation assets in Panama and Costa Rica, as well as the disposal of 50% of the portfolio of wind farm assets in the United Kingdom;
  • C impairment losses amounting to €702 million, mainly related to exploration-production assets in the North Sea (€252 million), as well as thermal power plants in Europe (€228 million), mainly in the United Kingdom.

NOTE 15 Financial instruments

15.1 Financial assets

The following table presents the Group's different categories of financial assets, broken down into current and non-current items:

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Non-current Current Total Non-current Current Total
Available-for-sale securities 3,016 - 3,016 2,893 - 2,893
Loans and receivables at amortized cost 2,377 20,080 22,457 2,960 22,483 25,443
Loans and receivables at amortized cost (excluding
trade and other receivables)
2,377 731 3,108 2,960 925 3,885
Trade and other receivables - 19,349 19,349 - 21,558 21,558
Other financial assets at fair value 4,026 12,029 16,055 2,733 9,337 12,069
Derivative instruments 4,026 10,857 14,883 2,733 7,886 10,619
Financial assets at fair value through income - 1,172 1,172 - 1,450 1,450
Cash and cash equivalents - 9,183 9,183 - 8,546 8,546
TOTAL 9,419 41,292 50,711 8,585 40,366 48,951

estate for €148 million. guarantee borrowings and debt amounted to €5,267 million at

14.3 Contractual commitments to purchase

In the ordinary course of their operations, some Group companies have US dollar (positive impact of €1,158 million), the pound sterling (positive deliver, property, plant and equipment. These commitments relate III impact of €145 million), the Brazilian real (negative impact of mainly to orders for equipment, and material required for the €706 million), and the Norwegian krone (negative impact of €98 million). construction of energy production units (power plants and fields under

production are included in "Plant and equipment". plant and equipment totaled €3,181 million at December 31, 2015

sterling (positive impact of €186 million), the Thai baht (positive impact Borrowing costs for 2015 included in the cost of property, plant and of €151 million), the Australian dollar (positive impact of €92 million), equipment amounted to €178 million at December 31, 2015 versus and the Norwegian krone (negative impact of €199 million); €154 million at December 31, 2014.

15.1.1 Available-for-sale securities

In millions of euros
At January 1, 2014 3,015
Acquisitions 279
Disposals - carrying amount excluding changes in fair value recorded in "Other comprehensive income" (669)
Disposals - "Other comprehensive income" derecognized (37)
Other changes in fair value recorded in equity 84
Changes in fair value recorded in income (43)
Changes in scope of consolidation, foreign currency translation and other changes 265
At December 31, 2014 2,893
Acquisitions 272
Disposals - carrying amount excluding changes in fair value recorded in "Other comprehensive income" (23)
Disposals - "Other comprehensive income" derecognized (17)
Other changes in fair value recorded in equity (2)
Changes in fair value recorded in income (147)
Changes in scope of consolidation, foreign currency translation and other changes 39
AT DECEMBER 31, 2015 3,016

The Group's available-for-sale securities amounted to €3,016 million at In 2014, the main changes over the period corresponded to the disposal December 31, 2015 breaking down as €1,593 million of listed securities of the Group's interest in the Flemish mixed inter-municipal companies and €1,423 million of unlisted securities (respectively, €1,406 million and and the accounting for the Group's interest in the Walloon €1,487 million at December 31, 2014). inter-municipal companies as available-for-sale securities

(see Note 4.4.2.2).

The main changes over the period correspond to the acquisition by Synatom of money market funds and bonds as part of its investing objectives designed to cover nuclear provisions (see Note 15.1.5).

15.1.1.1 Gains and losses on available-for-sale securities recognized in equity or income

The table below shows gains and losses on available-for-sale securities recognized in equity or income:

Post-acquisition measurement
In millions of euros Dividends Change in
fair value
Foreign
currency
translation
Impairment Reclassified
to income
Net gain on
disposals
Equity (1) - (2) 16 - (17) -
Income 101 - - (147) 17 64
TOTAL AT DECEMBER 31, 2015 101 (2) 16 (147) - 64
Equity (1) - 84 2 - (37) -
Income 103 - - (43) 37 365
TOTAL AT DECEMBER 31, 2014 103 84 2 (43) - 365

(1) Excluding tax impact.

In 2015, net disposal gains/(losses) on available-for-sale securities were Among factors taken into account, an impairment indicator for listed not material. In 2014, net disposal gains/(losses) on available-for-sale securities is when the value of any such security falls below 50% of its securities mainly comprised the disposal gain recorded on the sale of historical cost or remains below its historical cost for more than the Group's interest in the Flemish mixed inter-municipal companies 12 months. (see Note 4.4.2.1).

15.1.1.2 Analysis of available-for-sale securities in

The Group reviewed the value of its available-for-sale securities on a case-by-case basis in order to determine whether any impairment losses should be recognized in light of the current market environment.

The Group recognized impairment losses for an amount of €147 million at December 31, 2015.

Based on its analyses, the Group has not identified any evidence of connection with impairment tests material unrealized capital losses at December 31, 2015 on other securities.

NOTE 15 FINANCIAL INSTRUMENTS

15.1.2 Loans and receivables at amortized cost

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Non-current Current Total Non-current Current Total
Loans and receivables at amortized cost (excluding
trade and other receivables)
2,377 731 3,108 2,960 925 3,885
Loans granted to affiliated companies 735 467 1,202 664 573 1,237
Other receivables at amortized cost 707 157 864 762 107 869
Amounts receivable under concession contracts 14 6 20 620 132 752
Amounts receivable under finance leases 921 101 1,021 913 113 1,026
Trade and other receivables - 19,349 19,349 - 21,558 21,558 III
TOTAL 2,377 20,080 22,457 2,960 22,483 25,443

The table below shows impairment losses on loans and receivables at amortized cost:

Dec. 31, 2015 Dec. 31, 2014
Allowances
and
Allowances
and
In millions of euros Gross impairment Net Gross impairment Net
Loans and receivables at amortized cost (excluding
trade and other receivables)
3,369 (261) 3,108 4,186 (301) 3,885
Trade and other receivables 20,412 (1,063) 19,349 22,479 (921) 21,558
TOTAL 23,781 (1,324) 22,457 26,664 (1,222) 25,443

Information on the age of receivables past due but not impaired and on Net gains and losses recognized in the consolidated income statement counterparty risk associated with loans and receivables at amortized with regard to loans and receivables at amortized cost (including trade cost (including trade and other receivables) are provided in Note 16.2 and other receivables) break down as follows: "Counterparty risk".

Post-acquisition measurement
In millions of euros Interest income Foreign currency translation Impairment
At December 31, 2015 110 (4) (195)
At December 31, 2014 111 (5) (63)

Loans and receivables at amortized cost (excluding Trade and other receivables trade and other receivables) On initial recognition, trade and other receivables are recorded at fair

At December 31, 2015, the Group recognized an impairment loss value, which generally corresponds to their nominal value. Impairment against receivables granted to a joint venture commissioned to build an losses are recorded based on the estimated risk of non-recovery. The offshore storage and regasification LNG terminal (see Note 7.2.3). carrying amount of trade and other receivables in the consolidated

fair value. recognized against loans and receivables at amortized cost (excluding

statement of financial position represents a reasonable estimate of the At December 31, 2014, no material impairment losses had been

trade and other receivables). Impairment losses recognized against trade and other receivables are stable, at €1,063 million at December 31, 2015 (€921 million at December 31, 2014).

15.1.3 Other financial assets at fair value through income

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Non-current Current Total Non-current Current Total
Derivative instruments 4,026 10,857 14,883 2,733 7,886 10,619
Derivatives hedging borrowings 1,174 240 1,413 978 165 1,143
Derivatives hedging commodities 1,962 10,510 12,472 716 7,653 8,369
Derivatives hedging other items (1) 890 107 998 1,038 68 1,107
Financial assets at fair value through income
(excluding margin calls)
- 797 797 - 808 808
Financial assets qualifying as at fair value
through income
- 779 779 - 795 795
Financial assets designated as at fair value
through income
- 17 17 - 13 13
Margin calls on derivatives hedging
borrowings - assets
- 375 375 - 643 643
TOTAL 4,026 12,029 16,055 2,733 9,337 12,069

(1) Derivatives hedging other items mainly include the interest rate component of interest rate derivatives (not qualifying as hedges or qualifying as cash flow hedges) that are excluded from net debt, as well as net investment hedge derivatives.

Financial assets qualifying as at fair value through income (excluding cash equivalents set aside to cover the repayment of borrowings and margin calls) are mainly money market funds held for trading purposes debt as part of project financing arrangements in certain subsidiaries. and held to be sold in the near term. They are included in the calculation Gains recognized in respect of "Cash and cash equivalents" amounted of the Group's net debt (see Note 15.3 "Net debt").

Gains on financial assets qualifying as at fair value through income December 31, 2014. (excluding derivatives) held for trading purposes totaled €9 million in

Gains and losses on financial assets designated as at fair value through future costs of dismantling nuclear

Cash law of April 11, 2003, amended by the law of April 25, 2007, granted the and cash equivalents totaled €9,183 million at December 31, 2015

This amount included funds raised in 2014 relating to the green bond Belgium and designed to cover the costs of dismantling nuclear power issue, that remain unallocated to the funding of eligible projects for an plants and managing radioactive fissile material. amount of €786 million at December 31, 2015 (see the Registration

This amount also included €258 million in cash and cash equivalents criteria – particularly in terms of credit quality. The funds that cannot be subject to restrictions (€236 million at December 31, 2014). Cash and lent to operators are either lent to entities meeting the credit quality

to €121 million at December 31, 2015 compared to €96 million at

15.1.5 Financial assets set aside to cover the 2015 versus €10 million in 2014. income in 2015 and 2014 were not material. facilities and managing radioactive fissile material

15.1.4 Cash and cash equivalents As indicated in Note 18.2 "Nuclear dismantling liabilities", the Belgian Group's wholly-owned subsidiary Synatom responsibility for managing (€8,546 million at December 31, 2014). and investing funds received from operators of nuclear power plants in

Document). Pursuant to the law, Synatom may lend up to 75% of these funds to operators of nuclear plants provided that they meet certain financial cash equivalents subject to restrictions include notably €134 million of criteria set by the law or invested in financial assets such as bonds and money market funds.

Loans to entities outside the Group and other cash investments are shown in the table below:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Loans to third parties 594 602
Loan to Eso/Elia 454 454
Loan to Ores 82 82
Loan to Sibelga 58 66
Other cash investments 1,193 1,086
Bond portfolio - 145
Money market funds 1,193 941
TOTAL 1,787 1,688

Loans to entities outside the Group are shown in the statement of following the transfer of those financial assets) as part of transactions financial position as "Loans and receivables at amortized cost". Bonds leading to either (i) all or part of those assets being retained in the and money market funds held by Synatom are shown as statement of financial position, or (ii) their full deconsolidation while

"Available-for-sale securities". retaining a continuing involvement in these financial assets, was not material in terms of the Group's aggregates.

an outstanding amount of €856 million. assets (as well as the risks to which the Group remains exposed

15.1.6 Transfer of financial assets At December 2015, the Group carried out disposals without recourse of financial assets as part of transactions leading to full deconsolidation, for At December 31, 2015, the outstanding amount of transferred financial

15.1.7 Financial assets and equity instruments pledged as collateral for borrowings and debt

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Financial assets and equity instruments pledged as collateral 4,348 3,647

This item mainly includes the carrying amount of equity instruments pledged as collateral for borrowings and debt.

15.2 Financial liabilities

  • C as "Liabilities at amortized cost" for borrowings and debt, trade and
  • Financial liabilities are recognized either: C as "Financial liabilities at fair value through income" for derivative instruments or financial liabilities designated as derivatives.

other payables, and other financial liabilities; The following table presents the Group's different financial liabilities at December 31, 2015, broken down into current and non-current items:

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Non-current Current Total Non-current Current Total
Borrowings and debt 28,123 11,032 39,155 28,024 10,297 38,321
Derivative instruments 4,216 8,642 12,858 3,020 5,895 8,915
Trade and other payables - 17,101 17,101 - 18,799 18,799
Other financial liabilities 237 - 237 286 - 286
TOTAL 32,577 36,775 69,352 31,329 34,991 66,320

15.2.1 Borrowings and debt

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Non-current Current Total Non-current Current Total
Bond issues 21,912 2,057 23,969 21,155 1,705 22,860
Bank borrowings 4,694 1,765 6,459 4,977 1,116 6,093
Commercial paper - 5,378 5,378 - 5,219 5,219
Drawdowns on credit facilities 95 10 105 640 48 688
Liabilities under finance leases 517 95 611 423 92 515
Other borrowings 319 80 399 552 458 1,010
TOTAL BORROWINGS 27,537 9,385 36,922 27,748 8,639 36,387
Bank overdrafts and current accounts - 603 603 - 469 469
OUTSTANDING BORROWINGS AND DEBT 27,537 9,988 37,525 27,748 9,108 36,855
Impact of measurement at amortized cost 276 107 383 (80) 510 430
Impact of fair value hedges 310 23 333 356 47 403
Margin calls on derivatives hedging borrowings -
liabilities
- 914 914 - 633 633
BORROWINGS AND DEBT 28,123 11,032 39,155 28,024 10,297 38,321

€40,920 million at December 31, 2015, compared with a carrying detailed in Note 8 "Net financial income/(loss)".

The fair value of gross borrowings and debt amounted to Financial income and expenses relating to borrowings and debt are

amount of €39,155 million. Borrowings and debt are analyzed in Note 15.3 "Net debt".

15.2.2 Derivative instruments

Derivative instruments recorded in liabilities are evaluated at fair value and broken down as follows:

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Non-current Current Total Non-current Current Total
Derivatives hedging borrowings 278 100 377 226 175 401
Derivatives hedging commodities 2,528 8,493 11,022 945 5,619 6,564
Derivatives hedging other items (1) 1,410 49 1,459 1,849 101 1,950
TOTAL 4,216 8,642 12,858 3,020 5,895 8,915

(1) Derivatives hedging other items mainly include the interest rate component of interest rate derivatives (not qualifying as hedges or qualifying as cash flow hedges), that are excluded from net debt, as well as net investment hedge derivatives.

15.2.3 Trade and other payables

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Trade payables 16,280 17,957
Payable on fixed assets 821 842
TOTAL 17,101 18,799

The carrying amount of these financial liabilities represents a reasonable estimate of their fair value.

NOTE 15 FINANCIAL INSTRUMENTS

At December 31, 2015, other financial liabilities amounted to These commitments to purchase equity instruments have been €237 million (compared to €286 million at December 31, 2014) mainly recognized under financial liabilities (see Note 1.4.11.2 "Financial corresponding to debt resulting from: liabilities");

  • C purchase obligations (put options on non-controlling interests) C uncalled share capital of entities accounted for using the equity granted by the Group notably for: method, notably Cameron LNG.
  • C 41.01% of the shares of La Compagnie du Vent, which is fully consolidated;

15.2.4 Other financial liabilities C 3.45% of the shares of Solairedirect, which is fully consolidated.

15.3 Net debt

III 15.3.1 Net debt by type

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Non-current Current Total Non-current Current Total
Borrowings and debt outstanding 27,537 9,988 37,525 27,748 9,108 36,855
Impact of measurement at amortized cost 276 107 383 (80) 510 430
Impact of fair value hedge (1) 310 23 333 356 47 403
Margin calls on derivatives hedging borrowings -
liabilities
- 914 914 - 633 633
BORROWINGS AND DEBT 28,123 11,032 39,155 28,024 10,297 38,321
Derivatives hedging borrowings - carried in
liabilities (2)
278 100 377 226 175 401
GROSS DEBT 28,401 11,132 39,533 28,249 10,472 38,722
Assets related to financing (37) - (37) (55) (16) (71)
ASSETS RELATED TO FINANCING (37) - (37) (55) (16) (71)
Financial assets at fair value through income
(excluding margin calls)
- (797) (797) - (808) (808)
Margin calls on derivatives hedging borrowings -
carried in assets
- (375) (375) - (643) (643)
Cash and cash equivalents - (9,183) (9,183) - (8,546) (8,546)
Derivatives hedging borrowings - carried in
assets (2)
(1,174) (240) (1,413) (978) (165) (1,143)
NET CASH (1,174) (10,595) (11,768) (978) (10,162) (11,140)
NET DEBT 27,190 537 27,727 27,216 295 27,511
Borrowings and debt outstanding 27,537 9,988 37,525 27,748 9,108 36,855
Assets related to financing (37) - (37) (55) (16) (71)
Financial assets at fair value through income
(excluding margin calls)
- (797) (797) - (808) (808)
Cash and cash equivalents - (9,183) (9,183) - (8,546) (8,546)
NET DEBT EXCLUDING THE IMPACT OF
DERIVATIVE INSTRUMENTS, CASH
COLLATERAL AND AMORTIZED COST
27,500 8 27,508 27,693 (262) 27,430

(1) This item corresponds to the revaluation of the interest rate component of debt in a qualified fair value hedging relationship.

(2) This item represents the fair value of debt-related derivatives irrespective of whether or not they are qualified as hedges.

consolidation and in exchange rates debt by €539 million;

In 2015, changes in exchange rates resulted in a €512 million increase in generation assets to "Assets held for sale", which resulted in a net debt (including €483 million in relation to the US dollar, €83 million in €193 million decrease in net debt; relation to the pound sterling and an €85 million decrease in relation to C the acquisition of Solairedirect, which increased net debt by the Brazilian real). €206 million;

15.3.2 Main events of the period Changes in the scope of consolidation led to a €434 million decrease in net debt, reflecting:

  • 15.3.2.1 Impact of changes in the scope of C the change of consolidation method of Solféa, which reduced net
  • on net debt C the reclassification of the Group's portfolio of US merchant power

NOTE 15 FINANCIAL INSTRUMENTS

C acquisitions carried out by the Energy Services business line (mainly Swaps were set up on some of these borrowings in line with the interest increased net debt by €101 million. instruments".

15.3.2.2 Financing and refinancing transactions

On March 4, 2015, ENGIE SA issued bonds for a total amount of aggregate nominal amount of €635 million, including:

  • C a €500 million tranche maturing in 2035 with a 1.5% coupon. with a 6.125% coupon.

From September to December 2015, ENGIE SA carried out private Finally, the Group redeemed the following amounts maturing in 2015: placements in euros (€600 million), Australian dollars (AUD 115 million), C €750 million worth of ENGIE SA bonds with a coupon of 5% which US dollars (USD 50 million) and yen (JPY 20 billion) that will mature matured on February 23, 2015; within 2 to 30 years.

ENGIE SA also took out a loan for USD 300 million (€273 million) that will matured on April 10, 2015; mature on December 18, 2020.

In addition, on September 4, 2015, Glow Energy Plc. issued 5.125% which matured on June 24, 2015; THB 4 billion (€105 million) worth of bonds maturing in 2025 with a

Desa Australia, TSC Group, IMA, Nexilis and Vandewalle), which rate management policy defined in Note 16 "Risks arising from financial

On November 18, 2015, the Group drew down €267 million from European Investment Bank credit lines.

The Group carried out the following transactions in 2015: On June 5, 2015, the Group launched an offer to buy back bonds for an

  • €2.5 billion, including: C €91 million in bonds maturing in February 2023 with a 3% coupon;
  • C a €500 million tranche maturing in 2017 with a 0.0% coupon; C €44 million in bonds maturing in October 2022 with a 3.5% coupon;
  • C a €750 million tranche maturing in 2022 with a 0.5% coupon; C €203 million in bonds maturing in July 2022 with a 2.625% coupon;
  • C a €750 million tranche maturing in 2026 with a 1.0% coupon; C GBP 216 million (€297 million) in bonds maturing in February 2021

  • C €454 million worth of Electrabel bonds with a coupon of 4.75% which

  • C €451 million worth of Belgelec Finance bonds with a coupon of
  • C GBP 400 million (€568 million) worth of debt which matured on 3.95% coupon. August 20, 2015.

15.4 Fair value of financial assets by level in the fair value hierarchy

15.4.1 Financial assets

The table below shows the allocation of financial instruments carried in assets to the different levels in the fair value hierarchy:

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
Available-for-sale securities 3,016 1,593 - 1,423 2,893 1,406 - 1,487
Loans and receivables at amortized cost
(excluding trade and other receivables)
used in designated fair value hedges
- - - - 780 - 780 -
Derivative instruments 14,883 67 14,753 63 10,619 106 10,449 63
Derivatives hedging borrowings 1,413 - 1,413 - 1,143 - 1,143 -
Derivatives hedging commodities -
relating to portfolio management
activities
3,485 67 3,354 63 2,728 105 2,561 62
Derivatives hedging commodities -
relating to trading activities
8,987 - 8,987 - 5,641 1 5,639 1
Derivatives hedging other items 998 - 998 - 1,107 - 1,107 -
Financial assets at fair value through
income (excluding margin calls)
797 1 796 - 808 15 792 -
Financial assets qualifying as at fair
value through income
779 1 779 - 795 15 779 -
Financial assets designated as at fair
value through income
17 - 17 - 13 - 13 -
TOTAL 18,696 1,661 15,549 1,486 15,099 1,528 12,022 1,550

A definition of these three levels is presented in Note 1.4.11.3 "Derivatives and hedge accounting".

Available-for-sale securities

Listed securities – measured at their market price at the end of the reporting date – are included in level 1.

Unlisted securities – measured using valuation models based primarily on recent market transactions, the present value of future dividends/cash flows or net asset value – are included in level 3.

At December 31, 2015, changes in level 3 available-for-sale securities can be analyzed as follows:

In millions of euros Available-for-sale securities
At December 31, 2014 1,487
Acquisitions 120
Disposals - carrying amount excluding changes in fair value recorded in "Other comprehensive income" (23)
Disposals - "Other comprehensive income" derecognized (17)
Other changes in fair value recorded in equity (37)
Changes in fair value recorded in income (147)
Changes in scope of consolidation, foreign currency translation and other changes 39
At December 31, 2015 1,423
Gains/(losses) recorded in income relating to instruments held at the end of the period (52)

A 10% gain or loss in the market price of unlisted shares would generate a gain or loss (before tax) of around €142 million on the Group's comprehensive income.

NOTE 15 FINANCIAL INSTRUMENTS

level 2 of the fair value hierarchy. receivables) in a designated fair value hedging relationship are presented in level 2 in the above table. Only the interest rate component of these Financial assets qualifying or designated as at fair value items is remeasured, with fair value determined by reference to through income observable data.

included in level 2. organized markets with clearing houses. They are measured at fair value

in level 2. The measurement at fair value of derivative instruments included in level 3 is based on non-observable inputs and internal assumptions, usually because the maturity of the instruments exceeds the observable 15.4.2 Financial liabilities period of the underlying forward price, or because certain inputs such as The table below shows the allocation of financial instruments carried in the volatility of the underlying were not observable at the measurement liabilities to the different levels in the fair value hierarchy: date.

Loans and receivables at amortized cost (excluding trade The measurement at fair value of other derivative instruments is based and other receivables) on commonly-used models in the trading environment, and includes directly or indirectly observable inputs. These instruments are included in Loans and receivables at amortized cost (excluding trade and other

Financial assets qualifying as at fair value through income for which the Derivative instruments Group has regular net asset value data are included in level 1. If net asset values are not available on a regular basis, these instruments are Derivative instruments included in level 1 are mainly futures traded on

based on their quoted price. Financial assets designated as at fair value through income are included

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
Borrowings used in designated fair value
hedges
7,294 - 7,294 - 5,634 - 5,634 -
Borrowings not used in designated fair
value hedges
33,626 18,803 14,823 - 35,240 20,190 15,050 -
Derivative instruments 12,858 139 12,667 52 8,915 161 8,724 30
Derivatives hedging borrowings 377 - 377 - 401 - 401 -
Derivatives hedging commodities -
relating to portfolio management
activities
3,897 135 3,714 48 3,163 159 2,980 24
Derivatives hedging commodities -
relating to trading activities
7,125 4 7,117 4 3,401 2 3,393 6
Derivatives hedging other items 1,459 - 1,459 - 1,950 - 1,950 -
TOTAL 53,778 18,942 34,785 52 49,789 20,351 29,408 30

Borrowings used in designated fair value hedges Derivative instruments

This caption includes bonds in a designated fair value hedging The classification of derivative financial instruments in the fair value relationship which are presented in level 2 in the above table. Only the hierarchy is detailed in Note 15.4.1 "Financial assets". interest rate component of the bonds is remeasured, with fair value determined by reference to observable data.

Listed bond issues are included in level 1.

account enforceable master netting arrangements or similar presented in level 2 in the above table. The fair value of these agreements, whether or not they are set off in accordance with borrowings is determined on the basis of future discounted cash flows section 42 of IAS 32, are presented in the table below: and relies on directly or indirectly observable data.

15.5 Offsetting of financial derivative Borrowings not used in designated fair value hedges instrument assets and liabilities

The net amount of financial derivative instruments after taking into Other borrowings not used in a designated hedging relationship are

NOTE 15 FINANCIAL INSTRUMENTS

AT DECEMBER 31, 2015

In millions of euros Gross amount Net amount recognized
in the statement of
(1)
financial position
Other offsetting
agreements (2)
Total net amount
Assets Derivatives hedging
commodities
12,836 12,472 (8,939) 3,533
Derivatives hedging
borrowings and other
items
2,411 2,411 (717) 1,694
Liabilities Derivatives hedging
commodities
(11,386) (11,022) 10,268 (754)
Derivatives hedging
borrowings and other
items
(1,837) (1,837) 127 (1,710)

(1) Net amount recognized in the statement of financial position after taking into account offsetting agreements that meet the criteria set out in Section 42 of IAS 32. (2) Other offsetting agreements include collateral and other guarantee instruments, as well as offsetting agreements that do not meet the criteria set out in

Section 42 of IAS 32.

AT DECEMBER 31, 2014

In millions of euros Gross amount Net amount recognized
in the statement of
(1)
financial position
Other offsetting
agreements (2)
Total net amount
Assets Derivatives hedging
commodities
8,626 8,369 (6,140) 2,229
Derivatives hedging
borrowings and other
items
2,250 2,250 (616) 1,634
Liabilities Derivatives hedging
commodities
(6,821) (6,564) 6,526 (38)
Derivatives hedging
borrowings and other
items
(2,351) (2,351) 579 (1,772)

(1) Net amount recognized in the statement of financial position after taking into account offsetting agreements that meet the criteria set out in Section 42 of IAS 32. (2) Other offsetting agreements include collateral and other guarantee instruments, as well as offsetting agreements that do not meet the criteria set out in Section 42 of IAS 32.

NOTE 16 Risks arising from financial instruments

The Group mainly uses derivative instruments to manage its exposure to 16.1.1.1 Portfolio management activities market risks. Financial risk management procedures are set out in Portfolio management seeks to optimize the market value of assets

16.1 Market risks and long-term). Market value is optimized by:

portfolios within a specific risk framework. Commodity risk arises primarily from the following activities:

The Group has identified two types of commodity risks: price risk encourages portfolio managers to take out economic hedges on their resulting from fluctuations in market prices, and volume risk inherent to portfolio.

In the ordinary course of its operations, the Group is exposed to as part of the portfolio management activities as at December 31, 2015 commodity risks on natural gas, electricity, coal, oil and oil products, are detailed in the table below. They are not representative of future other fuels, CO changes in consolidated earnings and equity, insofar as they do not 2 and other "green" products. The Group is active on these energy markets either for supply purposes or to optimize and include the sensitivities relating to the purchase and sale contracts for secure its energy production chain and its energy sales. The Group also the underlying commodities. uses derivatives to offer hedging instruments to its clients and to hedge its own positions.

chapter 2 "Risk factors" of the Registration Document. (power plants, gas and coal supply contracts, energy sales and gas storage and transmission) over various time frames (short-, medium-

  • C guaranteeing supply and ensuring the balance between needs and physical resources;
  • 16.1.1 Commodity risk C managing market risks (price, volume) to unlock optimum value from

The risk framework aims to safeguard the Group's financial resources C portfolio management; and over the budget period and smooth out medium-term earnings (over C trading. three or five years, depending on the maturity of each market). It

the business. Sensitivities of the commodity-related financial derivatives portfolio used

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Changes in price Pre-tax impact on
income
Pre-tax impact on
equity
Pre-tax impact on
income
Pre-tax impact on
equity
Oil-based products +USD 10/bbl 329 96 252 10
Natural gas +€3/MWh (70) (98) 117 (241)
Electricity +€5/MWh 17 (9) (114) (37)
Coal +USD 10/ton 97 1 115 14
Greenhouse gas emission
rights
+€2/ton 96 - 101 2
EUR/USD +10% (206) (9) (244) (27)
EUR/GBP +10% (7) 1 28 2
GBP/USD +10% 1 - 2 -

SENSITIVITY ANALYSIS (1)

(1) The sensitivities shown above apply solely to financial commodity derivatives used for hedging purposes as part of the portfolio management activities.

December 31, 2015 (€360 million in 2014). The Group's trading activities are primarily conducted within GDF SUEZ Trading and GDF SUEZ Energy Management Trading. The The use of Value at Risk (VaR) to quantify market risk arising from purpose of these wholly-owned companies is to (i) assist Group entities trading activities provides a transversal measure of risk taking all in optimizing their asset portfolios; (ii) create and implement energy price markets and products into account. VaR represents the maximum

16.1.1.2 Trading activities Revenues from trading activities total €389 million for the year ended

risk management solutions for internal and external customers. potential loss on a portfolio of assets over a specified holding period based on a given confidence interval. It is not an indication of expected results but is back-tested on a regular basis.

NOTE 16 RISKS ARISING FROM FINANCIAL INSTRUMENTS

The Group uses a one-day holding period and a 99% confidence The VaR shown below corresponds to the global VaR of the Group's interval to calculate VaR, as well as stress tests, in accordance with trading entities. banking regulatory requirements.

VALUE AT RISK

In millions of euros Dec. 31, 2015 2015 average (1) 2015 maximum (2) 2015 minimum (2) 2014 average (1)
Trading activities 10 7 14 2 5

(1) Average daily VaR.

(2) Maximum and minimum daily VaR observed in 2015.

16.1.2 Hedges of commodity risks

The Group enters into cash flow hedges as defined by IAS 39, using derivative instruments (firm or options contracts) contracted over-the-counter or on organized markets. These instruments may be settled net or involve physical delivery of the underlying.

The fair values of commodity derivatives at December 31, 2015 and December 31, 2014 are indicated in the table below:

Dec. 31, 2015 Dec. 31, 2014
Assets Liabilities Assets Liabilities
Non- Non- Non- Non
In millions of euros current Current current Current current Current current Current
Derivative instruments relating to portfolio
management activities
1,962 1,522 (2,528) (1,369) 716 2,012 (945) (2,218)
Cash flow hedges 242 496 (217) (326) 207 422 (125) (309)
Other derivative instruments 1,720 1,026 (2,312) (1,042) 509 1,590 (820) (1,909)
Derivative instruments relating to trading activities - 8,987 - (7,125) - 5,641 - (3,401)
TOTAL 1,962 10,510 (2,528) (8,493) 716 7,653 (945) (5,619)

See also Notes 15.1.3 "Other financial assets at fair value through reporting period. They are not representative of expected future cash

cash flows arising on the underlying transactions. assets could be exchanged, or liabilities settled, at the end of the

income" and 15.2.2 "Derivative instruments". flows insofar as positions (i) are sensitive to changes in prices; (ii) can be modified by subsequent transactions; and (iii) can be offset by future The fair values shown in the table above reflect the amounts for which

16.1.2.1 Cash flow hedges

The fair values of cash flow hedges by type of commodity are as follows:

Dec. 31, 2015 Dec. 31, 2014
Assets Liabilities Assets Liabilities
In millions of euros Non-
current
Current Non-
current
Current Non-
current
Current Non
current
Current
Natural gas 128 326 (40) (105) 108 237 (29) (100)
Electricity 26 17 (20) (34) 17 111 (29) (105)
Coal - - (1) (7) - - (5) (70)
Oil 9 29 (129) (148) - 2 (31) (7)
Other (1) 79 124 (26) (32) 83 72 (31) (27)
TOTAL 242 496 (217) (326) 207 422 (125) (309)

(1) Includes mainly foreign currency hedges on commodities.

Notional amounts and maturities of cash flow hedges are as follows:

NOTIONAL AMOUNTS (NET) (1)

Total at Beyond
Unit Dec. 31, 2015 2016 2017 2018 2019 2020 5 years
Natural gas GWh (27,346) (39,649) 9,577 1,841 571 190 124
Electricity GWh 1,183 (150) 1,097 484 (133) (115) -
Coal Thousands of tons 148 82 30 36 - - -
Oil-based products Thousands of barrels 14,696 5,008 9,081 607 - - -
Greenhouse gas emission rights Thousands of tons 2,584 693 540 513 820 18 -

(1) Long/(short) position.

At December 31, 2015, a gain of €148 million was recognized in equity 16.1.3 Currency risk in respect of cash flow hedges, versus a gain of €231 million at December 31, The Group is exposed to currency risk, defined as the impact on its 2014. A gain of €143 million was reclassified from equity statement of financial position and income statement of fluctuations in to income in 2015, compared to a loss of €89 million reclassified in

Gains and losses arising from the ineffective portion of hedges are taken business, (ii) specific transaction risk related to investments, to income. A gain of €1 million was recognized in income in 2015, mergers-acquisitions or disposal projects, (iii) translation risk related to

purchase assets considered to be dollar based. and sale contracts which were not entered into within the ordinary course of business at the statement of financial position date, as well as derivative financial instruments not eligible for hedge accounting in accordance with IAS 39.

exchange rates affecting its operating and financing activities. Currency 2014. risk comprises (i) transaction risk arising in the ordinary course of compared to a gain of €3 million in 2014. assets outside the Eurozone, and (iv) risk arising on the consolidation in euros of subsidiaries' financial statements with a functional currency 16.1.2.2 Other commodity derivatives other than the euro. This risk chiefly concerns subsidiaries in Brazil, Other commodity derivatives include embedded derivatives, commodity Thailand, Norway, the United Kingdom, Australia, the United States and

NOTE 16 RISKS ARISING FROM FINANCIAL INSTRUMENTS

16.1.3.1 Analysis of financial instruments by currency

The following tables present a breakdown by currency of outstanding gross debt and net debt, before and after hedging:

OUTSTANDING GROSS DEBT

Dec. 31, 2015 Dec. 31, 2014
Before hedging After hedging Before hedging After hedging
EUR 65% 69% 64% 71%
USD 15% 14% 15% 11%
GBP 8% 5% 10% 5%
Other currencies 12% 12% 11% 13%
TOTAL 100% 100% 100% 100%

NET DEBT

Dec. 31, 2015 Dec. 31, 2014
Before hedging After hedging Before hedging After hedging
EUR 61% 67% 60% 69%
USD 18% 17% 18% 13%
GBP 10% 7% 13% 6%
Other currencies 11% 9% 9% 12%
TOTAL 100% 100% 100% 100%

16.1.3.2 Currency risk sensitivity analysis 16.1.4 Interest rate risk

Sensitivity was analyzed based on the Group's net debt position The Group seeks to manage its borrowing costs by limiting the impact (including the impact of interest rate and foreign currency derivatives) of interest rate fluctuations on its income statement. It does this by and financial instruments qualified as net investment hedges at the ensuring a balanced interest rate structure in the medium-term (five

For currency risk, sensitivity corresponds to a 10% rise or fall in rates and capped floating rates for its net debt. The interest rate mix exchange rates of foreign currencies against the euro compared to may shift around this balance in line with market trends.

Changes in exchange rates against the euro only affect income via gains (caps) protecting it from a rise in short-term interest rates for the euro. and losses on liabilities denominated in a currency other than the Between 2013 and 2014, the Group contracted 2016, 2018 and 2019 functional currency of companies carrying the liabilities on their forward interest rate pre-hedges with 10, 20 and 18 year maturities in statements of financial position, and when the liabilities in question do order to protect the refinancing interest rate on a portion of its debt. not qualify as net investment hedges. The impact of a uniform appreciation (or depreciation) of 10% in foreign currencies against the euro would ultimately be a gain (or loss) of €39 million.

Impact on equity

For financial instruments (debt and derivatives) designated as net investment hedges, a depreciation of 10% in foreign currencies against the euro would have a positive impact of €423 million on equity. An appreciation of 10% in foreign currencies against the euro would have a negative impact of €424 million on equity. These impacts are countered by the offsetting change in the net investment hedged.

reporting date. years). The Group's aim is therefore to use a mix of fixed rates, floating

closing rates. In order to manage the interest rate structure for its net debt, the Group uses hedging instruments, particularly interest rate swaps and options. Impact on income after currency hedges At December 31, 2015, the Group had a portfolio of interest rate options

16.1.4.1 Analysis of financial instruments by type of interest rate

The following tables present a breakdown by type of interest rate of outstanding gross debt and net debt before and after hedging.

OUTSTANDING GROSS DEBT

Dec. 31, 2015 Dec. 31, 2014
Before hedging After hedging Before hedging After hedging
Floating rate 34% 38% 36% 40%
Fixed rate 66% 62% 64% 60%
TOTAL 100% 100% 100% 100%

NET DEBT

Dec. 31, 2015 Dec. 31, 2014
Before hedging After hedging Before hedging After hedging
Floating rate 12% 17% 15% 20%
Fixed rate 88% 83% 85% 80%
TOTAL 100% 100% 100% 100%

hedge accounting would result in a gain of €67 million attributable to (including the impact of interest rate and foreign currency derivatives

For interest rate risk, sensitivity corresponds to a 100-basis-point rise or asymmetrical impacts are attributable to the interest rate options fall in the yield curve compared with year-end interest rates. portfolio.

Impact on income after hedging Impact on equity

A uniform rise of 100 basis points in short-term interest rates (across all A uniform rise of 100 basis points in interest rates (across all currencies) currencies) on the nominal amount of floating-rate net debt and the would generate a gain of €514 million on equity, attributable to changes floating-rate leg of derivatives, would increase net interest expense by in the interest rate impact of the fair value of derivative instruments €40 million. A fall of 100 basis points in short-term interest rates would designated as cash flow and net investment hedges recognized in the

16.1.4.2 Interest rate risk sensitivity analysis In the income statement, a uniform rise of 100 basis points in interest rates (across all currencies) on derivative instruments not qualifying for Sensitivity was analyzed based on the Group's net debt position changes in the fair value of derivatives. However, a fall of 100 basis relating to net debt) at the reporting date. points in interest rates would generate a loss of €63 million. The

reduce net interest expense by €41 million. statement of financial position. However, a fall of 100 basis points in interest rates would have a negative impact of €628 million.

NOTE 16 RISKS ARISING FROM FINANCIAL INSTRUMENTS

16.1.4.3 Currency and interest rate hedges

The fair values of derivatives (excluding commodity instruments) at December 31, 2015 and December 31, 2014 are indicated in the table below:

Dec. 31, 2015 Dec. 31, 2014
Assets Liabilities Assets
Liabilities
In millions of euros Non-
current
Current Non-
current
Current Non-
current
Current Non
current
Current
Derivatives hedging borrowings 1,174 240 (278) (100) 978 165 (226) (175)
Fair value hedges 575 115 (34) - 465 38 (51) -
Cash flow hedges 509 - (33) (1) 286 35 (20) -
Derivative instruments not qualifying for hedge
accounting
90 125 (211) (99) 228 93 (155) (175) III
Derivatives hedging other items 890 107 (1,410) (49) 1,038 68 (1,849) (101)
Fair value hedges - - - - - 30 - (30)
Cash flow hedges 56 72 (742) (9) 11 4 (938) (35)
Net investment hedges 22 - (87) - 28 - (88) -
Derivative instruments not qualifying for hedge
accounting
813 35 (580) (41) 999 35 (823) (36)
TOTAL 2,064 347 (1,688) (149) 2,017 233 (2,075) (276)

See also Notes 15.1.3 "Other financial assets at fair value through reporting period. They are not representative of expected future cash income" and 15.2.2 "Derivative instruments". flows insofar as positions (i) are sensitive to changes in prices, (ii) can be

cash flows arising on the underlying transactions. assets could be exchanged, or liabilities settled, at the end of the

modified by subsequent transactions, and (iii) can be offset by future The fair values shown in the table above reflect the amounts for which

The table below shows the fair values and notional amounts of financial instruments designated as currency or interest rate hedges:

CURRENCY DERIVATIVES

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Fair value Nominal amount Fair value Nominal amount
Fair value hedges 115 124 20 312
Cash flow hedges 370 4,628 (23) 5,678
Net investment hedges (65) 4,919 (60) 7,210
Derivative instruments not qualifying for
hedge accounting
(234) 10,659 (212) 12,003
TOTAL 185 20,329 (276) 25,202

INTEREST RATE DERIVATIVES

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Fair value Nominal amount Fair value Nominal amount
Fair value hedges 541 9,413 432 4,088
Cash flow hedges (518) 4,532 (635) 3,578
Derivative instruments not qualifying for
hedge accounting
366 21,408 378 26,849
TOTAL 389 35,353 175 34,515

The fair values shown in the table above are positive for an asset and negative for a liability.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 16 RISKS ARISING FROM FINANCIAL INSTRUMENTS

currency commitments and interest rate swaps transforming fixed-rate hedges of borrowings and foreign currency commitments. debt into floating-rate debt as fair value hedges.

Fair value hedges Cash flow hedges are mainly used to hedge future foreign currency cash

Net investment hedging instruments are mainly cross currency swaps.

Derivative Cash flow hedges instruments not qualifying for hedge accounting correspond to

The Group qualifies foreign currency derivatives hedging firm foreign accounting perspective, even though they are used as economic

At December 31, 2015, the net impact of fair value hedges recognized flows as well as floating-rate debt. in the income statement is a loss of €8 million.

instruments that do not meet the definition of hedges from an Foreign currency and interest rate derivatives designated as cash flow hedges can be analyzed as follows by maturity:

AT DECEMBER 31, 2015

Beyond
In millions of euros Total 2016 2017 2018 2019 2020 5 years
Fair value of derivatives by maturity date (149) 36 98 (20) (43) (49) (170)

not significant at December 31, 2015. The amount reclassified from equity to income in the period was a gain of €13 million.

At December 31, 2015, a loss of €263 million was recognized in equity. The ineffective portion of cash flow hedges recognized in income was

AT DECEMBER 31, 2014

Beyond
In millions of euros Total 2015 2016 2017 2018 2019 5 years
Fair value of derivatives by maturity date (658) (10) (34) (12) (18) (52) (533)

customers. was not significant at December 31, 2015.

16.2 Counterparty risk

partners, intermediaries and banks on its operating and financing specific rating process, while a simplified credit scoring process is used activities, when such parties are unable to honor their contractual for commercial customers with which the Group has fairly low obligations. Counterparty risk results from a combination of payment risk exposures. These processes are based on formally documented, (failure to pay for services or deliveries carried out), delivery risk (failure to consistent methods across the Group. Consolidated exposures are deliver services or products paid for) and the risk of replacing contracts monitored by counterparty and by segment (credit quality, sector, etc.) in default (known as mark-to-market exposure – i.e. the cost of using current exposure (payment risk, mark-to-market exposure). replacing the contract in conditions other than those initially agreed).

mechanisms are respected. such as third-party guarantees, netting agreements and

Net investment hedges margin calls, using dedicated hedging instruments or special prepayment and debt recovery procedures, particularly for retail The ineffective portion of net investment hedges recognized in income

Under the Group's policy, each business line is responsible for managing counterparty risk, although the Group continues to manage the biggest counterparty exposures.

The credit quality of large- and mid-sized counterparties with which the The Group is exposed to counterparty risk from customers, suppliers, Group has exposures above a certain threshold is measured based on a

The Group's Energy Market Risk Committee consolidates and monitors 16.2.1 Operating activities the Group's exposure to its main energy counterparties on a quarterly Counterparty basis and ensures that the exposure limits set for these counterparties risk arising on operating activities is managed via standard

NOTE 16 RISKS ARISING FROM FINANCIAL INSTRUMENTS

TRADE AND OTHER RECEIVABLES

Past-due trade and other receivables are analyzed below:

Past due assets not impaired at the reporting date Impaired
assets
Assets neither
impaired nor
past due
In millions of euros 0-6 months 6-12 months Beyond 1 year Total Total Total Total
At December 31, 2015 877 225 315 1,418 1,218 17,776 20,412
At December 31, 2014 857 241 507 1,605 1,249 19,624 22,478

The age of receivables that are past due but not impaired may vary significantly depending on the type of customer with which the Group Commodity derivatives III does business (private corporations, individuals or public authorities). In the case of commodity derivatives, counterparty risk arises from The Group decides whether or not to recognize impairment on a positive fair value. Counterparty risk is taken into account when case-by-case basis according to the characteristics of the customer calculating the fair value of these derivative instruments. categories concerned. The Group does not consider that it is exposed to any material concentration of risk in respect of receivables.

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Investment Grade (3) Total Investment Grade (3) Total
Gross exposure (1) 11,191 12,472 7,514 8,369
Net exposure (2) 3,216 3,548 2,011 2,259
% of credit exposure to "Investment
Grade" counterparties
90.6% 89.0%

(1) Corresponds to the maximum exposure, i.e. the value of the derivatives shown under assets (positive fair value).

(2) After taking into account the liability positions with the same counterparties (negative fair value), collateral, netting agreements and other credit enhancement techniques.

(3) Investment Grade corresponds to transactions with counterparties that are rated at least BBB- by Standard & Poor's, Baa3 by Moody's, or equivalent by Dun & Bradstreet. "Investment Grade" is also determined based on an internal rating tool that is rolled out within the Group, and covers its main counterparties.

For its financing activities, the Group has put in place procedures for netting clauses) and collateralization contracts (margin calls). managing and monitoring risk based on (i) the accreditation of The oversight procedure for managing counterparty risk arising from counterparties according to external credit ratings, objective market data financing activities is managed by a middle office that operates (credit default swaps, market capitalization) and financial structure, and

16.2.2 Financing activities To reduce its counterparty risk exposure, the Group drew increasingly on a structured legal framework based on master agreements (including

independently of the Group's Treasury department and reports to the (ii) counterparty risk exposure limits. Finance division.

16.2.2.1 Counterparty risk arising from loans and receivables at amortized cost (excluding trade and other receivables)

LOANS AND RECEIVABLES AT AMORTIZED COST (EXCLUDING TRADE AND OTHER RECEIVABLES)

The balance of outstanding past due loans and receivables at amortized cost (excluding trade and other receivables) is analyzed below:

Past due assets not impaired at the reporting date Assets neither
impaired nor
past due
In millions of euros 0-6 months 6-12 months Beyond 1 year Total Total Total Total
At December 31, 2015 - - 24 24 397 2,921 3,343
At December 31, 2014 17 9 102 129 360 3,595 4,084

The balance of outstanding loans and receivables carried at amortized 16.2.2.2 Counterparty risk arising from investing cost (excluding trade and other receivables) presented in the above activities and the use of derivative table does not include the impact of impairment losses or changes in fair financial instruments value and the application of amortized cost, which totaled a negative The Group is exposed to counterparty risk arising from investments of €235 million, at December 31, 2015 (compared to a negative surplus cash and from the use of derivative financial instruments. In the €199 million, at December 31, 2014). Changes in these items are case of financial instruments at fair value through income, counterparty

presented in Note 15.1.2, "Loans and receivables at amortized cost". risk arises on instruments with a positive fair value. Counterparty risk is taken into account when calculating the fair value of these derivative instruments.

At December 31, 2015, total outstandings exposed to credit risk amounted to €10,167 million.

Dec. 31, 2015 Dec. 31, 2014
Investment Non
Investment
Investment Non
Investment
In millions of euros Total Grade (1) Unrated (2) Grade (2) Total Grade (1) Unrated (2) Grade (2)
Exposure 10,167 90.0% 3.0% 7.0% 9,354 96.0% 3.0% 1.0%

(1) Counterparties that are rated at least BBB- by Standard & Poor's and Baa3 by Moody's.

(2) Most of these two exposures is carried by consolidated companies that include non-controlling interests, or by Group companies that operate in emerging countries, where cash cannot be pooled and is therefore invested locally.

At December 31, 2015, no single counterparty represented more than 25% of cash investments.

In the context of its operating activities, the Group is exposed to a risk of The onslaught of successive financial crises since 2008 and the ensuing

tests on the margin calls put in place when commodity, interest rate and developments. currency derivatives are negotiated. The Group's financing policy is based on:

The Group centralizes virtually all financing needs and cash flow C centralizing external financing; surpluses of the companies it controls, as well as most of their medium-C diversifying sources of financing between credit institutions and and long-term external financing requirements. Centralization is provided capital markets; by financing vehicles (long-term and short-term) and by dedicated Group cash pooling vehicles based in France, Belgium and in C achieving a balanced debt repayment profile.

16.3 Liquidity risk selected on a case-by-case basis in light of local financial market imperatives and the financial strength of the counterparties concerned.

having insufficient liquidity to meet its contractual obligations. As well as rise in counterparty risk prompted the Group to tighten its investment the risks inherent in managing working capital, margin calls are required policy with the aim of keeping an extremely high level of liquidity and in certain market activities. protecting invested capital (99% of cash pooled at December 31, 2015 The Group has set up a quarterly committee tasked with managing and was invested in overnight bank deposits and standard money market monitoring liquidity risk throughout the Group, based on maintaining a funds with daily liquidity). Performance and counterparty risks are broad range of investments and sources of financing, preparing monitored on a daily basis for both investment types, allowing the Group forecasts of cash investments and divestments, and performing stress to take immediate action where required in response to market

Luxembourg. The Group seeks to diversify its sources of financing by carrying out Surpluses held by these structures are managed in accordance with a public or private bond issues within the scope of its Euro Medium Term uniform policy. Unpooled cash surpluses are invested in instruments Notes program. It also issues commercial paper in France and in the United States.

At December 31, 2015, bank loans accounted for 21% of gross debt The Group also has access to confirmed credit lines. These facilities are (excluding overdrafts and the impact of derivatives and amortized cost), appropriate for the scale of its operations and for the timing of while the remaining debt was raised on capital markets (including contractual debt repayments. Confirmed credit facilities had been

gross debt, or €5,378 million at December 31, 2015. As commercial paper is relatively inexpensive and highly liquid, it is used by the Group in a cyclical or structural fashion to finance its short-term cash At December 31, 2015, all the entities of the Group whose debt is requirements. However, all outstanding commercial paper is backed by consolidated comply with the covenants and declarations included in confirmed bank lines of credit so that the Group could continue to their financial disclosures, except for a subsidiary of the Energy

adequate waivers are currently under discussion. Available cash, comprising cash and cash equivalents and financial III assets measured at fair value through income (excluding margin calls), totaled €9,980 million at December 31, 2015, of which 79% was invested in the Eurozone.

€23,969 million in bonds, or 65% of gross debt). granted for a total of €14,103 million at December 31, 2015, of which €13,998 million was available. 91% of available credit facilities are Outstanding short-term commercial paper issues represented 15% of centralized. None of these centralized facilities contains a default clause linked to covenants or minimum credit ratings.

finance its activities if access to this financing source were to dry up. International division for non-compliance with certain commitments;

16.3.1 Undiscounted contractual payments relating to financial activities

At December 31, 2015, undiscounted contractual payments on net debt (excluding the impact of derivatives, margin calls and amortized cost) break down as follows by maturity:

AT DECEMBER 31, 2015

Beyond
In millions of euros Total 2016 2017 2018 2019 2020 5 years
Bond issues 23,969 2,057 3,334 1,689 919 2,489 13,481
Bank borrowings 6,459 1,765 952 606 299 738 2,098
Commercial paper 5,378 5,378 - - - - -
Drawdowns on credit facilities 105 10 81 4 1 1 8
Liabilities under finance leases 611 95 86 83 71 7 270
Other borrowings 399 80 195 25 38 13 48
Bank overdrafts and current accounts 603 603 - - - - -
OUTSTANDING BORROWINGS AND DEBT 37,525 9,988 4,649 2,407 1,328 3,249 15,904
Assets related to financing (37) (3) - - - (1) (33)
Financial assets at fair value through income
(excluding margin calls)
(797) (797) - - - - -
Cash and cash equivalents (9,183) (9,183) - - - - -
NET DEBT EXCLUDING THE IMPACT OF
DERIVATIVE INSTRUMENTS, MARGIN
CALLS AND AMORTIZED COST
27,508 5 4,649 2,407 1,328 3,248 15,872

AT DECEMBER 31, 2014

In millions of euros Total 2015 2016 2017 2018 2019 Beyond
5 years
OUTSTANDING BORROWINGS AND DEBT 36,855 9,108 3,747 3,668 2,432 1,380 16,521
Assets related to financing, financial assets at
fair value through income (excluding margin
calls) and cash and cash equivalents
(9,425) (9,370) (2) - - - (53)
NET DEBT EXCLUDING THE IMPACT OF
DERIVATIVE INSTRUMENTS, MARGIN
CALLS AND AMORTIZED COST
27,430 (262) 3,745 3,668 2,432 1,380 16,468

At December 31, 2015, undiscounted contractual interest payments on outstanding borrowings and debt break down as follows by maturity:

AT DECEMBER 31, 2015

Beyond
In millions of euros Total 2016 2017 2018 2019 2020 5 years
Undiscounted contractual interest flows on 10,874 1,044 935 824 756 681 6,634
outstanding borrowings and debt

AT DECEMBER 31, 2014

Beyond
In millions of euros Total 2015 2016 2017 2018 2019 5 years
Undiscounted contractual interest flows on 11,879 1,163 1,021 938 818 732 7,206
outstanding borrowings and debt

At December 31, 2015, undiscounted contractual payments on outstanding derivatives (excluding commodity instruments) recognized in assets and liabilities break down as follows by maturity (net amounts):

AT DECEMBER 31, 2015

Beyond
In millions of euros Total 2016 2017 2018 2019 2020 5 years
Derivatives (excluding commodity instruments) (1,645) (416) (191) (18) (38) (78) (904)

AT DECEMBER 31, 2014

Beyond
In millions of euros Total 2015 2016 2017 2018 2019 5 years
Derivatives (excluding commodity instruments) (579) 98 (128) (80) (19) (11) (440)

To better reflect the economic substance of these transactions, the cash flows linked to the derivatives recognized in assets and liabilities shown in the table above relate to net positions.

NOTE 16 RISKS ARISING FROM FINANCIAL INSTRUMENTS

The maturities of the Group's undrawn credit facility programs are analyzed in the table below:

AT DECEMBER 31, 2015

Beyond
In millions of euros Total 2016 2017 2018 2019 2020 5 years
Confirmed undrawn credit facility programs 13,998 972 1,317 429 205 10,972 102

Of these undrawn programs, an amount of €5,378 million is allocated to covering commercial paper issues.

At December 31, 2015, no single counterparty represented more than 6% of the Group's confirmed undrawn credit lines.

AT DECEMBER 31, 2014 III

In millions of euros Total 2015 2016 2017 2018 2019 Beyond
5 years
Confirmed undrawn credit facility programs 13,288 1,049 1,283 1,094 4,572 5,021 269

16.3.2 Undiscounted contractual payments relating to operating activities

The table below provides an analysis of undiscounted fair values due and receivable in respect of commodity derivatives recorded in assets and liabilities at the statement of financial position date.

LIQUIDITY RISK

The Group provides an analysis of residual contractual maturities for commodity derivative instruments included in its portfolio management activities. Derivative instruments relating to trading activities are considered to be liquid in less than one year, and are presented under current items in the statement of financial position.

AT DECEMBER 31, 2015

In millions of euros Total 2016 2017 2018 2019 2020 Beyond
5 years
Derivative instruments carried in liabilities
relating to portfolio management activities (3,923) (1,381) (1,524) (722) (206) (67) (24)
relating to trading activities (7,125) (7,125) - - - - -
Derivative instruments carried in assets
relating to portfolio management activities 3,491 1,527 1,493 376 60 16 19
relating to trading activities 8,988 8,988 - - - - -
TOTAL AT DECEMBER 31, 2015 1,431 2,010 (31) (345) (146) (51) (5)

AT DECEMBER 31, 2014

In millions of euros Total 2015 2016 2017 2018 2019 Beyond
5 years
Derivative instruments carried in liabilities
relating to portfolio management activities (3,159) (2,259) (655) (190) (42) (8) (6)
relating to trading activities (3,401) (3,401) - - - - -
Derivative instruments carried in assets
relating to portfolio management activities 2,750 2,053 586 71 1 21 18
relating to trading activities 5,641 5,641 - - - - -
TOTAL AT DECEMBER 31, 2014 1,832 2,035 (69) (119) (40) 13 12

In the ordinary course of their business, some Group operating shows the main future commitments arising from contracts entered into companies entered into long-term contracts, some of which include by the Global Gas & LNG, Energy Europe and Energy International "take-or-pay" clauses. These consist of firm commitments to purchase business lines (expressed in TWh):

16.3.3 Commitments relating to commodity (sell) specified quantities of gas, electricity and steam and related purchase and services, in exchange for a firm commitment from the other party to sale contracts entered into within deliver (purchase) said quantities and services. These contracts were the ordinary course of business documented as falling outside the scope of IAS 39. The table below

In TWh Total at
Dec. 31, 2015
2016 2017-2020 Beyond 5 years Total at
Dec. 31, 2014
Firm purchases (6,950) (885) (2,659) (3,405) (7,738)
Firm sales 1,784 443 661 680 1,694

At December 31, 2015, available-for-sale securities held by the Group Dividend Method (DDM). amounted to €3,016 million (see Note 15.1.1 "Available-for-sale

A fall of 10% in the market price of listed shares would have a negative reported on a regular basis to Executive Management. impact (before tax) of around €159 million on the Group's comprehensive income.

16.3.4 Equity risk The Group's main unlisted security corresponds to its 9% interest in the Nordstream pipeline, which is measured by reference to the Discounted

The Group's portfolio of listed and unlisted securities is managed within securities"). the context of a specific investment procedure and its performance is

NOTE 17 Equity

17.1 Share capital

Value
Number of shares (in millions of euros)
Additional
Total Treasury stock Outstanding Share capital paid-in capital Treasury stock
AT DECEMBER 31, 2013 2,412,824,089 (52,543,021) 2,360,281,068 2,413 32,207 (1,109)
Capital increase 22,460,922 - 22,460,922 22 301 -
Other movements - - - - (3) -
Purchase/disposal of treasury stock - 7,713,224 7,713,224 - - 152
AT DECEMBER 31, 2014 2,435,285,011 (44,829,797) 2,390,455,214 2,435 32,506 (957)
Purchase/disposal of treasury stock - 5,422,256 5,422,256 - - 135
AT DECEMBER 31, 2015 2,435,285,011 (39,407,541) 2,395,877,470 2,435 32,506 (822)

Changes in the number of shares during 2015 reflect mainly the delivery 17.2 Other disclosures concerning

  • employee share plan. In the end, 22.2 million shares were subscribed notes (Group share) and 0.3 million bonus shares were awarded under employee
  • C net disposals of shares carried out in connection with the liquidity
  • III C and the delivery of treasury stock for 1 million shares as part of stock cumulative actuarial differences net of tax. purchase option or bonus share plans.

17.1.1 Potential share capital and instruments allocated to the legal reserve until the latter reaches 10% of share capital. This reserve can only be distributed to shareholders in the event providing a right to subscribe for new of liquidation. The ENGIE SA legal reserve amounts to €244 million. ENGIE SA shares

At December 31, 2015 only two stock subscription option plans remain €2,538 million at December 31, 2015 (losses of €2,933 million at

award plans as well as December 31, 2014). the stock purchase option plans, described in Note 23 "Share-based payments", will be covered by existing ENGIE SA

The Group has a stock repurchase program as a result of the notes, the first on July 3, 2013 and the second on May 22, 2014. These authorization granted to the Board of Directors by the Ordinary and transactions were divided into several tranches, offering an average Extraordinary Shareholders' Meeting of April 28, 2015. This program coupon of 3.4% (2014) and 4.4% (2013). provides for the repurchase of up to 10% of the shares comprising the In accordance with the provisions of IAS 32 – Financial Instruments – share capital of ENGIE SA at the date of said Shareholders' Meeting. Presentation, and given their characteristics, these instruments were The aggregate amount of acquisitions net of expenses under the accounted for in equity in the Group's consolidated financial statements program may not exceed the sum of €9.7 billion, and the purchase price for a total amount of €1,907 million in 2014 and €1,657 million in 2013. must be less than €40 per share excluding acquisition costs.

At December 31, 2015, the Group held 39.4 million treasury shares, €145 million was paid in 2015, are accounted for as a deduction from allocated in full to cover the Group's share commitments to employees equity in the Group's consolidated financial statements; the relating tax and corporate officers. saving is accounted for in the income statement.

The liquidity agreement signed with an investment service provider assigns to the latter the role of operating on the market on a daily basis, 17.2.2 Distributable capacity of ENGIE SA to buy or sell ENGIE SA shares, in order to ensure liquidity and an active market ENGIE SA's distributable capacity totaled €36,690 million at for the shares on the Paris and Brussels stock exchanges. The December 31, 2015 (compared with €38,690 million at resources allocated to the implementation of this agreement amounted

of treasury stock for 5 million shares as part of bonus share plans. additional paid-in capital, Changes in the number of shares during 2014 resulted from: consolidated reserves and issuance C employee share issuances as part of the "LINK 2014" worldwide of deeply-subordinated perpetual

Total additional paid-in capital, consolidated reserves and issuance of contribution schemes, representing a total of 22.5 million shares, bringing deeply-subordinated perpetual notes (including net income for the the total value of the December 11, 2014 capital increase to €324 million; financial year), amounted to €41,403 million at December 31, 2015, including €32,506 million of additional paid-in capital.

agreement amounting to 7 million treasury shares; Consolidated reserves include the cumulated income of the Group, the legal and statutory reserves of the company ENGIE SA and the

Under French law, 5% of the net income of French companies must be

The cumulative actuarial differences Group share represent losses of in force as described in Note 23.1 "Stock option plans". December 31, 2014); deferred taxes on these actuarial differences Shares amount to €778 million at December 31, 2015 (€909 million at to be allocated under bonus share plans, performance share

shares. 17.2.1 Issuance of deeply-subordinated perpetual notes

17.1.2 Treasury stock ENGIE SA carried out two issues of deeply-subordinated perpetual

The coupons ascribed to the owners of these notes, for which

to €150.0 million. December 31, 2014), including €32,506 million of additional paid-in capital.

17.2.3 Dividend

The table below shows the dividends and interim dividends paid by ENGIE SA in respect of 2014 and 2015.

Amount distributed
(in millions of euros)
Net dividend per share
(in euros)
In respect of 2014
Interim dividend (paid on October 15, 2014) 1,184 0.50
Remaining dividend in respect of 2014 (paid on May 5, 2015) 1,196 0.50
In respect of 2015
Interim dividend (paid on October 15, 2015) 1,196 0.50

The additional 3% contribution, set up by the 2012 Finance Act, payable Proposed dividend in respect of 2015 in respect of the dividend and interim dividend distributed in May and Shareholders at the Shareholders' Meeting convened to approve the October 2015, amounts to €72 million (€86 million for the payments ENGIE financial statements for the year ended December 31, 2015, will

The Shareholders' Meeting of April 28, 2015 approved the distribution of payout of €2,394 million based on the number of shares outstanding at a total dividend of €1 per share in respect of 2014. As an interim December 31, 2015. An interim dividend of €0.50 per share was paid on dividend of €0.50 per share was paid on October 15, 2014, for an October 15, 2015, representing a total amount of €1,196 million. amount of €1,184 million, ENGIE SA settled in cash the remaining Subject to approval by the Shareholders' Meeting, this dividend, net of dividend balance of €0.50 per share on May 5, 2015, for an amount of the interim dividend paid, will be detached on May 5, 2016 and paid on €1,196 million. In addition, the Board of Directors' Meeting of July 29, May 9, 2016. It is not recognized as a liability in the financial statements 2015 approved the payment of an interim dividend of €0.50 per share at December 31, 2015, since the financial statements at the end of 2015 payable on October 15, 2015 for a total amount of €1,196 million.

carried out in 2014) and is accounted for in the income statement. be asked to approve a dividend of €1 per share, representing a total

are presented before the appropriation of earnings.

17.3 Total gains and losses recognized in equity (Group share)

All the items shown in the table below correspond to cumulative gains and losses (Group share) at December 31, 2015 and December 31, 2014, which are recyclable to income in subsequent periods.

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Available-for-sale securities 443 462
Net investment hedges (561) (197)
Cash flow hedges (excl. commodity instruments) (641) (904)
Commodity cash flow hedges 193 195
Deferred taxes on the items above 146 163
Share of entities accounted for using the equity method in recyclable items, net of tax (509) (347)
Translation adjustments 990 191
TOTAL RECYCLABLE ITEMS 62 (436)

ENGIE SA looks to optimize its financial structure at all times by usually monitored by these agencies, namely the Group's operating pursuing an optimal balance between its net debt and its EBITDA. The profile, financial policy and a series of financial ratios. One of the most Group's key objective in managing its financial structure is to maximize commonly used ratios is the ratio where the numerator includes value for shareholders, reduce the cost of capital, while at the same time operating cash flows less net financial expense and taxes paid, and the ensuring that the Group has the financial flexibility required to continue denominator includes adjusted net financial debt. Net debt is mainly its expansion. The Group manages its financial structure and makes any adjusted for nuclear provisions, provisions for unfunded pension plans necessary adjustments in light of prevailing economic conditions. In this and operating lease commitments. context, it may choose to adjust the amount of dividends paid to The Group's objectives, policies and processes for managing capital shareholders, reimburse a portion of capital, carry out share buybacks have remained unchanged over the past few years. (see Note 17.1.2 "Treasury stock"), issue new shares, launch ENGIE SA is not obliged to comply with any minimum capital share-based payment plans, recalibrate its investment budget, or sell requirements except those provided for by law. assets in order to scale back its net debt.

17.4 Capital management The Group's policy is to maintain an "A" rating by the rating agencies. To achieve this, it manages its financial structure in line with the indicators

NOTE 18 Provisions

In millions of euros Dec. 31,
2014
Reversals
Additions (utilizations)
Reversals
(surplus
provisions)
Changes in
scope of
consolidation
Impact of
unwinding
discount
Translation
adjustments adjustments
Other Dec. 31,
2015
Post-employment and other
long-term benefits
6,233 252 (366) (8) 5 140 (12) (458) 5,785
Back-end of the nuclear fuel cycle 4,491 61 (22) - - 215 - - 4,744
Dismantling of plant
and equipment (1)
3,911 343 (16) - (2) 182 4 55 4,476
Site rehabilitation 1,345 - (12) (9) - 24 (8) 133 1,474
Litigations, claims, and tax risks 891 189 (123) (321) 1 4 17 4 663
Other contingencies 1,668 514 (456) (116) 12 24 8 41 1,694
TOTAL PROVISIONS 18,539 1,358 (996) (454) 16 589 9 (225) 18,836

(1) Of which €3,629 million in provisions for dismantling nuclear facilities at December 31, 2015, versus €3,467 million at December 31, 2014.

The impact of unwinding discounting adjustments in respect of 18.2.1 Legal framework post-employment benefit obligations and other long-term benefits The Belgian law of April 11, 2003, amended by the law of relates to the interest expense on the pension obligations, net of the

The "Other" column mainly comprises actuarial gains and losses arising power plants and managing radioactive fissile material from such plants. on post-employment benefit obligations in 2015 which are recorded in The tasks of the Commission for Nuclear Provisions set up pursuant to "Other comprehensive income" as well as provisions recorded against a

adjustments are presented as follows in the consolidated income nuclear plants and on the types of assets in which Synatom may invest statement: its outstanding funds.

In millions of euros Dec. 31, 2015 To enable the Commission for Nuclear Provisions to carry out its work in
Income/(loss) from operating activities (237) accordance with the above-mentioned law, Synatom is required to
submit a report every three years describing the core inputs used to
Other financial income and expenses (589) measure these provisions.
Income taxes 329 Synatom submitted its triennial report to the Commission for Nuclear
TOTAL (497) Provisions on September 18, 2013. The Commission issued its opinion

The different types of provisions and the calculation principles applied ONDRAF, the Belgian agency for radioactive waste and enriched fissile are described below. materials.

18.1 Post-employment benefits and other

18.2 Nuclear power generation activities

In the context of its nuclear power generation activities, the Group assumes obligations relating to the processing of spent nuclear fuel and the dismantling of nuclear facilities.

April 25, 2007, granted Group subsidiary Synatom responsibility for expected return on plan assets. managing provisions set aside to cover the costs of dismantling nuclear the above-mentioned law is to oversee the process of computing and dismantling or site-rehabilitation asset. managing these provisions. The Commission also issues opinions on the Additions, reversals and the impact of unwinding discounting maximum percentage of funds that Synatom can lend to operators of

To enable the Commission for Nuclear Provisions to carry out its work in In millions of euros Dec. 31, 2015 accordance with the above-mentioned law, Synatom is required to Income/(loss) from operating activities (237) submit a report every three years describing the core inputs used to

TOTAL (497) Provisions on September 18, 2013. The Commission issued its opinion on November 18, 2013 based on the favorable opinion given by

For 2015, core inputs for measuring provisions including management scenarios, implementation program and timetable, detailed technical analyses (physical and radiological inventories), estimation methods and long-term benefits timing of expenditures, as well as discount rates, correspond to those which have been approved by the Commission for Nuclear Provisions See Note 19 "Post-employment benefits and other long-term benefits". and the Group has made sure that these assumptions remain reasonable. As in the previous year, changes in provisions in 2015 therefore mainly relate to recurring items linked to the passage of time (the unwinding of discounting adjustments) and provisions for fuel spent during the year.

NOTE 18 PROVISIONS

The provisions set aside take into account all existing or planned C spent fuel that has not been reprocessed is to be conditioned environmental regulatory requirements on a European, national and between 2035 and 2052, which requires conditioning facilities to be regional level. If additional legislation were to be introduced in the future, built according to ONDRAF's approved criteria; the cost estimates used as a basis for the calculations could vary. C the reprocessing residues and conditioned spent fuel will be However, the Group is not aware of additional planned legislation on this transferred to ONDRAF until 2053; matter which could materially impact the value of the provisions.

The estimated provision amounts include margins for contingencies and and 2095. The cost of this operation is estimated by ONDRAF. The other risks that may arise in connection with dismantling and fuel principal cash outflows will be spread over the period until 2058; management procedures. These margins are estimated by the Group C the long-term obligation is calculated using estimated internal costs for each cost category. The contingency margins relating to the disposal

The provisions recognized by the Group at December 31, 2015 were C the 4.8% discount rate used (actual rate of 2.8% and an inflation rate measured taking into account the prevailing contractual and legal of 2.0%) is based on an analysis of average, past and prospective framework, which sets the operating life of the Tihange 1 reactor at changes in benchmark long-term rates; 50 years and the other reactors at 40 years.

cost of quantities used up to the end of the operating life of the plant; would give rise to the postponement of the dismantling schedule. This could result in less efficient coordination of tasks compared to C an annual allocation is also recognized with respect to unwinding the dismantling all the facilities at the same time and the deferral over time of discount on the provision. the related expenditure. The changes to these provisions – subject to The costs effectively incurred in the future may differ from the estimates

When spent nuclear fuel is removed from a reactor, it remains Belgium's current legal framework does not prescribe methods for radioactive and requires processing. Two different procedures for managing radioactive spent fuel exist, being either reprocessing or managing nuclear waste. The reprocessing of spent fuel was suspended conditioning without following a resolution adopted by the House of Representatives in 1993. reprocessing. The Belgian government has not yet

The Commission for Nuclear Provisions has adopted a "mixed" scenario agreement will be reached between Belgium and France designating in which around one-quarter of total fuel is reprocessed, and the rest Areva as responsible for these reprocessing operations. disposed of directly without reprocessing.

The Group books provisions to cover all of the costs linked to this would lead to a decrease in the provision compared to the provision "mixed" scenario, including on-site storage, transportation, reprocessing resulting from the "mixed" scenario approved by the Commission for by an accredited facility, conditioning, storage and removal. Nuclear Provisions.

Provisions for nuclear fuel processing and storage are calculated based The Belgian government has not yet taken a decision as to whether the

  • C storage costs primarily comprise the costs of building and operating the long term. In accordance with the European Directive, in 2015 the
  • C part of the spent fuel is transferred for reprocessing. Reprocessing operations are scheduled to take place between 2019 and 2030. It is

  • C the fuel will be buried in a deep geological repository between 2085

  • and external costs assessed based on offers received from third of waste are determined by ONDRAF and built into its tariffs. parties or fee proposals from independent organizations;
  • C allocations to the provision are computed based on the average unit An extension of the operating lives of one or more nuclear reactors

certain conditions – would be recognized against the assets concerned. in terms of their nature and timing of payment. The provisions may be adjusted in line with future changes in the above-mentioned parameters. 18.2.2 Provisions for nuclear fuel processing However, these parameters are based on information and estimates and storage which the Group deems reasonable to date and which have been approved by the Commission for Nuclear Provisions.

decided which scenario will be made compulsory in Belgium. The scenario adopted is based on the assumption that the Belgian government will allow Synatom to reprocess uranium and that an

A scenario assuming the direct disposal of waste without reprocessing

on the following principles and parameters: waste should be buried in a deep geological repository or stored over storage pools, along with the costs of purchasing containers. These government drew up its national program for the management of spent costs are mainly incurred between 2016 and 2030; fuel and radioactive waste. The program remains subject to approval by a ministerial order. The scenario adopted by the Commission for Nuclear Provisions is based on the assumption that the waste will be buried in a deep geological repository as recommended in ONDRAF's waste assumed that the plutonium resulting from this process will be sold to management program. To date, there is no accredited site in Belgium. third parties; However, ONDRAF considers that by 2020 it will be able to confirm that Boom's clay facility can accept nuclear waste.

Nuclear power plants have to be dismantled at the end of their operating The scenario adopted is based on a dismantling program and on life. Provisions are set aside in the Group's accounts to cover all costs timetables that have to be approved by nuclear safety authorities. relating to (i) the shutdown phase, which involves removing radioactive fuel from the site and (ii) the dismantling phase, which consists of Provisions are also recognized for the Group's share of the expected decommissioning and cleaning up the site. dismantling costs for the nuclear facilities in which it has drawing rights.

Provisions for dismantling nuclear facilities are calculated based on the following principles and parameters: 18.2.4 Sensitivity to discount rates

  • C costs payable over the long term are calculated by reference to the Based on currently applied parameters for estimating costs and the
  • discount rates would reduce the provision amount. expire in order to determine the value of the future obligation;
  • corresponding assets accordingly. nuclear fuel;
  • C the operating life is 50 years for Tihange 1 and 40 years for the other Sensitivity to discount rates as presented above in accordance with the
  • C it generally takes three to four years to shut down a reactor. The start inputs some of which may be interdependent included in the a whole. The shutdown procedures are immediately followed by regulations ensures that the overall obligation is measured accurately. dismantling operations, which last from 9 to 13 years;
  • C the present value of the obligation when the facilities are commissioned represents the initial amount of the provision. The matching entry is an asset recognized for the same amount within the other plant and equipment corresponding property, plant and equipment category. This asset is
  • commitment. future cash flows.

The costs effectively incurred in the future may differ from the estimates Based on estimates of proven and probable reserves through 2260 in terms of their nature and timing of payment. The provisions may be using current production levels, dismantling provisions for gas adjusted infrastructures in France have a present value near zero. in line with future changes in the above-mentioned parameters.

18.2.3 Provisions for dismantling nuclear However, these parameters are based on information and estimates which the Group deems reasonable to date and which have been facilities approved by the Commission for Nuclear Provisions.

estimated costs for each nuclear facility, based on a study conducted timing of payments, a change of 10 basis points in the discount rate III by independent experts under the assumption that the facilities will be used could lead to an adjustment of around €100 million in dismantling dismantled progressively; and nuclear fuel processing and storage provisions. A fall in discount rates would lead to an increase in outstanding provisions, while a rise in C an inflation rate of 2.0% is applied until the dismantling obligations

Changes arising as a result of the review of the dismantling provision C a discount rate of 4.8% (including 2.0% inflation) is applied to would not have an immediate impact on income, since the matching determine the present value (NPV) of the obligation. This rate is the entry under certain conditions would consist in adjusting the same as the one used to calculate the provision for processing spent

facilities; applicable standards, is an automatic calculation and should therefore be interpreted with appropriate caution in view of the variety of other of the technical shut-down procedures depends on the facility evaluation. The frequency with which these provisions are reviewed by concerned and on the timing of operations for the nuclear reactor as the Commission for Nuclear Provisions in accordance with applicable

18.3 Dismantling obligations arising on

depreciated over the remaining operating life as from the Certain plant and equipment, including conventional power stations, commissioning date; transmission and distribution pipelines, storage facilities and LNG annual allocation terminals, have to be dismantled at the end of their operational lives. C to the provision, reflecting the interest cost on the provision carried in the books at the end of the previous year, is This obligation is the result of prevailing environmental regulations in the calculated at the discount rate used to estimate the present value of countries concerned, contractual agreements, or an implicit Group

The Group also sets aside a provision equipment. for its obligations in terms of rehabilitating exploration-production facilities.

18.5 Contingencies and tax risks The provision reflects the present value of the estimated rehabilitation costs until the operating activities are completed. This provision is computed based on the Group's internal assumptions regarding This caption includes essentially provisions for commercial estimated rehabilitation costs and the timing of the rehabilitation work. contingencies, and claims and tax disputes. The timing of the rehabilitation work used as the basis for the provision

18.4 Site rehabilitation may vary depending on the time when production is considered no longer economically viable. This consideration is itself closely related to fluctuations in future gas and oil prices.

18.4.1 Exploration-production activities The provision is recognized with a matching entry to property, plant and

NOTE 19 Post-employment benefits and other long-term benefits

19.1 Description of the main pension plans subject to fluctuations based on the weight of the Group's companies

19.1.1 Companies belonging to the Electricity At December 31, 2015, the projected benefit obligation in respect of the and Gas Industries sector in France special pension plan for EGI sector companies amounted to €3.2 billion

increase in discount rates. Électriques et Gazières) has operated the pension, disability, death, occupational accident and occupational illness benefit plans for The duration of the pension benefit obligation relating to the EGI pension electricity and gas industry (hereinafter "EGI") companies in France. The plan is 18 years. CNIEG is a social security legal entity under private law placed under the 19.1.2 Companies belonging to the electricity joint responsibility of the ministries in charge of social security and

Employees and retirees of EGI sector companies have been fully In Belgium, the rights of employees in electricity and gas sector affiliated to the CNIEG since January 1, 2005. The main affiliated Group companies, principally Electrabel, Electrabel Customer Solutions (ECS), entities are ENGIE SA, GRDF, GRTgaz, ELENGY, STORENGY, ENGIE

Following the funding reform of the special EGI pension plan introduced agreements. by Act No. 2004-803 of August 9, 2004 and its implementing decrees, These agreements, applicable to "wage-rated" employees recruited prior specific benefits (pension benefits on top of the standard benefits to June 1, 2002 and managerial staff recruited prior to May 1, 1999, payable under ordinary law) already vested at December 31, 2004 ("past specify the benefits entitling employees to a supplementary pension specific benefits") were allocated between the various EGI entities. Past equivalent to 75% of their most recent annual income, for a full career specific benefits (benefits vested at December 31, 2004) relating to and in addition to the statutory pension. These top-up pension regulated transmission and distribution businesses ("regulated past payments provided under defined benefit plans are partly reversionary. specific benefits") are funded by the levy on gas and electricity In practice, the benefits are paid in the form of a lump sum for the transmission and distribution services (Contribution Tarifaire majority of plan participants. Most of the obligations resulting from these d'Acheminement) and therefore no longer represent an obligation for the pension plans are financed through pension funds set up for the ENGIE Group. Unregulated past specific benefits (benefits vested at December 31, electricity and gas sector and by certain insurance companies. 2004) are funded by EGI sector entities to the extent

The special EGI pension plan is a legal pension plan available to new actuarial assessments. entrants.

The specific benefits vested under the plan since January 1, 2005 are around 13% of total pension obligations and related liabilities at wholly financed by EGI sector companies in proportion to their December 31, 2015. The average duration is 11 years. respective weight in terms of payroll costs within the EGI sector.

As this plan represents a defined benefit plan, the Group has set aside a pension provision in respect of specific benefits payable to employees of plans. However, for contributions paid from January 1, 2004, the law unregulated activities and specific benefits vested by employees of specifies a minimum average annual return (3.75% on wage regulated activities since January 1, 2005. This provision also covers the contributions and 3.25% on employer's contributions) when savings are Group's early retirement obligations. The provision amount may be liquidated.

within the EGI sector.

The Group's main pension plans are described below. Pension benefit obligations and other "mutualized" obligations are assessed by the CNIEG.

Since (€3.3 billion at December 31, 2014). This decrease is mainly due to the January 1, 2005, the CNIEG (Caisse Nationale des Industries

budget. and gas sector in Belgium

Laborelec, ENGIE CC and some GDF SUEZ Energy Management Thermique France, CPCU, CNR and SHEM. Trading employee categories, are governed by collective bargaining

Pre-funded pension plans are financed by employer and employee defined by decree No. 2005-322 of April 5, 2005. contributions. Employer contributions are calculated annually based on

The projected benefit obligation relating to these plans represented

"Wage-rated" employees recruited after June 1, 2002 and managerial staff recruited after May 1, 1999 are covered under defined contribution NOTE 19 POST-EMPLOYMENT BENEFITS AND OTHER LONG-TERM BENEFITS

The law on supplementary pensions, approved on December 18, 2015 19.2 Description of other and enforced on January 1, 2016, amends the guaranteed return rates post-employment benefit obligations based on the actual performance of obligations. The Group has and other long-term benefits determined that these changes do not have a material impact on the amount of the obligation.

defined contribution plans (€21 million at December 31, 2014). former EGI sector employees

19.1.3 Multi-employer plans

Employees of some Group companies are affiliated to multi-employer pension plans.

C end-of-career indemnities; III Under multi-employer plans, risks are pooled to the extent that the plan C bonus leave; is funded by a single contribution rate determined for all affiliated companies and applicable to all employees. C immediate bereavement benefits.

Multi-employer plans are particularly common in the Netherlands, where Long-term benefits: employees are normally required to participate in a compulsory C allowances for occupational accidents and illnesses; industry-wide plan. These plans cover a significant number of employers, thereby limiting the impact of potential default by an affiliated C temporary and permanent disability allowances; company. In the event of default, the vested rights are maintained in a C long-service awards. special compartment and are not transferred to the other members. The Group's main obligations are described below. Refinancing plans may be set up to ensure the funds are balanced.

19.2.1.1 Reduced energy prices The ENGIE Group accounts for multi-employer plans as defined contribution plans.

An expense of €71 million was recognized in 2015 in respect of personnel, all employees (current and former employees, provided they

19.1.4 Other pension plans rates".

benefits. In terms of financing, pension plans within the Group are reduced price. For retired employees, this provision represents a almost equally split between defined benefit and defined contribution post-employment defined benefit. Retired employees are only entitled to

The Group's main pension plans outside France, Belgium and the

  • C United Kingdom: the large majority of defined benefit pension plans is while EDF supplies electricity to these same beneficiaries. ENGIE pays these plans. All entities run a defined contribution scheme. The employees as a result of energy exchanges between the two utilities. pension obligations of International Power's subsidiaries in the United sale price and the preferential rates granted. invested in separate funds. Since June 1, 2008, the scheme has been
  • C Germany: the Group's German subsidiaries have closed their defined €2.7 billion at December 31, 2015. The duration of the obligation is benefit plans to new entrants and now offer defined contribution 20 years. plans;
  • Brazil: 19.2.1.2 End-of-career indemnities C Tractebel Energia operates its own pension scheme. This been available to new entrants since the beginning of 2005. line with the length of service within the EGI sector.

An expense of €24 million was recognized in 2015 in respect of these 19.2.1 Other benefits granted to current and

Other benefits granted to EGI sector employees are:

Post-employment benefits:

  • C reduced energy prices;

Under Article 28 of the national statute for electricity and gas industry multi-employer pension plans (€73 million at December 31, 2014). meet certain length-of-service conditions) are entitled to benefits in kind which take the form of reduced energy prices known as "employee

Most other Group companies also grant their employees retirement This benefit entitles employees to electricity and gas supplies at a plans. the reduced rate if they have completed at least 15 years' service within EGI sector companies.

Netherlands concern: In accordance with the agreements signed with EDF in 1951, ENGIE provides gas to all current and former employees of ENGIE and EDF, now closed to new entrants and future benefits no longer vest under (or benefits from) the balancing contribution payable in respect of its

Kingdom are covered by the special Electricity Supply Pension The obligation to provide energy at a reduced price to current and Scheme (ESPS). The assets of this defined benefit scheme are former employees is measured as the difference between the energy

closed and a defined contribution plan was set up for new entrants; The provision set aside in respect of reduced energy prices amounts to

scheme has been split into two parts, one for the (closed) defined Retiring employees (or their dependents in the event of death during benefit plan, and the other for the defined contribution plan that has active service) are entitled to end-of-career indemnities which increase in

19.2.1.3 Compensation for occupational accidents 19.3 Defined benefit plans and illnesses

19.3.1 Amounts presented in the statement of EGI sector employees are entitled to compensation for accidents at work and occupational illnesses. These benefits cover all employees or financial position and statement of the dependents of employees who die as a result of occupational accidents or illnesses, or injuries suffered on the way to work. comprehensive income

The amount of the obligation corresponds to the likely present value of In accordance with IAS 19, the information presented in the statement the benefits to be paid to current beneficiaries, taking into account any of financial position relating to post-employment benefit obligations and

Electricity and gas sector companies also grant other employee benefits prepaid benefit cost are met. such as the reimbursement of medical expenses, electricity and gas price reductions, as well as length-of-service awards and early retirement schemes. These benefits are not prefunded, with the exception of the special "allocation transitoire" termination indemnity, considered as an end-of-career indemnity.

19.2.3 Other collective agreements

Most other Group companies also grant their staff post-employment benefits (early retirement plans, medical coverage, benefits in kind, etc.) and other long-term benefits such as jubilee and length-of-service awards.

reversionary annuities. other long-term benefits results from the difference between the gross projected benefit obligation and the fair value of plan assets. A provision 19.2.2 Other benefits granted to employees of is recognized if this difference is positive (net obligation), while a prepaid benefit cost is recorded in the statement of financial position when the the gas and electricity sector in Belgium difference is negative, provided that the conditions for recognizing the

Changes in provisions for post-employment benefits and other long-term benefits, plan assets and reimbursement rights recognized in the statement of financial position are as follows:

In millions of euros Provisions Plan assets Reimbursement rights
AT JANUARY 1, 2014 (4,390) 72 167
Exchange rate differences (12) - -
Changes in scope of consolidation and other 34 (85) -
Actuarial gains and losses (1,784) 22 6
Periodic pension cost (497) 28 6
Asset ceiling (4) - -
Contributions/benefits paid 420 5 (3)
AT DECEMBER 31, 2014 (6,232) 41 176
Exchange rate differences 13 - -
Changes in scope of consolidation and other 45 (48) -
Actuarial gains and losses 448 38 (11)
Periodic pension cost (458) 15 3
Asset ceiling (41) - -
Contributions/benefits paid 441 16 -
AT DECEMBER 31, 2015 (5,785) 62 167

Plan assets and reimbursement rights are presented in the statement of Cumulative actuarial gains and losses recognized in equity amounted to financial position under "Other non-current assets" or "Other current €2,730 million at December 31, 2015, compared to €3,138 million at assets". December 31, 2014.

The cost recognized for the period in the income statement amounts to Net actuarial differences arising in the period and presented on a €442 million in 2015 (€469 million in 2014). The components of this separate line in the statement of comprehensive income represented a defined benefit cost in the period are set out in Note 19.3.4 net actuarial gain totaling €446 million in 2015 and a net actuarial loss of "Components of the net periodic pension cost". €1,762 million in 2014.

The Eurozone represents 94% of the Group's net obligation at December 31, 2015 (compared to 94% at December 31, 2014).

NOTE 19 POST-EMPLOYMENT BENEFITS AND OTHER LONG-TERM BENEFITS

19.3.2 Change in benefit obligations and plan assets

The table below shows the amount of the Group's projected benefit obligations and plan assets, changes in these items during the periods presented, and their reconciliation with the amounts reported in the statement of financial position:

Dec. 31, 2015 Dec. 31, 2014
In millions of euros Pension
benefit
obligations
Other post-
employment
benefit
(1) obligations (2) obligations (3)
Long-term
benefit
Total Pension
benefit
Other post
employment
benefit
obligations (1) obligations (2) obligations (3)
Long-term
benefit
Total
A - CHANGE IN PROJECTED BENEFIT OBLIGATION
Projected benefit obligation
at January 1
(7,580) (3,393) (564) (11,537) (6,363) (2,383) (531) (9,276)
Service cost (267) (64) (46) (376) (229) (32) (40) (301)
Interest expense (196) (70) (9) (276) (251) (88) (16) (355)
Contributions paid (13) - - (13) (13) - - (13)
Amendments 8 16 - 24 10 1 3 14
Changes in scope of
consolidation
2 (1) - 1 (85) - - (85)
Curtailments/settlements 19 - - 19 16 - - 16
Non-recurring items (2) (6) - (7) (3) (4) - (7)
Financial actuarial gains and
losses
292 294 33 619 (941) (1,036) (36) (2,014)
Demographic actuarial gains
and losses
140 (280) 9 (131) (36) 58 10 32
Benefits paid 373 109 48 530 361 92 47 500
Other (of which translation
adjustments)
25 - - 25 (47) (2) - (48)
Projected benefit obligation
at December 31
A
(7,197)
(3,394) (530) (11,120) (7,580) (3,393) (564) (11,537)
B - CHANGE IN FAIR VALUE OF PLAN ASSETS
Fair value of plan assets at
January 1
5,349 3 - 5,351 4,955 5 - 4,960
Interest income on plan assets 148 - - 148 201 - - 201
Financial actuarial gains and
losses
40 - - 40 195 (2) - 193
Contributions received 271 17 - 288 270 14 - 284
Changes in scope of
consolidation
(1) - - (1) 36 - - 36
Settlements (15) (1) - (17) (12) (1) - (13)
Benefits paid (332) (17) - (349) (333) (14) - (347)
Other (of which translation
adjustments)
(14) - - (14) 36 - - 36
Fair value of plan assets at
December 31
B
5,445
1 - 5,446 5,349 3 - 5,351
FUNDED STATUS A+B
(1,752)
(3,393) (530) (5,674) (2,231) (3,391) (564) (6,185)
Asset ceiling (48) - - (48) (6) - - (6)
NET BENEFIT OBLIGATION (1,800) (3,393) (530) (5,722) (2,237) (3,391) (564) (6,191)
ACCRUED BENEFIT
LIABILITY
(1,862) (3,393) (530) (5,785) (2,278) (3,391) (564) (6,233)
PREPAID BENEFIT COST 62 - - 62 41 - - 41

(1) Pensions and retirement bonuses.

(2) Reduced energy prices, healthcare, gratuities and other post-employment benefits.

(3) Length-of-service awards and other long-term benefits.

19.3.3 Change in reimbursement rights

Changes in the fair value of reimbursement rights relating to plan assets managed by Contassur are as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Fair value at January 1 176 167
Interest income on plan assets 3 7
Financial actuarial gains and losses (11) 6
Actual return (9) 13
Curtailments/settlements - (1)
Employer contributions 16 13
Employee contributions 1 2
Benefits paid (17) (18)
FAIR VALUE AT DECEMBER 31 167 176

19.3.4 Components of the net periodic pension cost

The net periodic cost recognized in respect of defined benefit obligations for the years ended December 31, 2015 and 2014 breaks down as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Current service cost 376 301
Net interest expense 128 153
Actuarial gains and losses (1) (42) 27
Plan amendments (24) (14)
Gains or losses on pension plan curtailments, terminations and settlements (2) (5)
Non-recurring items 7 7
TOTAL 442 469
o/w recorded in current operating income after share in net income of entities
accounted for using the equity method
314 315
o/w recorded in net financial income/(loss) 128 153

(1) On long-term benefit obligation.

When defined benefit plans are funded, the related plan assets are When plan assets are invested in pension funds, investment decisions invested in pension funds and/or with insurance companies, depending and the allocation of plan assets are the responsibility of the fund on the investment practices specific to the country concerned. The management concerned. For French companies, where plan assets are investment strategies underlying these defined benefit plans are aimed invested with an insurance company, the latter manages the investment at striking the right balance between return on investment and

The objectives of these strategies are twofold: to maintain sufficient indexes and adapted to the long-term profile of the liabilities, taking into liquidity to cover pension and other benefit payments; and as part of risk account Eurozone government bonds and shares in front-ranking management, to achieve a long-term rate of return higher than the companies within and outside the Eurozone.

19.3.5 Funding policy and strategy discount rate or, where appropriate, at least equal to future required returns.

portfolio for unit-linked policies or euro-denominated policies. These acceptable levels of risk. diversified funds are actively managed by reference to composite

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 19 POST-EMPLOYMENT BENEFITS AND OTHER LONG-TERM BENEFITS

For euro-denominated funds, the insurer's sole obligation is to ensure a fixed minimum return on assets.

The funding of these obligations at December 31 for each of the periods presented can be analyzed as follows:

In millions of euros Projected benefit
obligation
Fair value of plan
assets
Asset ceiling Total net obligation
Underfunded plans (5,777) 4,469 (48) (1,356)
Overfunded plans (923) 977 - 55
Unfunded plans (4,421) - - (4,421)
AT DECEMBER 31, 2015 (11,120) 5,446 (48) (5,722)
Underfunded plans (7,385) 4,872 (6) (2,519)
Overfunded plans (438) 479 - 41
Unfunded plans (3,714) - - (3,714)
AT DECEMBER 31, 2014 (11,537) 5,351 (6) (6,191)

The allocation of plan assets by principal asset category can be analyzed as follows:

In % Dec. 31, 2015 Dec. 31, 2014
Equity investments 31 31
Sovereign bond investments 16 20
Corporate bond investments 34 29
Money market securities 8 9
Real estate 4 4
Other assets 7 7
TOTAL 100 100

approximately 3% in group insurance and 2% in pension funds. The actual return on assets of EGI sector companies stood at 4% in 2015. The allocation of plan assets categories by geographic area of

All plan assets are quoted on an active market at December 31, 2015. The actual return on plan assets of Belgian entities amounted to

investment can be analyzed as follows:

In % Europe North America Latin America Asia - Oceania Rest of the World Total
Equity investments 62 23 1 11 4 100
Sovereign bond investments 76 1 22 1 - 100
Corporate bond investments 81 12 1 4 1 100
Money market securities 87 5 4 3 1 100
Real estate 87 - 2 11 - 100
Other assets 46 14 21 15 4 100

19.3.6 Actuarial assumptions

Actuarial assumptions are determined individually by country and company in conjunction with independent actuaries. Weighted discount rates for main actuarial assumptions are presented below:

Pension benefit
obligations
Other
post-employment
benefit obligations
Long-term benefit
obligations
Total benefit
obligations
2015 2014 2015 2014 2015 2014 2015 2014
Discount rate 2.9% 2.8% 2.5% 2.1% 2.1% 1.8% 2.7% 2.5%
Inflation rate 1.8% 2.0% 1.7% 1.7% 1.7% 1.8% 1.8% 1.9%
Average remaining working years of
participating employees
14 years 15 years 16 years 16 years 16 years 16 years 15 years 15 years

unchanged discount rate) would result in a change of approximately of the calculation, on top-rated corporate bonds with maturities 15% in the projected benefit obligation. mirroring the term of the plan.

19.3.6.2 Other assumptions The rates were determined for each monetary area (Eurozone and United Kingdom) based on data for AA corporate bonds yields The medical costs (including inflation) increase rate was estimated (Bloomberg and iBoxx), extrapolated on the basis of government bond at 3%. yields for long maturities.

would have the following impacts: decrease in the discount rate would result in a change of approximately 16% in the projected benefit obligation.

19.3.6.1 Discount and inflation rate The inflation rates were determined for each monetary area. A 100-basis-point increase or decrease in the inflation rate (with an The discount rate applied is determined based on the yield, at the date

A 100-basis-point change in the assumed increase in healthcare costs According to the Group's estimates, a 100-basis-point increase or

In millions of euros 100-basis-point increase 100-basis-point decrease
Impact on expenses 4 (3)
Impact on pension obligations 59 (43)

19.3.7 Estimated employer contributions 19.4 Defined contribution plans payable in 2016 under defined benefit

The Group expects to pay around €192 million in contributions into its 2014). These contributions are recorded under "Personnel costs" in the defined benefit plans in 2016, including €97 million for EGI sector consolidated income statement. companies. Annual contributions in respect of EGI sector companies will be made by reference to rights vested in the year, taking into account the funding level for each entity in order to even out contributions over the medium term.

plans In 2015, the Group recorded a €134 million expense in respect of amounts paid into Group defined contribution plans (€139 million in

NOTE 20 Exploration-production activities

20.1 Exploration-production assets

Exploration-production assets break down into the following three categories: exploration-production licenses, presented under "Intangible assets" in the statement of financial position, fields under development, shown under "Assets in development phase", and fields in production, shown under "Assets in production phase", which are included in "Property, plant and equipment" in the statement of financial position.

In millions of euros Licenses Assets in
development phase
Assets in
production phase
Total
A. GROSS AMOUNT
At January 1, 2014 1,043 1,443 7,841 10,327
Change in scope of consolidation - (39) (147) (186) III
Acquisitions 24 805 178 1,007
Disposals - (12) (99) (111)
Translation adjustments 108 94 (216) (14)
Other (69) (885) 999 45
At December 31, 2014 1,106 1,406 8,555 11,067
Change in scope of consolidation (174) - (10) (185)
Acquisitions 37 951 128 1,115
Disposals (124) (198) - (322)
Translation adjustments 105 105 (155) 54
Other 60 (106) 126 81
AT DECEMBER 31, 2015 1,009 2,158 8,643 11,810
B. ACCUMULATED AMORTIZATION, DEPRECIATION AND IMPAIRMENT LOSSES
At January 1, 2014 (361) (35) (4,053) (4,450)
Change in scope of consolidation - - 96 96
Amortization, depreciation and impairment
losses
(33) - (920) (953)
Translation adjustments (44) (1) 62 17
Other - 33 (33) -
At December 31, 2014 (438) (4) (4,847) (5,289)
Change in scope of consolidation 174 - 10 185
Amortization, depreciation - - (664) (664)
Impairment losses (349) (1,146) (1,041) (2,536)
Disposals 88 - - 88
Translation adjustments (48) (26) 77 3
Other - - - -
AT DECEMBER 31, 2015 (573) (1,176) (6,464) (8,213)
C. CARRYING AMOUNT
At December 31, 2014 668 1,402 3,708 5,778
AT DECEMBER 31, 2015 437 982 2,179 3,597

Acquisitions in 2015 notably include developments carried out over the year on the Cygnus field in the United Kingdom, the Jangkrik field in Indonesia and the Touat field in Algeria. Disposals mainly include the disposal of a 11.67% interest in the Jangkrik field in Indonesia.

Acquisitions in 2014 notably included developments performed on the Cygnus field in the United Kingdom and on the Jangkrik field in Indonesia.

Impairment losses recorded at December 31, 2015 and December 31, 2014 are described in Note 7.2.

20.2 Capitalized exploration costs

The following table provides a breakdown of the net change in capitalized exploration costs:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
At January 1 430 599
Capitalized exploration costs for the year 129 162
Amounts recognized in expenses for the period (145) (236)
Other (54) (95)
AT DECEMBER 31 359 430

Capitalized exploration costs are reported in the statement of financial position within "Other assets".

20.3 Investments during the period

Investments for the exploration-production business amounted to €1,027 million and €1,094 million, respectively, in 2015 and 2014. Investments are included in "Acquisitions of property, plant and equipment and intangible assets" in the statement of cash flows.

NOTE 21 Finance leases

21.1 Finance leases for which ENGIE acts as lessee

The carrying amounts of property, plant and equipment held under The main finance lease agreements entered into by the Group primarily finance leases are broken down into different categories depending on concern the Energy International business line power plants (mostly the type of asset concerned. Enersur – Peru) and Cofely's cogeneration plants.

The present values of future minimum lease payments break down as follows:

Future minimum lease payments at
Dec. 31, 2015
Future minimum lease payments at
Dec. 31, 2014
In millions of euros Undiscounted value
Present value
Undiscounted value Present value
Year 1 102 99 100 98
Years 2 to 5 included 292 259 391 367
Beyond year 5 275 253 70 50
TOTAL FUTURE MINIMUM LEASE PAYMENTS 669 611 561 515

The following table provides a reconciliation of liabilities under finance leases as reported in the statement of financial position (see Note 15.2.1 "Borrowings and debt") with undiscounted future minimum lease payments by maturity:

In millions of euros Total Year 1 Years 2 to 5 included Beyond year 5
Liabilities under finance leases 611 95 247 270
Impact of discounting future repayments of principal and
interest
57 7 45 5
UNDISCOUNTED FUTURE MINIMUM LEASE PAYMENTS 669 102 292 275

21.2 Finance leases for which ENGIE acts as lessor

These leases fall mainly within the scope of IFRIC 4 guidance on the The Group has recognized finance lease receivables, notably for interpretation of IAS 17. They concern (i) energy purchase and sale cogeneration plants for Wapda and NTDC (Uch - Pakistan), Bowin (Glow contracts where the contract conveys an exclusive right to use a - Thailand) and Lanxess (Electrabel - Belgium). production asset; and (ii) certain contracts with industrial customers relating to assets held by the Group.

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Undiscounted future minimum lease payments 1,167 1,180
Unguaranteed residual value accruing to the lessor 42 38
TOTAL GROSS INVESTMENT IN THE LEASE 1,209 1,218
Unearned financial income 172 192
NET INVESTMENT IN THE LEASE (STATEMENT OF FINANCIAL POSITION) 1,037 1,026
o/w present value of future minimum lease payments 1,007 999
o/w present value of unguaranteed residual value 30 28

Amounts recognized in the statement of financial position, in connection with finance leases, are detailed in Note 15.1.2 "Loans and receivables at amortized cost".

Undiscounted future minimum lease payments receivable under finance leases can be analyzed as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Year 1 108 122
Years 2 to 5 included 444 401
Beyond year 5 616 657
TOTAL 1,167 1,180

NOTE 22 Operating leases

22.1 Operating leases for which ENGIE acts as lessee

The Group has entered into operating leases mainly in connection with LNG tankers, and miscellaneous buildings and fittings.

Operating lease income and expenses for 2015 and 2014 can be analyzed as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Minimum lease payments (886) (905)
Contingent lease payments (18) (18)
Sub-letting income 76 87
Sub-letting expenses (27) (39)
Other operating lease expenses (238) (206)
TOTAL (1,093) (1,081)

Future minimum lease payments under non-cancelable operating leases can be analyzed as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Year 1 620 642
Years 2 to 5 included 1,398 1,601
Beyond year 5 1,281 1,465
TOTAL 3,300 3,708

22.2 Operating leases for which ENGIE acts as lessor

These leases fall mainly within the scope of IFRIC 4 guidance on the interpretation of IAS 17. They primarily concern power plants operated by the Energy International business line.

Operating lease income for 2015 and 2014 can be analyzed as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Minimum lease payments 556 579
Contingent lease payments 76 113
TOTAL 632 692

Lease income is recognized in revenues.

Future minimum lease payments receivable under non-cancelable operating leases can be analyzed as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Year 1 403 550
Years 2 to 5 included 694 1,351
Beyond year 5 27 19
TOTAL 1,125 1,919

NOTE 23 Share-based payments

Expenses recognized in respect of share-based payments break down as follows:

Expense for the year
In millions of euros Note Dec. 31, 2015 Dec. 31, 2014
Employee share issues (1) 23.2 15 11
Bonus/performance share plans 23.3 34 10
Other Group plans 1 1
TOTAL 50 22

(1) Including Share Appreciation Rights set up within the scope of employee share issues in certain countries.

Stock option plans(1) 23.1

No new ENGIE stock option grants were approved by the Group's Board of Directors in either 2015 or 2014.

At December 2015, all stock option plans in force are stock purchase plans that are already vested, with no expense recognized anymore. The characteristics of these plans are the following:

Plan Date of
authorizing
General
Shareholders'
Meeting
Vesting
date
Adjusted
exercise
(in euros)
Number of
price beneficiaries
per plan
Number of
options
granted to
members of
the
Executive
Committee
Outstanding
options at
Dec. 31, 2014
Options
cancelled or
expired
Outstanding
options at
Dec. 31,
2015
Expiration Residual
date
life
01/17/2007 04/27/2004 01/17/2007 36.6 2,173 1,218,000 5,607,859 5,607,859 - 01/16/2015 -
11/14/2007 05/04/2007 11/14/2007 41.8 2,107 804,000 4,357,575 4,357,575 - 11/13/2015 -
11/12/2008 (1)07/16/2008 11/12/2012 32.7 3,753 2,615,000 5,999,064 30,000 5,969,064 11/11/2016 0.9
11/10/2009 (1)05/04/2009 11/10/2013 29.4 4,036 - 4,858,725 50,710 4,808,015 11/09/2017 1.9
TOTAL 4,637,000 20,823,223 10,046,144 10,777,079

(1) Plans exercisable at December 31, 2015.

The stock subscription plans issued in 2007 expired in 2015, and 10 million options were cancelled.

In 2015, the French State made 13 million existing ENGIE shares available to the Group's employees and former employees for purchase. The share issue featured a matching employer contribution under the

  • entitled from the fair value of warrants hedging the liability towards employees. to 449,345 bonus ENGIE shares, representing a €8.8 million expense;
  • 23.2 Employee share issues C for employees in other countries, ENGIE shares were granted through a 86,437 bonus share award plan, available on February 27, 2020, subject to a condition requiring employees to be employed with the 23.2.1 2015 Employee share issue Group on December 31, 2019. The cost of this plan amounts to €1 million, will be recognized over a five-year period.

23.2.2 Link 2014

terms and conditions described below: The cost of cash-settled Share Appreciation Rights issued as part of C based on their subscription, participating French employees were LINK 2014 subscription plan amounted to €5 million in 2015, resulting

(1) The terms and conditions of plans set up in the past are described in previous Registration Documents prepared by SUEZ and subsequently GDF SUEZ.

On December 16, 2015, the Board of Directors approved the allocation income Group share in 2017 and 2018. of 3.3 million performance shares to members of the Group's executive As part of this plan, performance shares without conditions were also

  • C performance shares vesting on March 14, 2019, subject to a further (21,600 allocated shares). two-year non-transferability period; and
  • non-transferability period. without performance conditions

23.3 Bonus shares and performance In addition to a condition requiring employees to be employed with the Group at the vesting date, each tranche is made up of instruments shares subject to two different conditions:

  • 23.3.1 New awards in 2015 C a market performance condition relating to ENGIE's total share return compared to that of the Eurostoxx Utilities Eurozone index, as assessed between November 2015 and January 2019;
  • ENGIE Performance Share plan of December 16, 2015 C an internal performance condition relating to Group net recurring

and senior management into two tranches: awarded to the winners of the Innovation and Incubation programs

C performance shares vesting on March 14, 2020, without a 23.3.2 Fair value of bonus share plans with or

The following assumptions were used to calculate the fair value of the new plans awarded by ENGIE in 2015:

Allocation date Vesting date End of the
lock-up period
Price at
the
award
date
Expected
dividend
Financing
cost for the
employee
Non-transferability
cost
Market-related
performance
condition
Fair
value
per unit
December 16, 2015 March 14, 2019 March 14, 2021 €16.0 €1.0 5.9% €1.1 yes €9.7
December 16, 2015 March 14, 2020 March 14, 2020 €16.0 €1.0 5.9% - yes €9.9
Weighted fair value of the December 16, 2015 plan €9.8

23.3.3 Review of internal performance accordance with the plans' regulations, leading to a decrease in the total expense recognized in relation to the plans in accordance with IFRS 2. conditions applicable to the plans

In addition to the condition of continuing employment within the Group, failure to meet performance criteria, the volume of December 2011 eligibility for certain bonus share and performance share plans is subject performance share plans was amended, and the Group recorded to an internal performance condition. When this condition is not fully income of €11 million. met, the number of bonus shares granted to employees is reduced in

Performance conditions are reviewed at each reporting date. Due to a

23.3.4 Free share plans with or without performance conditions in force at December 31, 2015, and impact on income

The expense recorded during the year on plans in effect was as follows:

Expense for the year
(In millions of euros) Dec. 31, 2015 Dec. 31, 2014
Bonus share plans 17 23
Performance share plans 17 (13)
of which expense for the period 28 27
of which reversal for performance conditions not achieved (11) (40)
TOTAL 34 10

NOTE 24 Related party transactions

This note describes material transactions between the Group and C regarding the conditions for rate regulation in France, the contract related parties. confirms the overall regulatory framework for setting and changing

2009, which notably forecasts rate changes based on costs incurred, Note 25 "Executive compensation".

Transactions with joint ventures and associates are described in Note 3 of regulated natural gas tariffs for business customers.

24.1 Relations with the French State and 24.1.2 Relations with EDF with entities owned or partly owned

The French State owns 32.76% of ENGIE and appoints five and electricity distribution networks. ERDF SA, a subsidiary of EDF SA,

The French State holds a golden share aimed at protecting France's January 1, 2007 and January 1, 2008, respectively, and act in critical accordance with the agreement previously signed by the two incumbent interests and ensuring the continuity and safeguarding of supplies operators. in the energy sector. The golden share is granted to the French State indefinitely and entitles it to veto decisions taken by ENGIE if it considers they could harm France's interests.

Public service engagements in the energy sector are defined by the law of January 3, 2003. Nationale des Industries Électriques

et Gazières) On November 6, 2015, the French State and ENGIE renewed the public service contract which sets out how such engagements are The Group's relations with the CNIEG, which manages all old-age, implemented, the Group's public service obligations and the conditions death and disability benefits for active and retired employees of the

as part of and Non-Nationalized Companies (Entreprises Non Nationalisées – C its public service obligations, the Group reaffirmed its long-term benefits". relations, solidarity and assistance to low-income customers, sustainable development and protection of the environment, as well as in terms of research;

natural gas tariffs in France, according to the Decree of December 18, Compensation payable to key management personnel is disclosed in while also defining the transitional framework following the elimination

"Investments in entities accounted for using the equity method". Transmission rates on the GRTgaz transportation network and the gas Only material transactions are described below. distribution network in France, as well as rates for accessing the French III LNG terminals, are all regulated.

Following the creation on July 1, 2004 of the French gas and electricity by the French State distribution network operator (EDF Gaz de France Distribution), Gaz de France SA and EDF entered into an agreement on April 18, 2005 setting 24.1.1 Relations with the French State out their relationship as regards the distribution business. The December 7, 2006 law on the energy sector reorganized the natural gas representatives to the Group's 19-member Board of Directors. and GRDF SA, a subsidiary of ENGIE SA, were created on

24.2 Relations with the CNIEG (Caisse

for rate regulation in France: Group who belong to the special EGI pension plan, employees of EDF commitments ENN), are described in Note 19 "Post-employment benefits and other in terms of security of supply, quality of customer

NOTE 25 Executive compensation

Executive compensation presented below includes compensation for the Group's members of the Executive Committee and the Board of Directors.

The Executive Committee had 21 members in 2015 compared to 20 in 2014.

Their compensation breaks down as follows:

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Short-term benefits 26 25
Post-employment benefits 5 4
Shared-based payments 1 (2)
Termination benefits - 7
TOTAL 33 33

NOTE 26 Working capital requirements, other assets and other liabilities

26.1 Composition of change in working capital requirements

In millions of euros Change in working capital
requirements at
December 31, 2015
Change in working capital
requirements at
December 31, 2014
Inventories 903 30
Trade and other receivables, net 2,105 64
Trade and other payables, net (1,981) 1,168
Tax and employee-related receivables/payables 169 (776)
Margin calls and derivative instruments hedging commodities relating to
trading activities
498 (1,156)
Other (530) (546)
TOTAL 1,163 (1,216)

26.2 Inventories

In millions of euros Dec. 31, 2015 Dec. 31, 2014
Inventories of natural gas, net 1,547 2,269
CO2 emission rights, green certificates and certificates of energy efficiency commitment, net 413 411
Inventories of commodities other than gas and other inventories, net 2,247 2,210
TOTAL 4,207 4,891

26.3 Other assets and other liabilities

Other current assets (€9,348 million) and other non-current assets (€503 million) mainly comprise tax receivables.

Other current liabilities (€13,782 million) and other non-current liabilities (€1,345 million) mainly include tax and employee-related liabilities.

NOTE 27 LEGAL AND ANTI-TRUST PROCEEDINGS

NOTE 27 Legal and anti-trust proceedings

The Group is party to a number of legal and anti-trust proceedings with Chief Executive Officer of La Compagnie du Vent. ENGIE currently holds third parties or with legal and/or administrative authorities (including tax a 59% stake in La Compagnie du Vent.

Provisions recorded in respect of these proceedings totaled €663 million Jean-Michel Germa (the owner of SOPER and the company's former

contractual responsibility and negligence launched against ENGIE by recognized as liabilities or give rise to contingent assets or liabilities.

27.1 Legal and arbitration proceedings

Electrabel, an ENGIE company, filed international arbitration proceedings interests of La Compagnie du Vent and seeking compensation. After the against the Hungarian State before the International Center for Montpellier Commercial Court dismissed their claims, SOPER appealed Settlement of Investment Disputes (ICSID) for breach of obligations this decision and the Montpellier Appeal Court upheld the lower court's pursuant to the Energy Charter Treaty. The dispute mainly pertains to decision on November 3, 2015, finding SOPER guilty of abuse of the termination of a long-term power purchase agreement (the process. SOPER lodged an appeal before the Court of Cassation on "DUNAMENTI PPA") entered into between the power plant operator January 4, 2016; (iii) the proceedings launched by SOPER on DUNAMENTI Erőmű (former Group subsidiary disposed of on January 18, 2013, with a view to ordering ENGIE to pay compensation June 30, 2014) and MVM (a company controlled by the Hungarian of around €214 million to SOPER as a result of the alleged breach of State) on October 10, 1995. On November 25, 2015, the arbitration their agreement and of the partners' agreement signed in 2007. These

On July 10, 2007, three shareholders, Deminor and two other funds, that the decisions taken at the La Compagnie du Vent partners' meeting initiated proceedings before the Brussels Court of Appeal against SUEZ of May 27, 2011 be declared null and void was rejected in a ruling dated (now ENGIE) and Electrabel under which they sought additional January 26, 2015. SOPER and Jean-Michel Germa lodged an appeal consideration following the squeeze-out bid launched by SUEZ in against the ruling before the Montpellier Appeal Court on June 2007 on Electrabel shares that it did not already own. The Court of February 13, 2015 and the decision is pending; (v) on April 26, 2013,

another expert to set the price of the shares purchased by ENGIE upon the Court of Cassation overturned the ruling of the Brussels Court of the exercise of share subscription warrants. The case was brought Appeal on June 27, 2011. In a subpoena dated December 28, 2012, before the Créteil Commercial Court, which approved the cancellation of Deminor and others launched proceedings against ENGIE before the the expert's report, in a ruling dated December 1, 2015. ENGIE has Brussels Court of Appeal, sitting in a different formation, in order for the since appealed this decision; (vi) the proceedings launched by SOPER Court to rule on their claim for additional consideration. The trial stage of on May 16, 2013 with the aim that ENGIE be forbidden from exercising the proceedings ended on October 15, 2014 and the deliberations have

A similar demand for additional consideration, submitted to the Brussels Créteil Commercial Court. Court of Appeal by Messrs. Geenen and others, but without naming 27.1.4 Freeze of regulated natural gas tariffs in Electrabel and the FSMA (Autorité belge des services et marchés financiers, formerly the Commission bancaire, financière et des France assurances) as defendants, was dismissed on December 24, 2009 on procedural grounds. Mr Geenen lodged an appeal before the Court of Cassation against the ruling of December 24, 2009 on June 2, 2010. Legal proceedings regarding Decree No. 2013-400 of The Court of Cassation delivered a ruling overturning the ruling of the May 16, 2013 amending Decree No. 2009-1603 of

tariffs In a ruling dated March 26, 2015, the Brussels Court of Appeal held that the claim filed by Deminor and others for additional consideration was In July 2013, ANODE, the French national energy retailers association admissible but unfounded and ordered them to pay ENGIE SA €33,000 (Association nationale des opérateurs détaillants en énergie) launched

27.1.3 La Compagnie du Vent December 18, 2009 relating to regulated natural gas tariffs.

On November 27, 2007, ENGIE acquired a 56.84% stake in La inconsistent with the objectives of Directive 2009/73/EC concerning Compagnie du Vent, with the original owner SOPER retaining a 43.16% common rules for the natural gas internal market, and Article 106.1 of stake. At the time of the acquisition, the founder of the company (and the Treaty on the Functioning of the European Union. owner of SOPER), Jean-Michel Germa, remained the Chairman and

authorities) in the normal course of its business. Since 2011, ENGIE has been involved in various disputes with at December 31, 2015 (€891 million at December 31, 2014). Chairman and Chief Executive Officer) and SOPER (now a non-controlling shareholder): (i) the legal proceedings relating to The main legal and arbitration proceedings presented hereafter are Jean-Michel Germa, at the time when the latter was dismissed as Chairman and Chief Executive Officer of La Compagnie du Vent, before the Paris Commercial Court on February 15, 2012. These legal III proceedings are still pending before the Paris Court of Appeal; (ii) the legal proceedings launched against ENGIE and the current Chairman 27.1.1 Electrabel – Hungarian State and Chief Executive Officer of La Compagnie du Vent by SOPER on May 15, 2012, claiming that the former parties acted against the court definitively dismissed the claims put forward by Electrabel. legal proceedings are pending before the Créteil Commercial Court; (iv) as part of the legal proceedings launched against ENGIE and La 27.1.2 Squeeze-out bid for Electrabel shares Compagnie du Vent by SOPER and Jean-Michel Germa before the Montpellier Commercial Court on March 14, 2013, the claim seeking Appeal dismissed the application on December 1, 2008. SOPER brought another action before the Paris Commercial Court seeking the cancellation of the expert's report and the appointment of Following the appeal brought by Deminor and others on May 22, 2009, the share subscription warrants under the terms and conditions set out commenced. in the partners' agreement. The case has been brought before the

Brussels Court of Appeal on May 3, 2012. December 18, 2009 relating to regulated natural gas

in costs. The Court's decision is now final. an appeal with the Conseil d'État requesting the annulment of Decree No. 2013-400 of May 16, 2013 amending Decree No. 2009-1603 of

ANODE contends that the regulated natural gas tariff framework is

On December 15, 2014, the Conseil d'État ordered a stay of distribution concession operators in Buenos Aires and Santa Fe, proceedings pending the Court of Justice of the European Union's launched two arbitration proceedings against the Argentinean State, in

Treaties. Elia's injection tariffs

In December 2011, the Belgian Gas and Electricity Regulation loss in value of investments made since the start of the concession, as a Commission (Commission de Régulation de l'Électricité et du Gaz – CREG) approved the tariff proposal submitted by the electricity adoption of the above-mentioned Emergency Act. The hearings for both transmission grid operator, ELIA SYSTEM OPERATOR, for the proceedings took place in 2007. Alongside the ICSID proceedings, the 2012-2015 period. Electrabel objects to two main aspects of this concession operators AASA and APSF were forced to launch proposal: (i) the application of injection tariffs for use of the grid and proceedings to terminate their concession contracts before the local (ii) the injection tariffs for ancillary services. administrative courts.

Electrabel launched proceedings before the Brussels Court of Appeal to However, due to a decline in the financial position of the cancel the CREG's decision. On February 6, 2013, the Brussels Court of concession-holding companies since the Emergency Act, APSF Appeal overturned the CREG's decision of December 22, 2011 in its announced at its Shareholders' Meeting of January 13, 2006 that it was entirety (ex tunc and with erga omnes effect). On May 24, 2013, the filing for bankruptcy. CREG appealed the decision handed down by the Brussels Court of At the same time, AASA filed for Concurso Preventivo (1) Appeal on February 6, 2013 before the Court of Cassation. However, . As part of this

As a result of the initiation of proceedings and in the absence of bankruptcy court on April 11, 2008 enabled the settlement of some of regulated tariffs, ELIA submitted another tariff proposal (covering the these liabilities. The proposal provides for an initial payment of 20% of period between 2012 and 2015) which was approved by the CREG on these liabilities (2) (upon confirmation), and a second payment of 20% in May 16, 2013. However, proceedings to overturn this decision by the the event that compensation is obtained from the Argentinean State. As CREG were again launched before the Brussels Court of Appeal on controlling shareholders, ENGIE and Agbar decided to financially June 14, 2013, this time by the Federation of Belgian Industrial Energy support AASA in making this initial payment and paid sums of Consumers (Febeliec). Electrabel intervened in these proceedings in USD 6.1 million and USD 3.8 million respectively, at the time of order to defend the tariffs that were approved on May 16, 2013 and confirmation. submitted its pleadings on October 30, 2013. The case was heard on September 17, 2014. The Court of Appeal dismissed Febeliec's claims By two decisions dated July 30, 2010, the ICSID recognized the liability in a decision dated March 25, 2015. Since Febeliec decided not to of the Argentinean State in the termination of water distribution and appeal this decision before the Court of Cassation, it can now be treatment concession contracts in Buenos Aires and Santa Fe. The

On March 11, 2014, at the request of the Prosecutor, the court of place in 2014, on April 9, 2015, the ICSID ordered the Argentinean State Savona seized and closed down the VL3 and VL4 coal-fired production to pay USD 405 million in respect of the termination of the water units at the Vado Ligure thermal power plant belonging to Tirreno Power distribution and treatment concession contracts in Buenos Aires. At the S.p.A. (TP), a company which is 50%-owned by the ENGIE Group and beginning of August 2015, the Argentinean State filed an appeal before accounted for using the equity method. This decision was taken as part an ad-hoc ICSID committee seeking the annulment of this decision. An of a criminal investigation into environmental infringements and public expert report on the concession in Santa Fe was submitted to the ICSID health risks. The investigation was closed on June 17, 2015, and the in April 2014. In a decision issued on December 4, 2015, the ICSID

As a reminder, prior to the stock market listing of SUEZ Environnement Company, SUEZ (now ENGIE) and SUEZ Environnement entered into an agreement providing for the economic transfer to SUEZ Environnement On January 17, 2012, Fosmax LNG (3) of the rights and obligations relating to the ownership interest held by 27.5%-owned by Total, submitted a request for arbitration to the ICC SUEZ in Aguas Argentinas (AASA) and Aguas Provinciales de Santa Fe International Court of Arbitration against a consortium consisting of

In Argentina, the Public Emergency and Exchange Regime Reform Act The dispute relates to the construction of the LNG terminal belonging to (Emergency Act), enacted in January 2002, froze concession contract Fosmax LNG to be used for LNG unloading, storage, regasification and tariff increases by preventing the application of tariff indexation clauses injection in the gas transportation network. in the event of a loss in value of the Argentine peso against the

(1) Similar to the French bankruptcy procedure.

(2) Approximately USD 40 million.

(3) Formerly Société du Terminal Méthanier de Fos Cavaou.

preliminary ruling on these matters. its capacity as concession grantor, before the ICSID. The purpose of these proceedings is to enforce concession contract clauses in 27.1.5 Objection to the CREG's approval of accordance with the France-Argentine Bilateral Investment Protection

These ICSID arbitration proceedings aim to obtain compensation for the consequence of measures taken by the Argentinean State following the

the Court of Cassation upheld the Court of Appeal's decision. procedure, a settlement proposal involving the novation of AASA's admissible liabilities, approved by creditors and confirmed by the

considered final. amount of damages to be paid in compensation for the losses sustained will be set by experts.

27.1.6 Italy - Vado Ligure Further to an expert report submitted in September 2013 regarding the concession in Buenos Aires, as well as several hearings which took case will be referred to the court of Savona in 2016. ordered the Argentinean State to pay USD 211 million in respect of the termination of the concession contracts in Santa Fe. The Argentinean 27.1.7 Argentina State has the right to seek the annulment of this decision via an appeal.

27.1.8 Fos Cavaou – Construction

, 72.5%-owned by ELENGY and (APSF). SOFREGAZ, TECNIMONT SpA and SAIPEM SA (STS).

US dollar. The terminal was constructed by STS under a fixed lump-sum turnkey In 2003, SUEZ (now ENGIE) and its joint shareholders, water contract entered into on May 17, 2004, which included construction work and supplies. The deadline for the completion of the work was €2.16 billion in this respect. Pursuant to a Memorandum of

been replaced by a contribution related to the extension of the period In view of the fact that STS refused to complete part of the works and over which certain nuclear power facilities are operated. delivered an incomplete terminal with an 18-month delay, Fosmax LNG contracted other companies to complete the construction of that part of In September 2011, Electrabel requested a reimbursement of the

Belgian State. In April 2014, the Brussels Court of First Instance ICC, seeking compensation for the losses sustained. Fosmax LNG dismissed the claim filed by Electrabel, which launched an appeal submitted its statement of claim on October 19, 2012. STS filed its against this decision before the Brussels Court of Appeal on statement of defense and counterclaims on January 28, 2013. After the May 20, 2014. The proceedings are currently ongoing. parties exchanged their pleadings in accordance with the procedure, III the hearings took place at the arbitration court from On June 12, 2014, Electrabel filed an appeal with the Belgian

provisions for dismantling nuclear power plants and the management of according to which STS must pay Fosmax LNG: (i) late payment penalties of €48.2 million plus interest; (ii) €19.1 million in costs related €481 million contribution payable by operators of nuclear plants for to setbacks, disturbances and defects at the construction site; and 2013, of which €421 million to be borne by Electrabel. On (iii) €1.4 million in relation to downpayments made by Fosmax LNG. In September 17, 2015, the Belgian Constitutional Court rejected turn, Fosmax LNG must pay STS: (i) €87.9 million plus interest for Electrabel's claim. additional expenses (related to the construction of the terminal, engineering, supervision and other completion costs) incurred by STS to On June 26, 2015, Electrabel filed an appeal with the Belgian finish the work; (ii) €36.2 million plus interest corresponding to the Constitutional Court seeking the partial annulment of the law of amount of the first demand guarantee called by Fosmax LNG to finance December 19, 2014 amending the law of April 11, 2003 governing the the public work contract; and (iii) €3.9 million plus interest for STS provisions for dismantling nuclear power plants and the management of invoices unpaid by Fosmax LNG. Excluding interest, Fosmax LNG must irradiated fissile materials, and in particular, the articles establishing a

are currently ongoing. LNG paid STS net compensation (including interest) of €70 million

between 2008 and 2013, the Belgian State granted illegal State aid to Conseil d'État, via a petition filed on February 18, 2015. After the parties power generators that were not subject to such contributions. The had exchanged their pleadings and the hearing had taken place on Commission is currently examining the complaint, which has been November 18, 2015, the Conseil d'État referred the case to the Tribunal expanded to cover the 2014 contribution. des Conflits on December 3, 2015.

entered into an agreement to extend the operating lives of the Doel 1 Fosmax LNG was issued on July 18, 2015. On August 18, 2015, and Doel 2 reactors. The agreement also covers the fees and nuclear Fosmax LNG filed an appeal with the Paris Court of Appeal seeking the contributions payable in respect of each year between 2015 and 2025. annulment of the award and requesting that the enforcement order be

As part of the Punica case (an investigation into the awarding of contributions in Germany and Belgium contracts), five Cofely España employees as well as the company itself On November 26, 2014, E.On Kernkraft GmbH (hereinafter "E.On") were placed under investigation by the examining judge in charge of the

approximately €200 million plus interest. The December 22, 2008 program act (loi-programme) provisions imposed a €250 million tax on nuclear power generators. Electrabel, an Electrabel disputes these claims and has filed counterclaims seeking: ENGIE Group company, filed an appeal with the Belgian Constitutional (i) the payment of the full amount invoiced by Electrabel for the Belgian Court, which rejected this claim by a decision dated March 30, 2010. In nuclear contribution in the amount of approximately €93 million plus addition, the tax was renewed for 2009 (1)

  • (1) Law of December 23, 2009.
  • (2) Law of December 29, 2010.
  • (3) Law of January 8, 2012.

September 15, 2008, subject to late payment penalties. Understanding signed on October 22, 2009 between the Belgian State and the Group, this tax should not have been renewed but should have The performance of the contract was marked by a series of difficulties.

the works in 2010. nuclear contributions paid between 2008 and 2011 on the grounds that they should be deemed illegal and were thus received unlawfully by the Fosmax LNG instituted arbitration proceedings under the aegis of the

November 18 to 22, 2013. Constitutional Court seeking the partial annulment of the law of December 26, 2013 amending the law of April 11, 2003 governing the On February 13, 2015, the arbitration court delivered its award, irradiated fissile materials, and in particular, the articles establishing a

therefore settle a total net amount of €59.2 million. €469 million contribution payable by operators of nuclear plants for 2014, of which €407 million to be borne by Electrabel. The proceedings The award delivered on February 13, 2015 has been enforced. Fosmax

before tax on April 30, 2015. Lastly, on September 5, 2014, Electrabel lodged a complaint in respect of nuclear contributions with the European Commission alleging that Fosmax LNG brought an action for annulment of this decision before the

On November 30, 2015, the Belgian State, ENGIE and Electrabel At the same time, an order to enforce the award of April 7, 2015 against Its entry into force is subject to two laws, which are still to be submitted declared null and void. to the Belgian Parliament, also entering into force.

27.1.9 Cofely España 27.1.11 Claim by E.On regarding nuclear

submitted a request for arbitration to the ICC International Court of case. The criminal investigation is still underway. Arbitration against Electrabel. E.On is seeking (i) the payment by 27.1.10 Objection to Belgian nuclear Electrabel of a portion of the German nuclear contribution in the amount of approximately €90 million plus interest and (ii) the repayment of the contributions Belgian nuclear contribution paid by E.On in the amount of

, 2010 (2) and 2011 (3) then interest and (ii) the repayment of the German nuclear contribution paid doubled in 2012, 2013 and 2014. Electrabel has therefore paid a total of by Electrabel in the amount of approximately €190 million plus interest.

Belgian nuclear is currently pending. reactors Tihange and Doel

that the Belgian State and the Federal Agency for Nuclear Control The Belgian Energy Authority has claimed a total amount in tax of (Agence Fédérale de Contrôle Nucléaire – AFCN) breached some of €356 million on unused facilities from Electrabel for the period between their obligations at international level in allowing the lifetime of the 2006 and 2011. Given the ruling issued by the Brussels Court of First Tihange 1 plant to be extended. Electrabel joined the proceedings in Instance on February 17, 2010 regarding the tax for facilities that were order to argue its position. The application for interim measures filed by not used between 2006 and 2008, which is very largely in its favor, Greenpeace with the Brussels Court of First Instance was heard on Electrabel has filed a return for the only facility that it believes should be March 16, 2015. This application was deemed to be inadmissible in a subject to this tax for 2009, 2010, and 2011. Meanwhile, the Authority decision of June 1, 2015, which Greenpeace has since appealed. The has upheld its previous position and has assessed tax for seven facilities

an appeal to the Brussels Court of First Instance. The Belgian State Conseil d'État requesting the suspension and annulment of the following appealed the Court's decision of February 2010 in July 2014. The decisions: the Royal Decree of September 27, 2015 modifying the proceedings are currently ongoing. Electrabel has not paid the tax for long-term operating conditions for the Tihange 1 nuclear reactor, the 2009 and 2010, as it considered that it was assessed late. However, it Royal Decree of September 27, 2015 modifying the long-term operating has paid an amount of €6.25 million in respect of the 2011 tax for the conditions for the Doel 1 and Doel 2 reactors, and the two AFCN declared facility. Electrabel has not submitted a return for 2012, 2013, decisions of September 30, 2015 relating to the long-term operation 2014 or 2015, as the only facility likely to be subject to the tax on (LTO) action plans for the Tihange 1 reactor and the Doel 1 and Doel 2 unused facilities no longer has a power generation operating license. reactors respectively. Electrabel plans to be joined to these proceedings. The Belgian Energy Authority has upheld its previous position and has Proceedings to suspend a decision generally last between 9 and assessed tax for seven facilities in respect of 2012, 2013, 2014 and 15 months, and proceedings to overturn a decision between two and

On December 30, 2015, the campaign group Nucléaire Stop Energie Brussels Court of First Instance. In a ruling of September 24, 2014 launched proceedings seeking an environmental injunction to (i) suspend concerning the payment of tax on unused facilities in 2009, the Court operations at the Doel 3 and Tihange 2 reactors, (ii) order an expert ordered an expert testimony to be given on the technical constraints analysis to be carried out on the reactor vessels, and (iii) rule on the based on which these sites may be ineligible for the tax, and this future of these reactors based on the findings of said expert analysis. testimony is underway. Electrabel and the Belgian State reached an The case will be heard on February 8, 2016 before the President of the agreement in principle that provides for the settlement of the dispute in

On January 5, 2016, the environmental associations Inter-environnement Wallonie and Bond Beter Leefmilieu filed an appeal with the Belgian 27.1.15 Claim by the French tax authorities Constitutional Court seeking the annulment of the law of June 28, 2015 In their tax deficiency notice dated September 22, 2008, the French tax providing for the extension of the operating lives of the Doel 1 and Doel 2 authorities questioned the tax treatment of the non-recourse sale by reactors. Electrabel plans to submit an application to be joined to the

On February 5, 2016, the Aachen local authorities (StädteRegion that they maintained their position, which was confirmed on Aachen) filed a petition with the Conseil d'État to set aside the AFCN's December 7, 2011. As a result, they reduced the ENGIE tax decision authorizing Electrabel to restart the Tihange 2 nuclear power consolidation group's tax loss carry-forwards by around €710 million in

On February 13, 2013, the receivable was sold – in a 2014 decision that is now final, the Paris the Group, via its subsidiary International Power, disposed of 80% of IP Maestrale and its subsidiaries to the Italian Court of Appeal followed the Conseil d'État's case law by recognizing company ERG. that the précompte was incompatible with EU law in accordance with

On November 5, 2014, ERG informed International Power Consolidated court significantly reduced the amount awarded to SUEZ (now ENGIE) in Holdings Limited, an ENGIE Group company, that the Italian Ministry of respect of the 1999, 2000, and 2001 fiscal years. The Cergy Pontoise Economic Development had revoked the subsidies permitted under the Administrative Court adopted an identical position for the amounts "Maestrale" law no. 488/1192 by a decree. Pursuant to this decree, the claimed by SUEZ in respect of the 2002/2003 and 2004 fiscal years. companies concerned must repay the subsidies that have been paid up ENGIE SA has appealed these decisions. until now, plus interest, within sixty days of notification to do so.

Further to the acquisition of the companies that benefited from said recognized the validity of the arguments put forward by ENGIE SA and subsidies, ERG and its subsidiaries appealed a number of decisions several other French taxpayers against the principles recommended by before the Italian public and legal authorities but announced that they the Conseil d'État for calculating the amounts to be refunded. The reserved their rights against the Group under the agreement for the sale Commission has asked the French State for clarification. The

27.1.12 Actions relating to the operation of the the losses incurred (around €45.8 million). The claim for this repayment

27.1.14 Tax on facilities – Claims by the Belgian On December 9, 2014, Greenpeace filed an application for interim tax and energy authorities measures to the Brussels Court of First Instance. The application claims

hearings are scheduled to take place on October 4, 2016. (including the facility declared) for each of those years. Electrabel initially opposed these taxes via an administrative claim, and then by submitting On November 29, 2015, Greenpeace launched an appeal with the 2015, totaling €67.5 million for each year. Electrabel disputes these three years. taxes every year via an administrative claim, and by appealing to the Brussels Court of First Instance. an amount €120 million. The agreement is currently being executed.

SUEZ (now ENGIE) of a withholding tax (précompte) receivable in 2005 proceedings. for an amount of €995 million. On July 7, 2009, they informed ENGIE SA plant. Electrabel will be joined to the proceedings a tax deficiency notice dated December 16, 2015, which ENGIE plans to dispute.

27.1.13 Maestrale Wind farms - Italy Regarding the dispute about the précompte itself – in respect of which the Court of Justice of the European Union's position. However, the

At the same time, in November 2014 the European Commission formally of the companies concerned, including with respect to the repayment of Commission's decision is expected in the first half of 2016.

NOTE 27 LEGAL AND ANTI-TRUST PROCEEDINGS

Based on a disputable interpretation of a statutory modification that 27.2.1 "Accès France" proceedings came into force in 2007, the Dutch tax authorities refuse the deductibility of a portion of the interest paid on financing contracted for the acquisition of investments made in the Netherlands in 2000. The amount On May 22, 2008, the European Commission announced its decision to of tax and default interest claimed up until December 31, 2008 amounts initiate formal proceedings against Gaz de France for a suspected to €127 million. An appeal has been filed against these tax claims. On breach of EU rules pertaining to abuse of dominant position and December 22, 2014 and January 28, 2015, respectively, the Dutch tax restrictive business practices. The proceedings relate to a combination authorities of long-term transport capacity reservation and a network of import issued tax assessments for the 2009 and 2010 fiscal years. The amount of tax and default interest claimed in respect of the interest agreements, as well as potential underinvestment in transport and deductibility amounts import infrastructure capacity. to €53.6 million for 2009 and €29.6 million for 2010. An appeal has been filed against these tax claims. The total On June 22, 2009, the Commission sent ENGIE, GRTgaz and ELENGY

ENGIE buys natural gas from Total Energie Gaz (TEGAZ), a subsidiary of contained. the Total Group, under an agreement entered into on October 17, 2004 These commitments were submitted to a market test on July 9, 2009, (the "Agreement"), and asked for a review of the contractual price with following which the Commission informed ENGIE, GRTgaz and ELENGY effect from May 1, 2011. As the negotiations with TEGAZ were not of how third parties had responded. On October 21, 2009, ENGIE, successful, ENGIE submitted the dispute involving the review of the GRTgaz and ELENGY filed amended commitments aimed at facilitating contractual price to a panel of experts, in March 2012, in accordance with access to and competition on the French natural gas market. On the Agreement. On June 5, 2012, TEGAZ gave notice of a dispute December 3, 2009, the Commission adopted a decision that rendered regarding the interpretation of certain clauses in the aforementioned these commitments legally binding. This decision by the Commission Agreement, which was the subject of arbitration proceedings, in put an end to the proceedings initiated in May 2008. ENGIE, GRTgaz accordance with the regulations of the French Arbitration Association

After the parties exchanged their pleadings, the hearings regarding the trustee (Advolis) approved by the European Commission. interpretation of certain provisions of the purchase agreement (the 27.2.2 Long-term Power Purchase Agreements "Agreement") took place at the arbitration court between January 27 and January 30, 2014. The award, which was delivered on May 13, 2014, dismissed all of TEGAZ's claims regarding the in Hungary interpretation of the Agreement, particularly those concerning the The European Commission handed down a decision on June 4, 2008,

The expertise proceedings in the dispute regarding the review of the into between power generators and the Hungarian State, which were in contractual price have resumed. On February 7, 2015, the panel of force at the time of Hungary's accession to the European Union, in experts gave a first favorable response to the Group's request to review particular the agreement between DUNAMENTI Erőmű (a former group the contract price of natural gas purchased from May 1, 2011 to subsidiary) and MVM, constituted illegal State aid, incompatible with the October 31, 2014 under the natural gas supply agreement with TEGAZ. Treaty on the Functioning of the European Union. It asked the Hungarian The panel of experts confirmed that the request to review the price State to terminate these agreements, recover the related State aid from addressed by the Group was justified and determined a new contractual the power generators and, when necessary, to indemnify the parties to

27.1.18 Investigation by the FERC in the United

April 30, 2014. On June 30, 2014, Electrabel sold its interest in On December 8, 2015, the Division of Investigations of the Federal DUNAMENTI Erőmű, preserving nonetheless the rights that could arise Energy Regulatory Commission (FERC) notified GDF SUEZ Energy from the appeal before the Court of Justice. On July 17, 2014, Marketing NA Inc. (GSEMNA) and GDF SUEZ Energy North America, DUNAMENTI Erőmű and Electrabel appealed the decision before the Inc. (GSENA) of their preliminary findings with regard to a possible Court of Justice of the European Union, which rejected the appeal on breach of the FERC's rules concerning "lost opportunity cost credits" October 1, 2015. accrued by GSENA with PJM Interconnection between February 2011 and September 2013. ENGIE is cooperating fully with the FERC's On April 27, 2010, the European Commission handed down a decision investigation and will issue a response to their preliminary findings to approving the State aid payable by DUNAMENTI Erőmű and the amount explain why it believes the Group has acted properly and lawfully at all of its stranded costs and allowing DUNAMENTI Erőmű to offset the times. The Division of Investigations will then decide whether to close State aid deemed illegal and the stranded costs. The set-off mechanism the investigation, recommend that the FERC launch infringement exempted DUNAMENTI Erőmű from the obligation to pay back the State proceedings or suggest a settlement.

27.1.16 Claim by the Dutch tax authorities 27.2 Competition and concentration

III amount of tax and default interest assessed up until December 31, 2010 a preliminary assessment in which it alleged that ENGIE might have amounts to €210.2 million. abused its dominant position in the gas sector by foreclosing access to gas import capacity in France. On June 24, 2009, ENGIE, GRTgaz and 27.1.17 Total Energie Gaz ELENGY offered commitments in response to the preliminary assessment, while expressing their disagreement with the conclusions it

and ELENGY are continuing to fulfill the commitments (which are valid (AFA). until 2024 and as far as 2029 in certain cases) under the supervision of a

provisions pertaining to the review of the contractual price. according to which the long-term Power Purchase Agreements entered pricing formula, therefore granting a price decrease to the Group. the agreements via a compensation mechanism for stranded costs. The set-off mechanism was approved by the European Commission on On June 24, 2015, ENGIE, Total Gas & Power, and Total Energie Gaz April 27, 2010. The Hungarian government then passed a law providing signed an agreement in settlement of their disputes regarding several for the termination of the Power Purchase Agreements with effect from requests for price reviews in relation to supply agreements entered into December 31, 2008 and the recovery of the related State aid. by ENGIE with Total Energie Gaz and with Total Gas & Power. DUNAMENTI Erőmű brought an action before the Court of the European Union on April 28, 2009 for annulment of the Commission's decision of June 4, 2008. The hearing took place on May 15, 2013 and the States European Commission's decision was upheld by the Court in its ruling of

NOTE 28 SUBSEQUENT EVENTS

aid deemed illegal. After 2015, at the initial expiration date of In the event that this order is not fulfilled by the specified date, ENGIE DUNAMENTI Erőmű's long-term Power Purchase Agreement, Hungary will be required to suspend all commercialization of its natural gas will recalculate the amount of stranded costs, which could result in market offerings. DUNAMENTI Erőmű having to reimburse aid at that time (1) .

Furthermore, on January 10, 2014, DUNAMENTI Erőmű and its main held on October 9, 2014 and the Paris Court of Appeal rendered a shareholder Electrabel filed an action before the General Court of the decision on October 31, 2014. The Court of Appeal upheld the European Union seeking damages from the European Commission in competition authority's decision, but amended the following points: the the event that the decision of June 4, 2008 should be annulled. The date for access to the required information has been deferred to Court rejected the action on November 13, 2014. Electrabel and November 13, 2014 for legal entities and to January 15, 2015 for DUNAMENTI Erőmű appealed the decision before the European Court individuals; residential customers and the professionals acting as of Justice on January 23, 2015. However, since the European contact person for a legal entity were informed before the information Commission's decision of June 4, 2008 was definitively upheld by the was disclosed and had five days to oppose the disclosure; the wording Court of Justice on October 1, 2015, the action for damages has been of the letter required to be sent to residential customers was changed rendered groundless. slightly so as not to prejudge the decision on the merits.

27.2.3 Gas and electricity supply markets in

On April 15, 2014, Direct Energie lodged a complaint with the the authorities in order to comply with the requirements of the decision competition authorities against ENGIE for alleged abuse of a dominant and is now providing access to the information in the files concerned to position on alternative suppliers at their request. the gas and electricity supply markets, as well as a request

The hearing concerning the interim protective measures was held on claim of alleged abuse of a dominant position by ENGIE on the gas and July 9, 2014 and the competition authority rendered a decision on electricity supply markets had been referred to them by

As a protective interim measure and pending a decision on the merits, the authority ordered ENGIE to grant, upon request and at its own cost, On October 26, 2015, the competition authorities informed ENGIE that a to companies in possession of a ministerial authorization to provide new claim of alleged abuse of a dominant position by ENGIE on the gas natural gas, access and electricity supply markets had been referred to them by Direct to certain information regarding customers subject to regulated natural gas tariffs in objective, transparent and Energie, as well as a request for protective interim measures. The

ENGIE appealed this decision on September 19, 2014. The hearing was

ENGIE has appealed the decision handed down by the Court of Appeal before the Court of Cassation.

France ENGIE has implemented the interim protective measures imposed by

for protective interim measures. On March 27, 2015, the competition authorities informed ENGIE that a September 9, 2014. UFC-Que Choisir, a French consumer group. The investigation is currently underway and the Group is cooperating fully with the inquiries.

non-discriminatory conditions. investigation is currently underway and the Group is cooperating fully with the inquiries.

NOTE 28 Subsequent events

The Group has reached agreements for the disposals of the activities These two transactions, expected to be completed in the second and interests presented hereafter. The closing of these transactions are semester of 2016, will result in a reduction of the Group net debt by subject to customary approvals and regulatory consent. 4.1 billion euros.

Agreement on the disposal of merchant power generation assets in the Agreement on the disposal of the Group interests in Paiton (Indonesia) United States and Meenakshi (India)

On February 24, 2016, the Group has signed two agreements for the On 24 February 2016, the Group has reached an agreement for the sale of its portfolio of merchant power generation assets representing a sales of its interests in the coal-fired generation capacities of Paiton and

  • C an agreement was reached with PSP Investments (Public Sector
  • existing Paiton shareholders. C an agreement was reached with a joint venture formed by Dynegy assets. sold to the Indian group IPCL.

All these assets are classified as "Assets held for sale" in the financial The Group expects to close this transaction in the second semester of

total capacity of 9.9 GW (at 100%): Meenakshi which represent a total installed capacity (at 100%) of 3 GW (of which 0.7 GW under construction).

Pension Investment Board) concerning the disposal of 1.4 GW hydro The Group will sell its 40.5% stake in Paiton, which is accounted for generation assets located in New England, Massachusetts and using the equity method in the consolidated financial statements at Connecticut; December 31, 2015, to Nebras and a combination of some of the

and ECP concerning the disposal of 8.5 GW merchant thermal The Group's 89% stake in Meenakshi, which is fully consolidated, will be

statements at December 31, 2015 (see Note 4.1 "Assets held for sale"). 2016. This transaction will result in a reduction of the Group net debt by 1.4 billion euros.

(1) Refer also to Note 27.1.1 "Legal and arbitration proceedings/Electrabel – Hungarian State".

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

NOTE 29 FEES PAID TO THE STATUTORY AUDITORS AND TO MEMBERS OF THEIR NETWORKS

NOTE 29 Fees paid to the Statutory Auditors and to members of their networks

Pursuant to Article 222-8 of the Regulation of the Financial Market The Shareholders' Meeting of ENGIE SA of April 28, 2014 decided to Authority, the following table presents information on the fees paid by renew the term of office of Deloitte and EY as Statutory Auditors for a ENGIE SA, its fully consolidated subsidiaries and joint operations to each six-year period covering 2014-2019. of the auditors in charge of controlling the annual and consolidated accounts of ENGIE Group.

EY Deloitte
Amount %
Amount
%
In millions of euros 2015 2014 2015 2014 2015 2014 2015 2014
Audit
Statutory audit, attest engagements and review of
consolidated and parent company financial
statements
• ENGIE SA 1.9 1.9 16.5% 17.7% 1.2 1.2 7.0% 8.5%
• Fully consolidated subsidiaries and joint
operations
8.1 6.8 68.3% 63.6% 11.6 11.1 67.5% 76.7%
Other audit-related procedures and services
• ENGIE SA 0.6 0.4 5.3% 3.7% 0.7 0.7 4.1% 4.5%
• Fully consolidated subsidiaries and joint
operations
0.5 1.0 4.0% 9.3% 2.4 0.9 13.7% 6.1%
SUB-TOTAL 11.1 10.1 94.2% 94.4% 15.9 13.8 92.2% 95.8%
Other services
• Tax 0.5 0.6 4.6% 5.6% 1.2 0.5 7.1% 3.2%
• Other 0.1 0.0 1.2% 0.0% 0.1 0.1 0.6% 1.0%
SUB-TOTAL 0.7 0.6 5.8% 5.6% 1.3 0.6 7.8% 4.2%
TOTAL 11.7 10.7 100% 100% 17.2 14.4 100% 100%

NOTE 30 Information regarding Luxembourg and Dutch companies exempted from the requirements to publish annual financial statements

Some companies in the Energy Europe and Other business lines do not Eemscentrale IV BV, Epon Eemscentrale V BV, Epon Eemscentrale publish annual financial statements pursuant to domestic provisions in VI BV, Epon Eemscentrale VII BV, Epon Eemscentrale VIII BV, Luxembourg law (Article 70 of the Law of December 19, 2002) and Epon International BV, Epon Power Engineering BV, ENGIE Portfolio Dutch law (Article 403 of the Civil Code) relating to the exemption from Management BV, GSPM NL-BEL BV, IPM Wind Power Italy BV,

Treasury Management SARL and ENGIE Invest International SA. Energie Nederland Holding BV, ENGIE Nederland Retail BV, ENGIE United Consumers Energie BV, Epon Eemscentrale III BV, Epon

the requirement to publish audited annual financial statements. IPM Energy Services BV, IPM Eagle Victoria BV, Electrabel Invest Luxembourg, ENGIE Corp Luxembourg SARL, ENGIE The companies exempted are: ENGIE Energie Nederland NV, ENGIE

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