Message from Jean-Pascal Tricoire 2 Interview with Emmanuel Babeau 4 Leadership team 5 Key Figures 2016 7 2016 in brief 10 1 OVERVIEW OF THE GROUP’S STRATEGY, MARKETS AND BUSINESSES 13 1. Group strategy and market opportunities 14 2. Businesses, end-markets and customer channels 19 3. Ambitious long-term financial targets for attractive shareholder returns 24 4. Company history and development 25 5. Research & Development 28 6. Organizational simplicity and efficiency 35 7. Risk Factors 39 2 SUSTAINABLE DEVELOPMENT 49 1. Sustainable development at the heart of our strategy 50 2. Green and responsible growth driving economic performance 63 3. Schneider Electric’s commitment to environmental performance 74 4. Committed to and on behalf of employees 86 5. Schneider Electric, an eco-citizen company 100 6. Methodology and audit of indicators 111 7. Indicators 119 3 CORPORATE GOVERNANCE AFR 133 1. The board of directors** 135 2. Organizational and operating procedures of the board of directors** 145 3. Board activities** 148 4. Board committees (composition, operating procedures and activities)** 150 5. Senior Management 155 6. Declarations concerning the situation of the members of the administrative, supervisory or management bodies 156 7. Interests and compensation of Group Senior Management** 157 8. Regulated agreements and commitments 189 9. Internal control and risk management** 190 10. Application of the AFEP/MEDEF corporate governance guidelines** 198 4 BUSINESS REVIEW AFR 199 1. Trends in Schneider Electric’s core markets 200 2. Review of the consolidated financial statements 202 3. Review of the parent company financial statements 208 4. Review of subsidiaries 208 5. Outlook 208 Annual Financial Report elements are clearly identified in this table of contents with the sign AFR ** This section constitutes the Chairman’s report to the board of directors 5 CONSOLIDATED FINANCIAL STATEMENTS AT DECEMBER 31, 2016 AFR 209 1. Consolidated statement of income 210 2. Consolidated statement of cash flows 212 3. Consolidated balance sheet 213 4. Consolidated statement of changes in equity 215 5. Notes to the consolidated financial statements 216 6. Statutory auditors’ report on the consolidated financial statements 273 6 PARENT COMPANY FINANCIAL STATEMENTS AFR 275 1. Balance sheet 276 2. Statement of income 278 3. Notes to the financial statements 279 4. Statutory auditors’ report on the annual financial statements 290 5. List of securities held at December 31, 2016 291 6. Subsidiaries and affiliates 292 7. The company’s financial results over the last 5 years 294 7 INFORMATION ON THE COMPANY AND ITS CAPITAL AFR 295 1. General information on the Company 296 2. Shareholders’ rights and obligations** 297 3. Capital 299 4. Ownership structure 303 5. Employee incentive plans – Employee shareholding 304 6. Shares and stock option plans** 305 7. Disclosure of information required in accordance with article L.225-100-3 of the French Commercial Code (Code de commerce)** 314 8. Stock market data 315 9. Investor relations 317 8 ANNUAL SHAREHOLDERS’ MEETING AFR 319 1. Report of the board of directors to the Combined Annual and Extraordinary Shareholders’ Meeting 320 2. Report of the Vice-Chairman independent lead director of the board of directors (for the period January-December 2016) 340 3. Exhibits to the board of directors’ report: internal regulations of the board and charter of the Vice-Chairman independent lead director 341 4. Special reports from the statutory auditors 348 5. Draft resolutions 356 PERSONS RESPONSIBLE FOR THE REGISTRATION DOCUMENT AND AUDIT OF THE FINANCIAL STATEMENTS 367 Persons responsible for the registration document 367 Persons responsible for the audit of the financial statements 368
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