Page 71 - 2012 Annual Report

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VIVENDI l 2012 l Annual Report
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SOCIETAL, SOCIAL AND ENVIRONMENTAL INFORMATION
SECTION 3 - SOCIAL INFORMATION
KEY MESSAGES
SECTION 3 SOCIAL INFORMATION
3.1. KEY MESSAGES
3.1.1. An Ambitious Employee Share-ownership Plan
Vivendi is committed to ensuring that employees’ contributions are
rewarded and distributed equitably. Consequently, the Group has
implemented a profit-sharing policy that exceeds legal requirements
and strongly encourages employee share ownership. In 2012, the policy
initiated in 2008 with the creation of the Opus program was expanded,
this program supplements the traditional annual share-ownership plan
reserved for employees of the Group’s French companies.
3.1.1.1. DEVELOPMENT OF EMPLOYEE SAVINGS PLANS
IN FRANCE
In 2011, employee share ownership and savings increased through the
high contributions made by the Group’s French companies under the
various participatory compensation plans (statutory profit sharing, optional
profit sharing and the employer’s contribution): a significant share of these
employee savings continued to be allocated to employee shareholdings
and, simultaneously, employees continued to diversify their savings using
various investment options offered to them under the Vivendi Group
Savings Plan (Plan d’épargne groupe, or PEG) and investment options
under their relevant company agreements.
In 2012, employees of the Group’s French companies received a net amount
of €110.3 million under the optional profit sharing plans (intéressement),
statutory profit sharing plans (participation) and the contributions made by
employers to the Group’s savings plan (PEG). This amount corresponds to a
gross expenditure of €129.2 million, up 3.3% compared with the previous
record level in 2011. The total amount of new employee savings came
to €79.3 million, which breaks down as follows: €57.9 million invested
in various funds of the PEG and €21.4 million assigned by employees to
various Group savings plans sponsored by their respective business unit
(including €11.6 million to SFR’s pension savings).
3.1.1.2. SHARE CAPITAL INCREASE RESERVED
FOR EMPLOYEES
Pursuant to the authorizations granted by the Shareholders’ Meeting
held on April 21, 2011, the annual share capital increase reserved for
employees of the Group’s companies under the Group savings plan was
decided by the Management Board on May 10, 2012 and approved on
July 19, 2012. For the fifth year running, the capital increase involved
the simultaneous launch of a traditional employee share offerings and a
French and international leveraged plan, Opus 12. The renewal of these
offerings enabled Group employees to cross the ownership threshold
of 3% of the share capital of the company for the first time, allowing
them to designate an employee shareholders’ representative to Vivendi’s
Supervisory Board from 2013, following an election open to employee
shareholders in all the countries concerned.
As in previous years, the guaranteed capital feature of Opus 12 has been
supplemented by an accumulated minimum return guarantee, whose
annual return increased from 2.5% to 4%. Opus 12 was open to employees
in the Group’s main operating countries (France, the United States, Brazil,
Morocco, the United Kingdom, Germany and the Netherlands). 80% of the
Group’s employees were eligible to participate in the Opus 12 program.
Despite widespread economic and stock market uncertainties, the
transaction as a whole was highly successful: altogether, 12.3 million
shares were subscribed, a number which exceeded the record volume in
2011 by 31%. The amount subscribed decreased slightly compared to 2011
(€127 million in 2012, compared with €143 million in 2011), as did the
overall number of subscribers (9,461 participating employees compared
with 10,861 in 2011). The total subscription, detailed as follows, is the
second biggest ever:
✱ subscription to Opus 12 (€93 million for 10.2 million shares
subscribed), a number very similar to that of Opus 11 (€97 million for
7.5 million shares subscribed); and
✱ subscription to the traditional share capital increase (€21.7 million in
2012, compared with €28.5 million in 2011) resulted in the subscription
of 2.1 million shares, which was 14% higher than in 2011.
In 2012, the number of new shares subscribed by employees represented,
in aggregate, 0.95% of Vivendi’s share capital, compared with 0.75% in
2011. Following completion of the reserved capital increase in July 2012,
the Group’s employees together held a total of 3.38% of Vivendi share
capital, compared with 2.68% in 2011.
On December 11, 2012, taking into consideration the confirmed success
of the Opus program, Vivendi’s Management Board resolved to renew the
program in 2013 in the form of an employee share capital offering.
3.1.1.3. GRANT OF 50 BONUS SHARES
TO ALL EMPLOYEES IN FRANCE
On July 16, 2012, Vivendi’s Management Board resolved to grant 50 bonus
shares to all employees of Vivendi’s head office and French subsidiaries.
This program is a perfect illustration of the Group’s policy of sharing
its profits and strengthening social dialogue. The grant followed a
collective bargaining agreement signed with the social partners on July 6,
2012, defining the general structure of the agreement and its uniform
deployment. To be eligible, employees must be part of the Group at the
time the shares are finally granted, i.e., two years after their distribution.
This grant of bonus shares comes under the prevailing regulations,
especially the law of December 3, 2008 on earnings from employment.
It was approved by the Shareholders’ Meeting of April 21, 2011 and
the Supervisory Board on December 14, 2011. 14,574 employees were
beneficiaries of this grant, which reflects the confidence of the Supervisory
Board and the Management Board in the Group’s strength and its
prospects for growth, and at the same time recognizes the part played by
employees in creating value.