2021 UNIVERSAL REGISTRATION DOCUMENT

4.1.3.2 Internal comparison

In accordance with the sixth paragraph of Article L.22-10-9 I of the French Commercial Code, it is noted that the ratio between the Chairman and Chief Executive Officer’s total annual remuneration (fixed, variable and long-term components) and

the average full-time equivalent remuneration^(*) for 2021 of VINCI SA’s employees, not including company officers, employed from 1 January to 31 December (Ratio A) is equal to 37.6;
the median full-time equivalent remuneration ^(*) for 2021 of VINCI SA’s employees, not including company officers, employed from 1 January to 31 December (Ratio B) is equal to 63.6;
the average full-time equivalent remuneration ^(*) for 2021 of the employees based in France of French companies over which VINCI has exclusive control within the meaning of Article L.233-16 II of the Commercial Code, not including VINCI SA’s executive company officers, employed from 1 January to 31 December (Ratio C) is equal to 98.4.

The indicators mentioned in Article L.22-10-9 recorded the movements shown in the table below:

	2017	2018	2019	2020	2021
Change from the prior year in the Chairman and Chief Executive Officer’s remuneration	2017 +10.7%^(**)	2018 +9.4%^(**)	2019 +8.8%^(**)	2020 +0.5%^(**)	2021 -9.2%(**)
Change from the prior year in net income attributable to owners of the parent	Change from the prior year in net income attributable to owners of the parent 2017 +15.2%^(***)	Change from the prior year in net income attributable to owners of the parent 2018 +9.0%^(***)	Change from the prior year in net income attributable to owners of the parent 2019 +9.3%	Change from the prior year in net income attributable to owners of the parent 2020 –61.9%	Change from the prior year in net income attributable to owners of the parent 2021 +109.1%
Change from the prior year in the average remuneration (*) of the Company’s employees	2017 +0.0%	2018 –0.2%	2019 +5.0%	2020 –4.1%	2021 +4.4%
Change from the prior year in the average remuneration (*) of the employees in France of companies over which VINCI has exclusive control	Change from the prior year in the average remuneration (*) of the employees in France of companies over which VINCI has exclusive control 2017 +4.6%	Change from the prior year in the average remuneration (*) of the employees in France of companies over which VINCI has exclusive control 2018 +3.0%	Change from the prior year in the average remuneration (*) of the employees in France of companies over which VINCI has exclusive control 2019 +1.2%	Change from the prior year in the average remuneration (*) of the employees in France of companies over which VINCI has exclusive control 2020 –4.7%	Change from the prior year in the average remuneration (*) of the employees in France of companies over which VINCI has exclusive control 2021 +3.9%
Annual change in Ratio A	2017 +10.7%	2018 +9.6%	2019 +3.7%	2020 +4.6%	2021 -13.1%
Annual change in Ratio B	Annual change in Ratio B 2017 +9.8%	Annual change in Ratio B 2018 +2.4%	Annual change in Ratio B 2019 +5.1%	Annual change in Ratio B 2020 –6.0%	Annual change in Ratio B 2021 –8.4%
Annual change in Ratio C	2017 +5.9%	2018 +6.2%	2019 +7.6%	2020 +5.4%	2021 –12.5%

(*) Remuneration amount including fixed and variable components, the employer contribution, long-term incentive payments, the fair value of performance share awards and benefits in kind.

(**) Remuneration amount including the fixed component paid in year Y, the short-term variable component in respect of year Y−1 paid in year Y, the IFRS 2 fair value of the share award granted in year Y as the long-term component of remuneration, benefits in kind and remuneration as a Board member paid in year Y.

(***) After adjustment for non-recurring tax effects.

4.2 Remuneration paid in 2021 or due in respect of this same year to company officers

4.2.1 Decisions relating to the Chairman and Chief Executive Officer’s remuneration

4.2.1.1 Short-term variable remuneration due in respect of 2021 to the Chairman and Chief Executive Officer

At its meeting of 3 February 2022, the Board, acting on a proposal from the Remuneration Committee and, for the managerial and ESG parts, on a proposal prepared jointly by this committee and the Appointments and Corporate Governance Committee, approved as shown below the variable remuneration payable to Mr Huillard in respect of 2021.

Economic part

The following movements were recorded for the indicators relating to economic performance in 2021:

Indicator	2021	2020	2021/2020 change	2021 Bonus (in €)	Upper limit applicable in 2021	Percentage of maximum bonus received
Earnings per share attributable to owners of the parent (in €)	Earnings per share attributable to owners of the parent (in €) 2021 4.51	Earnings per share attributable to owners of the parent (in €) 2020 2.20	Earnings per share attributable to owners of the parent (in €) 2021/2020 change +105.0%	Earnings per share attributable to owners of the parent (in €) 2021 Bonus (in €) 384,000	Earnings per share attributable to owners of the parent (in €) Upper limit applicable in 2021 384,000	Earnings per share attributable to owners of the parent (in €) Percentage of maximum bonus received 100%
Recurring operating income (in € millions)	Recurring operating income (in € millions) 2021 4,464	Recurring operating income (in € millions) 2020 2,511	Recurring operating income (in € millions) 2021/2020 change +77.8%	Recurring operating income (in € millions) 2021 Bonus (in €) 384,000	Recurring operating income (in € millions) Upper limit applicable in 2021 384,000	Recurring operating income (in € millions) Percentage of maximum bonus received 100%
Operating cash flow (in € millions)	Operating cash flow (in € millions) 2021 6,098	Operating cash flow (in € millions) 2020 5,075	Operating cash flow (in € millions) 2021/2020 change +120.2%	Operating cash flow (in € millions) 2021 Bonus (in €) 384,000	Operating cash flow (in € millions) Upper limit applicable in 2021 384,000	Operating cash flow (in € millions) Percentage of maximum bonus received 100%
IndicatorTotal economic part (in €)	2021 1,152,000	2020 152,858	2021/2020 change +653.6%	2021 Bonus (in €)1,152,000	Upper limit applicable in 2021 1,152,000	Percentage of maximum bonus received 100%

Part based on managerial and ESG performance

At its meeting of 3 February 2022, the Board approved the recommendations of the Remuneration Committee and the Appointments and Corporate Governance Committee, which had examined managerial and ESG performance in detail.

The Board took into account the following elements:

Indicator	Performance relative to prior year	Factors taken into account
Managerial performance and dialogue with stakeholders	Managerial performance and dialogue with stakeholders Performance relative to prior year 100%	Managerial performance and dialogue with stakeholders Factors taken into account Maintenance of the balance between revenue generated in France and outside France Total revenue growth for the Group of 14% (compared with 2020) and 3% (compared with 2019)
Environment	Environment Performance relative to prior year 100%	Environment Factors taken into account Receipt of an A score, the highest rating, from CDP in the Climate Change category Continuation of actions to reduce CO₂ emissions
Workforce, society and safety	Workforce, society and safety Performance relative to prior year 75%	Workforce, society and safety Factors taken into account Significant increase in the number of women at the highest executive levels Increase in the proportion of employees residing outside France eligible to enrol in the employee share ownership programme (85% eligibility) More improvement needed in the employment of people with disabilities Rollout of a major accident prevention programme by the Group, although more progress still needs to be made
Governance and compliance	Governance and compliance Performance relative to prior year 100%	Governance and compliance Factors taken into account Quality of preparation for succession plans