The main movements of funds between the VINCI holding company and its subsidiaries, other than the dividends that the holding company receives (the total amount of which is provided in Note C.11 to the parent company financial statements, page 362), are as follows:
VINCI SA receives compensation in exchange for providing assistance to its subsidiaries and allowing them to use its intangible assets. In 2021, this compensation amounted to €151 million.
The available cash of the Group’s French subsidiaries is invested with VINCI SA through a cash pooling system. In return, the holding company meets their financing needs. The holding company acts on the money and financial markets on its own behalf or on its subsidiaries’ behalf, investing cash surpluses and borrowing funds as necessary. As a general rule, this system applies to all French subsidiaries directly or indirectly controlled by VINCI (subject to the terms of shareholders’ agreements in force, for subsidiaries not wholly owned by VINCI). VINCI Finance International, a wholly owned subsidiary of VINCI SA, centralises all the cash flows of the Group’s subsidiaries working outside France and carries out the corresponding market transactions.
VINCI and VINCI Finance International may make medium-term loans to the Group’s subsidiaries to finance their investments or working capital requirements and may receive funds from subsidiaries for term deposits. Medium-term loans to Group subsidiaries represented total outstandings of €20,679 million at 31 December 2021 (€20,634 million at 31 December 2020).
Regulated agreements between VINCI and its subsidiaries, excluding those agreements between VINCI and its wholly owned subsidiaries, are subject to prior authorisation by the Board of Directors. They are described in special reports by the Statutory Auditors, for approval by the shareholders at the Shareholders’ General Meeting.
Since the head companies of each business line and VINCI Immobilier are wholly owned by VINCI, they are not subject to any shareholder agreements. However, the formation of companies owned jointly with other parties, by VINCI or by its subsidiaries, may result in agreements with respect to these companies. The main purpose of these agreements is to organise the respective rights of shareholders in the event of the disposal of shares, and if applicable, to set certain operating principles for the corporate governing bodies. This is the case in particular for certain companies created specifically for the needs of securing and managing infrastructure concessions.
All changes in share capital or in the rights attached to the shares are subject to general legal provisions. The Articles of Association do not provide for additional conditions (except as regards voting rights and statutory thresholds; see section 1 above, “Corporate identity”). At 31 December 2021, VINCI’s share capital amounted to €1,480,905,940, represented by 592,362,376 shares, each with a nominal value of €2.50, fully paid-up and all of the same class. VINCI shares are registered or bearer shares, at the shareholder’s choice, and may be traded freely.
| , | Capital increase/(reduction) (in €) | Share premiumarising on contributions or mergers (in €) | Number of sharesissued or cancelled | Number of sharesoutstanding | Share capital (in €) |
|---|---|---|---|---|---|
| Position at 31/12/2016 | Position at 31/12/2016 Capital increase/(reduction) (in €)
|
Position at 31/12/2016 Share premiumarising on contributions or mergers (in €)
|
Position at 31/12/2016 Number of sharesissued or cancelled
|
Position at 31/12/2016 Number of sharesoutstanding 589,305,520 |
Position at 31/12/2016 Share capital (in €)1,473,263,800 |
| Group savings plan | Group savings plan Capital increase/(reduction) (in €)14,623,400 |
Group savings plan Share premiumarising on contributions or mergers (in €)358,172,600 |
Group savings plan Number of sharesissued or cancelled 5,849,360 |
Group savings plan Number of sharesoutstanding 595,154,880 |
Group savings plan Share capital (in €)1,487,887,200 |
| Share subscription options exercised | Share subscription options exercised Capital increase/(reduction) (in €)4,497,640 |
Share subscription options exercised Share premiumarising on contributions or mergers (in €)65,231,102 |
Share subscription options exercised Number of sharesissued or cancelled 1,799,056 |
Share subscription options exercised Number of sharesoutstanding 596,953,936 |
Share subscription options exercised Share capital (in €)1,492,384, 840 |
| Cancellation of shares | Cancellation of shares Capital increase/(reduction) (in €)(14,342,470) |
Cancellation of shares Share premiumarising on contributions or mergers (in €)(138,935) |
Cancellation of shares Number of sharesissued or cancelled (5,736,988) |
Cancellation of shares Number of sharesoutstanding 591,216,948 |
Cancellation of shares Share capital (in €)1,478,042,370 |
| Position at 31/12/2017 | Position at 31/12/2017 Capital increase/(reduction) (in €)
|
Position at 31/12/2017 Share premiumarising on contributions or mergers (in €)
|
Position at 31/12/2017 Number of sharesissued or cancelled
|
Position at 31/12/2017 Number of sharesoutstanding 591,216,948 |
Position at 31/12/2017 Share capital (in €)1,478,042,370 |
| Group savings plan | Group savings plan Capital increase/(reduction) (in €)14,511,260 |
Group savings plan Share premiumarising on contributions or mergers (in €)433,848,415 |
Group savings plan Number of sharesissued or cancelled 5,804,504 |
Group savings plan Number of sharesoutstanding 597,021,452 |
Group savings plan Share capital (in €)1,492,553,630 |
| Share subscription options exercised | Share subscription options exercised Capital increase/(reduction) (in €)1,236,330 |
Share subscription options exercised Share premiumarising on contributions or mergers (in €)18,933,679 |
Share subscription options exercised Number of sharesissued or cancelled 494,532 |
Share subscription options exercised Number of sharesoutstanding 597,515,984 |
Share subscription options exercised Share capital (in €)1,493,789,960 |
| Position at 31/12/2018 | Position at 31/12/2018 Capital increase/(reduction) (in €)
|
Position at 31/12/2018 Share premiumarising on contributions or mergers (in €)
|
Position at 31/12/2018 Number of sharesissued or cancelled
|
Position at 31/12/2018 Number of sharesoutstanding 597,515,984 |
Position at 31/12/2018 Share capital (in €)1,493,789,960 |
| Group savings plan | Group savings plan Capital increase/(reduction) (in €)18,153,948 |
Group savings plan Share premiumarising on contributions or mergers (in €)523,555,382 |
Group savings plan Number of sharesissued or cancelled 7,261,579 |
Group savings plan Number of sharesoutstanding 604,777,563 |
Group savings plan Share capital (in €)1,511,943,908 |
| Share subscription options exercised | Share subscription options exercised Capital increase/(reduction) (in €)1,150,315 |
Share subscription options exercised Share premiumarising on contributions or mergers (in €)16,816,004 |
Share subscription options exercised Number of sharesissued or cancelled 460,126 |
Share subscription options exercised Number of sharesoutstanding 605,237,689 |
Share subscription options exercised Share capital (in €)1,513, 094,223 |
| Position at 31/12/2019 | Position at 31/12/2019 Capital increase/(reduction) (in €)
|
Position at 31/12/2019 Share premiumarising on contributions or mergers (in €)
|
Position at 31/12/2019 Number of sharesissued or cancelled
|
Position at 31/12/2019 Number of sharesoutstanding 605,237,689 |
Position at 31/12/2019 Share capital (in €)1,513,094,223 |
| Group savings plan | Group savings plan Capital increase/(reduction) (in €)7,304,553 |
Group savings plan Share premiumarising on contributions or mergers (in €)239,862,638 |
Group savings plan Number of sharesissued or cancelled 2,921,821 |
Group savings plan Number of sharesoutstanding 608,159,510 |
Group savings plan Share capital (in €)1,520,398,775 |
| Payment of dividend in shares | Payment of dividend in shares Capital increase/(reduction) (in €)13,399,270 |
Payment of dividend in shares Share premiumarising on contributions or mergers (in €)408,463,347 |
Payment of dividend in shares Number of sharesissued or cancelled 5,359,708 |
Payment of dividend in shares Number of sharesoutstanding 613,519,218 |
Payment of dividend in shares Share capital (in €)1, 533,798,045 |
| Cancellation of shares | Cancellation of shares Capital increase/(reduction) (in €)(62,500,000) |
Cancellation of shares Share premiumarising on contributions or mergers (in €)- |
Cancellation of shares Number of sharesissued or cancelled (25,000,000) |
Cancellation of shares Number of sharesoutstanding 588,519,218 |
Cancellation of shares Share capital (in €)1,471, 298,045 |
| Position at 31/12/2020 | Position at 31/12/2020 Capital increase/(reduction) (in €)
|
Position at 31/12/2020 Share premiumarising on contributions or mergers (in €)
|
Position at 31/12/2020 Number of sharesissued or cancelled
|
Position at 31/12/2020 Number of sharesoutstanding 588,519,218 |
Position at 31/12/2020 Share capital (in €)1,471,298,045 |
| Group savings plan | Group savings plan Capital increase/(reduction) (in €)24,607,895 |
Group savings plan Share premiumarising on contributions or mergers (in €)714,503,451 |
Group savings plan Number of sharesissued or cancelled 9,843,158 |
Group savings plan Number of sharesoutstanding 598,362,376 |
Group savings plan Share capital (in €)1,495,905,940 |
| Cancellation of shares | Cancellation of shares Capital increase/(reduction) (in €)(15,000,000) |
Cancellation of shares Share premiumarising on contributions or mergers (in €)- |
Cancellation of shares Number of sharesissued or cancelled (6,000,000) |
Cancellation of shares Number of sharesoutstanding 592,362,376 |
Cancellation of shares Share capital (in €)1,480,905,940 |
| Position at 31/12/2021 | Position at 31/12/2021 Capital increase/(reduction) (in €)
|
Position at 31/12/2021 Share premiumarising on contributions or mergers (in €)
|
Position at 31/12/2021 Number of sharesissued or cancelled
|
Position at 31/12/2021 Number of sharesoutstanding 592,362,376 |
Position at 31/12/2021 Share capital (in €)1,480,905,940 |
