2023 UNIVERSAL REGISTRATION DOCUMENT

General and financial elements

1.5.3 Environmental quality and presence of contaminants

The risk of working on a degraded or polluted parcel of land is substantial in the urban environment, where past industrial installations may have had a negative impact on soil quality and functions or other aspects of the natural environment. If it is impossible to determine who caused the deterioration, the developer is often responsible for site remediation so as to ensure the durability of the new buildings and infrastructure. Filling in old quarries, decontaminating soil and treating waste are activities that entail significant costs and extend the lead times of certain worksites and development projects. In addition, before recycling or treating materials, it is necessary to check that there are no contaminants, including invasive plant species.

Risk identification Risk management procedures
Risk identification

Risk of working on a degraded or polluted parcel of land

Possible consequences:

  • Financial impact resulting from increased expenses necessary to remediate sites and from construction delays
  • Deterioration in health and safety conditions for employees
  • Impact on the Group’s image and reputation in the event of deficient quality of service, such as substandard work or missed delivery deadlines
Risk management procedures
  • Identification of polluted and degraded land during the preliminary phase and estimation of treatment costs
  • Managing unplanned events with the appropriate insurance company departments
  • Protecting employees working on land exposed to risks
  • Implementing techniques and procedures to decontaminate and reprocess polluted or degraded components
1.6 Business ethics risks

Group companies work autonomously in an international environment with a multitude of stakeholders who participate in or are impacted by the Group’s operations: project managers and their representatives, concession-granting authorities, regulatory authorities, contractors, architects, design offices, joint contractors, subcontractors, suppliers (including local suppliers of construction materials, concrete, aggregates and water, etc.), service providers (inspectors, transporters, freight forwarders, charterers, insurers, bankers, etc.), local residents, communities, users, etc.

Moreover, the Group’s international expansion, in particular through acquisitions, accentuates the risk of exposure to internal or external fraud, to infringements of the Group’s ethical principles or of regulations, in particular with regard to corruption. If such infringements were committed, the entities responsible would be subject to fines, exclusion from public contracts, remedial action or contract cancellation. Such infringements could also tarnish the Group’s image or reputation, erode the trust of investors, customers and partners, and reduce its ability to respond to calls for tender.

Risk identification Risk management procedures
Risk identification
  • Infringement of the Group’s ethical principles
  • Infringement of anti-corruption regulations
  • Infringement of competition rules
Possible consequences:
  • Damage to the Group’s image and reputation
  • Erosion in the trust of investors, customers or partners
  • Exclusion from public contracts
  • Fines
  • Remedial action or contract cancellation
  • Difficulty in responding to calls for tender
Risk management procedures
  • Strong commitment of management at the highest level
  • Development of a network of ethics and compliance officers
  • Structured governance:
  • The seven-member Ethics and Vigilance Committee (of whom five are members of the Executive Committee) supervises the deployment of compliance procedures covered by the Code of Ethics and Conduct, in particular with regard to the following areas:
    • preventing corruption;
    • avoiding the infringement of competition rules;
    • reporting of serious violations of human rights and fundamental freedoms, harm to human health and safety, or damage to the environment resulting from Group activities.
  • The Ethics and Compliance Club, which includes the Ethics and Vigilance Director, the General Counsel, the Chief Audit Officer, as well as representatives of each of the business lines and divisions, keeps close tabs on ethics-related legislation and promotes best practices.
  • The GDPR Representatives Club supports the business lines and ensures the Group complies with Regulation (EU) 2016/679 on data protection and privacy, known as the General Data Protection Regulation (GDPR).
    • Training programmes and information sessions to help prevent corruption, in particular through broad dissemination of the Code of Ethics and Conduct and the Anti-corruption Code of Conduct within the Group and among the Group’s partners
    • Multi-criteria evaluation of third parties (customers, suppliers, subcontractors, service providers) through questionnaires, due diligence and quality audits
    • Whistleblowing system: the VINCI Integrity online platform for reporting serious infringements of the Group’s rules and commitments
    • Audits of corruption prevention measures
    • Joint review of ethics aspects by the Audit Department and the Ethics and Vigilance Department during certain internal audits

VINCI’s internal system for managing ethical risks is described in paragraph 2.4, “Business ethics”, of chapter E, “Workforce-related, social and environmental information”,

pages 219

to

221

.

1.7 Financial and economic risks
1.7.1 Changes in the economic and tax environment
Risk identification Risk management procedures
Risk identification

a) Deterioration of the economic environment in markets where VINCI operates:

  • Weakening of demand
  • Rising levels of competition
  • Cost and availability of energy and raw materials
  • Increase in inflation
Risk management procedures
  • Diversification of the Group’s business lines
  • Geographical diversification of the Group’s activities
  • Potential order intake tracking
  • Monitoring of order book and margins
  • Responsiveness and agility of Group companies, made possible by VINCI’s decentralised model
  • Insertion of price adjustment or price review clauses in contracts
Risk identification

b) Unanticipated changes in tax policy

  • Impact on bids submitted to customers, margins for Group companies and the valuation of external growth transactions
  • Tax compliance risks (late filing of returns, inaccurate returns or omissions in returns) or technical tax risks (lack of formalisation, misinterpretation of rules, etc.) that may have a reputational impact as well as adverse financial consequences
Risk management procedures
  • Commitment by the Group to meet its tax obligations, in full compliance with applicable local and international laws
  • Monitoring of changes in tax policy by Finance departments at Group companies and the holding company
  • Participation by the Group in the Company Partnership Service programme put in place by the French tax authorities and similar services established by tax authoritiesin other countries, with the aim of securing VINCI’s tax positions