2025 Universal Registration Document

All Board members who wish to do so may attend the Strategy and CSR Committee’s meetings, with voting rights. Before each meeting, a dossier on the items to be discussed is sent to all directors.

VINCI’s Chairman, its Executive Vice-President and Chief Financial Officer, and its Vice-President for Business Development attend the meetings of the Strategy and CSR Committee. The Board Secretary acts as secretary to this committee.

Responsibilities

The Strategy and CSR Committee helps the Board review the Group’s overall strategy. In advance of their presentation to the Board, it examines strategic investments and all transactions, including acquisitions and disposals, with the potential to have a material impact on the Group’s scope of consolidation, business activities, risk profile, earnings or balance sheet or on the Company’s stock market valuation. It also monitors all corporate social responsibility issues.

In particular, its duties are to:

• prepare the Board’s discussions on the Group’s strategy;
• express an opinion, for the benefit of the Executive Management, on proposed acquisitions or disposals of shareholdings of a value exceeding €100 million or that are outside the Group’s announced strategy;
• ensure that matters relating to social and environmental responsibility are taken into account in the Group’s strategy and its implementation;
• ensure that whistleblowing systems have been put in place within the Group and are functioning well;
• review the sustainability information collected and submit any helpful recommendations to the Audit Committee and the Board;
• examine the VINCI Group’s corporate social responsibility commitments with respect to the issues faced in its business activities and in achieving its objectives;
• review the report required under Article L.225-102-1 of the French Commercial Code and the sustainability report required under Article L.232-6-4 of the same code.

Activities in 2025

Given the decision by the Board of Directors to focus greater efforts on monitoring the adoption of procedures to promote the efficient management of CSR issues, VINCI’s Executive Management has established a work programme including a systematic review of all related topics (ethics, environment, civic engagement, occupational safety, diversity, employability, sharing the benefits of company growth), the associated commitments enshrined in the VINCI Manifesto, and how the latter are being implemented in the Group’s business lines, which is coordinated by the Strategy and CSR Committee. This committee’s meetings are open to all members of the Board of Directors, at which they receive presentations covering the expected outcomes as laid down by regulations and communicated by stakeholders, the targets set by the Group for each business line and the progress made. This approach gives all Board members access to full and up-to-date information on specific areas of CSR as they relate to the Group’s business lines and their material issues, but also on the ways in which actions and initiatives are put in place across the Group.

The table below presents the main focus areas and subjects addressed by the Strategy and CSR Committee during the year.