These new amendments are not expected to have a material impact.
On 9 April 2024, the IASB published IFRS 18 “Presentation and Disclosure in Financial Statements”, which will replace IAS 1 and its related interpretations. The new standard aims to enhance comparability of financial performance across companies and increase transparency in terms of disclosures in consolidated financial statements.
Subject to its endorsement by the European Union, IFRS 18 will be applicable to all accounting periods beginning on or after 1 January 2027, and it will be applicable retrospectively. VINCI is currently assessing the impact of this new standard on its performance indicators, the presentation of its consolidated financial statements and its accounting information systems.
Article 95 of the 2025 Finance Bill introduced a tax on capital decreases following certain share buy-back transactions carried out from 1 March 2024. This tax falls within the scope of application of IFRIC 21 and IAS 37. For accounting purposes, the Group treats this tax in the same way as transaction expenses related to share buy-backs, and has therefore recognised these expenses directly in equity in accordance with paragraph 37 of IAS 32. In accordance with the principles of IFRIC 21, the tax was recognised on the date of the taxable event, which corresponds to the date on which the shares were cancelled.
Article 48 of the 2025 Finance Bill introduced an exceptional contribution on corporate income tax for large companies. The surtax is calculated on the average corporate income tax payable in France with respect to 2024 and 2025. This exceptional contribution falls within the scope of application of IAS 12 and was fully recognised as an expense in 2025.
In accordance with IFRS 10, companies in which the Group holds – whether directly or indirectly – the majority of voting rights in shareholders’ general meetings, on boards of directors or on equivalent management bodies, giving it the power to direct their operational and financial policies, are deemed to be controlled and are fully consolidated. To determine control, VINCI carries out an in-depth analysis of the established governance arrangements and of the rights held by other shareholders.
Where necessary, an analysis is performed in relation to instruments held by the Group or by third parties (potential voting rights, dilutive instruments, convertible instruments, etc.) that, if exercised, could alter the type of influence exerted by each party. For some infrastructure project companies operating under public-private partnership (PPP) contracts in which VINCI is not the only capital investor, in addition to the analysis of the governance arrangements with each partner, the Group may examine the characteristics of subcontracting contracts to ensure that they do not confer additional powers that could lead to a situation of de facto control. This generally concerns construction contracts and contracts to operate or maintain concession assets. An analysis is performed if a specific event takes place that may affect the level of control exerted by the Group, such as a change in an entity’s ownership structure or governance, or the exercise of a dilutive financial instrument.
In accordance with IFRS 11, the Group’s joint arrangements fall into two categories (joint operations and joint ventures) depending on the nature of the rights and obligations held by each party. Classification is generally determined by the legal form of the project vehicle.
Joint operations: most joint arrangements in the VINCI Energies and VINCI Construction business lines are joint operations owing to the legal form of the vehicles used. In France, for example, parties generally use sociétés en participation (SEPs) to contractualise their joint works activities. In some situations, where the facts and circumstances show that a company’s activities involve providing services to the parties to the joint arrangement, it is regarded as a joint operation even where the vehicle’s legal form does not establish transparency between the joint operators’ assets and those of the joint arrangement. In that situation, the parties have the rights to substantially all of the economic benefits associated with the company’s assets, and will settle its liabilities. Within the VINCI Group, this situation concerns certain entities created specifically to carry out construction projects and certain coating plants held and used by VINCI Construction in its road infrastructure construction and renovation activities. The Group therefore consolidates the revenues, expenses, assets and liabilities relating to its interests in each joint operation as per the standards applicable to it, in accordance with IFRS 11.
