Accor SA (AC) Earnings Call Transcript
May 31, 2024
Earnings Call Speaker Segments
Ladies and gentlemen, good morning and welcome to today's Annual General Meeting that will examine the accounts for fiscal 2023. We've left you 5 minutes not to sit down, but for those of you who -- we have a lot of independent shareholders in the room, because we have a wheel of fortune in the room next door that will hopefully have enabled some of you to win tickets for the Paralympics. But there was a fun side to this wheel of fortune, I heard a lot of people enjoying themselves and laughing. But bear in mind that the Accor Group is delighted to work with the Olympic and Paralympic games. This is a point of honor for us to ensure that there will be as many spectators and as much enjoyment, as much emotions as possible in the Paralympics because we would like the stadiums to be full. To ensure that we will have a full capacity, of course the employees of the group and that many of you I hope will be in attendance. But thanks to those of you who have taken the trouble to come here in person to our head office. It's important for us to see you, to hear you and to spend a pleasant morning together. I'm going to show you a short video that talks about audacity. I hope you'll recognize the group's values of humanity and generosity. So if we could have the video, please. Thank you. [Presentation]
That's quite a video, isn't it? Well done to the people who produced that video. Without further ado, let me give the floor to the person who is running this army today, Besma, who's going to talk to us through the legal formalities.
Thank you, Sebastien. Ladies and gentlemen, dear shareholders, welcome to today's combined Annual General Meeting. I'm going to begin with the legal formalities. The bureau will be comprised of Sebastien Bazin, who will chair today's AGM; Ugo Arzani, who's representing the Qatar Investment Authority; and David Manderfeld, representing Kingdom Hotels. Ugo Arzani and David Manderfeld will act as tellers, which is the role given to the shareholders present with the largest number of votes. I will act as Secretary for today's AGM. As every year, this AGM will be webcast and will be available on replay on the same website. The bureau will devote the last 30 minutes of this AGM to questions from the room and to questions received in advance as well as questions raised directly or via a dedicated platform available to shareholders following remotely. Now the notice of this meeting was put out and published in the [Foreign Language] it's known respectively dated the 19th of April and 8th of May this year. Notice was also published in the legal gazette on the 10th of May 2024. On the desk here we have available to you all the documents and reports put before the AGM provided for by law. Documents that are available to shareholders have been available too at the head office or have been sent to you if so requested. They also, as I say, on the desk here. As for the attendance sheet, the attendance sheet is currently being counted, but we know as of now that over 1/4 of the shares comprising the share capital are represented and that today's AGM can duly conduct its business. Let me wind up the legal formalities reminding you of the agenda. Under the authority of the ordinary AGM, we have approval of the statutory accounts for the period ended December 31, 2023; approval of the consolidated accounts for the same period; appropriation of earnings for the same period ended December 31, 2023 and setting the dividend. The appointment of PricewaterhouseCoopers Audit in charge of certifying the information regarding sustainability for the remainder of the period under consideration. Setting of the total amount of compensation for members of the Board. Approval of information concerning the compensation of all executive officers in pursuance of Article L-221091 of the French Commercial Code. Approval of the fixed, variable and exceptional components of the total compensation and benefits paid in respect of the period ended 31st of December 2023, all attributed in respect of the same period to Sebastien Bazin, Chairman and CEO. Approval of the compensation policy for the Chairman and CEO. The approval of the compensation policy for Directors. Special report of the auditors concerning related party agreements under Articles L 225-38 et seq. of the French Commercial Code and approval of a regulated agreement with Rubyrock Company Limited. Authorization to the Board of Directors to trade in the company's shares. Delegation of authority to the Board of Directors to issue equity warrants in the event of a public offer on the share capital of powers for formalities. The only item under the extraordinary AGM is the approval of a partial contribution of assets to the Luxury & Lifestyle business to the benefit of Luxury & Lifestyle SAS. There have been no additional items requested for inclusion on the agenda. That's it. Thank you for your attention.
Thank you, Besma. Thank you very much. I'm now going to ask Martine Gerow, who is our Chief Financial Officer, to be so kind as to present you the accounts for 2023.
Thank you, Sebastien. Thank you, Besma. Dear shareholders, good morning to you all. I'm delighted to have the opportunity to present the results of your group and I'm going to begin with the landmark events of 2023. Now we ended 2023 with very good results in the fourth quarter, which is a follow-on to the very good performance in previous quarters. Let's begin by the drivers of operational growth. RevPAR, which is the revenue by available room in Q4, rose 11%, which is a clear indication of sustained demand. Prices continued to contribute 2/3 of that growth, but the occupancy rate also improved and contributed to 1/3 of this growth. Overall, during the year, RevPAR was up sharply by 24% over 2022, which is in line with the guidance we gave you last October. Net unit growth was 2.4%, again in line with the given guidance of between 2% and 3%. The group pipeline saw its growth accelerate to reach 4.2%, which gives us good confidence in our ability to accelerate net unit growth, which is one of our goals. Furthermore, we achieved a record level in terms of value of signatures, which is a clear indication of how attractive our brands are. This strong operational performance has been reflected in our accounts. Revenue was up 18% to reach EUR 5.056 billion. EBITDA exceeded the EUR 1 billion mark to EUR 1.003 billion, which is above the high end of the guidance we gave to the markets. Recurring free cash flow also reached a record level at EUR 596 million. This is the equivalent of a 59% cash conversion of EBITDA into free cash flow. Finally, we considerably improved the return to shareholders in 2023 returning EUR 676 million in the form of share buybacks for EUR 400 million and dividends for EUR 276 million. So overall, a very good performance in 2023 where we kept our promises on the operational and financial points of view. Now this performance is in evidence in our income statement because in 2023 our net income was EUR 633 million, up from EUR 402 million in the previous year. That's a 57% increase in net profit. As for diluted earnings per share, they were EUR 2.22 per share, which is again a substantial 60% increase on the previous period. This sharp improvement of net income was mainly due to the increase in EBITDA, but also the recognition of deferred taxes in France, which had a positive effect on our tax bill for 2023. If we were to neutralize these deferred taxes, the growth of profits would still be very high at 48%. These good results have enabled us to strengthen our balance sheet and to improve our return to shareholders. The good management of the balance sheet has borne fruit. In September we were restored to investment grade, a grade that we lost during COVID. As top ranking issuers, we now have better access to the financial markets and greater flexibility in how we structure our debt. As we announced, this was a prerequisite to the refinancing of our hybrid bond. That's a EUR 500 million hybrid bond that we successfully refinanced last October. We also signed a new revolving credit facility for EUR 1 billion, which replaces the existing OCF which had expired. We've also committed to improving our balance sheet in line with our investment grade rating and have reduced our gearing ratio as requested by Standard & Poor's to a factor of less than 3x. That is an improvement of 0.5% by comparison with 2022. On the right hand slide, you'll see the sharp increase in the return to shareholders, which began back in 2023. This is because we once again have a very attractive policy after a difficult period during COVID. In 2023, we returned EUR 676 million. That is 11% of market cap over the period, 4% in the form of a dividend and 7% in the form of share buybacks. By way of conclusion to this part of the presentation. In 2023 we exceeded our guidance and marked 2 landmarks with the share buyback and the EUR 1 billion mark that we exceeded. This is in line or even exceeds the guidance that we gave at the Investor Day back in October. We are confident about our ability to maintain a strong growth momentum over the forthcoming period and to achieve the medium-term prospects that we announced at this Investor Day and recall for you on the right hand column. I now propose to look at the first quarter of 2024, certainly the landmark moments of the quarter. In Q1 business remained strong, dynamic thanks to the good geographic diversity of our portfolio. RevPAR rose 8% in Q1 by comparison with the corresponding period last year. This growth is still supported by prices to the extent to the tune of 75%, but the occupancy rate also continued to improve during Q1. We'd also like to point out that the net unit growth has accelerated to 3.1% over the last 12 months, which is an improvement of 0.7 of a percentage point. This is driven by the strong pickup in hotel openings and in the first quarter that was twice as high as the hotel openings reported in 2022 and 2023. We're beginning to reap the benefits of this new organization by divisions, which has led to stronger net unit growth. Finally, in the first quarter, revenue rose 8% to over EUR 8 billion. As for capital allocation, we continue to follow our guidance with a good solid investment-grade rating. Fitch has actually upgraded us to positive, the outlook to positive that is. Our debt maturity has been extended and we have completed this with a EUR 600 million senior bond issue. As announced in February, we carried out a second share buyback tranche of EUR 400 million canceling 3.9% of the share capital. The number of shared in circulation is now 242.4 million shares, which is an 8% reduction by comparison with the same meeting last year. Very briefly a few words about RevPAR in Q1. The PME division, which is Premium, Midscale and Economy, saw its RevPAR grew by 8% in Q1, which is a reflection of average prices and very good performance in the Middle East and Pacific Asia regions where growth was actually 12% in the first quarter. The Luxury & Lifestyle division saw its RevPAR rise 7% in the first quarter driven by occupancy and by average prices. The growth in RevPAR in Lifestyle was sustained at 10%, thanks to strong demand in hotel complexes and resorts in the Middle East in particular. Now the combination of these good results and the keeping of our promises are all reflected in our share price, which rose 24% since the last AGM in 2023. Over the same period, the CAC 40 Index rose by 8% and the CAC 40 ESG rose by 11%. Let me take this opportunity to remind you that we are now back in the CAC 40 since the 15th of March. We exited the CAC 40 Index during COVID. This is a big improvement for the group and evidence of its ability to adapt, but to be resilient and just show how resilient our model is. In line with our payout policy, that's dividend payout policy, which aims to distribute 50% of the recurring cash flow for the year. At today's meeting, we are going to propose for the 2023 financial period the payout of a dividend of EUR 1.18 per share. That is a 12% increase on last year. Remember last year, we had an exceptional dividend of EUR 0.34 in the price. Let me now give the floor back to Sebastien to tell you about the outlook and the current affairs of the group.
Well, I too like to take this opportunity since I'm here to really praise Martine. It's her first AGM. She joined the group 8 months ago. And so thank you not just to you, Martine. But when you hold an AGM, when you present the financial statements, there are thousands of hours of work put in on the annual financial statements, nonfinancial performance indicators, registration document. You got a lot of people in the group who go unmentioned. We talk about the brands, we talk about the geographic networks, the initiatives. But you have a quality team in this group; taxation, audit, legal; that are not only remarkable, but you probably noticed this over the past 10 years that we never got it wrong when it comes to the reliability of the financial statements and their assessment on our diagnosis and this is down in large part to Jean-Jacques Morin, who was here as CFO. But Martine, in the space of 6 months, it's amazing. You've really taken over the reins and you have with you Pierre and Patrick at your side. But a very big thank you for all those who work in the shadows perhaps here in the room and who've been able to highlight all these financials for me, for the Executive Committee. It's incredibly comfortable to have financials and a financial basis that is under control for such a long time. So it wasn't a top plan that I should say this, but it was perhaps the right time to do so. Just returning to macro. Let's exit Accor for a minute and take a kind of step back and look at what we're facing in terms of size, market and geographic distribution. On the left you have a chart that you're familiar with. You'll recall that we were very pleased right before COVID to talk about 1.500 billion people who're leaving their country and traveling international travel. Borders were shut down. There was a drop of close on 1 billion travelers who weren't able to travel during COVID. We didn't know if the rebound was going to be swift, where the rebound would occur. We know today that 2024 probably allow us to return to the level in 2019 not far from 1.5 billion. The figure given by the UN for travel talks about 4.4 billion. I'm actually pretty convinced that we'll top the 1.5 billion by the end of the year, above 1.48 billion. On the right, it's not quite the same story depending on the destination and the reason where you're traveling. What's true very encouraging, the region that bounced back the fastest way above 2019 levels 22% higher is Middle East. Middle East, you've got a number of new countries that have placed tourism and travel as a priority, notably Saudi Arabia, 100 million travelers who headed for Saudi Arabia last year, which is considerable. See the Africa minus 4%. Well, there again between North Africa and sub-Saharan Africa, the figures vary. North Africa rebounded faster than sub-Saharan Africa. Europe was still at minus 6% last year. Probably we should return to 0 today that is 2019 levels in Europe. We'll tell you more about Italy, Spain, Germany, the U.K. It's a mixed bag across Europe. In a word, the South is doing better than the North in terms of tourism and travel. America between North and South, minus 10%. Here again we're said to return to 0 in '24 that is on par with 2019. As-Pac, Asia Pacific, the rebound is the slowest, very encouraging. The Chinese, 150 million to travel outside China back in 2019. Just under 50 million in '23. In other words, 2/3 of them stayed at home. Today, the Chinese rebound is very significant not as significant as expected. Figures from the Chinese authorities, between 80 million and 100 million Chinese will travel during the course of '24. It's not sufficient in terms of the 150 million, but it's far better than the 40 million, 50 million. What's happening now and what's happening very swiftly before our eyes? You've got 2 regions in As-Pac that are growing very strongly, rebounding strongly. Southeast Asia: Laos, Cambodia, Vietnam and Malaysia; they're benefiting from very strong rebound. So if I see next year, probably in all likelihood across each of the regions you'll have positive figures versus 2019. So why? Well, there are a number of explanations that are in fact quite simple and we share the figures every year with you and you have 6 boxes. Well, the first box is like many industries, the quality of the corporate results are very linked to global economic growth or GDP growth in the country where you are based. So GDP growth, global economic growth, is said to reach about 3.4% this year. It varied probably around 1.2% whereas we'll see probably more than over 6% in India, but growth is there. So we have onboarded energy to leverage that growth benefit from a bit of inflation that's always been good for the hospitality sector. But so we have the wind in our sails, we're going to take benefit of that. Of course growth varies across country. President Sarkozy mentions demography. It's the preponderant criterion that has led the hospitality industry and tourism to grow. More people on the planet, more these people one day will have the urge to travel. But within the demography, there's 1 that's even more important, which is a sub criteria. What is the growth in the middle classes? Well, you have about 7.8 billion people on this earth. We know that for 10 years now, 1 billion new people have had access to what we call the middle class. We know that over the next 10 years, probably 1.3 billion people will enter what we call the middle class. A large part of that 1.3 billion people, maybe 200 million, 300 million will probably be solely in India. We'll tell you more about the importance of India and the growth of Accor and hospitality in general. Supply that is taken by demand. Demand 3.7% a year and supply that is new hotels built. For 20 years between 1.5% to 2% growth years that were part of the few industries where over the past 20 years and the next 10 years, you have customer demand that is 2x to 3x higher than the supply, which is a huge benefit, gives us a tremendous ability to predict tomorrow as well. Corporate travel strengthening. We had loads of questions after COVID whether the grade efficiency of tools such as Zoom and Teams' ability to stay at home not to go to the office, not to travel and to interact with someone who's far away. Well, that works very well. It's very effective, people are on time. We managed to talk business and to have growth results for the company. In fact I was one of those who said that in all likelihood given these tech enablers, given our desire to protect the planet; corporate travel could shrink by 20%, 25% going forward. They're not the same corporate travelers. Give you an example. The person who travel from Seattle and heading for Singapore, that was a long trip, expensive trip and tiring. Same person who did that 4x a year back in '18, '19 will do that same trip today maximum twice. The rest meetings will be Zoom or Teams. So long haul corporate travel has shrunk by about 50%. But there's another form of corporate traveling. That's all the small, medium-sized companies. People are working from home. We see them less and less need to bring their teams together by clusters of 20, 30 people a couple of times a month and they meet 2 hours from home for 2 days in a hotel. We've never seen these small clusters of people, 20, 30 people in so many hotels across so many. You lose the traveler from afar and you recover clusters of people who travel far less far, which is great to protect the planet. Many of these business travelers go by train. So change in consumption patterns. Increasing number of people own less, less clothing, a car or what have you. People today prefer to spend their money in entertainment, travel and usage. The figures tell us that the middle classes, 20% of what they spend per year is in travel and entertainment. And travel of course some is domestic so you stay in France so you're not in the 1.5 billion people I referred to earlier. Finally, we're benefiting directly from global events so happens we got 2. Well, it's 3 here in the next 6 months. A major one that will favorably impact Germany. That's the European Soccer Championship that's going to be held in 10 days' time and so a number of German cities have very good figures during these events. You've got another that I mentioned earlier with the Olympic Games. So what's the real impact of the games on hospitality? Well, it's uncertain today. We're about 71% occupancy rate for the hotel is concerned. We could have expected 85%. At least you probably had some silly things were done by some hoteliers a year ago asking for outrageous prices thinking that their hotel was going to be absolutely fully booked. We'll probably be of 85% during the games, but there are still rooms available for these events. Then you got the third event that will be good for France, good for the French economy, good for tourism and hospitality. Third event in another country, the Americas Cup. That's in Barcelona sailing between 23rd of August and early October. 3 events located in European countries where Accor has the greatest market share. Shown here, it won't take long because you can't read this the name of the hotel nor can I written white on white even if we're trying to make efforts. These are openings in Luxury & Lifestyle in 2023. As I know some, I can tell you a bit more about them. Top left probably you've got 1 of the 5 finest hotels in the world. It's the Raffles, The Owo Office in London. Those of you who are fortunate enough to head to London, go visit it. It's absolutely unique. It was the war office under Winston Churchill. It was the office of the Defense Minister Winston Churchill. You can see the command room where all the major decisions were taken to save this country, France and many other European. It's a wonderful building. A lot of restoration where you'll find resident Raffles and 120 [ rebids ] so it's amazing. MGallery Troyes, Maison Delano Paris next to the Eliza, Handwritten a new brand growing well. Collection brand just below MGal, the Abbaye des Vaux de Cernay there again. If your fortune and available just go in your car. It's 45 minutes from Paris and the [indiscernible] building that dates back to 1140s that's been totally renovated by a high society. It's absolutely amazing, refined and it's worth spending an afternoon there after lunch. And then you've got Rixos, Montenegro, the former Venetian Palace that has been totally refurbished by our company Rixos. Find the same price, different images, but equally interesting and elegant on the PME business. In China very often our brands are splendid in terms of quality and spending. Grand Mercure, another hotel in China slightly low, which is a Swiss hotel. Novotel Bangkok that's been totally refurbished. That's very fine that I know. And especially you can head to Lyon quite easily, go visit the new Pullman that's right next to the train station. Took 2.5 years to set it up. Probably the finest Pullman in Europe owned by franchised investment, the family [ Olivier and Ferre ]. It's a fine building in which all the ground floor is linked to bar and hospitality. You're lucky if you find the front desk, it's hidden next to the bar. Fine hotel in Nairobi and you got ibis Styles, that's quite fun and winsome in Rotterdam. I talked to you about the games, but just want to dive for 3 minutes deeper into what behooves us. We're a partner, we're proud to do that. We're going to accompany the athletes, but we're really responsible of welcoming and the experience of the 15 million visitors and travelers heading for France. We've got 1,700 Accor hotels in France, about 1/3 of them, 650 are in the 10 cities where the competition will take place, 1/3 of Accor Hotels present on Olympic sites. We've trained 40,000 group employees to give them this agility and make them understand that they're going to receive great many people who don't speak French and to offer them best possible experience. We've got 1,200 bars and restaurants that will be used with a variety of events and 22 brands are there from Accor that will radiate. And Parc de la Villette, that's a Club France that was set up. Very often the Club France is where the Olympic medalists go celebrate their medals with the partners and families. So at la Villette if ever you want to be there during the games, every evening there'll be a number of festivities and Accor limitless very present in the bars and dining villages. Now we've agreed to manage 100 different buildings, 71 residences for the athletes and 23 residences for the media not quite in the same place. The media near Le Bourget whereas the athletes are located at Saint-Denis and Saint-Ouen. That means that we're going to receive 25,000 athletes that are going to have to manage the reception that is collect the baggage, help them find their room in 73 different buildings, give them their keys, give them all useful direction so they find the buses, the metros or the logistics and lastly, to be able to serve breakfast. Catering is done by Sodexo and we're in charge of services and hospitality, 2 different sections, which suits us fine. For our friends from the media, also 15,000. It will be 70,000 beds. It's not a worry for Accor. It so happens that we did it recently barely 10 months ago during the World Cup in Qatar, you probably heard about it back then. We managed 80,000 beds in about 400 residences. To go from 400 to 100 is quite easy to go from 85,000 beds to 16,000 beds we've done and we can do it again wonderfully well. And then you've got a reservation platform. Accor was picked 7 years ago through a call for tenders. So we're managing for 4 years now all the reservation corridors for reservations for accommodation and all the hotel offering, whether it's independent or [ Parc Veika ] was wonderfully managed by a young women Iris and I never know what her surname is. So Iris is in the driving seat on that with a full team that's in the organizing committee team at Saint-Denis. So we asked ourselves a question almost 10 months ago, it was back in July 2023. In 10 years we've gone to 46 brands group, 86% European down to 45% European. We conquered many new territories, many new continents; lot of different cultures, different languages, different educational background. So the question that was put within the group was to say can we find what brings us together between people who are working in an ibis in Nigeria or Chile as well as other brands. It wasn't an easy question to answer. And so this questioning was linked not only to what brings us together, but also what's our purpose. And so an effort was done, I'll explain you the pathway. But talking about the pathway, I just want to show you the film that retraces large part of the interaction between people and the group. [Presentation]
So I'm going to tell you a bit more about what you just heard very briefly. We're going to dwell upon it on one of the slides coming up very shortly. I told you about this question we asked ourselves. What have we got in common? What is our purpose? So to answer that question when you have 320,000 different people in 120 countries, you need methods. So we organized what we call a working group and very quickly we find ourselves talking to people who has a lot of issues in this group, the Executive Committee or ExCo. We didn't want it to be just among ourselves. We brought in people from outside of the group; owners, government representatives, partners, suppliers; and very soon we realize that the answers may be different depending on whether you work at head office and those who work in our hotels. So we wanted to hear from as many people as possible in both cases. Now that's not all written here, but I'd like to thank the Board of Directors who are here in front of me. We also held 2 Board meetings, which were very interesting because we didn't agree on everything by the way, 2 Board meetings about the fundamentals of these questions and answers and what directors felt and directors who know the group just as well as I do. Now we worked with the Ethics Committee, [ Ellen Oriole ] is Chair of this Ethics Committee and it's their task to check that this purpose is aligned with our values and the group's ethics. And finally, we set up a number of workshops with support functions. So between July of last year and today, we had about 8,000 people involved in answering the questions we put to them. 77% of these people work in our hotels throughout the group. But most impressively, it's not the 8,000 contributors or the 77% response rate. Can you just imagine what it takes to read 50,000 quotes? Some people wrote a line or 2, others submitted 4 or 5 quotes. So we had to look at each and every one of these sentences submitted by our 8,000 contributors to arrive at something that is common shared. That's a huge undertaking and we eventually arrived at this sentence. Now 80% of all this was done in English, which I'm sure you'll understand because English is probably the common language of the 320,000 heartists. I'm going to read this nice and gently because I'd like you to appropriate this sentence. It's pioneering the art of responsible hospitality, connecting cultures with heartfelt care and generosity. The first thing that strikes me and I'm waiting for this as I did with the Board and the Executive Committee. The first thing that strikes me is in this sentence, you have not got 2 words that I feel could well have belonged. The first is result and the second is performance. So we're not talking about results and performance despite the fact that this is a listed group with a lot of shareholders. One might have felt that the notion of achieving performance and results would be maybe self-evident in the purpose of a group. But quite intentionally, we decided that they should not be in our purpose because we didn't get it back to the 50,000 quotes. And secondly, because we are absolutely certain that if you are to answer this question without any mind with this sentence, you'll get the result and performance that you deserve. So pioneering the art are 2 very different words. The word pioneering is probably what characterizes the group best since it was created. Entrepreneuring spirit, audacity, moving, taking risks, innovation. You have the word art, art means excellence, which I often say this to people working in the group. A lot of our employees are not sculptors or painters or dancers, but they do master their art, which is the art of hospitality and it's just as important as being a sculptor. Responsible hospitality: for over 50 years in this group, maybe more so than ever before in the last 5 or 6 years, we have been examining how we work our way through this group? What impact we have on local communities. What impact we have on water consumption, on carbon emissions? Are we aware of cultural and regional differences? And you'll find that in this approach, there's a whole series of questions about the speed at which the group has expanded. Should we continue to open 300 new hotels every year? So we're connecting cultures. This is just the next part of the sentiment. We love diversity. I think if there's something magical about this group, as I often not say or maybe all too often say, we love culture. The idea of recruiting over 100,000 people with different languages, cultures and skin colors; this is something we love. We do it pretty happily, we do it passionately and it always works for us. So the group has an ability to listen and appreciate differences, which is nothing short of remarkable. So we must continue to connect and talk with one another. Heartfelt care: well, heartfelt care and generosity is all about celebrating human beings, the individual rather than the group, understanding that we have very, very different clients, owners and different qualities. And all of this must be borne in mind. The 1 thing to be guided by and by far the most important is our hearts. Our hearts, our heartfelt care and generosity. So I ask each and every one of us, myself included, that when taking a decision, we should always use the same criteria. You begin with your good level, what your stomach tells you. And when your guts tell you what to do, you then use your heart to see what the impact that your decision will be on the people who will be affected by your decision and only then do you apply your brain because the brain will only give you 1 thing, it would give you the time frame of your decision. So the heart is absolutely at the heart at the very core of all our decisions. Now when you have defined your purpose, you have to roll it out and if you're going to roll out this kind of thing, you have to be responsible and understand it. So there's a whole trajectory here. So this purpose has 4 pillars and you're going to find the fragments of the sentence. The art of hospitality, I've already talked about. The important word here is how to encourage people to go beyond their own creativity and their own curiosity. We are all different and we all have a different -- reading a different understanding of how we should proceed. The second thing is responsible hospitality. That's the second pillar. And it's important to understand the impact we have on other people, the impact we have on food, on water consumption which you'll see in the [ CSOD ] is one of the main pillars. Connecting cultures, again I mentioned this just a few minutes ago, it's all about understanding that we are all very different and that this is something great to be celebrated all the local aspects of the regions and countries we work in. And finally, heartfelt care. Here I think the very important word more so this year than ever before is benevolence and well-being. It's about as passion and generosity have been part and parcel of this group for the last 50 years, it's incredible how kind this group is. Maybe we're too kind. Well, it's a group that we feel happy in. It's a group where there's great transparency, happiness and a lot of sincerity. But I think we needed to take all this a step further. When we talk about our obligations in terms of corporate social responsibility, there's a lot in that basket. There's a lot about carbon, about energy, about food distribution, fauna, flora, biodiversity and of course then there are the social aspects. So with the Board of Directors, we decided to dedicate a department to what we call Social Care & Impact. This is quite close to human rights and I'm going to speed this up because I see I'm running behind schedule. But little over 10 years ago we made a commitment to see parity in pay. We took this at the UN of 5 different companies, 5 governments, 5 universities and we were 1 of the 5 companies involved. Unsurprisingly for 3 or 4 years now, we have perfect parity in pay between men and women in the group. For the same job, same skills, we pay the same amount to men and to women. We've done a lot to protect the presence so to protect women against violence. We've taken a lot of initiatives in France and elsewhere to ensure that domestic violence ceases, that harassment ceases to exist. But we've also done everything we can to ensure that women are better representative on our managing bodies. We have almost 42%. We hope to soon arrive at 50% in our governing bodies. In some of the Management Boards, you will see that there are very often a majority of women. But overall at group level, we are 42% women in our governing bodies. Social elevator, as we call it. I go to the figure of 100,000 people recruited every year. Now that's a good figure, but even more importantly, 60% of these 100,000 people recruited every year, 60% do not have a diploma for the end of secondary studies, be it A levels or high school or whatever. 60% of them have never worked before, this is their first job and this is because they never had the opportunity or the privilege to work before or to get these diplomas. So Accor is probably one of the very few groups in the world capable of extending a hand to people who have either training nor experience nor degrees and yet we take them on board. And the whole idea of this is to retain these people to help them become hotel managers capable of managing even though they've never done secondary studies. About 30% of our hotel managers did not do secondary school, 30%. In terms of human rights, that's the right hand column. We have to be not just careful, but we need methods. There's a program called WATCH that protects children. In all our hotels in Latin America and Southeast Asia, we have mapped out the risks to ensure that we have the right priorities in the right places at the right time with the right populations. So that's where that's all about. Now by way of conclusion, I'm sure we could have drafted a list of tens of priorities, but we just have a short list of 3. First and foremost, we probably have the most diversified and most innovative brand portfolio in the hospitality industry in the world. That's easy for me to say as CEO of Accor. I imagine the person who's CEO of Marriott or Hilton might like to say the same thing. But day in, day out, this has been confirmed. And the Orient Express is clear confirmation and it's more [indiscernible]. This brand portfolio is nothing short of highly wonderful and diversified. Secondly, and I'll just go at some length, our group culture is perfectly natural and very profound. We don't impose it upon anybody. But this culture of benevolence is supported by our talent and this helps us support our social and environmental ambitions and final conclusion that which nothing else will be possible in terms of social environmental commitments. Thirdly, we have to be able to roll out our plan. As Martine said, we had a Capital Markets Day and for '23, '24, '25, '26 and '27; we have made a number of commitments based on growth hypotheses and we met these in the first quarter of 2024. We will meet these targets in '24, '25, '26 and '27. In other words, we will execute our strategy, roll it out and continue to return to shareholders as indicated only 14 months ago. Let me now give the floor straightaway to Brune Poirson, our Chief Sustainability Officer, who will now join me on stage to tell us what she is doing in terms of sustainable development. Thank you, Brune.
Ladies and gentlemen, dear shareholders, dear directors. Ladies and gentlemen, good morning to you all. As Sebastien Bazin has just said, I'm going to share with you the progress we have made in the terms of the environment over the last 12 months. First and foremost, we don't always realize, but tourism and traveling in general have an impact on the economy or society and we don't always realize this because it's a very fragmented industry. I'm not going to read the figures on this slide, but to give you some idea of the positive economic and financial impact that tourism has. Do bear in mind that in certain countries, it's up to 70% of that country's GDP that is dependent on tourism, up to 70%. That's how big and how great importance a group like Accor can have on a given country's economy. There are also social and environmental impact and I'm thinking of CO2 emissions for instance, which are rising. And if we follow the current trend without reacting, we are reacting within our sector, but these emissions will continue to grow by 20% between now and 2030. Then there's the impact on biodiversity and particularly on water, which is rising and of course it's very closely related or correlated to food. Again I'll come back to that. So an important impact, but means that we have rolled out of great strategic importance. Some of you know this already that we're targeting 3 important thrusts. First of all, we are seeking to reinvent our guests' experience. It's hard to imagine everything that actually happens in a hotel. But this is where we want to considerably improve not just our operations, to ensure that we manage our hotels more sustainably, much more sustainably than we do now than we've done in the past, but with much greater discipline. It's important to be more attractive in the way we manage data to better manage our hotels on a day-to-day basis. But of course upstream of all that is the echo designing of our hotel. We are working on the materials of the future. We are working on how hotels are organized to ensure that they're as environment friendly as possible. The second big thrust or strategic pillar is food. Why are we talking about food? Because we serve almost 200 million meals a year, 200 million meals. And it's very often through the agricultural sector that we obtain the raw materials, the ingredients we need to cook. This is where the environmental footprint is located in agriculture. We are working very hard to change some of our suppliers or better still to help our suppliers to lay in supplies in a more sustainable way. There's food wastage, which is one of the first things we work on and we have made commitments in terms of reducing food wastage. And we're also talking about new experiences. We have already proved that we can change part of our food habits while having as much pleasure in eating or tasting new food experiences in our hotels and restaurants throughout the world. The third strategic pillar is to reinvent the way that we travel. As you know, ours is a sector that is very closely correlated with air travel, which uses a lot of kerosene and produces a lot of carbon. But as of now, I think we need to ask ourselves other questions about the way we interact with nature, with the spaces we operate in. I talked about biodiversity earlier on. But what we are selling in hospitality is very often a view or let's say the ability to enjoy nature and here again we have a very special responsibility that Sebastien Bazin has talked about at length. It's the importance of local components and working with the local communities. Now I've mentioned the 3 pillars. It's all very fine saying that we have a clear strategy. We've started to roll out that strategy, but better again when you have targets with figures on them. These are science-based targets. This is again with the support of the UN among others that help us set the targets that we have set ourselves. I'm not going to quote all of these, but these are targets that are based on science. For instance in terms of our carbon footprint, we have committed to reduce Scope 1 and 2 by 48% in absolute terms and Scope 3 we will reduce by 28% in absolute terms once again. As for food waste, our target is to reduce food waste by 60% between now and 2030. Another example we're working with SBTN. These are the science-based targets on biodiversity I should say with a view to reducing our impact on fresh water. Some of these have target dates at 2030, but we're not waiting for 2030 to start. We've already set these targets, but let me point out once again that this is not the entire vision of all the objectives we've set ourselves. I just wanted to share a few examples with you. particularly in single usage plastic. We've done quite a lot in getting rid of single-use plastics. We have 57 single-use plastic items that have been done away with in our hotels. You may say that that's easy, but it's now part and parcel of our culture. First of all, it's part and parcel of our hotel culture largely thanks to Accor. We have set up standards and the industry has followed. I think we are the leaders and others have followed and this is how we approach sustainable development. This is part of our very purpose that Sebastien described. We are pioneers and we believe that the way we manage our hotels should be not just an art, but also a matter of performance. So in terms of plastics, you can imagine in countries where tap water is not drinking water, you can imagine what it means to do away with plastic bottles. You need a lot of creativity to invent new ways of providing risk-free drinking water to our guests and in sufficient quantity that goes without saying. As for measuring our emissions, the key words here are ambition, discipline, measurement and we are collecting data, particularly carbon data. 60% of our hotels were measuring their carbon emissions. We are rolling out this measurement tool in 110 different countries in an ever-increasing number of hotels. You can imagine just how big a challenge this is. As for food waste, as I told you, this is one of the group's top priorities and has been one of our top priorities for quite some time. This is really part and parcel of our culture and it's borne out by the target we exceeded last year measuring food waste. We are one of the Top 300 hotels that are defined at baseline value for their food waste. And in terms of gender parity that's equality between men and women, here again and I won't dwell on this because Sebastien has already talked about it. He's explained how gender parity is part and parcel of our genes. We have once again exceeded our target of gender parity. When I talk about targets, I think it's always important to stay humble. We can never be entirely happy about our nonfinancial performance and I'm not talking about being self-congratulatory. We have been acknowledged by a number of rating agencies. Let me draw your attention to the fact that Accor is now on the CDP's A list in terms of carbon reduction and fight against global warming in Europe where 20,000 firms have replied to the questionnaire, only 141 are A listed. So we are A listers in CDP. That means that our endeavor is in terms of transparency, rigor, discipline in terms of carbon are widely acknowledged. We are still part of the ESG CAC 40. And as for the other indices, we have improved and I'd say maintained or improved our rating, which is clear evidence of the group's commitment and the fact that this commitment is acknowledged outside of the group. This should reassure our shareholders about our ability to reach our targets. I mentioned the word transparency and I talked about measurement. I also mentioned recognition by third parties. But this is also borne out in the figure I'm going to share with you here today. This is not a figure we can feel happy about. In Scopes 1 and 2 by comparison with 2022, our greenhouse gas emissions have increased by 11.6%. I think it's important to tell you about this figure. This is due to our business model. Again Sebastien Bazin talked about this. We have started questioning ourselves. We're not going to revolutionize our business model, but we are now looking at the number of hotels we open every year because that figure tells you that we are opening more and more hotels sometimes in countries where the carbon mix is, I'm thinking of sectors like the Luxury sector where the carbon production is higher. I know a number of people here in the room could bear me out on this, but we are actively rolling out a reduction of our consumption. So it's all about sobriety, sobriety and sobriety. The idea being to consume 50% less energy by 2030 by comparison with 2022. The idea is to improve or I'd say to reduce the amount of energy we use through better energy efficiency measure and the target of reducing our carbon intensity by 8%. Again we will work on the energy offering. So more green energy working hand in hand with our hotel owners to achieve this goal. As I said, I'm only sharing a very small amount of what we do. But we've placed great emphasis on innovation. We are letting our people innovate particularly on the occasion of COP28, but also because we have signed an agreement with ADEME or Captain Cause. Now these are 3 examples I'm quoting because there's a lot of creativity on the part of our employees throughout the world. Also because this is at the service of our hotel owners who need concrete solutions if they are to reduce the carbon consumption or production of their assets. These are big challenges. We're not going to overcome all the obstacles alone. We will get there working hand-in-hand with other companies in the sector. This is why we are very, very active in the World Sustainable Hospitality Alliance. This is why our procurement people, Caroline Tissot's team. This is why they are working with EcoVadis and other actors in hospitality to reduce the carbon in our chain of value. In 2021, we set out targets that are very clear. They're all about decarbonizing our assets, all about eco-certifying activities to attract clients and our people are working hard at this. We are giving local teams the opportunity to innovate in the most disciplined way possible and believe me, our people are very, very involved in this area. Now just a few very concrete examples to wrap it up. First of all, Novotel Abu Dhabi which has applied AI solutions to reduce food waste. It's almost reduced its food waste or cut its food waste in half. We're also aiming to reduce our water consumption. The Movenpick Petra where we've replaced bathtubs and replaced them by showers. We call this nudging and it works very well. Another example would be Sofitel Casablanca where our food offering is increasingly vegan or vegetable-based more local food to attract people to our restaurants. There are also in-depth refurbishing jobs that we do for instance in the Fairmont Royal York. And finally in Istanbul, we have tested a new way of serving breakfast. So rather than a buffet, we have opted for an a la carte breakfast, which is even more enjoyable for guests while reducing our impact on biodiversity on the environment. That's what I wanted to share with you. Let me now give the floor to the next speaker, Besma. Thank you.
The next person of Brune is Besma, who's going to talk to us about the governance of our company.
Thank you, Brune. Thank you, Sebastien. I'm going to talk to you briefly about the Board and its Committees. Composition of the Board, 13 directors including Anne-Laure Kiechel who joined us last year after the last AGM and 2 directors representing employees. That's a total 64% of independent directors, 55% women. The women directors representing employees excluded from these calculations. As you know, the Board meets several times, 10 occasions during the year with an attendance rate of 93% covering a number of issues. We've displayed a few on this slide. Notably the implementation of the internal organization in 2 divisions; Premium, Midscale, Economy and Luxury & Lifestyle, with the contribution of assets we'll come to later; the sale of the building where we are to Valesco; a specialized committee devoted to CSR, the ESG Committee; and the Board followed the missions conducted by the All Heartist Fund. For this, it relies on 5 specialist committees. Firstly, the Audit Compliance and Risk Committee that met on 4 occasions this year reaching an attendance rate of 74%. This committee notably reviews the annual financial and quarterly financial statements, but also is informed of the group compliance and risk program; risks in terms of cybersecurity, protection of personal data. Appointments Compensation Committee made up of 7 members; 67% independent directors, 4 meetings in 2023, 89% average attendance rate. It's in charge of compensation for Mr. Bazin and the directors. Next committee, Commitments Committee. The membership is open to all directors. It met 4x this year and reviews the various group commitment projects in terms of M&A or disposal. And then International Strategy Committee considers the major geopolitical issues and their impact on the group's business this year, the impact of the situation in the Middle East and in Russia, with an attendance rate of 100%. And of course this new ESG committee that was set up in February last year that reviewed the group's commitment in terms of CSR just discussed by Brune and then the CSR criteria for Sebastien Bazin's compensation. Turning now to compensation, that will be presented by Bruno Pavlovsky. Thank you.
Thank you, Besma. Ladies and gentlemen, dear shareholders, good morning. I'm pleased to be with you once again this year to present the work of the Appointments Compensation Committee as well as Compensation of Executive Officers. During 2023 committee proposed the creation of a new committee to the Board, ESG Committee reviewed the Directors' independence criteria, discussed gender equality policy, tracked the functioning of the committees, undertake with the help of a consultant turning out of compensation of Executive Officers. You're asked today to vote as every year on the information pertained to compensation of benefits paid or allocated to all Executive Officers during the course of the elapsed year. And then more specifically on the compensation and benefits paid during the past year or allocated in respect to that same fiscal year to our CEO, Mr. Sebastien Bazin, say on pay ex post. Compensation of directors for FY '23, an amount of EUR 1,277,661 distributed amongst directors depending on their attendance at Committee Board meetings. Regarding compensation of our CEO, the base pay compensation of Mr. Bazin remains unchanged since the 1st of January 2016, that's EUR 950,000. His annual variable compensation was adopted on the basis of the achievement of the targets that we've agreed together. Quantitative targets involved EBITDA, free cash flow, net organic growth number of rooms as well as 3 ESG criteria, percentage of managed or franchised hotels that have scrapped single-use plastic in the customer experience including consumable water bottles, percentage of managed and franchised hotels for which a carbon emission tool was in place at the end of last year, percentage of managed franchise hotels that measured their food waste, percentage of women in executive committees. Globally to that, we had qualitative targets pertaining to the rollout of the new Turbo organization and talent development. Having noted the attainment rate of each of these targets by the committee, the Board concluded that the variable component, the compensation of Mr. Bazin reached EUR 1,868,865, growth at 139% of the reference amount. The potential being a maximum of 150% of that reference amount. Your CEO was also awarded 2023 performance shares in accordance with compensation policy and therefore subject to obligation to conserve them and conditions of performance defined in the Universal Registration Document made available to you. Furthermore, as part of the say on pay ex ante, you're asked to vote on the compensation policy of Executive Officers for the coming year. In regard to the compensation policy for directors, you're asked to increase the total package so as to maintain a compensation level that's equivalent for director. Madam Anne-Laure Kiechel joined the Board at the last AGM, which has increased the number of directors and that the overall package hasn't changed since 2018. Regarding the compensation policy of our Chairman and CEO, the fixed compensation for FY '24 remains once again unchanged. The reference amount variable compensation of your Chairman CEO remains unchanged at EUR 1.4 million. Let me remind you variable compensation can vary from 0 to 150% of that reference amount depending on the attainment of agreed performance conditions by the Board upon recommendation of the Committee. Qualitative targets representing 80% of annual variable compensation on the one hand financial, EBITDA and free cash flow. Furthermore, nonfinancial toward net growth of the network in 3 years reflecting the group's priorities presented by Brune Poirson earlier, percentage of hotels with a reference basis for water consumption, percentage of eco-certified hotel, percentage of women that have a position at least equivalent to Vice President according to the internal classification of the group. Quantitative targets representing 20% of variable annual compensation are based on the implementation of Turbo talent development and supporting the rollout of the CSR plan. Lastly, Mr. Bazin can benefit for a number of performance shares representing up to 280% of his gross annual compensation. Ladies and gentlemen, thank you for your attention.
Thanks, Bruno. I'm going to ask Besma to now present the 14 resolutions to you.
Thank you. So I'll begin with the first, second and third resolutions and move fast because of course these are the resolutions that concern the approval of the company's annual consolidated financial statement and allocation of earnings and proposed dividend of EUR 1.18 per share. Fourth resolution aimed at appointing PricewaterhouseCoopers as statutory auditor in charge of certifying sustainability information and that for a 1-year term. This new requirement that's in CSRD, Corporate Sustainability Reporting Directive, European directive regarding notifications in terms of sustainable development requires an auditor to audit that. That's what we're proposing with the appointment of PwC. Fifth to ninth resolution consumes compensation of corporate officers to increase the total package of attendance fees. Sixth and seventh resolutions concern say on pay ex post. That's to say total compensation in 2023 of directors and Mr. Bazin. Whereas the eighth and ninth put to your approval compensation of the Chairman and CEO for 2024 that's say on pay ex ante. All the information on compensation of corporate officers is in the URD for 2023. The tenth resolution asks you to vote on the related party agreement concluded in March, subsidiary of Jinjiang International purchase off-market a block of companies shares held by the company. You're also asked to take note of the statutory audited special report on the regulated agreements concluded during the past year and whose effects continue into this year. Eleventh resolution is aimed at renewing the authorization you give every year to the company in order to trade in its own shares, a limit of 10% of capital stock maximum price of EUR 70. Twelfth resolution, approval of the proposed partial contribution of assets of Luxury & Lifestyle business segment by the company to its subsidiary Accor Luxury & Lifestyle SAS. Since 1st of January last year, the group has implemented a new organization based on 2 distinct divisions; Premium, Midscale and Economy on the one hand; Luxury & Lifestyle on the other; to ensure that this organization enables better adaptation to market developments. You're asked to bring all activities of Luxury & Lifestyle to a subsidiary of Accor, Accor Luxury & Lifestyle SAS that will combine all the actives, dedicated brands, contracts devoted to Luxury. It's a purely internal transaction. We'll make this new organization fully operational and to follow its performance in a detailed and efficient manner. As required by law, a contribution agreement was submitted to and contribution auditors were appointed by the Nanterre Tribunal and the auditors will present their conclusion. The contribution was evaluated ex and will be paid in company shares Luxury & Lifestyle SAS. All the details of this contribution will be presented to you by the auditors. I would say that the Social Economic Committee of the company issued a positive opinion on this proposed contribution. Subject to your approval, this proposed partial contribution of assets will complete on the 1st of June 2024. Thirteenth resolution, you're asked to let the Board issue share warrants to be issued freely to shareholders in the event of a public offer on the shares of the company after prior approval by an ad hoc committee composed of 3 independent directors. Fourteenth resolution powers for formalities. Over now to Mr. François Jaumain representing the auditors for their report. Thank you.
Shareholders, good morning on behalf of the auditors Pricewaterhouse audit and Ernst & Young. I'm going to report on our assignment on the year-ended the end of 2023, our report on the annual financial statements and related party agreements that will be found in the URD for FY 2023 as well as in the convening notice to this meeting. Our other reports are also to be found in the convening notice. The corresponding page numbers are displayed upon screen. As per usual, I will now summarize the main items concerning a report on the financials. We recall that the purpose of our assignment is to obtain reasonable assurance that the financials represent a true and fair view of the company and that they comprise no material misstatements. Our approach is adapted to the activities, various businesses of the group as well as its international organization. We strive to audit both current operation as well as specific events and have implemented our audits in accordance with professional standards applicable in France. Conclusions were shared with the financial divisions, group financial department during regular exchanges. We also reported on the organization of our work and our conclusions to the Audit Committee as well as to the Board of your company. Now I'll begin with our report on the annual financial statements of Accor SA to be found on Pages 412 to 415 of the URD drawn up under French GAAP rules. We've certified them without reservation and considered that the assessment of equity securities was a key audit matter and described the various procedures that we conducted in this regard. Turning now to our report on the consolidated financial statements drawn up under IFRS as adopted by the EU to be found on Page 379 to 382 of the Universal Registration Document. We've also certified them without reservation or observation. Considered that the assessment of intangible asset was a key audit matter notably owing to the significant estimates by management on this and described in the report the specific procedures that we conducted on this project. Lastly, we made sure that the management report did indeed comprise the information required by law. Now we also issued a report on related party agreement, Pages 214 to 216 of the Universal Registration Document. And we were informed of a new agreement reach with Rubyrock Capital Co Limited controlled by Jinjiang International Holding Co on the acquisition of a block of shares and our report also mentioned the agreements whose execution continued in 2023 previously approved by your General Meeting. We also as an independent third party issued a report of moderate assurance on checking the nonfinancial performance to be found on Page 211 of the URD. No major material misstatements noted in terms of compliance with regulations or the sincerity of information contained therein. Lastly, we issued a report that was made available to you by the company and is to be found in the convening notice on Page 46 concerning Resolution 13 to issue freely to shareholders. This doesn't comprise any particular observation and we'll draw up an additional report in due course if this authorization is used by your Board of Directors. Thank you for your attention.
Thank you very much. We'll now give the floor to Mrs. Kling and Munoz, who will tell you about their report as the contributions auditor.
Ladies and gentlemen, dear shareholders, I'm going to report on our mission as demerger auditors in the partial contribution of assets to Luxury & Lifestyle by Accor SA to the Luxury & Lifestyle SAS company. I told you about the value of the compensation of the contribution and my colleague, Didier Kling, will talk about the compensation. Now all the assets and liabilities making up Luxury & Lifestyle. There's a very close connection between the company is concerned because Accor owns 100% of the capital in the beneficiary of the contributions. So far as this is a contribution to a wholly owned company, it's a net book value that we use as a valuation in compliance with the general accounting rules in France. The value of the contributions is comprised of a total assets EUR 2.98 billion with total liabilities of EUR 262.189 million and a net book value of EUR 2.722 plus billion. Some work that the auditors have done on the contributions to the demerger. This is of course in compliance with the accounting principles and methods and the profession in general. These have consisted in checking compliance with accounting regulations in force regarding the appraisal of contributions and checking the reality of the complete branch of activity contributed, checking the reality of contributions, the great evaluation of contributions taken individually and the correct appraisal of contributions taken over all. The goal of our assignments to ensure that there's no overestimation. We take 2 approaches, an individual approach and an overall approach. And the methods used to check that the real value is at least equal to the net book value and the valuation of flows. These are methods that are absolutely traditional in the sector and the valuations arrived at by these methods confirm the individual valuations of the contributions. As for the overall valuation of contributions, the methods used to assess the overall value or the sum of parts of the individual values contribution as far as these are mainly equity securities and the stock market comparables meted. We've also applied the overall real value of the contributions, which is higher than the book value of the net assets contributed thus confirming the value of the contributions as set forth in the agreement. So by way of conclusion on our audit, we can confirm that the contribution value retained amounts to EUR 2.722 billion is not overvalued and the net assets contributed are at least equal to the amount of the capital increase of the beneficiary company increased by the contribution premium. So much for the value of the contributions.
Thank you, Chairman. Ladies and gentlemen, the Code of Commerce entrusts us with a twofold task. The first of the is to ensure that the value of the assets contributed in this transaction as described by my colleague. The second part of the mission is to ensure that in the transfer of assets that operating assets are exchanged for equity securities. So we have to ensure that this compensation is satisfactory. In other words that the 2 sides of the balance are very equal. So our task is to meet the requirements of the Code of Commerce, which asked us to ensure that the compensation is fair compensation. Secondly, we have to ensure that the methods are the methods applied by the National Association of Statutory Offers. These show that the overall contribution of approximately EUR 2.7 billion. On the other hand, the beneficiary company is increasing its capital by EUR 2.83 billion. And the difference is what we call the contribution premium, which you own because you wholly own the beneficiary company. I'm not going to go into the details of this work, which you'll find in our report and which has been recorded in the transaction document. I think the important thing to tell you is that the compensation is fair compensation as it's contributed.
How can you make a complicated thing sound so simple? Thank you, Jean-Noel. Thank you, Didier. Just a little aside if I may now on this transaction that we have called Turbo. That's in-house jargon. I think what the auditors have just talked to you about. Well, a lot of you here in the room today especially to my right; Besma in particular, all our legal, accounting and financial people have been working on this for 14 or 15 months. This is a huge undertaking. That has enabled the auditors to review all the details of this transaction and you have all of this in front of you for approval in the form of resolutions. But it's a very difficult arduous undertaking and I'd like to take this opportunity to thank everybody involved. If you approve this, I think we will have cause to celebrate the benefits of our hard work. Let's move on to the present time. This is the questions-and-answer session. I think this is what people enjoy most at AGMs. And what's more the lighting is on so we are not alone in the spotlight. I'm going to leave the floor to Besma who will tell you about the answers to written questions.
Well, these questions were answered before the AGM and we will be putting all these questions and answers, very numerous by the way, on the website rather than deal with them live.
So we're going to take about 30 minutes as we usually do to deal with questions. I can't see much, but I do see a number or 2. We're going to take questions from the consultative committee of individual shareholders. The first question is what are Accor Group's prospects in the high growth market of India in the short and medium term?
The high growth market in India in the short and long term. Well, India is a country we're very interested in. As I've said, 1.42 billion inhabitants, 40 million international travelers, 6% annual growth for the last 2 years and expected similar growth over the next few years. 1/3 of the population of India is now what we call the middle classes and probably 2/3 between 5 or 7 and 10 years. So it's strong growth, but it's also a country where the increase in the middle classes is among the highest. This tells us several things. First of all, the more you have the means to spend over above your bare necessities, the more you will travel first of all in India and India is a huge country before you even consider traveling abroad. So the first indicator is that demand for travel has grown. In fact there's a great demand for travel and entertainment. Second indicator, which is just as important as the first one. Second indicator is does India have the means to organize the travel? Have they got the cars, the trains and the planes for all that. No doubt about the number of cars in India. I'm not very expert in railways in India. But certainly for air companies, we are very present because for 18 years now we've been partnering with a group, Mr. Raul Bhatia's family company called Indigo. This is an interglobal company and Indigo is the airline that they set up about 20 years ago. Indigo now has a market share of about 55%, 50% of air travel in India. And as you may have read in the newspapers, Indigo is the biggest buyer or biggest orderer of Airbus aircraft. They ordered 500 A320s particularly in Le Bourget 2 years ago and they're raising options on A350s I think another 500 or possibly even 750 aircraft. So huge buyers. Now Indigo has opened up 80 hubs in 80 different destinations in India over the last 5 years. They're currently selling off 240 or helping create 240 different airports in India. And over and beyond the 80 destinations in India, Indigo has 30 international destinations basically in Southeast Asia and the Middle East. This means that we also have a flourishing high growth company that's expanding and this company is a part of ours. So we expect high growth in the hospitality industry in India and a high growth in the number of Indians traveling abroad. We've had 40 million Indians to travel abroad next year and pretty much a safe bet that Indians will be as important as the Americans and Chinese who were 150 million recently. So between 40 million today and the 150 million, it will probably take 4 or 5 years before we get there. So that's going to happen very, very fast. And with China while the Chinese started to travel abroad, 80% of them remain within the boundaries of Pacific Asia for food reasons, for their own comfort zone. So we can expect something similar to happen with the Indians. They will fly 4 hours to Eastern Malaysia, Indonesia, Southeast Asia. They will head towards Saudi Arabia and to the west to the United Arab Emirates, Egypt and Africa. That's fine. They are precisely in the markets in which we are best established. So we have 2 parts to India so 2 real questions. How do we accommodate domestic expansion, complicated because it takes 6 years to open a hotel in India while it takes only 3 in Europe and 2 in the U.S. So it takes a long time to open a hotel because of the various permits and what have you. So we'll be working on domestic travel in India, but we're going to have to revise our methods. We hope to have something to announce later on in this year. But as for international travel, we're spending a lot of time with India on the 30 destinations that Indigo services. So India will have a major effect on hospitality worldwide and a very significant impact on Accor. So we're very confident about this. It's a market we're very familiar with. We know the actors well and I think we're working alongside the right people at the right time. Second question, why not propose a payout policy that includes shares? Well, for the simple reason that we are buying back our shares. You will have seen that we spent EUR 400 million buying back shares in 2023, EUR 400 million in 2024, about 23 million shares that have since been canceled. So it's not a good time to be distributing shares while we're buying them back. So the emphasis on dividends in the form of payment in kind or payment in cash rather than payment in shares.
Madam Boumaza told us that the reference document and notice of meeting were available. I've been calling the toll-free number for weeks and I have not succeeded in obtaining the documents. The statutory auditors and indeed yourself, Madam, when you presented the resolutions have mentioned time and again the notice of meeting. How do we go about obtaining this notice of meeting? I still haven't received it despite asking for it every week. Every year it's a problem. Furthermore, since 2000 I've been a member of the shareholders' club. I have a little dumb phone as I call it not a smartphone and have no access to the various outings and events that you organize. How do you go about joining this when you don't have Internet at home.
Well, on your first question. Well, first of all, I must apologize it's actually one of the documents you should be able to receive. At the end of the convening notice on the website, there's a form you can send in. I know what you're going to answer. But I'm very sorry, I'm going to see with SocGen that manages that free phone number why you haven't been able to receive those materials. On your second question, she's at SocGen, very delightful person at SocGen. So you should get the documents upon the request. We're going to look into that. Thanks for notifying us. On the second question and the shareholder club. Well, we're going to of course see with our communications team how to get in touch with you personally because convening notices are generally sent out by e-mail, but we'll see how we can improve things.
I'm an individual shareholder. My question concerns the nonfinancial performance. You presented very fine results, ambitious targets. Of course this policy requires financial resources that are considerable that will in all likelihood impact the economic and financial performance of our company. I'm not at all challenging the paramount need of our sustainability policy. Could you give us orders of magnitude on the financial impacts of our ambitions in terms of nonfinancial performance? Thank you for answering my question, which I recognize isn't perhaps consistent with the analysis of the quotes you presented earlier if I understood you right.
I'm trying to understand your question. On the nonfinancial, we're spending sufficient for our ambition. Have we quantified the investment allocated to the group's nonfinancial performance? Undoubtedly yes, but I don't know the number today. Targets of course include hotel-based targets, reducing plastic bottles. Those are savings generated in 4 hotels and many of our targets to be found in the hotel savings or hotel efficiencies rather than at group level. There's probably a dozen million euros. Besma said it right, 90% of all initiatives taken recalled by Brune Poirson are initiatives that are recommended and rolled out by Accor; but whose financial burden rests with the hotel because reduced water consumption, onboarded new technology, reducing carbon consumption. He invests and reaps the benefits in terms of messaging and value for the green. But you know what with Brune, we're going to get a handle on that. We should be able to know by hotel do they spend EUR 5,000 or EUR 100,000 per hotel. We'll get back to you and get your contact details. That's a good question to understand how much money is involved, probably colossal.
I'm an individual shareholder. Congratulations for your purpose. I find it speaks volumes, makes sense and it's in vogue. First question on the share price. I find there's a lag in terms of the sale management of the group because over 5 years, we're only at plus 22 and plus 6 over 10. So for my view, the group has done nothing or has stood still over 10 years. What's your take on that? Second question on the scourge of these bed lice. What is the situation in the group and how are you managing the situation? Thirdly, the shadow comics, that was really good. Perhaps maybe you should revert to it differently because this was followed in other companies. So it was your idea so perhaps it's time to revamp it.
Well, firstly, a big thank you for hailing our purpose because I said it's been the subject of a great deal of work, a lot of time devoted and like you, we're very proud and pleased of what we arrived at. On the share price, well, for a very long time now we've been asking that same question together. It's my 10th AGM with you and each and every year people point out that the share price doesn't reflect the underlying value of the company. We deplore that. We're trying to be clearer to commit more sustainably to affirm that the transformation of the group's behind us and Lord knows there have been many milestones over the past 10 years. We've managed in part this effort because like I said while the group is transforming, it's difficult to assess to read it. It's difficult to buy its stock because you've got a lot of pro forma financials. So we really focused on that for the past 5 years. Since it's done and COVID behind us, fortunately the share price rebounded strongly from EUR 22 to EUR 42 at an all-time high, 90% increase. Is that enough? Answer no. Can we do more? Without a doubt, yes. How to do more? I think the true answer, the real answer to that probably said too quickly. You've got a number of new shareholders revolving around. The share capital has changed a great deed over the past 6 months. You have a lot of investors hold between 4% to 10% of the group. It wasn't the case previously. You got investors who had over 10% previously and they reduced their stake. Notably our Chinese and friends from Qatar took advantage of the rising share price and to exit with a profit. The only way of onboarding more shareholders and boost the share price is to deliver on the results and assumptions that we gave at the CMD. It was 3% to 4% RevPAR growth, 3% to 5% growth in new openings, 9% growth in EBITDA and probably growth of our BS. We can't miss the first year. We did that. The second year we delivered in Q1, for '24 I think we'll deliver in Q2. Now we must deal with Qs 3 and 4. If you deliver in 8 consecutive quarters, there's every likelihood that those doing the rounds will have the necessary comfort to get them to believe that '25, '26 will also deliver. So all it takes is to be rigorous, stringent and to walk the talk, execute what we promise for all of us; Martine, Jean-Jacques and others; to spend time with the shareholders that we do almost 25% of our time in fact. We're heading to New York on Sunday to meet number of U.S. investors. We've never had so many requests for meetings. This group is clear, is forward-looking the best talents in the world geographies where the markets are growing. So the time is right, the time is ripe. I've been patient. I think we're getting there slowly, but surely. Bed bugs: well, if it's not an issue, it's because it's not an issue. I mean are we on the watch, of course vigilant. We're getting alerts in a number of hotels that are material in the group answer no. Unfortunately, the answer is no because we have everything to assess and to remedy not to get these bugs setting up shop lasting in the group and we have known it immediately through social media and customer experience. Accor is far better equipped than independent hotels through our ability to assess and respond to that. It's not among the Top 10 fears of the group given our efficiency. Third question, shadow comics. That's an excellent great idea. It was a great idea 6, 7 years back. It's done its time a bit. We weren't able to give members, there were 3 classes at the shadow. We didn't give them the necessary boost to have better career development. In fact we've lost almost half. The more you highlight that, the more it's visible on the international stage, more our peers and others have poached our talent. We do it differently. We stop this shadow comics business. Many other procedures in place. HR reveal talent as in women's up where we support a dozen individuals identified and minus 1 or minus 2. We do a skills review, spend time with each of them so that we can understand where they want to go, their skill set, what they're lacking, devote time, mentorship so that even if it's not called the shadow comics, it's equivalent to promote them. And we no longer lose, then we can retain them and hope, allow them to grow as they deserve.
I'm an individual shareholder. Bravo for the very feminine table, it's rare at AGMs. We tend to have all males on the platform. Just in terms of or could you just put a bit -- have the house lights because we're really in the dark here, if we could see ourselves better. And then I got a question. On the compensation, the only presentation that wasn't backed up by slides. It's a bit of a shame. I noted in your compensation, it's linked to no more plastic water bottles, it's anecdotal on the compensation. You've got a female director, 5 Board meetings on page, people want to follow 221 or 251 and she was present only 25% at the Compensation Committee. That's a pity. Just your Board meetings. Does she sit on other Boards? You mentioned the U.S., you're heading for New York. What's the ADRs in transaction? If you got EUR 100 million traded at the Paris market, how much would that represent on the ADRs? And then I've got a question on your 2 employee shareholders, it's called Share19. We've done another plan since 2018 on your shareholders. [ Pavers ] that owns 20% as Pavers asked to talk to you to have a seat on the Board and what are your relations with that shareholders and the others that are growing?
And fine thing, you can reach the Abbaye on a bike and that's very eco-efficient. Loads of people riding past the Abbaye on a bike. If you're going to the Abbaye on your bike because the [ valid share ] can accommodate many cycles. If you need to stop before [ EUFORES ], give us a call to book because you got dozens of cyclists who want to enter and 90% of them are turned away because they haven't booked. So I don't want to spoil your day. If you want to go to the Abbaye, go on your bike, but don't forget to book beforehand to have a great welcome. The problem, I don't even have a pen to note the questions. It's too late now. Well, Pavers, 10% of the capital they've reached across the threshold because we canceled some shares. Very studious, very organized, a lot of assessment of the group before investing. I think it took them over a year before deciding to invest. They did it no doubt at the right time come to see us every 2 or 3 months based in London, don't want to be represented on the Board. In fact they're never represented of the Board. I can tell you an active shareholders that is commitments taken by this group need to be met. But outside of their presence, we'd have done exactly the same things; competent, experienced and active shareholders that I respect profoundly. Just to the participation of Compensation Appointments Committee. There's a good degree of attendance by our directors. Indeed there is a female director who this year attended less frequently than previously. She is usually very present. But this year owing to circumstances linked to her for professional reasons were unable to attend meetings of the appointments committee, but that won't happen again. Share19 hasn't been a new plan, employee share ownership plan. These are plans that run for 5 years. So this one Share19 will unwind at the end of the year so we'll look at next year the matter. But we let each plan end before asking the question. ADRs really very small, less 1% other volume through the ADRs in New York. So our presence in New York has nothing to do with facilitating ADR, but they edge Americans to directly buy Accor shares Euronext.
Thank you for all the information you have given us. My name is [indiscernible]. I have been a shareholder in Accor since Accor has been issuing shares as far as I know. My question is that you haven't mentioned Australia. What is your foothold in Australia outside of Sydney?
First of all, thank you for being such a loyal shareholder and please stay with us for as long as possible. In Australia, we're actually very, very well positioned in Australia. We're not just very good in Australia. But in Australia and New Zealand, we have a little over 300 hotels. Our competitor has only 22. Through the acquisition of Mantra several years ago, doubled the size of our exposure in Australia. The 2 countries in the world where we have a very strong foothold, that's France and Australia. The biggest Australian company is called Australia Asia Pacific. A lot happening in Sydney. It's called Accor Arena in the same way we have an Accor Arena here in Paris. It's a lot of events. So a wonderful market, a market that has been suffering in the last 2 or 3 years because it's dependent on Japanese, Korean and Chinese guests in particular to the tune of about 85% of its business. They're a very big business called the Golden Coast, that's the East of Australia I should say. That's the sunny side of Australia. And in our network in Australia, we have 38 hotels I think and 80% of our business is outside of Melbourne and Sydney. So we are well established. We're also the biggest player in New Zealand, which is a much smaller market than Australia. And we are waiting impatiently for the results for November, December and January, which is the festive period of the year. We know that there's been a big pickup in the last 3 months particularly among the Japanese, Korean and Chinese clients. So we have the right people, we have the right locations, we have the right brands. We just want people to get traveling again. We're not exactly worried, but it is one of the parts of the world where we are 15% to 18% below the level we had pre-COVID back in 2019. 4 minutes left for questions.
My name is [indiscernible] and I'm a longstanding shareholder. I received my dividends as a registered shareholder from Societe Generale. This has happened to me before about 10 years ago and it's happened again. I haven't received my dividends in recent times. They tell me that the problem is currently being solved. But the problem is that these dividends are declared to the tax administration. For the year I was supposed to receive them and they have been declared once again to the tax authorities this year. I've been unable to get explanations from the bank. When asked what have you paid to the tax authorities at a given date and time? They do not answer my question. So I have a real problem with the bank called SocGen or Societe Generale. What can you do about this? In addition to that, I am penalized in terms of the tax I pay and apparently I'm not the only person concerned by this.
We're certainly not going to ask the person from Societe Generale to stand up and answer, that wouldn't be very kind of us and I'm not sure that the representative of SocGen would like to be the scapegoat. What I can say is 2 things. First of all once this AGM is over, we will contact SocGen or Societe Generale to ensure that what's happening to you and others is clearly understood and does not occur again. And we have really the means to sort this out. It's probably a matter of efficiency and we will look at that. The second thing I can say to you is that Societe Generale is a remarkable bank. It's a very good bank and they are the main bank. And over and beyond issues of efficiency, which I can't deny, I'd like you to know that SocGen as a bank is a very efficient, competent, working very much in our favor for many, many years. That said, we will deal with the issue you have raised, Madam.
Sorry, I can't see everybody here in the room. I'll stand up so you can see me. My name is [indiscernible]. I live in Seville in Spain and have lived there for the last 23 years. I have been a shareholder of late and would like to hear all you had to say. I won the Wheel of Fortune for seats at the Paralympic Games so I'm delighted. But I wanted to raise the issue of Luxury & Lifestyle that you have talked about. This is the new division that you are creating and will be rolling out over the next 10 years. I'd like to know what your plans are for Spain because you're not very present in Andalusia. There are wonderful monasteries, haciendas and castles that I will be delighted to see you in. So I was just wondering what your plans are for the south of Spain.
Don't leave, we'll get your name. If you have a collection of hotels and need partners, we're here, we'll get your name at the end of the meeting. Andalusia is a terrific growth market in which hospitality is very present, but it's also a market in which we are not sufficiently well established. Possibly because of a lack of local talent, we have some but not enough. Secondly, the south of Spain is a market that is very well managed by Emilia and Barcelo and others, our Spanish partners who haven't left us a lot of room to develop. So in my own words, I would say we haven't been very good in Spain over the last 10 years or so. We're trying to improve our foothold. We've opened a very nice hotel in Sotogrande, but we know there are opportunities in large cities. We need partners. We need ideas. We have the brands, we have the means, we have the desire, but we'd like just a little bit of strength. So in my own words, welcome. We'd like to talk to you about your network.
Could you tell us about the group's exposure in Russia and Ukraine?
For Accor, the situation is as follows. We are still present in both countries. I believe we've been extremely present and will continue to be extremely present with our Ukrainian colleagues and the Ukranian authorities for urgent help, protecting our populations, protecting our employees. But 2.5 years ago we decided not to close our hotels in Russia in order to not be any more detrimental than before to populations who haven't decided this event. We've always been present in the events of health problems, geopolitical problems. Though we've kept our hotels opened in Russia, we have our ears to the ground and have decided not to expand. So we've decided not to open any more new hotels nor have we decided to develop hotels in Russia. So we've stopped a number of initiatives. Some have been taken over by others. In fact we've decided to stop all bookings for Russia. In other words as it stands unless you are a Russian national, you cannot book a hotel in Russia, which means that our level of business is much lower than it used to be and it's solely for Russians in Russia. It's true that some of these hotels are used by the international media who if they are to inform us about what's happening in Russia need to be accommodated. So we have been asked to keep these hotels open and to accommodate the media. So we've taken the decisions not to open, not to expand, not to develop our business, not to work on the profitability of hotels, not to take bookings. That is the situation as far as we are concerned and our exposure in Ukraine and Russia. We are going to move on to the resolutions, which is an equally important moment in our AGM to see how the shareholders react to us. We're not going to vote the resolutions. Could we have a bit of light in the room? Somebody's asked for it, in fact for ourselves much more. The number of shareholders taking part, 5,567 shareholders are present or voted by correspondents. A total of 73.9 million shares out of the 242 plus million shares with voting rights. The final quorum is therefore 67.66% and today's AGM can duly conduct its business. I also like to remind you that since 2019, abstentions and spoiled votes are no longer counted as negative voice. They're simply factored out of the accounts. By virtue of the legal provisions, the shareholders have been entitled to vote by correspondence or by Internet. Over 4,000 employees, representing 201 million shares have chosen to vote by correspondence or by Internet. Now before voting, I'd like to explain how to use the voting devices. We have a short film showing you how to use your devices. [Presentation]
Okay. We can now proceed with the voting of the resolution. The first resolution is approval of the statutory company financial statements for the fiscal year-ended December 31, 2023. Voting is now underway. [Voting]
Voting is over and the resolution has been approved. The second resolution asks you to approve the consolidated financial statements for the fiscal year-ended December 31, 2023. Please vote now. [Voting]
Voting is over and the resolution has been approved. The third resolution concerns allocation of profits for the first year-ended December 31, 2023 and determination of the dividend. Please vote now. [Voting]
Voting is over and the resolution has been approved. The fourth resolution asks you to appoint PricewaterhouseCoopers Audit as statutory auditor in charge of certifying sustainability information for the remainder of its term of office as statutory auditor. Please vote now. [Voting]
Voting is over and the resolution has been approved. The fifth resolution asks you to determine the total annual amount of compensation to members of the Board of Directors. Voting underway. [Voting]
Voting is over and the resolution has been carried. The sixth resolution asks you to approve information concerning the compensation of all corporate officers referred to in Article L-22109 of the French Commercial Code. [Voting]
Voting is over and the resolution has been approved. In the seventh resolution, you are asked to approve the fixed variable and exceptional components of the total compensation and benefits in kind paid during the fiscal year-ended at the end of 2023 all awarded for the same fiscal year to Sebastien Bazin, Chairman and Chief Executive Officer. Please vote now. [Voting]
Voting is over and the resolution has been carried. Eighth resolution concerns approval of the compensation policy for the Chairman and Chief Executive Officer. Voting is underway. [Voting]
Voting is over and the resolution has been approved. The ninth resolution asks you to approve the compensation policy for directors. Voting underway. [Voting]
Voting is over and the ninth resolution has been approved. The tenth resolution concerns the statutory auditor special report on related party agreements governed by Articles L225-38 and thereafter of the French Commercial Code. That's approval of a related party agreement with Rubyrock Company Limited. Voting underway. [Voting]
The voting is over and the resolution has been carried. Eleventh resolution asks you to authorize the Board of Directors to trade in the company's shares. Please vote now. [Voting]
Voting is over and the resolution has been approved. The twelfth resolution asks you to approve the proposed partial contribution of assets of the Luxury & Lifestyle business segment by the company to its subsidiary Accor Luxury & Lifestyle SAS. Voting now underway. [Voting]
Voting is over and the resolution has been approved. Thirteenth resolution asks you to authorize the Board of Directors to issue free share warrants or equity warrants to shareholders in the event of a public offer on the shares of the company. Voting underway. [Voting]
Voting is over and the resolution has been rejected. Fourteenth resolution is powers to carry out legal formalities. Voting now underway. [Voting]
Voting is over and the resolution has been approved. Which brings us to the end of the resolutions. Thank you.
Thank you, Besma. We're not just on time. In fact we're ahead of schedule. Let me thank you all for joining us here. Let me thank you all for following us live on the webcast or otherwise. And we look forward to seeing you again next year for next year's AGM. You can of course follow us when we announce the first half year results at the end of July. Thank you and have a good day. [Statements in English on this transcript were spoken by an interpreter present on the live call]
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