Reference document 2018

Table of contents 2
A few words from Thierry Boiron 4
A few words from Valérie Lorentz-Poinsot 5
Presentation of BOIRON group and its businesses 7
1.1 Indicators and key figures 9
1.2 Presentation of BOIRON group and its development 12
1.3 Other information about BOIRON group 20
1.4 Analysis and comments on activities over the period 23
1.5 Risk factors and internal control 35
Corporate governance 45
2.1 Corporate governance guidelines and rules 46
2.2 Composition, organization and functioning of the Board of Directors 47
2.3 Special statutory auditors' report on regulated agreements and commitments 57
2.4 Delegation and Authorization for capital increases and reductions 60
2.5 EFactors likely to have an influence in the event of a public tender offer 61
2.6 Compensation of corporate officers 64
Social, environmental and societal information 77
3.1 Employee information 79
3.2 Health Safety Environment 89
3.3 Societal information 101
3.4 Inspection Agency Report 104
Annual financial statements 107
4.1 Consolidated accounts 108
4.2 Statutory Auditors' report on the consolidated financial statements 169
4.3 Table showing the subsidiaries and holdings 174
4.4 Result of BOIRON parent company during the last five years 176
4.5 Supplier and customer payment times 177
Legal information about the company and its capital 179
5.1 Share capital 180
5.2 Main shareholders 184
5.3 Employee shareholding 188
5.4 Incorporation and articles of association 189
5.5 Report of the Board of Directors to the Combined Shareholders' Meeting of May 16, 2019 - extraordinary part 194
5.6 Draft resolutions to be presented to the Combined Shareholders' Meeting of May 16, 2019 195
Other information 201
6.1 Person responsible for the Reference document 202
6.2 Statutory Auditors 203
6.3 Public information 203
6.4 Provisional publication schedule 204
6.5 List of BOIRON parent company establishments as at December 31, 2018 204
6.6 Concordance table of Reference document 206
6.7 Concordance table of financial annual report and management report 210
6.8 Concordance table of the Non- Financial Performance Statement 212
6.9 Glossary 215
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