EDR France RA EN 2019
EDR France RA EN 2019
EDR France RA EN 2019
7
156 Parent company income statement
Key figures Notes to the parent company
157
financial statements
179 Statutory
Auditors’ reports
20 Management report
192
13 Report of the Executive Board
73 Report of the
Supervisory Board
89 Consolidated financial
statements and notes
89 IFRS consolidated balance sheet
Ariane de Rothschild
Chairwoman of Edmond de Rothschild Group’s Board of Directors
Benjamin de Rothschild
Chairman of Edmond de Rothschild Holding’s
Board of Directors
40,2 42,6
Asset
Private
Managemen
Banking €16.6
t €34.2
billion
Equities
Convertible bonds
Balanced (including funds of funds)
Alternative management (hedge funds and funds of hedge funds)
Private Equity
Fixed-income products
Structured investment products
Cleaveland
The robustness of the banking group’s financial position is reflected in its capital ratios**. Its capital adequacy
ratio stood at 14.06% with its Tier One and Core Tier One ratios at 13.92% and 13.87%, respectively, at the end of
2019. The minimum regulatory requirement is 10.72%.
The Liquidity Coverage Ratio (LCR), which is the EU standard, stood at 170.02%, comfortably above the
minimum regulatory requirement of 100%.
In millions of
euros
Risk aversion remained persistently high among our additional inflows. Our “liquid” Asset Management
clients, and that adversely affected our product mix, products suffered an outflow of close to €3.7 billion,
even though the markets performed very well in 2019. which chiefly affected our Long Only range. The same
This phenomenon followed on from the mounting risk aversion phenomenon was to blame for this trend.
fears of a possible recession that had overshadowed
late 2018. That said, the healthy performance of the markets
As a result, the Edmond de Rothschild (France) Group helped make up for these negative effects, and overall
posted net income attributable to equity holders of assets under management totalled €50.8 billion at 31
the parent of €14.4 million in the year ended 31 December 2019, stable at comparable structure
December 2019, a decline of €14.0 million on the compared with at the end of 2018.
€28.4 million reported for the year to 31 December
2018.
Net banking income rose 1.2% compared with 2018 to With these trends in net banking income and
reach €300.4 million in 2019. The key factors operating expenses, gross operating income came to
contributing to this trend were: €38.7 million versus €35.5 million in 2018. As a result,
- management and advisory fees declined 9.1% as a the cost/income ratio improved by one point from 81%
result of the unfavourable shift in the product mix at year-end 2018 to 82%.
(introduction of MiFID 2 and clients’ aversion to
higher-risk products, causing margins to shrink) Consolidated operating income totalled €38.7 million
- €9.6 million in performance-related fees, up from versus €35.1 million in 2018, with a zero net cost of
close to €8.6 million in 2018 risk (€0.3 million in 2018).
- lower fees on transactions (transfers and front-
end charges) than in 2018 (€46.4 million versus
€56.9 million) after the 2019 pricing review Net income attributable to equity
- a €28.1 million increase in on-balance sheet
business as a result of the substantial dividend
holders of the parent
payouts into the investment portfolio, and
consistently firm performance by the lending The share in the net income of associates was zero (a
activities loss of €0.1 million after income of €3.2 million in
- a larger contribution (€20.5 million) to net 2018). Upbeat performance at Edmond de Rothschild
banking income from Corporate Advisory (Monaco) eclipsed the losses recorded by Asset
Services than in 2018 (€17.6 million) Management entities in which the Edmond de
Rothschild (France) Group owns shareholdings. Net
Gross margin edged higher to 60 basis points, up 1 gains and losses on assets totalled €1.2 million,
basis point versus 2018 thanks to a boost from reflecting the capital gain recorded after the capital
investment portfolio income. increase by Edmond de Rothschild (Monaco).
An impairment loss of €8.1 million was recorded on
the Cleaveland goodwill.
With an inauspicious regulatory environment for the Real estate management delivered fresh top-line
distribution of investment products and a high level of growth, despite the drop in the level of acquisitions as
risk aversion among our clients, net banking income a result of competitive market conditions.
from Private Banking in France and Italy declined. Private Equity made further investments in its ERES
Even so, the division’s gross operating income fell just franchise and launched two new franchises in 2019.
2.4% as it kept a tight rein on its expenses. Corporate Advisory Services also performed well, with
Asset Management (excluding real estate the business going from strength to strength. The
management) posted a €19.2 million fall in its gross team won a string of new mandates in 2019 and has
operating income following significant outflows of its established itself as a highly respected player in its
high-margin assets and pricing reductions in its market segment.
trading activities. Lastly, Other Activities were boosted by the large
distributions made by funds held in the investment
portfolio.
Net banking income 83,779 86,824 141,615 165,686 5,209 4,700 73,028 42,740 303,631 299,950
Operating expenses −81,002 −83,980 −133,623 −138,104 −6,273 −6,766 −44,021 −35,629 −264,919 −264,479
- Personnel expense −49,475 −52,115 −72,484 −77,334 −3,870 −4,611 −26,150 −19,466 −151,979 −153,526
- direct −35,613 −38,064 −54,063 −57,787 −3,289 −4,066 −19,042 −14,204 −112,007 −114,121
- indirect −13,862 −14,051 −18,421 −19,547 −581 −545 −7,108 −5,262 −39,972 −39,405
- Other operating expenses −24,105 −25,309 −51,945 −51,951 −2,212 −1,993 −6,979 −13,499 −85,241 −92,752
- Depreciation and
−7,422 −6,556 −9,194 −8,819 −191 −162 −10,892 −2,664 −27,699 −18,201
amortisation
Gross operating income 2,777 2,844 7,992 27,582 −1,064 −2,066 29,007 7,111 38,712 35,471
Cost of risk - - - - - - −3 −336 −3 −336
Operating income 2,777 2,844 7,992 27,582 −1,064 −2,066 29,004 6,775 38,709 35,135
Share in net income/(loss) of 7,571 7,045 −7,676 −3,800 - - - −42 −105 3,203
associates
Net gains or losses on other - - - - 1 - 1,210 6,286 1,211 6,286
assets
Changes in the value of
- - −8,105 - - −52 - - −8,105 −52
goodwill
Income (loss) before tax 10,348 9,889 −7,789 23,782 −1,063 −2,118 30,214 13,019 31,710 44,572
Cost/income ratio* 87.8% 89.2% 88.5% 78.0% 116.8% 140.5% 57.3% 77.1% 81.3% 82.1%
* Personnel expenses and other operating expenses as a percentage of net banking income (NBI).
Private Banking is the original business of the Edmond The establishment of a group-wide Wealth Solutions
de Rothschild Group. Edmond de Rothschild aims to unit charged with expanding the range of advisory
support its clients pro-actively, planning ahead to services and solutions we provide to our private clients
meet their every need. Private Banking has built a helped power this performance. The unit’s goal is to
practical range of products and services firmly meet all our private clients’ needs in (i) wealth
grounded in the real economy and aligned with engineering, (ii) the research and distribution of
entrepreneurs’ concerns. conviction-based investment and financing
In France, it is able to devise bespoke solutions and opportunities in real estate and private equity, and
marshal expertise to support its clients at every stage (iii) specialised advice (philanthropy, art, etc.). It also
in the wealth engineering process. Edmond de oversees dedicated projects for this demanding client
Rothschild can tap into a specialist range of group.
investments, advice and services, ranging from M&A In the current environment, real estate assets remain
transactions and financial planning to portfolio highly prized by private clients. The roll-out of the
analysis, and advice on life insurance. For those selling Bank’s advisory services in this area continued during
a family-owned company, it knows how to deftly the year. They are delivered by a team of experts
address inheritance issues. All this expertise is co- within Edmond de Rothschild Corporate Finance,
ordinated by the private banker – the lynchpin of the which handles sales and acquisitions of real estate
client relationship – who produces a strategic asset portfolios. The Edmond de Rothschild Immo Premium
allocation based on a holistic view of the client’s fund, an OPCI (collective undertaking for real estate
portfolio. investments) aimed at private clients, continued to
grow, with its assets now exceeding €150 million. It
met its performance targets and completed several
Inflows racing higher acquisitions in 2019.
Private Banking also continued to expand its range of
In spite of mounting geopolitical and trade tensions lending solutions judiciously to accommodate the
around the world, the financial markets kept moving borrowing needs of its private clients wherever
higher throughout 2019. Buoyed by increasingly possible. Its lending broke through the €1 billion
accommodative monetary policies, they ended the barrier in 2019 (€1.1 billion).
year with record gains of 20% to 30%. That was not
sufficient to tempt investors back into the equity
markets, with volumes waning and clients maintaining Greater transparency for clients
a fairly defensive stance amid a backdrop of negative
interest rates. In this almost unprecedented The Bank had carefully planned ahead for the
environment, the Bank provided steadfast support to introduction of the new fee transparency rules laid
its clients, helping them to achieve their goals of down in MiFID 2. It helped its clients to navigate their
protecting and growing their portfolios. way through the transition, making sure they are
Sales activity held up at a high level at all our offices in properly able to understand all the information they
France. Our Private Banking division achieved a record now receive.
net inflow of €1.346 billion in 2019.
In France:
- management and advisory fees dropped 7.0%
relative to 2018 (down 2.9% excluding PBIA)
reflecting an unfavourable asset mix caused
by clients’ risk aversion
- fees on transactions dropped 10.8% relative to
2018, as the start of 2018 had been boosted
by substantial movements triggered by the
PBIA department’s efforts to make portfolios
more uniform
- the firm performance in lending generated
€12.2 million in on-balance sheet revenue,
27.7% ahead of the 2018 level
Operating expenses
Operating income
The whole philosophy behind Edmond de Rothschild’s A roadmap for the period out to 2022 was drawn up
Asset Management range is to offer its clients active, during the year. It presents the core areas of expertise,
conviction-driven management. Edmond de which the Asset Management division wishes to
promote and which will be at the forefront of all its
Rothschild Asset Management strives to outperform
efforts.
index-tracking products by focusing on value creation
European equities and theme-based investing will be
over the long term by taking clear views.
the main focus of attention in equities. Theme-based
The range of solutions available from Edmond de debt investing (emerging and financial in particular)
Rothschild Asset Management comprises investment will also be part of this development plan, together
funds and managed accounts for institutional with asset allocation, an area in which the Asset
investors, together with open-ended UCITS marketed Management division possesses cutting-edge
expertise.
to private clients by partner financial institutions
(private banks, investment companies and insurers) SRI takes pride of place in this approach – right across
the board – building on the strong commitment it has
and independent financial advisors.
been given since 2007.
Risk Management solutions and quantitative
management also feature on the roadmap, helping us
Organisational changes and an to meet our clients’ steadily growing and personalised
ambitious roadmap needs.
.
Asset Management made several changes to its
organisation structure in 2019. In March, Christophe
Caspar took over as Head of Asset Management from Several key accomplishments
Vincent Taupin, following the latter’s appointment as
CEO of the Group. In June, a new Asset Management
despite headwinds for active
organisation headed up by Benjamin Melman, Global management
Chief Investment Officer, was unveiled.
The division’s new structure features four units: Emerging market debt has been one of Edmond de
› Michaël Nizard took over responsibility for the Rothschild Asset Management’s conviction-driven
asset allocation and sovereign debt team priorities for several years. This specialised unit went
› Christophe Foliot and Jacques-Aurélien from strength to strength in 2019. The EdR Fund
Marcireau took charge of the equity investment teams Emerging Credit fund won several accolades and
generated inflows in excess of €200 million, while EdR
› Alain Krief joined the Edmond de Rothschild
Fund Emerging Sovereign, the latest addition to the
Group to run the fixed-income team
range, had almost €200 million under management by
› Lastly, Jean-Philippe Desmartin remained in the end of the year, even though it was only launched
charge of the SRI unit, with an overarching approach in late 2018. Conversely, the EdR Fund Emerging
spanning all asset classes. Bonds sovereign debt fund underperformed in 2019
Asset Management’s teams were boosted by several and suffered a net outflow of over €100 million.
new arrivals to develop its management capabilities, Further developments concerning the range of funds
including analysts specialised in certain market managed by Edmond de Rothschild Asset
segments. Management included:
Changes were also made to management of the EdR • Launch of the EdR SICAV US Solve fund:
Fund Bond Allocation fund. The two managers in building on the success of the EdR SICAV Europe
charge of the bond allocation fund left the Solve fund launched in 2015 and attracting strong
management company in July, and they were replaced
interest from institutional investors, Edmond de
by seasoned bond market veterans Nicolas Leprince
Rothschild Asset Management’s teams wanted to
and Julien Tisserand.
expand this area of expertise by establishing a new
* Personnel expenses and other operating expenses as a percentage of net banking income (NBI).
Operating income
We continued to grow our private equity offering market companies that have established leadership in
throughout 2019 and launched various new products a niche market are its investment focus.
and services enabling all our (private and institutional)
GHO Capital is a pan-European asset manager
clients to benefit from this asset class.
specialised in the healthcare sector. It targets
Private equity dovetails perfectly with our overall untapped market opportunities across the pharma,
strategy as it involves making investments firmly medtech and outsourced services sectors.
grounded in the real economy. By doing so, we are
Palladium Equity is a US asset manager active in
able to align our investment, social and environmental
buyout capital that specialises in midsize family-held
performance.
businesses. It operates across the industrial and
This year we strengthened the capabilities of our consumer goods sectors, and has a strong track
private equity platform in pursuit of our goal of record of serving Hispanic-American clients in the
supporting the growth of visionary SMEs right around United States.
the globe. Two new strategies were launched, and so
A&M Capital is an asset manager specialised in
we now have 13 niche investment strategies across
business transformation for midsize European
multiple geographical regions and sectors.
companies looking to raise their operating
In France, our minority investment and fund of funds performance.
activities also contributed significantly in 2019 to the
The final closing for the Privilège 2018 funds is
success of our private equity platform.
scheduled for March 2020.
Preparations for the launch of two new vehicles were - Worley Claims Services (US insurance
also made during 2019. All in all, seven deals were specialist). In the past four years, Worley has
completed, with five primary investments in Lee radically strengthened its position. It has
Equity Partners, Lovell Minnick, GHO Capital Partners diversified its revenue streams, appointed a
II, Palladium Equity V and A&M Capital Europe I and new management team, achieved fresh
two secondary investments in McLarens (alongside commercial impetus, repositioned itself in
ERES III) and Kymera (part of ERES III’s portfolio since more recurring activities, and made
2018). infrastructure investments. That made it a
highly attractive target for US fund Kolhberg &
Lee Equity Partners is a growth capital manager active
Co.
in the services sector, with a focus on the healthcare,
- Socotec, one of the French leaders in testing,
finance and B2B industries in North America. It targets
inspection and certification, as part of a
businesses with high-growth potential and aims to
secondary LBO (33% stake). After adopting a
make operational efficiency improvements.
more international approach and appointing a
Lovell Minnick Partners provides buy-out capital and new management team, Socotec attracted
specialises in financial services in the United States interest from a variety of investors following a
and, where opportunities arise, in Europe, too. Middle-
* Personnel expenses and other operating expenses as a percentage of net banking income (NBI).
The continuing expansion in funds of funds provided The stronger top-line performance and tight control
another boost to Private Equity net banking income in on expenses helped to halve the size of the operating
2019, which was €0.5 million higher than in 2018. loss relative to 2018.
Operating expenses declined 7.3% relative to 2018 Private Equity posted a loss before tax of €1.1 million,
when they were inflated by the expenses incurred in versus a loss of €2.1 million in 2018.
setting up the platform in France.
1 Source: 10 January 2019 edition of L’Agefi Hebdo newspaper no. 642-643 – M&A
rankings – page 28
2 Source: CF News Magazine, no. 21 of February 2020, p 32
* Personnel expenses and other operating expenses as a percentage of net banking income (NBI).
Corporate Advisory Services
Corporate Advisory Services again clinched a series of
Net banking income impressive deals in 2019.
Against this backdrop, Edmond de During 2019, Edmond de Rothschild (France) acquired
Rothschild (France) will continue to execute the a shareholding in ERAAM.
Group’s strategy of refocusing on its core strengths,
The main balance sheet items were as follows: Other financial accounts fell 16.1% to €171 million,
down from €204 million in the previous year.
In thousands of euros 31 Decembe 31 Decembe
r 2019 r 2018
Assets Securities and non-current assets slipped to
Cash accounts and interbank operations 2,451,446 2,291,041 €348 million at 31 December 2019 from €361 million at
31 December 2018. This 3.8% decrease was chiefly the
Loans to clients 884,838 788,005
product of redemptions of private equity UCITS funds
Other financial accounts 170,929 203,842
and of the remeasurement of the portfolio of
Securities and non-current assets 347,650 361,448
subsidiaries and affiliates.
Total 3,854,863 3,644,336
The net cost of risk had a positive impact in 2019, as in It recorded a net loss of €5.9 million compared with
2018 – a real testament to the calibre of the Bank’s net income of €20 million in 2018, representing a
commitments and its risk management policy. decrease of €25.9 million.
Net gains or losses on other assets showed a net loss Share capital
of €18.1 million versus a net loss of €16.5 million in
2018. The key contributor was an impairment loss of Ownership of the share capital, which amounted to
€13.2 million recognised on the investment in the €83,075,820 at 31 December 2019, was as follows:
Cleaveland subsidiary.
EDMOND DE ROTHSCHILD
5,538,328 shares, i.e. 100.00%
(SUISSE) SA
Non-recurring items contributed a net loss of
Other individuals 60 shares, i.e. 0.00%
€42 thousand.
Total 5,538,388 shares, i.e. 100.00%
Income tax: effective 1 January 2018, Edmond de
Rothschild (France) and some of its subsidiaries joined At 31 December 2019, there were no employee
the tax consolidation group headed up by Edmond de shareholders as the term is defined in Article L. 225-
Rothschild SA. The Edmond de Rothschild SA Group 102 of the French Commercial Code.
had ten subsidiaries in 2018.
Article D. 441 I.-1: overdue invoices received not settled at the Article D. 441 I.-2: overdue invoices issued not settled at the
balance sheet date balance sheet date
91 0
Total (1
0 days 31 to 60 61 to 90 days Total (1 day days 1 to 30 31 to 60 61 to 90 91 days
1 to 30 days day and
(indicative) days days and and over) (indic days days days and over
over)
over ative)
Total amount of relevant invoices excl. VAT 417,225 20,700 437,925 208,571 500,996 709,567
(B) Invoices excluded from (A) concerning receivables and payables disputed or not accounted for
Office Activities
China
Zhonghai Fund Management Co. Ltd. Asset management
France
Edmond de Rothschild (France) Banking
Edmond de Rothschild Asset Management (France) Asset management
Financière Boréale Proprietary trading
Cleaveland Asset management
Edmond de Rothschild Corporate Finance Advisory and financial engineering
Edmond de Rothschild Private Equity (France) Asset management
SAS EDR Immo Magnum Asset management
ERAAM SAS Asset management
Groupement Immobilière Financière Other
Edmond de Rothschild Assurances et Conseils (France) Insurance brokerage
United Kingdom
LCFR UK PEP Limited Asset management
Hong Kong
Edmond de Rothschild Asset Management (Hong Kong) Limited Asset management
Edmond de Rothschild Securities (Hong Kong) Limited Wealth management
Israel
Edmond de Rothschild Boulevard Buildings Ltd Real estate portfolio management
Luxembourg
Edmond de Rothschild Europportunities Management SàRL Asset management
EdR Real Estate (Eastern Europe) Cie SàRL Proprietary trading
Edmond de Rothschild Europportunities Invest II SàRL Proprietary trading
Edmond de Rothschild Europportunities Invest SàRL Proprietary trading
CFSH Secondary Opportunities SA SICAR Proprietary trading
CFSH Luxembourg SàRL Proprietary trading
Bridge Management SàRL Proprietary trading
Edmond de Rothschild Europportunities Management II SàRL Asset management
EdR Real Estate (Eastern Europe) Management SàRL Asset management
Edmond de Rothschild Investment Partners China SàRL Asset management
Monaco
Edmond de Rothschild (Monaco) Wealth management
1(https://www.edmond-de-rothschild.com/site/International/en/Sustainable-development/reports).
The five pillars presented below represent the material Edmond de Rothschild (France) has been a signatory
non-financial issues identified by the Group in its 2014 of the United Nations Global Compact since 2011, and
materiality exercise. This declaration of extra-financial is a member of the United Nations Environment
performance discusses the main non-financial risks Programme Finance Initiative (UNEP FI). The aim of
identified for Edmond de Rothschild (France) based these two initiatives is to encourage financial
on the Group’s material issues. The Group’s annual organisations to apply sustainability principles more
sustainability report1 provides more details and key effectively, particularly by integrating environmental,
information about all material issues, targets and social and governance (ESG) factors into investment
progress achieved towards the Group’s commitments and risk analyses.
EDMOND DE ROTHSCHILD:
A CONVICTION-DRIVEN INVESTMENT HOUSE
OUR STAKEHOLDERS
Employees – Clients – Suppliers and partners – Regulators – Banking and financial associations
Local communities – International organisations – Environment
Business model
The Edmond de Rothschild Group is an independent, Its expertise, respect for its commitments and co-
family-controlled financial group focused on private ordinated management of all its business lines mean
banking and asset management. It also operates in that the Edmond de Rothschild Group maintains a
corporate finance, private equity, real estate, relationship of trust with all of its stakeholders, internal
insurance brokerage and investment fund and external. Edmond de Rothschild (France)’s
administration. The Edmond de Rothschild Group has business model, presented here, reflects that of the
a Strategy Department that leads strategic discussions Group. Details of Edmond de Rothschild (France)’s
with the Executive Committee. It defines a vision that various business lines are provided in this
is translated into roadmaps for the Group and each management report.
business line.
Edmond de Rothschild is a conviction-driven investment house founded on the idea that wealth must be
SCOPE OF THE DECLARATION OF EXTRA-FINANCIAL PERFORMANCE: FRANCE (PARIS AND REGIONS)
used to build the world of tomorrow. Our expertise, entrepreneurial approach and commitment enable us to
offer innovative solutions that add value.
OUR VALUES OUR RESOURCES OUR CLIENTS OUR ACTIVITIES OUR IMPACT
(France)
Private Banking
Our values are inspired 2,554 employees in the Advisory and Custody
Individual private €3.4 billion managed
by three key words in Group, including 726 in clients according to RI
the Rothschild family France strategies in France
motto:
Institutional and semi- Asset
A long-term institutional investors Management Investme RI strategies included
Concordia: Union
commitment backed nts for institutional in the management of
Integritas: Honesty Other banks / 81% of private equity
by a single owner and private clients
Industria: Work Financial institutions assets in France
We favour bold strategies that combine long-term performance and impact, embody our convictions and
show a constant connection with the real economy.
Innovation in healthcare Energy and environmental Urbanisation and urban Job creation
transition development
Improvements in companies' Support for economic Development of SMEs Disruption and game-
ESG practices development in various regions changing innovations
The Group intends to review the policy in 2020 and Finally, checks carried out in 2019, both by the
make it public. supervisory authorities and internal audit, did not
reveal any breach or major risk related to corporate
governance.
Edmond de Rothschild (France) is a public limited
company (société anonyme) governed by a
Supervisory Board and an Executive Board. This
two-tier structure satisfies the Group’s corporate 44% of Edmond de Rothschild (France)’s
governance principles, whereby executive Supervisory Board members were independent at
management must be separate from oversight 31 December 2019, as opposed to the minimum of
tasks. one third required under the Middlenext Code.
The Group has a set of policies and procedures that Targeted training is organised for the teams
classify information, define the rules for ensuring concerned. For example, to train its staff in the
confidentiality and meet regulatory requirements prevention of money laundering and terrorist
regarding personal data protection. These financing, Edmond de Rothschild Asset
documents have been circulated among the Group’s Management (France) has since 2015 used a digital
staff and may be viewed on the French intranet at training tool developed by the AFG (Association
any time. The French processing register was Française de la Gestion Financière), which is suited
compiled before May 2018 and is updated on an more specifically to the asset management business.
ongoing basis through co-ordinated work by the
various departments concerned and the Data In Private Banking, there is a specific e-learning
Protection Officer (DPO). course relating to the prevention of money
laundering and terrorist financing. This course was
The Edmond de Rothschild Group is therefore firmly custom-developed by Edmond de Rothschild
committed to complying with regulations at all (France)’s Compliance and Permanent Control
times and to ensuring that each staff member Department.
behaves responsibly, helping to manage risks as
effectively as possible. The Compliance and Permanent Control Department
has also developed an e-learning course on market
The Group’s main aims are to ensure that its abuse, suitable for the various business lines.
procedures are regularly updated and to continue
its awareness-raising efforts so that the relevant Through these efforts, the Bank actively monitors
staff members continue to adopt them. These compliance with regulations and makes all staff
encouragement efforts are ongoing and will be members faced with these risks aware of regulatory
stepped up. developments.
The Compliance and Permanent Control Department
All of Edmond de Rothschild (France)’s compliance- and the Legal Department make ongoing efforts to
related procedures are available to all staff via the ensure compliance with the Bank’s policies and
intranet and categorised by activity or business line directives.
according to their content.
At the Edmond de Rothschild Group level, the As regards work-related regulations, operational risk
following documents are made available to staff sheets have been prepared for all of the major
members: regulatory risks identified, in which staff members
- Group Code of Ethics are reminded of the applicable procedures and the
- Group Directive on corporate governance risk-prevention arrangements in force. Once per
year, the Bank’s Risk Committee, assisted by the
The Head of Human Resources in France reports 0 incidents requiring notification to the relevant
directly to the Group HR Department and sits on authority in 2019.
Edmond de Rothschild (France)’s Executive Board.
As a result, compliance with employment law is a
cross-functional commitment that receives ongoing
attention and is the subject of regular updates in CENTRAL ROLE OF ETHICS
Executive Board meetings. The Bank’s internal
control bodies are also in charge of proposing
The Edmond de Rothschild Group aims to do its
improvements to ensure optimal risk management.
work in a responsible and exemplary manner. The
conduct of employees and managers with respect
Data protection to regulations and internal rules is a priority, to
ensure that the Group’s activities run smoothly and
The Edmond de Rothschild Group met the to help it achieve its targets. Ethics, integrity and
requirements of the General Data Protection transparency are intrinsically linked to the Edmond
Regulation (GDPR) ahead of the European de Rothschild Group’s values as a family-owned
regulatory schedule. business and its acute sense of responsibility.
The Compliance and Permanent Control Department The Group’s anti-corruption system includes
has set up whistleblowing procedures that allow all corruption risk monitoring measures involving
staff members to identify unethical behaviour and corruption risk-mapping for each entity, an
breaches of regulations or legislation in force. employee whistleblowing procedure and rules
Internal controls to monitor the systems in place regarding gifts and invitations. Awareness-raising
help ensure that the directives and tools provided to emails and digital staff training courses are also
all concerned work correctly. used.
All employees must, at all times, perform their Edmond de Rothschild (France) has set up a system
duties to the required stand in terms of ethical that complies with French automatic exchange of
conduct, skill, care and diligence. They are expected information (AEoI) standards. The system ensures
to work in the best interests of clients and all that all staff members are aware of AEoI principles.
stakeholders. The whistleblowing procedure ensures In addition, client documentation includes the
full confidentiality for staff members. Annual necessary information about AEoI for countries with
performance assessments also remind staff which France has signed an information exchange
members of the ethical principles that apply to agreement.
them.
The system supplements the anti-money laundering
and terrorist financing system, which includes tax
0 criminal convictions or corruption-related fraud as one of its transaction monitoring and
suspicious transaction reports criteria.
penalties
The Compliance and Permanent Control Department
supervises the implementation of these initiatives
0 unethical behaviour alerts raised during the year and ensure that they cover the relevant people.
employees
commitments in these areas.
As regards AIMFD, a new system was set up in March In addition, Article L. 511-78 of the MFC limits the
2016 for the payment of any deferred portion of the variable salary component to 100% of the fixed
variable remuneration of risk-taker Asset Management component for all group employees regulated by CRD
employees. The system allows half of those IV, unless shareholders at the AGM approve, giving
employees’ deferred remuneration and half of their reasons, a higher figure of up to 200%. In order to
“immediate” remuneration to be indexed to the ensure that group salaries remain competitive, a
weighted average return on a basket of Edmond de motion was submitted to shareholders to set the
maximum ratio of variable to fixed salary components
Rothschild Asset Management funds that represents
at 200% for all Group CRD IV-regulated employees.
their expertise.
The motion passed in the May 2019 AGM with respect
to the 2019 financial year.
Labour relations
An Economic and Workforce-Relations Committee Employees’ physical safety is protected by stringent
was elected in December 2018 for the Edmond de measures to ensure the safety of premises and people.
Rothschild (France) UES, which comprises Edmond de Workplace security is handled by a team of trained
Rothschild (France) and four subsidiaries. Almost 60% staff who are present throughout premises’ opening
of employees took part in the election, which involved hours. Employees in regular contact with clients have
electronic voting. also received training about how to handle difficult
situations.
Management wanted to maintain monthly meetings for
the Economic and Workforce-Relations Committee, Quarterly reports on workplace accidents are sent to
and all planned meetings were held. A large number of France’s Health, Safety and Working Conditions
matters were put forward for the Economic and Committee (CSSCT). For each accident, management
Workforce-Relations Committee to consider; detailed states the measures taken to prevent them and any
information was provided before meetings and remedial action. The accident frequency rate was 1.742
extensive discussions took place. Four agreements in 2019 (5.25 in 2018) and the injury severity rate was
were signed with union representatives in 2019 and 0.033 (0.04 in 2018).
three more are being negotiated, with agreements
expected in the first half of 2020. Certain staff members have received training and have
workplace first aid qualifications. Whereas the law
Health and safety requires retraining every two years, management has
The health, safety and wellbeing at work of employees decided to offer top-up training every year to
is a core concern for Edmond de Rothschild (France). workplace first aiders.
Staff representative bodies were informed and
consulted regularly throughout the year about all of The DUERP (single document for assessing
their prerogatives in this area. Well-being at work is occupational risks) and the PAPRIPACT (annual
assessed using absenteeism1 as a key indicator. The programme for preventing occupational risks and
absenteeism rate was 3.56% in 2019, slightly lower than improving working conditions) are updated every year
the 2018 figure. after consultation with the CSSCT and the
occupational health officer.
1 No. of working days lost due to illness throughout the year / no. of employees with permanent or fixed-term contracts (excluding students under work/study contracts).
2 The accident frequency rate is calculated as follows: No. of accidents resulting in lost working time x 1,000,000
No. of hours worked
3 The injury severity rate is calculated as follows: No. days compensated x 1,000
For many years, the Edmond de Rothschild Group has 1. It integrates ESG risks and opportunities in its
been committed to greater sustainability in finance fundamental equities and credit analysis;
and responsible investment (RI) The integration of 2. It actively selects companies that have advanced
Environmental, Social and Governance (ESG) criteria sustainability policies, using a proprietary in-house
into investment decisions is regarded as a key priority. ESG rating system for positive-screening SRI funds;
3. It has adopted a pioneering shareholder
engagement approach since 2010;
TAKING INTO ACCOUNT ESG ISSUES IN 4. It is able to build portfolios of SRI funds that
INVESTMENTS combine strong ESG impacts and financial returns.
The Responsible Investment part of the Edmond de Edmond de Rothschild Asset Management (France)
Rothschild Group’s sustainability strategy refers to the and Edmond de Rothschild Private Equity have also
following material issues: been signatories to the United Nations Principles for
Responsible Investment (PRI) since 2010 and 2016
-carbon risk management and energy transition
respectively.
-inclusion of ESG criteria in financial analysis
- positive screening in asset management
- shareholder engagement and voting policy Edmond de Rothschild Asset Management’s
- impact investing Responsible Investment policy is also produced by the
- theme-based investing SRI team. The 2017-2020 RI Strategy is being
implemented by investment teams with the help of all
support functions. It is being overseen by the Edmond
Policies de Rothschild Group’s Asset Management Executive
Committee and co-ordinated by an RI Steering
Edmond de Rothschild (France)’s commitment to RI Committee consisting of 24 RI correspondents from all
and to taking ESG issues into account is formally set operational departments. These correspondents are
out in the Responsible Investment Policy produced by helping to implement the actions included in the 2017-
its specialist asset management teams. It is available 2020 RI roadmap, which are prioritised within their
on the Group’s website and addresses all business departments each year.
lines. All teams have access to it and can draw
inspiration from it in order to develop sustainable The current strategy, adopted in September 2017, is
investing activities. having a similar positive impact as the previous one.
The new strategy for 2021-2024 is currently being
Edmond de Rothschild Private Equity also has an ESG prepared, covering all of the Edmond de Rothschild
integration policy. That policy is currently being Group’s activities managing liquid and illiquid assets.
updated to factor in new aspects and new issues that The aim of this strategy will also be to mitigate risks
have arisen within the Group but also within the and identify opportunities to develop the sustainable
finance industry more broadly. investment business.
Asset Management’s Responsible Investment Policy Since 2015, Edmond de Rothschild Asset Management
will be reviewed and updated in 2020 to factor in the has put in place a simple, robust and effective method
Group’s developments and convictions, as reflected by of rolling out ESG integration within its asset
the methods it has adopted. management teams. After a test phase in 2015 and
2016 with the European equities team, and based on
This new ESG Policy will help harmonise the various the feedback from those tests, the Fundamental Asset
methods used in this area, while taking into account Management Department decided to take a pragmatic,
the various funds’ investment strategies and specific practical and flexible approach in 2017-2018. The aim
features. is to increase the appeal of ESG for equity, credit and
sovereign debt managers, so that the topic becomes
an input that helps their asset management activities
rather than a constraint, because ESG is too often
associated with reporting obligations.
The term Responsible Investment (RI) is applied to all of the Group’s investment categories that can be
described as socially responsible or sustainable, and the following distinctions are made.
Principle: Investment strategy intended to contribute to the achievement of the UN Sustainable Development
Goals, with the explicit aim of creating economic and financial value, but also social and environmental value.
These strategies give meaning to investments by creating value and generating positive impacts for investors
Impact investing and for society as a whole (the “Triple Bottom Line” approach). Those impacts are monitored and measured
over time, and are subject to dedicated reporting.
Impact at portfolio level: systematic impact on all investment decisions, definition of improvement targets
and of a specific ESG action plan for each investment.
Principle: Investment strategy that involves investing in companies or categories of securities that provide
solutions to major sustainability issues, such as health, energy transition and economic development in
emerging countries, while generating growth opportunities linked to the innovative nature of the business
model. Although these funds are not impact-investing funds in the formal sense, their investment strategies
Sustainability- factor in ESG criteria at every stage of the decision-making process, and attainment of ESG criteria is
themed investing monitored over time. These strategies help produce positive impacts and so contribute to the attainment of
the United Nations Sustainable Development Goals. Those impacts are monitored and measured over time,
and are subject to dedicated reporting.
Impact at portfolio level: systematic impact on all investment decisions, definition of improvement targets
and of a specific ESG action plan for each investment.
Principle: For Edmond de Rothschild Asset Management (France), ESG integration involves taking into
account ESG criteria when analysing a company or fund. Edmond de Rothschild Asset Management (France)
has defined its own methodology, with 10 precise criteria to measure the extent of ESG integration in each
fund. A fund is deemed to have an ESG integration approach if it meets at least eight criteria (SRI funds meet
all 10 criteria). The criteria include ESG screening, ESG dialogue established by asset managers and the impact
of ESG criteria on the valuation of securities in the fund universe.
Principle: For Edmond de Rothschild Private Equity, ESG integration is achieved through the systematic
integration of ESG considerations from the fund structuring phase onwards. With ESG strategies, information
about the responsible investment approach is included directly in their legal and marketing documentation,
contractual agreements and at each stage of investment decision-making, from screening to disposal. The risk
review is an important stage in the ESG integration process, in which the planned investment’s risk universe is
defined taking into account any positive or negative impacts related to (i) the business sector and (ii) the
company itself. It is important to identify material risk factors, but also to understand what opportunities arise
from the environmental and/or social point of view (innovation or improvement in the initial ESG situation).
ESG integration
- Initial ESG integration corresponds to minority investment strategies in which the investor has little or no
influence over governance. The responsible investment approach is based on checks that commitments are
being met and a robust analysis of the ESG risks inherent in each investment/partnership opportunity.
- Advanced integration means that ESG criteria are included in the decision-making process and monitored
over time using key ESG indicators. Investment funds are actively involved in the governance of companies
in the portfolio and, where ways of improving the ESG situation have been identified, put in place specific
action plans.
ESG integration may be adapted as necessary to apply it to other types of asset management activities
carried out by the Edmond de Rothschild Group, such as multi-asset/fund selection, infrastructure debt and
real estate. An investment strategy’s assets under management are only included in the “Responsible
Investment” category if the ESG integration approach is formally defined and implemented according to the
methodology in place.
Impact at portfolio level: unlike other forms of RI such as positive screening, which involve a performance
obligation, ESG integration involves a best-efforts obligation.
Principle: Investment strategy with advanced ESG integration associated with the use of ESG criteria either to
determine the portfolio composition (e.g. positive ESG screening strategy: best in class/best in universe), or
Positive screening
to practise “engagement” (direct or collaborative in-depth ESG dialogue, which is formal and traceable).
and engagement
Impact at portfolio level: systematic impact on investment decisions and/or the adoption of ESG
strategy
commitment initiatives that may affect portfolio composition (i.e. decisions to add to, reduce or sell
Assets managed by Edmond de Rothschild Asset Management (France) according to SRI 1 strategies in
2019:
€3,391 million
48%
Open-end 52%
funds Institutional
mandates
1
Open-end funds and asset management mandates. Socially responsible investing through positive screening entails identifying companies that perform well on ESG criteria. Our efforts in this matter are based on
regular dialogue with corporate executives.
ACCESSIBILITY
GRADUAL INTRODUCTION OF PRACTICAL ESG EFFORTS PRACTICAL ESG EFFORTS
OF ESG DATA
SYSTEMATIC ESG (BOTTOM-UP APPROACH) (BOTTOM-UP APPROACH)
EXTENSION OF THE ANALYSIS
DISCUSSIONS
UNIVERSE
Introduction of the new in- Equity and bond Launch of 10 ESG Systematic carbon and ESG
house "Picking Box" tool investment meetings integration projects, of measurement and
making it easier to access regarding ESG convictions which six priority projects monitoring for active and
and distribute ESG data to (alerts regarding were completed in 2017 fundamental asset
asset managers (overall ESG controversies or sensitive and 2018: management funds
ratings and analysis). issues, highly material The active and fundamental
events, investment Energy transition and asset management
ESG data will gradually be opportunities relating to 2°C roadmap department has committed
added to the tool, and it will ESG issues etc.). Sustainable Development to achieving the following
be made available to all Goals (SDGs), sovereign goals by 2020*:
asset management teams. Daily discussions between debt, risk focus 100% of active fundamental
asset managers and the RI Corporate Credit SDG asset management will
Extension of the analysis team about material ESG Valuation impact of ESG feature ESG integration
universe: 8,000 equity and risks (risk mitigation). research (equities and (100% of open-end funds
fixed-income issuers around corporate bonds) and dedicated funds unless
the world. Partnership with Measurement of clients request otherwise,
Sustainalytics since 2017. intangibles systematic measurement of
Small- and mid-cap ESG impacts on the
"Management Quality" valuations of equity and
fixed-income issuers)
Edmond de Rothschild Asset Management (France)’s methodology developed for corporates is material for
open-end SRI funds are managed in-house using 11 of the 17 SDGs and around 30% of economic sectors
proprietary ESG analysis, which is performed year- covered.
round. In March 2018, ESG rating criteria were
reviewed in order to integrate the UN’s Sustainable Not all SDGs are applied to each security. A system
Development Goals into the analysis and evaluation of allowing positive or negative adjustments to be
corporate issuers. applied to a security has been adopted. The
methodology is scheduled to be updated in 2020,
In 2019, the RI team analysed the ESG performance of including the integration of the European green
139 companies and took part in 139 meetings with taxonomy as soon as it comes into force.
companies on ESG topics. Edmond de Rothschild
Asset Management is expanding its analysis to cover A list of 45 performance indicators for analysing and
all regions, responding to the growing needs of its measuring the human, organisational and relational
equity and credit asset managers. The agreement with capital of companies in the European food and
extra-financial ratings agency Sustainalytics gives beverages industry was compiled in 2018-2019 thanks
access to ESG analysis covering around 11,000 issuers. to the RI team’s involvement in the working group of
the Observatoire de l’Immatériel.
All equity and bond management teams are
contributing and co-operating with respect to ESG As regards multi-manager/fund selection expertise,
integration. Innovative projects, producing concrete, more comprehensive due diligence questionnaires for
traceable results, and focusing on precise subjects all types of funds but also for asset management
identified as highly material in financial terms, have companies have been adopted.
been adopted by investment teams.
The ESG due diligence questionnaire has two sections The Edmond de Rothschild Private Equity platform,
covering quantitative and qualitative criteria: consisting of two asset management companies in
1. A questionnaire assessing the funds’ ESG approach; France and Luxembourg, encourages synergies
2. A questionnaire assessing asset management between the teams, strengthens their shared vision
companies’ position as regards Responsible and ensures that the various participants’ stated
Investment. objectives are aligned. Edmond de Rothschild Private
Equity’s ESG policy therefore has a common
The new questionnaires are now fully integrated into component, which determines the general strategy for
the fund selection and monitoring process, and since all investment strategies, as well as a specific
January 2019 have been sent out to 310 funds approach for each type of product managed, taking
managed by 147 asset management companies in into account the specific features of investment
order to capture changes in ESG practices among strategies and their ability to influence behaviour. The
funds selected or under consideration, but also to platform’s ESG Manager oversees the application of
identify the best SRI funds for private banking and these ESG integration approaches and reports directly
asset management mandates. to business line management about all key aspects and
issues related to ESG integration within the various
The ESG integration process for appraising strategies.
infrastructure debt has been formalised and is applied
to all of the platform’s existing investments. This is a ESG integration based on defining and assessing
rigorous process that allows identified ESG risks to be material ESG risks from the earliest stages of
reported and monitored for each portfolio project. The investment then allows monitoring to be carried out
BRIDGE IV Senior subfund has been TEEC certified throughout the lifetime of investments, along with
since 2018 because of its focus on energy and remedial action where necessary. This approach helps
ecological transition. The platform’s first ESG report to reduce exposure to risks but also to develop new
was published for investors in 2019. The platform’s opportunities and initiatives to achieve positive ESG
management is committed to ensuring that investees impact within investees. Each private equity
integrate sustainability issues more into their investment strategy is unique and characterised by
businesses, because there is a major opportunity to specific features related to the sector or niche
have a positive impact in this sector. concerned.
The integration of ESG issues into the range of As a result, a custom ESG integration method is
products and services offered to private clients has created and then formalised in the investment
increased and changed significantly since it began in strategy’s documentation. The ESG investment
2016. The formalisation of the SRI Mandate has strategy may or may not relate to a specific theme
enabled private clients to guide their investments (such as life sciences or transport infrastructure) in
according to SRI strategies. Custom ESG integration which ESG criteria form an integral part of financial
allows them to combine their personal convictions analysis, investment decisions and, in some cases,
with financial performance. Relationship Managers’ contractual agreements.
major efforts to promote ESG integration among
clients has been a success, because the number of SRI i. initial integration corresponds to minority investment
mandates doubled between 2018 and 2019. At 31 strategies in which the team has little or no influence
December 2019, the French private banking business over governance. The responsible investment
had 54 SRI mandates. This sharp increase reflects the approach is based on a robust analysis of the ESG
growing demand for investments that are aligned with risks inherent in each investment/partnership
clients’ personal convictions, have a positive impact on opportunity;
the real economy and achieve a measurable return on
investment. ii. advanced integration means that ESG criteria are
included in decision-making processes and monitored
Digital RI training, launched in October 2019, helps over time, with active involvement in the governance
Relationship Managers achieve an in-depth of investee companies.
understanding of specific sustainable finance themes
and gives them the tools they need to promote ESG
integration in their clients’ portfolios.
At 31/12/2019: € million
Edmond de Rothschild Private Equity (France) total assets under 668.11
management
The 19% of assets under management classified as Those assets under management are set to fall and
non-RI correspond to “run-off” private equity then disappear naturally as former vintage years are
investment strategies that take into account material liquidated.
ESG issues but were not developed according to a
formal ESG integration methodology.
5. Decision- 1. Carbon
making footprint
calculation
In the private equity business, agroforestry and soil Since 2016, the Edmond de Rothschild Group has had
remediation impact investing strategies, along with a formal commitment to offsetting CO2 emissions
the strategy specialising in environmental (Scopes 1 and 2 of the Greenhouse Gas Protocol)
infrastructure and renewable energies, have arising from its activities. An “insetting” project,
developed investment opportunities that directly help consisting of offsetting its emissions within its own
limit carbon risks and support energy transition. The value chain, has been initiated in partnership with
impact strategy specialising in environmental Edmond de Rothschild Private Equity. In its first two
infrastructure and renewable energies has been years, the project offset 7,000 tonnes of CO2 by
awarded the GreenFin label, recognising its green planting more than 28,000 trees over an area of 113
credentials. hectares. As well as its high environmental value, the
project created jobs in the agricultural sector and
Because of their investment objectives, Edmond de raised awareness among numerous producers to help
Rothschild Private Equity includes these impact them address the challenges posed by climate
investing strategies in its carbon footprint change more effectively.
measurements so that it can also report on the
operational carbon footprint of its investments,
showing those that emit the most CO2, and thus
define possible ways of making them more
environmentally responsible.
To achieve that, the Group has adopted an Since 2010, the reference year of Edmond de
environmental policy aimed at formalising and Rothschild (France)’s first carbon audit, its carbon
measuring its impact and improving its performance footprint has been decreasing constantly.
in this area. It applies to all entities and describes
the Group’s commitment to managing its
environmental impact: 24% reduction in CO2 emissions in 2019 (1,344
- Undertakings and targets related to direct tonnes of CO2 equivalent vs. 1,766 in 2018)
environmental impact,
- Major efforts to measure and manage that impact,
- The Group’s desire to improve its environmental
performance and reduce its impact.
ENERGY CONSUMPTION
5% reduction in total energy consumption in 2019
Given the urgent nature of today’s climate issues, (4,628 MWh versus 4,877 MWh in 2018)
Edmond de Rothschild (France) and other Group
entities are addressing the theme of energy
REFERENCE TO A CORPORATE
GOVERNANCE CODE Members
Louis-Roch Burgard
Véronique Morali
Philippe Cieutat
STATUTORY AUDITORS
Principal Statutory Auditors
PricewaterhouseCoopers Audit
ECONOMIC COMMITTEE
Alain Tordjman
Florent Goulet
- any acquisitions of investments, in any form - consider the acquisitions and sales of
whatsoever investments or assets, partnership, alliance
and/or cooperation agreements, and,
- the sale or discontinuation in any form, generally speaking, any transaction or any
including by means of the winding-up or commitment liable to have a material impact
liquidation of a company, of all or part of an on the Group’s financial position or operations
investment
- keep shareholders properly informed,
- any purchase and any sale of property including about the controls it performs on the
holdings by nature information provided by the Group
The Board also has the power to: It is kept informed by its Chairman and its committees
of any significant events concerning business trends,
the financial and cash position of the Company and
- appoint its Chairman and its Vice-Chairman the Group.
Benjamin de Rothschild
Members appointed by the Social and Economic
Committee are invited to attend meetings of the
Supervisory Board and the Ordinary General Meeting
Chairman:
of the Shareholders.
Edmond de Rothschild Holding SA (Switzerland)
Work performed by the Supervisory Board Edmond de Rothschild (Suisse) SA (until 26 April 2019)
Holding Benjamin et Edmond de Rothschild, Pregny SA Saur International (until 18 December 2019)
(Switzerland)
Société Martiniquaise de Distribution et de Services
Edmond de Rothschild Holding SA (since 6 June 2019) (until 18 December 2019)
Co-manager:
Representative, Holding d’Infrastructure des Métiers de
l’Environnement as Chairman: SCI Jakerevo
Jacques Ehrmann
Jean Laurent-Bellue
Chief Executive Officer, Altarea-Cogedim group (since 1
July 2019) (operational role)
Chief Executive Officer, Altafi 2 (SAS) (since 1 July 2019) Edmond de Rothschild (France)
KPMG SA
Rotomobil
Edmond de Rothschild SA
Chairwoman:
Vincent Taupin
Fimalac Développement (Luxembourg)
Clover SAS
Executive Board Chairman, Edmond de Rothschild
(France) (until 14 March 2019)
Paris Institute of Political Studies (SciencesPo) Edmond de Rothschild (Monaco) (since 27 March 2019)
Edmond de Rothschild Asset Management (UK) Limited Edmond de Rothschild (UK) Limited
Chairwoman of the Supervisory Board, Edmond de Aminter (Belgium) (until 18 December 2019)
Rothschild Asset Management (France) (since 1 October
2019) Edmond de Rothschild SA
Gingko (Luxembourg)
Supervisory Board member, Edmond de Rothschild
(France) (since 15 May 2019) Josi Group (Belgium)
Fovabis SA (Belgium)
Director:
Edmond de Rothschild (Israel) Ltd.
Financière Eurafrique
Supervisory Board member, Edmond de Rothschild
Assurances et Conseils (France)
Cogifrance (since 23 April 2019)
Philippe Cieutat
It may request any information or ask anyone to - examining the internal audit’s annual audit
appear before it as is required or useful for the plan prior to its approval by the Supervisory
fulfilment of its duties. Board
Risk Committee
The Risk Committee was established on 15 March The Executive Board members, the Chief Financial
2017, and its members are chosen from among the Officer of Edmond de Rothschild (France), the Chief
Supervisory Board members. It meets at least once a Internal Auditor, the Head of Compliance and Control
quarter and is convened by its Chairman. and the Head of the Central Risk Department have a
standing invitation to Risk Committee meetings.
The Remuneration has four members: Benjamin de Edmond de Rothschild (France) does not thus fall
Rothschild (Chairman), Ariane de Rothschild, within the scope of the new arrangements set out
Véronique Morali and Christian Varin. It meets at least above, which are applicable to General Meetings
convened to approve financial statements for the first
once every year. Under the banking regulations, the
financial year ending after 28 November 2019, i.e., for
Company has to prepare a report on remuneration
the 2020 Annual General Meeting.
policy and practices every year. This report is filed
with the ACPR (French Prudential Supervisory and
Resolution Authority).
In addition, its majority shareholder is no longer a
listed company. Secondly, given the ownership
structure of the Edmond de Rothschild Group, the
As part of its work, the Remuneration Committee ultimately controlling party of Edmond de Rothschild
verifies that: (France) determines its remuneration policy.
It also reviews:
Information about the agreements
- the remuneration policy adopted by Edmond referred to in Article L. 225-37-4, 2° of
de Rothschild (France) and its subsidiaries
the French Commercial Code
- the remuneration awarded to employees in
respect of each financial year
Article L. 225-37-4, 2° of the French Commercial Code
- remuneration awarded to senior executives
stipulates that, except where they concern ordinary
86 | EDMOND DE ROTHSCHILD (FRANCE)
transactions and are entered into on an arm’s length
basis, agreements between, on the one hand, one of
the corporate officers or one of the shareholders Since Edmond de Rothschild (France) shares are not
holding over 10% of the voting rights of a company, admitted to trading on a regulated market, no public
either directly or via an intermediary, and, on the other tender or exchange offer can be made for them.
hand, another company controlled by the former as Accordingly, the provisions of Article L. 225-37-5 of
defined in Article L. 233-3 of the French Commercial the French Commercial Code do not apply to Edmond
Code, must be disclosed in the report on corporate de Rothschild (France).
governance.
31/12/2019 31/12/2018
Assets
Cash, due from central banks and postal accounts 3.1 2,229,167 2,248,217
Financial assets at fair value through profit and loss 3.2 171,859 174,670
Financial assets at fair value through equity 3.3 3,719 4,098
Securities at amortised cost 3.4 10,384 10,132
Loans and receivables due from credit institutions, at amortised cost 3.5 234,936 59,135
Loans and receivables due from clients, at amortised cost 3.6 876,774 765,526
Current tax assets 6,073 238
Deferred tax assets 13,166 13,726
Accruals and other assets 3.8 158,733 182,521
Investments in associates 3.9 67,964 60,014
Property, plant and equipment 3.10 39,640 39,301
Right-of-use assets(*) 43,989 -
Intangible assets 3.11 23,783 25,134
Goodwill 3.12 74,313 82,418
Total assets 3,954,500 3,665,130
(*) At 1 January 2019, the first-time adoption of IFRS 16 led to the recognition of €53,316 thousand of right-of-use assets.
31/12/2019 31/12/2018
(**) At 1 January 2019, the first-time adoption of IFRS 16 led to the recognition of €53,316 thousand of lease liabilities. Those
liabilities amounted to €44,199 thousand at 31 December 2019.
2019 2018
2019 2018
2019 2018
Net increase/decrease from transactions in other financial assets and liabilities 240,238 134,638
Net increase/decrease from transactions in other non-financial assets and liabilities 32,691 −19,428
At 31 December 2019, the adoption of IFRS 16 led to the recognition of a net expense of €210 thousand, breaking down as follows:
- a €436 thousand increase in interest and similar expenses,
- a €9,553 thousand decrease in general operating expenses,
Appropriat
Impact of Other
31/12/2017 01/01/2018 ion of 31/12/2018
applying IFRS 9 changes
income
IAS 39 IFRS 9 IFRS 9
They were approved by the Executive Board on 3 For 3/6/9-year real-estate leases, the renewal right
March 2020. They were reviewed by the Audit that exists at the end of the third 3-year period was
Committee on 10 March 2020 and by the Supervisory not taken into account when determining the
Board on 11 March 2020. enforceable term of the leases.
New applicable accounting standards In the absence of a credit rating on the Group, the
marginal borrowing rate has been calculated as
IFRS 16 follows:
IFRS 16 “Leases”, adopted by the European Union on
• the average credit default swap (CDS) swap
31 October 2017, replaced IAS 17 from 1 January
rate on BBB-rated banks, i.e. banks that under
2019.
the PRIIPs (Packaged Retail Investment and
Insurance Products) regulation have a credit
The material change resulting from IFRS 16 mainly
risk measurement (CRM) score of 3, which is
concerns the lessee’s method for recognising leases.
the default for unrated institutions,
The IAS 17 distinction between operating leases and
• plus the swap rate,
finance leases no longer exists.
over the average remaining term of the leases.
Under IFRS 16, all leases will be recognised on the
lessee’s balance sheet, i.e. an asset representing the
The Group has chosen to apply the initial recognition
right to use the leased asset during the lease period
exemption for deferred tax assets and liabilities under
and a liability consisting of the obligation to make
paragraphs 15 and 24 of IAS 12 “Income taxes”.
lease payments.
As regards IFRS 16’s transitional provisions, the Group
The Group has no leases with a term of 12 months or
has chosen to adopt the simplified retrospective
less and does not lease any assets with a value of
approach and at 1 January 2019 recognised a right of
USD5,000 or less, and so it is not using those two
use and a lease liability in the same amount
capitalisation exemptions available under IFRS 16.
(representing the present value of future lease
payments to be made over the enforceable lease
Instead of recognising a lease expense, the
terms), without any restatement of comparative
amortisation of the right of use and the interest
information.
expense on the lease liability are now recorded under
“Depreciation, amortisation and impairment of
The total notional amount of trading derivatives was Group’s business on the financial instruments markets,
€5.436 million at 31 December 2019 as opposed to without reflecting the market risks related to those
€5.736 million at 31 December 2018. The notional instruments.
value of derivatives indicates only the volume of the
Sub-total - Equity instruments at fair value through equity without recycling 3,719 4,094
Total 3,719 4,098
3.5. Loans and receivables due from credit institutions, at amortised cost
Due from credit institutions
- Demand deposits 59,914 59,135
– Time deposits 175,021 -
Sub-total 234,935 59,135
Related receivables 1 -
Total gross value 234,936 59,135
Impairment - -
Total net value 234,936 59,135
Impairment of healthy assets that have deteriorated (Stage 2) −28 −12 28 −1 −13
B-Guarantees received
31/12/2019
Assets, guarantees
received and own debt
Related liabilities,
securities in issue, other
In thousands of euros contingent liabilities
than covered bonds or
or loaned securities
securities backed by
pledged assets
Government bonds held by Financière Boréale make Boréale are sold by Edmond de Rothschild (France) to
up most of the Edmond de Rothschild (France) the funds as part of repo transactions.
group’s pledged assets, via repo transactions.
83% of Row 120 “Other assets”, column 060 comprises
Repo transactions are involved in the management of the Group’s assets held with the Banque de France
mutual funds for which the Bank is custodian and and client loans. Intangible assets make up 3% of that
Edmond de Rothschild Asset Management (France) is item, and accruals and other assets 4%.
the asset manager: securities held by Financière
(*) of which €3,550 thousand related to collateral at 31 December 2019 versus €11,620 thousand of guarantee deposits paid at 31 December 2018.
(**) of which €13,054 thousand related to collateral at 31 December 2019 versus €10,590 thousand of other liabilities at 31 December 2018.
Fixtures, fittings and other property, plant and equipment −41,841 −969 4 −6 −42,812
3.12. Goodwill
Net carrying amount at the beginning of the period 82,418 82,470
Acquisitions and other increases - -
Disposals and other decreases - -
Impairment −8,105 −52
Net carrying amount at the end of the period 74,313 82,418
31/12/2019
Difference
Amount between fair
In thousands of euros Fair value repayable at value and
maturity amount
repayable at
Financial liabilities designated as at fair value through profit and loss 1,569,702 1,576,924 −7,222
31/12/2018
Difference
Amount between fair
In thousands of euros Fair value repayable at value and
maturity amount
repayable at
Financial liabilities designated as at fair value through profit and loss 1,413,505 1,416,883 −3,378
31/12/2019 31/12/2018
3.17 Provisions
Balance at 31/12/2018 - 11,237 - - 13,873 25,110
Additions - 775 - - 5,786 6,561
Amounts used - - - - −5,673 −5,673
Unused amounts reversed to profit and loss - - - - −1,533 −1,533
In June 2007, the Bank issued €50 million of undated capital adequacy ratios or a deterioration in the Bank’s
super-subordinated notes. After discussions with one financial position;
of the noteholders, the Bank made an offer to - reduction of accrued interest due and payable and
repurchase part of the notes with a nominal amount of then of the nominal value of the notes if the Bank has
€29 million, at a discount of 7.5%. After obtaining the not taken action to remedy the capital situation within
authorisation of the Autorité de Contrôle Prudentiel on a specific period.
12 July 2013, €29 million of notes were repurchased
and cancelled in August 2013. Given the discretionary nature of the decision on the
In the event of the issuer’s liquidation, holders of these payment of interest on the super-subordinated notes,
notes will be paid only after other creditors but before which is related to the payment of dividends, these
holders of participating loans or participating notes have been classified as equity instruments and
securities. related reserves.
The undated super-subordinated notes carry financial
covenants: The main financial characteristics of these notes are as
- non-payment of interest in the event of insufficient follows:
capital related to non-compliance with prudential
Optional early redemption date Rate after early Interest step-up from the optional early
Issue date Rate until early redemption
(call option) redemption redemption date
June 2007 June 2017 then quarterly 6.36% (1) 3-month Euribor + 2.65% + 100 basis points
(1) Rate fixed by reference to the 10-year swap rate in euros at 4 June 2007: 4.71% + 1.65.
-Debt securities designated at fair value through profit and loss 449,035 - 449,035 - - 449,035
-Debt securities designated at fair value through profit and loss 455,882 - 455,882 - - 455,882
31/12/2019 31/12/2018
Portfolio Portfolio
Trading Trading
In thousands of euros designated as designated as
portfolio portfolio
at fair value at fair value
4.4. Net gains or losses on financial instruments at fair value through profit
Net gains or losses on financial assets held for trading - −2,959 - −1,363
Net gains or losses on financial liabilities at fair value through profit and loss - −17,799 - 12,587
Net gains or losses on derivatives 19,451 - −11,549 -
Net gains or losses on foreign exchange transactions 37,534 - 32,501 -
Net gains or losses on equity instruments at fair value through profit and loss 216 - −29 -
4.5. Net gains or losses on financial assets at fair value through equity
Dividends received on equity instruments at fair value through equity 6,918 1,014
Net gains or losses on financial assets at fair value through equity - -
Total net gains or losses on financial assets at fair value through equity 6,918 1,014
Commitments given
Loan commitments
To credit institutions - -
To clients 292,492 255,056
Guarantee commitments
To credit institutions 12,443 12,443
To clients 39,110 37,880
Commitments received
Loan commitments
From credit institutions - -
From clients - -
Guarantee commitments
From credit institutions 13,487 10,471
From clients - -
In accordance with IFRS 1 First-time adoption of When it first applied IFRSs, the Group opted to apply
IFRSs, since 1 January 2006 the Group has measured the exception allowed in IFRS 1, allowing all actuarial
and recognised employee benefits under the rules set gains and losses not amortised at 1 January 2006 to be
out in IAS 19. taken to equity at that date.
Termination benefits for retiring employees are a post- Actuarial gains and losses on the plan for termination
employment benefit and are part of the defined- benefits for retiring employees are recorded in other
benefit plan category. comprehensive income. The Group has opted to apply
Entitlements to termination benefits for retiring the amendment to IAS 19 allowing actuarial gains and
employees in Group companies are defined by the losses related to experience adjustments and/or
following collective agreements: changes in assumptions to be recognised in equity.
- - the French national collective agreement for The selected discount rate of 0.79% is based on the
banks (no. 2120) for all companies; yields on long-term corporate bonds at the time of
- - the French national collective agreement for measurement (yield shown by the iBoxx € Corporate
insurance and/or reinsurance brokerage firms (no. AA 10+ index) and on the extrapolation of the yield
2247) for Edmond de Rothschild Assurances et curve in line with the ECB’s government bond curve.
Conseils (France).
Main actuarial assumptions (termination benefits for retiring employees) 31/12/2019 31/12/2018
Change in provision
In thousands of euros 31/12/2019 31/12/2018
Recognition of commitments
In thousands of euros 31/12/2019 31/12/2018
* Foreign company.
31/12/2019 31/12/2018
Pursuant to the provisions of the French Commercial The number of workers employed part-time or for less
Code, the Group publishes a breakdown by category than the full year is taken into account in proportion to
of its average workforce during the period. the average time worked as compared to the full-time
hours laid down by agreement or statute.
A special purpose entity is an entity designed so that The Group carries out transactions with sponsored
voting rights or similar rights are not the determining special purpose entities through its fund management
factor in establishing control over the entity. activities. Funds are offered to institutional and
The consolidated annual financial statements presented for approval at the Annual General Meeting
contained in this document were finalised by the of 6 May 2020.
Executive Board on 3 March 2020 and will be
Pursuant to French Banking and Financial Regulation At 31 December 2019, the share capital of Edmond de
Committee regulation 2000-03, the solvency ratio is Rothschild (France) amounted to €83,075,820,
assessed at the level of Edmond de Rothschild consisting of 5,538,388 shares with nominal value of
(France), which meets capital adequacy requirements. €15 each.
Statutory auditors’ fees shown in the income statement for the 2019 financial year are as follows:
(1) Services other than the certification of financial statements consist of comfort letters, agreed procedures, declarations of compliance
with accounting rules and regulatory consultations.
The amounts mentioned above include the following fees relating to the statutory auditing of the financial statements of Edmond de
Rothschild (France) and its subsidiaries:
a) by PricewaterhouseCoopers Audit for €479 thousand for the certification of financial statements and €53 thousand for services other
than the certification of financial statements;
b) by Cabinet Didier Kling for €334 thousand for the certification of financial statements and €11 thousand for services other than the
certification of financial statements.
The Group’s operations are organised around two its businesses, expenses related to this business
strategic business lines (Asset Management and line’s specific activities and its coordination role
Private Banking) and one further business line within the Group, and income and expenses not
(Other Activities and Proprietary Trading). directly attributable to the other business lines.
In thousands of euros 2019 2018 2019 2019 2019 2019 2019 2019 2019 2019
Net banking income 83,779 86,824 141,615 165,686 5,209 4,700 73,028 42,740 303,631 299,950
Operating expenses −81,002 −83,980 −133,623 −138,104 −6,273 −6,766 −44,021 −35,629 −264,919 −264,479
Personnel expenses −49,475 −52,115 −72,484 −77,334 −3,870 −4,611 −26,150 −19,466 −151,979 −153,526
- direct −35,613 −38,064 −54,063 −57,787 −3,289 −4,066 −19,042 −14,204 −112,007 −114,121
- indirect −13,862 −14,051 −18,421 −19,547 −581 −545 −7,108 −5,262 −39,972 −39,405
Other operating expenses −24,105 −25,309 −51,945 −51,951 −2,212 −1,993 −6,979 −13,499 −85,241 −92,752
Depreciation and amortisation −7,422 −6,556 −9,194 −8,819 −191 −162 −10,892 −2,664 −27,699 −18,201
Gross operating income 2,777 2,844 7,992 27,582 −1,064 −2,066 29,007 7,111 38,712 35,471
Cost of risk - - 0 - - - −3 −336 −3 −336
Operating income 2,777 2,844 7,992 27,582 −1,064 −2,066 29,004 6,775 38,709 35,135
Share in net income of associates 7,571 7,045 −7,676 −3,800 - - - −42 −105 3,203
Recurring income before tax 10,348 9,889 −7,789 23,782 −1,063 −2,118 30,214 13,019 31,710 44,572
Income tax −993 −957 −2,815 −9,181 440 958 −12,376 −2,112 −15,744 −11,292
Net income 9,355 8,932 −10,604 14,601 −623 −1,160 17,838 10,907 15,966 33,280
31/12/2019 31/12/2018
In thousands of euros
31/12/2019 31/12/2018
In thousands of euros
31/12/2019 31/12/2018
In thousands of euros
31/12/2019 31/12/2018
In thousands of euros
These are transactions with EdRH and its subsidiaries, and with EdR S.A.’s subsidiaries.
31/12/2019 31/12/2018
In thousands of euros
31/12/2019 31/12/2018
In thousands of euros
Financial liabilities at fair value through profit and loss 7,367 520,831
Due to credit institutions 153 6,443
Due to clients 3,588 2,837
Accruals and other liabilities 3,989 12,225
Provisions 1,667 1,630
Liabilities 16,764 543,966
31/12/2019 31/12/2018
In thousands of euros
31/12/2019 31/12/2018
In thousands of euros
31/12/2019 31/12/2018
In thousands of euros
Part 1
General risk management policy
2. over-the-counter transactions entered into as part Finally, loans and commitments granted under
of proprietary trading activities, principally with delegations of authority are always brought to the
banks or large companies with satisfactory credit attention of the Credit Department, which ensures that
ratings. delegated powers are complied with.
Two types of limits are defined: Finally, every month, the Credit Department presents
a summary of accounts showing a discrepancy and
- limits on amounts: the maximum amount of risk hands it to the Private Banking division and General
(both on- and off-balance sheet) that the Bank is Management in the monthly Risk Committee meeting.
willing to accept for a counterparty (or group of
related counterparties); Monitoring collateral
- time limits: this determines the maximum term of Financing granted by the Bank is usually covered by
transactions. The term is dependent on the rating collateral, primarily in the form of pledged securities
of the counterparty or issuer, among other factors. accounts or assigned insurance policies. The value of
collateral is monitored by the Credit Department,
Any deterioration in the quality of a counterparty which receives daily alerts on collateral that provides
deemed to be material or any change in regulatory insufficient coverage relative to the loan granted.
requirements triggers the immediate review of A monthly summary is prepared for submission to the
authorisations granted to the entity during each Private Banking Division and General Management in
monthly Risk Committee meeting. the monthly Risk Committee meeting, setting out any
irregularities. However, when warranted, the Credit
Department can also make the Credit Committee
aware of any loan showing insufficient coverage prior
to the end of the month so that action can be action.
Doubtful loans and other financing to private banking clients 334 337
of which amounts written off 334 337
Net - -
Percentage of client loans and other financing 0.00% 0.00%
Total - - - - - - -
Total - - - - - - -
The table below shows the exposure of all the Group’s This exposure does not include the effect of
financial assets to credit risk. This exposure framework netting agreements operative at 31
corresponds to the carrying amount of the financial December 2019 and collateral agreements on forward
assets reported in the balance sheet net of any financial instruments traded over the counter.
impairment, before the effect of unrecorded netting Calculated on the basis of the cash netting allowed
and collateral agreements. under capital adequacy rules, this effect at 31
December 2019 would reduce the Group’s exposure to
credit risk by €5.6 million.
31/12/2019 31/12/2018
Financial instruments held for trading at market value through profit and
- 12,732 - 12,732 28 9,961 - 9,989
loss
Other financial instruments at fair value through profit and loss 2,165 13,114 - 15,279 2,247 13,788 - 16,035
Total financial assets at fair value through profit and loss 2,165 169,694 - 171,859 2,275 172,395 - 174,670
Debt instruments at fair value through equity - 4 - 4
Investments in subsidiaries and associates at fair value through equity 3,285 434 3,719 3,718 376 4,094
Total financial assets at fair value through equity - 3,285 434 3,719 - 3,722 376 4,098
Financial instruments held for trading at market value through profit and
8,112 4,301 - 12,413 - 14,885 - 14,885
loss
Financial instruments designated as at market value through profit and - 1,120,667 449,035 1,569,702 - 957,623 455,882 1,413,505
loss
Total financial liabilities at fair value through profit and loss 8,112 1,124,968 449,035 1,582,115 - 972,508 455,882 1,428,390
In 2019, the Group issued structured EMTNs valued at €80.9 million, and disposals totalled €305.1 million.
Exposure to counterparty credit risks on capital counterparties whose risks are considered good or
market operations excellent (external rating of BBB or better).
In addition to the risks deriving from proprietary Distribution of gross commitments by bank
trading activities, the exposure to credit risk shown counterparty rating
below includes the issuer risk borne by guaranteed In 2019, gross banking commitments (including off-
investment funds (where the Bank is the guarantor) in balance sheet commitments) fell mainly because of
order to reflect the Bank’s overall exposure to bank the decline in deposits recorded at our
counterparties. correspondents.
At 31 December 2019, 93.7% of credit risks on capital
market transactions concerned bank counterparties
with external credit ratings of A or better. It should
also be noted that almost all exposures are to
Methodology: External ratings using the Standard & Poor’s model, commitments measured at replacement value, excluding the effect of netting and collateral agreements.
Methodology: External ratings using the Standard & Poor’s model, commitments measured at replacement value (mark-to-market value + add-on), excluding the effect of netting and collateral agreements.
The Group considers that its overall exposure to market risks is low, in accordance with the risk appetite of its
holding company and the risk management policy defined and implemented. Most transactions are carried out
on behalf of clients and immediately fully covered with a market counterparty.
31 December 2019
From 3 months to 1
In thousands of euros From 1 to 3 months From 1 to 5 years More than 5 years Indeterminate TOTAL
year
Cash, due from central banks and postal accounts 2 229 167 0 0 0 0 2 229 167
Financial assets at fair value through profit and loss 162 718 24 2 161 6 956 0 171 859
Financial assets at fair value through equity 1 943 0 0 1 664 112 3 719
Loans and receivables due from credit institutions 234 936 0 0 0 0 234 936
Loans and receivables due from clients 718 819 69 693 56 484 31 778 0 876 774
Financial assets by maturity 3 357 967 69 717 58 645 40 398 112 3 526 839
Financial liabilities at fair value through profit and loss 1 053 475 265 028 195 441 68 171 0 1 582 115
Hedging derivatives 0 0 0 0 0 0
Financial liabilities by maturity 2 645 291 331 034 208 859 68 171 0 3 274 355
Cash, due from central banks and postal accounts 2 248 217 0 0 0 0 2 248 217
Financial assets at fair value through profit and loss 172 402 0 2 240 0 28 174 670
Loans and receivables due from credit institutions 9 871 0 0 261 0 10 132
Revaluation difference on portfolios with interest rate hedging 630 976 84 625 45 580 4 345 0 765 526
Financial assets by maturity 3 120 604 84 629 47 820 8 668 57 3 261 778
Financial liabilities at fair value through profit and loss 910 418 153 279 298 809 65 884 0 1 428 390
Hedging derivatives 0 0 0 0 0 0
Subordinated debt 0 0 0 0 0 0
Financial liabilities by maturity 2 411 289 231 051 340 433 65 884 0 3 048 657
Despite a conservative financial management policy, An emergency funding programme has been
the Bank cannot rule out the possibility of significant developed to deal with any severe liquidity crisis
early redemption requests from its clients. A highly affecting the Bank. It provides three funding options
adverse scenario has therefore been developed, and it to counter a liquidity shortage:
is reported monthly to the Risk Committee and then to - mobilisation of assets that are eligible as collateral
the Asset and Liability Management Committee. for the ECB;
Examination of this scenario indicates that the Bank - use of credit facilities available from correspondent
could easily meet its obligations in the event of the banks;
major constraints, i.e. it could: - disposal of liquid assets that are not eligible as
- immediately repay all time deposits maturing in collateral for the ECB.
under one year; The emergency plan also provides for the
- repay half of long-term source funds from the retail implementation of dedicated, responsive governance
business; arrangements suited to the level of urgency.
- honour its commitments following the depletion of
demand resources (assuming a one-half reduction
in demand deposits).
Section 3 - Diversification of funding sources
Given the Bank’s core businesses, source funds received from interbank sources and clients do not result from an
active policy of seeking resources to finance investments, but instead reflect its asset management activity
(*) For structured product issues, the “Private clients” column includes data relating to the Private Banking Division’s clients. However, it is difficult to estimate accurately the
number of investors who have subscribed to these products via other distribution channels.
Period 1 3 6 months 1 2 3 4 5
month month year years years year year
In millions of 92 53 63 81 64 60 32 32
A negative sign indicates that there is a surplus of fixed-rate source funds, and
therefore that the balance sheet is exposed to a fall in interest rates.
Percentage of
Company or group of companies Share capital Other equity share capital
held
I - Details of investments (with net carrying amount exceeding 1% of Edmond de Rothschild (France)’s share capital)
A - Subsidiaries (at least 50% held)
Financière Boréale 6,040,024 −2,082,053 100.00%
Edmond de Rothschild Asset Management (France) 11,033,769 * 57,327,244 99.99%
Edmond de Rothschild Corporate Finance 61,300 2,286,044 100.00%
Edmond de Rothschild Private Equity (France) 2,700,000 * 5,668,693 100.00%
Edmond de Rothschild Assurances et Conseils (France) 7,034,600 * 7,021,601 100.00%
CFSH Luxembourg 12,000 * 6,524,515 100.00%
Cleaveland 250,000 8,927,839 100.00%
Edmond de Rothschild Boulevard Buildings Ltd *** 19,188,000 *** - 1,548,000 100.00%
B - Associates (10% to 50% held) ,
Edmond de Rothschild (Monaco) 13,900,000 */*** 99,870,000 36.93%
Zhonghai Fund Management Co., Ltd. ** 146,666,700 ** 129,285,809 25.00%
Edmond de Rothschild Private Equity China Investment
18,058,000 −7,133,613 27.97%
S.C.A.
II - AGGREGATE FIGURES
A - Subsidiaries not included in Section I above - - -
B - Associates not included in Section I above
French companies (aggregate) - - -
Foreign companies (aggregate) - - -
Gross Net
Banques et Entreprises
d'investissement Sociétés de Portefeuille Sociétés de Gestion
Edmond de Rothschild
36,93% Edmond de Rothschild 100,00% 99,99%
Financière Boréale Asset Management
(Monaco)
(France)
Edmond de Rothschild
100,00% CFSH Secondary 100,00%
Europportunities
Opportunities SA
Management Sarl
Edmond de Rothschild
81,67% 100,00%
Europportunities Invest LCFR UK PEP Limited
Sarl
Edmond de Rothschild
99,99% 100,00%
Bridge Management Sarl Investment Partners China
Sarl
100,00%
Cleaveland
100,00%
SAS EDR IMMO MAGNUM
34,00%
ERAAM SAS
% d'intérêts Groupe
Intégration globale
Mise en équivalence
Sociétés étrangères
% d'intérêts Groupe
Intégration globale
Mise en équivalence
Sociétés étrangères
31/12/2019 31/12/2018
Assets
Cash, due from central banks and postal accounts 2,229,166 2,248,216
Treasury notes and similar securities 2.1 - -
Due from credit institutions 2.2 222,280 42,825
Transactions with clients 2.3 884,838 788,005
Bonds and other fixed-income securities 2.4 3,872 3,833
Equities and other variable-income securities 2.5 71,349 68,935
Investments in subsidiaries and associates and other long-term investments 2.6 20,815 24,178
Investments in affiliates 2.7 212,923 225,789
Intangible assets 2.8 21,680 20,791
Property, plant and equipment 2.9 17,011 17,922
Treasury shares 2.10 - -
Other assets 2.11 83,254 102,325
Accruals 2.12 87,675 101,517
Total assets 3,854,863 3,644,336
31/12/2019 31/12/2018
31/12/2019 31/12/2018
Income tax
On 1 January 2018, Edmond de Rothschild (France)
and some of its subsidiaries rejoined the tax group
headed by the parent company Edmond de Rothschild
31/12/2019 31/12/2018
In thousands of euros Demand Time deposits Total Demand Time deposits Total
deposits deposits
2.2. Due from credit institutions
Overdrafts 47,274 - 47,274 42,825 - 42,825
Loans - 175,000 175,000 - - -
Securities received under - - - - - -
h t
Sub-total 47,274 175,000 222,274 42,825 - 42,825
Related receivables 1 5 6 - - -
Total 47,275 175,005 222,280 42,825 - 42,825
(1)
At 31 December 2019, compromised doubtful loans amounted to €334 thousand and were fully provisioned.
(2)
Including related receivables totalling €1.027 thousand in 2019 and €948 thousand in 2018.
No loans were eligible for central-bank refinancing at No client loans classified as doubtful at 31 December
31 December 2019. 2018 were reclassified as performing loans during
2019.
No securities changed category during 2019. The “available-for-sale securities” item includes €2.13
The total net carrying amount of unlisted securities million of undated subordinated notes issued by
was €3.87 million. Financière Eurafrique.
(1)
Difference between cost and market value.
31/12/2019 31/12/2018
In thousands of euros Gross Impairment Net Gross Impairment Net
2.6. Investments in subsidiaries and associates and other long-term investments
Investments in subsidiaries
- Credit institutions 4,964 - 4,964 4,964 - 4,964
- Other companies 36,205 −20,354 15,851 36,154 −16,940 19,214
Sub-total 41,169 −20,354 20,815 41,118 −16,940 24,178
Exchange difference - - - - - -
Total 41,169 −20,354 20,815 41,118 −16,940 24,178
The total net carrying amount of listed securities was Major investments in subsidiaries and affiliates are
€12.50 million and the total net carrying amount of listed in the table “Investments in subsidiaries”.
unlisted securities was €8.31 million.
31/12/2019 31/12/2018
In thousands of euros Gross Impairment Net Gross Impairment Net
2.7. Investments in affiliates
Financial and non-financial companies 255,316 −40,752 214,564 252,077 −26,086 225,991
Exchange difference −1,641 - −1,641 −202 - −202
Total 253,675 −40,752 212,923 251,875 −26,086 225,789
31/12/2019 31/12/2018
In thousands of euros Assets Liabilities Assets Liabilities
2.11 Other assets and liabilities
Option premiums - - - -
Margin calls 44,746 40,570 24,550 20,383
Guarantee deposits 3,550 13,054 11,620 10,590
Other 34,958 41,372 66,155 68,651
Total 83,254 94,996 102,325 99,624
Acquisitions/tran Disposals/transf
In thousands of euros Start of period Other changes End of period
sfers in ers out
2.13. Long-term financial assets
Gross value
Bonds and other fixed-income securities - - - - -
Investments in subsidiaries and associates and other 41,118 51 - - 41,169
lInvestments
t i in affiliates
t t 251,875 1,800 - - 253,675
Total 292,993 1,851 - - 294,844
Impairment
Investments in subsidiaries and associates and other −16,940 −3,414 - - −20,354
lInvestments
t i in affiliates
t t −26,086 −14,677 11 - −40,752
Total −43,026 −18,091 11 - −61,106
Net carrying amount
Bonds and other fixed-income securities - - - - -
Investments in subsidiaries and associates and other 24,178 −3,363 - - 20,815
lInvestments
t i in affiliates
t t 225,789 −12,877 11 - 212,923
Total 249,967 −16,240 11 - 233,738
31/12/2019 31/12/2018
Demand
In thousands of euros Demand deposits Time deposits Total Time deposits Total
deposits
2.14. Due to credit institutions
Deposits 84,765 - 84,765 26,067 - 26,067
Borrowings 3,561 1,092,373 1,095,934 8,943 936,717 945,660
Sub-total 88,326 1,092,373 1,180,699 35,010 936,717 971,727
Related payables 4,443 4,443 - 4,038 4,038
Total 88,326 1,096,816 1,185,142 35,010 940,755 975,765
31/12/2019 31/12/2018
In thousands of euros Demand Time deposits Total Demand Time deposits Total
deposits deposits
2.15 Transactions with clients
Special savings accounts
- Special savings accounts - 111,165 111,165 - 88,690 88,690
- Related payables - - - - - -
Sub-total - 111,165 111,165 - 88,690 88,690
Other payables
- Demand deposits 1,462,340 - 1,462,340 1,378,014 - 1,378,014
- Time deposits - 91,524 91,524 - 160,458 160,458
- Securities delivered under repurchase - - - - - -
t
- Other miscellaneous payables - 16,157 16,157 - 5,138 5,138
- Related payables - 284 284 - 161 161
Sub-total 1,462,340 107,965 1,570,305 1,378,014 165,757 1,543,771
Total 1,462,340 219,130 1,681,470 1,378,014 254,447 1,632,461
(1) Treasury shares held for stock option plans: (2) Additions to provisions for liabilities are mainly intended to cover
litigation with third parties. Reversals of provisions relate mainly to litigation
At 31 December 2019, there was no longer any stock option plan for Edmond and the private equity business.
de Rothschild (France) employees.
An additional supplementary pension plan set up in The Group had previously opted for the tax on
December 2004 was closed on 31 December 2012, annuities, but at the end of 2011 it chose to change
although its provisions were maintained for options as allowed by the 2011 social security
beneficiaries born before 31 December 1953. financing act for defined-benefit plans consistent with
It applies to a category of senior employees for whom Article L. 137-11. It is now taxed at 12% based on all
the existing basic and complementary pension plans contributions paid into the fund.
provide a significantly lower rate of income In addition to the foregoing tax, an additional 30%
replacement than for other categories of personnel. contribution to be paid by employers from the first
This plan is a defined-benefit plan expressed in terms euro was established on annuities exceeding eight
of the overall final pension (limited in time) or in terms times the annual ceiling and paid from 1 January 2010.
of the top-up pension it provides in addition to the These impacts were measured in 2009.
basic pensions. As measured by the preferred method (not applied by
The unfunded actuarial liability at the rate of 0.79% the Bank) the financial coverage calculation shows
rose from €27,266 thousand to €27,581 thousand at 31 that a provision of €4,808 thousand would have been
December 2019. Taxes and contributions on annuities: set aside in 2019 as opposed to €5,211 thousand in
Article 113 of French act 2003-775 of 21 August 2003 2018.
on pension reform alters the liability to pay social Plan assets were valued at €22,773 thousand in 2019
security, the general social contribution (CSG) and the and the net residual gain relating to past service cost
social debt reimbursement contribution (CRDS), on was zero at 31 December 2019.
employers’ pension-fund contributions. In return for Provisions do not include any amounts for termination
exempting contributions from social security charges, benefits to be paid to retiring employees (€4,419
a tax payable exclusively by the company was thousand in 2019 against €3,668 thousand in 2018).
established. Provisions for banking risks came to €2,854 thousand
The 2010 social security financing act doubled the tax in 2019 (€2,361 thousand in 2018).
levied on annuities exceeding one-third of the annual
social security ceiling, raising it from 8% to 16%.
The 2011 social security financing act subsequently
modified the basis for applying this tax. The allowance
was eliminated and the 16% tax thus applied from the
first euro of the annuity, for all annuities paid after 1
January 2001.
(1) In June 2007, the Bank issued €50 million of undated - non-payment of interest in the event of insufficient
super-subordinated notes. In the event of the issuer’s capital related to noncompliance with prudential
liquidation, holders of these notes will be paid only after capital adequacy ratios or a deterioration in the Bank’s
other creditors but before holders of participating loans financial position;
or participating securities. - reduction of accrued interest due and payable and
After discussions with one of the noteholders, Edmond de then of the nominal value of the notes if the Bank has
Rothschild (France) made an offer to repurchase part of not taken action to remedy the capital situation within
the notes with a nominal amount of €29 million, at a a specific period.
discount of 7.5%.
After obtaining the authorisation of the ACP on 12 July
2013, €29 million of notes were repurchased and
cancelled in August 2013. The main financial characteristics of these notes are as
follows:
The undated super-subordinated notes carry financial
covenants:
June 2007 June 2017 then quarterly 6.36% (*) Euribor + 2.65% + 100 basis points
(*) Rate set by reference to the 10-year swap rate in euros on 4 June 2007: 4.71% + 1.65%.
In thousands of euros Share capital Share premiums Reserves Retained earnings Income Total
The net loss for 2019 as stated in the above table will be charged against retained earnings, the balance of which
will then be €65,319,491.01 (subject to the related draft resolution being approved in the Annual General Meeting
of 6 May 2020).
2019 2018
In thousands of euros Gains Expense Income Expenses
3.4. Fees
Cash and interbank transactions - −9 - −15
Transactions with clients 33 - 48 -
Securities transactions - - - -
Foreign exchange transactions 29 - 39 -
Off-balance sheet transactions - -
- Securities transactions 412 - 184 -
– Transactions in forward financial instruments 2,545 −1,486 1,977 −1,221
Financial services 67,887 −15,874 78,230 −13,781
Additions to/reversals of provisions - - - -
Total 70,906 −17,369 80,478 −15,017
2019 2018
In thousands of euros Gains Losses Balance Gains Losses Balance
3.5 Gains/losses on transactions in trading portfolios
Held-for-trading securities 524 −1 523 612 −4 608
Foreign exchange transactions 460,866 −423,648 37,218 451,196 −417,468 33,728
Forward financial instruments - - - - - -
Additions to/reversals of provisions - - - - - -
Total 461,390 −423,649 37,741 451,808 −417,472 34,336
The analysis of net banking income by major business presentation of the income statement, can be broadly
segment, which is extracted from the accounting summarised as follows:
Net banking income amounted to €159.8 million in - Asset management fee income fell by €5.4
2019, down 13.2% relative to 2018 (€184.2 million). million, from €64.5 million in 2018 to €59.1
million in 2019. The decrease was caused by
The €24.3 million decrease was due to the following lower distribution revenue and lower
factors: transaction-related fees (front-end charges
and transfer commissions). This was due to
- revenue from the securities portfolio and the application of the MIFID II directive, along
capital markets transactions fell €19.2 million with lower client appetite for risky products,
compared with 2018. The decline was mainly which caused lower margins and transaction
caused by the lower amount of dividends volumes.
received in 2019 (down €15.7 million relative
to 2018),
The beneficiaries of bonus share plans and stock de Rothschild S.A. would systematically be substituted
option plans granted by Edmond de Rothschild S.A. or for the Bank in the performance of these contracts,
other Group companies have entered into liquidity with Edmond de Rothschild S.A. reserving the right to
agreements with the issuing entities. Under the terms use a third-party substitute.
of those agreements, the issuing companies undertake
to purchase and the beneficiaries to sell the shares
issued or allocated under these plans, subject to
certain conditions.
Since December 2005, it has been agreed between
Edmond de Rothschild SA and the Bank that Edmond
5.3. Transactions in forward financial instruments
The Bank’s exposure to market risks related to transactions in financial instruments is summarised as follows (in
thousands of euros):
31/12/2019 31/12/2018
1% adverse movement in the yield curve
Short-term transactions in euros 423 1121
Interest-rate risk
Short-term transactions in foreign 1% adverse movement in the yield curve
98 63
currencies
Exchange-rate Spot and forward foreign exchange 8% adverse movement in exchange rates
172 28
risk transactions
The fair value of forward financial instruments is determined with reference to their market value, calculated
daily as part of counterparty risk measurements.
Risk equivalents and the effect of netting agreements add-on is calculated using the formula prescribed by
are calculated in accordance with the principles Instruction 96-06, as follows:
established by Regulations 91-05 and 95-02 of the - net add-on = 0.4 x gross add-on + 0.6 x NGR x
French Banking and Financial Regulation Committee, gross add-on, where NGR represents the ratio
and by Instruction 96-06 of the French Banking between net replacement cost and gross replacement
Commission. cost, for all transactions entered into under legally
The positive replacement value of risk equivalents valid netting agreements.
represents the market value of the contracts before Weighting factors used for each type of counterparty
taking account of netting agreements and guarantees are consistent with those prescribed by Regulation 91-
received. 05: 20% for banks and 50% for clients.
31/12/2019 31/12/2018
Operatives 83 96
Executives and senior management 307 300
Unclassified 83 86
Total 473 482
Pursuant to the provisions of the French Commercial The number of workers employed part-time or for less
Code, the Group publishes a breakdown by category than the full year is taken into account in proportion to
of its average workforce during the period. the average time worked as compared to the full-time
hours laid down by agreement or statute.
Note 8 – Additional information
31/12/2019
Relationship with the related
In thousands of euros Name Revenues Expenses
party
31/12/2018
Relationship with Reven
In thousands of euros Name Expenses
the related party ues
- Expenses on transactions with credit institutions EDRAM Subsidiary - -
- Financial services EDRAM Subsidiary - −14
+ Gains on sales of long-term financial assets EDRAM Subsidiary - -
Per-share data
Income after tax but before depreciation, amortisation 8.59 5.56 7.16 8.55 4.26
Income after tax, depreciation, amortisation and 5.55 4.40 3.38 3.61 −1.06
Dividend ** 4.42 2.40 3.44 - -
Employees
Number of employees at end of period 537 507 511 483 474
Total gross payroll 48,440,745 46,557,739 44,734,108 43,136,381 41,161,182
Social security contributions and employee benefits 25,146,697 23,540,011 24,869,906 24,240,623 21,630,228
Mandatory employee profit-sharing 2,396,097 878,803 2,428,568 3,262,173 1,577,989
Goodwill, which corresponds to the difference We examined the methodology used by the
between the acquisition price and the fair value Group to measure a potential need for
of the assets and liabilities of the acquired impairment of goodwill.
entities, is detailed in Note 3.12 to the
consolidated financial statements and Our work consisted primarily in the following :
amounted to 74.3 mn€ as at December 31,
A critical assessment of the business
2019.
plans used to establish the projected
cash flows;
Equity method investments amounted to 67.9
A critical assessment of the
M€ and are detailed in Note 3.9 to the assumptions used by management to
consolidated financial statements. determine the discount rates and the
perpetuity growth rates used in
Goodwill is allocated to cash-generating units discounted cash flow calculations, if
(CGUs) and tested for impairment at least once necessary by comparing them with
a year and whenever there is an indication that external sources
it may be impaired. In addition to the result of the
quantitative approaches, we reviewed
of the documentation prepared by the
Impairment occurs if the recoverable amount of
management regarding the qualitative
an asset falls below its carrying amount, in
elements which can come, if necessary
which case an impairment charge is recognised Finally, the verification that the notes to
against goodwill. the financial statements provided
appropriate information.
We deemed the measurement of goodwill and
Equity method investments to be a key audit
matter owing to:
We have no matters to report as to its fair The Audit Committee is responsible for monitoring the
presentation and its consistency with the consolidated financial reporting process and the effectiveness of
financial statements. internal control and risk management systems, as well
as, where applicable, any internal audit systems,
We attest that the consolidated non-financial relating to accounting and financial reporting
performance reporting required by Article L.225-102-1 procedures.
of the French Commercial Code is included in the
management report. We add that, in accordance with The consolidated financial statements were approved
the provisions of Article L.823-10 of this Code, the by the Executive Board.
information contained in this statement has not been
the subject of our verifications of fairness or Responsibilities of the Statutory Auditors as
consistency with the consolidated financial statements regards auditing the consolidated financial
and must be certified by an independent third party. statements
Audit framework
These matters were addressed in the context of our
We conducted our audit in accordance with audit of the financial statements as a whole, approved
professional standards applicable in France. We in the context described above and in forming our
believe that the audit evidence we have obtained is opinion thereon, and we do not provide a separate
sufficient and appropriate to provide a basis for our opinion on specific items of the financial statements.
opinion.
.
Our responsibilities under these standards are further
described in the “Responsibilities of the Statutory
Auditors relating to the audit of the financial
statements” section of our report.
As stated in Note 1 to the financial statements We verified that the equity values used
“Accounting principles and measurement were consistent with the audited
financial statements of the entities
methods”, these investments are measured on
valued.
the basis of their value in use. For valuations based on discounted projected
cash flows:
For listed securities, the share price is not the
only criteria used for measurement purposes. We verified that the cash flows had
been reviewed by the management
Estimating the value in use of these securities teams of the entities valued;
requires management to exercise judgement We assessed the relevance of the main
when selecting the criteria to be taken into assumptions used.
account, be it historical data (equity value,
share price) or forecasts (e.g., business plans).
Reporting to the audit committee No 537-2014, confirming our independence within the
meaning of the rules applicable in France, as defined in
We submit a report to the Audit Committee which particular in articles L.822-10 to L.822-14 of the French
includes in particular a description of the scope of the Commercial Code and in the French Code of Ethics for
audit and the audit programme implemented, as well Statutory Auditors. Where appropriate, we discuss any
as the results of our audit. We also report any risks to our independence and the related safeguard
significant deficiencies in internal control that we have measures with the Audit Committee.
identified regarding the accounting and financial
reporting procedures. Neuilly-sur-Seine, 21 April 2020
In our capacity as Statutory Auditors of your Agreements and commitments approved during the
company, we hereby present our report on related- past year
party agreements and commitments.
We have not been informed of any agreement
It is our responsibility to report to shareholders, based authorised and formed during the year that is to be
on the information provided to us, on the main terms submitted for the approval of shareholders in the
and conditions of agreements and commitments that annual general meeting in accordance with Article L.
have been disclosed to us or that we may have 225-86 of the French Commercial Code.
identified as part of our engagement, as well as the
reasons given as to why they are beneficial for the
Company, without commenting on their relevance or
substance or identifying any undisclosed agreements
or commitments. It is your responsibility, under the
terms of Article R. 225-58 of the French Commercial
Code, to assess the benefits resulting from these
agreements and commitments prior to their approval.
Arrangements
The General Meeting, having reviewed the report of the Executive Board, the observations of the
Supervisory Board and the report of the Auditors on the parent-company financial statements, approves
the balance sheet and income statement for the financial year ended 31 December 2019, together with
the transactions recorded in those statements or summarised in those reports.
In accordance with Article 223 quater of the French General Tax Code, the General Meeting notes that
the total amount of expenses within the meaning of Article 39(4) of the French General Tax Code was
€318,294 in 2019, corresponding to €106,098 of income tax assumed.
Second resolution
The General Meeting, having reviewed the report of the Executive Board, the observations of the
Supervisory Board and the report of the Auditors on the consolidated financial statements, approves the
consolidated balance sheet and consolidated income statement for the financial year ended 31
December 2019, together with the transactions recorded in those statements or summarised in those
reports.
Third resolution
The General Meeting, having read the special report of the Auditors, approves the agreements referred
to in that report.
Fourth resolution
The General Meeting takes note that the profit available for distribution comprises (in euros):
The General Meeting resolves to charge the loss for the year ended 31 December 2019 as stated in the
table above against retained earnings, the balance of which will then be €65,319,491.01.
In accordance with article 243 bis of the French General Tax Code, it is stated that the dividend qualifies
for the 40% allowance for natural persons whose tax domicile is in France provided for in article 158-3 of
the French General Tax Code.
The following dividends per share were paid in respect of the three previous financial years:
2018 2017 2016
Dividend per share - 3.44 2.40
Amount eligible for
relief under Article 40% 40% 40%
158-3-2 of the
h l
The General Meeting, having considered the result of work carried out in relation to the renewal of
Benjamin de Rothschild’s term of office as a member of the Supervisory Board, and noting that the
criteria of integrity, knowledge, experience, skills and availability required by regulations in force are
met, whereas the independence criteria are not met because of his status as the indirect major
shareholder, resolves to renew Benjamin de Rothschild’s term of office as a member of the Supervisory
Board for a three-year term expiring at the end of the General Meeting convened to approve the financial
statements for 2022.
Sixth resolution
The General Meeting, having considered the result of work carried out in relation to the renewal of
Ariane de Rothschild’s term of office as a member of the Supervisory Board, and noting that the criteria
of integrity, knowledge, experience, skills and availability required by regulations in force are met,
whereas the independence criteria are not met because of her family connection with the indirect major
shareholder and the fact that she is a corporate officer of Edmond de Rothschild (France)’s majority
shareholder, resolves to renew Ariane de Rothschild’s term of office as a member of the Supervisory
Board for a three-year term expiring at the end of the General Meeting convened to approve the financial
statements for 2022.
Seventh resolution
The General Meeting, having considered the result of work carried out in relation to the renewal of Louis-
Roch Burgard’s term of office as a member of the Supervisory Board, and noting that the criteria of
integrity, knowledge, experience, skills and availability required by regulations in force are met, as are
the independence criteria as set out in the Middlenext governance code, resolves to renew Louis-Roch
Burgard’s term of office as a member of the Supervisory Board for a three-year term expiring at the end
of the General Meeting convened to approve the financial statements for 2022.
Eighth resolution
The General Meeting, having considered the result of work carried out in relation to the renewal of
Jacques Ehrmann’s term of office as a member of the Supervisory Board, and noting that the criteria of
integrity, knowledge, experience, skills and availability required by regulations in force are met, as are
the independence criteria as set out in the Middlenext governance code, resolves to renew Jacques
Ehrmann’s term of office as a member of the Supervisory Board for a three-year term expiring at the end
of the General Meeting convened to approve the financial statements for 2022.
Ninth resolution
The General Meeting, having considered the result of work carried out in relation to the renewal of
Christian Varin’s term of office as a member of the Supervisory Board, and noting that the criteria of
integrity, knowledge, experience, skills and availability required by regulations in force are met, as are
the independence criteria as set out in the Middlenext governance code, resolves to renew Christian
Varin’s term of office as a member of the Supervisory Board for a three-year term expiring at the end of
the General Meeting convened to approve the financial statements for 2022.
Tenth resolution
Eleventh resolution
The General Meeting, having been read the Executive Board report and having been consulted in
accordance with Article L. 511-73 of the French Monetary and Financial Code, approves the overall
package of remuneration of all types amounting to €11,330,824 paid during 2019 to persons covered by
Article L. 511-71 of the French Monetary and Financial Code for Edmond de Rothschild (France) and
€2,094,060 for the Italian branch of Edmond de Rothschild (France).
Twelfth resolution
The General Meeting, having been read the Executive Board report, and in order to ensure that the
Group remains competitive in terms of remuneration, resolves that the variable element of the total
remuneration of persons covered by Article L. 511-71 of the French Monetary and Financial Code may
represent a maximum of twice their fixed remuneration. That decision shall apply to people with the
following roles or meeting the following criteria:
- Roles:
• Members of the Executive Committee, the Executive Board and Senior Management
• Heads of Control Functions (Audit, Risk Management, Compliance) and those with managerial
responsibilities that report to them
• Heads of Business Units and those with managerial responsibilities that report to them;
• Heads of certain Support Functions (including Finance, HR, IT, Legal etc.)
• Heads of Risk Management and Members of Risk Committees
• Heads of New Products and Members of New Products Committees
- Other criteria:
• Managers of Risk-Takers
• Employees whose total remuneration is €500,000 or more and/or employees in the top 0.3% in
terms of remuneration
• Employees whose total remuneration is at least equal to that of the Senior Management member
with the lowest remuneration