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Universal Registration Document
URD
2022
Integrated Report
1. Presentation of the Group and its activities
1.1 History of the Group
A cable pioneer
Building scale
2000 s: The birth of Nexans
The “New Nexans”
1.2 Description of business segments and markets
1.2.1 Electrification businesses
1.2.2 Non-electrification businesses
1.2.3 Metallurgy
1.3 Innovation and technology
1.3.1 Innovate with ecosystems
1.3.2 Innovation at the service of customers
1.3.3 Innovation for the energy transition
1.3.4 Main innovations in 2022
1.4 Strategy – 2022-2024 sequence
1.4.1 Pure player strategy for sustainable electrification
1.4.2 The Group’s financial ambitions for 2021-2024
1.5 2023 trends and outlook
1.6 Group operations during 2022
1.6.1 Consolidated results of the Group
1.6.2 Other items in the consolidated financial statements
1.6.3 Alternative performance measures
1.6.4 The Company
1.7 Other relevant information on Group activities
1.7.1 Investments
1.7.2 Material contracts
1.7.3 Legal and arbitration proceedings
1.7.4 Property, plant and equipment
1.7.5 Significant events since the approval of the 2022 management report
1.8 Information on the Nexans Group and company
1.8.1 General information about the Group
1.8.2 Simplified organizational chart (a)
2. Main risk factors and risk management
2.1 Risk factors
2.1.1. Strategic risks
2.1.2. Operational risks
2.1.3. Legal and compliance risks
2.1.4. Financial risks
2.2 Insurance
Property damage – business interruption
Third-party liability (including Product liability)
Transport
Comprehensive construction insurance for laying land and subsea cables
Coverage for the Group’s cable-laying ship Nexans Skagerrak & Nexans Aurora
Short-term credit risk insurance covering receivables owed by certain domestic and export customers
Captive reinsurance entity
2.3 Risk management within the Group
2.3.1. Three lines of defense
2.3.2. Coordinated risk management system
2.3.3. Coordinated internal control system
2.3.4. Coordinated Compliance management system
2.3.5. Functional departments
2.3.6. Internal audit
2.3.7. Procedures relating to the preparation and processing of financial and accounting information
3. NFPS Corporate Social Responsability
3.1 Sustainability at the core of Nexans’ strategy
3.1.1. A leader in sustainable electrification
3.1.2. Sustainability embedded in Nexans governance
3.1.3. An early and ambitious CSR strategy, continuously enriched
3.1.4. E 3 : a unique performance model
3.1.5. Awareness of employees on CSR ambition
3.1.6. Risks and opportunities
3.1.7. CSR performance
3.1.8. Independent data verification
3.2 Environment: contribute to a sustainable and responsible business
3.2.1. A Group focused on decarbonation
3.2.2. Promoting circular economy
3.2.3. Reducing pollution and other environmental risks
3.2.4. The resilience of the Group’s business model to the impact of climate change
3.2.5. Driving the energy transition and energy efficiency
3.3 People & culture: looking after Nexans people and levelling the playing field for talent
3.3.1. Context and goals
3.3.2. Committed to employees’ health and safety
3.3.3. Talent & people development: levelling the playing field for talent
3.3.4. Employee engagement: mobilizing for higher performance
3.3.5. Inclusion and diversity: key enabler to succeed in the Group transformation
3.3.6. Social dialogue, the source of the Group’s collective resilience
3.4 Ecosystem: sharing Nexans' values and ethics standards with all stakeholders
3.4.1. Deliver a respectful and ethic business
3.4.2. Duty of care plan
3.4.3. Measures to protect employees and consumers’ health and safety
3.4.4. Data protection & digital trust
3.4.5. Fighting tax evasion
3.4.6. Engagement for communities
3.4.7. A policy of dialogue with its employees and stakeholders
3.5 Environmental and social indicators CSR concordance tables
Environmental indicators
Social indicators
CSR concordance tables
3.6 Data compilation methodology for CSR indicators
3.6.1. Data compilation methodology for environmental indicators
3.6.2. Data compilation methodology for social indicators
3.6.3. Data compilation methodology for societal data
3.7 Report by one of the Statutory Auditors on the verification of the consolidated non-financial statement included on a voluntary basis in the Group management report
Appendix: Information considered as most significant and selected entities tested in detail
APPENDIX 1: Information considered as most significant and selected entities tested in detail
APPENDIX 2
4. Corporate governance
4.1 Corporate governance code
4.2 Governance structure
4.3 Management bodies
4.3.1 Chief Executive Officer
4.3.2 Executive Committee
4.3.3 Diversity and gender balance among governance bodies
4.4 Administrative body
4.4.1 Board of Directors' composition and diversity policy
4.4.2 Operation and work of the Board of Directors
4.4.3 Additional information
4.5 Transactions in the Company's securities by corporate officers and senior managers
4.6 Compensation and benefits
4.6.1 Compensation policy for corporate officers for 2023
4.6.2 Compensation payable for 2022 to members of the Board of Directors
4.6.3 Compensation payable for 2022 to Jean Mouton, Chairman of the Board of Directors
4.6.4 Compensation payable for 2022 to Christopher Guérin, Chief Executive Officer
4.6.5 Pay ratios
4.6.6 Stock options and performance shares
4.7 List of related-party agreements and commitments
4.7.1 Agreements and commitments remaining in force in 2022
4.7.2 Agreements and commitments executed in 2022
4.7.3 Statutory Auditors’ special report on related-party agreements
5. Financial statements Nexans 2022
5.1. Consolidated financial statements
5.1.1. Consolidated income statement
5.1.2. Consolidated statement of comprehensive income
5.1.3. Consolidated balance sheet
5.1.4. Consolidated statement of changes in equity
5.1.5. Consolidated statement of cash flows
5.1.6. Notes to the consolidated financial statements
5.1.7. Statutory auditors’ report on the consolidated financial statements
5.2 Corporate financial statements
5.2.1 Income statement
5.2.2 Balance sheet
5.2.3 Notes to the corporate financial statements
5.2.4 Company’s financial results for the last five fiscal years
5.2.5 Statutory auditors’ report on the financial statements
5.3. Account control
Statutory auditors
Deputy statutory auditors
Fees paid by Nexans to the Statutory auditors at December 31, 2022
6. Information about the share capital and ownership structure
6.1 Stock market data
6.2 Share capital
6.2.1 Estimated breakdown of share capital and voting rights at December 31, 2022
6.2.2 Estimated ownership structure by geographic area
6.2.3 Legal threshold disclosures filed in 2022
6.2.4 Changes in Nexans' ownership structure over the last three years
6.3 Employee share ownership
6.4 Shareholders' Meetings
6.4.1 Meetings
6.4.2 2023 Shareholders' Meeting
6.5 Summary table of authorizations in force to increase the share capital and use of such authorizations during 2022
6.6 Share buybacks and liquidity contract
6.6.1 Share buybacks in 2022 excluding the liquidity contract
6.6.2 Transactions carried out in 2022 under the liquidity contract
6.6.3 Description of the share buyback program pursuant to Articles 241-1 et seq. of the General Regulations of the French Financial Markets Authority
6.7 Factors likely to have an impact in the event of a public offer
6.8 Relations with the financial community
6.8.1 Institutional investors
6.8.2 Retail investors
6.8.3 Employee shareholders
6.8.4 Contact information
7. Additional information
7.1 Statement by the Person Responsible for the Universal Registration Document containing an annual financial report
8. Concordance tables
8.1 Concordance table of the Universal Registration Document
8.2 Concordance table of the annual financial report
8.3 Concordance table of the management report
8.4 Concordance table of the report on corporate governance
8.5 Concordance tables for the Non-Financial Performance Statement and corporate social responsibility
8.6 Glossary
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2022
Universal Registration Document
including the Annual Financial Report
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