2022 Universal Registration Document

Chapter 6 : Parent company financial statements

The calculation will be based on the mean of the performance in the 2022, 2023 and 2024 financial years under the 2021 plan, of the 2021, 2022 and 2023 financial years under the 2020 plan, and of the 2020, 2021 and 2022 financial years under the 2019 plan. It will use a predefined allocation scale based on the performance percentage achieved. No performance condition applies below a block of 200 shares.

  • For the 13 October 2022 plan, the performance conditions comprise the following:
    • 80% of financial performance criteria, of which half is the growth of comparable cosmetics sales for the 2023, 2024 and 2025 financial years compared to a panel of competitors, and the other half is the change in the Group’s consolidated operating profit over the period. The calculation will be made on the basis of the arithmetic average of the performances for 2023, 2024 and 2025;
    • 20% of non-financial performance criteria, of which 15% is linked to the achievement of environmental and social responsibility commitments made by the Group as part of the “L’Oréal for the Future” programme, and 5% is linked to gender equality in strategic positions including those of the Executive Committee.

No performance condition applies below a block of 100 shares.

The plans of 20 April 2016, 20 April 2017 and 17 April 2018 were finally granted by the allocation of, respectively, 835,600 shares on 21 April 2020, 742,276 shares on 21 April 2021and 868,225 shares on 19 April 2022.

As at 31 December 2022, the performance conditions of the plans in progress were deemed achieved.

In June 2022, Group employees had the opportunity to join a Shareholding Plan based on a traditional format with discount and matching contribution.

The subscription price was set at €254.9, representing 80% of the average share price over the 20 trading sessions prior to the decision by the Chief Executive Officer setting the subscription period from 8 June to 22 June 2022 during which 410,943 shares were subscribed. This number does not include the subscription reserved for a Trustee under the laws of England and Wales, as part of a Share Incentive Plan established for Group employees in the UK, for which the final number of shares will only be known in October 2023.

For French employees, free shares were offered upon subscription in proportion to their personal contribution to the plan with a maximum of 4 shares offered for 10 shares subscribed.

For employees in other countries, shares were offered under a free share plan with a continued employment condition for the employee and proportionate to how much the employee contributes to the plan, with a maximum of 4 shares offered for 10 free shares. The shares will be allocated to employees on 26 July 2027 provided they are still with the Group on that date.

The share capital increase took place on 26 July 2022 for a total of 448,267 shares, including subscribed shares.

NOTE 18. Provisions for liabilities and charges

€ millions 31.12.2020 31.12.2021 Charges Reversals (used) Reversals (not used) Others 31.12.2022
Provisions for litigation(1) 193.0 193.4 1.2 -1.7 -0.4 - 192.5
Provisions for foreign exchange losses 24.9 176.4 16.0 -176.4 - - 16.0
Provisions for expenses 169.4 171.8 78.6 -75.2 -18.6 1.9 158.5
Other provisions for liabilities(2) 403.3 336.7 74.0 -108.6 -70.6 -1.9 229.6
TOTAL 790.6 878.3 169.8 -361.8 -89.7 - 596.6

(1) L’Oréal S.A. was ordered to pay a fine of €189.5 million following the decision handed down in the first instance by the French competition authority on18 December 2014. L’Oréal appealed against this decision. On 27 October 2016, the Paris Court of Appeal upheld the first instance decision. L’Oréal lodged an appeal in cassation. On 27 March 2019, the Court of Cassation partially overturned the ruling relating to the amount of the fine imposed on L’Oréal. On 18 June 2020,the Second Court of Appeal confirmed the initial amount of the fine. L’Oréal lodged a second appeal with the Court of Cassation against this ruling. The decision is expected in the first half of 2023. The provision was maintained in liabilities and the payment recognised in “Other current assets” (see note 16).

(2) This section mainly includes provisions set aside to cover risks related to government bodies, commercial and financial risks.

The changes in provisions for liabilities and charges impact the 2022 income statement as follows:

€ millions Charges Reversals (used) Reversals (not used)
Operating profit 99.4 80.6 38.8
Net financial income 23.1 177.9 -
Exceptional items 47.3 103.2 50.9
TOTAL 169.8 361.8 89.7