Retour

Acting according to a responsible Governance

Summary

 

Corporate and CSR Governance

  • ENGIE’s Governance

Because the energy transition and digital transformation are revolutionizing today's world, ENGIE believes that its business model must adapt to these new challenges, shared with all stakeholders. ENGIE's Board of Directors defines the Group's business orientations and the Executive Committee implements the Group's strategy to meet tomorrow's energy challenges.

Find out more about ENGIE's Governance

 

  • CSR Governance

The Corporate Social Responsibility (CSR) Department relies on a network of designated coordinators in the business units (GBU, GEMS (Global Energy Management & Sales) and Nuclear) and geographical entities (national and regional hubs). To engage employees as widely as possible on these subjects, the CSR Department uses a network of Chief Sustainability Officers (CSO) across the business lines and regional hubs

This governance implements the Group's CSR policy. This policy covers environmental, societal and governance issues, in particular the fight against climate change and the preservation of nature.

For climate issues, ENGIE relies on specific governance for climate issues, illustrated below.

Climate Governance
  • The Board of Directors sets the Group's climate strategy and associated objectives, and ensures that this strategy is at the heart of the company's overall strategy and in line with its purpose. 
  • The CSR Department regularly proposes changes to the Executive Committee, for consideration by the Board of Directors’ Ethics, Environment and Sustainable Development Committee (EESDC). These changes concern current issues (such as the Group's CSR objectives and commitments) and an update of an annual review (CSR ratings, Group environmental and social objectives and actions).
  • The CSR Department proposes to the EXCOM, specifically to the Appointments, Compensation and Governance Committee, compensation criterias for the Chief Executive Officer and members of the Executive Committee, that incorporate ENGIE's main CSR challenges.
  • The Audit Committee, for its part, identifies priority risks, including climate risk and the integration of climate into the assumptions used for financial guidelines or the calibration of risk insurance coverage. 
  • The Strategy, Investment and Technology Committee integrates climate challenges and objectives into its investment decision-making process.
  • ENGIE's Executive Committee implements this climate strategy, proposes the Group's climate policy to the Board of Directors, arbitrates on the climate trajectory between GBUs and supports each of the 2030 CSR objectives.
  • The CSR Department takes joint leadership with the Finance Department of the Green Financing Committee, overseeing projects likely to be financed by green bonds regularly issued on the market by the Group, and of the Adaptation & TCFD Committee, which is responsible for overseeing the achievement of financial transparency commitments made in the TCFD initiative (Task Force on Climate related Financial Disclosures) and monitoring the Group’s plans to adapt its assets to climate change.
  • The CSR Department has leadership of the Climate Committee, which is responsible for overseeing the Group’s decarbonization commitments, in line with the Science Based Targets.
  • The CSR Department takes joint leadership with the Legal, Ethics and Compliance Department of the Duty of Vigilance Committee, charged with overseeing measures to prevent serious violations relating to human rights and fundamental freedoms, the health and safety of individuals and the environment that might arise from the activities of the Group and the subsidiaries it controls.

 

  • A remuneration policy to support sustainable performance

The Group offers everyone an individualized, fair and competitive remuneration package that reflects individual performance and levels of responsibility.

Each year, the remuneration of executive directors is reviewed by the Board of Directors, on the recommendation of the Appointments, Remuneration and Governance Committee. It is submitted to the Annual General Meeting for approval. 

For the year 2022, the Chairman's remuneration amounted to a fixed portion of 0.45 million euros. The ratio of the remuneration of each corporate officer to the average remuneration of ENGIE employees in France was 7.9x for the Chairman and 55.6x for the Chief Executive Officer.

The following diagram describes the compensation criteria for the Chief Executive Officer of ENGIE for 2022.

Compensation 2022

In 2022, all senior managers, including members of the Executive Committee, were eligible to receive annual variable compensation which included financial criteria for 65%, non-financial criteria for 15% and individual objectives specific to their area of responsibility for 20%. 

The financial criteria for Executive Committee members are the same as those for the Chief Executive Officer; the financial criteria for the other senior managers include their direct areas of responsibility (scopes N and N+1) on EBIT, Free Cash Flow and G&A (General & Administration) criteria. 

The non-financial criteria cover health and safety (prevention rate within the scope of responsibility), climate (Group GHG emissions), and diversity (rate of recruitment of women among managers within the scope of responsibility) at 5% each. 

All senior managers are beneficiaries of the performance share plan according to the same criteria as the Chief Executive Officer.

compensation description

Individual and collective criteria, relevant to their activity, have been determined and will serve as the basis for the annual bonus of the Group's senior executives. In the event of behavior that is incompatible with the Group's values - in terms of ethics, deontology and safety - they will be awarded a malus.

compensation 2023

In 2023, the annual variable compensation structure for senior managers, including Executive Committee members, will change. It will be composed of 65% financial criteria, 10% non-financial criteria and 25% individual objectives, which is consistent with the structure of the annual variable compensation of the Chief Executive Officer.

The financial criteria used are similar to those for 2022. 

The non-financial criteria used for members of the Executive Committee are the same three as used for the Chief Executive Officer, while the two non-financial criteria, used for corporate officers, at 5% each, are health and safety (frequency rate of accidents within the scope of responsibility), and diversity (the rate of women recruited among managers within the scope of responsibility). 

Senior managers whose role has a significant impact on the GHG emissions trajectory must include a climate target in their individual targets of at least 5%. All senior managers are eligible for the performance share plan according to the same criteria as the Chief Executive Officer. 

In addition to the Group’s 420 senior managers, 5,000 other employees are beneficiaries of the Group’s performance share plan.

Find out more

 

Ethics and respect for human rights

In line with its values and commitments, ENGIE operates worldwide in compliance with laws, regulations and business ethics, in all circumstances.

To uphold its values and commitments, the Group has put in place an ethics policy that guides the day-to-day strategic decisions, management and professional practices of all Group employees.

Find out more about the Group's Ethics principles

The Group also adopts a human rights vigilance approach to prevent and manage human rights risks.

Find out more about the Group's Human rights approach

This approach is based on a Human Rights Referential, which represents ENGIE's ethical commitment to respecting human rights.

Human Rights Referential

Télécharger

Sustainable Procurement 

The mission of Procurement is to contribute to ENGIE’s ambition to be the world leader in the transition to zero-carbon for our clients, in particular the companies and territorial authorities. With a spend of 16 billion euros in 2022 (excluding energy), of which 65% in Europe, ENGIE develops and maintains sustainable performance with around 60,000 active suppliers. 

In particular, ENGIE has set itself the target of 100% of its top 250 preferred suppliers (excluding energy) being SBT certified or aligned by 2030. By 2022, this proportion had risen to 23%.

Find out more

Sustainable procurement: CSR KPI

Télécharger

Green Finance and green bonds

Focusing on the development of low carbon energy and energy services that enable its customers to reduce their carbon footprint, the Group is firmly committed to contributing to the emergence of the green bond market, which is proving to be one of the most promising investment options to finance the energy transition.

View our Green Bonds’ emissions

Find out more about Green Finance

 

Green taxonomy 

With the European Green Taxonomy, the European Union (EU) aims to make it easier for companies to finance sustainable activities by requiring them to publish the share of their activities that contribute to one of the EU’s six environmental objectives without harming the other five. This share of sustainable activities is presented through two ratios: 

  • the share of taxonomy-eligible activities, i.e. from a list of about 100 potentially sustainable activities for the EU, 
  • the share of taxonomy-aligned activities, i.e. the portion recognized as sustainable because it satisfies the previous eligibility and technical criteria of contributing to and not harming the environmental objectives.

These eligible and aligned portions are expressed on three levels: revenue, capital expenditure (CAPEX taxonomy) and operational expenditure (OPEX taxonomy). The results are below for the year 2022 and for the CAPEX taxonomy of the period 2023-2025.

Gov Taxonomy

Of these three levels, the sustainable portion of OPEX limited to maintenance is insignificant, while the sustainable share of revenues reflects past investment choices and that of CAPEX represents future choices. In its definition of CAPEX, the EU has chosen to include maintenance CAPEX that is required of the company, to exclude (i) sustainable acquisition CAPEX, which is one of the means for a company to green its activities, and (ii) sustainable CAPEX in minority interests that contribute to market sustainability. Thus, to the previous calculations, ENGIE adds a calculation for growth CAPEX (development and financial), which gives results that are more relevant with its 2022 strategy and for the period 2023-2025, as illustrated below.

Gov Taxonomy 2

Find out more

 

Tax Policy

In accordance with its CSR Policy, ENGIE has defined in its Tax Policy the rules and principles followed in this matter and publishes the amounts of corporate taxes paid in the most important countries for ENGIE.

Tax Policy

ITCS : Income, Tax, Social Security Contributions and other taxes

Find out more

 

IT and digital Responsibility 

ENGIE's purpose places the transition to a carbon-neutral economy at the heart of our strategy. This ambition obviously trickles down to all parts of the company, starting with our digital infrastructures and practices. In a word, we are fully committed to a responsible digital approach. Our digital strategy paves the way for more sustainable digital consumption.

Find out more

 

Cyber security and personal data protection

The growing digitalization of its activities and the world around it is reinforcing the IT security levels of all its businesses.

Find out more about ENGIE's Cyber security

The Group's reinforced obligations to respect personal data, particularly that of its customers, has led it to strengthen its processes and rules in this area.

Find out more about Data protection and privacy

 

Influence  and responsible lobbying

In terms of influence, and in line with its CSR Policy, the Group intends to defend its positions and actively contribute to debates in society, public decision-making, and regulations, as part of a constructive dialogue with public authorities and in partnership with its peers.

Concerning climate issues, a summary of ENGIE's commitment policy is provided in the attached document.

In addition, the Group  ensures that its participation in trade associations is consistent with its climate policy and in line with the objectives of the Paris Agreement. The valuation of its holdings is the subject of a report:

Find out more about the Influence Policy of ENGIE

 

Research and Innovation

With its Research & Innovation division, ENGIE has the ability to identify, explore, experiment and deploy solutions that will make the energy transition possible and apply them to our industrial facilities or those of our customers and partners.

  • In areas related to ENGIE’s strategy, chosen in close collaboration with the operational entities
  • By acting simultaneously on all time horizons
  • By orchestrating different means of intervention
  • By combining internal expertise, partnerships and collaborations

ENGIE also implemented in 2014 a venture capital fund Engie New Ventures, which invests in energy startups, to complement its existing activities and resources and stimulate internal innovation within ENGIE.

Find out more