Annual report 2008 - Altarea Cogedim

Annual report 2008

Cover photo 

Porte Jeune – Mulhouse 

Opened in october 2008 

Architect : Reichen & Robert et Associés 

This registration document was filed with the Autorité des Marchés Financiers on 30 April 2009 in 

accordance with article 212-13 of the General Regulations. It may not be used in the context of any 

financial operation unless completed by a transaction summary («note d’opération») in respect of 

which the Autorité des Marchés Financiers has granted a visa. 

Pursuant to Article 28 of Commission regulation (EC) No. 809/2004, the following information 

is incorporated by reference in this Registration Document: 

• The consolidated financial statements and corresponding audit report provided on pages 107 and 

223, the annual financial statements and corresponding audit report provided on pages 68 and 100, 

as well as the management report provided on page 22 of the 2007 registration document filed with 

the Autorité des Marchés Financiers on 8 April 2008 under number D. 08-0215. 

• The consolidated financial statements and corresponding audit report provided on pages 64 and 

136, as well as the management report appearing on page 34 of the 2006 registration document 

registered by the Autorité des Marchés Financiers on 7 June 2007 under number R. 07-092. 

• The consolidated and annual financial statements and corresponding audit reports provided on 

pages 80, 58, 148 and 75, as well as the management report provided on page 32 of the 

2005 registration document registered by the Autorité des Marchés Financiers on 30 June 2006 

under number R. 06-112.

ALtarea GROUP 

1 Profile 3 

2 Business review 27 

3 Financial statements ALTAREA 

Individual company 

financial statements 54 

Consolidated financial 

statements for the financial 77 

4 General information 171 

5 Corporate governance 191 

6 Supervisory board chairman’s 

report on internal control 205 

7 Draft resolutions 221 

8 Cross-reference table 231 

1

ALtarea GROUP / PROFILE 

1 Profile 

ALTAREA 

Investment 

(Shopping centres) 

Third-party development 

(residential, offices, hotels) 

Founded in 1994, Altarea is both a multi-product property developer and a property 

investment company specialising in shopping centres. Altarea observes and anticipates 

trends in contemporary lifestyle to create innovative property developments 

that generate growth and urban cohesion. 

As a specialist property investment company, Altarea has built up a portfolio of 

shopping centres, which are the most profitable asset class in the long-term and 

provide the Group with steady cash flow growth. 

As a multi-product property developer, Altarea has operating and development 

expertise in the retail, office, hotel and residential sectors. It is now the leading French 

developer of mixed urban projects combining some or all of these components. 

Its unique profile – property development at source combined with secure cash 

flows – enables Altarea to optimise its risk-reward ratio. 

Altarea is listed on Eurolist by Euronext Paris and operates in France, Italy and 

Spain. 

3

Altarea’s business model 

Property investment company specialising in shopping centres 

Altarea allocates most of its capital to owning and developing a portfolio of shopping 

centres. A well-designed and well-managed shopping centre offers better longer-term 

value creation prospects with lower volatility than any other property asset class. 

At 31 December 2008, Altarea owned a portfolio of shopping centres in France, Italy and 

Spain totalling 589,000 m² GLA and valued at € 2.27 billion. 

Family Village – Les Hunaudières, Ruaudin. 

Shopping centre portfolio: 

589,000 million² GLA 

Value: € 2,270 million 

Gross rental income: € 142.2 million 

Own developments: 

705,600 m² GLA of shopping centres 

Net investment: € 1,941 million 

Projected gross rental income: € 170.6 million 

4

Third-party development 

The real value-added is generated early on in the property development chain. 

Altarea has expertise in identifying land opportunities, anticipating needs to design the 

product best suited to the end user and controlling the construction process. With its 

proven experience in the retail, office and residential markets, Altarea offers local 

authorities and private investors innovative global urban development solutions. 

This broad-based expertise is reflected more particularly in its large mixed urban 

projects currently under development. At end 2008, Altarea had almost 2.6 million m² 

of space under development, all asset classes combined. 

Own developments: 900,000 m² of shopping centres (705,600 million² GLA) 

Third-party developments: 1,700,000 m² in all asset classes. 

Paris – La Défense aera. 

5

Key figures 

Shopping centres 

Net rental income 

(in €m) 

Development Revenue 

(in €m) 

92.7 

117.3 

■ Offices 

■ Residential 

595.9 

177.3 

769.0 

34.2 

57.3 

+ 26 % 

2007/2008 

82.0 

513.9 

591.7 

+ 29 % 

2005 2006 2007 2008 

* 12 months. 

2007 * 2008 

Korus 1 – Philips head office – 

Suresnes. 

L’Arboretum – Garches. 

Les Boutiques Gare de l’Est – 

Paris 10 e . 

French National Assembly – 

Paris 7 e . 

Recurring earnings 

(in €m) 

Net asset value 

(in €m) 

93.7 

1,323.4 1,273.6 

74.3 

922.8 

25.1 

38.2 

+ 26 % 


514.4 

– 3,7 % 


2005 2006 2007 2008 

€ per share + 9.2 % 

4.02 5.36 9.41 10.28 

2005 2006 2007 2008 

€ per share –24.8% 

77.8 117.7 165.0 124.2 

6

significant events of 2008 

Corporate 

Altarea merges with Altafinance and becomes SIIC 4 compliant 

Capital increase of €374.5 million, with ABP acquiring an interest 

Development business housed within Altareit, a listed company acquired in March 2008. 

L’Aubette, shopping centre – 

Strasbourg. 

Les Portes de Brest-Guipavas, 

retail parks – Brest. 

Porte Jeune, shopping centre – 

Mulhouse. 

I Due Valli, shopping centre – 

Pinerolo – Piedmont, Italy. 

Operations 

Completion of Korus 1, the new Philips head office and sale of Korus 2 to Laboratoires Servier 

Completion of L’Arboretum, a development of 70 apartments in Garches 

Opening of the Les Boutiques Gare de l’Est in Paris 

Completion of the French National Assembly offices 

Opening of L’Aubette shopping centre in Strasbourg 

Opening of Saint-Aunès and «Les Portes de Brest-Guipavas» retail parks in Brest 

Opening of Porte Jeune shopping centre in Mulhouse 

Opening of «I Due Valli» shopping centre in Pinerolo (Piedmont, Italy). 

7

Message from Alain Taravella 

Last year was somewhat paradoxical for our Group. On the one hand, Altarea 

was not spared from the financial crisis and was forced to significantly revise its 

asset values as a result of the macro-economic turmoil. On the other hand, the 

Group posted cash flow growth of over 25% following a number of remarkable 

successes given the economic climate. 

In the retail sector, we completed six shopping centres totalling almost 

78,000 m². They were fully let on completion and increased our portfolio value 

by almost €260 million, offsetting the inevitable loss of value on our other 

assets caused by rising yields. All in all, rental income rose by 26.5%, 

comprising entirely organic growth. It is during difficult times like these that our 

robust business model really comes to the fore and enables us to offset 

declines in value through strong operating performances. 

“In 2009, we will keep sight 

of the values that set Altarea apart: 

risk awareness, lucidity, rigour, 

creativity and drive!“ 

8

In third-party property development, our relative performance is all the more 

remarkable given the particularly difficult environment especially in the 

residential sector, which saw a 38% slump in sales across the French market 

as a whole. In this climate, our subsidiary Cogedim managed to contain the 

decline in reservations to 17% whilst maintaining its profitability. Lastly, several 

major deals enabled us to double our fee income from our commercial property 

services. All in all, the €210 million net-of-tax write-down of Cogedim’s 

acquisition value is more a reflection of the poor economic environment, as 

Cogedim showed considerable resilience in 2008 on an operating level, thanks 

to its teams and strong brand. 

At a time when the economic crisis seems to be taking a hold, Altarea has 

some significant strengths which should enable us to capitalise on the 

opportunities that never fail to materialise in this type of environment. First, 

Altarea has a robust financial structure underpinned by a strong cash flow 

generating model, which enabled us to raise €375 million in new capital last 

July. Second, and most importantly, Altarea is a universal property operator 

able to capture all market opportunities thanks to the quality and diversity of its 

operating expertise. In 2009, we will keep sight of the values that set Altarea 

apart: risk awareness, lucidity, rigour, creativity and drive! 

Founder and Manager 

9

Positioning 

11

Observing trends in society to develop property 

and invest in shopping centres 

Palacz of justice – Nantes. Thiais village – Thiais. La Murri – Rimini, Italy. 

Altarea observes and identifies new trends in contemporary lifestyle to create urban 

developments that meet people’s needs and expectations. Through this attentive 

approach, social aspirations can be translated into lasting urban concepts. 

Altarea’s shopping centre portfolio meets these requirements. It comprises recentlydesigned 

assets that not only meet local market demand but also reflect underlying 

trends in consumer behaviour. 

Altarea’s developments and projects are designed to provide people with what they 

really want, thereby creating new proximities. 

12

Positioning 

Property development 

Social aspirations 

Property requirements 

1 • Urban diversity Mixed projects and new districts 

2 • Environmental concerns HQE quality standards, sustainable development 

3 • New solidarity Urban regeneration, social housing, retirement housing 

4 • Pleasure, free time, leisure Fun shopping, leisure facilities 

5 • Authenticity Modernisation of use, redevelopment of historical sites 

6 • Personalisation Custom-design, attention to detail and materials 

Retail 

Consumer trends 

Retail concept 

1 • Edge-of-town shopping Retail parks et Lifestyle centers no hypermarcket 

2 • Leisure shopping Town centre shopping centres 

3 • Fun Shopping Urban leisure centres 

4 • Time saving shopping Shopping centres in transport hubs 

5 • Best prices for everyday shopping Edge-of-town centres with hypermarket 

6 • Food safety Wholesale food markets 

13

Porte Jeune in Mulhouse 

New solidarities, leisure shopping. 

Town-centre shopping centre development forming 

the heart of a major urban regeneration project. 

12,200 m 2 GLA Group share. 

October 2008. 

Les Boutiques Gare de l’Est in Paris 

Urban diversity, authenticity, time saving. 

Shopping centre development in the heart 

of the Gare de l’Est railway station. 

Second railway station shopping centre opened by Altarea. 

5,500 m 2 GLA. 

June 2008. 

14

Positioning 

retail 

2008 Retail: 6 shopping centres opened totalling 

58,600 m² GLA and €19.6 million in gross rental income. 

Several projects in 2008 illustrate the new proximities created 

by Altarea: Les Boutiques Gare de l’Est in Paris, which helps 

commuters save time on their daily shopping, L’Aubette in 

Strasbourg, which not only improves shopping facilities in the 

town centre but also enhances the city’s historical heritage, 

and the Okabe project, which has created a mixed urban 

development in the centre of Le Kremlin-Bicêtre. Altarea’s 

shopping centres thus combine personal proximity with 

collective experience. 

2008 completions 

Les Portes de Brest-Guipavas 

Edge-of-town retailing, environmental concerns 

Retail park development dedicated to the home and lifestyle, 

with an IKEA anchor store. 

28,000 m 2 GLA. 

September 2008. 

I Due Valli in Pinerolo – Piedmont, Italy 

Best prices for everyday shopping. 

Edge-of-town shopping centre with a Ipercoop 

hypermarket anchor store. 

7,800 million² GLA Group share for the shopping mall. 

November 2008. 

L’Aubette in Strasbourg 

Authenticity, leisure shopping, personalisation. 

Shopping centre development in Strasbourg’s historic city 

centre buildings. 

5,900 m 2 GLA. 

September 2008. 

15

Carré de Soie 

Fun shopping, new solidary, free time, leisure. 

Own development. Between Vaulx-en-Velin and Villeurbanne, 

a retail and leisure development in partnership with UCPA, 

within a designated urban regeneration zone. 

60,000 m² GLA total. 

Due to open in 2009. 

16

Positioning 

Cœur d’Orly 

Urban diversity, time saving shopping. 

Cœur d’Orly is an original project combining offices, a hotel 

complex and a congress centre (Essonne – Val-de-Marne 

project) with a retail, services and leisure park, generating 

a value-creating, vibrant mix. 


Okabe 

Urban diversity, new solidarity, 

best prices for everyday shopping. 

Development project which is HQE ® certified for the design 

stage. Urban development just 500 metres from the Paris 

ring road and the Porte d’Italie. 

41,000 m² of retail, 27,000 m² of offices. 

Altarea will keep the retail space in its portfolio. 

Due for completion in 2009. 

Dalmine 

Best prices for everyday shopping. 

New shopping centre between Milan and Bergamo, in the heart 

of one of Northern Italy’s richest economic areas. 

34,000 m² GLA including an Esselunga hypermarket. 


17

La Môle – Var 

Village development 

with villas, apartment blocks 

and public amenities 

18

Positioning 

2008 Residential 

In residential development, the Group covers a broad range 

through its subsidiary Cogedim. Cogedim is the French leader in 

upscale housing. The midscale range, sold under the Citalis 

brand, is designed to meet the needs of first-time buyers and 

investors. The Group also builds single-family homes in village 

developments, especially in the South of France. 

Personalisation, attention to detail, high quality materials. 

L’Arboretum in Garches 

70 apartments 

completed in April 2008 

Oxygène in Saint-Cloud (project) 

19 apartments and 2 town houses designed Jean-Jacques Ory. 

Launched In March 2008. 

19

Cinetic in Paris 20 th 

Environmental concerns, hqe 

quality standards, urban diversity. 

This 17,300 million² HQE certified 

building with 250 parking places 

at the Porte des Lilas was 

let in September 2008. 

Developed by Cogedim Entreprise, 

Cinetic was sold from plan 

to Caisse des Dépôts and Predica. 

The building comprises 3,500 m² 

of retail space, completion 

of which is scheduled 

for the first quarter of 2009. 

20

Positioning 

2008 Offices 

Through its subsidiary Cogedim Entreprise, Altarea is involved in 

three areas of the office property market: development, 

construction management and planning. In each of its buildings 

and projects, Cogedim Entreprise uses all its design ingenuity to 

meet the user’s specific needs. 2008 saw the completion of the 

new Philips head office in Suresnes and the second phase of the 

French National Assembly offices. 

Korus in Suresnes 

Personalisation. 

Completion at end May 2008 of the new Philips head office in 

Suresnes, totalling 24,000 m² and 572 parking places, fully 

furnished and equipped. The building was sold from plan to 

Vendôme Croidor (AXA Group). 

French National Assembly in Paris 

Authenticity, modernisation of use 

Completion in July 2008 of the second phase of offices, 

restaurants and auditorium at the French National Assembly. 

21

Sustainable development 

In today’s sustainable development culture, 

a company must not only consider its 

profitability and growth but also the social 

and environmental impacts of its activity. 

Through various planned initiatives, 

social and environmental responsibility 

plays a key role in Altarea’s development 

strategy as a means of differentiation 

and a guarantee of sustainability. 

La Cour des Capucins – Thionville. 

Altarea’s commitment to responsible eco-construction 

Very soon, environmentally-friendly buildings will be seen as an asset class in their own right 

and will be better valued financially. Aware of these trends, Altarea is firmly committed to the 

challenge posed by global warming and plans to cut its greenhouse gas emissions to one quarter 

of existing levels in the next forty years. 

Retail projects can now be quality certified under the NF Bâtiments Tertiaires – Démarche HQE ® 

label. Certivéa, a subsidiary of CSTB, has just published its environmental certification standards 

adapted to the retail property sector. Like the office sector, it contains fourteen reference targets 

and sets out environmental indicators for the construction works. These standards are the result 

of much hard work, to which Altarea contributed through its involvement in a working group run 

by Certivéa and the choice of three pilot developments: Okabé in Kremlin-Bicêtre and other town 

centre projects, notably in Thionville. A pioneer in this approach, Altarea will seek certification for 

all its projects. 

In residential property, at the HQE* Association’s 6 th National Conference, Cerqual, the Qualitel 

Group’s certification agency, officially presented Cogedim Résidence with a certificate giving it the 

right to use the NF Logement Démarche HQE label. 

This certification is tangible proof of Cogedim Résidence’s commitment to a strong environmental 

approach. It also reflects Cogedim Résidence’s responsible attitude towards its business as 

property developer. 

Projects under development will systematically be subject to quality certification. The «Dolce 

Villa» project in Paris 19th reflects this commitment. The project, designed by architect 

Christophe Girat, has particularly strong ambitions in energy performance by meeting THPE EnR 

2005 standards. The project’s key features are selection of materials based on reliability and 

recyclability, waste management and substantial energy savings. The hot water system is 

operated by Compagnie Parisienne de Chauffage Urbain (CPCU) and is more than 50% 

generated by roof-mounted solar panels, whilst a combination of interior and exterior insulation 

provides better heating regulation. As a result of this optimum energy management, the house 

will use half as much energy as a typical 1980s building. 

Lastly, in office development, at the beginning of 2011 Cogedim is due to complete a HQE certified 

3* hotel under the Kyriad Prestige brand, in the Saint-Priest technology park on the south-east 

outskirts of Lyon. Its design has a high sustainable development content aiming for a significant 

reduction in greenhouse gases. 

22

Hôtel Saint-Priest – Lyon. Dolce Villa – Paris 19 e . 

Altarea’s commitment to a more balanced town 

By systematically supporting its projects through initiatives to promote employment and training, 

Altarea has developed expertise in creating the «urban intensity» and social link essential to the 

sustainable town. In 2007, Altarea and FACE Grand Lyon, with the support of Vaulx-en-Velin town 

council, signed a charter committing to integration and employment at the Carré de Soie retail 

and leisure park. The charter is designed to promote actions to get people back to work by 

encouraging and developing employment and integration. It resulted in 309 employment 

contracts being signed during 2008, including training contracts, temporary employment and 

permanent and fixed-term contracts. Of the total, more than half were signed with local people 

from Vaulx-en-Velin. 

The sustainable town is one that excludes nobody, respects the most vulnerable and does not 

create social ghettos. By signing a partnership agreement with the Habitat et Humanisme 

association, Altarea has undertaken to ensure that social housing is no longer stigmatised. 

For the past two years, the Group has provided financial support to Habitat et Humanisme, which 

develops new town-centre housing for people who cannot afford private homes or existing social 

housing. The Group is financing two full-time employees in the Paris Region for property 

acquisition and management. It has contributed equity to the association for building two family 

boarding houses in Lyon. 

Once again this year, the Group’s shopping centres have involved their retail stores in an 

awareness and fund raising campaign for the association. 

23

Message from Jacques Nicolet 

“The Group now has €482 million 

in available cash, which is sufficient 

to meet all its commitments without 

further financing.“ 

In 2008, Altarea’s Supervisory Board paid close attention to risk management 

and control over the company’s commitments. With hindsight, the measures 

anticipated by Altarea at the end of 2007 and implemented during last year have 

proved to be particularly appropriate. 

• First, Altarea’s liquidity position was substantially improved through the 

€ 375 million rights issue launched in early 2008 and completed in July. The 

Group now has €482 million in available cash, which is sufficient to meet all its 

commitments without further financing. The rights issue has also kept the 

consolidated LTV ratio down to 53.4% (compared with a covenant of 65%) 

despite the sharp corrections in values at the end of the year. Lastly, no 

significant loan repayments are due before mid-2013, which puts Altarea in a 

comfortable position given the difficulties in raising liquidity in today’s market. 

• From an operating point of view, Altarea has also adapted its commitment 

policy. 

– In third-party development, it has considerably tightened its criteria for taking 

on projects, including measures such as unilateral undertakings, anticipating 

retail launches and raising pre-letting thresholds. Altarea had virtually no 

finished housing stocks at the year-end reflecting the success of this policy 

focused on preserving capital. The risk profile of Altarea’s property development 

model is more like that of a service provider with low capital commitments. 

24

– In shopping centre investment, the projects under development have been 

reviewed and classified according to their risk profile (commercial, 

administrative, technical, financial position). A number of projects have been 

restructured to adapt their yields to the current environment. Today, the Altarea 

Group’s investment commitments are controlled, profitable and fully financed. 

Having taken swift action at the very onset of crisis, the Altarea Group now has 

a robust financial structure and a healthy operating position. 

Co-Founder 

Chairman of the Supervisory Board 

25

ALtarea GROUP / Business review 

2 

Business review 

I – Business review 30 

1. Highlights of 2008 30 

1.1 Strengthening ALTAREA’s financial structure 

1.2 Restructuring of the property development 

business and adjustment in the acquisition 

value of Cogedim 

1.3 Shopping centres: continuing 

the value creationmodel 

1.4 Advance compliance with “SIIC 4“ 

requirements (7) 

1.5 Outlook 

2. Shopping centre development 31 

2.1 Summary 

2.2 Proprietary shopping centres 

2.3 Recurring operating profit 

2.4 Shopping centres under development (12) 

3. Property development for third parties 39 

3.1 Introduction 

3.2 Revenues 

3.3 Operating profit 

3.4 Operating review by product lin 

II – Consolidated results 44 

1. Results 44 

1.1 Net profit 

1.2 ALTAREA SCA parent company results 

and SIIC regime requirements 

2. Net asset value 46 

III – Financial resources 48 

1. Financial position 48 

2. Hedging and maturity 49 

27


I. Business review 

ALTAREA is a property investment company specialising in 

shopping centres and a multi-product developer. The company 

develops all asset classes, including shopping centres, offices, 

housing and hotels. 

ALTAREA’s development business in retail is mainly for own account. 

This has helped build a portfolio consisting exclusively 

of shopping centres with a value of €2.3 billion and generating 

an annualised gross rental income of €142 million at 31 December 

2008. 

Property development in other asset classes is exclusively for 

third parties. With financial risk under control, this business 

line increases the Group’s overall yield. 

1. Highlights of 2008 

1.1 Strengthening ALTAREA’s financial 

structure 

In July 2008, ALTAREA raised €374.5 million in the 

form of rights issue followed by a private placement (1). 

Subscribed mainly by existing shareholders (Founders, 

Predica, Foncière des Régions, Swiss Re), the capital 

increase at €170 per share allowed pension fund ABP to 

acquire a stake in the company as a strategic shareholder 

with around 6% of share capital. 

The Group currently presents solid indicators in terms of 

both liquidity (2) and balance sheet ratios (3) , allowing it to 

cope with the current financial crisis without abandoning 

its business model based on creating properties generating 

high yields and managing a portfolio of shopping centres. 

The commitments identified by the Group are currently 

fully covered by available cash (commitments to invest in 

shopping centres and development commitments, expenses 

etc) and no major loan repayments are due until mid-2013. 

Over the next few months, ALTAREA will continue to monitor 

the solidity of its balance sheet and may adapt its pace of 

expansion and the signature of new commitments in view of 

preserving its liquidity and balance sheet solidity. 

ALTAREA’s main bank covenants (consolidated loan-tovalue 

ratio of less than 65% and interest coverage ratio of 

over 2) should be able to withstand any further deterioration 

in economic conditions. 

1.2 Restructuring of the property 

development business and adjustment 

in the acquisition value of Cogedim 

At the end of 2008, ALTAREA’s property development 

business underwent operating and legal restructuring 

centred around Cogedim, with the adjustment of Cogedim’s 

acquisition value in the Group’s accounts. 

On 23 December 2008, Cogedim and Compagnie ALTAREA 

Habitation were merged in order to combine all of the 

Group’s property development activities within a single 

entity. After the merger, the new company was transferred 

to Altareit, ALTAREA’s 99.6%-owned subsidiary listed on 

Euronext Paris. 

This simplification of the Group’s organisational structure 

marks the completion of Cogedim’s operational integration 

into the ALTAREA Group, while also distinguishing its 

shopping centre investment activities from its property 

development activities for 1:3 parties. In relation to 

the merger, on the basis of the reports of independent 

appraisers, ALTAREA wrote down the acquisition value of 

Cogedim in its accounts, representing a cumulative impact 

of -€210 million after tax. 

Despite this value adjustment, Cogedim still managed to 

outperform the market. Revenues recognised according to 

the percentage of completion method increased by 29% yearon-year, 

while reservations of new homes fell by just 17% (4) 

compared with a decline of 38% for the market as a whole (5) . 

1.3 Shopping centres: continuing the value 

creationmodel 

For the existing portfolio, capitalisation rates increased 

from 5.11% to 5.76%. This represents a loss in value of 

€254 million on a like-for-like basis excluding the effect 

of rents, or a fall of 12%. This loss was partly offset by 

indexation and asset management, which had a positive 

impact of €82 million (+4%). 

The ALTAREA Group opened six shopping centres in 2008 

developed on a proprietary basis, representing a total net 

floor space of 78,000 m², five of which are in France and 

28 

(1) This capital increase was the subject of an offer document (“note d’information“) approved by the AMF and registered under number 08-0129 on 13 June 2008 

(2) Cash of €482 million 

(3) LTV of 53% compared with a consolidated bank covenant of 65% 

(4) Reservations of €557 million net of pull-outs 

(5) Source: French Ministry of Ecology Group share

one in Italy. These shopping centres, which were 97% let on 

opening, generated value creation of €97 million in 2008 

(average yield of 9%). Thanks to development projects 

secured over the last few years being brought into service, 

ALTAREA achieved further very strong cash flow growth in 

2008 (+23% for shopping centres). 

ALTAREA also invested a further €295 million in total in 

shopping centres (6) in 2008 (shopping centres in operation 

and development projects). The Group also secured eight 

new development projects representing potential investment 

of €416 million with a yield of over 9%. 

ALTAREA’s value creation model therefore demonstrates its 

relevance during a period of crisis, in which the automatic 

impact of higher capitalisation rates can be partially offset 

by dynamic management of the portfolio, as well as the 

completion of new assets offering high yields. 

1.4 Advance compliance with “SIIC 4“ 

requirements (7) 

The merger of Altafinance into ALTAREA was the final stage 

of the dissolution of the existing action in concert agreement 

between ALTAREA’s main shareholders, allowing ALTAREA 

to comply in advance with the final requirements relating to 

SIIC tax status, the provisions of which (“SIIC 4“) stipulate 

that no shareholder other than an SIIC may control more 

than 60% of an SIIC’s share capital and voting rights either 

alone or in concert. 

As a result of the merger, approved at the Annual General 

Meeting of 26 May 2008, legal control of ALTAREA is in 

line with its economic control. 

1.5 Outlook 

The situation observed at the start of 2009 was paradoxical. 

While consumer spending remained flat - due to the mixed 

success of retailers’ ”winter sales” and a decline in the 

number of visitors to shopping centres - sales of new homes 

seemed to pick up, with commercial activities achieving a 

return to growth. 

Against this uncertain backdrop, ALTAREA’s recurring 

operating profit should increase further thanks to the quality 

and diversity of its portfolio, with three new shopping centres 

brought into service already nearly 100% let. 

In view of its liquidity position, ALTAREA is planning to 

continue with its conventional strategy of creating cash flow 

and value, mainly by developing new shopping centres. The 

Group may also seize any opportunities arising from market 

conditions. ALTAREA has set itself the target of maintaining 

the current solidity of its balance sheet. 

2. Shopping centre development 

2.1 Summary 

At 31 December 2008, the portfolio of shopping centres in operation represented a value of €2.3 billion including transfer duties, with annualised 

rental income of €142 million. Current investment in shopping centre projects represents potential GLA of 705,600 m² and projected gross rental 

income of €171 million. 

Key figures for the asset base and project portfolio at 31 December 2008 

12/31/2008 GLA in m² Current 

gross rental 

income 

Appraisal 

value 

Provisional 

gross rental 

income 

Total 

Already 

invested 

Committed 

investments 

still to be 

made 

Net investment 

Remaining 

investments 

not 

committed 

Yield 

Shopping centres in operation 589,092 142.2 2,270.4 N/A N/A N/A N/A N/A N/A 

Shopping centres under construction 131,200 N/A N/A 40.6 509.8 311.3 198.5 0.0 8.0% 

Development projects and signed 

development projects 

574,400 N/A N/A 130.0 1,431.2 154.5 125.0 1,151.7 9.1% 

Total assets 1,294,692 142.2 2,270.4 170.6 1,941.1 465.8 323.5 1,151.7 8.8% 

(6) Group share 

(7) This merger was the subject of an offer document (“note d’information“) approved by the AMF and registered under number E.08-0052 on 7 May 2008 

29


2.2 Proprietary shopping centres 

2.2.1 Analysis of economic conditions 

The consumer climate 

The property and banking crisis that originated in the United 

States in summer 2007 turned into a global economic crisis 

in 2008, affecting all sectors and regions. In continental 

Europe, there was a particularly visible sudden drop 

in consumer spending from summer 2008, due to the 

combined effect of the credit crunch and an unprecedented 

rise in the cost of petroleum products. Despite the upturn in 

inflation at the end of the year, consumer morale was hard 

hit, with an increasing number of people taking a “wait-andsee“ 

stance in view of the sharp rise in unemployment and 

building up savings as security. 

ALTAREA’s shopping centres 

Despite their positioning and up-to-date design, ALTAREA’s 

shopping centres sustained a slight fall in retail tenants’ 

revenues for the first time, sliding 0.9% like-for-like. The 

second half of the year was particularly difficult, particularly 

in December, due to people waiting for the upcoming sales 

to make certain purchases. This decline in activity did not 

have an immediate impact on the ALTAREA Group’s rental 

income. The variable portion of its rental income represents 

just €1.1 million, less than 1% of total rental income in 


On a like-for-like basis, the occupancy cost ratio (8) remained 

moderate at 9.0% compared with 8.6% in 2007. 

2.2.2 Growth of operating shopping centres 

At 31 December 2008, the value (9) of operating properties was 

€ 2,270.4 million Group share, an increase of 4.6% compared 

with 31 December 2007 (down 8.0% like-for-like). 

Growth of operating shopping centres 

GLA Group 

share 

Gross rental 

income 

(in €m) (1) 

Group share 

Value 

(in €m) 

Group share 

TOTAL at 31 December 2007 521,660 114.8 2,170.3 

Shopping centres opened 58,700 19.6 259.6 

Acquisitions/disposals 8,732 0.7 11.9 

Variation on a like-for-like basis - 7.0 (171.3) 

Sub-total 67,432 27.4 100.1 

TOTAL at 31 December 2008 589,092 142.2 2,270.4 

O/w France 506,188 115.4 1,844.8 

O/w International 82,904 26.8 425.6 

(1) Annualised rental values on signed leases 

Shopping centres opened, acquisitions and disposals 

Six new shopping centres developed on a proprietary basis 

were opened in 2008: 

Centre GLA in m² Gross rental 

income 

Occupancy 

rate 

Boutiques Gare de l’Est 5,500 6.6 99% 

Pinerolo (Italy) 7,800 3.0 100% 

Aubette Strasbourg 3,800 2.5 97% 

Porte Jeune Mulhouse 9,600 3.2 97% 

Brest Guipavas 28,000 3.9 95% 

Montpellier St Aunès 4,000 0.5 100% 

Appraisal 

value*(in €m) 

Total completions 58,700 19.6 97% 259.6 

* Gross value, including transfer duties, Group share 

Thanks to the work of the Group’s letting teams, all of the 

properties completed in 2008 have an occupancy rate of 

close to 100%. 

Developed on the basis of an average yield of 9%, these 

shopping centres generated value creation of €97 million 

in 2008, recognised in the income statement. 

Progress made so far in the letting of properties due to be 

completed in 2009-10 suggests a similar performance. 

In 2008, 91 leases representing gross rental income of 

€9.1 million were signed for these shopping centres, 

indicating an occupancy rate of around 100% for shopping 

centres due to open in 2009. 

30 

(8) Ratio of rents and expenses charged to tenants to revenues generated, data available for properties in France 

(9) Including transfer duties

Growth in rental value on a like-for-like basis 

N o . of leases 

concerned 

Rental 

income gain 

(in €m) 

% growth 

Asset Management * 154 2.2 +2.0% 

Indexation 4.8 +4.2% 

Total 2008 154 7.0 +6.2% 

Reminder 2007 136 4.3 +5.4% 

(*) Asset Management comprises renewals, letting of empty properties, 

departures without replacement and re-letting of leases 

For properties already in the portfolio at the start of 2008, 

ALTAREA’s letting teams signed 154 leases representing 

gross rental income of €9.2 million, generating a capital 

gain of €2.2 million. 

In accordance with the agreements signed between the 

French Federation of Real Estate Companies (FSIF) and 

retailers, an amendment to the lease was proposed to the 

tenants concerned in order to index rents to the new retail 

rent index (ILC) (10) . 

The existing portfolio still presents potential for additional 

rental income, estimated at €3.5 million gross (compared 

with €4.0 million at 31 December 2007). 

Lease expiry schedule 

Leases are broken down according to expiry date and the next 

three-year termination option in the following schedule: 

In €m Group share Group share 

Year 

Rental income 

reaching lease 

expiry date 

% of total Rental income 

reaching 

three-year 

termination 

option 

% of total 

Past years 6.2 4.3% 6.2 4.3% 

2009 2.2 1.6% 12.8 9.0% 

2010 6.7 4.7% 23.1 16.2% 

2011 7.8 5.5% 30.3 21.3% 

2012 11.2 7.8% 16.9 11.9% 

2013 9.7 6.8% 22.4 15.8% 

2014 21.8 15.3% 19.5 13.7% 

2015 12.0 8.5% 2.0 1.4% 

2016 13.0 9.1% 2.4 1.7% 

2017 22.7 16.0% 4.0 2.8% 

2018 21.3 15.0% 1.0 0.7% 

>2018 7.7 5.4% 1.7 1.2% 

Total 142.2 100.0% 142.2 100.0% 

• Growth in property values on like-for-like basis 

The weighted average capitalisation rate (11) increased from 

5.11% to 5.76% over the year. 

12/31/2008 12/31/2007 

Average net 

capitalisation rate 

Average net 

capitalisation rate 

France 5.66% 5.02% 

International (Italy, Spain) 6.19% 5.47% 

Average 5.76% 5.11% 

The fall in the value of assets resulting from the increase in 

capitalisation rates was partly offset by indexation and asset 

management actions. 

Breakdown of movements in asset value 

(in €m) 

Movement in 

asset value 2008 

% of value 

in 2007 

Capitalisation rate effect/reversion -253.6 -11.8% 

Indexation of rents +66.6 +3.1% 

Asset Management +15.6 +0.7% 

Total movements in asset value -171.3 -8.0% 

• Appraisal values 

The ALTAREA Group’s property portfolio valuation is based 

on appraisals by Cushman & Wakefield and Savills (for 

properties in Italy). They use two methods: 

- A method based on the capitalisation of net rental 

income: the appraiser applies a yield based on the site’s 

characteristics (surface area, competition, rental potential 

etc.) to rental income including guaranteed minimum 

rent, variable rent and the market rent of vacant premises, 

adjusted for all charges. 

- A method based on discounting projected cash flow over 

10 years, taking into account the resale value at the end of 

the period determined by capitalising net rental income. 

The second method is used to validate the results obtained 

with the first method. 

(10) The French retail rent index (ILC) is based on the rental reference index (IRL), the construction cost index (ICC) and the retail revenues in value index (ICAV) 

(11) The capitalisation rate is the rental yield relative to the appraisal value including transfer duties. 

31


Rental income includes: 

• Rent increases to be applied on lease renewals; 

• The normative vacancy rate; 

• The impact of future rental capital gains resulting from 

the letting of vacant premises; 

• The increase in rental income from incremental rents; 

• The renewal of leases coming up for expiry. 

Appraisal valuations concern only properties in operation 

at 31 December 2008, not including the present or future 

value of projects in the portfolio or under construction, 

which are stated at cost. 

The building permit for Bercy Village was obtained in the 

second half of 2008. A discount is therefore no longer 

justified, as confirmed by legal expert Michel Marx. 

These valuations are conducted in accordance with the 

criteria set out in the RICS Appraisal and Valuation 

Standards published by the Royal Institute of Chartered 

Surveyors in May 2003. The surveyors’ assignments were 

carried out in accordance with the recommendations of the 

COB/CNC “Barthes de Ruyter working group“. Surveyors 

are paid lump-sum compensation determined in advance 

and based on the size and complexity of the appraised 

properties. Compensation is therefore totally independent 

of the results of the valuation assessment. 

The number of shopping centre property transactions slowed 

down significantly at the end of 2008. The few transactions 

recorded concern primarily shopping malls attached to 

hypermarkets in provincial areas. Depending on the quality 

of these properties, the rate of return for investors varied 

from 5.20% to 6.50%. Against this backdrop, appraisal 

firms have revised the Group’s average rate of return. 

2.3 Recurring operating profit 

The contribution to consolidated recurring operating profit 

increased by 26% to €104 million, mainly as a result of “full 

year“ effects and the completion of properties. 

(in €m) 12/31/2008 12/31/2007 

Rental income 122.3 94.4 

Other net income (entry rights) 4.3 3.6 

Land expense (2.1) (0.7) 

Unrecovered rental expenses (7.3) (4.6) 

NET RENTAL INCOME 117.3 +26.5% 92.7 

% of rental income 95.9% 98.2% 

Net overhead expenses (9.5) (9.1) 

Miscellaneous (3.9) (1.2) 

OPERATING PROFIT 103.8 +26.0% 82.4 

% of rental income 84.9% 87.3% 

32

Breakdown of operating shopping centres at 31 December 2008 (Group share) 

Centre Type Country Opening 

Renovation 

Driver brand 

Area Group 

share 

Gross rental income 

(in €m) (1) 

Group share 

Value (in €m) 

Group share 

Lille - Les Tanneurs & Grand’ Place CC F 2004 (R) Fnac, Monoprix, C&A 22,200 

Paris - Bercy Village ULC F 2001 (O) UGC Ciné Cité 19,400 

Toulouse Saint Georges CC F 2006 (R) Casino, Sephora 14,500 

Vichy CC F 2003 (O) Darty, La Grande Récré 14,203 

Brest Jean Jaurès CC F 2002 (O) Fnac, Go Sport, H&M 12,800 

Reims - Espace d’Erlon CC F 2002 (O) Monoprix, Fnac 7,100 

Brest - Coat ar Gueven CC F Sephora 6,339 

Roubaix - Espace Grand’ Rue CC F 2002 (O) Géant, Le Furet du Nord 4,400 

Troyes CC F H&M, Burton 3,633 

Paris - Vaugirard CC F 2,386 

Châlons - Hôtel de Ville CC F 2005 (O) Atac 2,100 

Paris - Les Boutiques Gare du Nord CC F 2002 (O) Monoprix 1,500 

Rome-Casetta Mattei CC I 2005 (O) Conad-Leclerc 14,800 

Aix en Provence CC F 1982 (O) Géant, Casino 3,729 

Nantes - Espace Océan CC F 1998 (R) Auchan, Camif 11,200 

Thiais Village ULC F 2007 (O) Ikea, Fnac, Decathlon etc. 22,324 

Sub-total city centre 162,614 48.5 874.1 

Toulouse - Occitania CO F 2005 (R ) Auchan, Go Sport 47,850 

Massy - -X% CO F 1986 (O) La Halle, Boulanger 18,200 

Bordeaux - Grand’ Tour CO F 2004 (R) Leclerc 11,200 

Strasbourg-La Vigie CO F 1988 (O) Decathlon, Castorama 8,769 

Flins CO F Carrefour 6,999 

Toulon - Grand’ Var CO F Go Sport, Planet Saturn 6,336 

Montgeron - Valdoly CO F 1984 (O) Auchan, Castorama 5,600 

Grenoble - Viallex CO F 1970 (O) Gifi 4,237 

Chalon Sur Saone CO F 1989 (O) Carrefour 4,001 

Miscellaneous - City outskirts CO F 10,466 

Barcelona - San Cugat CO S 1996 (O) Eroski, Media Market 20,488 

Ragusa CO I 2007 (O) Coop, Euronics, Upim 12,130 

Casale Montferrato CO I 2007 (O) Coop, Unieuro 7,973 

Bellinzago CO I 2007 (O) Gigante, H&M 19,713 

Sub-total city outskirts 183,961 44.6 877.2 

CC: city centre - ULC: urban leisure centre - CO: city outskirts - RP: retail park - S: Spain - O: Opening - R: Renovation 

(1) Rental values on signed leases at 1 January 2009 

33


Centre Type Country Opening 

Renovation 

Driver brand 

Area Group 

share 

Gross rental income 

(in €m) 

(1) 

Group share 

Value (in €m) 

Group share 

Villeparisis RP F 2006 (O) La Grande Recré, Alinea 18,623 

Herblay - XIV Avenue RP F 2002 (O) Alinéa, Go Sport 14,200 

Pierrelaye RP F 2005 (O) Castorama 9,750 

Bordeaux - St Eulalie RP F Tendance, Picard, Gemo 13,400 

Gennevilliers RP F 2006 (O) Decathlon, Boulanger 11,291 

Family Village Le Mans Ruaudin RP F 2007 (O) Darty 23,800 

Family Village Aubergenville RP F 2007 (O) King Jouet, Go Sport 38,620 

Other RP F 45,402 

Sub-total retail parks 175,085 21.7 419.0 

Total at 31 December 2007 521,660 114.8 2 170.3 

Paris - Vaugirard CC F (2,386) 

Troyes CC F (3,633) 

Coulaines- Sarthe RP F (2,021) 

Gennevilliers RP F Decathlon, Boulanger 7,572 

Other transactions 9,200 

Sub-total acquisitions/disposals/other 8,732 0.7 11.9 

Gare de l’Est CC F Casino 5,500 

Brest Guipavas RP F Ikea, Décathlon, Boulanger 28,000 

Mulhouse - Porte Jeune RP F Monoprix 9,600 

Montpellier - St Aunes RP F Leroy Merlin 4,000 

Strasbourg - L’Aubette CC F Zara, Marionnaud 3,800 

Pinerolo RP I Ipercoop 7,800 

Sub-total Centres opened 58,700 19.6 259.6 

Growth (like-for-like) 7.0 (171.3) 

Total at 31 December 2008 589,092 142.2 2 270.4 

O/w France 506,188 115.4 1 844.8 

O/w International 82,904 26.8 425.6 

CC: city centre - ULC: urban leisure centre - CO: city outskirts - RP: retail park - S: Spain - O: Opening - R: Renovation 

(1) Rental values on signed leases at 1 January 2009 

34

2.4 Shopping centres under development (12) 

At 31 December 2008, the volume of projects (shopping centres under construction/with authorisation, secured/signed centres) 

managed by ALTAREA represented projected net investment of over €1.9 billion and potential rental income of €170.6 million, 

representing a projected return on investment of 8.8%. 

Development cycle/commitments 

Thanks to its integrated development teams, ALTAREA has the operating capacity to put together and design new shopping 

centres generating high yields and making a significant contribution to its NAV. New development projects should generate 

a minimum spread of 300 basis points relative to the capitalisation rate for similar properties and be financed at the time of 

their launch. The entire process can take five to ten years. 

Administrative 

stage 

{ 

Project secured 

(Tender won 

or signature) 


authorization 

filings 

Secured / signed 

Authorisations 

obtained 

(CDEC / PC) 

Under construction / authorised 

Completion 

In operation 

{ 

{ 

{ 

Prospecting 

Preparation 

Definition of concept 

pre-marketing 


stage 

Construction 

Final 

works 

Portfolio 

Type of 

commitments 

{ 

Research or 

tender costs 

Compensation for 

loss of use / security 

for land / technical 

research costs 

Land 

Cost of works 

The property agreement is generally signed subject to obtaining administrative authorisations. Without exception, total costs 

incurred before construction works begin represent less than 10% of the total cost. The risk profile for the redevelopment 

of existing properties (extensions, renovations) is very different, as the site is generally secured and already generates rental 

income. 

2.4.1 Breakdown of commitments by type 

Net investment (in €m) 

Already invested (1) 465.8 

Committed investments still to be made (2) 323.5 

Remaining investments not committed (3) 1,151.7 

Projects in development 31 December 2008 1,941.0 

The portfolio of shopping centres under development broke down as follows at 31 December 2008: 

1. Already invested: all investment costs recognised at the accounting date. 

2. Committed investments still to be made: 

– Developments under construction: all of the remaining amount to be paid on completion 

– Developments at the preparation stage: payment commitments (bilateral sale and purchase agreements, signed contracts etc.) 

3. Remaining investments not committed: amounts still to be invested in developments at the preparation stage, with ALTAREA 

deciding whether to make a commitment (unilateral sales agreements, unsigned contracts etc.) 

(12) Group share. 

35


2.4.2 2008 investments 

Investments (in €m) 

Assets in operation 23 

Projects completed in 2008 83 

Projects completed after 2008 189 

Total 295 

The majority of investments made in 2008 concern construction costs. 

2.4.3 Breakdown of commitments by type of development project 

Group share of shopping centres 

Centres GLA in m² Gross rental 

income 

(in €m) 

Year of 

completion 

Already 

invested 

(in €m) 

Committed 

investments 

still to be 

made (in €m) 

Remaining 

investments 

not committed 

(in €m) 

Net 

investment 

(in €m) 

Yield 

Creches 13,900 1.4 2009 

Occitania extension 8,500 4.6 2009 

Lyon Carré de Soie 28,800 5.4 2009 

Wagram 11,500 7.0 2009 

Dalmine 32,400 9.9 2010 

Kremlin Bicêtre 25,800 11.1 2010 

Miscellaneous 10,300 2010-2012 

Sub-total projects under construction 131,200 40.6 311.3 198.5 0.0 509.8 8.0% 

Sous-total ready to begin works 61,500 9.6 2010-2012 24.8 44.1 42.5 111.4 

Sub-total preparing to begin works 240,700 64.5 2011-2014 54.8 61.1 583.0 698.9 

Sub-total development projects 

at advanced stage of review 

272,200 55.9 2012-2014 74.9 19.8 526.3 620.9 

Sub-total development projects 574,400 130.0 154.5 125.0 1,151.7 1,431.2 9.1% 

Total 705,600 170.6 465.8 323.5 1,151.7 1,941.1 8.8% 

36 

Eight new development projects were launched in 2008 representing potential investment of nearly €416 million and a 

projected yield of over 9%. 

Projects under construction 

At 31 December 2008, 10 projects were under construction, 

of which three are due to be completed in 2009: 

• The property complex on Avenue de Wagram in Paris is due 

to be completed in the second quarter of 2009: this will 

comprise a hotel with 118 rooms, as well as retail units 

at ground level, with a total GLA of 11,500 m² that is 

100% let. 

• The Lyon Carré de Soie shopping and leisure centre: this 

58,000 m² project created in partnership with Foncière 

Euris (share of 28,800 m²) is due to be completed in the 

second quarter of 2009. On completion, the property will 

be almost 100% let. 

• The Creches Retail Park is due to be completed in the 

second quarter of 2009. The site’s GLA of 13,900 m² is 

nearly 100% let. 

All of the developments currently under construction are 

wholly financed either by the structure that owns them or 

at corporate level. 

Development projects 

(partly committed, construction works not started) 

In addition to development projects under construction, 

ALTAREA has a portfolio of projects representing total 

investment of around €1.4 billion and projected rental 

income of €130 million. These projects, due to be 

completed between 2010 and 2014, are at various stages

of advancement and are only partly committed. For each 

project, ALTAREA holds the deeds to the property (sales 

agreement signed or tender won) but the decision to begin 

works definitively is still up to the Group and may be 

deferred on the basis of a variety of criteria such as the 

administrative and commercial situation of the project, 

economic conditions or availability of financing. To this 

end, ALTAREA has set up a project classification system 

according to their priority, reflecting its risk management 

policy: 

• Ready for works to begin 

(11% of development projects) 

This concerns development projects with a favourable risk/ 

return profile: expected yield of around 9%, proven retail 

demand and satisfactory stage of advancement in operating 

and administrative procedures. For most of these projects, 

the decision to begin construction works should be made in 

late 2009 or early 2010. The ALTAREA Group currently has 

all of the financial resources needed to go ahead with this 

project portfolio. 

• Preparing for works to begin 


This concerns development projects for which the decision 

to begin works should be made in 2010 but which still 

present room for improvement in their risk/return profile. 

They potentially represent a high rate of return but the legal, 

commercial, administrative and financial situation needs to 

be stabilised in order to reduce the level of risk. Depending 

on how financing conditions develop between now and 

2010, these projects could join the above category. 

• Development projects under study 


This category concerns development projects for which the 

start of construction works is not an immediate problem. 

Progress still needs to be made in their operating situation 

(administrative authorisations, pre-marketing, research etc.) 

in order to comply with the Group’s rules of commitment 

when the time comes. 

3. Property development 

for third parties 


Since acquiring Cogedim in July 2007, the ALTAREA 

Group has become one of the market leaders in property 

development for third parties, with a business volume of 

€1,042 million in 2008 (13) . 

3.1.1 Areas of intervention 

As an integrated multi-product property developer, the 

Group covers a broad range of activities: 

In terms of products: 

• Commercial property 

• Large mixed urban developments; 

• Residential property 

In terms of business lines: 

• Planner/developer 

• Developer 

• Service provider (delegated project management, marketing) 

3.1.2 Geographical presence 

In addition to the Paris region - which constitutes its historic 

market - the Group also operates in regional areas in large 

cities offering the strongest growth prospects on both an 

economic and demographic basis: 

• Provence-Alpes-Côte d’Azur region: Nice, Marseille 

• Rhône-Alpes region: Lyon, Grenoble, French Geneva Region 

• Grand-Ouest region: Toulouse, Bordeaux and the Basque 

country, Nantes 

Each of the eight subsidiaries is involved in the development 

of residentials and six of them also develop offices and 

hotels, with the support of a central commercial property 

team dedicated to regional areas. 

In the Paris region, the large size of the respective markets 

justifies keeping two separate subsidiaries, one for 

residentials and one for commercial property. 

3.1.3 Commitment policy 

In office properties, where the Group acts as developer 

signing off-plan sale agreements or property development 

contracts under which it makes a commitment to build a 

property, this commitment is subject to the property being 

sold in advance or the signature of a contract ensuring 

financing of the build. Where it acts as delegated project 

(13) Volume including tax. 

37


manager, the Group provides development services for the 

owner of a property in exchange for fees. In 2008, provision 

of these services accounted for nearly 80% of the Group’s 

commercial property business volume. 

In residential property, the Group has adapted its commitment 

policy to current economic conditions by stepping up the 

prudential criteria implemented at the start of the year. The 

main aim of these criteria is to favour the signature of a 

unilateral preliminary sales agreement rather than bilateral 

sale and purchase agreements, to set out conditions for 

the acquisition of the site and the start of works with a 

high level of pre-marketing, and to abandon developments 

that would not profitable enough or the marketing of which 

would be disappointing. 

The Group’s management of properties for sale is 

particularly efficient and has allowed it to control the level 

of unsold properties, which represented just €5 million (14) 

at 31 December 2008. 

3.1.4 Organisation of the property development division 

within the ALTAREA Group 

The property development division was legally and 

operationally restructured at the end of 2008, marking the 

definitive integration of Cogedim into the ALTAREA Group. 

Cogedim and Compagnie ALTAREA Habitation (15) were 

merged to begin with and the new entity was then transferred 

to Altareit, a 99.6%-owned subsidiary of ALTAREA listed on 

Euronext Paris. On this occasion, the powers of Cogedim’s 

Supervisory Board were reinforced with regard to deciding 

on commitments. The property development division, 

managed on an integrated basis, is therefore one of the two 

contributors to the Group’s cash flow alongside the shopping 

centre business. 

3.2 Revenues 

On a like-for-like basis, revenues from the property development 

division remained robust in 2008, rising by 29%. 


like-for-like (1) 

Property revenues 739.6 577.0 

O/w commercial property 147.9 70.2 

O/w residential property 591.7 506.8 

Services to third parties 29.4 18.9 

Total revenues 769.0 +29% 595.9 

This growth relates partly to the quality of the backlog at 

the start of 2008, as well as very strong growth in services 

provided for third parties. 

3.3 Operating profit 

The effects of the crisis are visible in operating profit, 

which fell by 21% (reduction in selling prices and slower 

adjustment of development costs). 



Total revenues 769.0 +29% 595.9 

Cost of sales (664.0) (486.5) 

Net overhead expenses (43.5) (34.8) 

Other (3.6) (0.9) 

RECURRING OPERATING PROFIT 57.9 -21% 73.7 

% of revenues 7.5% 12.4% 

(1) Including one year’s contribution from Cogedim 

3.4 Operating review by product line 

3.4.1 Commercial property 

At 31 December 2008, the Group was in charge of 

32 commercial property developments representing a total 

net floor area of 612,400 m², comprising mainly offices (26 

developments), as well as six hotels. 

(Net floor area, 000 m², 100%) 

Delegated 

project 

management 

Property 

development 

Total 

Offices 214 305 519 

Hotels 39 38 76 

Miscellaneous 

(research centres, multimedia etc.) 

– 17 17 

Total development projects 253 359 612 

Economic conditions in 2008 

Investment in commercial property (16) : 

With transactions totalling €12.5 billion in 2008, investment 

in commercial property fell by 55% year-on-year to the 

level of 2004. This was due to both investors encountering 

difficulties in obtaining financing and deterioration in 

economic conditions. 


38 

(14) Incomplete properties net of reservations Compared with net reservations of €557 million in 2008, as a share of ownership 

(15) Compagnie ALTAREA Habitation comprised ALTAREA’s property development activities before the acquisition of Cogedim 

(16) CRBE data for 2008.

The increase in capitalisation rates affected the majority of 

sectors and products, with increases of 100 to 150 basis 

points (e.g. Paris CBD up from 4.5% to 6.0% / provinces up 

from 6.3% to 7.5%). 

Commercial property take-ups 

In spite of deterioration in economic conditions, take-up 

of office properties held up in 2008 with a volume of 2.4 

million m², 14% lower than in 2007. Looking for savings, 

users favoured new premises, which accounted for 44% of 

take-up volumes. 

In parallel, immediately available property increased by 

13% to 2.7 million m². 

2008 transactions 

The Group carried out four major transactions in 2008. 

• TOULOUSE – Bordelongue (Porte Sud): A joint development 

with Vinci comprising three office blocks of 21,200 m², 

located close to the future Cancéropôle development, was 

sold to Crédit Suisse Asset Management for €56 million. 

Due for completion in early 2010. 

• KORUS, Tranche 2 in Suresnes: (56,000 m²) Development 

by Cogedim as delegated project manager on behalf of 

AXA REIM and sold off-plan to Servier. Works have just 

begun with completion due in mid-2011. 

• COLOMBES – Perspectives Défenses (28,000 m²): This 

development, under delegated project management on 

behalf of AXA REIM was completed in 2007 and let in 

full to Areva. It was sold to a German fund managed by 

AXA in 2008. 

• NICE MERIDIA – First Tranche -(10,200 m²): Joint development 

with Icade Tertial, this first tranche of office space of 

10,200 m² is subject to a property development contract 

on behalf of Cogedim Office Partners for €22.8 million 

excluding tax. Works began in the fourth quarter of 2008 for 

completion in the first quarter of 2010. 

2008 completions 

Three developments were completed in 2008: 

• Korus Tranche 1 in Suresnes: Developed under delegated 

project management, this 43,000 m² property leased by 

Philips France was completed in late June on behalf of 

AXA REIM France. 

• Wissous Logistique: 10,000 m² of logistics space 

developed as delegated project manager on behalf of Axa 

Reim France. 

• French National Assembly: (25,000 m², rue de l’Université, 

Paris 7). Extensive redevelopment of the offices of 

members of parliament on behalf of the French National 

Assembly as delegated project manager. The development 

was completed in July 2008. 

Revenues and fees 



Revenues 147.9 70.2 

NET PROPERTY INCOME 12.0 +9% 11.0 

% of revenues 8.1% 15.7% 

SERVICES TO THIRD PARTIES 26.2 +122% 11.8 


Backlog (17) off-plan, property development contracts and 

delegated project management) 

The backlog of off-plan and property development contracts 

represented €141.9 million at the end of 2008 with 

€240.3 million at the end of 2007. At the end of December 

2008, the Group also had a backlog of delegated project 

management fees representing €19.8 million. 

3.4.2 Large mixed urban developments 

The ALTAREA Group is positioned as an urban multiproduct 

actor, able to offer complete solutions including 

all property classes, with integrated operating expertise 

(offices, housing, hotels, shops). The target in terms of final 

investment is still shops, which are developed in order to 

be kept in the portfolio, while other property classes are 

intended to be sold. 

At 31 December 2008, the Group managed six large mixed 

urban developments representing a total net floor area of 

718,000 m². These developments comprise predominantly 

office space but also include 139,000 m² of shops, 

intended to be kept in the portfolio for ALTAREA’s share 

(GLA of 75,500 m²). 

(17) Revenues excluding tax on notarised sales to be recognised according to the percentage of completion method, placements not yet subject to a notarised deed and 

fees owed by third parties on contracts signed. 

39


(Net floor area, 000 m²) Shops (1) Offices Hotels Residential Miscellaneous Total 

Nice Meridia 29 18 46 

Kremlin Bicêtre 45 27 1 73 

Euromed (Marseille) 2 49 10 10 72 

Nanterre - Quartier de l’Université 55 65 12 34 6 172 

Cœur d’Orly 37 103 22 162 

Toulouse Aerospace Campus 127 8 7 51 193 

Total 139 399 52 60 67 718 

(1) Part of which is to be retained in the portfolio (75,900 m² GLA Group share), included in shopping centre development projects at 31 December 2008 in part 2.2. 

Synergies with the shopping centre business should be achieved over time in these large mixed urban developments, with the 

possibility of investing in commercial properties at cost. 

3.4.3 Residential property 

The residential property range covered by the Group comprises: 

• Upscale properties, sold under the Cogedim brand, defined 

by their positioning in terms of aesthetics, quality and 

location. In this segment, Cogedim enjoys an undisputed 

market-leading position in France. Prices range from 

€4,700 to €11,000 per m² in the Paris region and 

€3,000 to €8,100 per m² in regional areas. Upscale 

properties represented reservations of €281 million in 

2008 (50% of total reservations). 

• Midscale properties, sold under the Cogedim Citalis 

brand, are designed to meet the needs of new buyers and 

investors. High potential sites are favoured for this range 

in order to carry out quality developments. Prices range 

from €2,400 to €4,400 per m². Midscale properties 

represented reservations of €276 million in 2008 (50% 

of total reservations). 

• Single-family home “villages“ With a particularly strong 

presence in the south of France, the Group develops singlefamily 

homes and country houses targeting customers at the 

top end of the market looking for a convivial environment 

and a high standard of property for an average price of 

€500,000 to €600,000 per property. 

• The serviced residences business (retirement homes, 

executive, student and leisure residences) was launched 

in the second half of 2008. The first development project 

is a student residence in Lyon. This range, which benefits 

from Cogedim’s strong reputation with its Hespérides 

brand name, should develop in regional areas in particular 

as of 2009. 

Economic conditions in 2008 

Sales slowed down gradually in the first half of 2008 before 

dropping off drastically from September. The unprecedented 

financial crisis, tougher lending conditions and the lack of 

confidence among first-time buyers and investors caused a 

sudden downturn. All indicators showed severe deterioration. 

In 2008, sales of new homes fell by 38%, the number of 

building permits fell by 17% and building starts fell by 18% 

(18) 

. The rate of pull-outs was extremely high, between 35% 

and 50% according to the French Federation of Property 

Developers and Builders, mainly due to banks refusing to 

provide loans. 

Despite this unfavourable economic climate, a number of 

factors could reflate the new homes market. Under the 

French government’s rescue plan, social housing agencies 

will buy 100,000 additional homes within the next two 

years and interest-free loans for first-time buyers wanting 

to buy a new home will be doubled. Tax-exempt interest on 

borrowings, coupled with the new tax reduction for buy-tolet 

investments (spread out over nine years for 25% of the 

purchase price up to a maximum of €300,000) adopted in 

the 2009 French Finance Bill should have a positive impact 

on the residential market. In addition, successive interest 

rate cuts by the European Central Bank - with the key rate 

reduced from 4.25% to 1.5% in six months - should allow for 

more solvent demand, which could remain brisk, supported 

by structural factors such as demographics, single person 

homes and retirements. 

40 

(18) Source: French Ministry of Ecology

Reservations 

In 2008, the Group’s reservations totalled €557 million including 

tax compared with €668 million in 2007, a fall of 17% 

compared with 38% for the market as a whole (19). 

Reservations at 31 December 2008 

(€m including tax) Upscale Midscale Total 

Paris region 123 79 202 36% 

PACA 70 71 141 25% 

Rhône-Alpes region 75 56 132 24% 

Grand-Ouest region 12 70 82 15% 

Total 281 276 557 100% 

50% 50% 

Reminder at 12/31/2007 51% 49% 668 

Of sales of individual new homes alone in 2008, 46% were 

in the Paris region and 54% in regional areas. 

In 2008, 38 commercial launches took place representing 

a total sales value of €569 million including tax. The policy 

implemented by the Group allows for control of properties 

for sale in an uncertain climate and significantly reduces 

the risk of unsold properties on completion. 

Because of uncertain market conditions, the Group 

abandoned 13 development projects started for which 

marketing was uncertain. By way of caution, it also 

abandoned or deferred 46 developments in the portfolio 

presenting an uncertain rate of return. This deterioration 

concerned almost solely the fourth quarter of the year. 

Net reservations in €m 

(€m including tax) 2008 2007 Difference 

Gross reservations 810 796 2% 

Pull-outs (client decision) –222 -120 84% 

Net reservations excluding 

abandoned developments 

589 676 –13% 

Abandoned developments 

(company decision) 

–32 -8 

Net reservations 557 668 –17% 

(number of lots) Upscale Midscale Total o/w Reservations 

abandoned 

developments 

excluding 

abandoned 

developments 

Paris region 248 281 529 -48 577 

PACA 214 328 542 -8 550 

Rhône-Alpes region 280 318 598 -38 636 

Grand-Ouest region 36 490 526 526 

Total 778 1,417 2,195 -94 2,289 

36% 64% 

Reminder at 

12/31/2007 

2,395 -33 2,428 

2008 vs 2007 -9% -6% 

The average price of lots sold in 2008 was €254,000 

compared with €279,000 in 2007. This should be 

considered in the context of: 

• a higher proportion of block sales, accounting for 

36% of reservations in 2008 compared with 23% in 

2007. Block sales represented €202 million in 2008, 

including €22 million within the framework of the French 

government’s rescue plan; 

• the proportion of properties sold in regional areas, 

accounting for 64% of reservations in 2008 compared 

with 54% in 2007; 

• the general fall in real selling prices after negotiation. The 

fall was limited in the Paris region and sharper in regional 

areas. 

Notarised contracts 

(€m including tax) Upscale Midscale Total 

Paris region 98 116 215 40% 

PACA 39 58 97 18% 



Total 247 289 536 100% 

46% 54% 

Reminder at 12/31/2007 54% 46% 771 

Notarised sales decreased between 2007 and 2008 as a 

result of the decline in net reservations over the course of 

the year, as well as the implementation of prudential criteria 

with the aim of ensuring high levels of pre-marketing 

before buying land, thereby delaying the initial signature of 

notarised deeds. 

(19) Source: French Ministry of Ecology 

41


The level of outstanding unnotarised reservations at the end 

of December 2008, exceeding the period of three months 

between signing the reservation agreement and signing the 

notarised deed, was reduced by 63% to €27 million from 

€74 million at the end of 2007. This was made possible 

in particular by measures implemented in the course of 

the year, such as the systematic monitoring of any causes 

of delays in order to anticipate risks of late notarisation 

of contracts and improved organisation of the handling of 

contracts. 

Revenues (20) and net property income 

Revenues at 31 December 2008 

(€m excl. tax) Upscale Midscale Total 

Paris region 178 95 273 46% 

PACA 58 87 145 25% 



Total 318 274 592 100% 

54% 46% 

Reminder at 12/31/2007 70% 30% 507 

2008 vs 2007 +17% 

Net property income 



Revenues 591.7 506.8 

NET PROPERTY INCOME 63.6 -19.9% 79.5 

% of revenues 10.8% 15.7% 

FEES 3.2 -54.3% 7.1 

Backlog (21) 

At the end of 2008, the residential property backlog was 

€623 million (13 months of revenues), compared with 

€727 million (17 months of revenues) at the end of 2007 

Backlog at 31 December 2008 

(€m excl. tax) 

Notarised 

revenues not 

recognised on 

a percentage 

of completion 

basis 

Reserved 

revenues not 

recognised on 

a percentage 

of completion 

basis 

Paris region 175 87 261 42% 

PACA 61 72 133 21% 



Total 389 234 623 100% 

Total 

62% 38% 

Reminder at 12/31/2007 727 

The backlog breaks down as follows: 

• €389 million of notarised sales with revenues to be 

recognised according to the percentage of completion 

method, with €290 million expected in 2009; 

• €234 million of reservations of sales to be notarised, 

which should contribute €121 million to revenues in 

2009, including €80 million relating to developments 

under construction at the end of December 2008. 


The reduction in net property income was mainly due to 

lower selling prices and the larger proportion of block sales, 

which generate lower margins. 

42 

(20) Revenues recognised according to the percentage of completion method in accordance with IFRS. The percentage of completion is calculated according to the stage 

of construction not including land. Unless stated otherwise, figures are on an annual basis. 

(21) The backlog comprises revenues excluding tax from notarised sales to be recognised according to the percentage of completion method and individual and block 

reservations to be notarised.

Analysis of properties for sale 

Properties for sale at 31 December 2008 were 27% lower than at the end of 2007 (22) . The level of unsold completed residential 

properties was near zero. 

Breakdown of properties for sale (€443 million including tax) at 31 December 2008 by stage of advancement 

Risk 

Operating phases 

Preparation stage 

(land not acquired) 

Land 

acquired/building 

not yet started 

Land 

acquired/building 

in progress 

Stock of 

completed 

residential units 

Expenses incurred (€ m excluding tax) 25 7 

Cost price of properties for sale (€ m excluding tax) 203 4 

Properties for sale (€443 million including tax) 174 28 235 5 

(%) 39 % 6 % 54 % 1 % 

o/w due for completion in 2009 



€84 million 

€139 million 

€12 million 

Reminder: properties for sale at 31 December 2007 

Properties for sale (€605 million including tax) 114 173 314 4 

(%) 19 % 29 % 52 % 1 % 

o/w due for completion in 2008 



€83 million 

€15 million 

€76 million 

Analysis of properties for sale: €443 million including tax 

• 45% of properties for sale concern developments for 

which construction has not yet begun and for which the 

amounts invested correspond primarily to research costs 

and land order fees (or guarantees) paid upon the signature 

of preliminary sales agreements with the possibility of 

retraction. This is stable overall compared with the level 

at the end of 2007. 

• Of properties currently under construction, just €84 million 

corresponds to lots due for completion in less than one 

year. 

• There are almost no unsold finished properties 

(€5≈million). 

The breakdown of developments by stage of advancement 

reflects the more stringent prudential criteria implemented 

at the start of the year. These criteria are based primarily on 

the following principles: 

• favouring the signature of unilateral preliminary sales 

agreements rather than bilateral sale and purchase 

agreements, which are confined to highly profitable 

developments; 

• a high level of pre-marketing at the time the site is 

acquired and when construction works begin; 

• enlarging the responsibilities of the Commitments 

Committee, whose agreement is required at all stages 

of the development, including signature of the sales 

agreement, start of marketing, acquisition of the site and 

start of works; 

• abandoning developments that would not be profitable 

enough or the marketing of which would be disappointing. 

(22) Share of ownership 

43

Consolidated results 

II . Consolidated results 

1. Results 

1.1 Net profit 

At 31 December 2008, recurring net profit (Group share) totalled €93.7 million, an increase of 26%. Including shares created during 

the capital increase , recurring net profit came to €10.3 per share, an increase of 9% compared with 2007. This growth relates 

partly to the contribution from Cogedim consolidated over the full year in 2008 as opposed to six months in 2007, as well as the 

retail property business, which made a much more significant contribution (up 23%). 

(in €m) 12/31/2008 

Shopping 

centres 

Recurring 

Property 

development 

Total 

recurring 

Nonrecurring 

OPERATING PROFIT 103.8 +26% 57.9 161.8 +31% (502.0) (340.2) 

Net cost of debt (43.6) (24.1) (67.7) (7.4) (75.2) 

Change in fair value of financial instruments – – – (110.4) (110.4) 

Share from companies accounted for using the equity method 4.4 0.6 5.0 (31.3) (26.3) 

Discounting of payables and receivables – – – (3.5) (3.5) 

PRE-TAX PROFIT 64.6 34.4 99.0 (654.8) (555.7) 

Tax 0.3 (1.1) (0.8) 172.9 172.2 

NET PROFIT 64.9 33.4 98.3 (481.8) (383.5) 

CONSOLIDATED NET PROFIT, GROUP SHARE 62.4 +23% 31.3 93.7 +26% (490.8) (397.1) 

Average number of shares (thousands) 9,118 

RECURRING EPS, GROUP SHARE (€ per share) 10.28 +9% 

0.0 

Total 

(in €m) 12/31/2007 

Shopping 

centres 

Recurring 

Property 

development 

Total 

recurring 

Nonrecurring 

OPERATING PROFIT 82.4 41.3 123.7 375.5 499.2 

Net cost of debt (31.4) (6.7) (38.1) (6.6) (44.7) 

Change in fair value of financial instruments 0.0 0.0 0.0 2.1 2.1 

Share from companies accounted for using the equity method 1.4 0.9 2.3 4.6 6.9 

Discounting of payables and receivables – – – (5.9) (5.9) 

PRE-TAX PROFIT 52.5 35.5 88.0 369.7 457.7 

Tax (0.4) (11.2) (11.6) (6.6) (18.2) 

NET PROFIT 52.1 24.3 76.4 363.2 439.5 

CONSOLIDATED NET PROFIT, GROUP SHARE 50.9 23.5 74.3 355.1 429.4 

Average number of shares (thousands) 7,897 

RECURRING EPS, GROUP SHARE (€ per share) 9.41 

0.0 

Total 

44 (23) 22 % du capital post opération.

1.1.1 Recurring net profit: €93.7 million 

Recurring operating profit 

Recurring operating profit rose 26% in 2008 thanks to the 

full-year consolidation of Cogedim (additional €16.6 million) 

and strong growth in the shopping centres business (up 

€21.4 million or 26%) relating to centres opened in 2007 

and 2008. 

Cost of recurring net debt 

The recurring portion of debt concerns net financial expenses 

incurred relating to loans secured against the portfolio of 

shopping centres and Cogedim’s cost of debt. 

1.1.2 Non-recurring net profit: -€490.8 million 

This item includes all adjustments made to carrying values 

over the year. 

By type, the main adjustments made were as follows: 

• Property development intangibles 

Goodwill and customer relations – €351m 

Tax €141m 

Net total 

–€210m 

Non-recurring net profit was also impacted by an operating 

provision for Cogedim of €18 million after tax (provision for 

restructuring and inventories). 

Adjustment to the value of shopping centres 

Shopping centres loss in value (like-for-like) – €183m 

Completion of new properties €97m 

Depreciation for Russia (**) – €29m 

Non-capitalised development costs – €20m 

Depreciation of inventories 

(studies incurred on new projects) – €17m 

Other – €7m 

Total shopping centres – €159m 

• Change in value of financial instruments 

Non-recurring net profit also includes the impact of the 

fair value adjustment of hedging instruments, representing 

– €110 million. The ALTAREA Group has elected not to 

use hedge accounting as proposed by IAS 39. As a result, 

changes in the value of financial instruments are recognised 

in the income statement. 

• Other items 

Other items, representing a total of €6 million, correspond 

primarily to deferred tax (temporary differences). 

Average number of economic shares 

The average number of economic shares is the average 

number of outstanding shares diluted for stock option 

and stock grant plans at 31 December 2008. The change 

relative to 2007 is mainly due to the capital increase that 

took place at the start of the second half of 2008. 

1.2 ALTAREA SCA parent company results and 

SIIC regime requirements 

ALTAREA SCA’s accounting net profit totalled €83.7 million 

in 2008. This relates primarily to exceptional income of 

€97.2 million from a number of internal restructuring 

programmes, such as the merger of two subsidiaries and 

the restructuring of the property development business. 

This equates to a tax loss of €237.2 million, including a 

profit of €7.5 million on tax-exempt operations and a loss 

of €244.7 million on taxable operations. Accordingly, 

ALTAREA has no distribution obligation in 2009 in respect 

of its 2008 tax-exempt results due to the existing cumulative 

deficit at 31 December 2008. 

In accordance with SIIC regulations, eligible activities must 

represent at least 80% of total activity in ALTAREA SCA’s 

statutory balance sheet. At 31 December 2008, the 

eligibility ratio stood at 90.9%. 

(**) Corresponds to 100% of the carrying value of the stake in RosEvroDeveloppement 

45

Consolidated results 

2. Net asset value (NAV) 

At 31 December 2008, ALTAREA’s fully diluted, going concern NAV amounted to €124.2 per share. 

12/31/2008 12/31/2007 

€m € per share €m € per share 

Consolidated equity, Group share 1,109.3 108.1 1,184.0 147.6 

Restated tax 

Deferred tax on the balance sheet for non-SIIC assets (international assets) 18.3 32.1 

Effective tax for unrealised capital gains on non-SIIC assets* (3.5) (4.1) 

Restated transfer duties 

Transfer duties deducted from balance sheet asset values 126.1 114.3 

Estimated transfer duties and selling fees* (65.8) (62.8) 

Other unrealised capital gains or losses 37.7 15.9 

Impact of securities offering access to share capital 0.6 1.4 

Partners’ share (1) (14.1) (19.2) 

DILUTED LIQUIDATION NAV 1,208.5 117.8 1,261.5 157.3 -25% 

Estimated transfer duties and selling fees 65.8 62.8 

Partners’ share (0.8) (0.9) 

DILUTED GOING CONCERN NAV 1,273.6 124.2 1,323.4 165.0 -25% 

Diluted going concern NAV excluding financial instruments 1,355.3 132.1 1,283.3 160.0 -17% 

Number of diluted shares 10,257,854 8,020,367 

* Varies according to the type of disposal carried out, i.e. sale of asset or sale of shares 

(1) Maximum dilution of 120,000 shares 

Calculation basis 

Tax issues 

Most of ALTAREA’s property portfolio is not liable for 

capital gains tax under the SIIC regime. The exceptions are 

assets which are not SIIC-eligible due to their ownership 

method (Gare du Nord and Roubaix), and assets owned 

outside France. For these foreign assets, capital gains tax 

on disposal is deducted directly from the consolidated 

accounts at the standard tax rate in the host country, based 

on the difference between the open market value and the 

tax value of the property assets. 

ALTAREA took into account the ownership methods of assets 

outside the SIIC scope to determine going concern NAV after 

tax, since the tax reflects the tax that would effectively be 

paid if the shares of the company holding just a single asset 

were sold or, conversely, if the assets were sold building by 

building. 

Transfer duties 

Investment property was recognised in the IFRS-compliant 

consolidated accounts at appraisal value, excluding transfer 

duties, by applying a transfer tax rate of 6.20% to all assets, 

including those that may be eligible for sale at a reduced 

VAT rate. To calculate going concern NAV, however, the 

transfer duties were added back in the same amount of 

€126.1 million at 31 December 2008. 

For example, when calculating ALTAREA’s liquidation NAV, 

excluding transfer duties, transfer duties were deducted on 

the basis of selling the shares of the company holding only 

a single asset (24) or, conversely, selling the assets building 

by building. 

Impact of securities offering access to share capital 

This concerns the impact of the exercising of “in the money“ 

stock options, the counterparty of which is an increase in 

the number of diluted shares. 

46 

(24) Based on a rate of 5.09%

Other unrealised capital gains or losses 

Unrealised capital gains and losses relate to rental 

management and shopping centre development activities 

as reported at 31 December 2008. 

Change in number of diluted shares 

At 31 December 2008, fully diluted shares numbered 

10,257,854. This amount is based outstanding shares plus 

potential shares relating to “in the money“ stock options 

and stock grants representing a total of 165,395 shares 

assumed to have been exercised with the corresponding 

capital contribution added to equity. Treasury shares 

totalling 106,632 shares at 31 December 2008 were then 

deducted to determine the number of fully diluted shares. 

47

Financial resources 

III Financial 

resources 

1. Financial position 


2008 was subject to severe liquidity problems in the 

interbank market, resulting in more restricted access to 

credit and wider spreads. In this uncertain climate, the 

ALTAREA Group benefited from its considerable strengths: 

• Cash and cash equivalents of €482 million, comprising 

€422 million of available cash and €60 million of 

authorised loans under firm term sheet. 

• Debts with long maturities, with no major repayments due 

until mid-2013; 

• Robust consolidated bank covenants (LTV of less than 

65% and ICR of over 2), with significant leeway as at 

31 December 2008 (LTV of 53.4% and ICR of 2.6) 

These strengths are based primarily on a business model 

generating a high level of cash flow, even during times of 

crisis. 

1.1.1 Cash and cash equivalents: €482 million 

Available cash: €422 million 

Resulting mainly from the capital increase carried out in 

July 2008, available cash amounted to €422 million at 

the start of January, comprising corporate resources of 

€332 million (cash and confirmed authorisations) and loan 

authorisations secured against specific developments of 

€90 million (mortgage financing). 

Financing under firm term sheet: €60 million 

At the start of 2009, the Group had additional financing 

subject to a term sheet of €60 million, which should increase 

its cash and cash equivalents in the coming weeks. 

1.2 Commitments and liquidity 

The Group’s cash and cash equivalents exceed its identified 

commitments. 

Financing of investment in shopping centres: €366 million 

All identified commitments and non-committed investments 

in “ready for works to begin“ projects (25) representing a 

total of €366 million are financed by existing cash and 

cash equivalents to be paid out between 2009 and 2012. 

The Group’s aim is to obtain ad hoc financing for all of 

its development projects when the time comes in order to 

maintain a high level of liquidity. 

Financing of property developments 

For development projects on behalf of third parties (offices 

and residential property), the prudential criteria to begin 

works require a proven level of pre-marketing allowing for 

financing under current market conditions without the use 

of additional equity on top of the existing allocation. 

13 Debt by type 

ALTAREA’s net debt stood at €1,908.0 million at 31 December 

2008 compared with €1,848.0 million at 31 December 2007. 

(in €m) 2008 2007 

Corporate debt 772 704 

Mortgage debt 980 734 

Debt relating to acquisition of Cogedim 300 300 

Property development debt 152 213 

Total gross debt 2,204 1,951 

Cash and cash equivalents (296) (103) 

TOTAL NET DEBT 1,908 1,848 

• Corporate debt is subject to consolidated bank covenants 

(LTV of less than 65% and ICR of over 2). 

• Mortgage debt is subject to covenants specific to the 

property financed in terms of LTV, ICR and DSCR. 

• Property development debt secured against development 

projects is subject to covenants specific to each 

development project (pre-marketing). 

• Debt relating to the acquisition of Cogedim is subject 

to corporate covenants (LTV of less than 65% and ICR 

of over 2) and covenants specific to Cogedim (EBITDA 

leverage and ICR). 

1.4 Financing obtained in 2008 

The ALTAREA Group obtained financing of €319 million in 

2008, broken down as follows: 

• €210 million of mortgage financing for development 

projects; 

• €94 million of mortgage financing for operating 

properties; 

• €60 million of property development loans for residential 

property development and commercial property activities. 

48 

(25) €324 million committed still to be invested and €42 million not committed still to be invested (see 2.4.1)

Despite the severe slowdown in lending activity at the end of 

2008 in particular, well designed development projects with 

a high level of pre-marketing were able to obtain financing 

under financially profitable terms for the ALTAREA Group. 

1.5 Financial covenants 

LTV ratio 

The Group’s consolidated LTV ratio was 53.4% at 

31 December 2008 compared with 50.4% at the end of 

2007. 

With a covenant maximum of 65%, the ALTAREA Group 

believes that it has significant leeway to allow it to cope with 

any further deterioration in economic conditions. 

Interest cover ratio (EBITDA (25) /financing costs) 

The interest cover ratio stood at 2.6x at 31 December 2008 

compared with a covenant of 2.0x. 

Other specific covenants 

An exhaustive review of the specific covenants for each 

credit line was conducted in 2008. 

All covenants relating to the shopping centres business are 

largely respected and should be able to hold up against any 

further deterioration in values. 

All covenants relating to the loan for the acquisition of 

Cogedim were very largely respected at 31 December 

2008 (27) . 

2. Hedging and maturity 

The hedging instruments held by the Group at 31 December 

2008 allowed it to hedge a maximum nominal amount of 

€2.2 billion, equal to 100% of consolidated gross debt. 

Over the full year in 2008, net cash flow from the hedging 

portfolio amounted to €20 million, thereby helping to 

maintain the Group’s cost of debt. 

The portfolio of hedging instruments comprises the following: 

Nominal amount (m€) and amount hedged 

Maturity 

Swap 

at 

12/31/2008 

Cap/Collar 

at 12/31/2008 

600 

400 

200 

0 

70 

24 40 

126 

409 

2009 2010 2011 2012 2013 2014 2015 2016 2017 

232 

Total 

hedging 

36 

512 

Average 

Euribor 

hedged 

2009 1,860 224 2,084 4.07 % 

2010 1,760 89 1,849 4.09 % 

2011 1,632 87 1,719 4.14 % 

2012 1,482 85 1,566 4.20 % 

2013 982 29 1,011 4.27 % 

2014 799 29 828 4.20 % 

2015 728 29 757 4.21 % 

2016 591 29 620 4.28 % 

2017 310 – 310 4.19 % 

As a result of the interest rate cut at the end of 2008, 

the ALTAREA Group reported an accounting net loss of 

€110 million on the value of its hedging portfolio (IAS 

32 and 39), with no repercussions on cash and cash 

equivalents. 

Cost of debt 

The ALTAREA Group’s average financing cost was 4.68% in 

2008 compared with 4.47% in 2007. The average spread 

in 2008 was below current market conditions. The “credit 

spread“ component of existing debts was not stated at the 

market value in the Group’s NAV. 

Debt maturity 

No major debt repayments are due before mid-2013. The 

average debt maturity was 7.0 years at 31 December 2008 

compared with 7.7 years in 2007. Most of the outstanding 

debt comprises mortgage loans backed by assets held for 

the long term, which explains this very long maturity. 

Group debt repayment schedule 

(excludind properly development) 

Nominal (in €m) 

630 

(26) EBITDA is equal to recurring operating profit before depreciation, amortisation and provisions. 

(27) EBITDA leverage of 3.1x (compared with covenant maximum of 5.75x) and ICR ratio of 3x (compared with covenant minimum of 2x). 

49


Balance sheet to 31 December 2008 

Assets 

(€ thousand) 12/31/2008 12/31/2007 

NON–CURRENT ASSETS 3,109,266 3,017,527 

Goodwill 128,716 352,672 

Brands 66,600 66,600 

Other intangible assets 4,792 5,000 

Property, plant and equipment 10,694 8,349 

Investment buildings 2,221,875 2,075,997 

Assets in progress 516,940 399,197 

Assets held for sale 1,583 283 

Investments in associated companies 68,599 92,298 

Non–consolidated investments 264 262 

Other non–current financial assets 25,521 16,294 

Deferred tax assets 63,682 578 

CURRENT ASSETS 1,115,451 1,156,730 

Client relationships 29,507 156,943 

Inventory and work in progress 396,220 525,941 

Accounts receivable 155,695 98,828 

Other short–term receivables 190,047 186,280 

Advance payments 27,610 23,599 

Income tax receivable 5,728 4,843 

Principal accounts in debit 9,190 8,056 

Other current financial assets 158 275 

Derivative financial instruments 5,404 49,079 

Cash and cash equivalents 295 891 102,888 

TOTAL ASSETS 4,224,717 4,174,258 

50

Liabilities and equity 

(€ thousand) 12/31/2008 12/31/2007 

EQUITY 1,158,091 1,214,582 

EQUITY – ATTRIBUTABLE 1,109,275 1,184,026 

Share capital 120,815 86,617 

Other paid–in capital 606,772 263,190 

Group reserves 778,744 404,802 

Net income for the period (397,056) 429,417 

EQUITY – MINORITY INTERESTS 48,816 30,556 

Minority interests / equity 35,307 20,432 

Minority interests / net income 13,509 10,124 

NON–CURRENT LIABILITIES 2,173,014 2,030,236 

Borrowings and debt 2,097,466 1,859,372 

o/w debt guaranteed by shareholders – 49,954 

o/w participating loan 24,843 24,816 

o/w bank loans 2,033,598 1,764,418 

o/w bank loans backed by VAT receivables 10,957 2,294 

o/w other borrowings and debt 28,068 17,890 

Provisions for retirement obligations 3,524 3,882 

Other non–current provisions 15,871 12,527 

Deposits received 22,975 19,955 

Other non–current liabilities 2,267 191 

Tax due 403 633 

Deferred tax liability 30,508 133,676 

CURRENT LIABILITIES 893,613 929,440 

Borrowings and debt 183,276 374,216 

o/w debt guaranteed by shareholders – 182,076 

o/w participating loan – 72 

o/w bank loans 170,256 183,153 

o/w bank loans backed by VAT receivables 1,216 1,025 

o/w other borrowings and debt 11,804 7,890 

Derivative financial instruments 82,242 6,423 

Accounts payable and other operating liabilities 610,181 534,046 

Tax due 1488 6,307 

Principal accounts in credit 9,190 8,056 

Current provisions 7,237 391 

TOTAL LIABILITIES 4,224,718 4,174,258 

51


Costing–based profitability analysis to 31 December 2008 

52 

(€ thousand) Shopping 

centres 

Third party 

development 

Recurring 

activities 

Non–recurring 

activities 

Rental income 122,266 – 122,266 – 122,266 

Other net income 4,339 0 4,339 – 4,339 

Land charges (2,060) – (2,060) – (2,060) 

Unrecoverable rental expenses (2,729) – (2,729) – (2,729) 

Management expenses (4,560) – (4,560) – (4,560) 

NET RENTAL INCOME 117,256 – 117,256 – 117,256 

Revenue – 739,619 739,619 39,339 778,957 

Cost of sales – (639,234) (639,234) (37,656) (676,890) 

Selling expenses – (14,027) (14,027) (481) (14,508) 

Net provisions – (10,755) (10,755) (23,908) (34,663) 

Amortisation of customer relationships – – – (21,298) (21,298) 

REAL ESTATE MARGIN – 75,603 75,603 (44,005) 31,598 

External services 6,665 29,392 36,057 3,918 39,975 

Personnel expense (9,213) (29,530) (38,743) (5,394) (44,137) 

Other overhead expenses (8,029) (11,847) (19,876) (7,491) (27,367) 

Depreciation expense on operating assets (391) (2,150) (2,541) (695) (3,237) 

Provisions – – – (81) (81) 


NET OVERHEAD EXPENSE (10,968) (14,135) (25,103) (24,336) (49,439) 

Other income 727 3,259 3,986 4,699 8,685 

Other expenses (3,177) (6,895) (10,072) (7,986) (18,058) 

Depreciation expense (6) (4) (10) (252) (262) 

OTHER (2,456) (3,639) (6,095) (3,540) (9,635) 

Proceeds from disposal of investment assets – – – 23,830 23,830 

Book value of assets sold – – – (23,491) (23,491) 

INCOME FROM DISPOSAL OF INVESTMENT ASSETS – – – 338 338 

Movement in value of investment buildings (0) – (0) (86,306) (86,306) 

– Movement in value of investment buildings delivered (0) – (0) 96,815 96,815 

– Other movements in value of investment buildings – – – (183,121) (183,121) 

Net impairment of assets in progress – – – (17,488) (17,488) 

Net impairment of other assets – – – 654 654 

Net provisions for risks and contingencies – 96 96 (10,432) (10,336) 


Goodwill impairment – – – (225,290) (225,290) 

OPERATING INCOME 103,832 57,924 161,757 (501,950) (340,194) 

Net cost of debt (43,643) (24,093) (67,736) (7,422) (75,158) 

Movement in value and income from disposal of financial instruments – – – (110,395) (110,395) 

Proceeds from disposal of investments – – – (157) (157) 

Share in income of associated companies 4,400 613 5,014 (31,303) (26,290) 

Dividends – – – (10) (10) 

Debt and receivable discounting – – – (3,519) (3,519) 

INCOME BEFORE TAX 64,590 34,444 99,034 (654,757) (555,723) 

Tax 297 (1,062) (765) 172,941 172,176 

NET INCOME 64,887 33,382 98,269 (481,816) (383,547) 

o/w Net income attributable to equity holders 62,422 31,308 93,730 (490,786) (397,056) 

o/w Net income attributable to minority interests 2,465 2,074 4,538 8,970 13,509 

Weighted fully–diluted average number of shares 9,118,414 9,118,414 

Fully–diluted attributable earnings per share (€) 10.28 (43.54) 

Total 

Group

Costing–based profitability analysis to 31 December 2007 

(€ thousand) Shopping 

centres 

Third party 

development 

Recurring 

activities 


activities 

Rental income 94,375 – 94,375 (0) 94,375 

Other net income 3,588 – 3,588 – 3,588 

Land charges (659) – (659) – (659) 

Unrecoverable rental expenses (3,050) – (3,050) – (3,050) 

Management expenses (1,546) – (1,546) – (1,546) 

NET RENTAL INCOME 92,708 – 92,708 (0) 92,708 

Revenue – 328,726 328,726 13,168 341,893 

Cost of sales – (269,109) (269,109) (11,304) (280,413) 

Selling expenses – (6,160) (6,160) – (6,160) 

Net provisions – (2,862) (2,862) (64) (2,927) 


REAL ESTATE MARGIN – 50,595 50,595 (22,828) 27,767 

External services 5,274 8,690 13,964 4,201 18,165 

Personnel expense (8,120) (10,364) (18,484) (4,807) (23,291) 

Other overhead expenses (6,042) (5,596) (11,638) (7,080) (18,718) 

Depreciation expense and provisions (304) (835) (1,139) (652) (1,791) 

NET OVERHEAD EXPENSE (9,192) (8,104) (17,297) (8,338) (25,635) 

Other income 1,233 2,220 3,453 6,370 9,823 


Depreciation expense (15) (2) (16) (78) (94) 

OTHER (1,084) (1,304) (2,388) (4,435) (6,823) 

Proceeds from disposal of investment assets – – – – – 

Book value of assets sold – – – – – 

INCOME ON DISPOSAL OF INVESTMENT ASSETS – – – – – 

Movement in value of investment buildings 0 – 0 411,911 411,911 

– Movement in value of investment buildings delivered 0 – 0 182,431 182,431 

– Other movements in value of investment buildings – – – 229,480 229,480 

Net impairment of assets in progress – – – 163 163 

Net impairment of other assets – – – (2,345) (2,345) 

Net provisions for risks and contingencies – 85 85 (212) (127) 

Negative goodwill – – – 1,603 1,603 

Goodwill impairment – – – – – 

OPERATING INCOME 82,431 41,272 123,703 375,517 499,220 


Movement in value and income from disposal of financial instruments – (0) (0) 2,099 2,099 

Proceeds from disposal of investments – – – 31 31 

Share in income of associated companies 1,440 894 2,334 4,587 6,921 

Dividends – – – (0) (0) 

Debt and receivable discounting – – – (5,866) (5,866) 

INCOME BEFORE TAX 52,492 35,467 87,959 369,743 457,702 

Tax (400) (11,174) (11,574) (6,587) (18,161) 

NET INCOME 52,092 24,292 76,385 363,156 439,541 

o/w Net income attributable to equity holders 50,881 23,462 74,343 355,075 429,417 

o/w Net income attributable to minority interests 1,212 830 2,042 8,082 10,124 

Weighted fully–diluted average number of shares 7,897,480 7,897,480 

Fully–diluted attributable earnings per share (€) 9.41 54.37 

* Cogedim: contribution over six months 

Total 

Group 

53

ALtarea GROUP / Individual company financial statements at 31 December 2008 

3 

Individual company 

financial statements 

at 31 December 2008 

1. INCOME STATEMENT 55 

2. BALANCE SHEET 56 

3. NOTES TO THE INDIVIDUAL COMPANY 

FINANCIAL STATEMENTS 58 

3.1 Key events of the financial year 

3.2 Comparability of the financial statements 

3.3 Accounting principles, rules and methods 

Notes to the balance sheet - equity and liabilities 

Other informations 

2. Statutory auditors’ report on 

the full-year financial statements 73 

3. Statutory auditors’ report 

on regulated agreements 75

1 - INCOME STATEMENT 

(€ thousand) 12/31/2008 12/31/2007 12/31/2006 

Revenue 34,553 31,011 19,233 

REVENUE 34,553 31,011 19,233 

Reversals of depreciation and amortisation and provisions, expense transfers 913 274 1,342 

Other income 1,215 34 205 

TOTAL OPERATING INCOME 36,682 31,319 20,779 

Other purchases and external expenses 21,986 21,705 13,224 

Taxes other than on income and related payments 1,544 1,428 2,403 

Wages and salaries 153 124 

Social security contributions 56 1 45 

Depreciation and amortisation 10,188 10,128 6,251 

Allowances for impairment of current assets 437 55 43 

Other expenses 675 22 

Operating expenses 35,040 33,340 22,090 

Operating profit 1,642 -2,021 -1,310 

FINANCIAL INCOME 

Financial income from participating interests 27,169 40,287 27,128 

Gains from other negotiable securities 3,658 2,444 153 

Other income and related gains 28,128 16,345 7,659 

Reversals of provisions and expense transfers 552 185 

Foreign exchange gains 

Net gains on the disposal of marketable securities 253 167 41 

FINANCIAL INCOME 59,207 59,796 35,167 

Financial allowances for depreciation and impairment 35,064 552 

Interest and similar expense 38,137 27,633 11,648 

Foreign exchange losses 6 

Net expenses on the disposal of marketable securities 

FINANCE COSTS 73,207 27,633 12,201 

NET FINANCE COSTS -13,999 32,163 22,966 

INCOME BEFORE NON-RECURRING ITEMS AND TAX -12,357 30,142 21,656 

Non-recurring income from management transactions 1 -1 

Non-recurring income from capital transactions 339,580 2,434 9,530 

Reversals of provisions and expense transfers 

NON-RECURRING INCOME 339,581 2,434 9,530 

Non-recurring expenses on management transactions -20 26 

Non-recurring expense on capital transactions 240,720 3 8,775 

Non-recurring allowances for depreciation and impairment 1,619 

NON-RECURRING EXPENSES 242,339 -17 8,801 

NET NON-RECURRING ITEMS 97,243 2,451 729 

Employee profit-sharing 

Income taxes 1,197 24 199 

TOTAL INCOME 435,471 93,549 65,476 

TOTAL EXPENSE 351,782 60,981 43,290 

PROFIT OR LOSS 83,689 32,569 22,186 

55

Individual company financial statements 

2 - BALANCE SHEET 

Asset 

(€ thousand) Gross Depreciation and 

amortisation 

Allowances for 

impairment 

12/31/2008 12/31/2007 12/31/2006 

INTANGIBLE ASSETS 72 18 55 

Concessions, patents & similar rights 72 18 55 

Commercial goodwill 

PROPERTY, PLANT AND EQUIPMENT 315,029 26,408 288,621 297,521 306,141 

Land 62,020 62,020 62,020 62,020 

Buildings 251,739 26,399 225,340 235,485 244,121 

Other 66 10 56 

Property, plant and equipment in progress 1,205 1,205 16 

FINANCIAL ASSETS 1,243,997 34,333 1,209,664 670,900 433,710 

Other participating interests 606,084 38 606,046 286,238 233,582 

Receivables from participating interests 537,119 34,295 502,825 305,698 175,694 

Loans 98,705 98,705 77,016 22,800 

Other non-current financial assets 2,088 2,088 1,948 1,634 

NON-CURRENT ASSETS 1,559,098 60,759 1,498,340 968,420 739,851 

RECEIVABLES 20,726 460 20,266 79,603 83,623 

Trade receivables 15,370 460 14,910 7,494 6,138 

Other 5,356 5,356 72,110 77,485 

OTHER AND CASH 17,077 731 16,346 2,811 9,774 

Treasury shares 9,754 731 9,023 2,581 8,455 

Other marketable securities 6,131 6,131 

Cash 1,157 1,157 229 1,318 

Prepaid expenses 35 35 

CURRENT ASSETS 37,803 1,191 36,612 82,414 93,397 

TOTAL ASSETS 1,596,902 61,950 1,534,952 1,050,834 833,248 

56

Equity and liabilities 

(€ thousand) 12/31/2008 12/31/2007 12/31/2006 

Share capital 155,850 121,653 120,542 

Share, merger and contribution premiums 605,301 261,718 246,694 

Legal reserve 7,557 5,928 4,819 

Statutory and contractual reserves 36,494 53,400 63,139 

Retained earnings 408 278 736 

PROFIT FOR THE YEAR 83,689 32,569 22,186 

EQUITY 889,298 475,546 458,117 

Provisions for liabilities 1,619 552 

PROVISIONS FOR LIABILITIES AND CHARGES 1,619 552 

FINANCIAL LIABILITIES 630,905 568,921 368,641 

Borrowings and financial liabilities vis-à-vis credit institutions 624,936 563,493 363,574 

Other borrowings and financial liabilities 5,963 5,427 5,067 

Advances and downpayments on orders in progress 5 

TRADE PAYABLES 8,416 6,246 5,233 

Trade payables and other accounts payable 6,485 5,077 3,721 

Tax and social security payables 1,931 1,169 1,512 

OTHER PAYABLES 4,714 120 705 

Amounts due on non-current assets and related accounts 299 0 0 

Other payables 4,415 120 705 

PREPAID INCOME AND ACCRUED EXPENSESPrepaid income 1 0 0 

OTHER FINANCIAL LIABILITIES 644,035 575,288 374,579 

TOTAL LIABILITIES AND EQUITY 1,534,952 1,050,834 833,248 

57


58 

NOTES TO THE INDIVIDUAL COMPANY FINANCIAL 

STATEMENTS 

In accordance with Articles L.123-13 to L.123-21 and R.123-195 

to R.123-198 of the French Commercial Code, Decree no. 83-1020 

of 29 November 1983 and CRC regulation 99-03 approved by the 

decree of 22 June 1999. 

This section contains the notes to the balance sheet and 

income statement for ALTAREA SCA, with figures at 

31 December 2008 (in euros): 

– Total assets €1,534,951,894 

– Revenues €34,553,327 

– Profit €83,688,622 

ALTAREA SCA is the parent company that acts as the 

company consolidating the ALTAREA group. Consolidated 

financial statements have been prepared for the financial 

year ended 31 December 2008. 

ALTAREA SCA has been listed since 2004 in compartment 

A of the Paris Stock Exchange on Eurolist, the regulated 

market of Euronext Paris SA. Effective 1 January 2005, the 

Company elected to adopt SIIC status. 

3-1 Key events of the financial year 

• Adjustments for the new SIIC 4 tax regulations 

Pursuant to the regulations laid down in the amended finance 

act of 2006 commonly known as SIIC 4, no shareholder 

other than a SIIC may control with effect from 1 January 

2009 more than 60% of the Company’s share capital and 

voting rights, either alone or acting in concert. 

– On 26 May 2008, the part of the Combined General 

Meeting held in extraordinary session approved the 

agreement for the merger of Altafinance into ALTAREA, 

subject to the condition precedent of the merger of 

Altapar into Altafinance. Pursuant to these transactions, 

the agreement to act in concert with the shareholders of 

Foncière de Régions was terminated, thereby enabling 

ALTAREA to continue to enjoy SIIC status. 

– The merger of Altafinance into ALTAREA resulted in the 

net issuance of 35,000 shares, representing an increase 

in the share capital of €535 thousand and a merger 

premium of €5,370 thousand. This transaction was 

presented in an offer document filed with the Autorité des 

Marchés Financiers and approved with visa no. 08-0052. 

• Increase in capital through the issuance of share 

subscription warrants and arrival of a new shareholder: 

– The Company carried out a stock grant based on a ratio of 

one warrant per share, with 7 warrants entitling holders to 

subscribe 2 new shares for €170, followed by a private 

placement. In sum, 2,203,044 shares were issued for 

settlement/delivery on 8 July 2008 resulting from exercise 

of the warrants. The transaction gave rise to an increase in 

the share capital of €33,663 thousand and an increase in 

the share premium of €338,213 thousand net of issuance 

costs, representing a total capital increase of €371,876 

thousand. This issue notably marked the arrival of a new 

shareholder, namely pension fund ABP, which owns around 

6% of the share capital. This transaction was presented 

in an offer document filed with the Autorité des Marchés 

Financiers and approved with visa no. 08-129. 

• Significant changes in shareholdings: 

– Altareit SCA (formerly Fromageries Paul Renard): On 19 

March 2008, ALTAREA acquired a 99.59% interest in 

Fromageries Paul Renard SA, a dormant shell company 

listed on the stock market with no assets other than 

cash, from the Bongrain group for €14,725 thousand. 

This acquisition entailed the filing of a simplified public 

tender share offer for the shares it did not already own. 

The company acquired changed its corporate purpose, 

corporate name and legal form. The sole general partner is 

SAS Altafi 3, which is fully controlled by Altafinance 2. 

– The owned shopping centres business was pooled into a 

single corporate entity through the merger of SAS CRP into 

another ALTAREA SCA subsidiary, namely SAS Foncière 

ALTAREA, on 15 April 2008. The Foncière ALTAREA 

shares received in exchange for CRP shares gave rise to 

the recognition of a €307 million merger premium. 

– The Company participated in the recapitalisation in 

November 2008 of Alta Faubourg in an amount of €231,932 

thousand prior to the disposal of this shareholding to Altareit 

in December 2008, leading to a capital loss of €208,636 

thousand. This issue was accompanied by the acquisition by 

ALTAREA SCA of Alta Développement Russie, previously a 

subsidiary of Alta Faubourg. 

• Stock grant awards: 

– During 2008, 15,659 bonus shares were granted to 

employees. Since the grant becomes definitive after a 

period of two years, the shares delivered were subject to a 

2-year holding period. 

– During 2008, 7 new stock grant plans for certain employees 

were made, representing 72,050 rights to stock grant awards 

(compared with 102,046 rights granted in 2007). 

3-2 Comparability of the financial statements 

No changes were made to the measurement methods 

affecting the comparability of the financial statements at 

31 December 2008 with those for the previous financial 

year. 

3-3 Accounting principles, rules and methods 

The annual financial statements were prepared in accordance 

with the provisions of Regulation 99-03 of the Comité de 

Réglementation Comptable (French accounting regulation 

committee), approved by the ministerial decree of 22 June

1999 concerning the overhaul of French GAAP in 1982. 

The general accounting conventions used observe the 

principles of conservatism and consistency, with the 

financial statements being drawn up on a going concern 

basis, in accordance with the accrual principle and the 

general rules for preparing and presenting annual financial 

statements. 

Elements in the financial statements are measured at 

historical cost. 

Unless stated otherwise, the annual financial statements 

were drawn up and presented in thousands of euros. 

The following sections describe the Company’s primary 

accounting methods. 

Intangible assets 

Intangible assets are measured initially at acquisition cost. 

They may be written down when their carrying amount 

differs significantly from their value in use, as defined in 

French GAAP. 

Software acquired is usually amortised on a straight-line 

basis over 3 years. 

Property, plant and equipment 

Gross value of property 

Property is initially recorded at acquisition cost, which for 

contributed property is the contribution value excluding 

purchase costs and for new property is the construction or 

refurbishment cost. Purchase costs (transfer duties, expert 

fees, commissions, and stamp duties) are recognised as 

expenses. 

The Company uses the component method to calculate 

the useful lives of its property, as recommended by the 

French Federation of Property and Land Companies (FSIF). 

The useful life of each property component is given in the 

following table: 

Components Useful lives 

(Shopping centres) 

Useful lives 

(business premises) 

Structural work (structures, 

road and utilities works) 

50 years 30 years 

Facades, seals 25 years 30 years 

Technical equipment 20 years 20 years 

Fixtures and fittings 15 years 10 years 

Property depreciation 

Property depreciation is calculated based on the following: 

• the useful lives of the components. If the components have 

different useful lives, each component whose cost makes 

up a significant portion of the total cost is depreciated 

separately over its individual useful life; and 

• the property’s acquisition cost less its residual value, where 

the residual value is the estimated amount the Company 

would receive if it sold the property at current market prices, 

less any selling expenses, assuming the property was in the 

condition expected at the end of its useful life. In the light 

of the long useful lives used by the company, the residual 

values of all components are assumed to be zero. 

Provision for property impairment 

The Company’s property is appraised twice per year by an 

independent appraiser, Cushman & Wakefield, to determine 

its market value. 

Because the Company recognises purchase costs as 

expenses, the current value of its property is essentially 

equal to the appraisal value excluding fees, after taking into 

account any probable near-term developments that are not 

included in the appraisal. 

The Company recognises an impairment loss for the 

difference whenever the current value of a property asset 

falls significantly below its carrying amount. 

Other property, plant and equipment 

Other property, plant, and equipment is initially recorded at 

acquisition cost. 

Transport, office, and computer equipment is depreciated 

over five years. 

Financial assets 

The Company’s financial assets include shares held in 

subsidiaries and participating interests, as well as loans and 

advances to the Company’s indirect participating interests. 

Financial assets are measured at acquisition cost or 

contribution value. 

Financial assets may be impaired where their carrying 

amount falls substantially below their value in use as defined 

in French GAAP, where value in use is based on several 

criteria, such as equity, earnings and earnings outlook, longterm 

growth prospects and economic climate. The market 

value of assets held by subsidiaries and sub-subsidiaries is 

taken into account. 

Receivables 

The Company’s receivables are carried at nominal value. 

They consist of group receivables and trade receivables 

from shopping centres. 

An allowance for impairment of receivables is set aside 

when there is evidence that the Company will not be able 

to collect all amounts due. Allowances are calculated 

separately for each customer after subtracting the security 

deposit and accounting for the length that the receivable 

has remained outstanding, any progress made on collection 

efforts, and any guarantees that have been received. 

59


Treasury shares 

Treasury shares are recognised as either 

• Financial assets, if they are held for the purposes of a 

capital reduction, or 

• Marketable securities, if they are held for the purposes of 

granting to employees or controlling fluctuations in the 

Company’s share price. 

Treasury shares are recognised at acquisition cost. The FIFO 

method is used to determine the value of treasury shares 

that are sold. 

Treasury shares held to control fluctuations in the share 

price are classified as marketable securities. An impairment 

loss is recognised if the value of shares held for this purpose 

is lower than their acquisition cost. 

The treasury shares held for grant to employees under stock 

option plans or stock grant awards made by the Company 

are classified by the Company as marketable securities. 

The expense incurred by the Company in granting these 

shares is passed on to the companies carrying the relevant 

employees. Accordingly, no impairment is recognised in 

ALTAREA’s financial statements in respect of these shares. 

Other marketable securities 

Marketable securities are recognised at acquisition cost. 

The FIFO method is used to determine the value of any 

investment fund holdings that are sold. 

An impairment loss is recognised on marketable securities 

when their realisable value falls below the carrying 

amount. 

Loan arrangement costs 

Loan arrangement costs are expensed. 

Rental income and expenses 

Rental income comprises income from the rental of property 

assets. The amounts invoiced are recognised over the 

relevant rental period. 

Income is not recognised for any rent holidays granted to 

tenants over the period during which the rent holiday is in 

effect. 

Entry fees paid by tenants are fully recognised in the 

financial year during which the tenant enters the property. 

Marketing costs 

Costs for marketing new and existing property, as well as 

remodelling costs, are recognised as expenses during the 

financial year. 

Financial instruments 

The Company uses interest rate swaps to hedge its credit 

lines and borrowings. The corresponding income and 

expenses are recognised in the income statement on a 

pro rata basis. Any premiums paid when swap contracts 

are entered into are expensed in full. The Company does 

not recognise unrealised gains and losses resulting from 

differences between the market value of the swaps on their 

closing date and their nominal value. 

Income tax 

Since ALTAREA adopted SIIC status on 1 January 2005, 

the Company now has the following two separate tax units: 

• An SIIC unit exempt from French corporate income tax 

and capital gains tax; and 

• A taxable unit comprising all the Company’s other 

operations. 

ALTAREA must comply with the following three rules for 

dividend distributions in order to be exempt from French 

corporate income tax: 

• it must pay out 85% of the earnings from property rentals 

during the fiscal year following the year in which the 

earnings were generated; 

• it must pay out 50% of any gains on the sale of property, 

participating interests in tax transparent companies with 

the same corporate purpose as an SIIC, or interests in 

subsidiaries subject to French corporate income tax 

which have chosen SIIC status, before the end of the 

second fiscal year after the year in which the gains were 

generated; and. 

• it must pay out all dividends from subsidiaries that have 

chosen SIIC status during the fiscal year following the 

year in which the dividends were received. 

In addition, in order to maintain SIIC status, no more than 

20% of ALTAREA’s operations can be activities that are not 

eligible. 

60

NOTES TO THE BALANCE SHEET - ASSETS 

Intangible assets 

Intangible assets, gross (€ thousand) 

Intangible assets 12/31/2007 Revaluation Increase Decrease 12/31/2008 

Start-up costs, research and development 

Other intangible assets 72 -46,631 

Commercial goodwill 46,703 46,703 46,703 

Total 0 0 46,775 46,703 72 

Aside from the acquisition of software, movements in the commercial goodwill correspond to the goodwill arising from the 

merger by absorption of Altafinance and also the cancellation of treasury shares through a reduction in the share capital. 

Amortisation of intangible assets 

Start-up costs, research and development 

12/31/2007 Allowances Reversals 12/31/2008 

Other intangible assets 18 18 

Total 18 18 

PROPERTY, PLANT AND EQUIPMENT 

Gross property, plant, and equipment (€ thousand) 

12/31/2007 Revaluation Acquisition/ 

Contribution 

Retirement/ 

Sale 


Property, plant and equipment 

Land 62,020 0 62,020 

Buildings 251,723 46 29 251,739 

Structural work (structures, road and utilities works) 102,264 29 102,234 

Facades, seals 25,012 0 25,012 

Technical equipment 74,424 0 74,424 

Fixtures and fittings 50,024 46 0 50,069 

Other non-current assets 66 0 66 

Technical installations, plant and industrial equipment 0 0 

General installations, various fittings 0 0 

Vehicles 56 0 56 

Office and computer equipment, furniture 9 0 9 

Recoverable packaging and related items 1 1 

Property, plant and equipment in progress 16 1,205 16 1,205 

Land 16 0 16 

Buildings 18 0 18 

Other 16 1,170 16 1,170 

Total 313,758 1,316 45 315,029 

The increase in assets in progress is linked to the extension at 31 December 2008 of the Toulouse shopping centre. 

61


Depreciation in property, plant and equipment (€ thousand) 

Depreciation 12/31/2007 Allowances Reversals 12/31/2008 

Buildings 16,238 10,161 26,399 

Structural work (structures, road and utilities works) 3,292 2,084 5,376 

Facades 1,601 998 2,598 

Technical equipment 5,973 3,721 9,694 

Fixtures and fittings 5,372 3,358 8,730 

Other property, plant and equipment 9 10 

Vehicles 8 8 

Office and computer equipment, furniture 1 1 

Total 16,238 10,164 26,408 


Gross financial assets (€ thousand) 

Participating interests and advances 12/31/2007 Increase Decrease 12/31/2008 

PARTICIPATING INTERESTS 286,238 567,256 247,409 606,085 

of which Foncière ALTAREA 259,302 316,251 575,553 

Altareit 14,725 14,725 

Alta Développement Italie 12,000 1,800 13,800 

Alta Développement Espagne 1,500 1,500 

Other 459 10 469 

Alta Développement Russie 38 38 

Alta Faubourg 6,722 231,932 238,654 0 

CRP 6,255 2,500 8,755 -0 

ADVANCES 384,662 637,912 

ADVANCES TO PARTICIPATING INTERESTS 305,698 1,380,893 1,149,472 537,119 

of which Foncière ALTAREA 29,430 504,804 200,710 333,524 

Altareit 160,102 74,604 85,498 

ALTAREA Espagne 82,189 10,887 71,302 

Alta Dev Russie 34,295 34,295 

Toulouse Gramont 12,390 6,738 5,652 

ALTAREA Développement Espagne 7,125 747 3,242 4,630 

Alta Dev Italie 906 11,731 10,420 2,217 

Alta Faubourg 129,555 548,455 678,010 0 

Cie Retail Park 138,682 26,180 164,862 0 

LOANS AND OTHER FINANCIAL INVESTMENTS 78,964 21,829 100,793 

of which loan to Altalux Italy 54,062 21,392 75,454 

Subordinated loan 22,954 154 23,107 

Treasury shares 1,847 138 1,985 

Other 101 146 247 

Total, gross 670,900 1,969,978 1,396,881 1,243,997 

62

During 2008, the reorganisations described in the “Key events of the financial year” section accounted for the principal 

changes in the participating interests and related advances. 

A buyout of minority investors in CRP was carried out in June 2008 prior to the merger by absorption of CRP by Foncière 

ALTAREA. A minorities buyout in March 2008 led to an increase in ALTAREA SCA’s percentage ownership in Alta Développement 

Italie from 95.30% to 96.20%. ALTAREA SCA acquired Alta Développement Russia shares from Alta Faubourg. 

Other financial assets (treasury shares) (€ thousand) 

Other non-current financial assets 12/31/2007 Increase Decrease Transfer 12/31/2008 

Treasury shares 1,847 138 1,985 

Deposits paid 101 2 103 

Total 1,948 2 138 2,088 

Nbr. of share 48,499 0 0 3,625 52,124 

Number of shares 

ALTAREA held 106,632 treasury shares, 52,124 of which were recognised as financial assets due to be cancelled. During 

2008, a decision was made to classify all the treasury shares as financial assets at a price of €38.08 (acquisition cost). 

Impairment losses on financial assets (€ thousand) 

Provisions for impairment 12/31/2007 Misc. 

items (1) 

Increases 

during the year 

Allowance 

Provisions no 

longer required 

Reductions 


Provisions used 


Impairment in participating interests 38 0 38 

Impairment in advances to participating interests 34,295 0 34,295 

Total 34,333 0 34,333 

Changes in macroeconomic conditions in Russia and the deterioration at the beginning of 2009 led to the impairment 

of the receivable due from Alta Développement Russie and to the write-off of its indirect shareholding of 10% in the 

RosEvroDevelopement group held by SSF III Zhivago Holding Ltd. ALTAREA has no other obligations to this company. 

Receivables 

Breakdown of receivables (€ thousand) 

Receivables Gross, 2008 Provisions Net, 2008 Net, 2007 

Trade receivables 15,370 460 14,910 7,494 

Other receivables 5,356 5,356 72,110 

Staff and related accounts 31 31 

Advances and downpayments 6 6 

Government, related authorities: value added tax 2,000 2,000 1,541 

Government, related authorities: miscellaneous receivables 90 90 92 

Group shareholders and partners 32 32 68,025 

Miscellaneous amounts payable 3,196 3,196 2,452 

Total 20,726 460 20,266 79,603 

The principal change in other receivables derived from the transfer of the current advance to ALTAREA Espana (€67,998 thousand 

at year-end 2007), an indirect subsidiary of ALTAREA SCA, to advances to participating interests in 2008 (€71,302 thousand). 

Miscellaneous receivables primarily comprise income from swaps in an amount of €2,836 thousand. 

63


Breakdown of receivables by maturity 

Maturity schedule of receivables Gross, 2008 up to 1 year from 1 year 

to 5 years 

> 5 years 

Trade receivables 15,370 15,370 0 0 

Staff and related accounts 31 31 

Advances and downpayments 6 6 

Government, related authorities: value added tax 2,000 2,000 

Government, related authorities: miscellaneous receivables 90 90 

Group shareholders and partners 32 32 

Miscellaneous amounts payable 3,196 3,196 

Total 20,726 20,726 

Doubtful receivables are usually classified under items due in more than 1 year. 

Accrued income 

Accrued income included in balance sheet items 12/31/2008 12/31/2007 

Loans 3,279 2,256 

Government 90 92 

Trade receivables 11,463 4,865 

Miscellaneous other receivables 3,082 1,834 

Total 17,915 9,048 

Marketable securities 

Marketable securities consisted of €9,753 thousand in treasury shares and €6,131 thousand in marketable securities. 

Marketable securities (treasury shares) (€ thousand) 

12/31/2007 Increase Decrease Transfer/other Provisions 12/31/2008 

Treasury shares 2,581 9,735 (2,423) (138) (731) 9,024 

Marketable securities 254,113 (247,982) 6,131 

Total 2,581 263,848 -250,405 -138 -731 15,155 

Nbr of shares 24,866 58,588 (25,321) (3,625) 54,508 

Nbr of mutual funds 11,881 11,599 282 

Of the 106,632 treasury shares, 52,124 are classified as financial assets and the remaining 54,508 shares as marketable 

securities. 

Transactions involving treasury shares gave rise to the recognition of an after-tax capital gain of €1,734 thousand. 

Movements recorded in marketable securities reflected the day-to-day management of cash. 

At 31 December 2008, the portion of treasury shares intended for providing liquidity for trading in the share (22,897 shares 

recognised at €3,023 thousand after impairment), with measurement at the closing price giving rise to an impairment loss of 

€731 thousand. The other treasury shares intended for use as part of stock grant awards or stock option plans (31,611 shares 

recognised at €6,001 thousand) were not impaired insofar as their cost will be passed on entirely to companies housing the 

employee beneficiaries. 

At 31 December 2008, other marketable securities held at their carrying amount €6,131 thousand had a higher market value 

(€6,143 thousand) and did not therefore give rise to any impairment. 

64

Impairment losses (€ thousand) 

Provisions for impairment 12/31/2007 Misc. items (1) Increases during 

the year 

Allowance 

Provisions no 

longer required 

Reductions 


Provisions 

used 


Impairment in participating interests 0 0 38 0 0 38 

Impairment in advances to participating interests 0 0 34,295 0 0 34,295 

Impairment in trade receivables 72 0 388 0 0 460 

Other allowances for impairment in marketable securities 0 0 731 0 0 731 

Total 72 0 35,452 0 0 35,524 

(1) Miscellaneous items: Change in accounting method with impact on equity 

Change in scope of consolidation: merger, full transfer of assets and liabilities, partial asset contribution, etc. 

The changes in macroeconomic conditions in Russia and the deterioration in early 2009 led to impairment in the participating 

interests and advance to Alta Développement Russie. 

NOTES TO THE BALANCE SHEET - EQUITY AND LIABILITIES 

Equity 

Statement of changes in equity 

Equity 12/31/2007 Distribution 

Allocation 

Reduction 

in capital, 

issuance costs 

Increase 

in capital and 

contributions 

2008 profit 12/31/2008 

Share capital 121,653 (86,680) 120,878 155,850 

Share issue premium 257,721 338,213 595,934 

Merger premiums 3,347 (629,341) 634,711 8,717 

Share subscription warrants 650 650 

Legal reserve 5,928 1,629 7,557 

Available reserve 53,400 (16,906) 36,494 

Retained earnings 278 130 408 

Profit for the year 32,569 (32,569) 83,689 83,689 

Total 475,546 (47,716) (716,021) 1,093,801 83,689 889,298 

At the Ordinary General Meeting on 26 May 2008, shareholders approved a dividend payment of €6.00 for the financial 

year ended 31 December 2007, representing a total amount of €47,766 thousand, including €47,358 thousand paid to 

shareholders, with the difference of €408 thousand reflecting dividends on treasury shares allocated to retained earnings, 

with €130 thousand being drawn from optional reserves. 

The legal reserve (€1628 thousand), the balance of income available for distribution (€30,941 thousand) together with an 

amount (€16,417 thousand) drawn from optional reserves was allocated to payment of a dividend. Payment of the preferential 

dividend to the General Partner (€358 thousand) also drew on reserves. 

Other significant movements resulted from the transactions described in the “Key events of the financial year” section. Share 

issuance costs net of tax (€2,642 thousand) were set off against the share premium account. At 31 December 2008, the 

share capital stood at €155,850 thousand, divided into 10,199,091 shares each with a par value of €15.28 compared with 

7,961,047 shares at 31 December 2007 and 10 general partner shares with a par value of €100. 

65


Provisions for liabilities and charges 

The latest reassessment proposed by the tax administration received in February 2009 in respect of the 2004 to 2006 

financial years audited amounted to €2.45 million. The Company is challenging the entire amount of this reassessment. Even 

so, a provision of €1,619 thousand was set aside to cover this potential liability. 

Borrowings and other financial liabilities 

Breakdown of financial liabilities by maturity 

Borrowings and other financial liabilities 12/31/2008 up to 1 year from 1 year to 5 years > 5 years 12/31/2007 

Bank loans 624,936 936 368,769 255,231 563,493 

Deposits and security interests received 3,885 3,885 3,705 

Trade payables and other accounts 5,123 5,123 0 2,142 

Staff-related and social security liabilities 73 73 

Government: value added tax 1,769 1,769 1,005 

Government: other taxes and duties 90 90 165 

Group shareholders and partners 3,739 3,739 4,708 

Other payables 4,420 4,420 71 

Prepaid income 1 1 0 

Total 644,035 16,150 368,769 259,116 575,289 

The increase in borrowings was linked to the €726 million 

corporate loan, €624 million of which was drawn down at 

31 December 2008. It accounted for most of the increase 

in debt. 

Shareholder advances bear interest at 3-month Euribor plus 

0.60%, or 5.309% during the 2008 financial year. 

The deposits that the Company received are security 

deposits from tenants. 

The increase in other liabilities is attributable to an accrued 

expense on 2 swaps unwound at the beginning of 2009 

(€4,038 thousand). 

Accrued expenses on balance sheet items 

Accrued expenses on balance sheet items 12/31/2008 12/31/2007 

Borrowings and financial liabilities 1,450 2 

Trade payables and other accounts 3,831 4,774 

Taxes other than on income and related payments 64 49 

Miscellaneous items 4,389 28 

Total 9,734 4,852 

Miscellaneous items reflect accrued expenses on swaps 

(€4,038 thousand). 

66

Notes to the income statement 

Revenue 

Breakdown of revenue (in € thousand) 

The Company’s revenue consists of rental income and 

service charges billed to tenants of shopping centres held in 

the portfolio and, secondly, rental income and income from 

expenses rebilled to ALTAREA group service companies. 

Revenue 12/31/2008 12/31/2007 

Rebilled rent and service charges 30,154 28,287 

Initial lease fees 739 

Intra-group rebillings 3,454 1,675 

Other 206 1,049 

Total 34,553 31,011 

The increase of 6.6% in rental income and service charges 

billed was attributable to the impact of the annual indexation 

of rent and asset management efforts. 

Income of €739 thousand was recognised in respect of 

initial lease fees charged upon the signature of new leases. 

No initial lease fees were invoiced in 2007. 

Internal transfers of billings related to two types of 

expense: 

• advertising and trade fair costs amounting to €2,645 thousand 

vs. €1,675 thousand in 2007, 

• a portion of Managers’ fixed fee with effect from 1 July 

2008 in an amount of €809 thousand 

Other items reflect ancillary billings of car park rent at a 

shopping centre. During 2007, the Other line item included 

the rebilling to a subsidiary of a portion of the Managers’ 

discretionary fee. For 2008, the fees rebilled in respect of 

this portion of Managers’ discretionary fee are shown under 

other operating income. 

Other operating income 

The increase in other operating income was principally 

attributable to the capitalisation of expenses incurred on a 

plan to extend a shopping centre in Toulouse owned by the 

Company. 

Breakdown of other operating income (in € thousand) 

Operating income 12/31/2008 12/31/2007 

Own work capitalised 1,215 16 

Reversals of provisions 202 26 

Intra-group rebillings and expense transfers 711 247 

Other 1 18 

Total 2,128 308 

Operating expenses 

Operating expenses reflect the expense incurred by 

ALTAREA SCA in respect of its owned property business 

(service charges, property taxes, depreciation) and in 

respect of its holding company activities (chiefly fees and 

communication). 

Breakdown of operating expenses (€ thousand) 

12/31/2008 12/31/2007 

Service and co-ownership costs (1) 5,551 5,376 

Insurance premiums 1,007 903 

Sales commission 

and professional fees 

(2) 9,959 13,290 

Advertising and communication (3) 3,484 1,573 

Banking services 

and related accounts 

232 334 

Taxes other than on income (4) 1,544 1,428 

Staff costs (5) 209 1 

Allowances for depreciation 

and impairment 

10,625 10,183 

Purchases transferred 

to inventory 

(6) 1,215 

Lessee termination fees (7) 670 

Other expenses 544 251 

Total operating expense 35,040 33,340 

(1) Service charges in almost their entirety are rebilled to tenants. 

(2) Fees and commission notably include the fixed portion of the Managers’ fee 

and a portion of its discretionary fee based on sales recorded by the property 

development for third parties business, rental management and shopping centre 

development fees, costs related to incomplete acquisition plans, statutory 

auditors’ fees and expenses incurred through the assumption of control of 

Fromageries Paul Renard. 

The reduction in fees and commission in 2008 compared with 2007 was 

attributable to the highly significant transactions that occurred during 2007, 

which led to a high level of fees (acquisition of Cogedim and Semmaris, a public 

buy-back offer and conversion into a SCA). 

A proportion of the Managers’ fee is rebilled to Group subsidiaries. 

(3) Advertising and communication costs notably include expenses for trade 

fairs, financial reporting, internal communication, corporate patronage and 

sponsorship. 

The increase compared with 2007 was attributable to the increase in internal 

communication costs, the impact of signing new corporate patronage and 

sponsorship agreements and the pooling of certain items of expenditure 

previously incurred by subsidiaries. 

Most of the advertising and external communication costs are passed on to the 

Group’s subsidiaries. 

(4) Property taxes on shopping centres amounted to €1,414 thousand. Almost 

the entire amount of these taxes are passed on to lessees. 

(5) Staff costs cover the remuneration paid to Jacques Nicolet in his capacity 

as Chairman of the Supervisory Board of June 2008. Managers’ fixed fee was 

reduced proportionately. 

(6) Purchases transferred to inventory related to the extension of a shopping 

centre and were capitalised with a corresponding adjustment in production 

transferred to inventory in other operating income. 

(7) A lease termination payment was made in 2008 to a lessee. 

67


68 

Net finance costs 

Net finance costs primarily comprise the impairment 

recognised on the indirect shareholding of 10% (securities 

and current account advances) held in a Russian property 

development in an amount of €34,333 thousand (see note 

8), interest expense on the corporate loan arranged with 

Natixis in an amount of €33,019 thousand offset in part by 

€29,636 thousand in income from loans and advances to 

subsidiaries and €21,763 thousand in income from swaps. 

12/31/2008 12/31/2007 

Financial income 

– Dividends (1) 1,191 40,265 

– Interest on loans 3,658 2,444 

– Income from advances (2) 25,978 11,141 

– Fees on guarantees (3) 3,758 789 

– Swaps (4) 21,763 4,425 

– Net income from the sale 

of marketable securities 

253 167 

– Reversals of provisions 552 

– Other financial income (5) 2,607 12 

Total 59,207 59,796 

Financial expenses 

– Interest on external borrowings (6) (33,019) (20,967) 

– Expenses on advances (631) (253) 

– Swaps (7) (4,038) (5,374) 

– Borrowing costs (888) 

– Bank interest expense (21) (151) 

– Transfer to subsidiary (271) 

– Financial allowances 

for depreciation and impairment 

(8) (35,064) 

– Other finance costs (163) 

Total (73,207) (27,633) 

Net finance costs (13,999) 32,163 

(1) A dividend of €1,191 thousand was received from the Foncière ALTAREA 

subsidiary compared with €40,265 thousand in 2007. 

(2) The increase in income from advances was in line with the increase in 

financial assets recognised as assets on the balance sheet, as well as a rise in 

interest rates. 

(3) The increase in fees on security deposits was attributable to the guarantee 

provided by the subsidiary covering the loan linked to the acquisition of Cogedim 

(income of €1,757 thousand, including €557 thousand related to 2007), as well 

as the guarantee of new shopping centre development projects being pursued by 

subsidiaries). These fees represent payment for the security deposits provided 

to banks by the Company in support of its subsidiaries in connection with their 

financing. 

(4) Income from swaps comprises: 

– €9,909 thousand in interest income, 

– €11,854 thousand in gains/losses on the sale of swaps 

(5) Other finance income comprises €1,734 in gains/(losses) on the sale 

of treasury shares and €866 thousand in interest on bank accounts. At 

31 December 2007, gains/(losses) on the sale of treasury shares were shown 

under exceptional items. 

(6) €32,504 thousand of the interest on external loans related to the corporate 

loan. The outstanding amount of this loan increased from €563 million at 

31 December 2007 to €624 million at 31 December 2008. At 1 January 2007, 

drawdowns amounted to €364 million. Accordingly, the increase in interest 

expense recorded in 2008 compared with 2007 was attributable to the additional 

draw-downs made in 2007 and 2008. In addition, the level of interest rates was 

higher in 2008 than 2007. 

(7) Expenses on swaps recorded during the financial year represent the premiums 

paid in connection with the termination of hedging instruments. The expenses 

recognised in 2007 related to the equalising payments made upon the signature 

of new contracts for financial instruments. 

(8) The impairment losses recognised primarily reflected the €34,333 thousand 

in impairment in the indirect shareholding of 10% held by subsidiary Alta 

Développement Russie in a Russian property developer. Given the highly adverse 

macroeconomic conditions prevailing in Russia at the beginning of 2009, the 

Company’s management decided to write off the entire amount of these assets, 

i.e. the participating interests and advances. The recognition of treasury shares 

held to provide liquidity gave rise to an impairment loss of €731 thousand. 

Exceptional items 

12/31/2008 12/31/2007 

Non-recurring income 

– Gains on asset disposals 30,029 

• of which sale of Alta Faubourg shares 30,019 

– Merger premiums 307,496 

• of which CRP/Foncière 

ALTAREA merger premium 

307,496 

– Other exceptional income 2,057 2,434 

• Income from treasury shares 2,434 

• of which rebilling 

of stock grants to employees 

2,055 

Total 339,582 2,434 

Non-recurring expenses 

– Net value of sold assets (238,664) (3) 

• of which sale of Alta Faubourg shares (238,654) 

– Other non-recurring charges (2,056) 19 

• of which cost 

of stock grants to employees 

(2,055) 

– Non-recurring allowances 

for depreciation and impairment 

(1,619) 

• of which provision for tax risk (1,619) 

Total (242,339) 16 

Net non-recurring items 97,243 2,450 

Exceptional items primarily reflected the following 

transactions: 

• €307,496 thousand merger premium arising on the linkup 

between CRP and Foncière ALTAREA, 

• Gains/(losses) on the sale of Alta Faubourg shares to 

Altareit: given the impairment in Cogedim recorded at 

31 December 2008, the Alta Faubourg shares were sold 

to Altareit for €30,019 thousand, while their carrying 

amount was €238,654 thousand.

Income taxes 

During 2005, the ALTAREA group elected to adopt the 

special tax exemption granted to companies with Sociétés 

d’Investissement Immobilières Cotées (SIIC) status under 

Article 208 of the French General Tax Code. 

At 31 December 2008, the taxable income of the part of the 

business subject to income tax was negative. 

Breakdown of the tax benefit (€ thousand) 

Exempt 

(SIIC) 

Profit before tax Tax Profit 

Taxable 

(non-SIIC) 

Total 

Exempt 

(SIIC) 

Taxable 

(non-SIIC) 

Total 

Exempt 

(SIIC) 

Taxable 

(non-SIIC) 

Income before non-recurring items 6,582 (18,939) (12,357) (1,197) (1,197) 6,582 (20,136) (13,554) 

Net non-recurring items (1,618) 98,860 97,242 0 (1,618) 98,860 97,242 

Total 4,964 79,921 84,885 (1,197) (1,197) 4,964 78,724 83,688 

The exempt sector does not incur any income tax expense. 

The income tax expense for the taxable sector of €1,197 thousand represents the double entry for a theoretical tax savings 

based on the share issuance costs net of tax deducted from equity. 

Accordingly, book profit before tax of the taxable sector does not incur tax owing to the exempt nature of the CRP/Foncière 

ALTAREA merger premium of €307,496 thousand (election for the preferential regime). 

Increases and reductions in future tax liability (€ thousand) 

Total 

12/31/2007 Changes 12/31/2008 

Tax reductions + – 

- Organic (50) (48) 50 (48) 

- Tax loss (5,074) (245,124) (250,198) 

Total base (5,124) (245,172) 50 (250,246) 

Tax or tax saving at a rate of 33.33% 1,708 81,724 (17) 83,415 

The increase in the tax liability was chiefly attributable to: 

– the disposal of the Alta Faubourg shares and €18.4 million in net finance costs, which gave rise to a €221 million loss for 

tax purposes. 

– the impairment of the participating interest and advance to Alta Développement Russie, giving rise to a loss of €34.3 million 

for tax purposes. 

69


other information 

Related party transactions 

Balance sheet line item Amount (€ thousand) of which related parties 

Assets 

Investments in associates and other participating interests 606,084 605,981 

Receivables from participating interests 537,119 537,119 

Loans 98,705 98,562 

Trade receivables 15,370 10,737 

Other receivables 5,356 33 

Cash and prepaid expenses 17,077 9,754 

Depreciation, amortisation and impairment 61,950 35,064 


Provisions for liabilities and charges 1,619 

Borrowings and financial liabilities 630,899 2,078 

Trade payables 6,485 2,079 

Tax and social security payables 1,931 

Other payables and prepaid income 4,714 

70 

Income statement line item 

Net amount 

on the income statement 

of which 

related parties 

Operating income 

Sales of goods held for resale and properties 

Rental and services income 34,553 3,454 

Reversals of provisions and expense transfers 913 692 

Other income 1,215 

Operating expenses 

Other purchases and external expenses 21,986 5,730 

Allowances for depreciation and impairment 10,626 

Other expenses 675 

Financial income 

Income from participating interests 30,826 30,826 

Interest and other financial income 28,128 5,492 


Financial expenses 

Share of losses from subsidiaries 0 

Allowances for depreciation and impairment 35,064 35,064 

Interest and similar expense 38,137 1,331 

Non-recurring income 

Non-recurring income from management transactions 1 0 

Non-recurring income from capital transactions 339,580 339,580 


Non-recurring expenses 

Non-recurring expenses on management transactions 0 

Non-recurring expense on capital transactions 240,720 240,720 

Non-recurring allowances for depreciation and impairment 1,619 0

Benefits payable upon retirement 

No provision was set aside to cover benefits payable upon 

retirement, since there were no employees likely to qualify 

for pension obligations at 31 December 2008. 

Off-balance sheet commitments 

Financial instruments 

ALTAREA holds a portfolio of swaps to cover the interestrate 

risk on a portion of the current and future floating rate 

debt carried by itself and its subsidiaries. 

2008 2007 

Swaps / Total (nominal) 908,750 335,000 

Income and expenses from interest-rate swaps 

(€ thousand) 

The fair value of the hedging instruments represented a 

negative amount of €16,846 thousand at 31 December 



Interest income 9,909 4,425 

Interest expense 0 0 

Premium paid (1) – 4,038 – 5,374 

5,861 – 949 

(1) The premiums paid during 2007 relate to preferential rate swaps for the 

2008-2010 period and during 2008 termination costs concerning two swaps in 

January 2009 and shown under accrued expenses. 

Breakdown of swaps at 31 December (€ thousand) 

2008 2009 2010 2011 2012 

ALTAREA Pay the fixed rate 708,750 608,750 525,000 420,000 300,000 

The reference interest rate is 3-month Euribor. 

The use of derivatives as hedging instruments could expose 

the Group to the risk of counterparty default. ALTAREA 

mitigates this risk by using only major financial institutions 

as counterparties in hedging transactions. 

Commitments given 

Tranche A (€266 million) of the Ixis loan is guaranteed by 

unregistered mortgages on assets held by ALTAREA SCA, as 

well as disposals of business receivables in respect of leases 

entered into or to be entered into. In addition, the guarantees 

are subject to covenants, of which the two principal criteria 

are an LTV ratio of below 65% and an interest cover by 

EBITDA from recurring activities ratio of over 2.0x. 

ALTAREA has granted Ixis bank a pledge of shares in 

SAS Foncière ALTAREA as collateral for a new Tranche B 

revolving loan initially amounting to €460 million (€358 

million of which was drawn down), the final instalment of 

which is due to be repaid on 9 June 2013. 

ALTAREA SCA has guaranteed loans to other Group companies 

in an amount of €665.2 million. These commitments 

primarily include a joint and several guarantee provided by 

ALTAREA SCA covering Cogedim SAS to Natixis in respect 

of the loan arranged for the acquisition of Cogedim in an 

amount of €300 million. 

The principal other commitments given by the Company 

principally related to guarantees or joint and several 

guarantees in an amount of €66 million. 

Commitments received 

For acquisitions and buyouts of minority interests, ALTAREA 

secures guarantees, in particular covering potential tax 

liabilities. The representations and warranties provided by 

the Affine group for the sale of the controlling interest in 

Imaffine on 2 September 2004 were transferred as part of 

the merger, and so ALTAREA now directly holds a 10-year 

guarantee covering Imaffine’s net assets before the merger. 

In connection with the acquisition of Altareit, ALTAREA 

received a guarantee from seller Bongrain that it would 

be held fully harmless through a reduction in the selling 

price from any damage or loss originating from the business 

activities effectively suffered by Paul Renard with a cause or 

origin predating 20 March 2008 for a period of 10 years. 

Events subsequent to the balance sheet date 

No material events. 

71


Table of subsidiaries and participating interests 

Companies Subsidiaries 

(over 50% owned) 

SAS FONCIERE ALTAREA 

353 900 699 

SCA ALTAREIT 

553 091 050 

SNC TOULOUSE GRAMONT 

352 076 145 

SNC ALTAREA MANAGEMENT 

509 105 537 

SAS ALTA DEVELOPPEMENT ESPAGNE 

490 874 907 

SAS ALTA DEVELOPPEMENT ITALIE 

444 561 476 

SAS ALTA DEVELOPPEMENT RUSSIE 

477 997 712 

SARL SOCOBAC 

352 781 389 

Participating interest (10 à 50 %) 

Other securities 

Share 

capital 

Equity 

other than 

share 

capital 

% held Cost of 

shares, 

gross 

Cost of 

shares, 

net 

Loans and 

advances 

given 

Loans and 

advances, 

net 

Guarantees 

given 

Earnings 

in the 

previous 

financial 

year 

Dividends 

received 

by the 

company 

6,287 551,782 99.33 575,553 575,553 333,524 333,524 – 243,336 1,191 

1,645 11,092 99.59 14,725 14,725 85,498 85,498 398 

Revenue 

before 

taxes 

450 7 99.99 457 457 5,652 5,652 – 241 141 

10 99.99 10 10 – 31 

150 1,358 100.00 1,500 1,500 4,630 4,630 7 

12,638 – 1,747 96.2 ,1 13,800 13,800 2,217 2,217 305 

38 – 2,055 100.00 38 0 34,295 – 32,359 

8 142 100.00 0 0 5 

(1) The percentage interest reported in SAS Alta-Développement-Italie represents the theoretical allocation rate of dividends for class A shares after payment of the preferential 

dividends on class B shares wholly-owned by the ALTAREA SCA. 

The rights attached to these categories of shares are defined in the Company’s articles of association. 

72


on the full-year financial statements 

(For the fiscal year ended 31 December 2008) 

To the Shareholders, 

In accordance with our appointment as statutory auditors by your Annual General Meeting, we hereby present you with our 

report for the fiscal year ended 31 December 2008 on: 

• our audit of the accompanying financial statements of ALTAREA SCA; 

• justification of our assessments; 

• specific verifications and information required by law. 

These full-year financial statements have been approved by the Managers. Our responsibility is to express an opinion on these 

full-year financial statements based on our audit. 

I. Opinion on the full-year financial statements: 

We conducted our audit in accordance with professional standards applicable in France. Those standards require that we 

plan and perform the audit to obtain reasonable assurance as to whether the financial statements are free of material 

misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial 

statements. An audit also includes assessing the accounting principles used and significant estimates made by management, 

as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for 

our opinion given below. 

In our opinion, the financial statements give a true and fair view of the company’s operations during the fiscal year, as well 

as the company’s assets, liabilities, and financial position at 31 December 2008, in accordance with accounting principles 

generally accepted in France. 

II. Justification of our assessment: 

In accordance with Article L.823-9 of the French Commercial Code concerning the justification of our assessment, we bring 

to your attention the following items: 

• Note 3.1, “Significant events of 2008“, discusses in particular the mergers and acquisitions carried out between the 

Company and ALTAFINANCE, as well as material purchases, disposals and exchanges of equity interests carried out within 

the framework of the restructuring of different business lines. 

We assessed the legal terms of these transactions and how they are reflected in the full-year financial statements and have 

no particular matters to report. 

• Under Note 3.3, “Accounting policies, rules and methods“: 

– The note on property, plant, and equipment discusses the accounting methods used for the measurement, depreciation, 

and impairment of these assets. 

73


We confirmed that these accounting methods are reasonable and have been applied appropriately. 

– The note on financial assets discusses the accounting methods used to measure the equity interests held by the company 

and related receivables at the end of the fiscal year. 

We confirmed that these accounting methods and the information provided in the notes are appropriate, and that reasonable 

estimates have been used to determine the value-in-use of these financial assets and to justify the amount of related 

receivables. 

These assessments were made as part of our audit of the full-year financial statements taken as a whole, and therefore 

contributed to our audit opinion expressed in the first part of this report. 

III. Specific verifications and information required by law: 

We also carried out the specific verifications required by law. 

We have no matters to report as to: 

• The fair presentation of the information given in the management report and documents sent to shareholders regarding the 

company’s financial position and financial statements, and the consistency of this information with the full-year financial 

statements; 

• The fair presentation of the information given in the management report regarding the compensation and benefits paid to 

corporate officers and the company’s obligations to corporate officers upon or after their appointment, removal, or change 

in responsibilities. 

In accordance with the law, we have confirmed that the required information on acquisitions of the company’s shares and 

voting rights, along with the identities of the company’s shareholders and voting right holders, are disclosed in the management 

report. 

Paris and Paris La Défense, 30 April 2009 

The Statutory Auditors 

A.A.C.E. Ile-de-France 

Michel Riguelle 

erNST & YOUNG Audit 

Marie-Henriette Joud 

74


on regulated agreements 



As the statutory auditors of your company, we hereby present you with our report on regulated agreements. 

Agreements authorised during the fiscal year: 

In accordance with Articles L. 226-10 and L. 225-40 of the French Commercial Code, we have been informed of the 

agreements authorised by the Board of Directors. 

It is not our responsibility to determine the existence of any other agreements, but to report to you, based on the information 

provided to us, the main terms and conditions of the agreements brought to our attention, without expressing an opinion on 

their usefulness and appropriateness. It is your responsibility, pursuant to Article R. 226-2 of the French Commercial Code, 

to assess the company’s interest in entering into these agreements before deciding on whether to approve them. 

We have taken the measures we deemed necessary in accordance with CNC professional guidelines relating to our audit. 

These measures consisted of verifying that the information provided to us is consistent with the documents from which it was 

taken. 

With ALTAFINANCE 2: 

On 17 March 2008, the Supervisory Board authorised the signature of an agreement concerning a €160 million intra-group 

loan granted by ALTAFINANCE. 

Interest of €484,068 calculated at a rate of 6.05% per year was payable by the Company in respect of 2008. 

Person involved: Alain Taravella 

With JN HOLDING: 

On 17 March 2008, the Supervisory Board authorised the signature of an agreement concerning a €10 million intra-group 

loan granted by JN HOLDING. 

Interest of €30,254 calculated at a rate of 6.05% per year was payable by the Company in respect of 2008. 

Person involved: Jacques Nicolet 

With ALTAREIT: 

On 1 December 2008, the Supervisory Board authorised the sale by the Company to ALTAREIT of all of the 10,165,608 

shares in ALTA FAUBOURG held by ALTAREA SCA for a price of €30,017,922. 

Persons involved: Alain Taravella, Jacques Nicolet and ALTAFINANCE 2 

With ALTA FAUBOURG: 

On 1 December 2008, the Company authorised the sale to the Company by ALTA FAUBOURG of all of the 38,000 shares held 

in ALTA DEVELOPPEMENT RUSSIE for €38,000. 

Persons involved: Alain Taravella and Jacques Nicolet 

Agreements approved in prior years that remained in effect during this fiscal year: 

In accordance with the French Commercial Code, we have been informed that the following agreements approved in prior 

years remained in effect during the fiscal year ended 31 December 2008: 

With COMPAGNIE ALTAREA HABITATION SAS, renamed COGEDIM SAS: 

75


The Company provided a guarantee for COMPAGNIE ALTAREA HABITATION, so that COMPAGNIE ALTAREA HABITATION 

could obtain a €300 million loan from IXIS CORPORATE & INVESTMENT BANK. This loan was used to finance a portion of 

the Cogedim acquisition. 

The Company charged a commission for this guarantee of €1,756,897 in 2008. 

With ALTAREA PATRIMAE: 

The Company granted its Spanish subsidiary, ALTAREA PATRIMAE, a subordinated loan for €22,800,000 and a guarantee 

for a bank loan. This financing was used to purchase the San Cugat shopping centre. 

The interest rate on the subordinated loan, granted on 25 July 2006, is 1.5% until 31 December 2007, 3% until 31 December 

2009, and 6% until 31 December 2016. 

The Company also pledged some of its receivables as a guarantee for ALTAREA PATRIMAE to obtain a €22,800,000 

subordinated loan from IXIS CORPORATE & INVESTMENT BANK. 

The Company recognised €685,874 of financial income from the subordinated loan in 2008. 

With MEZZANINE PARIS NORD SA: 

The company provided a personal, divided guarantee for CREDIT FONCIER DE FRANCE (after the merger of ENTENIAL 

and CREDIT FONCIER DE FRANCE) to obtain financing from MEZZANINE PARIS NORD SA. This guarantee consists of the 

following two parts: 

• A €1,859,878 repayment for Tranche A of a loan which covers 20% of the total loan principal, €9,299,390, plus interest, 

fees, and other related costs; and 

• A €990,919 payment to cover the remaining amount due for construction work and the initial royalty owed to SNCF, as part 

of a first-demand guarantee. The €990,919 payment covers 20% of the total loan principal, €4,954,593, plus a 19.60% 

VAT charge and the indexed increases set forth in the tenancy agreement. 

The company recognised €8,545 of financial income from commissions on this guarantee at a rate of 0.4% in 2008. 

With ALTAREA GESTION SNC: 

ALTAREA GESTION SNC provides the company with administrative and financial support under the terms of an agreement 

signed on 17 December 1999. The agreement sets the annual fee for this service at €152,449, which remained unchanged 

in 2008. This agreement applies to ALTAREA FRANCE following the complete transfer of assets and liabilities by ALTAREA 

GESTION SNC to ALTAREA FRANCE. 

With ALTAFINANCE SAS: 

The Company terminated its management, assistance, and advisory agreement with ALTAFINANCE, its parent company, effective 

30 June 2007. This agreement was originally entered into on 13 March 2006 for three years starting on 1 April 2006. 

However, the Company recognised a €96,078 charge related to this agreement in 2008, concerning transactions decided 

before the agreement was terminated but carried out after it was terminated. 





erNST & YOUNG Audit 


76

ALtarea GROUP / CONSOLIDATED FINANCIAL STATEMENTS 

3 

Consolidated 


for the financial 

year ended 

31 December 2008 

1 balance sheet 78 

2 Income statement 77 

3. Cash flow statement 81 

4 Statement of changes in equity 82 

5 Costing-based profitability analyses 83 

6. Information about the Company 85 

7. Accounting policies 85 

7.1 Declaration of compliance and accounting standards 

applied by the Group 85 

7.2 Changes in accounting policies since 1 January 2008 85 

7.3 Changes in accounting methods made by the Group 86 

7.4 Preparation of the consolidated financial statements 88 

7.5. Estimates and assumptions affecting assets and liabilities 88 

7.6 Investment in jointly controlled entities 89 

7.7 Investment in associates 89 

7.8 Classification of assets and liabilities between current 

and non-current items 89 

7.9 Business combinations and goodwill 89 

7.10 Intangible assets 90 

7.11 Property, plant and equipment other than investment property 90 

7.12 Investment property 90 

7.13 Assets under development 91 

7.14 Non-current assets held for sale and discontinued operations 91 

7.15 Remeasurement of non-current assets 

(other than financial assets and investment properties) 92 

7.16 Inventories 92 

7.17 Trade receivables and other accounts receivable 93 

7.18 Financial instruments 93 

7.19 Equity 94 

7.20 Share-based payments 94 

7.21 Employee benefits 94 

7.22 Provisions and contingent liabilities 95 

7.23 Income taxes 95 

7.24 Revenue and revenue-related expenses 95 

7.25 Leases 95 

7.26 Gain or loss on the disposal of investment assets 97 

7.27 Change in the fair value of investment properties 97 

7.28 Borrowing costs or costs of interest-bearing liabilities 97 

7.29 Discounting of payables and receivables 97 

7.30 Cash flow statement 98 

7.31 Operating Segments (IFRS 8) 98 

8. Significant events of 2007 and 2008 99 

8.1 2008 financial year 99 

8.2 2007 financial year 100 

9. Operating segments 102 

9.1 Income statement items by operating segment 102 

9.2 Balance sheet items by operating segment 104 

9.3. Revenue by region 105 

10. Scope of consolidation 106 

10.1 List of companies included in the consolidated 


10.2 Changes in scope of consolidation 117 

11. Business combinations 118 

12. Impairment of assets under IAS 36 119 

12.1 Goodwill arising on the Cogedim acquisition 119 

12.2 Brand 119 


12.5 Customer relationships 120 

13. Balance sheet 121 

13.1 Goodwill 121 

13.2 Brands and other intangible assets 121 

13.3 Property, plant and equipment other than investment property 122 

13.4 Investment property 123 


13.6 Investment in associates 125 

13.7 Investment in jointly controlled entities 127 

13.8 Participating interests 128 

13.9 Other non-current financial assets 128 

13.10 Customer relationships 130 

13.11 Inventories and work in progress 130 

13.12 Trade receivables and other accounts receivable 132 

13.13 Principal accounts 133 

13.14 Other current financial assets 134 

13.15 Share capital, share-based payments and treasury shares 134 

13.16 Financial liabilities 137 

13.17 Pension obligations 142 

13.18 Other provisions 143 

13.19 Security and other deposits received and 

other non-current liabilities 145 

13.20 Trade payables and other accounts payable 145 

13.21 Financial instruments and market risks 146 

14. Income statement 151 

14.1 Net rental income 151 

14.2 Net property income 152 

14.3 Net overhead costs 152 

14.4 Other income and expense 154 

14.5 Net gain/(loss) on sale of investment assets 155 

14.6 Other items contributing to operating profit 155 

14.7 Net cost of debt 156 

14.8 Other components of profit before tax 157 

15. Income taxes 157 

16. Information on the cash flow statement 161 

17. Other information 162 

17.1 Earnings per share 162 

17.2 Dividends paid and proposed 162 

17.3 Related parties 163 

17.4 Lease obligations - as lessee 165 

17.5 Other off-balance sheet commitments 166 

17.6 Number of Group employees at the balance sheet date: 167 

17.7 Litigation and claims 167 

17.8 Events subsequent to the balance sheet date 167 

18 Auditors’ report on the consolidated 


77

CONSOLIDATED FINANCIAL STATEMENTS 

1. Balance sheet 

Assets 

(in € thousand) Note 12/31/2008 12/31/2007 

NON-CURRENT ASSETS 3,109,266 3,017,527 

Goodwill 13,1 128,716 352,672 

Brands 13,2 66,600 66,600 

Other intangible assets 13,2 4,792 5,000 

Property, plant and equipment other than investment property 13,3 10,694 8,349 

Investment property 13,4 2,221,875 2,075,997 

Assets under development 13,5 516,940 399,197 

Assets held for sale 1,582 283 

Investment in associates 13,6 68,599 92,298 

Participating interests 13,8 264 262 

Other non-current financial assets 13,9 25,521 16,294 

Deferred tax asset 15 63,682 578 

CURRENT ASSETS 1,115,451 1,156,730 

Customer relationships 13,1 29,507 156,943 

Inventory and work in progress 13,11 396,220 525,941 

Trade accounts receivable 13,12 155,695 98,828 

Other receivables due in less than 1 year 13,12 190,047 186,280 

Advances and downpayments paid 13,12 27,610 23,599 

Income tax credits 15 5,728 4,843 

Principal accounts in debit 13,13 9,190 8,056 

Other current financial assets 13,14 158 275 

Derivative financial instruments 13,21 5,404 49,079 

Cash and cash equivalents 16 295,891 102,888 

TOTAL ASSETS 4,224,717 4,174,258 

78



EQUITY 1,158,091 1,214,582 

EQUITY - ATTRIBUTABLE TO GROUP SHAREHOLDERS 1,109,276 1,184,026 

Share capital 13.15 120,815 86,617 

Share premium account 606,772 263,190 

Group reserves 778,744 404,802 

Profit for the year attributable to Group shareholders (397,056) 429,417 

EQUITY - MINORITY INTERESTS 48,816 30,556 

Minority interests / equity 35,307 20,432 

Minority interests / profit 13,509 10,124 

NON-CURRENT LIABILITIES 2,173,014 2,030,236 

Borrowings and financial liabilities 13.16 2,097,466 1,859,372 

of which financial liabilities guaranteed by shareholders – 49,954 

of which participating loan 24,843 24,816 

of which borrowings and financial liabilities vis-à-vis credit institutions 2,033,598 1,764,418 

of which borrowings and bank liabilities matching VAT receivables 10,957 2,294 

of which other borrowings and financial liabilities 28,068 17,890 

Provisions for post-employment obligations 13.17 3,524 3,882 

Other non-current provisions 13.18 15,871 12,527 

Deposits and security interests received 13.19 22,975 19,955 

Other non-current liabilities 13.19 2,267 191 

Tax payable 15 403 633 

Deferred tax liability 15 30,508 133,676 

CURRENT LIABILITIES 893,613 929,440 

Borrowings and financial liabilities 13.16 183,276 374,216 

of which financial liabilities guaranteed by shareholders – 182,076 

of which participating loan – 72 

of which borrowings and financial liabilities vis-à-vis credit institutions 170,256 183,153 

of which borrowings and bank liabilities matching VAT receivables 1,216 1,025 

of which other borrowings and financial liabilities 11,804 7,890 

Derivative financial instruments 13.21 82,242 6,423 

Trade payables and other operating payables 13.2 610,181 534,046 

Tax payable 15 1,488 6,307 

Principal accounts in credit 13.13 9,190 8,056 

Current provisions 13.18 7,236 391 

TOTAL LIABILITIES AND EQUITY 4,224,717 4,174,258 

asset-liability control (0) (0) 

79


2. Income statement 

(in € thousand) Note 12/31/2008 12/31/2007 * 

Rental revenue 122,266 94,375 

Other income, net 4,339 3,588 

Expenses on land (2,060) (659) 

Non-recovered service charges (2,729) (3,050) 

Management fees (4,560) (1,546) 

NET RENTAL INCOME 14 117,256 92,708 

Revenue 778,957 341,893 

Cost of sales (676,890) (280,413) 

Marketing expenses (14,508) (6,160) 

Net allowance to provisions (34,663) (2,927) 

Amortisation of customer relationships (21,298) (24,627) 

NET PROPERTY INCOME 14 31,598 27,767 

External service providers 39,975 18,165 

Staff costs (44,137) (23,629) 

Other overhead costs (27,367) (18,379) 

Allowance for depreciation on operating assets (3,237) (1,791) 

Allowance to provisions (81) – 

Amortisation of customer relationships (14,593) – 

NET OVERHEAD COSTS 14 (49,439) (25,635) 

Other income 8,685 9,823 

Other expenses (18,069) (16,552) 

Allowance for amortisation (262) (94) 

OTHER INCOME AND EXPENSE 14 (9,646) (6,824) 

Proceeds from sale of investment assets 23,830 – 

Carrying amount of assets sold (23,491) – 

GAIN ON SALE OF INVESTMENT ASSETS 14.5 338 – 

Change in value of investment properties 15 (86,306) 411,911 

> of which Change in value of investment properties delivered 96,815 182,431 

> of which Other changes in value of investment properties (183,121) 229,480 

Net impairment losses on assets under development 15 (17,488) 163 

Net impairment losses on other non-current assets 15 654 (2,345) 

Net allowance for provisions 15 (10,336) (127) 

Negative goodwill 15 – 1,603 

Impairment of customer relationships 15 (91,545) – 

Goodwill impairment losses 15 (225,290) – 

OPERATING PROFIT (340,204) 499,220 

Net cost of debt 14.7 (75,158) (44,704) 

> of which interest expense (104,696) (58,488) 

> of which interest income 29,538 13,784 

Change in fair value and gain/loss on the sale of financial instruments 14.8 (110,395) 2,099 

Gain (loss) on sale of participating interests 14.8 (157) 31 

Share of earnings of equity-method associates 14.8 (26,290) 6,921 

Dividends 14.8 0 (0) 

Discounting of payables and receivables 14.8 (3,519) (5,866) 

PROFIT BEFORE TAX (555,723) 457,702 

Income tax 15 172,176 (18,161) 

PROFIT (383,547) 439,541 

of which profit attributable to Group shareholders (397,056) 429,417 

of which profit attributable to minority interests 13,509 10,124 

Basic earnings per share attributable to Group shareholders (in €) 17.1 (44.17) 55.00 

Diluted earnings per share attributable to Group shareholders (in €) 17.1 (43.54) 54.37 

80 

* Cogedim: contribution over 6 months

3. Cash flow statement 


Cash flows from operating activities Consolidated profit after tax (383,547) 439,541 

Elim. of income tax expense (income) (172,176) 18,161 

Elim. of net interest expense (income) 74,781 45,077 

Profit before tax and before net interest expense (income) (480,942) 502,779 

Elim. of allowances for depreciation and impairment 381,007 27,142 

Elim. of changes in fair value relating to assets held for sale 166 – 

Elim. of changes in fair value relating to investment properties 86,141 (411,911) 

Elim. of changes in fair value relating to financial instruments 110,243 (2,052) 

Elim. of changes in fair value relating to discounting 3,519 5,866 

Elim. of gains (losses) on sales of assets 1,153 1,595 

Elim. of share in earnings of equity-method associates 26,290 (6,921) 

Elim. of dividend income 10 0 

Operating cash flow before tax and change in WCR 127,585 116,497 

Taxes paid (7,876) (18,179) 

Impact of change in working capital requirement (WCR) 16 117,480 (36,827) 

TOTAL OF OPERATING CASH FLOWS 237,189 61,491 

Cash flows from investing activities Acquisitions of non-current assets (337,158) (490,214) 

Acquisition of consolidated companies, net of cash acquired 16 (272,023) (396,028) 

Loans and advances granted (10,118) (12,733) 

Disposals of intangible assets (net of the change in receivables) 15 - 

Disposals of investment properties (net of the change in receivables) 

and repayments of advances and downpayments 

24,392 10,027 

Disposals of financial assets (net of the change in receivables) 19 (0) 

Reduction in other financial assets 6,418 1,759 

Disposals of consolidated companies, net of cash disposed of 24 (73) 

Impact of other changes in scope of consolidation 587 5,189 

Net change in investments and derivative financial instruments 11,690 (16,851) 

Dividends received 2,164 400 

Interest received 27,381 9,870 

TOTAL OF INVESTING CASH FLOWS (546,608) (888,656) 

Cash flows from financing activities 

Increase/decrease in capital of the parent company net of costs 

371,860 16,136 

Increase/decrease in capital of minority interests – 257 

Dividends paid to Group shareholders (47,723) (31,275) 

Dividends paid to minority interests 1,090 (408) 

Issuance of debt and other financial liabilities 589,634 966,028 

Repayment of borrowings and other financial liabilities (268,272) (101,499) 

Net sales (purchases) of own shares (1,675) 1,862 

Net change in bank facilities (39,079) 60,574 

Net change in security deposits received 2,982 – 

Net change in current accounts in debit (235) – 

Interest paid (100,772) (50,144) 

TOTAL OF FINANCING CASH FLOWS 507,809 861,531 

Effect of exchange differences and changes of accounting method - - 

CHANGE IN CASH 198,390 34,367 

Opening cash balance 92,724 58,357 

Closing cash balance 291,114 92,724 

198,390 34,366 

Actual opening cash position 12.11 

Cash and cash equivalents 102,888 71,497 

Bank overdraft: (10,164) (13,139) 

Actual closing cash position 12.11 

Cash and cash equivalents 295,891 102,888 

Bank overdraft: (4,778) (10,164) 

81


4. Statement of changes in equity 

(in € thousand) Share capital Share 

premium 

account 

Treasury 

shares 

Reserves 

and retained 

earnings 

Total equity 

attributable 

to Group 

shareholders 

Minority 

interests 

Total equity 

At 31 December 2006 85,507 248,164 (3,854) 438,217 768,034 18,331 786,365 

Profit for the year 429,417 429,417 10,124 439,541 

Translation adjustment (2,896) (2,896) (2,896) 

Total income, expense and related movements over 

the period 

426,521 426,521 10,124 436,645 

Dividend distributions (31,275) (31,275) 943 (30,332) 

Capital increase 1,110 15,026 – 16,136 252 16,388 

Value of stock options and stock grants 3,550 3,550 3,550 

Treasury shares (574) 1,623 1,049 1,049 

Transactions with minority investors 1 1 (1) – 

Changes in the scope of consolidation (other) – 905 905 

Other 10 10 2 12 

At 31 December 2007 86,617 263,190 (4,428) 838,647 1,184,026 30,556 1,214,582 

Profit for the year (397,056) (397,056) 13,509 (383,547) 

Translation adjustment 977 977 – 977 

Total income, expense and related 

movements over the period 

(396,079) (396,079) 13,509 (382,570) 

Dividend distributions (47,716) (47,716) 1,090 (46,626) 

Capital increase 34,197 346,225 (5,847) 1 374,576 1 374,577 

Expenses of transactions with equity holders (2,642) – (2,642) – (2,642) 

Value of stock options and stock grants 6,209 6,209 23 6,232 

Treasury shares (1,464) (211) (1,675) – (1,675) 

Transactions with minority investors (7,422) (7,422) 2,224 (5,198) 

Changes in the scope of consolidation (other) – – 1,414 1,414 

Other 1 (1) (2) (2) (1) (3) 

At 31 December 2008 120,815 606,772 (11,739) 393,427 1,109,275 48,816 1,158,091 

82

5. Costing-based profitability analyses 

Costing-based profitability analysis at 31 December 2008 

(in € thousand) 

Shopping 

centres 

Property 

development for 

third parties 

Recurring 

activities 


activities 

Rental revenue 122,266 – 122,266 – 122,266 

Other income, net 4,339 0 4,339 – 4,339 

Expenses on land (2,060) – (2,060) – (2,060) 

Non–recovered service charges (2,729) – (2,729) – (2,729) 

Management fees (4,560) – (4,560) – (4,560) 

NET RENTAL INCOME 117,256 0 117,256 – 117,256 

Revenue – 739,619 739,619 39,339 778,957 

Cost of sales – (639,234) (639,234) (37,656) (676,890) 

Marketing expenses – (14,027) (14,027) (481) (14,508) 

Net allowance to provisions – (10,755) (10,755) (23,908) (34,663) 


NET PROPERTY INCOME – 75,603 75,603 (44,005) 31,598 

External service providers 6,665 29,392 36,057 3,918 39,975 

Staff costs (9,213) (29,530) (38,743) (5,394) (44,137) 

Other overhead costs (8,029) (11,847) (19,876) (7,491) (27,367) 

Depreciation expense on operating assets (391) (2,150) (2,541) (695) (3,237) 

Allowance to provisions – – – (81) (81) 


NET OVERHEAD COSTS (10,968) (14,135) (25,103) (24,336) (49,439) 

Other income 727 3,259 3,986 4,699 8,685 


Allowance for amortisation (6) (4) (10) (252) (262) 

OTHER INCOME AND EXPENSE (2,456) (3,639) (6,095) (3,550) (9,646) 

Proceeds from sale of investment assets – – – 23,830 23,830 

Carrying amount of assets sold – – – (23,492) (23,492) 

GAIN ON SALE OF INVESTMENT ASSETS – – – 338 338 

Change in value of investment properties (0) – (0) (86,306) (86,306) 

– of which Change in value of investment properties delivered (0) – (0) 96,815 96,815 

– of which Other changes in value of investment properties – – – (183,121) (183,121) 

Net impairment losses on assets under development – – – (17,488) (17,488) 

Net impairment losses on other non-current assets – – – 654 654 

Net allowance for provisions – 96 96 (10,432) (10,336) 

Impairment of customer relationships – – – (91,545) (91,545) 

Goodwill impairment losses – – – (225,290) (225,290) 

OPERATING PROFIT 103,832 57,924 161,756 (501,961) (340,204) 


Change in fair value and gain/loss on the sale of financial instruments – – – (110,395) (110,395) 

Gain (loss) on sale of participating interests – – – (157) (157) 

Share of earnings of equity-method associates 4,401 613 5,014 (31,303) (26,290) 

Dividends – – – 0 0 

Discounting of payables and receivables – – – (3,519) (3,519) 

PROFIT BEFORE TAX 64,590 34,444 99,034 (654,757) (555,723) 

Income tax 297 (1,062) (765) 172,941 172,176 

PROFIT 64,887 33,382 98,269 (481,816) (383,547) 

of which profit attributable to Group shareholders 62,422 31,308 93,730 (490,786) (397,056) 

of which profit attributable to minority interests 2,465 2,074 4,538 8,970 13,509 

Weighted average number of shares after dilution 9,118,414 9,118,414 

Diluted earnings per share attributable to Group shareholders (€) 10.28 (43.54) 

Group 

total 

83


Costing–based profitability analysis at 31 December 2007 


Shopping 

centres 

Property 

development for 

third parties 

Recurring 

activities 


activities 

Rental revenue 94,375 – 94,375 (0) 94,375 

Other income, net 3,588 – 3,588 – 3,588 

Expenses on land (659) – (659) – (659) 

Non–recovered service charges (3,050) – (3,050) – (3,050) 

Management fees (1,546) – (1,546) – (1,546) 

NET RENTAL INCOME 92,708 – 92,708 (0) 92,708 

Revenue – 328,726 328,726 13,168 341,893 

Cost of sales – (269,109) (269,109) (11,304) (280,413) 

Marketing expenses – (6,160) (6,160) – (6,160) 

Net allowance to provisions – (2,862) (2,862) (64) (2,927) 


NET PROPERTY INCOME – 50,595 50,595 (22,828) 27,767 

External service providers 5,274 8,690 13,964 4,201 18,165 

Staff costs (8,120) (10,364) (18,484) (5,145) (23,629) 

Other overhead costs (6,042) (5,596) (11,638) (6,741) (18,379) 

Allowances for depreciation and impairment (304) (835) (1,139) (652) (1,791) 

NET OVERHEAD COSTS (9,192) (8,104) (17,297) (8,338) (25,635) 

Other income 1,233 2,220 3,453 6,370 9,823 


Allowance for depreciation (15) (2) (16) (78) (94) 

OTHER INCOME AND EXPENSE (1,084) (1,304) (2,388) (4,435) (6,823) 

Proceeds from sale of investment assets – – – – – 

Carrying amount of assets sold – – – – – 

GAIN ON SALE OF INVESTMENT ASSETS – – – – – 

Change in value of investment properties 0 – 0 411,911 411,911 

– of which Change in value of investment properties delivered 0 – 0 182,431 182,431 

– of which Other changes in value of investment properties – – – 229,480 229,480 

Net impairment losses on assets under development – – – 163 163 

Net impairment losses on other non–current assets – – – (2,345) (2,345) 

Net allowance for provisions – 85 85 (212) (127) 

Negative goodwill – – – 1,603 1,603 

Goodwill impairment losses – – – – – 

OPERATING PROFIT 82,431 41,272 123,703 375,517 499,220 


Change in fair value and gain/loss on the sale of financial instruments – (0) (0) 2,099 2,099 

Gain (loss) on sale of participating interests – – – 31 31 

Share of earnings of equity–method associates 1,440 894 2,334 4,587 6,921 

Dividends – – – (0) (0) 

Discounting of payables and receivables – – – (5,866) (5,866) 

PROFIT BEFORE TAX 52,492 35,467 87,959 369,743 457,702 

Income tax (400) (11,174) (11,574) (6,587) (18,161) 

PROFIT 52,092 24,292 76,385 363,156 439,541 

of which profit attributable to Group shareholders 50,881 23,462 74,343 355,075 429,417 

of which profit attributable to minority interests 1,212 830 2,042 8,082 10,124 


Diluted earnings per share attributable to Group shareholders (€) 9.41 54.37 

* Cogedim: contribution over 6 months. 

The format of the costing–based profitability analysis is now the same as for the income statement. Accordingly, by comparison 

with the published 2007 financial statements, capitalised production and the change in inventories is allocated to Staff costs 

and Other overhead costs and unallocated Head office costs are transferred to Other overhead costs. 

Group 

total 

84

6. Information about 

the Company 

ALTAREA is a partnership limited by shares (Société en 

Commandite par Actions, “SCA”) whose shares are admitted 

to trading on the Eurolist regulated market of Euronext 

Paris SA (compartment A). Its head office is at 108, rue de 

Richelieu in Paris. 

ALTAREA has had the status of a listed property investment 

company (Société d’Investissement Immobilier Cotée, 

“SIIC”) since 1 January 2005. 

ALTAREA and its subsidiaries (“ALTAREA” or “the Group”) 

are in the business of owning shopping centre properties. 

This activity includes the asset and property management 

functions, which are performed internally within the Group. 

ALTAREA is also active as a property developer in the shopping 

centre sector, and it is a significant player in property 

development for third parties. ALTAREA thus operates in all 

real estate asset classes (shopping centres, offices, hotels 

and housing). The shopping centre development business 

is conducted for its own account and is intended to sustain 

growth in its owned shopping centre property business. 

ALTAREA enjoys a close relationship with local authorities. 

At its meeting on 27 March 2009, ALTAREA’s Supervisory 

Board reviewed the consolidated financial statements for 

the year ended 31 December 2008 as drawn up by the 

Managers. 

7. Accounting 

policies 

7.1 Declaration of compliance and 

accounting standards applied by the Group 

The accounting principles adopted for preparation of the 

consolidated financial statements are in line with the 

IFRS standards and interpretations, as adopted by the 

European Union at 31 December 2008 and available 

at: http://ec.europa.eu/internal_market/accounting/ias_ 

fr.htm#adopted-commission 

The IFRS as adopted by the European Union do not 

differ from the IFRS as published by the IASB insofar as 

application of the following standards and interpretations, 

the date of first-time adoption scheduled by the IASB is set 

for financial years beginning on or after 1 January 2008 and 

which were not in force in the European Union at this date, 

either have no impact on the financial statements of the 

ALTAREA group or were applied early: 

– IFRIC 12 – Service Concession Arrangements. The Group 

adopted this interpretation early for the financial year ended 

31 December 2007 in connection with the acquisition of a 

shareholding in Semmaris. 

– IFRIC 11 – “IFRS 2 - Group and Treasury Share Transactions”, 

which was endorsed by the EU in 2007 with a deferred firsttime 

adoption date of financial years beginning on or after 

1 January 2009. This interpretation clarifies the recognition 

by a subsidiary of payments in the parent company’s own 

equity instruments through purchases of treasury shares. 

This interpretation had no impact on the Group’s financial 

statements. 

– IFRIC 14 – IAS 19 – “The Limit on a Defined Benefit Asset, 

Minimum Funding Requirements and their Interaction”, 

which was endorsed by the EU in December 2008, but 

with a deferred date for mandatory adoption in the EU of 

financial years beginning on or after 31 December 2008. 

This interpretation is not applicable to the Group. 

7.2 Changes in accounting policies since 

1 January 2008 

• Recent standards, amendments and interpretations anticipated 

in the 2007 financial statements 

– IFRS 8 – Operating Segments: for the financial year 

ended 31 December 2007, the Group decided to apply 

this standard approved by the European Union early. Note 

7.3.1. “Operating Segments” to the financial statements 

deals with application of this standard. 

– Amendment to the revised IAS 23 “Borrowing costs”: 

this standard removes the option for borrowing costs to 

be expensed. Application of IAS 23 (revised in 2007) 

has no impact because the Group has always applied 

the alternative treatment of capitalising borrowing costs 

incurred during the construction period of the eligible 

asset. 

– Interpretation IFRIC 12 –“Service Concession Arrangements”: 

this interpretation was adopted for the first time in the 

Group’s financial statements for the financial year ended 

31 December 2007 for associate interests (see note 10.6 to 

the consolidated financial statements for the financial year 

ended 31 December 2007). 

85


• New standards, amendments and interpretations in force 

in the European Union and mandatory for financial years 

beginning on or after 1 January 2008 

The accounting principles adopted are consistent with 

those used to prepare the consolidated financial statements 

for the financial year ended 31 December 2007, with the 

exception of the adoption of the following standards and 

interpretation: 

Amendments to IAS 39 and IFRS 7 – Reclassification of 

financial assets. The amendment to IAS 39 in response 

to the financial crisis allows the transfer of financial 

instruments out of the “Financial assets at fair value 

through profit and loss” category and also allows, subject 

to certain conditions, the transfer of financial instruments 

out of the “Financial assets at fair value through profit and 

loss” and “Available-for-sale financial assets” categories to 

the “Loans and advances” category. 

Application of the following new interpretations that entered 

force in 2008 had no impact on the Group’s financial 

statements (see note 7.1). 

• New standards, amendments and interpretations that may 

be adopted early, but adoption of which is not mandatory for 

financial years beginning on or after 1 January 2008 

The Group has decided not to adopt the following standards, 

amendments and interpretations early: 

– Revised IAS 1 “Presentation of financial statements”, 

applicable in financial years beginning on or after 

1 January 2009. 

– Interpretation IFRIC 13 “Customer Loyalty Programmes”. 

The Group does not anticipate any material impact on its 

consolidated financial statements. 

– IFRIC 11 – “IFRS 2 - Group and Treasury Share 

Transactions”, which was endorsed by the EU in 2007 

with a deferred first-time adoption date of financial years 

beginning on or after 1 January 2009. This interpretation 

clarifies the recognition by a subsidiary of payments in 

the parent company’s own equity instruments through 

purchases of treasury shares. This interpretation had no 

impact on the Group’s financial statements. 

– IFRIC 14 – IAS 19 – “The Limit on a Defined Benefit Asset, 

Minimum Funding Requirements and their Interaction”, 

which was endorsed by the EU in December 2008, but 

with a deferred date for mandatory adoption in the US of 

financial years beginning on or after 31 December 2008. 

This interpretation is not applicable to the Group. 

– Amendments to IAS 32 and IAS 1 – Financial Instruments 

Puttable at Fair Value and Obligations Arising on 

Liquidation 

– Amendments to IAS 23 – Borrowing Costs 

• Standards, amendments and interpretations published by the 

IASB, but not in force in the European Union 

The Group has not adopted the following items, which were not 

in force in the European Union at 31 December 2008: 

– Revised IFRS 3, “Business Combinations” for adoption in 

financial years beginning on or after 1 July 2009 

– Revised IAS 27, “Consolidated and Separate Financial 

Statements” for adoption in financial years beginning on 

or after 1 July 2009 

– Interpretation IFRIC 15 “Agreements for the Construction 

of Real Estate”. The Group does not anticipate any 

material impact on its consolidated financial statements. 

– Interpretation IFRIC 16 “Hedges of a Net Investment 

in a Foreign Operation” for adoption in financial years 

beginning on or after 1 October 2008 

– IFRIC 17 – Distributions of Non-cash Assets to Owners 

– “Annual improvements”, for adoption in financial 

years beginning on or after 1 January 2009, unless a 

specific provision states another subsequent date in 

the improvement. Improvements in IFRS notably cover 

IFRS 23 “Borrowing Costs – Components of Borrowing 

Costs” and IAS 40 “Investment Property – Accounting for 

an Investment Property under Construction” 

These items may have an impact on the Group’s financial 

statements and are currently being analysed notably 

with regard to the revised IFRS 3, IAS 23 and IAS 40 as 

improved. 

Moreover, with a view to the revised version of IFRS 3, 

the Group elected this year to recognise in equity the 

acquisition of shares representing minority interests. 

Under this method, transactions with minority investors are 

analysed as transactions between shareholders as equity 

holders in the same economic entity rather than with third 

parties. The buyout of minority investors is not therefore an 

additional business combination and does not give rise to 

the recognition of additional goodwill. 

7.3. Changes in accounting methods made by 

the Group 

The Group decided to make two changes to the accounting 

methods resulting from a fresh assessment by management 

of the Group’s operational organisation during 2008. These 

changes primarily relate to Cogedim’s activities. Application 

of these changes has led to retrospective application for the 

financial year ended 31 December 2007. 

86

7.3.1. IFRS 8 “Operating Segments” 

• Accounting treatment 

After adopting IFRS 8 early at 31 December 2007, 

the Group reviewed the breakdown of its activities into 

operating segments and came to the conclusion that the 

activities performed by Cogedim, be they residential 

property development (predominantly off-plan sales) and 

commercial property development (primarily delegated 

project management and property development contract 

transactions), were conducted on a totally centralised basis 

from a decision-making standpoint. Management took the 

view that each programme constituted a CGU and that the 

group of CGUs formed an operating segment. It was thus 

considered that the Property development for third parties 

business represented a unique operating segment and 

accordingly a decision was made to merge the Residential 

Property Development and Commercial Property operating 

segments as previously defined. The Residential and 

Commercial Property segments now represent product lines 

(residential, hotels, offices, large mixed-use urban projects) 

broken down by business line (property development, 

development for own account and third parties, delegated 

project management and marketing). 

Management believes that the three characteristics of an 

operating segment are satisfied for the third-party property 

development as defined below, i.e.: 

- an activity generating revenues and incurring expenses, 

- Operating profit regularly reviewed by ALTAREA’s 

management, which makes resource allocation decisions 

and assesses performances, 

- Information fully available. 

Accordingly, at Group level, management introduced a 

change in accounting method based on a reduction in the 

number of operating segments to three, that is an owned 

shopping centre business, a shopping centre development 

business for its own account and the property development 

for third parties business. 

See note 7.31. “Operating Segments” for a detailed 

presentation of these. 

• Consequences and impact of the change in accounting 

method on the Group’s consolidated financial statements 

This change in accounting method was applied 

retrospectively. 

It did not lead to any impact on the Group’s financial 

statements, except for: 

– the presentation of the costing-based profitability analysis, 

which is presented according to the two analytical axes of 

recurring profit and non-recurring profit. Recurring profit 

in the costing-based profitability analysis is now analysed 

through the contribution made by the two operating 

segments, i.e. the owned shopping centre business and 

the property development for third parties business. 

– The presentation of the balance sheet and profit by 

operating segment. 

All the quantified figures by operating segment in the notes 

to the financial statements have been adjusted in respect of 

the two financial years shown. 

7.3.2. IAS 36 “Impairment of Assets” 

• Accounting treatment 

Goodwill and other intangible assets not subject to 

amortisation are grouped with other non-current assets 

(property, plant and equipment and intangible assets subject 

to amortisation) within Cash-Generating Units (CGUs). 

A CGU is defined as the smallest identifiable grouping of 

assets that generates cash flows independently of the cash 

flows generated by other assets or groups of assets. 

As stated in note 7.3.1, the Group considers that each 

programme represents a CGU, with the group of CGUs being 

a single operating segment called “Property development 

for third parties”. 

At 31 December 2007, goodwill arising from the acquisition 

of Cogedim was provisionally allocated to three CGUs 

representing identified operating segments at the time, 

namely, 

– shopping centre development, 

– residential property development, 

– commercial property. 

This goodwill was reallocated to several Cash-Generating 

Units (groupings of programmes/projects) comprising: 

– major urban mixed-use projects within the “shopping 

centre development for own account” operating segment, 

– all the programmes combined in the “Property development 

for third parties” operating segment. 

• Consequences and impact of the change in accounting 

method on the Group’s consolidated financial statements 

The definitive allocation (compared with the provisional 

initial allocation) of goodwill arising from the Cogedim 

acquisition was as follows: 


Property development for third parties 

Definitive 

allocation 

Initial 

allocation 

240,222 

of which Residential Property Development 262,222 122,260 

of which Commercial Property Development 117,962 

Retail development - GPUM* 89,056 111,056 

Total Goodwill - Cogedim 351,278 351,278 

*Large Urban Mixed-Use Projects 

87


The definitive allocation of goodwill arising from the 

acquisition of Cogedim based on the new CGUs had no 

material impact on the Group’s financial statements at 

31 December 2008. The level of impairment charges would 

have been more or less identical before and after the change 

in accounting method. 

See note 12 “Impairment of assets under IAS 36” and 

section 12.1. 

7.4. Preparation of the consolidated 


The consolidated statements comprise the financial 

statements of ALTAREA SCA and its subsidiaries at 

31 December 2008, as well as its interests in associated 

companies and jointly controlled entities. 

In accordance with IAS 27, exclusive control exists when 

ALTAREA has the power to govern the financial and operating 

policies of its subsidiaries and also to appoint, dismiss and 

summon the majority of members of the Board of Directors 

or the equivalent management body. Companies over which 

ALTAREA exercises control are fully consolidated. Control is 

presumed to exist when ALTAREA directly or indirectly holds 

a majority of the voting rights. Effective control exists when 

ALTAREA has the power to control the Group’s strategy and 

its financial and operating policies. 

Subsidiaries are consolidated from the date at which control 

is acquired until the date at which control ceases to be 

exercised, notably in the event of a disposal. 

Subsidiaries’ financial statements are prepared for the 

same accounting period as for the parent company using 

consistent accounting policies. 

Reciprocal items, dividends received from consolidated 

companies and profits on intercompany transactions 

are eliminated upon consolidation. Only the profits are 

eliminated on fees internal to the Group (for delegated 

project management, operating management, design 

studies, etc.) that are capitalised or held in inventory. For 

proportionately consolidated companies, eliminations are 

reduced in proportion to ALTAREA’s percentage ownership. 

7.5. estimated and assumptions affecting 

assets and liabilities 

In preparing financial disclosures in accordance with 

generally accepted accounting principles, the Group’s 

management must make estimates and use assumptions 

that affect not only the amounts presented as assets and 

liabilities, including contingent assets and liabilities at the 

disclosure date, but also the amounts presented as income 

and expense for the period. 

2008 brought an economic and financial crisis, the scale 

and duration of which could not be forecast beyond the 

balance sheet date. Accordingly, management reviewed its 

estimates and assumptions on a regular basis using its past 

experience and various other factors deemed reasonable 

in the circumstances. These represent the basis for its 

assessment of the carrying amount of income and expense 

items and of assets and liabilities. These estimates have 

an impact on the amount of income and expense items 

and on the carrying amount of assets and liabilities. It is 

conceivable that the actual amounts may subsequently 

differ from the estimates adopted. 

The main items that require estimates at the balance sheet 

date based on assumptions about the future, and for which 

there is significant risk of a material change in value from 

that recorded on the balance sheet, concern the following: 

Measurement of intangible items 

– the measurement of goodwill (see notes 7.15, 12.1 and 12.3), 

– the measurement of the Cogedim brand (see notes 7.16 

and 12.2) 

Measurements of other assets and liabilities 

– measurement of investment properties (see note 7.12), 

– measurement of assets under development (see note 7.13, 

7.14 and 12.4), 

– measurement of customer relationships (see notes 7.10 

and 12.5) 

– measurement of inventories (see note 7.16) 

– measurement of deferred tax assets (see note 7.23 and 15) 

– measurement of financial instruments (see notes 7.18 

and 13.21). 

Operating profit estimates 

– the measurement of net property income and services using 

the percentage-of-completion method (see note 7.24) 

The uncertainties arising from the economic and financial 

crisis make it harder to measure assets and liabilities, 

income and expense items predicated on assumptions of: 

– completion of the business plans used to conduct 

impairment tests for goodwill, intangible assets, including 

customer relationships and brands, properties under 

development and the capitalisation of deferred taxes 

– determination of the market value of investment properties 

based on an analysis of transactions in a market in which 

transactions are fewer and further between, 

88

– achievement of the sale price and absorption rate 

assumptions underpinning the earnings projections for 

property development programmes for third parties, 

– anticipation of yield curve movements in the measurement 

of financial instruments. 

The assumptions adopted could be materially different if 

the economic and financial crisis were to persist, as this 

would trigger strong upward or downward volatility in these 

measurements. 

7.6. Investment in jointly controlled 

entities 

In accordance with IAS 31, a jointly controlled entity 

is operated under a contractual agreement (articles of 

association, shareholder pact, etc.) by which two or more 

parties agree to conduct an economic activity under joint 

control. 

Joint control is presumed to exist whenever unanimous 

agreement of the joint owners is required for operational, 

strategic and financial decisions. 

The Group has elected for proportional consolidation of its 

jointly controlled entities (preferred method under IAS 31). 

This method consists in combining on a line-by-line basis 

the Group’s share of each of the assets, liabilities, income 

and expenses of the jointly controlled entity. 

7.7. Investment in associates 

In accordance with IAS 28, an associate is an entity over 

which the Group exercises significant influence on its 

financial and operating policies, without having control. 

Significant influence is presumed when the Group’s equity 

interest in greater than or equal to 20%. 

Investments in associates are accounted for using the 

equity method. Under this method, the Group’s interest 

in the associate is initially recognised at the acquisition 

cost of the Group’s proportionate share of the entity’s net 

assets, which is then increased or decreased to reflect 

changes subsequent to the acquisition. Goodwill arising 

on an associate, if unimpaired, is included in the carrying 

amount of the investment. The Group’s proportionate share 

of the entity’s profit or loss for the period is shown under the 

“Share in earnings of equity-method associates” line item 

in the income statement. 

The financial statements of associates are prepared for the 

same accounting period as those for the parent company. If 

necessary, corrections are made to achieve consistency with 

the Group’s accounting policies. 

7.8. Classification of assets and liabilities 

between current and non-current items 

In accordance with IAS 1, the Group presents its assets 

and liabilities by distinguishing between current and noncurrent 

items: 

• assets and liabilities that are components of the working 

capital requirement for the normal operating cycle of the 

activity concerned are classified as current, 

• capitalised assets are classified as non-current, with the 

exception of (i) financial assets that are split into current 

and non-current portions and (ii) trading instruments, 

which are current by nature, 

• derivative assets and liabilities that do not satisfy the 

criteria for hedge accounting are classified as current 

assets and liabilities, 

• provisions arising from the normal operating cycle of 

the activity concerned are classified as current, as is 

the of other provisions portion due in less than one year. 

Provisions that meet neither of these criteria are classified 

as non-current liabilities, 

• financial liabilities that must be settled within 12 months 

of the balance sheet date are classified as current. 

Conversely, the portion of financial liabilities due in more 

than 12 months is classified as non-current, 

• deposits and security interests received under leases are 

classified as non-current, 

• deferred taxes are all shown as non-current assets or 

liabilities. 

A draft amendment of IAS 1 is under discussion at the 

IASB. If adopted, this amendment would require the Group 

to break down trading instruments into current and noncurrent 

portions in the future. 

7.9. Business combinations and goodwill 

In accordance with the provisions of IFRS 1, ALTAREA has 

chosen not to restate business combinations that occurred 

prior to 1 January 2004. 

Business combinations are accounted for using the purchase 

method described in IFRS 3. Under this method, when the 

Group acquires control of an entity and consolidates it for 

the first time, the identifiable assets and liabilities, including 

contingent liabilities, are recognised at fair value on the 

acquisition date. Intangible assets are specifically identified 

whenever they are separable from the acquired entity or 

result from legal or contractual rights. Under IFRS 3, when 

control of an entity is acquired, the difference between the 

acquisition cost and the acquirer’s proportionate interest in 

the fair value of the entity’s identifiable assets, liabilities 

and contingent liabilities at the acquisition date is classified 

as goodwill. 

89


Goodwill: 

• if positive, goodwill is recognised on the balance sheet 

and must be tested for impairment at least once a year; 

• if negative, goodwill is taken directly to income. 

The standard allows a period of 12 months from the 

acquisition date for a definitive decision on how to account 

for the acquisition. 

The Group conducts impairment testing of goodwill at the 

end of each financial year and each interim period (i.e. at 

least once a year) and more frequently where evidence of 

impairment exists. The principal signs of impairment for 

the property development for third parties business are a 

slower absorption rate for programmes or a contraction in 

margin levels. 

On an exceptional basis, acquisitions of isolated assets 

carried out through the purchase of shares in a company, 

the sole purpose of which is to hold investment assets and, 

in the absence of any productive activities implying the 

existence of contracts related to the asset or employees, 

are recognised in accordance with IAS 40 “Investment 

property”. 

7.10. Intangible assets 

The Group’s intangible assets consist essentially of software, a 

brand and customer relationships. In accordance with IAS 38, 

• software is recognised at cost and amortised over its useful 

life, which is generally between 1 year and 3 years; 

• the brand asset, which results from the identification of 

an intangible asset acquired in the Cogedim transaction 

(see notes 12.2 and 13.2), has an indeterminate life and 

is therefore not subject to amortisation; 

• the customer relationship assets, which result from 

the identification of intangible assets acquired in the 

Cogedim transaction, are subject to amortisation at the 

rate at which the acquired order backlog is filled or, for the 

portion relating to acquired purchase options, at the rate 

at which development programmes are launched. Because 

they relate to operating activities, these assets have been 

classified as current. 

The brand and customer relationship assets arising from 

the business combination with Cogedim have been assigned 

to the cash-generating units combined in the “Property 

development for third parties” operating segment and are 

tested for impairment at least once annually. See Note 12. 

7.11 Property, plant and equipment 

other than investment property 

Property, plant and equipment other than investment property 

corresponds primarily to general plant, transport equipment, 

office equipment and IT equipment. In accordance with IAS 

16, these items are recognised at cost and depreciated over 

their useful life, estimated to be between 5 and 10 years. 

No other significant component of these assets has been 

identified. 

7.12. Investment property 

The investment properties held by the Group are exclusively 

shopping centres. 

As permitted under IAS 40, ALTAREA has elected to use the 

fair value method as its permanent accounting method and 

measures its portfolio of properties in operation accordingly. 

The fair value of assets in operation is determined on the 

basis of independent appraisals that give values inclusive of 

duties less the amount of duties corresponding to transfer 

taxes and expenses. In France, such duties amount to 6.2% 

(same in 2007); in Italy, 4% (same in 2007); and in Spain 

1.5% (same in 2007). 

At 31 December 2008, the entire portfolio of properties in 

operation underwent an external appraisal. The measurement 

of assets is predicated on appraisals dated December 2008 

and entrusted to Cushman & Wakefield (in France and 

Spain) and Savills (Italy). 

The Cushman & Wakefield method is predicated on income 

net of expenses (management fees, past due amounts, flatrate 

or capped service charges, marketing expenses, other 

managerial expenses and maintenance costs), a method 

backed up for indicative purposes by an appraisal using the 

DCF method. Savills uses the discounted cash flow (DCF) 

method. 

Rental revenues take into account a normalised vacancy 

rate, as well as rent increases or decreases that apply 

upon lease renewals. Also taken into consideration is the 

impact of certain future gains resulting from the leasing 

of vacant premises (provided the normalised vacancy rate 

permits), the increase in revenues due to certain steppedrent 

schedules, and the renewal of leases that will expire in 

the near future. 

ALTAREA’s valuation of investment properties complies with 

the recommendations of the report of the working group on 

appraisal of property assets of publicly traded companies. 

The working group was chaired by Georges Barthès de 

Ruyter, and its report was issued by the Commission des 

Opérations de Bourse in 2000. In addition, experts refer to 

the RICS Appraisal and Evaluation Standards published by 

the Royal Institute of Chartered Surveyors (Red Book). 

90

The instability of the capital markets has triggered a 

reduction in the number of transactions in the property 

market and exacerbated the difficulty of forecasting the 

prices that may be secured from putting a real estate 

asset up for sale. Given this period of greater-than-normal 

uncertainty, appraisers have reacted by analysing carefully 

the transactions that have taken place and by reviewing all 

the assumptions used (discount and capitalisation rates, 

rental value, vacancy, etc.) to determine the fair value of 

the property assets. 

7.13. Assets under development 

Assets under development correspond to programmes to 

develop new shopping centres and programmes to expand 

or restructure existing shopping centres that are not yet 

back in operation. In accordance with IAS 16, assets under 

development are measured at cost. 

Owing to the economic and financial crisis, the measurement 

of the recoverable amount of these properties under 

development at the balance sheet date entailed the use 

of assumptions and estimates given the scarcity of the 

properties traded, which made measurements difficult, and 

the possibility of a decline in the commercial potential of 

locations as a result of the possible impact of the economic 

crisis on consumer spending. 

On these programmes, the costs incurred, including the cost 

to acquire land, are capitalised from the time the programme 

begins with the prospecting phase (the period of responding 

to requests for bids, prior to signing option contracts to 

buy land), provided there is reasonable assurance that the 

necessary administrative authorisations will be obtained. 

These costs are primarily: 

• design and management fees, both internal and external 

to the Group, 

• legal fees, 

• demolition costs (if applicable), 

• construction costs, 

• finance costs in line with the revised IAS 23. 

Costs incurred on shopping centre development transactions 

for mainly investment purposes are recognised as assets under 

development until the programme is completed. Where there 

is a delay in the start of construction of the development or 

any other evidence of impairment, management assesses on 

a case-by-case basis the grounds for recognising impairment 

of all or some of the costs incurred. 

The internal fees are primarily programme management 

fees (management of filings until permits are obtained) 

and project management fees, which from an economic 

standpoint are components of the cost of the asset and 

are thus included in the carrying amount (in non-current 

assets or inventory, as the case may be). The amount of fees 

included is calculated after elimination of intercompany 

profit margins. 

The recoverable amount of these assets is assessed by 

comparison with the cost to completion and with the 

estimated value of expected future cash flows. 

The transfer to investment property is made when 

the shopping centre is opened (specifically, when the 

Declaration of Completion and the compliance and safety 

certificates, generally issued by the municipal administrative 

departments, have been obtained). When a shopping centre 

is delivered in stages, the opening date is determined based 

on the existence of assets that can be valued individually by 

an external appraiser or when more than half of the property 

has entered service. 

7.14. Non-current assets held for sale 

and discontinued operations 

In accordance with IFRS 5, a non-current asset is classified 

as “held for sale” if its carrying amount is to be recovered 

primarily through a sale transaction rather than through 

ongoing use. 

This is the case if the asset is available for immediate sale 

in its current state, subject only to the usual and customary 

conditions for the sale of such an asset, and if its sale is 

highly probable. 

Indications of a high probability of sale include the existence 

of a plan by the Group’s management to sell the asset and 

an active programme to find a buyer and close a sale within 

the next 12 months. 

The part of this standard relating to measurement rules 

applies only to assets not measured using the fair value 

method for investment properties. On the other hand, all 

assets, including assets where a sale is highly probable, are 

classified on the balance sheet as assets held for sale. 

There are no discontinued activities to be noted in the 

financial year for the Group. 

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7.15 Remeasurement of non-current 

assets (other than financial assets 

and investment properties) 

Tangible assets and intangible assets subject to amortisation 

are tested for impairment whenever any internal or external 

evidence of impairment is observed. 

Goodwill and other intangible assets with an indeterminate 

life, such as brands, are systematically tested for impairment 

annually or more frequently if internal or external events or 

circumstances indicate that their value may have declined. 

The carrying amount of such assets is compared with the 

recoverable amount, defined as the higher of the selling 

price net of costs to sell and value in use. 

The value in use of a CGU is determined by the discounted 

cash flow (DCF) method based on the following principles: 

• the cash flows (before tax) are taken from five-year business 

plans drawn up by group management; 

• the discount rate is determined on the basis of a weighted 

average cost of capital; 

• terminal value is calculated as the sum to infinity of 

the discounted cash flows, which are determined on the 

basis of a normalised cash flow and a growth rate for 

the activity concerned. The assumed growth rate must 

be consistent with the growth potential of the markets 

in which the activity is conducted, as well as with the 

entity’s competitive position in those markets. 

The recoverable amount of the cash-generating unit 

determined by this procedure is then compared with the 

consolidated carrying amount of its assets (including any 

goodwill) and liabilities. 

An impairment loss is recognised if the carrying amount 

on the balance sheet is greater than the CGU’s recoverable 

amount. The impairment loss is allocated first to goodwill 

and then to other tangible and intangible assets in proportion 

to their individual carrying amounts. The impairment thus 

recognised is reversible, except for any portion charged to 

goodwill. 

7.16. Inventories 

Within the ALTAREA group, inventories relate to the business 

of: 

• property development for third parties and the portion of 

shopping centre development not intended to be held in 

ALTAREA’s portfolio (hypermarket building shells, parking 

facilities, etc.); 

• transactions where the nature or specific administrative 

situation of the project prompts a decision to classify 

them as inventory (dealer’s stock) or where a final decision 

to hold them in the portfolio has not been made. 

Inventories and work in progress consist of design and 

programme management fees, land valued at acquisition 

cost, work in progress (grading and construction) and 

finished goods valued at production cost. 

Finance costs attributable to programmes are included in 

inventories as optionally allowed under the revised IAS 23. 

“New transactions” correspond to programmes not yet 

developed. These programmes are stated at cost and 

include the cost of pre-launch design studies (design and 

management fees), as well as earnest and option deposits 

put down to acquire land. These outlays are capitalised if the 

probabilities of completing the transaction are high. If not, 

these costs are expensed as incurred. At the balance sheet 

date, a review is conducted of these “new transactions” 

and if completion of the transaction is uncertain, the costs 

incurred are expensed. 

“Construction work in progress” transactions are carried 

at production cost less the portion of cost retired on a 

percentage-of-completion basis for off-plan sale (VEFA) or 

property development contract transactions (see also Note 

7.24). Production cost includes the acquisition cost of land, 

the construction costs (inclusive of road and utilities works), 

technical and programme management fees, programme 

marketing fees and sales commissions, advertising expenses 

directly related to programmes and other related expenses. 

Management fees for services performed within the Group 

are reduced by the amount of the profit margin, which is 

eliminated on consolidation. 

“Completed transactions” consist of lots remaining to be 

sold once the declaration of completion has been filed. An 

impairment loss is recognised whenever realisable value net 

of marketing costs is less than the carrying amount. 

Whenever the net realisable value of inventories and work in 

progress is less than the production cost, impairment losses 

are recognised. 

92

7.17. Trade receivables and other accounts 

receivable 

Trade receivables and other receivables are measured at 

face value less any allowances for impairment to reflect 

actual possibilities of recovery. 

For long-term contracts accounted for using the percentageof-completion 

method, this line item includes: 

• calls for funds issued but not yet settled by acquirers, for 

a completed percentage of work, and 

• the “amounts to be invoiced”, which correspond to calls 

for funds not yet issued under off-plan sale or property 

development contracts. 

7.18. Financial instruments 

The ALTAREA group adopted IAS 32 and 39 on 1 January 

2006 and IFRS 7 on 1 January 2007. 

The ALTAREA group has elected not to apply the hedge 

accounting proposed in IAS 39. 

At 31 December 2007, the principles of application of IAS 

32 and IAS 39 were as follows: 

a) Measurement and recognition of financial assets 

• The assets available for sale consist of equity securities of 

non-consolidated companies and are carried at fair value. 

If fair value cannot be determined reliably, the securities 

are carried at cost. Changes in fair value are recognised 

in equity, impairment losses in income and reversals in 

equity. 

• The portion of loans and advances to proportionately 

consolidated entities not eliminated on consolidation is 

recognised at amortised cost. If there is objective evidence 

of impairment on such loans and advances, an impairment 

loss is recognised in the income statement. 

• Derivative financial instruments are considered to be held 

for trading purposes. They are measured at fair value. The 

change in fair value of derivatives is recognised in the 

income statement. 

• The Group has no held-to-maturity assets. 

• Cash includes liquid assets in bank current accounts and 

holdings in money-market funds that are redeemable or 

tradable in the very short term (i.e., initial maturity of less 

than three months) and carry no significant risk of loss 

through fluctuations in interest rates. These assets are 

carried on the balance sheet at fair value. Changes in the 

fair value of these instruments are recognised in income, 

with a corresponding adjustment to cash. 

b) Measurement and recognition of financial liabilities 

• All borrowings and interest-bearing liabilities are initially 

recognised at the fair value of the amount received less 

directly attributable transaction costs. Thereafter, they are 

carried at amortised cost using the effective interest rate 

method. For this purpose, no assumption of prepayment 

before maturity was made. The initial effective interest 

rates were determined by an actuary. The effective interest 

rates were not reviewed given the backdrop of a decline in 

interest rates because the impact on the effective interest 

rates was not material. 

• Derivative financial instruments are considered to be 

held for trading purposes. They are measured at fair 

value. Changes in the fair value of these instruments are 

recognised in the income statement if the requirements 

for hedge accounting are not met. 

• The portion of borrowings and financial liabilities due in 

less than one year is shown under current liabilities. 

• Security deposits paid by shopping centre tenants are not 

discounted. 

c) Determination of the fair value of financial instruments 

(other than interest-bearing debt) 

Financial assets and liabilities are initially recognised at 

cost, which corresponds to the fair value of the price paid 

plus acquisition-related costs. After initial recognition, such 

assets and liabilities are recognised at fair value. 

For financial assets and liabilities such as listed shares that 

are actively traded on organised financial markets, fair value 

is determined by reference to the published market price at 

the balance sheet date. 

For other financial assets and liabilities such as OTC 

derivatives, swaps, caps, etc. that are traded on active 

markets (market composed of numerous transactions, 

continuously displayed and traded prices), fair value is 

estimated by an actuary using commonly accepted models. 

A mathematical model is used to bring together calculation 

methods based on recognised financial theories. 

As a last resort, the Group measures financial assets and 

liabilities at cost less potential impairment. 

The net realisable value of financial instruments may differ 

from the fair value calculated at the balance sheet date of 

each financial year. 

93


7.19. Equity 

Equity represents the residual value of assets, after liabilities 

have been deducted. 

Issuance costs for equity securities including merger-related 

costs are deducted from the proceeds of the issue. 

Own equity instruments that have been bought back 

(treasury shares) are deducted from equity. No gain or loss 

is recognised in income when own equity instruments of the 

Group are purchased, sold, issued or cancelled. 

7.20. Share-based payments 

Share-based payments are transactions based on the value 

of the issuing Group’s securities. They include stock options, 

stock grant awards and employee investment plans. 

Share-based payments may be settled in own equity 

instruments or in cash. Within the ALTAREA group, all plans 

linked to ALTAREA shares must be settled in own equity 

instruments. In contrast, plans linked to Cogedim shares 

(which are not publicly traded) must be settled in cash. 

In accordance with the provisions of IFRS 2, share-based 

payments to officers and employees of ALTAREA or Group 

companies are accounted for in the financial statements as 

follows: the fair value of the equity instrument awarded is 

recognised in the income statement as a staff cost, with a 

corresponding increase in equity on the balance sheet if the 

plan has to be settled in equity instruments, or decrease in 

equity if the plan must be settled in cash. 

The staff cost representing the benefit conferred 

(corresponding to the fair value of the services rendered 

by the employees) is valued at the option grant date by 

an actuary firm using the binomial Cox-Ross-Rubinstein 

mathematical model. This model is adapted to suit plans 

that provide for a vesting period and a lock-up period. The 

expense is spread over the vesting period. Stock grant plans 

and employee investment plans are measured on the basis 

of market value. 

7.21. Employee benefits 

Employee benefits are recognised in accordance with IAS 19 

under “Staff costs” in the income statement. 

a) Benefits payable at retirement 

Benefits payable at retirement are paid to employees at the 

time of retirement based on length of service and final salary. 

These benefits belong to defined benefit plans. Accordingly, 

the method used to measure the amount of the Group’s 

obligation for such benefits is the retrospective projected 

unit credit method prescribed by IAS 19. 

This method represents the probable present value of the 

vested rights taking into account salary increases until 

retirement, the probability of retirement and the probability 

of survival. 

The formula for the past service obligation can be broken 

down into four main terms, as follows: 

Past service cost = (benefit rights earned by the employee) 

x (probability that the entity will pay the benefits) x 

(discounting to present value) x (payroll tax coefficient) x 

(length of service to date/length of service at retirement) 

The main assumptions used for estimating the pension 

obligation are as follows: 

Discount rate: Rate of return on AA-rated corporate bonds 

(euro zone). 

Mortality table: TF and TH 2000-2002. 

Average age at retirement: 65 years old. 

Turnover: actual average annual employee turnover rate over 

three years. 

The Group does not apply the corridor method to defer 

recognition of actuarial gains and losses in the income 

statement. Actuarial gains and losses are taken directly to 

income for the year. 

The amount of the obligation determined using this method 

is then reduced by the value of any assets held to cover 

it. In the Group’s case, there is such an asset in the form 

an eligible insurance policy written specifically to cover 

obligations in respect of Cogedim employees. 

The provisions of the 2008 French social security financing 

act (voluntary retirement beyond 65) did not have a material 

impact on the obligation. 

b) Other post-employment benefits 

These benefits are offered under defined contribution plans. 

As such, the Group has no obligation except to pay its share 

of contributions. The expense corresponding to contributions 

paid is recognised in the income statement as incurred. 

c) Other long-term benefits 

There are no other long-term benefits granted by the 

ALTAREA group. 

d) Severance pay 

Where applicable, payments for termination of an 

employment contract are provisioned on the basis of the 

collective agreement. 

94

e) Short-term benefits 

Short-term benefits include an incentive agreement for 

employees to share in the profit recorded by their economic 

and social unit, signed by the service companies of the 

Group that are members of the economic and social unit, 

and the works council (non-mandatory profit-sharing plan). 

Benefits also include a (mandatory) employee profit-sharing 

applicable to the profit of the economic and social unit as 

required under ordinary law. 

Short-term employee benefits including those arising from 

these profit-sharing plans are expensed as incurred. 

7.22. Provisions and contingent liabilities 

In accordance with IAS 37, a provision is recognised when 

an obligation to a third party will certainly or probably result 

in an outflow of resources without any equivalent benefits 

being received in consideration, and when the amount 

required to settle the obligation can be reliably estimated. 

The provision is maintained as long as the timing and amount 

of the outflow of resources are not known with precision. 

In general, provisions are not linked to the Group’s normal 

operating cycle. Provisions are discounted when appropriate 

using a pre-tax discount rate that reflects the risks specific 

to the liability. 

Non-current provisions consist mainly of provisions arising 

from litigation between the ALTAREA group and third parties. 

Contingent liabilities correspond to a potential obligation for 

which the probability of occurrence or a reliable estimate of 

the amount cannot be determined. They are not recognised on 

the balance sheet. A disclosure is made in the notes unless the 

amounts at stake can reasonably be expected to be small. 

7.23. Income taxes 

Following its decision to adopt SIIC tax status, the ALTAREA 

group is subject to a specific tax regime. For tax purposes, 

the Group is divided into two sectors: 

• an SIIC sector comprising the Group companies that have 

elected to adopt SIIC tax status and are therefore exempt 

from income tax on their ordinary profits and gains on 

disposal, and 

• a taxable sector comprising those companies that cannot 

elect to adopt SIIC status. 

Income taxes are recognised in accordance with IAS 12. 

From the time that SIIC tax status was adopted, deferred 

taxes are calculated for companies without such status and on 

the taxable profits of companies in the SIIC sector. Deferred 

taxes are recognised on all timing differences between 

the carrying amounts of assets and liabilities for financial 

reporting purposes and their values for tax purposes, and on 

tax loss carryforwards, using the liability method. 

The carrying amount of deferred tax assets is reviewed 

at each balance sheet date and reduced if it is no longer 

probable that sufficient future taxable profits will be available 

to permit utilisation of all or part of the deferred tax assets. 

Deferred tax assets are reassessed at each balance sheet 

date and are recognised where it is likely that future taxable 

profits will allow their recovery based on a business plan for 

tax purposes prepared by management and derived from the 

Group’s five-year business plan. 

Deferred tax assets and liabilities are measured using the 

liability method at the tax rates expected to apply when the 

asset will be realised or the liability settled, on the basis of 

known tax rates at the balance sheet date. 

Taxes on items recognised directly in equity are also 

recognised in equity, not in the income statement. 

Deferred tax assets and liabilities are offset when they relate 

to the same tax entity and the same tax rate. 

7.24. Revenue and revenue-related expenses 

Income from ordinary activities is recognised when it is 

probable that future economic benefits will flow to the Group 

and the amounts of income can be reliably measured. 

a) Net rental income 

Net rental income is rental revenues and other net rental 

income less land expenses, non-recovered service charges 

and management fees. 

Rental revenues include gross rent payments, including the 

effects of spreading stepped rents over the non-cancellable 

lease term, rent holidays and other benefits granted by 

contract to the lessee by the lessor. 

Other net rental income includes revenues and expenses 

recognised on initial lease payments received, termination 

fees received and early termination fees paid to tenants. 

Termination fees are charged to tenants when they terminate 

the lease before the end of the contract term. They are 

recognised in income when charged. Termination fees paid 

to tenants in return for vacating the premises before term 

are expensed where it is not possible to demonstrate that 

enhancement of the rental profitability of the property is 

attributable to the tenants’ removal. 

Land expenses correspond to amounts paid for fees and on 

very long-term land leases and construction leases, both of 

which are treated as operating leases. 

Non-recovered service charges correspond to charges that 

are normally passed on to tenants (building maintenance 

expenses, local taxes, etc.) but are borne by the owner 

because of caps on rebilling or because some rental 

premises are vacant. 

Management fees include all other expenses associated with 

the rental business: rental management fees, letting fees 

95


with the exception of initial letting fees, which are included 

in the cost of production of the assets, and net impairment 

of doubtful receivables. 

b) Net property income 

Net property income is the difference between revenues 

and cost of sales, selling expenses and net allowances for 

impairment on doubtful receivables and inventories. 

It corresponds primarily to the profit margin on property 

development for third parties, plus the profit margin on 

sales of assets related to the shopping centre development 

business (hypermarket building shells, parking facilities, 

etc.). 

• For the property development activities, net property income 

is recognised in ALTAREA’s financial statements using the 

percentage-of-completion method. 

This method is used for all off-plan sale (VEFA) and property 

development contract transactions. 

Losses on “new transactions” are included in net property 

income. 

For these programmes, revenues from sales effected via 

notarial closing are recognised, in accordance with IAS 18, 

“Revenue”, in proportion to the percentage of completion of 

the programme, as measured by cumulative costs incurred 

as a percentage of the total forecast budget (updated at each 

balance sheet date) for costs directly related to construction 

(not including the cost of land) and to the percentage of 

sales realised, determined relative to budgeted total 

sales. The event that generates revenue recognition is the 

commencement of construction work combined with the 

signature of valid deeds of sale. 

In other words, net property income on property development 

transactions is measured according to the percentage-ofcompletion 

method based on the following criteria: 

– project accepted by the other party to the contract, 

– existence of documented projections reliable enough 

to provide a sound estimate of the overall economics 

of the transaction (selling price, stage of completion of 

construction work, no risk of non-completion). 

Application of interpretation IFRIC 15 “Agreements for the 

Construction of Real Estate” should not lead to any material 

impact on the Group’s consolidated financial statements. 

It is worth noting that the uncertainties related to the 

economic and financial crisis render selling price estimates 

and the projected absorption rate for real estate programmes 

less reliable. 

• For property trading activities, net property income is 

recognised upon delivery, that is, when sales have 

closed. 

c) Net overhead costs 

The “Net overhead costs” line item includes income and 

expense items that are inherent in the business activities of 

the Group’s service companies. 

• Income 

For each operating segment, income includes payments 

for services provided to third parties, such as delegated 

project management fees related to development activities, 

rental management fees (syndicate agent, coownership 

management), and fees for marketing and other services 

(additional work borne by acquirers). 

• Expense 

Expense includes staff costs, overhead costs (miscellaneous 

fees, rent, etc.), as well as depreciation of operating 

assets. 

d) Other income and expense 

Other income and expense relates to Group companies that 

are not providers of services. It corresponds to overhead costs 

and miscellaneous management fee income. Amortisation 

of intangible assets and depreciation of tangible assets 

other than portfolio assets in operation are also included in 

this line item. 

7.25. Leases 

According to IAS 17, a lease is an agreement whereby the 

lessor conveys to the lessee, in return for a payment or series 

of payments, the right to use an asset for an agreed period 

of time. IAS 17 distinguishes between finance leases, which 

transfer substantially all the risks and rewards incidental to 

ownership of the leased asset, and operating leases, which 

do not. 

n Leases in the financial statements with the Group as lessor 

The Group’s rental revenues derive primarily from operating 

leases and are accounted for on a straight-line basis over 

the entire term of the lease. The Group therefore retains 

substantially all the risks and rewards incidental to 

ownership of its investment properties. 

• Treatment of contingent rent 

IAS 17 states that contingent rent amounts (stepped rents, 

rent holidays and other benefits granted to lessees) must be 

recognised on a straight-line basis over the firm lease term, 

which is understood as the period during which the lessee 

has no right to cancel. These amounts therefore increase or 

reduce rental revenues for the period. 

• Treatment of lump-sum upfront payments 

Upfront payments received as a lump sum by the lessor 

are analysed as additional rent. As such, IAS 17 requires 

upfront lease payments to be spread linearly over the firm 

lease term. 

96

• Lessee termination fees 

Termination fees are charged to tenants when they terminate 

the lease before the end of the contract term. 

These fees are accounted for as part of the lease agreement 

that was terminated and are taken to income in the year 

they are recognised. 

• Early termination fees 

When the lessor terminates a lease before its term, the 

lessor pays a termination fee to the tenant in place. 

a) Replacement of a tenant 

If payment of an early termination fee enables performance 

of the asset to be enhanced (as by increasing the rent 

and thereby the value of the asset), this expenditure may 

be capitalised. If not, this expenditure is expensed as 

incurred. 

b) Renovation of a building requiring removal of the tenants 

in place 

If an early termination fee is paid as part of major renovation 

or reconstruction work on a building that requires tenants 

to leave, this expenditure is capitalised and included in the 

cost of the asset under development. 

n Leases in the financial statements with the Group as lessee 

Leases of land or buildings and construction leases are 

classified either as finance leases or as operating leases on 

the same basis as leases of other assets. If the lease does 

not provide for transfer of ownership to the lessee at the end 

of the lease term, it is presumed to be an operating lease. 

An upfront payment on such a lease represents prepaid rent 

that is recognised in prepaid expenses and then spread 

over the term of the lease. Each lease agreement requires a 

specific analysis of its terms. 

In 2007, the Group acquired some commercial properties 

under finance leases. 

7.26. Gain or loss on the disposal of 

investment assets 

The gain or loss on disposal of investment properties is the 

difference between the selling price received net of related 

costs and the fair value of the property on the closing 

balance sheet for the previous period. 

7.27. Change in the fair value of investment 

properties 

The change in fair value of each property is reflected in 

the income statement of the period and is determined as 

follows: 

Market value at the end of the period (taking into account 

the impact of stepped rents and rent holidays as measured 

by the property appraiser) minus [Market value at the end 

of the previous period + amount of construction work and 

expenses eligible for capitalisation during the year] 

7.28. Borrowing costs or costs of interestbearing 

liabilities 

In accordance with the revised IAS 23, borrowing costs 

directly attributable to the construction of qualifying assets 

are included in the cost of these assets. 

Finance costs attributable to programmes are capitalised as 

part of the cost of inventories or assets under development 

during the construction phase, except in certain cases. 

The net cost of debt includes interest incurred on 

borrowings and other financial liabilities, income from loans 

and advances to participating interests, gains on sale of 

marketable securities and the impact of interest-rate swaps 

used as interest-rate hedges. 

Where there is a significant delay in the construction project, 

management may decide if the delay is unusually long not 

to capitalise finance costs attributable to the programme 

any longer. Management estimates the date at which the 

capitalisation of finance costs may resume. 

7.29. Discounting of payables and 

receivables 

This line item shows the combined effect of discounting 

payables and receivables due in more than one year to present 

value. This effect is recognised under the “Discounting of 

payables and receivables” line item. 

97


7.30. Cash flow statement 

The cash flow statement is presented using the indirect 

method permitted under IAS 7. Tax expense is shown as a 

single item in cash flows from operating activities. Dividends 

received from associates are classified as cash flows from 

operating activities. Interest paid is shown in cash flows 

from financing activities, and interest received is shown 

in cash flows from investing activities. Dividends paid are 

classified as cash flows from financing activities. 

7.31. Operating Segments (IFRS 8) 

IFRS 8 “Operating Segments” requires the presentation of 

information for operating segments, chosen to conform to 

the Group’s organisation and its internal reporting system, 

that is presented according to IFRS recognition and 

measurement principles. Operating segments as defined 

in the standard are those that are reviewed by the Group’s 

Management on a regular basis and for which separate 

financial reporting is available. 

The internal reporting system is based on the operating 

segments described below. Segment reporting is presented 

according to two analytical axes: 

– Recurring Profit; 

– Non-Recurring Profit and Net Asset Value. 

Each segment receives services provided internally within 

the Group. The cost of these services is charged to each 

of the segments and recorded in overhead costs. As a 

consequence, no inter-segment services are presented. 

Reconciliation items make it possible to reconcile these 

reporting figures with the Group’s IFRS income statement 

and balance sheet. 

1. Recurring activities 

These measure the creation of wealth available for 

distribution from Recurring Profit. 

The two operating segments that constitute recurring 

activities are: 

(a) the owned shopping centre business; 

(b) the property development for third parties business. 

These are the segments used in the Group’s financial 

reporting. 

The indicators used to monitor each of these segments are: 

(a) the owned shopping centre business: net rental income, 

operating profit (including net overhead costs as described 

in note 11.3) and net recurring profit (including the net 

cost of debt) 

In France, the owned property business enjoys SIIC tax status. 

(b) the property development for third parties business: net 

property income, operating profit (including net overhead 

costs as described in note 11.3) and net recurring profit 

(including the net cost of debt and income taxes) 

2. Non-recurring activities 

These measure the value created by the Group during the 

period. 

The relevant indicator for monitoring value is the change in 

net asset value inclusive of transfer taxes, which gives rise to 

Non-Recurring Profit. The NAV presented is a going-concern 

NAV after tax on unrealised capital gains. This indicator is 

presented in detail in the business review. 

The change in NAV is reconciled with the income statement 

as follows: 

Prior year NAV 

+ Non-Recurring Profit 

+ Recurring Profit 

– Dividend payout 

+ Capital increase 

– Other reconciliation items 

= Current year NAV 

Non-recurring activities are monitored as an operating 

segment and by means of stand-alone items in the 

reconciliation of operating segment results with the Group’s 

income statement: 

(a) The own-account shopping centre development 

operating segment accounts for all of the non-capitalised 

development costs. 

(b) The other items of a non-recurring nature taken into 

account in the reconciliation with the Group-wide 

income statement consist mainly of the change in 

value of investment properties – the main indicator of 

portfolio value creation for the period – amortisation and 

impairment of the customer relationships acquired with 

the Cogedim purchase, impairments of the inventory of 

new transactions, the change in value of derivatives, 

the effect of discounting receivables and payables, the 

cost of the stock grant plan implemented following the 

acquisition of Cogedim (the cost of which depends on 

actual performance against the business plan presented 

by the management of that company when it was 

acquired) and the cost of the first demand guarantee on 

acquisition debt guaranteed by the shareholders. 

98

8. Significant events 

of 2007 and 2008 

8.1. 2008 financial year 

The key events of the 2008 financial year were as follows: 

• Merger of Altafinance into ALTAREA SCA 

Altafinance was the vehicle shared by ALTAREA’s founders 

and by Predica and Foncière des Régions. Prior to the 

merger, it owned close to 57.5% of ALTAREA’s capital. 

The merger of Altafinance into ALTAREA (shortly preceded 

by the merger of Altapar into Altafinance) was decided on 26 

May 2008 at the Ordinary General Meeting and Extraordinary 

General Meeting of ALTAREA SCA’s shareholders. This 

merger transaction went ahead with retrospective effect 

from 1 May 2008 from an accounting and tax perspective. 

It represents another stage in the reorganisation of 

ALTAREA SCA’s ownership structure to retain the benefit of 

the tax regime applicable to companies with SIIC status. 

Under the terms of the new regulations introduced by 

amended finance act for 2006, commonly known as “SIIC 

4”, with effect from 1 January 2009, no shareholder other 

than a SIIC may control more than 60% of ALTAREA’s share 

capital and voting rights either alone or in concert. 

Prior to these transactions, the founding shareholders 

transferred their shareholdings in ALTAREA to the Altafinance 

2, Altapatrimoine and JN Holding holding companies. Alain 

Taravella controls the first two of these holding companies. 

Jacques Nicolet controls the third holding company. 

Altafinance 2, a company that it is one of ALTAREA’s 

managers, has full ownership of Altafi 2, which is in turn 

wholly-owned by Alain Taravella, the general partner of 

ALTAREA SCA. 

This transaction had no impact on the Group’s equity. 

Upon completion of these transactions, the founding 

shareholders and their family held directly and indirectly 

56.84% of ALTAREA’s share capital and 48.45% of its voting 

rights. 

• Capital increase 

The capital increase launched ALTAREA on 16 June 2008 

through an allotment of rights to buy shares to existing 

shareholders followed by a private placement raised €374.5 

million, representing 97.7% of the shares offered for sale. 

Upon completion of the issue, 2,203,044 new shares had 

been subscribed at €170 per share (including 1,533,626 

shares following the exercise of the rights to buy shares and 

669,418 through the placement). Settlement and delivery 

of the new shares created through exercise of the rights 

and their admission to trading in (compartment A of) the 

Euronext Paris market took place on 8 July 2008. 

A new shareholder, namely the Dutch-registered pension 

fund Stichting Pensioenfonds ABP (“ABP”), acquired a 

stake in the share capital. 

ALTAREA’s share capital increased to 10,199,091 shares. 

The ownership structure of ALTAREA SCA’s share capital and 

voting rights is presented in note 17.3 “Related parties”. 

As a result of the agreements signed by ALTAREA, 

Altafinance 2 and JN Holding, the €170 million owing to 

shareholders on the balance sheet at 30 June 2008 was 

set off against the increase in capital provided by these two 

ALTAREA holding companies for an equal amount. 

Share issuance costs amounted to €3.0 million net of tax. 

• Acquisition of Fromageries Paul Renard, subsequently 

renamed Altareit 

On 20 March 2008, ALTAREA took control of Fromageries 

Paul Renard, a company listed on Euronext Paris SA, 

following the acquisition of 99.59% of the latter’s share 

capital and voting rights for €14,725 thousand. 

Prior to this acquisition, Fromageries Paul Renard had 

sold all its industrial and commercial activities and its 

shareholdings. 

On 20 May 2008, ALTAREA launched a simplified public 

tender offer. Following this offer, ALTAREA still owned 

99.59% of the company’s share capital and voting rights. 

This transaction was the subject of an offer document (“note 

d’information”) approved by the AMF and registered under 

number 208C0951. 

At FPR’s Combined General Meeting of 2 June 2008, the 

corporate name, corporate purpose, legal form (conversion 

into a partnership limited by shares) and Articles of 

Association were amended to permit the adoption of the 

tax regime reserved for companies with SIIC status. The 

company’s name was changed to Altareit. 

99


• Restructuring of the property development for third parties 

business 

On 23 and 24 December 2008, ALTAREA restructured its 

property development business from an operational and 

corporate perspective around Cogedim while writing down 

Cogedim’s value in its financial statements (see note 12 

“Impairment of assets under IAS 36”). 

On 23 December 2008, Cogedim and Compagnie ALTAREA 

Habitation were merged into a single entity encompassing all 

the Group’s property development activities. Following the 

merger, the combined entity was sold to Altareit, a company 

listed on Euronext Paris and 99.6%-owned by ALTAREA. 

This streamlining of the Group’s organisational structure 

marked the completion of Cogedim’s operational integration 

into the ALTAREA group, while also distinguishing its owned 

shopping centre activities from its property development for 

third parties business. 

• Buy-out of minority interests in Cogedim SAS by the Group 

In January 2008, ALTAREA acquired 0.06% of Cogedim 

shares from the Cogedim mutual fund, thereby lifting its 

shareholding in Cogedim to 100%. 

• Opening of new shopping centres 

In France, the Group opened the Gare de l’Est shopping 

mall during the first half of 2008, the shopping centre 

and hotel complex at the Aubette – place Kleber- site in 

Strasbourg on 3 September and 15 October 2008, the “La 

Porte Jeune” shopping centre in Mulhouse on 15 October 

2008, the “Les Portes de Guipavas” retail park east of Brest 

on 22 September 2008 and the Saint-Aunes retail park near 

Montpellier on 17 September 2008. 

– In Italy, the Group opened the Pinerolo (Piedmont) 

shopping centre during November 2008. 

• Acquisition of shopping centres 

– Centres in operation 

Under the agreements signed in 2006, ALTAREA acquired on 

29 April 2008 a 40% interest in the “Espace Chantereines” 

retail park in Gennevilliers from GE Real Estate. ALTAREA 

now has full ownership of this centre. 

– Retail park projects 

On 15 February 2008, ALTAREA acquired full ownership of 

SCI Crêches Invest., which houses a retail park development 

project in the Saône-et-Loire department. 

On 29 April 2008, ALTAREA acquired 75% of the shares in 

SCI Limoges Invest, which houses a retail park development 

project in the Haute Vienne department. 

• Sales of investment property 

– Sale of the Coulaines retail park in September 2008 

– Sale of the Falguière Vaugirard shopping mall on boulevard 

de Vaugirard in Paris on 21 July 2008: the Group relet the 

space ahead of the sale. 

– Sale of four of the five ground floor properties located 

in central Troyes (the fifth, covered by a purchase option 

until 9 January 2009 was sold on this date) on 23 January 


8.2 2007 financial year 

The highlights of 2007 notably included the opening 

of several new shopping centres in France and Italy, the 

acquisition of several existing shopping centres, the 

satisfaction of administrative conditions for the Kremlin 

Bicêtre and Genoa projects, the acquisition of Cogedim, 

the acquisition of an equity interest in Semmaris and the 

conversion of ALTAREA SA into a partnership limited by 

shares (SCA). 

• Opening of new shopping centres 

– In France, the Group opened retail-park/family-village 

shopping centres in Le Mans during April 2007, in 

Thiais during August 2007 and in Aubergenville during 

November 2007. 

In Italy, the Group opened two shopping centres, one in 

Ragusa in Sicily during April 2007, the other in Casale- 

Montferrato in Piedmont during April 2007. 

• Acquisitions of shopping centres 

– During July 2007, ALTAREA acquired a shopping centre 

in Bellinzago in Lombardy. 

On 20 March 2007, ALTAREA acquired 30% of the 

additional partnership units of “Espace Chantereines”, a 

retail park in Gennevilliers. 

Other, smaller assets were also acquired in Herblay, Bretigny 

sur Orge, Chambéry, Vichy, Liévin and Périgueux. 

• Development projects 

– Kremlin Bicêtre shopping centre 

At the balance sheet date, the administrative authorisations 

for the project had been cleared of all holds following the 

withdrawal of the last petitioner objecting to the building 

permit. 

The Michelet Fontainebleau entity was then absorbed by the 

Avenue de Fontainebleau entity, and so Auchan no longer 

holds an equity interest in Michelet Fontainebleau. 

100

– Genoa project 

ALTAREA won the call for tenders to renovate and 

restructure the Genoa port district and was thus awarded a 

90-year operating concession (against payment of rent on 

the property). 

– Stezzano project 

ALTAREA acquired 100% of the shares of SRE Properties, an 

Italian company, on 28 February 2007 and simultaneously 

took over the financing of the former partners of SRE 

Properties. This company owns land in Stezzano (Lombardy) 

on which a shopping centre is to be built. 

• Acquisition of Cogedim 

On 17 July 2007, ALTAREA acquired a controlling interest 

in Cogedim for €642.6 million including transaction costs 

and the present value of a deferred payment (see note 8). 

Cogedim is an established developer of high-end residential 

and commercial property. 

• Acquisition of Semmaris 

ALTAREA was chosen by the French government to be 

an industrial partner of Semmaris to assist in developing 

this company, which operates the Marché International de 

Rungis, the largest wholesale food market in the world. By 

ministerial order, on 13 November 2007 ALTAREA acquired 

33.34% of Semmaris’ capital. 

• Conversion of ALTAREA into an SCA 

The conversion of ALTAREA into a partnership limited by 

shares was approved by the Annual General Meeting of the 

shareholders on 26 June 2007. ALTAREA is now a company 

jointly managed by two general partners, namely Altafinance 

and Alain Taravella. 

This conversion was made in preparation for adapting the 

Group to meet the provisions of the Amended Finance Act 

of 2006, commonly known as “SIIC 4”. Under the new 

law, no shareholder other than a company that is itself an 

SIIC under Article 208 C of the General Tax Code may after 

1 January 2009 control more than 60% of the share capital 

and voting rights of the Group, either alone or in concert. 

In accordance with applicable law, the change in ALTAREA’s 

corporate form led to the filing of a public buy-back offer. 

When the buy-back offer closed on 6 August 2007, 32,971 

ALTAREA shares, or around 0.4% of the share capital, had 

been tendered to ATI, a company controlled by the founding 

shareholders. 

In addition to the change in ALTAREA’s corporate form, 

all existing shareholder pacts between the founding 

shareholders (Alain Taravella and Jacques Nicolet) and 

the major shareholders (Prédica, Cacif Investissements, 

and the MSRESS and Foncière des Régions funds) were 

terminated. 

101


9. Operating segments 

9.1. Income statement items by operating segment 

n At 31 December 2008 

(€ thousand) Shopping Property 

centres development for 

third parties 

Recurring 

activities 

Development 

of shipping 

centres 

Items 

included in 

reconciliation 

Non-recurring 

activities 

NET RENTAL INCOME 117,256 0 117,256 – – – 117,256 

Other rental revenue and other income 126,606 0 126,606 – – – 126,606 

NET PROPERTY INCOME – 75,603 75,603 (935) (43,069) (44,005) 31,598 

Of which Revenue – 739,619 739,619 39,339 – 39,339 778,957 

Of which net allowance to provisions – (10,755) (10,755) (2,137) (21,771) (23,908) (34,663) 

Of which amortisation of customer relationships – – – – (21,298) (21,298) (21,298) 

NET OVERHEAD COSTS (10,968) (14,135) (25,103) (8,958) (15,378) 1 (24,336) (49,439) 

Of which services 6,665 29,392 36,057 3,918 – 3,918 39,975 

Of which amortisation of customer relationships – – – – (14,593)* (14,593) (14,593) 

Of which allowance for depreciation on operating assets (391) (2,150) (2,541) (695) – (695) (3,237) 

Of which allowance to provisions – – – (81) – (81) (81) 

OTHER INCOME AND EXPENSE (2,456) (3,639) (6,095) (2,427) (1,124) 2 (3,550) (9,646) 

Of which allowance for depreciation and amortisation (6) (4) (10) (152) (100) (252) (262) 

GAIN ON SALE OF INVESTMENT ASSETS – – – – 338 338 338 

Change in value of investment properties 0 – 0 (86,306) (86,306) (86,306) 

– of which Change in value of investment properties delivered 0 – 0 96,815 96,815 96,815 

– of which Other changes in value of investment properties – – – (183,121) (183,121) (183,121) 

Other items contributing to operating profit – 96 96 (20,547) (323,554) (344,102) (344,006) 

Of which Impairment losses on assets under development – – – (17,488) – (17,488) (17,488) 

Of which Impairment loses on other non–current assets – – – 654 – 654 654 

Of which net allowance to provisions for liabilities – 96 96 (3,713) (6,719) (10,432) (10,336) 

Of which goodwill impairment losses – – – – (225,290) (225,290) (225,290) 

Of which impairment of customer relationships – – – (91,545) (91,545) (91,545) 

OPERATING PROFIT 103,832 57,924 161,756 (32,867) (469,093) (501,961) (340,204) 

Cost of net debt (43,643) (24,093) (67,736) (5,987) (1,434) 3 (7,422) (75,158) 

Other components of profit before tax 4,401 613 5,014 (28,255) (117,119) (145,374) (140,361) 

Of which Change in fair value and gain/loss 

on the sale of financial instruments 

– – – – (110,395) (110,395) (110,395) 

Of which Share of earnings of equity–method associates 4,401 613 5,014 (28,700) (2,604) (31,303) (26,290) 

Of which discounting of payables and receivables – – – 444 (3,963) (3,519) (3,519) 

PROFIT BEFORE TAX 64,590 34,444 99,034 (67,110) (587,646) (654,757) (555,723) 

Income tax 297 (1,062) (765) 726 172,215 172,941 172,176 

profit 64,887 33,382 98,269 (66,384) (415,431) (481,816) (383,547) 

* See note 9.3., revenues par region. 

(1) Aside from the amortisation of customer relationships, net overhead costs reflect the impact of the stock grant plan contingent upon satisfaction of the business plan 

drawn up in connection with the acquisition of Cogedim. 

(2) Aside from depreciation and amortisation, the Other income and expense line item reflects launch and opening costs for centres opened during the year, appraisal fees 

for centres in operation, and the income and expense generated by recurring activities outside the normal course of business. 

(3) The expense of €1.4 million relates entirely to the cost of the guarantee made by shareholders in connection with the Cogedim acquisition. 

Group 

total 

102 

No one customer contributes alone 10% of the Group’s- revenues. 

The net cost of debt, including interest income on financial instruments and net proceeds from sales of marketable securities, 

is assigned directly to each segment.

n At 31 December 2007 

(€ thousand) Shopping Property 

centres development for 

third parties 

Recurring 

activities 

Development 

of shipping 

centres 

Items 

included in 

reconciliation 

Non-recurring 

activities 

Group 

total 

NET RENTAL INCOME 92,708 – 92,708 – – (0) 92,708 

Other rental revenue and other income 97,963 – 97,963 – – (0) 97,963 

NET PROPERTY INCOME – 50,595 50,595 1,799 (24,627) (22,828) 27,767 

Of which Revenue – 328,726 328,726 13,168 – 13,168 341,893 

Of which amortisation of customer relationships – – – – (24,627) (24,627) (24,627) 

NET OVERHEAD COSTS (9,192) (8,104) (17,297) (6,281) (2,057) 1 (8,338) (25,635) 

Of which services 5,274 8,690 13,964 4,201 – 4,201 18,165 

Of which allowance for depreciation on operating assets (304) (835) (1,139) (653) – (652) (1,791) 

OTHER INCOME AND EXPENSE (1,084) (1,304) (2,388) (2,071) (2,635) 2 (4,435) (6,824) 

Of which allowance for depreciation and amortisation (15) (2) (16) (78) – (78) (94) 

GAIN ON SALE OF INVESTMENT ASSETS – – – – – – – 

Change in value of investment properties – – – 411,911 411,911 411,911 

– Change in value of investment properties delivered – – – 182,431 182,431 182,431 

– Other changes in value of investment properties – – – 229,480 229,480 229,480 

Other items contributing to operating profit – 85 85 (2,182) 1,390 (792) (707) 

Of which Impairment losses on assets under development – – – 163 – 163 163 

Of which Impairment loses on other non–current assets – – – (2,345) – (2,345) (2,345) 

Of which net allowance to provisions for liabilities – 85 85 – (212) (212) (127) 

Of which goodwill impairment losses – – – – 1,603 1,603 1,603 

OPERATING PROFIT 82,431 41,272 123,703 (8,735) 384,252 375,317 499,220 

Cost of net debt (31,379) (6,700) (38,079) (4,595) (2,031) 3 (6,625) (44,704) 

Other components of profit before tax 1,440 894 2,334 (14) 865 851 3,185 

Of which Change in fair value and gain/loss 

on the sale of financial instruments 

0 – 0 – 2,099 2,099 2,099 

Of which Share of earnings of equity–method associates 1,440 894 2,334 (14) 4,601 4,587 6,921 

Of which discounting of payables and receivables – – – – (5,866) (5,866) (5,866) 

PROFIT BEFORE TAX 52,492 35,466 87,959 (13,343) 383,086 369,743 457,702 

Income tax (400) (11,174) (11,574) (390) (6,197) (6,587) (18,161) 

PROFIT 52,092 24,292 76,384 (13,733) 376,890 363,156 439,541 

(1) This relates primarily to the impact of stock grants conditional on meeting the acquisition business plan implemented as part of the takeover of Cogedim. 

(2) Aside from depreciation and amortisation, other income and expense include launch costs of centres put into operation during the period, appraisal fees for centres in 

operation, net revenues of assets held for sale, and income and expense generated by recurring activities outside the normal course of their business. 

(3) The expense of €2.03 million relates entirely to the cost of the guarantee made by shareholders in connection with the Cogedim acquisition. 

No one customer contributes alone 10% of the Group’s revenues. 

The net cost of debt, including interest income on financial instruments and net proceeds from sales of marketable securities, 

is assigned directly to each segment. 

103


9.2. Balance sheet items by operating segment 


(in € thousand) 12/31/2008 

ASSETS 

Shopping 

centres 



Development 

of shopping centres 

Goodwill – 113,716 15,000 128,716 

Brands – 66,600 – 66,600 

Investment property 2,221,875 – – 2,221,875 

Assets under development 9,464 249 507,228 516,940 

Investment in associates 67,324 1,275 – 68,599 

Total non-current operating assets 2,298,663 181,840 522,228 3,002,731 

Investment property 43,823 – – 43,823 

Assets under development 82,694 249 263,321 346,264 

Increases over the period 126,517 249 263,321 390,087 

The goodwill and the brand relate primarily to the acquisition of control of Cogedim (see notes 11 and 12). 



ASSETS 

Shopping 

centres 



Development 

of shopping centres 

Goodwill – 240,222 112,450 352,672 

Brands – 66,600 – 66,600 

Investment property 2,075,997 – – 2,075,997 

Assets under development 10,383 – 388,814 399,197 

Investment in associates 66,038 1,232 25,028 92,298 

Total non-current operating assets 2,152,417 308,054 526,293 2,986,764 

Investment property 145,561 – 74 145,635 

Assets under development 139,228 – 247,756 386,984 

Increases over the period 284,790 – 247,830 532,619 

Group 

total 

Group 

total 

104

9.3. Revenue by region 



France Italy Spain Group total 

Shopping centres business 

Rental revenue and other income 102,249 17,045 7,312 126,606 

External service providers 6,392 – 273 6,665 

Shopping centres business 108,641 17,045 7,585 133,271 

Property development for third parties business 

Revenue 739,619 – – 739,619 

External service providers 29,392 – – 29,392 

Property development for third parties business 769,011 – – 769,011 

Recurring activities 877,652 17,045 7,585 902,281 

Non-recurring activities 

Revenue 39,339 – – 39,339 

External service providers 3,146 772 – 3,918 

Non-recurring activities 42,485 772 – 43,257 

Group revenue 920,137 17,816 7,585 945,538 



France Italy Spain Group total 

Shopping centres 

Rental revenue and other income 80,044 10,745 7,174 97,963 

External service providers 5,263 11 – 5,274 

Shopping centres 85,307 10,756 7,174 103,237 


Revenue 328,726 – – 328,726 

External service providers 8,690 – – 8,690 

Property development for third parties 337,415 – – 337,415 

Recurring activities 422,722 10,756 7,174 440,652 

development of Shopping centres 

Revenue 13,168 – – 13,168 

External service providers 2,766 1,435 – 4,201 

Non-recurring activities 15,934 1,435 – 17,369 

Group revenue 438,656 12,191 7,174 458,021 

105


10. Scope of consolidation 

10.1. List of companies included in the consolidated financial stateMents 

Unless stated otherwise, the percentage of voting rights held is identical to the percentage ownership of the share capital. 

Company Siren Country 12/31/2008 12/31/2007 

Method Control 

% 

Interest 

% 


% 

3 Communes SNC 352721435 France Full 100.0 100.0 Full 100.0 100.0 

Alta Aubette SNC 452451362 France Full 65.0 64.6 Full 65.0 65.0 

Alta Berri SAS 444561385 France Full 100.0 99.3 Full 100.0 100.0 

Alta Ciné Investissement SAS 482277100 France Full 100.0 99.6 Full 100.0 100.0 

Alta Cité SAS 483543930 France Full 65.0 64.6 Full 65.0 65.0 

Alta Coparts SNC 499108207 France Full 99.9 99.2 Full 100.0 97.5 

Alta CRP Aubergenville SNC 451226328 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Gennevilliers SNC 488541228 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Guipavas SNC 451282628 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Investissements SNC 484691084 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP La Vallette SNC 494539687 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Mantes-La-Jolie SNC 490886322 France Full 100.0 99.6 Full 100.0 100.0 

Alta CRP Montmartre SAS 450042247 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Mougins SNC 453830663 France Full 100.0 99.3 Full 100.0 100.0 

Alta CRP Noyon SNC 452506223 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Pontault-Combault SNC 484853882 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Puget SNC 492962949 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Rambouillet SNC 487897985 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Ris Orangis SNC 452053382 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Ronchin SNC 484693841 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Ruaudin SNC 451248892 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Saint-Aunes SNC 494281850 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Valbonne SNC 484854443 France Full 100.0 99.3 Full 100.0 97.5 

Alta CRP Vivienne SAS 449877950 France Full 100.0 99.3 Full 100.0 97.5 

Alta Développement Espagne SAS 490874807 France Full 100.0 100.0 Full 100.0 100.0 

Alta Développement Italie SAS (1) 444561476 France Full 99.8 96.2 Full 99.8 95.3 

Alta Développement Russie SAS 477997712 France Full 100.0 100.0 Full 100.0 100.0 

Alta Drouot SAS 450042296 France Full 100.0 99.3 Full 100.0 100.0 

Alta Faubourg SAS 444560874 France Full 100.0 99.6 Full 100.0 100.0 

Alta Marigny Carré de Soie SNC 449231463 France Prop. 50.0 49.7 Prop. 50.0 50.0 

Alta Matignon SNC 437575715 France Full 100.0 99.3 Full 100.0 100.0 

Alta Mulhouse SNC 444985568 France Full 65.0 64.6 Full 65.0 65.0 

Alta Nouveau Port La Seyne SCI 501219109 France Full 100.0 99.3 Full 100.0 100.0 

Alta Pierrelaye SNC 478517204 France Full 100.0 99.3 Full 100.0 97.5 

Alta Rungis SAS 500539150 France Full 100.0 99.6 Full 100.0 100.0 

Alta Saint-Georges SCI 423905835 France Full 100.0 99.3 Full 100.0 100.0 

Alta Saint-Honoré SAS 430343855 France Full 100.0 99.3 Full 100.0 100.0 

Alta Spain Archibald BV NA Netherlands Full 100.0 100.0 Full 100.0 100.0 

Interest 

% 

106 

(1) The percentage interest reported in SAS Alta-Développement-Italie and its subsidiaries represents the theoretical allocation rate of dividends for class A shares after 

payment of the preferential dividends on class B shares wholly-owned by the Group. The rights attached to these categories of shares are defined in the company’s articles of 

association.



% 

Interest 

% 


% 

Alta Spain Castellana BV NA Netherlands Full 100.0 100.0 Full 100.0 100.0 

Alta Thionville SNC 485047328 France Full 65.4 64.6 Full 65.4 65.0 

Alta Tourcoing SNC 485037535 France Full 65.4 64.6 Full 65.4 65.0 

Alta Troyes SNC 488795790 France Full 65.4 64.6 Full 65.4 65.0 

Altabasilio SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altacasale SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altacentro SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altacerro SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altacorporate SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altagamma SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altage SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altaimmo SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altainvest SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altalux Espagne SARL NA Luxembourg Full 100.0 100.0 Full 100.0 100.0 

Altalux Italie SARL NA Luxembourg Full 99.8 96.2 Full 99.8 95.3 

Altaoperae Ii S.l NA Spain Full 100.0 100.0 Full 100.0 100.0 

Altaoperae Iii S.l NA Spain Full 100.0 100.0 Full 100.0 100.0 

Altaoperae Salamanca S.l NA Spain Full 100.0 100.0 Full 100.0 100.0 

Altapatrimae Ii S.l NA Spain Full 100.0 100.0 Full 100.0 100.0 

Altapinerolo 1 SRL NA Italy Full 99.8 96.2 – – – 

Altapinerolo SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altapio SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altaponteparodi Spa NA Italy Full 95.0 91.4 Full 95.0 90.5 

Altaporto SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altarag SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

ALTERA 2 SNC 428743231 France Full 100.0 99.3 Full 100.0 100.0 

ALTERA Espana S.l NA Spain Full 100.0 100.0 Full 100.0 100.0 

ALTERA France SAS 324814219 France Full 100.0 99.6 Full 100.0 100.0 

ALTERA Italia Progetti SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

ALTERA Italia SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

ALTERA Les Tanneurs SNC 421752007 France Full 100.0 99.3 Full 100.0 100.0 

ALTERA Management 509105375 France Full 100.0 100.0 – – – 

ALTERA Operae S.l NA Spain Full 100.0 100.0 Full 100.0 100.0 

ALTERA Patrimae S.l NA Spain Full 100.0 100.0 Full 100.0 100.0 

ALTERA Promotion Commerce SNC 420490948 France Full 100.0 99.3 Full 100.0 100.0 

ALTERA Sca 335480877 France Full 100.0 100.0 Full 100.0 100.0 

ALTERA SNC 431843424 France Full 100.0 99.3 Full 100.0 100.0 

Altareit Sca (Fromageries Paul Renard) 552091050 France Full 99.6 99.6 – – – 

Altarimi SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altaroma SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Altasigma SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Ata Delcasse SAS 501705362 France Full 100.0 99.6 Full 100.0 100.0 

Ata Favart SAS 450042338 France Full 100.0 99.6 Full 100.0 100.0 

Aubergenville 2 SNC 493254015 France Full 100.0 99.3 Full 100.0 97.5 

Aubette Tourisme Résidence SNC 501162580 France Full 100.0 64.6 Full 100.0 65.0 

Aurelia Trading SRL NA Italy Full 99.8 96.2 Full 99.8 95.3 

Avenue Fontainebleau SAS 423055169 France Full 65.0 64.6 Full 65.0 65.0 

Interest 

% 

107




% 

Interest 

% 


% 

Avenue Paul Langevin SNC 428272751 France Full 100.0 99.3 Full 100.0 100.0 

Bercy Village 2 SCI 419669064 France Full 85.0 84.4 Full 85.0 85.0 

Bercy Village SCI 384987517 France Full 100.0 84.4 Full 100.0 85.0 

Bordeaux St Eulalie SNC 432969608 France Full 100.0 99.3 Full 100.0 100.0 

Bretigne SAS 494281850 France – – – Full 100.0 97.5 

Centre Commercial de Thiais SNC 479873234 France Full 100.0 99.3 Full 100.0 100.0 

Centre Commercial de Valdoly SNC 440226298 France Full 100.0 99.3 Full 100.0 100.0 

Centre Commercial du Kb SNC 485045876 France Full 65.0 64.6 Full 65.0 65.0 

Centre D’affaire du Kb SCI 502543259 France Full 65.0 64.6 – – – 

Cib SCI 414394486 France Eq. m. 49.0 48.7 Eq. m. 49.0 47.8 

Cœur Chevilly SNC 491379624 France Prop. 50.0 49.7 Prop. 50.0 50.0 

Collet Berger SNC 417934791 France Full 100.0 99.3 Full 100.0 100.0 

Creches Invest SNC 488347352 France Full 100.0 99.3 – – – 

CRP-Compagnie Retail Park SAS 441221843 France – – – Full 97.5 97.5 

CRPD-Compagnie Retail Park Développement SASU 447773672 France Full 100.0 99.3 Full 100.0 97.5 

Drouet D’erlon SNC 412375602 France Full 100.0 99.3 Full 100.0 100.0 

Du 46 Bourg Bele SCI 334899457 France Full 100.0 99.3 Full 100.0 97.5 

Du Sud de Centre Commercial de Thiais SNC 480044981 France Full 100.0 99.3 Full 100.0 100.0 

Espace Grand rue SCI 429348733 France Prop. 65.0 32.3 Prop. 32.5 32.5 

Fernet SCI 404532475 France Full 100.0 99.3 Full 100.0 97.5 

Foncière Cézanne Matignon SNC 348024050 France Full 100.0 99.3 Full 100.0 100.0 

Foncière ALTERA SAS 353900699 France Full 99.3 99.3 Full 100.0 100.0 

Foncière Cézanne Mermoz SNC 445291404 France Full 100.0 99.3 Full 100.0 100.0 

Gennevilliers 2 SNC 452052988 France Full 100.0 99.3 Full 100.0 97.5 

Gercom NA Italy – – – Full 99.8 95.3 

GM Marketing SAS 437664568 France Full 100.0 99.6 Full 100.0 100.0 

Grand Tour SNC 412781809 France Full 100.0 99.3 Full 100.0 100.0 

Hippodrome Carré de Soie SARL 493455810 France Prop. 100.0 50.2 Prop. 100.0 50.0 

Holding Fictive ALTERA France 0 France Full 100.0 100.0 Full 100.0 100.0 

Holding Lumière SAS 419446216 France Eq. m. 34.0 33.9 Eq. m. 34.0 34.0 

Jas De Bouffan SNC 508887619 France Full 100.0 99.3 – – – 

Le Havre Centre Commercial René Coty SNC 407943620 France Prop. 50.0 49.7 Prop. 50.0 50.0 

Le Pré Long SNC 508630464 France Full 100.0 99.3 – – – 

L’Empire SAS 428133276 France Full 100.0 99.6 Full 100.0 100.0 

Les Clausonnes Investissement SARL 411985468 France Full 100.0 99.3 Full 100.0 100.0 

Les Clausonnes SCI 331366682 France Full 100.0 99.3 Full 100.0 100.0 

Les Halles du Beffroi SAS 410336846 France Full 100.0 99.6 Full 100.0 100.0 

Lille Grand Place SCI 350869244 France Full 59.0 58.6 Full 59.0 59.0 

Limoges Invest SCI 488237546 France Full 75.0 74.5 – – – 

Majes SCI 453486375 France – – – Full 100.0 97.5 

Massy Sep 424120178 France Full 100.0 99.3 Full 100.0 100.0 

Matignon Commerce SNC 433506490 France Full 100.0 99.3 Full 100.0 100.0 

Monnet Liberté SNC 410936397 France Prop. 50.0 49.7 Prop. 50.0 50.0 

Nanterre Quartier de l’Université SAS 485049290 France Prop. 50.0 49.7 Prop. 50.0 50.0 

Opec SARL 379873128 France Full 99.8 99.4 Full 99.8 99.8 

Ortialtae S.l NA Spain Prop. 50.0 50.0 Prop. 50.0 50.0 

Petit Menin SCI 481017952 France Prop. 50.0 49.7 Prop. 48.8 48.8 

Interest 

% 

108



% 

Interest 

% 


% 

Plaisir 1 SNC 420718348 France Full 100.0 99.3 Full 100.0 100.0 

Plaisir 2 SNC 420727711 France Full 100.0 99.3 Full 100.0 100.0 

Rue de l’Hôtel-de-Ville SCI 440848984 France Prop. 40.0 39.7 Prop. 40.0 40.0 

Reims Buirette SCI 352795702 France Full 100.0 99.3 Full 100.0 100.0 

Richelieu International SNC 450483821 France Full 99.8 96.2 Full 99.8 95.3 

S.r.e. Properties SRL NA Italy – – – Full 99.8 95.3 

Salle Wagram (Ex-Théâtre de l’Empire SAS) 424007425 France Full 100.0 99.6 Full 100.0 100.0 

Sc Commerce 405293218 France – – – Full 100.0 97.5 

SCI Cœur d’Orly Bureaux 504255118 France Prop. 50.0 24.8 – – – 

SCI Holding Bureaux Cœur d’Orly 504017807 France Prop. 50.0 49.7 – – – 

SCI Kléber Massy 433972924 France Full 100.0 99.3 Full 100.0 100.0 

SCI Liévin Invest 444402887 France Eq. m. 49.0 48.7 Eq. m. 49.0 47.8 

Semmaris 662012491 France Eq. m. 33.3 33.2 Eq. m. 33.3 33.3 

Sillon 2 SNC 420718082 France Full 100.0 99.3 Full 100.0 100.0 

Sillon 3 SAS 422088815 France Full 100.0 99.3 Full 100.0 100.0 

Sillon SAS 410629562 France Full 100.0 99.3 Full 100.0 100.0 

SNC Cœur d’Orly Commerce 504831207 France Prop. 50.0 24.8 – – – 

SNC Holding Commerce Cœur d’Orly 504142274 France Prop. 50.0 49.7 – – – 

SNC Toulouse Gramont (Ex-Ppi) 352076145 France Full 100.0 100.0 Full 100.0 100.0 

So.r.a.c. SNC 330996133 France Full 100.0 99.3 Full 100.0 100.0 

Société d’Aménagement de La Gare de l’Est SNC 481104420 France Full 100.0 99.3 Full 100.0 100.0 

Société du Centre Commercial Massy SNC 950063040 France Full 100.0 99.3 Full 100.0 100.0 

Socobac SARL 352781389 France Full 100.0 100.0 Full 100.0 100.0 

Ssf Iii Zhivago Holding Ltd 06171337 Cayman Islands Eq. m. 50.0 50.0 Eq. m. 50.0 50.0 

Ste Aménagement Mezzanine Paris Nord Sa 422281766 France Eq. m. 40.0 39.7 Eq. m. 40.0 40.0 

Teci et Cie SNC 333784767 France Full 100.0 99.3 Full 100.0 97.5 

Troyenne D’investissement SCI 422488106 France Full 100.0 99.3 Full 100.0 100.0 

Vendôme Massy 2 338751654 France Full 100.0 99.3 Full 100.0 100.0 

Wagram 39/41 SAS 345286231 France Full 100.0 99.3 Full 100.0 100.0 

SAS Cogedim (Ex : Cie ALTERA Habitation SAS) 054500814 France Full 100.0 99.6 Full 100.0 100.0 

SAS Cogedim (Société Absorbée) 418573622 France NI – – Full 100.0 99.9 

SNC Cogedim Patrimoine 420810475 France Full 100.0 99.6 Full 100.0 99.9 

SAS Mb Transactions 425039138 France Full 100.0 99.6 Full 100.0 99.9 

SARL Epp Asnières 433953072 France NI – – Full 100.0 99.9 

SARL Le Louis Armand Asnières 433953023 France NI – – Full 100.0 99.9 

SAS Claire Aulagnier 493108492 France Full 95.0 94.6 Full 95.0 94.9 

SNC Cogedim Gestion 380375097 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Vente 309021277 France Full 100.0 99.6 Full 100.0 99.9 

Ric Sa 379986730 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Résidence 319293916 France Full 100.0 99.6 Full 100.0 99.9 

SNC Coresi 380373035 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Tradition 315105452 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Développement 318301439 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Citalis 450722483 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Entreprise 424932903 France Full 100.0 99.6 Full 100.0 99.9 

SNC Parc Industriel de Genevilliers 480011816 France Full 80.0 79.7 Full 80.0 79.9 

SARL Asnières Aulagnier 487631996 France Prop. 50.0 49.8 Prop. 50.0 49.9 

Interest 

% 

109




% 

Interest 

% 


% 

SNC Cogedim Ric 300795358 France Full 100.0 99.6 Full 100.0 99.9 

SAS Brun Holding 394648984 France Full 100.0 99.6 Full 100.0 99.9 

Guy Brun Promotion Sa 394648455 France Full 100.0 99.6 Full 100.0 99.9 

SARL Financière Bonnel 400570743 France Full 100.0 99.6 Full 100.0 99.9 

SNC Bron Partners 451221469 France NI – – Prop. 33.3 33.3 

SNC Cogedim Méditerranée 312347784 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Provence 442739413 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Valorisation 444660393 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Paul Mateu 447553207 France Full 100.0 99.6 Full 100.0 99.9 

Sa Cogedim Rci 418868584 France Full 100.0 99.6 Full 100.0 99.9 

SARL Etude et Suivi Travaux Ingéniérie 448286484 France Full 100.0 99.6 Full 100.0 99.9 

SAS Cogedim Jlc 348145541 France Full 100.0 99.6 Full 100.0 99.9 

SAS Jl Coudurier Conseil 308340538 France Full 100.0 99.6 Full 100.0 99.9 

SAS Cogedim Efiprom 388620015 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cogedim Atlantique 501734669 France Full 100.0 99.6 NI – – 

SAS Arbitrages et Investissements 444533152 France Full 100.0 99.6 Full 100.0 99.9 

SAS Inter 1 444532865 France Full 100.0 99.6 Full 100.0 99.9 

SAS Madrid Faidherbe 444515951 France NI – – Full 100.0 99.9 

SAS Neuilly R3 444516090 France Prop. 100.0 49.8 Prop. 100.0 49.9 

SAS Aire 444515670 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SAS Nordmann Kleber 444516116 France Prop. 100.0 49.8 Prop. 100.0 49.9 

SAS Saint-Mandé Clément Ader 444515746 France Prop. 100.0 49.8 Prop. 100.0 49.9 

SAS Neuilly Edouard Nortier 450755277 France Prop. 100.0 49.8 Prop. 100.0 49.9 

SNC Paris Xvii e Brémontier Villiers 448937284 France NI – – Full 100.0 99.9 

SAS Paris 8 e 35 rue de Ponthieu 477630057 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SNC Marseille 275/283 Prado 479898496 France Full 100.0 99.6 Full 100.0 99.9 

SNC Paris 11 e Passage Saint Ambroise 479985632 France Full 100.0 99.6 Full 100.0 99.9 

SAS Germain Roule 482598836 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SAS Arbitrages et Investissement 2 479815847 France Full 100.0 99.6 Full 100.0 99.9 

Yafra 491226056 France NI – – Full 100.0 99.9 

Cogedim Office Partners SAS 491380101 France Eq. m. 10.0 10.0 Eq. m. 10.0 10.0 

SAS COP Bagneux 491969952 France Eq. m. 100.0 10.0 Eq. m. 100.0 10.0 

SCI COP Bagneux 492452982 France Eq. m. 100.0 10.0 Eq. m. 100.0 10.0 

SAS COP Meridia 493279285 France Eq. m. 100.0 10.0 Eq. m. 100.0 10.0 

SCI COP Meridia 493367429 France Eq. m. 100.0 10.0 Eq. m. 100.0 10.0 

COP Pajol SAS 493279269 France Eq. m. 100.0 10.0 Eq. m. 100.0 10.0 

COP Pajol SCI 493367171 France Eq. m. 100.0 10.0 Eq. m. 100.0 10.0 

SAS COP Newco 2 507633790 France Eq. m. 100.0 10.0 NI – – 

SCI COP Newco 2 507693182 France Eq. m. 100.0 10.0 NI – – 

ALTERA Investissement SNC 352320808 France Full 100.0 99.6 Full 100.0 100.0 

ALTERA Habitation SNC 479108805 France Full 100.0 99.6 Full 100.0 100.0 

ALTERA Résidence SNC (absorbé dans Cogedim Gestion) 420099517 France NI – – Full 100.0 100.0 

A.g. Investissement SNC 342912094 France Full 100.0 99.6 Full 100.0 100.0 

La Buffa SNC 394940183 France Prop. 50.0 49.8 Prop. 50.0 50.0 

SCI Les Fontaines de Benesse 479489817 France Full 100.0 99.6 Full 100.0 99.9 

SCI Les Hauts de Fortune 483855524 France Full 100.0 99.6 Full 100.0 99.9 

SCI Lehena 487506529 France Full 100.0 99.6 Full 100.0 99.9 

Interest 

% 

110



% 

Interest 

% 


% 

SCI Le Domaine de Peyhaute 491112801 France Full 100.0 99.6 Full 100.0 99.9 

SCI Le Bois Sacré 492998117 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Mérignac Churchill 498686856 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Pessac Madran 443702790 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Villenave Coin 501017008 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Haillan Meycat 501411995 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Vaugrenier 480392372 France Full 100.0 99.6 Full 100.0 99.9 

SCCV La Mole Village 1 488424250 France Full 100.0 99.6 Full 100.0 99.9 






SCI 90 rue Bobillot 421343252 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Nice Gounod 499315448 France Full 100.0 99.6 Full 100.0 99.9 

SCI Les Villas de Vernouillet 449462472 France Full 100.0 99.6 Full 100.0 100.0 

SAS Rouret Investissement 441581030 France Full 100.0 99.6 Full 100.0 100.0 

SNC La Savonnière 494247984 France NI – – Prop. 100.0 100.0 

Alta Richelieu SAS 419671011 France Full 100.0 99.6 Full 100.0 100.0 

Cœur d’Orly Promotion 504160078 France Prop. 50.0 49.8 NI – – 

SCI Les Romanesques 498640689 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Colombes Etienne d’Orves 479534885 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Nanterre-Saint-Maurice 481091288 France Full 71.5 71.2 Full 71.5 71.4 

SCI Asnières Aulagnier Ilots E, F Et H1 483537866 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Argenteuil Foch-Diane 484064134 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Colombes Charles de Gaulle 489927996 France Prop. 45.0 44.8 Prop. 45.0 44.9 

SCCV Saint-Ouen Arago 493291843 France Full 100.0 99.6 Prop. 50.0 49.9 

SCCV Montfermeil - Le Cèdre 503165508 France Full 100.0 99.6 NI – – 

SNC Soisy Avenue Kellermann 497809541 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Levallois 3 Pompidou 378740690 France Full 85.0 84.7 Full 85.0 84.9 

SNC Malesherbes 112 Paris Xvii e 353744394 France NI – – Full 100.0 99.9 

SNC Issy 25 Camille Desmoulins 390030542 France Full 100.0 99.6 Full 100.0 99.9 

SCI Levallois Ilot 4.1 409853165 France Full 50.0 49.8 Full 50.0 49.9 

SNC St Denis Courbevoie 353807209 France NI – – Full 100.0 99.9 

SCI Paris 14 Place Brancusi 342357167 France Full 70.0 69.7 Full 70.0 69.9 

SCI Levallois Anatole France Front de Seine 343926242 France Full 85.0 84.7 Full 85.0 84.9 

SCI Levallois 4 Pompidou 352920870 France NI – – Full 85.0 84.9 

SNC Forum 11 434070066 France Prop. 33.3 33.2 Prop. 33.3 33.3 

SNC Elysées Boétie 434608741 France NI – – Full 100.0 99.9 

SNC du Parc Industriel de Saint-Priest 443204714 France Full 80.0 79.7 Full 80.0 79.9 

SCI Suresnes Ecluses 443278932 France Full 100.0 99.6 Full 100.0 99.9 

SCI du Parc d’activités de Wissous Montavas 449885458 France Full 80.0 79.7 Full 80.0 79.9 

SCI Axe Europe Lille 451016745 France Prop. 45.0 44.8 Prop. 45.0 44.9 

SCI Pi Port de Bonneuil / Messagerie 451749758 France Full 80.0 79.7 Full 80.0 79.9 

SCCV Boulogne Billancourt - Hôtel Ile Seguin 491332490 France NI – – Full 100.0 99.9 

SNC Issy 11.3 Galleni 492450168 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Clichy Entrée de Ville 448747410 France Full 100.0 99.6 Full 100.0 99.9 

Interest 

% 

111




% 

Interest 

% 


% 

SCCV Lyon 3 - Labuire 491187019 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Euromed Center 504704248 France Prop. 50.0 49.8 NI – – 

SNC Issy Forum 10 434108767 France Prop. 33.3 33.2 Prop. 33.3 33.3 

SCI Clichy Europe 434060133 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Clichy Europe 3 435402755 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SARL Clichy Europe 4 442736963 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Issy Forum 13 481212357 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Lilas G 485122402 France Prop. 40.0 39.8 Prop. 40.0 40.0 

SCCV Saint-Denis Landy 3 494342827 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Parc du Fort 450909148 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SARL Ilôt Garibaldi Lyon 7 444678627 France Eq. m. 30.0 29.9 Eq. m. 30.0 30.0 

SCI Domaine de Medicis 450964465 France Full 51.0 50.8 Full 51.0 50.9 

SCI Le Frédéric 481199941 France Full 100.0 99.6 Full 100.0 99.9 

SCI Jardins des Poêtes 481918969 France Full 100.0 99.6 Full 100.0 99.9 

SCI Daudet 444326797 France Prop. 25.0 24.9 Prop. 25.0 25.0 

SCI Le Clos Melusine 487956591 France Full 100.0 99.6 Full 100.0 99.9 

SCI Le Hameau Des Treilles 487955965 France Full 100.0 99.6 Full 100.0 99.9 

SCI L’atrium 488802604 France Full 100.0 99.6 Full 100.0 99.9 

SNC Voreppe - avenue Stalingrad 490461423 France Full 100.0 99.6 Full 100.0 99.9 

SCCV - Espace Saint-Martin 493348007 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SNC Wagram 500795034 France Full 100.0 99.6 Full 100.0 99.9 

SNC Vauban 501548952 France Full 100.0 99.6 Full 100.0 99.9 

SNC Claudel 504308099 France Full 100.0 99.6 NI – – 

SNC Hébert 504145004 France Full 100.0 99.6 NI – – 

SCI Parc De Belledonne 482885761 France Prop. 25.0 24.9 Prop. 25.0 25.0 

SCI Square et Jardin 450680384 France Eq. m. 25.0 24.9 Eq. m. 25.0 25.0 

SCI Les Résidences du Parc 482404910 France Prop. 25.0 24.9 Prop. 25.0 25.0 

SCI Villa Dauphine 483192126 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Résidence Le Récital 498594571 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SAS Seine Aulagnier 504687013 France Eq. m. 33.3 33.2 NI – – 

SNC Wimereux Carillon 382095040 France NI – – Full 80.0 79.9 

SCI St-Jacques Lille 381163401 France NI – – Full 100.0 99.9 

SCI Penitentes 379799745 France Full 100.0 99.6 Full 100.0 99.9 

SCI Place Sébastopol 395276512 France Full 100.0 99.6 Full 100.0 99.9 

SNC Universiades Sébastopol 392632337 France NI – – Full 100.0 99.9 

SNC Hespérides D. Johnston 380528299 France Full 100.0 99.6 Full 100.0 99.9 

SNC Pau Hespérides C. Bosquet 348448143 France Full 100.0 99.6 Full 100.0 99.9 

SCI 18/20 Rempart St-Etienne 379237126 France NI – – Full 80.0 79.9 

SCI Les Fleurs de Malagny 411448848 France NI – – Eq. m. 29.3 29.3 

SCI Des Lys 442979423 France NI – – Full 80.0 79.9 

SCI Les Mélodies 451802540 France NI – – Prop. 30.4 30.3 

SCI Le Clos Des Lavandières 483286191 France Full 79.8 79.5 Full 79.8 79.7 

SCI Les Célestines 481888196 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Clef de Sol 491131819 France Full 100.0 99.6 Full 100.0 99.9 

SNC Les Aquarelles 492952635 France Full 100.0 99.6 Full 100.0 99.9 

SNC Baud Mont - Baud Rivage 501222038 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Art Chantant 501225387 France Full 100.0 99.6 Full 100.0 99.9 

Interest 

% 

112



% 

Interest 

% 


% 

SNC Verco 504664798 France Full 100.0 99.6 NI – – 

SCI Les Harmonies 444616650 France Eq. m. 33.0 32.9 Eq. m. 33.0 33.0 

SCI Les Hauts du Chêne 483443586 France Eq. m. 20.0 19.9 Eq. m. 20.0 20.0 

SCI Le Hameau 432486694 France Eq. m. 30.0 29.9 Eq. m. 30.0 30.0 

SCI Des Sablons 444656987 France Eq. m. 10.0 10.0 Eq. m. 10.0 10.0 

SCI Le Parc du Chateau 451424105 France Prop. 36.5 36.4 Prop. 36.5 36.5 

SNC Benoit Crépu Lyon 378935050 France Full 100.0 99.6 Full 100.0 99.9 

SCI Pierre Dupont N°16 Lyon 428092118 France Full 100.0 99.6 Full 100.0 99.9 

SCI Les Opalines 413093170 France Full 100.0 99.6 Full 100.0 99.9 

SCI Villa Hadriana 352948301 France Full 100.0 99.6 Full 100.0 99.9 

SCI Place Sainte-Anne 421203134 France Full 100.0 99.6 Full 100.0 99.9 

SCI 123 avenue Charles de Gaulle 420990889 France Full 100.0 99.6 Full 100.0 99.9 

SNC du Bois des Côtes 420980294 France Full 100.0 99.6 Full 100.0 99.9 

SCI 85bis A 89bis rue du Dauphine 429641434 France Full 100.0 99.6 Full 100.0 99.9 

SNC Carnot 433906120 France Full 100.0 99.6 Full 100.0 99.9 

SCI Verre Dardilly 394636831 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Limonest Ii 435288428 France NI – – Full 100.0 99.9 

SCI Lyon-6 Duquesne Boileau 437905573 France NI – – Full 100.0 99.9 

SCI Mont Aiguille 321045049 France NI – – Full 100.0 99.9 

SNC Lyon 6 -145 rue de Crequi 442179826 France Full 100.0 99.6 Full 100.0 99.9 

SCI Villeurbanne - 84/90 Bis E. Vaillant 443001763 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Collonges Tourveon 443080734 France NI – – Full 100.0 99.9 

SNC République 443802392 France Full 100.0 99.6 Full 100.0 99.9 

SCI Lyon 4 - 9 rue Sabran 444040182 France Full 100.0 99.6 Full 100.0 99.9 

SNC Villeurbanne 8 rue Louis Braille 449910371 France Full 100.0 99.6 Full 100.0 99.9 

SCI Abondance 41/43 - Lyon 3 450531256 France Full 100.0 99.6 Full 100.0 99.9 

SCI Parc du Centre 2/4 - Villeurbanne 451260798 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI 65 Lacassagne - Lyon 3 451783732 France Full 71.5 71.2 Full 71.5 71.4 

SCCV Tuileries - Lyon 9 452819725 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Zola 276 - Villeurbanne 453440695 France Full 75.0 74.7 Full 75.0 74.9 

SCI Léon Blum - Villeurbanne 479544876 France Full 100.0 99.6 Full 100.0 99.9 

SNC Novel Genève - Lyon 6 481997609 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SNC Danube 483158382 France Full 100.0 99.6 Full 100.0 99.9 

SCI Caluire - 49 Margnolles 483674891 France Full 100.0 99.6 Full 100.0 99.9 

SCI Francheville - Bochu 488154329 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV rue Jean Novel - Lyon 6 490160785 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Saint-Etienne - Ilôt Gruner 493509723 France Full 90.0 89.6 Full 90.0 89.9 

SNC d’Alsace 493674196 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Hanoi Guérin 499516151 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Clément Marot 499877264 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Tassin Constellation 499796159 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SNC du Maine 502513013 France Full 100.0 99.6 NI – – 

SNC Villeurbanne Cambon Colin 508138740 France Full 100.0 99.6 NI – – 

SCCV Lyon 7 - Girondins under registration France Full 100.0 99.6 NI – – 

SCI Lyon 9 Quai Paul Sedaillan 438914434 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Le Clos Pascal à Villeurbanne 69 500649207 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Les Célestins à Oullins 69 500797121 France Eq. m. 40.0 39.8 Eq. m. 40.0 40.0 

Interest 

% 

113




% 

Interest 

% 


% 

SNC Gerland 1 503964629 France Prop. 50.0 49.8 NI – – 

SNC Gerland 2 503964702 France Prop. 50.0 49.8 NI – – 

SCI Cannes 152/156 Boulevard Gazagnaire 419700786 France Prop. 49.0 48.8 Prop. 49.0 48.9 

SCI St-Jean Cap Ferrat 14 avenue Vignon 419790795 France Full 99.0 98.6 Full 99.0 98.9 

SNC Grimaud Parcs de Beauvallon 422484170 France NI – – Full 100.0 99.9 

SNC Victoria Beach 419209549 France NI – – Full 100.0 99.9 

SCI Victoria Cimiez 420745820 France Full 50.0 49.8 Full 50.0 49.9 

SNC Antibes 2 Boulevard du Cap 420941742 France NI – – Full 100.0 99.9 

SNC Juan Les Pins 4 rue Saint-Barthélémy 424612745 France NI – – Full 100.0 99.9 

SNC Prestige 439921198 France Full 100.0 99.6 Full 100.0 99.9 

SNC Vaugrenier1214 V. Loubet 434342648 France Full 100.0 99.6 Full 100.0 99.9 

SCI Les Luciolles Sophia-Antipolis 435124458 France NI – – Full 100.0 99.9 

SCI du Rio d’Auron 443924774 France Full 60.0 59.8 Full 60.0 59.9 

SCI Mont Alban 309284909 France Full 50.0 49.8 Full 50.0 49.9 

SNC Mougins Les Bastides du Golf 381440916 France Full 50.0 49.8 Full 50.0 49.9 

SNC Antibes 38 Albert 1 er 440521995 France Full 100.0 99.6 Full 100.0 99.9 

SCI Mougins 155 avenue du Golf 444304158 France NI – – Full 100.0 99.9 

SNC Monceau Golfe Juan 448692418 France NI – – Full 100.0 99.9 

SNC du Golf 448867473 France Full 100.0 99.6 Full 100.0 99.9 

SCI MimoSAS 451063499 France Full 100.0 99.6 Full 100.0 99.9 

SNC Antibes 3 Avenue Salvy 453009102 France Full 100.0 99.6 Full 100.0 99.9 

SCI Cannes 2 avenue St-Nicolas 482524758 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Phocéens 483115404 France Full 100.0 99.6 Full 100.0 99.9 

SCI du Parc Industriel de La Roque 482807070 France Full 80.0 79.7 Full 80.0 79.9 

SNC Riviera 483334405 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Phoenix 487776551 France Full 100.0 99.6 Full 100.0 99.9 

SCCV L’Estérel 489868125 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Cœur de La Bouverie 490874021 France Full 100.0 99.6 Full 100.0 99.9 

SNC Pluton / Nice Pastorelli 494925662 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Sainte-Marguerite 501662233 France Prop. 50.0 49.8 NI – – 

SNC Robini 501765382 France Prop. 50.0 49.8 NI – – 

SCCV Terra Méditerranée 503423782 France Full 100.0 99.6 NI – – 

SCCV Saint Herblain Plaisance 498619444 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Nantes Cadeniers 500650981 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Nantes Noire 501030209 France Full 100.0 99.6 Full 100.0 99.9 

SCI Côté Parc 447789595 France Full 58.0 57.8 Full 58.0 57.9 

SNC Aix La Visitation 452701824 France Full 80.0 79.7 Full 80.0 79.9 

SCI Cogimmo 480601509 France Full 100.0 99.6 Full 100.0 99.9 

SCI Marseille 514 Madrague Ville 482119567 France Full 100.0 99.6 Full 100.0 99.9 

SCI Marseille 2 Eme Evéché Schumann 482568235 France Full 75.0 74.7 Full 75.0 74.9 

SCCV Riou 490579224 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Frioul / St-Musse 493464440 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Rives d’Allauch 494440464 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Clos Laurent Martin 495041212 France Full 51.0 50.8 Full 51.0 50.9 

SCI Salon de Provence - Pilon Blanc 488793381 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Le Château 440258234 France Full 99.0 98.6 Full 100.0 99.9 

SNC Provence l’Etoile 501552947 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Provence Borelly 503396582 France Full 100.0 99.6 NI – – 

SCCV Marseille La Pommeraie 502223522 France Full 80.0 79.7 NI – – 

SCI L’orée du Port 487558124 France Full 70.0 69.7 Full 70.0 69.9 

Interest 

% 

114



% 

Interest 

% 


% 

SCI Rimbaud 493564660 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI 19/23 Général Delestraint 414894428 France NI – – Full 100.0 99.9 

SCI Villa Haussmann 414894428 France NI – – Full 100.0 99.9 

SCI 176/180 rue de l’Université 418575403 France NI – – Full 100.0 99.9 

SCI Blanqui 126 Paris 13 e 418927240 France NI – – Full 100.0 99.9 

SCI Villa Haussmann Issy-les-Moulineaux 414894428 France NI – – Full 100.0 99.9 

SCI Jacques Kable Nogent 434987764 France Full 100.0 99.6 Full 100.0 99.9 

SNC Cherche-Midi 118 Paris 6 e 423192962 France Full 100.0 99.6 Full 100.0 99.9 

SNC Paris Sud-Ouest 347993511 France NI – – Full 100.0 99.9 

SNC Seurat La Jatte 384741898 France NI – – Full 100.0 99.9 

SCI Châtenay Hanovre 1 424831717 France Full 100.0 99.6 Full 100.0 99.9 

SCI Châtenay Hanovre 3 424832061 France Full 100.0 99.6 Full 100.0 99.9 

SCI Villa Haussmann Rive Sud 437674955 France Full 60.0 59.8 Full 60.0 59.9 

SCI Ilôt 6 bd Gallieni Forum Seine 433735479 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Villa des Vignes 422901348 France Full 100.0 99.6 Full 100.0 99.9 

SCI Aufan 38/40 Levallois 434819959 France NI – – Full 100.0 99.9 

SCI Rouvray 7 Neuilly 438921595 France NI – – Full 100.0 99.9 

SNC 16 rue Vaugelas 345078810 France NI – – Full 100.0 99.9 

SNC Vaugelas Lacretelle 345048912 France NI – – Full 100.0 99.9 

SNC Vaugelas St-Lambert 345046585 France NI – – Full 100.0 99.9 

SNC 36 rue Rivay Levallois 343760385 France Full 100.0 99.6 Full 100.0 99.9 

SCI Zola Kermen à Boulogne 348819418 France NI – – Full 50.0 49.9 

SNC 12 rue Oudinot Paris 7 e 378484653 France Full 51.0 50.8 Full 51.0 50.9 

SCI Vaugirard Meudon 441990926 France Full 100.0 99.6 Full 100.0 99.9 

SCI Serris Quartier du Parc 444639926 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI St-Cloud 9/11 rue de Garches 444734669 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Maisons Alfort Villa Mansart 443937040 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI St-Cloud 76 Quai M. Dassault 450139647 France Full 100.0 99.6 Full 100.0 99.9 

SCI Courbevoie St-Denis Ferry 479626475 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SNC Garches 82 Grande Rue 481785814 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SNC Pastourelle Charlot Paris 3 e 422782268 France Full 100.0 99.6 Full 100.0 99.9 

SCI Courbevoie - Hudri 483107819 France Full 80.0 79.7 Full 80.0 79.9 

SCI Le Chesnay la Ferme 485387286 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Brillat Savarin 86 Paris 13 e 487504300 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Bourdon Chauveau Neuilly 489104125 France Full 70.0 69.7 Full 70.0 69.9 

SCI Vanves Marcheron 484740295 France Prop. 37.5 37.3 Prop. 37.5 37.5 

SCCV Jean Moulin 23 Les Lilas 490158839 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Bourdon 74 Neuilly 492900741 France Full 70.0 69.7 Full 70.0 69.9 

SNC Murat Varize 492650288 France Full 100.0 99.6 Full 100.0 99.9 

SCCV 121-125 rue Henri Barbusse 494577455 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Levallois Marceau 501580583 France Full 80.0 79.7 Full 80.0 79.9 

SCCV Massy Colcoge 504685884 France Eq. m. 35.0 34.9 NI – – 

SCCV Suresnes 111 Verdun 507385003 France Prop. 50.0 49.8 NI – – 

SCCV 66 Chauveau Neuilly 507552040 France Prop. 50.0 49.8 NI – – 

SAS Quartier Anatole France 428711709 France Prop. 33.3 33.2 Prop. 33.3 33.3 

SCI Rotonde de Puteaux 429674021 France Prop. 33.3 33.2 Prop. 33.3 33.3 

SCI Boussingault 28/30 452167554 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SNC Issy Corentin Celton 452369705 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Bagatelle 5 Neuilly 479223356 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SNC Neuilly Résidence 479120180 France Prop. 50.0 49.8 Prop. 50.0 49.9 

Interest 

% 

115




% 

Interest 

% 


% 

SNC Rueil Charles Floquet 481339224 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Le Chesnay 3/9 rue Caruel 483129821 France Prop. 30.0 29.9 Prop. 30.0 30.0 

SNC Carles Vernet Sèvres 485288450 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Plessis Robinson 490892627 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Paris Xiii Champ de L’alouette 484883160 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCI Bourges Maunoury 445150980 France NI – – Full 100.0 99.9 

SCI Job Garonne 445378672 France Full 100.0 99.6 Full 100.0 99.9 

SCI Albi Gare 445377740 France Full 100.0 99.6 Full 100.0 99.9 

SCI Marengo Periole 445378847 France Full 100.0 99.6 Full 100.0 99.9 

SCI Castelginest Centre 445378052 France Full 100.0 99.6 Full 100.0 99.9 

SCI Pamiers Lestrade 445378532 France Full 100.0 99.6 Full 100.0 99.9 

SNC Leguevin Lengel 445378110 France Full 100.0 99.6 Full 100.0 99.9 

SCI rue du Général de Gaulle 445379381 France NI – – Full 100.0 99.9 

SCI Saint-Jean Pyrenées 445378094 France Full 100.0 99.6 Full 100.0 99.9 

SCI Zac de Cornebarrieu 445378987 France Full 100.0 99.6 Full 100.0 99.9 

SCI Les Hauts de Ramonville 445378078 France Full 100.0 99.6 Full 100.0 99.9 

SCI Muret Centre 445378730 France Full 100.0 99.6 Full 100.0 99.9 

SCI Les Hauts de Baziège 447481375 France Full 100.0 99.6 Full 100.0 99.9 

SNC Rodez Saint-Félix 445377625 France Full 100.0 99.6 Full 100.0 99.9 

SCI Bon Repos Aussonnelle 447480765 France Full 100.0 99.6 Full 100.0 99.9 

SNC Roseraie Luchet 484639919 France Full 100.0 99.6 Full 100.0 99.9 

SNC 136 Route d’Albi 484643150 France Full 100.0 99.6 Full 100.0 99.9 

SNC Tournefeuille Hautes Rives 484639471 France Full 100.0 99.6 Full 100.0 99.9 

SNC Marengo Libre Echange 484664818 France Full 100.0 99.6 Full 100.0 99.9 

SNC Fontaines d’Arènes 484663349 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Brunhes Magnolia 490050176 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Labège Malepère 490050523 France Full 100.0 99.6 Full 100.0 99.9 

SNC Toulouse Bertillon 494423312 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Sainte-Anne 499514420 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Blagnac Galilée 501180160 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Toulouse Haraucourt 501635437 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Toulouse Bourrassol Wagner 503431116 France Full 100.0 99.6 Prop. 50.0 49.9 

SCCV Toulouse Carré Saint-Michel 501982763 France Full 100.0 99.6 Full 100.0 99.9 

SCI Bruges Ausone 484149802 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Gujan République 489346106 France Full 100.0 99.6 Full 100.0 99.9 

SCCV Cauderan Leclerc 490049970 France Full 100.0 99.6 Full 100.0 99.9 

SCCV 236 Avenue Thiers 493589550 France Full 55.0 54.8 Full 55.0 54.9 

SCI Port Saint-Sauveur 445148141 France Full 100.0 99.6 Full 100.0 99.9 

SCI Le Parc de Borderouge 442379244 France Prop. 40.0 39.8 Prop. 40.0 40.0 

SCCV Toulouse Grand Sud 499468510 France Prop. 50.0 49.8 Prop. 50.0 49.9 

SCCV Toulouse Heredia 507489375 France Prop. 50.0 49.8 NI – – 

SCI Asnières Métro H et I 452067317 France NI – – Prop. 50.0 49.9 

SAS Levallois 41-43 Camille Pelletan 489473249 France Full 100.0 99.6 Full 100.0 99.9 

Foncière Iles d’Or 499385094 France Full 100.0 99.6 Full 100.0 99.9 

Foncière Seaview SAS 493297642 France Eq. m. 20.0 19.9 Eq. m. 20.0 20.0 

Foncière Glatz SAS 498493576 France Eq. m. 20.0 19.9 Eq. m. 20.0 20.0 

Foncière Saône Gillet SAS 499854510 France Eq. m. 20.0 19.9 Eq. m. 20.0 20.0 

Interest 

% 

116

10.2. Changes in scope of consolidation 

10.2.1. Changes in scope of consolidation during 2008 

The scope of consolidation comprised 455 companies at 

31 December 2008 compared with 464 companies at 

31 December 2007, 301 of which belonged to the Property 

development for third parties business and 139 to the owned 

property development and operation business (110 in France, 

21 in Italy and 8 in Spain), with 15 being central units and 

holding companies. 

In sum, 47 companies were consolidated for the first time in 

2008, including 35 belonging to the property development 

for third parties business and 10 to the owned property 

development and operation business (9 in France and 1 in Italy), 

with 2 being central units and holding companies (acquisition 

of Altareit and incorporation of Alta-management). 

19 companies were transferred from the owned property 

development and operation business to the property 

development for third parties business as part of the 

operational overhaul of the property development for third 

parties division. 

56 companies were deconsolidated, including four which were 

sold, 26 merged into larger companies and 26 wound up. 

10.2.2. Changes in scope of consolidation in 2007 

The scope of consolidation included 464 companies at 

31 December 2007, compared with 143 companies at 

31 December 2006. 

299 companies were consolidated for the first time following 

the acquisition of Cogedim on 17 July 2007. 

Of these 299 companies, 15 companies were consolidated 

using a different method. (7 changed from equity method 

accounting to full consolidation, 7 changed from equity method 

accounting to proportional consolidation, and 1 changed from 

full consolidation to proportional consolidation). 

In addition, 29 companies were consolidated for the first 

time over the period: 

• 9 companies were acquired during the period: Cogedim, 

Semmaris, CIB, Lievin Invest, Les Clausonnes, Les Clausonnes 

Invest, SC Commerce, Majes and Bretigne, 

• 1 company was created for internal structural reasons, 

namely Alta Delcasse SAS, 

• 1 company was created to acquire the equity interest in 

Semmaris, namely Alta Rungis SAS, 

• 18 companies were created to house the shopping centre 

development projects and shopping centres in operation 

that were acquired by the Group in 2007. 

Furthermore, 7 companies were merged into others during the 

period: 

• 6 companies were merged via complete transfer of assets 

and liabilities: 

• SC Commerce (into Alta Crp Vivienne SAS); 

• Majes (into Alta Crp Vivienne SAS); 

• Bretigne (into Alta Crp Vivienne SAS); 

• Michelet Fontainebleau SAS (into Avenue Fontainebleau SAS); 

• ALTAREA Gestion SNC (into ALTAREA France); 

• Promogerec SARL (into ALTAREA France); 

• 1 company was merged by absorption, namely Gerec (into 

ALTAREA France). 

Lastly, two companies changed their name during the period: 

• Gerec Management became ALTAREA France. 

• Alta Epinay SNC became Centre Commercial du KB SNC. 

In summary, the corporate overhaul of ALTAREA France led 

to the following changes: 

• Gerec Management changed its name to “ALTAREA 

France” (see the minutes of the ordinary general meeting 

of 24 May 2007). 

• Gerec was absorbed by ALTAREA France on 20 July 2007 

with retrospective effect from 1 January 2007 (minutes of 

the extraordinary general meeting of 20 July 2007). 

• Promogerec was merged into Gerec by a complete transfer 

of assets and liabilities on 20 July 2007 (see the minutes 

of the extraordinary general meeting of 19 June 2007). 

• ALTAREA Gestion was merged into ALTAREA France by a 

complete transfer of assets and liabilities on 20 July 2007 

(see the minutes of the extraordinary general meeting of 

19 June 2007). 

117


11. Business 

combinations 

2008 

Acquisition of Altareit (formerly Fromageries Paul Renard) 

The cost of this acquisition came to €14,725 thousand. 

This acquisition was accounted for in accordance with the 

principles defined in IFRS 3 and led to the determination 

of the fair value of identifiable assets and liabilities at the 

acquisition date. 

The details of the valuation at the acquisition date were as 

follows: 

FPR balance sheet at acquisition date 


Fair 

value 

Carrying 

amount 

Other non-current assets 0 0 

Current assets 12,736 12,736 

Total assets 12,736 12,736 

Non-current liabilities 0 0 

Current liabilities 0 0 

Total liabilities – – 

Acquired assets, net 12,736 12,736 

Ownership interest 99.59 % 99.59 % 

Net assets attrib. to Group shareholders 12,684 12,684 

Goodwill recognised 2,041 

Value of equity interest 

at date of acquisition 

14,725 

The acquisition consists in a listed company possessing a noninterest-bearing 

current account, without any investments. 

The goodwill recognised was written off in full in the financial 

statements at 31 December 2008. 

2007 

• Acquisition of Cogedim on 17 July 2007 

On 17 July 2007, ALTAREA acquired 99.94% of the shares 

of Cogedim from Inbro NV. Cogedim’s business is centred 

on property development for third parties. 

The cost of this acquisition was estimated at 

€642,588 thousand, determined as follows: 

Acquisition cost of Cogedim securities (in € thousand) 

Acquisition price (including earn-out) 650,149 

Transaction costs 4,890 

Discounted present value of acquisition debt, net of tax (12,451) 

Total assets 642,588 

The fair value of identifiable assets and liabilities at the 

acquisition date and the corresponding carrying amounts 

were as follows: 

No contingent liability was identified. The identification 

and measurement of the assets and liabilities acquired on a 

provisional basis at 31 December 2007 were confirmed at 

30 June 2008. 

Cogedim balance sheet at acquisition 


Fair 

value 

Brand 66,600 

Customer relationships 181,570 

Carrying 

amount 

Other non-current assets 7,224 7,224 

Current assets (excluding cash) 536,030 536,030 

Cash 63,468 63,468 

Total assets 854,892 606,722 

Non-current liabilities 143,887 143,887 

Deferred tax on brands and customer relationships 85,445 

Current liabilities (excluding cash) 331,506 331,506 

Overdrafts 1,798 1,798 

Total liabilities 562,636 477,191 

Acquired assets, net 292,256 129,531 

of which share attributable to minority interests 946 848 

Net assets attrib. to Group shareholders 291,310 128,683 

Goodwill recognised 351,278 

Enterprise value at date of acquisition 642,588 

118

The goodwill, which was recognised in an amount of 

€351,278 thousand in the financial statements for the 

2007 financial year, was allocated on a provisional basis 

to various cash-generating units until 31 December 2008. 

At 31 December 2008, the definitive allocation of goodwill 

was as follows: 


Property development for third parties 262,222 

of which Residential Property Development 122,260 


Retail development - GPUM* 89,056 

Total assets 351,278 

The property development for third parties cash-generating 

unit reflects the property development for third parties 

operating segment defined in note 7.30. 

The retail development-major mixed-use urban project cashgenerating 

unit is defined in note 7.14. The latter segment 

is included among the Group’s non-recurring activities. 

12. Impairment 

of assets under IAS 36 

In accordance with IAS 36, the Group remeasured the 

amounts o f goodwill associated with its cash-generating 

units. 

12.1. Goodwill arising on the Cogedim 

acquisition 

Impairment testing was carried out internally for the property 

development for third parties and the retail developmentmajor 

mixed-use urban projects cash-generating units. 

The impairment testing for the property development for 

third parties cash-generating unit was carried out using the 

discounted cash flow model based on the business plan 

prepared by management in the final quarter of 2008 over 

a period running from 2009 to 2013. 

– Free cash flows were determined based on the above 

business plan predicated on business volume and 

operating margin assumptions factoring in the economic 

and financial crisis. 

– The growth rate projected from 2013 onwards is equal to 

0% (vs. a projected growth rate of 1% at 31 December 

2007). 

– The discount rate applied ranges between 10.60% and 

11.60% (vs. a discount rate of between 8.6% and 9.3% 

at 31 December 2007). 

The recoverable amount adopted is the value in use 

calculated based on low assumptions (discount rate of 

11.60% and growth rate of 0%). An impairment loss of 

€149.1 million was recognised. 

The impairment testing for the retail development-major 

mixed-use urban projects cash-generating unit was carried 

out using the discounted cash flow method. The principal 

operating assumption used related to business volumes, 

which take into account the deferral and cancellation 

of some business volumes in view of the economic and 

financial crisis. The value in use adopted (€15 million) 

lies in the range determined using capitalisation rates of 

between 6.25% and 6.55% and discount rates of between 

7.50% and 9.75%. An impairment loss of €74.1 million 

was recognised. 

The goodwill recognised on the acquisition of Cogedim at 

31 December 2008 stood at €128 million, breaking down 

by segment as follows: 

(in € thousand) 12/31/2008 12/31/2007 


262,222 

of which Residential Property Development 113,028 122,260 


Retail development - GPUM* 15,000 89,056 

Total Goodwill - Cogedim 128,028 351,278 

See note 7.3. “Changes in accounting method made by the 

Group”. 

12.2. Brand 

A valuation of the Cogedim brand at the acquisition date 

was conducted by an independent valuation expert. The 

brand was tested individually and together with the property 

development for third parties cash-generating unit. (see 

preceding section). 

119


12.3. Goodwill - ALTAREA France 

A DCF valuation was conducted of the shopping centre 

development services business at 31 December 2008 by 

Accuracy, based on the financial statements at 30 June 

2008 and future cash flow projections. No impairment was 

found. 


The assets under development relate to the shopping centre 

development business. 

The principal uncertainties surrounding the development 

of these assets are linked to the award of administrative 

permits and to delays in the start-up of projects when 

economic conditions become less favourable. 

Assets under development are monitored by the Group 

according to the various phases of the project. These phases 

are the design stage, the so-called “secured” phase (when 

the project is fully “secured”, a purchase option has been 

obtained on the land), the phase when all administrative 

authorisations have been obtained (business and land 

use authorisations and building permits) and lastly, the 

construction phase. 

At the balance sheet date, management decided to delay the 

Valdemoro and Puerto Real development projects in Spain 

owing to the difficulty in raising funding and the highly 

depressed economic conditions in Spain. Insofar as it is likely 

that these projects will have to be reviewed concerning their 

suitability in the economic conditions, management decided 

to write off all the internal and external professional fees and 

capitalised financial expense at the balance sheet date. 

At the balance sheet date, no impairment had been identified 

on these projects other than what had previously been 

recognised. The production cost of these projects is below 

the projected value of the properties. The projected value 

is determined on the basis of internal five-year business 

plans that are reviewed by management at regular intervals. 

The method used is capitalisation of rental revenues. 

The capitalisation rates used to determine property value 

correspond to the capitalisation rates observed in the 

market. 

12.5. Customer relationships 

The customer relationships are those acquired with the 

Cogedim acquisition on 17 July 2007. 

Two types of acquired customer relationship assets are 

distinguished, i.e. the order backlog (property development 

and services provided to the delegated project manager) 

and the portfolio of sale contracts. 

These items are amortised in line with the percentage of 

completion of construction and marketing of the relevant 

programmes. 

At each balance sheet date, customer relationships undergo a 

detailed review by management on a programme by programme 

basis. The contraction in margins on property development 

programmes for third parties, higher cancellation rates on 

bookings than those projected upon the initial assessment and 

the impact of abandoning operations led to the recognition of 

impairment losses during 2008: see note 13.10. 

120

13. Balance sheet 

13.1. Goodwill 


Goodwill, gross 369,491 368,157 

Impairment losses (240,775) (15,485) 

Net goodwill 128,716 352,672 


Net goodwill 

at 

12/31/2007 

Changes 

in scope 

of consolidation 

Reclassification 

Negative 

goodwill taken 

to income 

Impairment 

losses 

Net goodwill 

at 312/31/2008 

ALTERA France 688 688 

Compagnie Retail Park SAS 705 (705) – 

Cogedim SAS 351,278 (223,250) 128,028 

Altareit – 2,040 (2,040) – 

Total 352,672 2,040 (705) – (225,290) 128,716 

13.2. Brands and other intangible assets 

n Change in intangible assets, gross 


Gross Value 

Brand 

Gross 

Software Lease hold right Other 

At 1 January 2007 – 1,077 – 12 1,089 

Acquisitions – 857 2,676 – 3,533 

Disposals – (231) – – (231) 

Transferts – 281 – – 281 

Change in scope of consolidation – 3,846 107 – 3,953 

At 31 december 2007 66,600 5,830 2,783 12 8,623 

Acquisitions – 1,651 – – 1,651 

Disposals – (15) – – (15) 

Transferts – (5) (421) – (426) 

Change in scope of consolidation – – – – – 

At 31 december 2008 66,600 7,462 2,361 12 9,835 

Total 

121


n Change in accumulated amortisation and impairment 


Impairment 

Brand 

Amortisation 

Software Leasehold right Other 

Total 

At 1 January 2007 – (695) – (0) (695) 

Allowance for amortisation – (797) (71) (12) (880) 

Impairment losses – 113 – – 113 

Transfer – – – – – 

Change of accounting method – – – – – 

Changes in scope of consolidation – (2,054) (107) – (2,161) 

At 31 December 2007 – (3,433) (178) (12) (3,623) 

Allowance for amortisation – (1,211) (239) (12) (1,462) 

Reversal – 15 12 – 26 

Transfer – 5 – – 5 


Changes in scope of consolidation – – – 12 12 

At 31 December 2008 – (4,624) (405) (12) (5,041) 

n Change in brands and other intangibles, net 

Net value 

Brand 

Software 

Net value 

Leasehold 

right 

Commercial 

goodwill 

Total 

Net value at 1 January 2007 – 382 12 395 

Net value at 31 December 2007 66,600 2,397 2,604 (0) 5,000 

Net value at 31 December 2008 66,600 2,837 1,956 0 4,792 

The brand represents the Cogedim brand acquired upon the acquisition of the developer on 17 July 2007. (see notes 11 and 12.2). 

The leasehold right represents the termination fees paid to tenants in order to free up all floors of the Avenue Delcassé building. 

13.3. Property, plant and equipment other than investment property 

n Change in other property, plant and equipment (PPE), gross 

(in € thousand) Land Buildings Technical 

installations 

Other non–current 

assets 

Gross 

At 1 January 2007 0 562 71 2,520 3,152 

Acquisitions 8,271 60 5,564 13,896 

Disposals (5,958) (76) (2,069) (8,102) 

Transfers (86) 40 (45) 

Changes in scope of consolidation 61 119 455 5,187 5,821 

At 31 décembre 2007 2,375 681 424 11,243 14,723 

Acquisitions – – 99 3,626 3,725 

Disposals – (8) (7) (533) (548) 

Transfers – – 226 (15) 211 


Changes in scope of consolidation 0 – 32 2 5 

At 31 décembre 2008 2,375 673 746 14,323 18,117 

122

n Change in accumulated depreciation on other PPE 


installations 


assets 

Gross 

At 1 January 2007 0 (189) (10) (1,421) (1,620) 

Allowance (2,314) (57) (25) (923) (3,320) 

Reversal 0 – 76 2,176 2,251 

Reclassification – – – 76 76 

Changes in scope of consolidation – (37) (394) (3,330) (3,761) 

At 31 decemBEr 2007 (2,314) (284) (354) (3,423) (6,374) 

Allowance – (102) (55) (1,991) (2,148) 

Reversal 660 8 5 440 1,113 

Reclassification – – 16 (16) – 

Changes in scope of consolidation – – (13) – (13) 

At 31 decemBEr 2008 (1,654) (377) (401) (4,990) (7,422) 

n Change in other PPE, net 


installations 


assets 

Gross 

At 1 January 2007 0 373 61 1,099 1,532 

At 31 December 2007 61 397 70 7,820 8,349 

At 31 December 2008 721 295 345 9,333 10,694 

The principal acquisitions of other property, plant and equipment relate to interior work at the Avenue Delcassé property and 

furniture for the Aubette tourist holiday residence (Strasbourg). 

13.4. Investment property 

n Change in investment property 

Investment 

property 

At 01 January 2007 1,300,033 

Investments 138,836 

Later expenditures capitalised 6,799 

Transfers from other categories 218,924 

Change in fair value 411,928 

Change in scope of consolidation (525) 

At 31 December 2007 2,075,997 


Later expenditures capitalised 6,665 

Disposals / Decrease (23,845) 

Transfers to other categories (1,387) 

Transfers from other categories 213,428 

Change in fair value (86,141) 

At 31 December 2008 2,221,875 

• In 2008 

At 31 December 2008, the investment property consisted 

primarily of in-town or edge-of-town shopping centres, as 

well as shopping malls in France, Italy and Spain. 

The investments carried out during 2008 included the 

acquisition of new investment properties at Pinerolo 

(Piedmont) and 40% of the undivided ownership units of a 

building in Gennevilliers, increasing the Group’s ownership 

of this asset to 100%. 

Transfers from other categories relate to investments completed 

(and previously recognised as Assets under development) in 

relation to buildings that entered operation during the financial 

year: Guipavas (Brest), Porte Jeune (Mulhouse), Aubette 

(Strasbourg), Gare de l’Est (Paris) and Pinerolo (Piedmont). 

Disposals and decreases primarily reflect the following 

events: 

– The sale of the shopping mall on boulevard de Vaugirard 

in Paris on 22 July 2008, 

– The sale of the Coulaines retail asset on 22 September 2008, 

– The sale of four ground-floor properties (out of the five 

held) in Troyes on 22 December 2008. 

123


As was the case at 31 December 2007, investment 

properties are measured at market value exclusive of transfer 

taxes. This value is determined by independent appraisers, 

namely 

• Cushman & Wakefield for assets located in France and 

Spain, 

• Savills for shopping centres in Italy. 

The weighted average capitalisation rate stood at 5.76% at 

31 December 2008 compared with 5.11% at 31 December 

2007 (see section 2.2 of the management report for more 

details). 

Based on a weighted average capitalisation rate of 5.76%, 

a 0.25% increase in capitalisation rates would lead to 

a reduction of €96.7 million in the value of investment 

properties (-4.0%), while a 0.25% fall in capitalisation 

rates would increase the value of investment properties by 

€105.7 million (+4.3%). 

• In 2007 

At 31 December 2007, the investment property consisted 

primarily of in-town or edge-of-town shopping centres, as 

well as shopping malls in France, Italy and Spain. 

Investments during 2007 included the acquisition of new 

investment properties in La Corte Lombarda (Bellinzago 

Lombardo, Milan), in Bretigne, Herblay, Chambéry, Vichy, 

and Périgueux, and 30% of the undivided ownership units 

of a property in Gennevilliers, raising the Group’s stake in 

this asset to 60%. 

Some of these acquisitions were made by buying the finance 

leases, either directly (Vichy) or indirectly by buying the 

lease-holding company (Brétigne and Majes). These leases 

are valued at €16.2 million. 

Transfers from other categories relate to investments 

completed (and previously recognised as Assets under 

development) in relation to buildings that entered operation 

during the financial year: les Hunaudières (Le Mans), Ragusa 

(Sicile), Casale Montferrato (Province de Alessandria), 

Family Village (Aubergenville), Thiais Village (Thiais) and 

Chevilly Larue. 


n Change in assets under development, gross 

Gross 

AT 1 January 2007 244,647 


Expenses capitalised 31,698 

Disposals (1,284) 

Transfer (235,855) 

Variations de périmètre 5,592 

At 31 december 2007 400,084 


Expenses capitalised 46,339 

Disposals (295) 

Transfer (215,993) 

Reclassement 5,090 

Changement de méthode (155) 

Variations de périmètre – 

At 31 december 2008 534,995 

n Change in impairment of assets under development 

Impairment 

AT 1 January 2007 (2,271) 

Allowance (72) 

Reversal 1,456 

At 31 december 2007 (887) 

Allowance (17,554) 

Transfer 387 

At 31 december 2008 (18,054) 

n Change in assets under development, net 

Net 

At 01 January 2007 242,375 

At 31 December 2007 399,197 

At 31 December 2008 516,940 

124


At 31 December 2008, assets under development related 

primarily to: 

– the Le Due Torri shopping centre project in Stezzano 

(Bergamo), 

– the Kremlin Bicêtre shopping centre project, 

– the property complex project on Avenue de Wagram (Paris), 

– the Marigny Carré de Soie property complex project (Lyon), 

– the Valdemoro and Puerto Real shopping centres projects 

in Spain. 

Investments during the financial year ended 31 December 

2008 primarily included the Kremlin Bicêtre, Stezzano, 

Guipavas (Brest), Carré de Soie (Lyon), Wagram (Paris), 

Porte Jeune (Mulhouse) and Aubette (Strasbourg) shopping 

centres. 

In 2008, €20,497 thousand in finance costs were 

capitalised in respect of projects under development. 

The costs capitalised in respect of projects in Spain, the 

development of which was delayed were written off in full 

given the problems encountered since October 2008 in 

raising funds in Spain as a result of the financial crisis. 

• In 2007 

At 31 December 2007, assets under development related 

primarily to: 

– the property complex project on Avenue de Wagram, under 

construction since February 2007, 

– the shopping centre project in Valdemoro, Spain, for which 

land was acquired on 11 September 2007, 

– the Kremlin Bicêtre shopping centre project, on which 

construction work began during 2007, 

– the Mulhouse shopping centre, under construction since 

May 2007, 

– the Brest Guipavas retail park, under construction since 

June 2007, 

– the Strasbourg Aubette shopping centre, under construction 

since February 2007, 

– the projects under development in Italy, which for the 

most part are located in Stezzano, Genoa, Caltanisetta 

(Sicily) and Pinerolo (Piedmont). 

The investments made during 2007 relate primarily 

to the shopping centres in Valdemoro (Spain), Thiais, 

Aubergenville, Casale Montferrato (Alessandria Province), 

and Ragusa (Sicily). 

In 2007, €13,505 thousand in finance costs were 

capitalised in respect of projects under development. 

Expenditures capitalised in respect of projects on which 

development was halted were written off in full. 

13.6. Investment in associates 

n Change in the fair value of investments in 

associates 


Equity method 

associates 

AT 1 January 2007 33,301 

Dividends (400) 

Share of earnings 6,921 

Capital increases 7 

Reclassifications (0) 

Change of accounting method – 

Translation adjustments (2,896) 

Change in scope of consolidation 55,365 

At 31 december 2007 92,298 

Dividends (2,174) 

Share of earnings (26,290) 

Capital increases 2,568 

Translation adjustments 977 



To reflect the highly unfavourable macroeconomic 

conditions prevailing in Russia since the beginning of the 

2009, management considered it reasonable to write off 

in full at 31 December 2008 its 10% indirect holding in 

the RosEvroDevelopement group housed by SSF III Zhivago 

Holding Ltd. The Group has no other obligations to this 

company. 

The €977 thousand positive change in the translation 

adjustment relates to SSF III Zhivago Holding Ltd, whose 

financial statements are prepared in US dollars and which 

holds an equity interest in a property development entity in 

Russia. 

The increase in capital line item relates to participation 

in an issue of new shares by SSF III Zhivago Holding Ltd 

during the first half of 2008. 

The change in the scope of consolidation line item 

predominantly comprises an earn-out payment net of costs 

to former shareholders in Liévin Invest in March 2008. This 

earn-out payment gave rise to an adjustment of the goodwill 

calculated upon the acquisition in June 2007. 

125


n Principal equity-method associatesEquity method associates 

Percentage 

ownership 

Net value of 

equity–method associates 

12/31/2008 12/31/2007 12/31/2008 12/31/2007 

SAM Paris Nord 40.0% 40.0% 5,835 6,190 

Holding Lumières 34.0% 34.0% (140) (103) 

SSF III Zhivago Holding LTD 50.0% 50.0% – 25,131 

CIB SCI 49.0% 49.0% 675 721 

SCI Liévin Invest 49.0% 49.0% 13,648 14,427 

Semmaris 33.3% 33.3% 47,306 44,700 

Investments in Cogedim associates: 

lyon 7 – palais pharos opac 30.0% 30.0% 1,793 1,344 

l’isle d’abeau – les hauts du chene 20.0% 20.0% (11) 87 

cogedim office partners 10.0% 10.0% 38 139 

SAS Foncière Saone Gillet 20.0% 20.0% (89) (20) 

fonciere glatz 20.0% 20.0% 176 (46) 

antibes seaview 20.0% 20.0% 56 (123) 

SCI les celestins a oullins 69 40.0% (586) – 

SCI les harmonies 33.0% (13) – 

SCI Square et côté jardin 25.0% 14 – 

SAS Seine Aulanier 33.0% 11 – 

other – – (114) (149) 

TOTAL 68,599 92,298 

The investment in Semmaris held at fair value at its acquisition date including goodwill (see notes to the consolidated financial 

statements for the financial year ended on 31 December 2007) was valued by an independent appraiser from Accuracy in 

October 2008. The appraisal was conducted based on a business plan drawn up by management for the period from 2008 to 

2034, which is when the concession ends. The discount rate used is included in a range of 6.8% to 5.8%. No impairment 

loss was recognised based on a comparison with range of values determined using this method. 

n Principal balance sheet and income statement items of equity-method associates: 

The principal balance sheet and income statement items of equity-method associates are presented below. These items 

represent proportionate amounts of the corresponding items on the associate’s financial statements after consolidation 

restatements. 

12/31/2008 12/31/2007 

Non-current assets 84,475 130,741 


Total assets 127,713 332,031 

Equity 49,971 89,148 


Current liabilities 42,560 196,532 

Total liabilities and equity 127,713 332,031 

126

12/31/2008 12/31/2007 


Development revenue 12,092 22,415 

Provisions of services 1,704 1,426 

revenue 44,379 30,714 

profit (26,290) 8,939 

13.7. Investment in jointly controlled entities 

12/31/2008 12/31/2007 

Share of net assets of jointly controlled entities 

Non-current assets 72,329 43,829 


Total assets 227,072 243,992 

Equity 57,701 54,440 


Current liabilities 83,820 147,213 

Total liabilities and equity 227,072 243,994 

Share of net assets of jointly controlled entities 

Net rental income 1,268 1,219 

Net property income 30,643 33,239 

Other income and expense (623) 101 

Change in the fair value of investment properties (832) 1,588 

Allowance for provisions 213 266 

operating profit 29,325 36,413 

Net cost of debt (792) 158 

Change in the fair value of financial instruments (209) (106) 

profit before tax 28,325 36,465 

Tax (4,142) (4,811) 

profit 24,182 31,654 

In 2008, five companies were consolidated for the first time: SCI Cœur d’Orly Bureaux, SCI Holding Cœur d’Orly Bureaux, 

SNC Cœur d’Orly Commerces, SNC Holding Cœur d’Orly Commerces and SNC Cœur d’Orly Promotion. 

In 2007, 78 companies were consolidated for the first time: 

- 77 companies that came with acquisition of Cogedim, 

- 1 new company, namely Savonnière SNC. 

The changes in value of investment properties relate primarily to the shopping centres held by SCI Espace Grand Rue in 

Roubaix, SNC Rue de l’Hôtel de Ville in Chalons en Champagne and Cœur Chevilly SNC in Chevilly Larue. 

127


13.8. Participating interests 


SDGB – 1,500 

Restauration Bercy 157 157 

Snc Sèvres manufacture aménagement 107 107 

Other companies being wound up 60 57 

Portimmo 28 28 

Artois Développement 31 30 

SNC du Grand Argenteuil, ilôts 2A, 2B 17 17 

Consortile “La Corte Lombarda S.c.a.r.l“ 6 10 

SA Sopregim 8 8 

Consortile “la Cittadella S.c.a.r.l“ 5 5 

Consortile (NovaCoop) 4 

GROSS 421 1,919 

Impairment of participating interests (157) (1,657) 

NET 264 262 

During 2007, impairment losses related to the shareholding acquired in SDGB, which was sold for a token euro during 

the financial year and Restauration Bercy. The provision set aside for shares in Restauration Bercy was left unchanged at 

31 December 2008. 

13.9. Other non-current financial assets 

n Change in non-current receivables and other financial assets, gross 


Amounts 

receivable from 

participating 

interests 

Other 

long-term 

investments 

Loans 

Other 

non-current 

receivables 

Total 

AT 1 January 2007 3,993 18 1,885 1,120 7,016 

Acquisitions / Increase 4,438 – 4,653 318 9,409 

Disposals / Decrease – – (280) (835) (1,115) 

Transfers (260) – (1,301) 1,436 (125) 

Changes in scope of consolidation 65 – 1,804 53 1,922 

At 31 December 2007 8,236 18 6,761 2,092 17,107 

Acquisitions / Increase 6,851 – 1,848 1,437 10,136 

Disposals / Decrease (3,454) (17) (760) (257) (4,488) 

Transfers 5,594 – (1,729) (214) 3,650 

Changes in scope of consolidation – – (5) (16) (21) 

At 31 December 2008 17,227 0 6,115 3,042 26,384 

128

• Amounts receivable from participating interests 

The amounts receivable from participating interests represent the advances made by the Group to non-consolidated companies 

and to proportionately consolidated companies in excess of the amount eliminated upon consolidation. The increase derives 

principally from advances made by subsidiary Cogedim to its participating interests. 

• Loans 

During 2008, the reclassification of loans primarily reflects the various loans transferred to other trade receivables given their 

maturity. 

• Other non-current receivables 

During 2008, the increase in other receivables chiefly reflects payment of €0.9 million in security and guarantee deposits 

for the Cœur d’Orly project. 

n Change in impairment of non-current receivables and other financial assets 


Amounts receivable from 

participating interests 

Other long-term 

investments 

Loans 

Other non-current 

receivables 

At 31 December 2007 (238) (11) (563) – (813) 

Allowance (9) – – (9) 

Reversal – 11 529 541 

Reclassification (581) – – (581) 

At 31 December 2008 (830) – (33) – (863) 

n Change in non-current receivables and other financial assets, net 


Amounts receivable from 

participating interests 

Other long-term 

investments 

Loans 

Other non-current 

receivables 

Net value at 31 december 2007 7,997 6 6,198 2,092 16,295 

Net value at 31 december 2008 16,396 0 6,081 30,42 25,521 

Total 

Total 

129


13.10. Customer relationships 

The customer relationship assets were recognised in connection with the acquisition of Cogedim on 17 July 2007 (see notes 

7.9 and 12.5). 

Gross Costumers elationships 

AT 1 January 2007 – 


At 31 december 2007 181,570 


Amortisation and impairment 


Allowance for amortisation (24,627) 

At 31 december 2007 (24,627) 

Allowance for amortisation (35,891) 

Allowance for impairment (91,545) 


Net 


At 31 december 2007 156,943 


13.11. Inventories and work in progress 

n Change in inventories and work in progress, gross 


Shopping 

centres 

Property developments 


Total 

AT 1 January 2007 3,990 24,390 28,380 

Change 18,096 51,948 70,044 

Reclassification 24,551 (16) 24,535 

Change in scope of conslidation - 404,142 404,142 

At 31 december 2007 46,637 480,464 527,101 

Variation (12,382) (85,176) (97,558) 

Reclassement (25,932) 1,711 (24,221) 

Change in scope of conslidation 583 (896) (313) 

At 31 december 2008 8,906 396,104 405,010 

The office portion of the Kremlin Bicêtre project is now intended to be retained in the portfolio. A transfer of €21.5 million 

was made from inventories to the Assets under development line item. 

The changes in scope of consolidation during 2007 were entirely attributable to the acquisition of Cogedim. 

130

n Change in allowances for impairment of inventories and work in progress 


Shopping 

centres 



Total 

AT 1 January 2007 (0) – (0) 

Allowance 0 (105) (105) 

Reversal – 235 235 

Reclassification – (1,290) (1,290) 

At 31 december 2007 (1) (1,160) (1,160) 

Allowance (2,137) (6,155) (8,292) 

Reversal – 596 596 

Reclassification -– 66 66 

At 31 december 2008 (2,137) (6,652) (8,789) 

n Change in inventories and work in progress, net 


Shopping 

centres 



Net value at 1 January 2007 3,989 24,390 28,379 

Net value at 31 december 2007 46,637 479,304 525,941 

Net value at 31 december 2008 6,768 389,452 396,220 

The reduction in net inventories reflects the business slowdown and the halt called to certain developments during the final 

quarter of 2008. 

n Breakdown of net inventories by stage of completion at 31 December 2008 

“New transactions” correspond to programmes identified for which land has not been acquired. 

The “transactions at land stage” correspond to programmes for which land has been acquired but construction work has not 

yet begun. 

The “transactions in progress” correspond to programmes for which land has been acquired and construction work has begun. 

The “completed transactions” correspond to programmes for which construction work has finished. 

The “dealer transactions” correspond to properties acquired for resale as they are. 


Shopping 

centres 



New transactions 12,021 12,021 

Transactions at land stage 51,320 51,320 

Transactions in progress 4,566 294,355 298,921 

Completed transactions 9,303 9,303 

Dealer transactions and interior work 2,202 22,453 24,655 

Total 6,768 389,452 396,220 

Total 

Total 

131


n Breakdown of net inventories by stage of completion at 31 December 2007 


Shopping 

Centres 



New transactions 0 18,777 18,777 

Transactions at land stage 0 84,541 84,541 

Transactions in progress 41,720 343,075 384,795 

Completed transactions 0 3,318 3,318 

Dealer transactions and interior work 4,917 29,593 34,510 

Total 46,637 479,303 525,941 

Total 

13.12. Trade receivables and other accounts receivable 

n Trade accounts and notes receivable 


Sales Property development for third parties (Off-plan sale/property development contract) 111,016 53,421 

Sales of retail property (Off-plan sale) 1,985 1,812 

Rental property management 34,295 29,733 

Provision of services – Property development 10,492 14,756 

Provision of services – Centres under development 3,291 2,681 

Provision of services – Centres in operation 235 85 

Related parties 287 564 

Other receivables 190,660 188,106 

Total trade receivables and other accounts receivable, gross 352,261 291,160 

Impairment of trade receivables (5,906) (4,226) 

Impairment of other receivables (613) (1,826) 

Total trade receivables and other accounts receivable, net 345,743 285,108 

The increase in trade receivables is chiefly attributable to the €57.6 million increase in receivables from the property 

development for third parties business. The receivables due from buyers in this operating segment are recorded inclusive of all 

taxes and represent revenues on a percentage of completion basis less receipts received from customers. Certain receivables 

have a specific maturity schedule and are backed by a bank guarantee of future payment (see note 17.5). 

n Impairment of trade receivables 

n Trade receivables due 


Impairment 

of trade 

receivables 

At 31 december 2007 (4,226) 

Allowance (4,632) 

Reversal utilised 2,614 

Reversal not utilised 338 

Change in scope of consolidation 0 



Total trade receivables, gross 161,601 

Impairment of trade receivables 5,906 

Total trade receivables, net 155,695 

Trade accounts to be invoiced (7,121) 

Restatements, stepped rents ad holidays (11,412) 

Advances on trade receivables (55,703) 

Trade accounts receivables due 81,459 

(in € thousand) Total On time 30 days 60 days 90 days 

more than 

90 days 

trade account receivable due 81,459 46,101 2,028 10,547 5,826 16,958 

132

n Other receivables 


VAT credit and repayment request 47,412 47,824 

Deductible VAT 105,263 95,947 

Loans and security deposits paid 302 2,308 

Current accounts of companies being consolidated proportionate or non-consolidated 1,414 7,195 

Payroll & tax liabilities 2,746 2,482 

Miscellaneous amounts payable 18,541 16,137 

Other accrued expenses 14,982 16,214 

Total other receivables, gross 190,660 188,106 

Impairment of other receivables (613) (1,826) 

Total other receivables, net 190,047 186,280 

n Advances and downpayments paid 


Advances and downpayments paid 10,432 5,708 

Advances and downpayments on non-current assets - 889 

Advances and downpayments on land 17,178 17,002 

27,610 23,598 

At 31 December 2008, the increase in advances and downpayments was chiefly attributable to €2.7 million in advances paid 

on the Kremlin Bicêtre project under development. 

The advances and downpayments on land in the amount of €17.2 million correspond to option deposits paid by Cogedim 

to sellers of land upon signature of purchase option contracts (except for those that are guaranteed) in connection with its 

property development business. 

13.13. Principal accounts 

In its capacity as agent for syndicates of co-ownership and as rental property manager, the Group holds funds belonging to 

principals consisting of security deposits, rents and service charges and the working capital of the co-owned entity. 

12/31/2008 12/31/2007 

Assets 

Rental property management 169 561 

Co-ownership 9,021 7,495 

principal accounts in debit 9,190 8,056 


Rental property management 169 561 

Co-ownership 9,021 7,495 

principal accounts in credit 9,190 8,056 

As agent, the Group also keeps the principal accounts on behalf of the co-ownership syndicates. 

133


13.14. Other current financial assets 

12/31/2008 12/31/2007 

Listed shares - Euronext Paris SA 156 273 

Other securities 2 2 

Gross 158 275 

Allowances for impairment 

Net 158 275 

Publicly traded shares are carried at their market price at the close of each period. 

12/31/2008 12/31/2007 

Acquisition cost 117 117 

Difference in fair value 41 158 

Total 158 275 

13.15. Share capital, share-based payments and treasury shares 

n Share capital (€) 

in number of shares and euros Number of shares Nominal amount Share capital 

Number of shares authorised, issued and outstanding at 01 January 2007 7,888,379 15.28 120,541,578 

Increase in capital on 10 July 2007 reserved for the employee investment mutual fund 3,318 15.28 50,699 

Increase in capital on 24 December 2007 reserved for the employee investment mutual fund 4,350 15.28 66,468 

Increase in capital on 24 December 2007 reserved for Opus Investment BV 65,000 15.28 993,200 

Number of shares issued at 31 December 2007 7,961,047 15.28 121,651,945 

Net issue of shares in connection with the merger with Altafinance (*) 35,000 15.28 534,832 

Reclassification as share capital (**) – 1,000 

Capital increase (***) 2,203,044 15.28 33,662,511 

Number of shares issued at 31 December 2008 10,199,091 15.28 155,850,288 

(*) Issue of 5,707,453 shares in return for the contribution to ALTAREA SCA of Altafinance (whose net assets primarily comprise 5,707,453 ALTAREA SCA shares) 

and cancellation of the subsequent treasury shares in respect of 5,672,453 shares. 

(**): the general partner’s share was previously accounted for under the share premium account. 

(***): increase in capital completed in July 2008 

Owing to the reverse acquisition between Imaffine and ALTAREA on 24 December 2004, the share capital presented in the 

consolidated balance sheet is the share capital of what was, from a legal standpoint, the absorbed entity in that transaction. 

n Capital management 

The aim of the Group’s capital management is to ensure liquidity and optimise its capital structure. 

The Group measures its capital in terms of net asset value (NAV) including unrealised gains and loan-to-value (LTV) ratio. 

The Group’s objective is an LTV ratio of less than 55%. Its bank covenants require an LTV ratio of less than 65%. 

n Share-based payments 

Share-based payments are transactions based on the value of the issuing company’s shares. Payments may be settled in own 

equity instruments or in cash. Plans tied to ALTAREA shares must be settled in own equity instruments. 

The gross expense recognised in the income statement for share-based payments amounted to €7.4 million in 2008 (producing 

deferred tax income of €3.2 million) compared with €5 million in 2007. 

134

• Assumptions used to value the plans 

Plans settled in own equity instruments of ALTAREA: 

12/31/2008 12/31/2007 

Expected dividend payout rate 2.00% 2% 

Expected volatility 16% to 48% 20% to 49% 

Risk-free interest rate 2.6% to 4.9% 4% to 4.5% 

Model used 

Cox Ross Rubinstein binomial model 

Plans settled in Cogedim cash instruments: 

Since the plans due to be settled in Cogedim cash instruments were cancelled and replaced by plans settled in own equity 

instruments of ALTAREA. 

• Stock option plans 

Option plans 

Stock option plans on 

ALTAREA shares 

Number 

of options 

awarded 

Number of 

beneficiaries 

at the date 

of grant 

Option 

exercise 

price 

(in euros) 

Exercise 

dates 

Options 

outstanding 

at 

12/31/2007 

Award 

Options 

exercised 

Options 

cancelled 

Options 

outstanding 

at 


23 November 2004 9,240 1 32.90 11/23/2008 – 11/23/2011 9,240 9,240 

Additional options 

- capital increase 

2,640 1 170.00 11/23/2008 – 11/23/2011 0 2,640 2,640 

4 January 2005 28,500 1 38.25 01/04/2009 – 01/04/2012 3,000 3,000 



857 1 170.00 01/04/2009 – 01/04/2012 0 857 857 

13 March 2006 1,950 6 119.02 03/13/2010 – 03/13/2013 1,950 (200) 1,750 



557 6 170.00 03/13/2010 – 03/13/2013 0 557 (57) 500 

30 January 2007 3,800 14 175.81 01/30/2011 – 01/30/2014 3,800 (1,200) 2,600 



1,086 14 170.00 01/30/2011 – 01/30/2014 0 1,086 (344) 742 

Stock option plans on 

Cogedim shares 

3 October 2006 8,109 79 425.70 10/03/2010 – 10/03/2012 7,599 (7,599) 0 

Total 56,739 25,589 5,140 0 (9,400) 21,329 

• Share subscription warrants 

BSA 

Number 

of options 

awarded 

Number of 

beneficiaries 

at the date 

of grant 

Option 

exercise 

price 

(in euros) 

Exercise 

dates 

Options 

outstanding 

at 

12/31/2007 

Award 

Options 

exercised 

Options 

cancelled 

Options 

outstanding 

at 


24 december 2007 65,000* 1 275.00 01/01/2011 - 01/31/2011 65,000 65,000 

Total 65,000 1 65,000 0 0 0 65,000 

(*) Holders subscribed to these warrants at a unit price of €10, representing a total amount of €650,000 

135


• Stock grant awards 

Stock grant awards 

Number 

of rights 

awarded 

Number of 

beneficiaries 

at the date of 

grant 

Award 

dates 

Rights in 

issue at 

12/31/2007 

Award 

Automatic 

adjustment, 

capital 

increase 

Rights 

vested 

Rights 

cancelled 

Rights 

in issue at 


Stock grant plans 

on ALTAREA shares 

13 march 2006 14,500 71 13 december 2008 14,000 1,859 (15,859) 0 

30 january 2007 19,540 102 30 july 2009 18,640 2,695 (414) 20,921 

23 july 2007 16,525 626 23 july 2009 15,875 2,279 (2,219) 15,935 

23 july 2007 3,350 * 21 23 july 2009 3,350 462 1,036 4,848 

23 july 2007 330 10 23 july 2009 330 46 (6) 370 

23 july 2007 62,500 * 46 31 march 2010 62,100 8,619 (1,786) 68,933 

22 july 2008 25,490 208 22 july 2010 0 25,490 25,490 

22 july 2008 7,900 * 8 22 july 2010 0 7,900 7,900 

26 september 2008 14,128 ** 16 27 september 2008 0 14,128 14,128 

18 december 2008 12,932 66 18 december 2010 0 12,932 12,932 

31 December 2008 6,100 2 31 December 2010 0 6,100 6,100 

31 December 2008 2,500 1 30 september 2011 0 2,500 2,500 

31 December 2008 3,000 * 1 31 December 2010 0 3,000 3,000 

Stock grant plans 

on Cogedim shares 

28 september 2006 4,692 21 28 september 2008 4,666 (4,666) 0 

Total 193,487 118,961 72,050 15,960 14,823) 9,091) 183,057 

* grants are conditional on meeting performance criteria 

** if the rights vest at grant, conditions of presence apply in addition 

Stock grants are awarded definitively at the end of a period of two years or two years and nine months, depending on the plan. 

The shares granted must then be held for a period of two years. 

• Employee investment mutual fund (FCPE) 

Employee investment mutual fund (FCPE) 

Fund invested in ALTAREA shares 

Number 

of shares 

Number 

of beneficiaries 

Subscription price 

(in euros) 

End of the 

lock-up period 

24 June 2005 6,740 106 77.47 06/24/2010 

13 March 2006 5,000 184 95.22 03/13/2011 

10 July 2007 3,318 158 140.65 07/10/2012 

24 December 2007 4,350 420 165.15 12/24/2012 

Total 19,408 868 

• Treasury shares 

The acquisition cost of treasury shares was €11,739 thousand at 31 December 2008 for 106,632 shares, compared with 

€4,428 thousand at 31 December 2007 for 73,365 shares. An allowance for impairment of €731 thousand was recognised 

in 2008 based on the share price at 31 December. 

The acquisition cost, allowance for impairment and the gain or loss on the sale of the treasury shares are recognised in equity. 

Accordingly, a net loss on the sale of treasury shares was recognised directly in equity in an after-tax amount of €211 thousand 


136

13.16. Financial liabilities 

n Borrowings and financial liabilities - non-current 


Borrowings 

from credit 

institutions 

Bank 

facilities 

(liabilities) 

Sub–total 

Borrowings 

and financial 

liabilities 

vis–à–vis 

credit 

institutions 

Borrowings 

and bank 

liabilities 

matching 

VAT 

receivables 

Participating 

loan 

Financial 

liabilities 

guaranteed 

by 

shareholders 

Current 

accounts 

Other 

Sub–total 

Other 

borrowings 

and 

financial 

liabilities 

Total 

Borrowings 

and financial 

liabilities due 

in more than 

one year 

At 01 January 2007 795,000 795,000 1,842 20,901 31,610 521 32,132 849,876 

Increase 902,599 63,313 965,911 1,485 13,984 55,000 12,475 7 12,482 1,048,862 

Discounting 1,057 1,057 

Decrease (50,507) (23,309) (73,816) (1,033) (10,067) – (732) (218) (951) (85,867) 

Reclassifications (16,755) (28,250) (45,005) – (2) – (27,901) – (27,901) * (72,909) 

Change of accounting method 

Change in scope of consolidation 15,721 106,607 122,328 – – (6,103) 1,928 200 2,128 118,353 

At 31 December 2007 1,646,057 118,361 1,764,418 2,294 24,816 49,954 17,380 510 17,890 1,859,372 

Increase 522,962 – 522,962 12,798 672 – 19,376 111 19,487 555,919 

Discounting/Unwinding 

of discounting 

– – – 2,874 – 2,874 

Decrease (214,908) (4,896) (219,804) (3,326) (650) (52,828) (12,761) (243) (13,004) (289,611) 

Reclassifications (4,057) (29,921) (33,978) (809) 5 – 736 (27) 709 (34,073) 

Change of accounting method – – – – – – – – – – 

Change in scope of consolidation – – – – – – 2,985 – 2,985 2,985 

At 31 December 2008 1,950,055 83,544 2,033,598 10,957 24,843 – 27,716 352 28,068 2,097,466 

(*) The Auchan current advance to SAS Michelet was transferred to SAS Avenue de Fontainebleau under advances and downpayments received following the merger of 

these two companies. This current account advance was repaid on 27 March 2008 by offsetting it against the first payment due on the off-plan sale agreed between SAS 

Avenue de Fontainebleau and Auchan. 

• Borrowings from credit institutions 

During 2008, the increases and decreases in loans related 

primarily to: 

– An additional draw-down of €61.4 million on the IXIS 

corporate loan, increasing its amount to €624 million. 

– A first mortgage loan of €45 million with pledge of 

ownership units, on which €45 million was drawn during 

the period, to finance the acquisition of the Gennevilliers 

Espace Chanteraines shopping centre. 


ownership units, on which €53.1 million was drawn during 

the period, to finance the Kremlin Bicêtre shopping centre 

programme. 


ownership units, on which €20.4 million was drawn 

during the period, to finance the Kremlin Bicêtre business 

centre programme. 


ownership units, on which €27.8 million was drawn 

during the period, to finance the Aubette programme in 

Strasbourg (including €2.9 million in liabilities matching 

VAT receivables). 

– A mortgage loan of €17 million, fully drawn down over the 

period, €8 million of which was devoted to the repayment 

of the previous loan to finance the Eulalie programme in 

Bordeaux. 

– A first mortgage loan of €42.9 million with pledge of 

ownership units arranged in 2007, on which €21.2 million 

was drawn during the period, to finance the Porte Jeune 

programme in Mulhouse. 

– A first mortgage loan of €58.2 million (proportionately 

consolidated amount) with pledge of ownership units 

arranged in 2007, €27.6 million of which (proportionately 

consolidated amount) was drawn down to finance the 

Lyon Carré de Soie programme (including €4.8 million in 

liabilities matching VAT receivables). 

137


– Following the sale of assets held by SCI Troyenne in late 

December 2008, the outstanding balance of the loan of 

€3.52 million (including €0.5 million recognised under 

non-current items) was repaid early. 

– Two VAT credit repayments were made during the financial 

year in an amount of €1.3 million for the Aubette 

programme in Strasbourg and €2.2 million for the Lyon 

Carré de Soie programme respectively. 

– On 17 October 2008 and 21 November 2008, a €32 

million loan (€10 million, then €22 million) was arranged 

with ING Real Estate as financing for the Pinerolo project 

(Piedmont). 

– During 2008, an additional €7.2 million was drawn down 

for the Ragusa centre, €6 million of which for liabilities 

matching VAT receivables (€5.6 million in non-current 

borrowings and €0.4 million in borrowings due in less 

than one year). 

During 2007, the increases and decreases in loans related 

primarily to: 

– The syndicated corporate loan arranged with Ixis CIB in 

2006 and renegotiated in 2007 for a total credit facility 

of €726 million, on which €231 million was drawn and 

€30 million was paid back in 2007. 

This corporate loan comprises a long-term line of credit in 

two tranches: 

(i) The €266 million A tranche, secured by non-registered 

mortgages on assets held by ALTAREA SCA. The final 

repayment date is 9 June 2016. At 31 December 2007, 

the full amount of this tranche had been drawn down. 

(ii) The €460 million B tranche, secured by pledges of 

securities and partner account balances of the Group’s 

principal SIIC subsidiaries. The final repayment date 

is 9 June 2013. At 31 December 2007, only €296.6 

million had been drawn down. 

– A loan of €300 million from Natixis against a pledge 

of securities and guarantee by ALTAREA SCA as partial 

financing for the Cogedim acquisition. The final repayment 

due date is 10 July 2014. 

– A bullet loan of €100 million from Deutsche Bank against 

a first demand guarantee by ALTAREA SCA, due on 22 

May 2017. 

– A non-recourse mortgage loan of €54 million from WestLB 

arranged by Gercom on 17 July 2007 as financing for the 

La Corte Lombarda (Bellinzago) shopping centre. 

– A non-recourse mortgage loan of €38.8 million to put the 

Ibleo Shopping Centre (Ragusa, Sicily) into operation. 

– A loan of €38.5 million from WestLB to acquire an equity 

interest in the Casale Montferrato (Piedmont) shopping 

centre. 

– A first mortgage loan of €45.3 million with a pledge of 

ownership units, on which €33.4 million was drawn down 

during the period, to put the Family Village (Aubergenville) 

shopping centre into operation. 

– A first mortgage loan of €23.7 million with a pledge 

of ownership units, on which €10.9 million was drawn 

down during the period, to put the Family Village Les 

Hunaudières (Ruaudin) shopping centre into operation. 

– A loan of €55.3 million against a money-lender lien and 

mortgage, on which €25.3 million was drawn down during 

the period, to put the Thiais Village (Thiais) shopping 

centre into operation. 

– A first mortgage loan of €53.1 million with a pledge 

of ownership units, on which €29.6 million was drawn 

during the period, to finance the Wagram programme. 

– A first mortgage loan of €58.2 million (proportionately 

consolidated amount) with a pledge of ownership units, 

on which €12.1 million (proportionately consolidated 

amount) was drawn, to finance the Alta Marigny Carré de 

Soie programme. 


ownership units, on which €10.9 million was drawn, to 

finance the Alta Mulhouse programme. 


ownership units, agreed in 2006 with Natixis, on which 

€6.5 million was drawn to finance the Gare de l’Est 

programme. 

• Bank facilities (liabilities) 

These overdraft facilities are intended to finance property 

development transactions. 

Bank financing for development transactions is set up 

by arranging a credit facility with an authorised overdraft 

ceiling for a given period (generally for the duration of the 

construction work). 

The amount of these authorisations is geared to the maximum 

cash requirement during the transaction and is generally 

specified by stages (or triggers) that correspond to events 

generating cash requirements, such as the acquisition of land 

and commencement of construction work. These facilities 

are classified as due in less than or more than one year 

depending on the expiry date. On average, they bear interest at 

Eonia+1% (excluding commitment and servicing fees). They 

are guaranteed by mortgage commitments on the assets and 

undertakings not to sell or assign the ownership units. 

138

• Financial liabilities guaranteed by shareholders 

Following on from the restructuring of ALTAREA SCA’s 

ownership structure, ALTAREA repurchased the debt 

arranged for the purchase of Cogedim from Natixis on 30 

April 2008 and 19 June 2008 in a total amount of €235 

million. This debt was recorded under financial liabilities 

guaranteed by shareholders in the financial statements at 

31 December 2007 in a total amount of €245 million before 

discounting and €232 million after discounting classified 

partly under non-current financial liabilities and partly under 

current financial liabilities. This acquisition was funded 

partly by drawing on the Group’s capital and partly through 

the arrangement of intra-Group loans with the Altafinance 2 

and JN Holding holding companies in respective amounts 

of €160 million and €10 million at 19 June 2008. This 

debt was recognised in the Group’s consolidated financial 

statements at 30 June 2008 on the “financial liabilities 

guaranteed by shareholders” line item under non-current 

financial liabilities having since been repaid through offset 

against ALTAREA shares created as part of the capital 

increase that took place on 8 July 2008. At 31 December 

2008, no debt was guaranteed by shareholders. 

• Participating loans 

At 31 December 2008, participating loans related primarily to: 

– the Kremlin Bicêtre shopping centre project, which has 

received a loan from the CDC of €10.7 million, 

– the Aubette shopping centre project, which has received a 

loan from the CDC of €5.6 million, 

– the Mulhouse shopping centre project, which has received 

a loan from the CDC of €4.4 million. 

• Current accounts 

These liabilities are current account advances from outside 

partners in affiliates of the Group that hold the shopping 

centre projects under development. Where the projects in 

question will be completed, at the earliest, within one year, 

these liabilities were classified as non-current. 

The main projects concerned are Carré de Soie, Kremlin 

Bicêtre, Cœur d’Orly and certain Alta Cité projects 

(Tourcoing, Troyes, Thionville). 

• Other 

The other long-term financial liabilities consist of the 

€271 thousand owed to the employee profit-sharing fund. 

n Financial liabilities - Borrowings and financial liabilities - current 


Borrowings 

from credit 

institutions 

Accrued 

interest 

Bank 

facilities 

(liabilities) 

Bank Sub-total 

facilities Borrowings 

(overdrafts) and financial 

liabilities visà-vis 

credit 

institutions 

Borrowings 

and bank 

liabilities 

matching 

VAT 

receivables 

Financial 

liabilities 

guaranteed 

by 

shareholders 

Participating 

loan 

Current 

accounts 

Other 

financial 

liabilities 

Total 

Borrowings 

and financial 

liabilities 

due in less 

than one 

year 

At 01 January 2007 23,989 4,960 6,600 13,139 48,687 970 70 3,688 474 53,890 

Increase 31,590 12,910 48,146 9,731 102,377 (978) 190,000 – 3,143 1,293 295,834 

Discounting – 3,837 – 3,837 

Decrease (32,329) (4,303) (28,414) (14,374) (79,420) – – – (26,685) (382) (106,487) 

Reclassifications 15,798 – 28,250 – 44,048 1,034 – 2 (8) – 45,076 

Change of accounting method – – – – – – – – – – – 

Change in scope of consolidation 9,638 1,479 54,676 1,668 67,461 – (11,761) – 26,366 – 82,066 

At 31 December 2007 48,685 15,046 109,258 10,164 183,153 1,025 182,076 72 6,504 1,386 374,216 

Increase 35,141 4,439 – (0) 39,579 – – – 1,237 2,184 43,000 

Discounting/Unwinding of discounting – 420 – 420 

Decrease (43,011) (3,862) (34,183) (4,542) (85,598) (618) (182,496) (68) (1) (0) (268,780) 

Reclassifications 7,247 1,573 25,146 (840) 33,127 809 – (5) (64) 27 33,894 

Change of accounting method – – – – – – – – – – – 

Change in scope of consolidation – (0) – (6) (6) – – – 531 – 526 

At 31 December 2008 48,062 17,196 100,220 4,778 170,256 1,216 – – 8,208 3,596 183,276 

139


• Borrowings 

During the 2008 financial year, changes in this item were notably attributable to the arrangement on 14 October 2008 of a 

€32 million loan in Italy for the acquisition of the company holding the Pinerolo centre (Piedmont) and, conversely, by the 

transfer to items due in more than one year of the €30 million loan financing the Bellinzago shopping centre arranged last 

year and renegotiated in July 2008 for repayment in 2017. 

• Bank facilities (liabilities) 

During the 2008 financial year, €16 million of the change in this item (including a €62 million transfer to borrowings due 

in less than one year from over one year and a negative impact of €46.5 million from repayments) was attributable to the 

property development for third parties business and negative €25 million to operations in Italy (increase of €12 million in 

loans and negative impact of €37 million resulting from the transfer to items due in more than one year). 

• Financial liabilities guaranteed by shareholders 

See the “Borrowings and financial liabilities - non-current” section above. 

• Current accounts 

These liabilities are current account advances from outside partners in affiliates of the Group that hold the shopping centre 

projects under development. 

In the property development for third parties business, the current accounts correspond primarily to funds put in by codevelopers 

in fully consolidated companies in excess of the amounts eliminated on consolidation. 

n Breakdown of borrowings and liabilities vis-à-vis credit institutions by segment 

The borrowings from credit institutions analysed below include the bank debt matching VAT receivables shown on a separate 

line of the balance sheet, i.e. €11 million in non-current financial liabilities and €1.2 million in current financial liabilities 


They also partly include the double-entry of items held under a finance lease, i.e. €3.4 million in non-current financial 

liabilities and €0.6 million in current financial liabilities at 31 December 2008 (see note 17.4 “Other information - lease 

obligations - as lessee”). 

(in € thousand) Non-current Current Total 

12/31/2008 12/31/2007 12/31/2008 12/31/2007 12/31/2008 12/31/2007 

Shopping centres 1,404,833 1,191,324 49,839 44,470 1,454,672 1,235,794 

Shopping centre development 292,830 157,061 17,012 45,177 309,842 202,238 

Property development for third parties 346,893 418,327 104,620 94,532 451,514 512,859 

TOTAL 2,044,556 1,766,712 171,472 184,178 2,216,027 1,950,890 

n Outstanding maturity of borrowings and liabilities vis-à-vis credit institutions 



‘less than 

3 months 

‘3 to 6 

months 

‘6 to 9 

months 

‘9 to 12 

months 

2 years 3 years 4 years 5 years Over 

5 years 

‘IAS 32 39 12/31/2008 

in € thousand 11,826 1,852 34,020 2,281 10,633 21,165 74,635 363,669 945,470 (10,881) 1,454,672 

Shopping centre development 9,012 8,000 – – 6,778 772 25,956 11,858 251,315 (3,850) 309,842 

Property development for third parties 12,451 52,200 11,947 28,023 56,394 18,750 26,250 33,750 213,750 (2,000) 451,514 

TOTAL 33,289 62,052 45,967 30,304 73,806 40,687 126,841 409,277 1,410,535 (16,731) 2,216,027 

• In 2007 

140 


‘less than 

3 months 

‘3 to 6 

months 

‘6 to 9 

months 

‘9 to 12 

months 

2 years 3 years 4 years 5 years Over 

5 years 

‘IAS 32 39 12/31/2007 

Shopping centres 9,691 1,665 31,673 1,682 8,927 9,517 20,044 154,171 1,008,519 (10,096) 1,235,793 

Shopping centre development 9,527 35,650 – – – 2,395 390 660 155,619 (2,003) 202,238 

Property development for third parties 23,388 20,912 13,450 36,783 120,686 7,500 18,750 26,250 247,500 (2,359) 512,859 

TOTAL 42,606 58,226 45,123 38,465 129,613 19,412 39,184 181,080 1,411,639 (14,457) 1,950,890

n Schedule of future interest expenses 

These future interest expenses relate to borrowings from credit institutions including interest on financial instruments. 



‘less than 

3 months 

‘3 to 6 

months 

‘6 to 9 

months 

‘9 to 12 

months 

2 years 3 years 4 years 5 years 

Future interest expense 23,721 23,783 23,371 23,206 90,518 88,827 86,273 73,761 

TOTAL 23,721 23,783 23,371 23,206 90,518 88,827 86,273 73,761 

• In 2007 


‘less than 

3 months 

‘3 to 6 

months 

‘6 to 9 

months 

‘9 to 12 

months 

2 years 3 years 4 years 5 years 

Future interest expense 19,145 22,048 21,381 17,827 77,317 78,412 78,003 76,575 

TOTAL 19,145 22,048 21,381 17,827 77,317 78,412 78,003 76,575 

n Breakdown of borrowings and liabilities vis-à-vis credit institutions by guarantee 


(in € thousand) Mortgages Mortgages 

commitments 

Moneylender 

lien 

Pledge 

not secured 

by real 

property 

First-demand Exclusive 

guarantee guarantees 

through 

transfers of tax 

receivables 

Not 

guaranteed 

Total 

Shopping centres 995,880 9,825 56,302 358,000 – 1,646 33,020 1,454,672 

Shopping centre development 155,986 – – – 100,000 3,719 50,137 309,842 

Property development for third parties – 132,563 6,825 300,000 – – 12,126 451,514 

TOTAL 1,151,866 142,388 63,127 658,000 100,000 5,365 95,282 2,216,027 

Pledges without real property security are pledges of shares, including €300 million on Cogedim shares assigned as collateral 

for the loan granted in connection with the Cogedim acquisition, which also benefits from a joint and several guarantee from 

ALTAREA SCA. 

• In 2007 

(in € thousand) Mortgages Mortgages 

commitments 

Moneylender 

lien 

Pledge 

not secured 

by real 

property 

First-demand Exclusive 

guarantee guarantees 

through 

transfers of tax 

receivables 

Not 

guaranteed 

Total 

Shopping centres 829,640 4,707 56,214 324,329 6,794 14,109 1,235,793 

Shopping centre development 55,721 – – – 99,855 1,485 45,177 202,238 

Property development for third parties – 161,966 11,600 297,641 – – 41,652 512,859 

TOTAL 885,361 166,673 67,814 621,970 99,855 8,279 100,938 1,950,890 

n Breakdown of borrowings and liabilities vis-à-vis credit institutions by interest rate 


(in € thousand) Floating rate Fixe rate Total 

Borrowings and financial liabilities vis-à-vis credit institutions 2,214,523 1,505 2,216,027 

141


• In 2007 

(in € thousand) Floating rate Fixe rate Total 

Borrowings and financial liabilities vis-à-vis credit institutions 1,842,097 108,793 1 950,890 

Almost all of the Group’s debt bears interest at floating rates linked to 3-month Euribor. 

At the close of the previous financial year, fixed-rate borrowings included the €100 million loan arranged with Deutsche Bank. 

On 22 May 2008, this loan switched to a floating rate. 

13.17. Pension obligations 

n Weighted-average assumptions used to calculate pension expense 


Age at retirement 65 years old 65 years old 

Discount rate 5.76% 5.48% 

Average rate of salary increase 3% to 6% 3% to 6% 

ALTAREA employee turnover 6.77% 16.44% 

Cogedim employee turnover 5.00% 4.00% 

The employee turnover rate is calculated on the basis of three years of past experience. 

The discount rate used in 2008 and 2007 is the yield on AA-rated corporate bonds with a maturity of greater than 10 years. 

n Changes in post-employment benefits 

(in € thousand) 2008 2007 

Gross liability at beginning of the year 6,020 691 

Rights of Cogedim employees at acquisition date – 4,931 

Rights vested during the year 496 292 

Interest cost 365 142 

Service cost (186) (288) 

Changes in scope of consolidation 6 – 

Actuarial gains and losses (860) 252 

Gross liability at end of the year 5,840 6,020 

Plan assets at beginning of the year 2,138 – 

Cogedim’s plan assets at acquisition date – 2,379 

Employer contributions – – 

Withdrawal of funds for payment purposes (248) (275) 

Return on assets 426 34 

Actuarial gains and losses – – 

Plan assets at end of the year 2,316 2,138 

Net liability at beginning of the year 3,882 691 

Net liability at end of the year 3,524 3,882 

At 31 December 2008 and 31 December 2007, the Group engaged an outside actuary to calculate the post-employment 

benefits of employees of the French companies. 

142

n Projected future cash outflows 

2009 2010 2011 2012 2013 Beyond Total 

267 1,193 266 276 533 25,290 27,826 

13.18. Other provisions 

n Other long-term provisions 

Breakdown by category (in € thousand) 

Provisions 

for litigation 

Provisions 

for liabilities 

Tax 

provisions 

Provisions 

for expenses 

At 01 January 2007 309 1,142 – – 1,451 

Allowances 1,193 2,097 150 – 3,441 

Reversals utilised (264) (1,555) – – (1,819) 

Reversals not utilised (662) (435) – – (1,097) 


Transfers to another heading 131 (131) – – – 

Change in scope of consolidation 3,315 7,209 28 – 10,551 

At 31 December 2007 4,022 8,328 178 – 12,527 

Allowances 2,103 956 18 3,250 6,326 

Reversals utilised (296) (124) – (153) (573) 

Reversals not utilised (378) (2,054) – – (2,432) 


Transfers to another heading (526) 502 (4) – (28) 

Change in scope of consolidation (103) – – 153 50 

At 31 décembre 2008 4,822 7,607 191 3,250 15,871 

Total 

breakdown by segment (in € thousand) 

Shopping 

centres 

Property 

development 


Total recurring 

activities 

Non-recurring 

activities 

At 01 January 2007 1,347 – 1,347 104 1,451 

Allowances 450 2,875 3,325 115 3,441 

Reversals utilised (253) (1,475) (1,728) (91) (1,819) 

Reversals not utilised – (1,088) (1,088) (9) (1,097) 


Transfers to another heading – – – – – 

Change in scope of consolidation 28 10,524 10,551 – 10,551 

At 31 December 2007 1,572 10,836 12,409 119 12,527 

Allowances 135 2,321 2,456 3,870 6,326 

Reversals utilised (253) (619) (872) (18) (890) 

Reversals not utilised (350) (1,753) (2,103) (12) (2,115) 


Transfers to another heading (28) 0 (28) – (28) 

Change in scope of consolidation 153 (103) 50 – 50 

At 31 December 2008 1,230 10,682 11,912 3,959 15,871 

Total 

143


n Other short-term provisions 

Breakdown by category (in € thousand) 

Provisions 

for litigation 

Provisions 

for liabilities 

Tax 

provisions 

Provisions 

for expenses 

At 01 January 2007 – – – – – 

Allowances – – – – – 

Reversals utilised 130 (111) – – 19 

Reversals not utilised – – – – – 



Change in scope of consolidation – 373 – – 373 

At 31 December 2007 130 261 – – 391 

Allowances 108 205 6,524 400 7,236 

Reversals utilised (391) – – – (391) 



Transfers to another heading 261 (261) – – – 


At 31 December 2008 108 205 6,524 400 7,236 

Total 

breakdown by segment (in € thousand) 

Shopping 

centres 

Property 

development 


Total recurring 

activities 

Non-recurring 

activities 

At 01 January 2007 – – – – – 

Allowances – 130 130 – 130 

Reversals utilised – (111) (111) – (111) 




Change in scope of consolidation – 373 373 – 373 

At 31 December 2007 – 391 391 – 391 

Allowances – 5,218 5,218 2,019 7,236 

Reversals utilised – (391) (391) – (391) 





At 31 December 2008 – 5,218 5,218 2,019 7,236 

Total 

144

13.19. Security and other deposits received and other non-current liabilities 

12/31/2008 12/31/2007 

Deposits and security interests received 22,975 19,955 

Other financial liabilities due in more than one year 2,267 191 

TOTAL FINANCIAL LIABILITIES DUE IN MORE THAN ONE YEAR 25,242 20,146 

Security and other deposits are received from shopping centre tenants. Also included in this item are funds received from 

tenants as advances on service charges. 

Other financial liabilities due in more than one year chiefly correspond to financial liabilities arising on the acquisition of 

property, plant and equipment and security deposits paid in connection with purchase options. 

13.20. Trade payables and other accounts payable 

n Breakdown of trade payables and other liabilities by nature 


Current 

12/31/2008 12/31/2007 

Advances and downpayments received 12,873 40,852 

Trade payables and other accounts payable 236,927 148,473 

Liabilities to related parties or partners 1,141 3,533 

Tax and social security payables 103,157 71,224 

Amounts payable on non-current assets 107,664 102,529 

Trade receivables - advances 121,726 141,248 

Prepaid income - initial lease payments 13,889 10,150 

Other prepaid income 120 128 

Other payables 12,684 15,909 

TRADE PAYABLES AND OTHER ACCOUNTS PAYABLE 610,181 534,046 

• Trade payables and other accounts payable 

The increase in this line item during 2008 was attributable chiefly to the property development for third parties business 

(€194 million at 31 December 2008 compared with €122 million at 31 December 2007) and relates to the costs yet to be 

incurred on completed transactions owing to the large number of transactions completed in 2008 and very high level of trade 

payables on certain office developments at year-end 2008. 

• Amounts payable on non-current assets 

At 31 December 2008, amounts payable on non-current assets chiefly reflect Altacerro (€27.5 million) and Altapinerolo 

(€22.3 million) in Italy and Carré de Soie (€8.6 million) and Avenue de Fontainebleau (€8.1 million) in France. 

• Trade receivables – advances 

Trade receivables – advances represent the excess of amounts received from trade customers, inclusive of taxes, over the 

revenue recognised on a percentage-of-completion basis, inclusive of taxes. 

• Advances and downpayments received 

Advances and downpayments received represent downpayments on signed off-plan sales and contractual advances from 

lessees at the Bellinzago shopping centre in Italy. 

145


13.21. Financial instruments and market risks 

In its operating and financing activities, the Group is exposed to interest-rate risk, liquidity risk, counterparty risk and currency 

risk. 

To reduce and manage its exposure to changes in interest rates, ALTAREA uses derivatives accounted for at fair value. 

n Financial instruments by category 

• At 31 December 2008 


Total carrying 

amount 

Other liabilities 

Assets 

available for 

sale 

Assets and 

liabilities 

at fair value 

through profit 

and loss 

Loans and 

advances 

NON–CURRENT ASSETS 

Participating interests 264 – 264 – – 

Other assets maturing in more than 1 year 25,521 – – – 25,521 

CURRENT ASSETS 

Trade accounts receivable 155,695 – – – 155,695 

Advances and downpayments paid 27,610 – – – 27,610 

Other receivables due in less than 1 year 190,047 – – – 190,047 

Principal accounts in debit 9,190 – – – 9,190 

Other financial assets due in less than 1 year 158 – – 156 2 

Derivative financial instruments 5,404 – – 5,404 – 

Cash and cash equivalents 295,891 – – 219,198 76,694 

NON–CURRENT LIABILITIES 

Borrowings and financial liabilities 2,056,491 2,056,491 – – – 

of which financial liabilities guaranteed by shareholders – Portion due in more than 1 year – – – – – 

of which participating loan 24,843 24,843 – – – 

of which borrowings and financial liabilities vis–à–vis credit institutions 1,992,623 1,992,623 – – – 

of which borrowings and bank liabilities matching VAT receivables 10,957 10,957 – – – 

of which other borrowings and financial liabilities 28,068 28,068 – – – 

Deposits and security interests received 22,975 22,975 – – – 

Other financial liabilities 2,267 2,267 – – – 

CURRENT LIABILITIES 

Borrowings and financial liabilities 224,251 224,251 – – – 

of which financial liabilities guaranteed by shareholders – Portion due in less than 1 year – – – – – 

of which participating loan – – – – – 

of which borrowings and financial liabilities vis–à–vis credit institutions 211,231 211,231 – – – 




Principal accounts in credit 9,190 9,190 – – – 

Trade payables and other accounts payable 610,181 610,181 – – – 

Amounts due to shareholders – – – – – 

146

• At 31 December 2007 


NON–CURRENT ASSETS 

Total 

carrying 

amount 

Other 

liabilities 

Assets 

available 

for sale 

Assets and 

liabilities at fair 

value through 

profit and loss 

Loans 

and 

advances 

Participating interests 262 – 262 – – 

Other assets maturing in more than 1 year 16,294 – – – 16,294 

CURRENT ASSETS 

Trade accounts receivable 98,828 – – – 98,828 

Advances and downpayments paid 23,599 – – – 23,599 

Other receivables due in less than 1 year 186,280 – – – 186,280 

Principal accounts in debit 8,056 – – – 8,056 

Other financial assets due in less than 1 year 275 – – 273 2 


Cash and cash equivalents 102,888 – – 64,341 38,547 

NON–CURRENT LIABILITIES 

Borrowings and financial liabilities 1,859,372 1,859,372 – – – 

of which financial liabilities guaranteed by shareholders – Portion due in more than 1 year 49,954 49,954 – – – 

of which participating loan 24,816 24,816 – – – 

of which borrowings and financial liabilities vis–à–vis credit institutions 1,766,712 1,766,712 – – – 



Deposits and security interests received 19,955 19,955 – – – 

Other financial liabilities 191 191 – – – 

CURRENT LIABILITIES 

Borrowings and financial liabilities 374,216 374,216 – – – 

of which financial liabilities guaranteed by shareholders – Portion due in less than 1 year 182,076 182,076 – – – 

of which participating loan 72 72 – – – 

of which borrowings and financial liabilities vis–à–vis credit institutions 184,178 184,178 – – – 

of which borrowings and bank liabilities matching VAT receivables – – – – – 



Principal accounts in credit 8,056 8,056 – – – 

Trade payables and other accounts payable 534,046 534,046 – – – 

Amounts due to shareholders – – – – – 

n Position in derivative financial instruments 

(in € thousand) At 31 décember 2008 At 31 décember 2007 

Assets Liabilities Assets Liabilities 

Interest rate swap 4,377 75,949 41,986 5,530 

Interest rate collars – 6,293 742 893 

Interest rate caps 1,027 – 6,351 – 

Total 5,404 82,242 49,079 6,423 

At 31 December 2008, the notional amount of interest rate swaps stood at €1,898 million. 

147


n Maturities of swaps, caps and collars 


(in € thousand) december 2008 2009 2010 2011 2012 2013 

ALTAREA pay fixed - swap 1,898,113 1,859,633 1,760,338 1,632,222 1,481,554 981,554 

ALTAREA pay fixed - collar 62,260 61,054 59,446 57,704 55,560 – 

ALTAREA pay fixed - cap 193,750 162,850 29,100 29,100 29,100 29,100 

Total 2,154,123 2,083,537 1,848,884 1,719,026 1,566,214 1,010,654 

Average hedge ratio 3.99 % 4.07 % 4.09 % 4.14 % 4.20 % 4.27 % 

• In 2007 

(in € thousand) december 2007 2008 2009 2010 2011 2012 

ALTAREA pay fixed - swap 962,241 1,456,706 1,454,174 1,353,069 929,574 785,444 

ALTAREA pay fixed - collar 206,564 90,375 88,407 86,052 83,396 80,182 

ALTAREA pay fixed - cap 30,000 260,000 129,100 129,100 129,100 129,100 

Total 1,198,805 1,807,081 1,671,681 1,568,221 1,142,070 994,726 

Average hedge ratio 3.83 % 3.93 % 3.92 % 3.97 % 4.16 % 4.24 % 

At 31 December 2008, ALTAREA held swap contracts with a forward start in 2008 for a nominal total amount of €427 

million, compared with €625 million at 31 December 2007. 

During the 2008 financial year, ALTAREA set up an additional €501 million portfolio of swaps, as well as €10 million in 

collars. 

n Analysis of risk on debt 

Interest-rate risk: ALTAREA holds a portfolio of swaps intended to hedge the interest-rate risk on its floating-rate debt. 


(in € thousand) december 2008 2009 2010 2011 2012 2013 

Floatint rate borrowings (2,214,523) (2,001,753) (1,925,230) (1,883,305) (1,638,486) (1,380,287) 

Financial assets 291,256 

net Position before hedging (1,923,267) (2,001,753) (1,925,230) (1,883,305) (1,638,486) (1,380,287) 

Swap 1,898,113 1,859,633 1,760,338 1,632,222 1,481,554 981,554 

Collar 62,260 61,054 59,446 57,704 55,560 – 

Cap 193,750 162,850 29,100 29,100 29,100 29,100 

net Position after hedging 230,856 81,784 (76,346) (164,278) (72,272) (369,633) 

ALTAREA did not elect not to account for these swaps as cash flow hedges under IAS 39. 

• In 2007 

(in € thousand) december 2007 2008 2009 2010 2011 2012 

Floatint rate borrowings (1,842,097) (1,793,261) (1,783,149) (1,764,880) (1,726,899) (1,547,087) 

Financial assets 92,724 

net Position before hedging (1,749,374) (1,793,261) (1,783,149) (1,764,880) (1,726,899) (1,547,087) 

Swap 962,241 1,456,706 1,454,174 1,353,069 929,574 785,444 

Collar 206,564 90,375 88,407 86,052 83,396 80,182 

Cap 30,000 260,000 129,100 129,100 129,100 129,100 

net Position after hedging (550,569) 13,820 (111,468) (196,659) (584,829) (552,361) 

148

Analysis of interest-rate sensitivity: 

The following table shows the interest-rate sensitivity (including the effect of hedging instruments) of the entire portfolio of 

floating-rate borrowings from credit institutions. 

Increase / decrease of 

100 basis point in interest rates 

Impact of the gain or lost 

on profit before tax 

12/31/2008 +100 – € 0.7 million 

–100 + € 0.7 million 

12/31/2007 +100 – € 4.4 million 

–100 + € 4.4 million 

The following table shows the interest-rate risk sensitivity of the value of the portfolio of financial instruments. 

Increase / decrease of 

100 basis point in interest rates 

Impact on the value of the portfolio 

of financial instruments 

12/31/2008 +100 + € 87.8 million 

–100 – € 86.1 million 

12/31/2007 +100 + € 70.8 million 

Marking of financial instruments to fair value 

n Marking to fair value of borrowings and financial liabilities 

–100 – € 75.5 million 

(€ thousand) Carrying amount Fair value 



Other financial assets 158 275 158 275 

Derivative financial instruments 5,404 49,079 5,404 49,079 

Cash and cash equivalents 295,891 102,888 295,891 102,888 

Financial liabilities 

Financial liabilities guaranteed by shareholders 0 232,030 0 232,030 

Participating loan 24,843 24,888 24,843 24,888 

Borrowings and financial liabilities vis-à-vis credit institutions 2,216,027 1,950,890 2,232,866 1,965,347 

o/w fixed-rate borrowings 1,505 108,793 1,504 108,793 

o/w floating-rate borrowings 2,214,523 1,842,097 2,231,362 (1) 1,856,554 (2) 

Other borrowings and financial liabilities 39,872 25,780 39,872 25,780 

Derivatives held as liabilities - current 82,242 6,423 82,242 6,423 

(1) Marking of floating-rate borrowings to fair value consists in adding back €16.8 million in restatements of issuance costs. 

(2) Marking of floating-rate borrowings to fair value consists in adding back €14.4 million in restatements of issuance costs. 

149


n Liquidity risk 

The main financial covenants to be satisfied relate to the credit facilities provided by Ixis CIB, the acquisition loan for Cogedim 

and, to a lesser extent, the loans obtained to finance shopping centres in operation or under development. 

• The covenants specific to the €726 million corporate credit facility are as follows: 

A contract amendment signed on 26 April 2007 raising the ceiling on outstanding debt from €517 million to €726 

million. 

Principal covenants covering the ALTAREA group 

– Ratio of the Group’s net debt to net asset value (consolidated ALTAREA LTV ratio = 2 (2.6 in 2008) 

• The covenants specific to the €300 million acquisition loan for Cogedim are as follows: 

Principal covenants covering the ALTAREA group 

– Ratio of net debt to net asset value of ALTAREA (consolidated ALTAREA LTV ratio) =< 65% (53.4% in 2008) 

– Ratio of the Group’s EBITDA on recurring activities to net finance costs (consolidated ALTAREA Interest Cover Ratio (ICR)) 

>= 2 (2.6 in 2008) 

Principal covenants covering Cogedim 

– Gearing: Ratio of net debt to EBITDA for Cogedim and its subsidiaries == 2 (3 in 2008) 

– DSCR: Ratio of EBITDA/debt servicing costs for Cogedim and its subsidiaries => 1.1 (2.63 in 2008) 

• Covenants specific to the loans obtained to finance shopping centres in operation or under development 

– DSCR = Net rental income of the Group/(net finance costs + principal repayment) > 1.10 (or 1.15 or even 1.20 on certain 

loans) 

– LTV ratio in operation = Loan To Value ratio = Net debt of the company/Net asset value of the company < 75% (or 80% on 

certain loans) 

At 31 December 2008 and at 31 December 2007, the Group was in compliance with all of its covenants. 

n Counterparty risk 

The use of derivatives to limit interest-rate risk exposes the Group to a possible default by a counterparty. To curb this risk, 

the Group enters into hedging transactions only with the largest financial institutions. 

n Currency risk 

Because the Group operates almost exclusively in the euro zone, it has not entered into any currency hedges. 

150

14. Income statement 

14.1. Net rental income 

n Breakdown of net rental income 

12/31/2008 12/31/2007 


Other income, net 4,339 3,588 

Expenses on land (2,060) (659) 

Non-recovered service charges (2,729) (3,050) 

Management fees (4,560) (1,546) 

NET RENTAL INCOME 117,256 92,708 

The increase of €24.5 million in net rental income, up 26% from 2007, was primarily attributable to: 

• the full-year contribution of the acquisitions made in 2007 and the shopping centres put into operation in the same year 

amounting to €12.5 million; 

• the centres put into operation in 2008, which generated €7.8 million in net rental income; 

• the shopping centres acquired in 2008, which had a positive impact of €1.1 million; 

• the increase in rental income from shopping centres in operation at 1 January 2007, which amounted to €3.2 million; 

Management fees consist primarily of net allowances for doubtful receivables of €4.3 million at 31 December 2008, compared 

with €1.3 million au 31 December 2007. 

The low level of other management fees is explained by the internal provision within the Group of rental management services 

for virtually all of the shopping centres in operation. 

n Contingent rental revenues 

The contingent rental revenues represent variable rents indexed primarily to tenants’ revenues. They amounted to €1.13 

million in 2008 compared with €1.62 million in 2007, or 0.9% and 1.7% of rental revenues respectively. 

n Lease term - Group as Lessor 

The lease term customarily granted to tenants is nine years or longer. 

The future rental revenues in respect of non-cancellable periods of the lease, corresponding to minimum payments stipulated 

in the contract, are: 

12/31/2008 12/31/2007 

Less than one year 131,441 105,409 

Between 1 and 5 years 313,822 231,340 

Over 5 years 87,083 71,875 

‘GUARANTEED MINIMUM RENT 532,346 408,624 

151


14.2. Net property income 

n Breakdown of net property income 

12/31/2008 12/31/2007* 

Revenue 778,957 341,893 

Cost of sales (676,890) (280,413) 

Marketing expenses (14,508) (6,160) 

Net allowance to provisions (34,663) (2,927) 

Amortisation of costumer relationships (21,298) (24,627) 

Net property income 31,598 27,767 

* Cogedim: contribution over 6 months 

The Group’s net property income amounted to €31.6 million in 2008, compared with €27.77 million in 2007. 

Before amortisation of the customer relationships recognised upon the acquisition of Cogedim, net property income came to 

€52.9 million. 

Net property income breaks down by operating segment as follows: 

• Recurring activities: €75.60 million in 2008 compared with €50.60 million in 2007. 

The acquisition of Cogedim in July 2007 had an impact over the full year in 2008 and accounted for the €25 million increase 

in net property income; 

• Non-recurring activities: loss of €44 million in 2008 compared with a loss of €22.83 million in 2007: 

– development of shopping centres: loss of €0.9 million in 2008 compared with a loss of €1.8 million in 2007. 

Net property income from non-recurring activities derives from off-plan sales (VEFA) related to the development of shopping centres. 

The negative figure is attributable to the decision to set aside a €2.1 million provision for losses to completion on one project. 

– net allowance to provisions: €21.77 million in 2008, compared with 0 in 2007. 

These allowances relate principally to fees from property development for third parties written down over the period and 

reached a high level in 2008 owing to the financial and economic crisis. 

– amortisation of customer relationships: negative impact of €21.3 million in 2008 compared with €24.63 million in 2007. 

Selling expenses included fees paid to external service providers, other marketing costs and vendor commissions paid by the 

Group that are recognised based on the percentage of completion of construction work. 

14.3. Net overhead costs 

n Breakdown of net overhead costs 

12/31/2008 12/31/2007 * 

External service providers 39,975 18,165 

Staff costs (44,137) (23,629) 


Depreciation expense on operating assets (3,237) (1,791) 

Allowance to provisions (81) 

Amortisation of customer relationships (14,593) 

NET OVERHEAD COSTS (49,439) (25,635) 


152 

These items relate to the Group’s service companies.

n External service providers 

These break down by operating segment as follows: 

• Shopping centres: €6.67 million in 2008 compared with €5.27 million in 2007. 

This income consists of rental management fees (syndicate agent, shopping centre management, administrative assistance, 

etc.). These fees are received as remuneration for managing shopping centres both for the Group’s own account and for the 

account of third parties. 

Of the rental property management fees, close to 96% were generated by the shopping centre business in France and the 

remainder in Spain. 

• Property development for third parties: €29.39 million in 2008 compared with €8.69 million in 2007. 

This income derives from delegated project management services. Aside from the full-year impact of Cogedim, the increase 

recorded was attributable to the recognition of incentive fees linked to the success of large-scale office property projects. 

• Non-recurring activities: €3.9 million in 2008 compared with €4.2 million in 2007. 

These fees result from provision of services, in particular top-level project steering, for shopping centres under development 

in France and Italy. 

n Staff cost 

(in € thousand) 12/31/2008 12/31/2007 * 

Staff remuneration (55,634) (34,804) 

Payroll taxes (24,041) (15,311) 

Benefits payable at retirement 358 (639) 

Cost of employee benefits (7,419) (5,571) 

Other staff costs (3,367) (4,442) 

Capitalised production and change in inventories 45,966 37,137 

STAFF COSTS (44,137) (23,629) 


The staff costs line item presents staff costs that cannot be allocated to the cost of services provided internally by the Group’s 

service companies. 

Total staff costs incurred by the Group amounted thus to €90.1 million. 

Of this amount, €46 million was capitalised. 

The increase in staff costs was primarily attributable to the full-year impact of Cogedim, which was consolidated for the first 

time from July 2007, and to a lesser extent to the growth recorded by other Group units. 

Staff remuneration and payroll taxes include commissions paid to vendors, mainly for the property development for third 

parties business. 

Other staff costs include incentive and mandatory profit-sharing, as well as the cost of personnel from outside the Group. 

n Other overhead costs 

(in € thousand) 12/31/2008 12/31/2007* 


Capitalised production and change in inventories 24,276 22,503 

OTHER OVERHEAD COSTS (27,367) (18,379) 


The “Other overhead costs” line item shows overhead costs other than staff costs and depreciation of operating assets that 

cannot be allocated to the cost of services provided internally by the Group’s service companies. 

153


Total other overhead costs incurred by the Group thus amounted to €51.64 million. 

Of this amount, €24.28 million was capitalised. The increase in other overhead costs was primarily attributable to the 

full-year impact of Cogedim, which was consolidated for the first time from July 2007, and to a lesser extent to the growth 

recorded by other Group units. 

Other overhead costs consist of costs such as service charges, fees, advertising costs, other taxes and duties, etc. borne by 

the Group’s service companies, as well as a portion of the Managers’ fee. 

n Amortisation of customer relationships 

The portion of net overhead costs comprising the amortisation of customer relationships relates to the incentive fees referred 

to above. 

14.4. Other income and expense 


Expenses on land and service charges (rebillable and not rebillable) (2,656) (4,224) 

Advertising costs (1,018) (1,889) 

Fees (6,855) (5,122) 

Losses on abandoned projects - (1,077) 

Carrying amount of PP&E/intangible assets sold (300) 

Other taxes and duties (731) (259) 

Other finance costs (770) (372) 

Banking services (315) (219) 

Deed-related and litigation costs (156) (240) 

Other exceptional costs (375) (373) 

Allowances to provisions for doubtful receivables and losses on unrecoverable receivables (251) (174) 

Other (4,641) (2,602) 

OTHER EXPENSES (18,069) (16,552) 


Rental revenues and service charges passed on to lessees 2,960 4,148 

Other exceptional income 245 1,694 

Expense transfers/other expenses 61 790 

Other finance income 225 347 

Reversals of provisions for doubtful receivables 815 14 

Revenues from companies wound up 347 (0) 

Proceeds from the sale of PP&E 306 706 

Other 3,727 2,124 

OTHER INCOME 8,685 9,823 


Other income and expense corresponds to revenues earned and expenses incurred by the Group’s non-service companies. 

For the owned shopping centre business, it principally comprises fees and advertising costs incurred by shopping centres in 

operation during the normal operating cycle of centres, rental revenues net of expenses incurred on centres under development 

and shopping centre launch and opening costs for shopping centres in operation not eligible for capitalisation. 

154

14.5. Net gain/(loss) on sale of investment assets 

12/31/2008 12/31/2007 

Proceeds from sale of investment assets 23,830 - 

Carrying amount of assets sold (23,492) - 

GAIN ON SALE OF INVESTMENT ASSETS 338 - 

The net gain/(loss) on the sale of investment assets derived from three asset disposals: one supermarket in the French 

provinces, city-centre ground-floor retail properties and a shopping mall in Paris. 

14.6. Other items contributing to operating profit 

n Breakdown 


Change in value of investment properties (86,306) 411,911 

> of which Change in value of investment properties delivered 96,815 182,431 

> of which Other changes in value of investment properties (183,121) 229,480 

Net impairment losses on assets under development (17,488) 163 

Net impairment losses on other non-current assets 654 (2,345) 

Net allowance for provisions (10,336) (127) 

Positive difference on first-time consolidation – 1,603 

Amortisation of customer relationships (91,545) – 

Impairment of goodwill (225,290) 

OTHER ITEMS CONTRIBUTING TO OPERATING PROFIT (430,312) 411,204 



The change in the fair value of investment property represented an expense of €86.3 million at 31 December 2008. 

Assets delivered during the financial year contributed a gain of €96.81 million to this change. 

The negative balance of other changes in value predominantly reflects shopping centres in service at 31 December 2007 and 

primarily derived from the increase in capitalisation rates, offset partially by the effects of asset management and indexation. 

Net impairment losses on assets under development, which represented an expense of €17.5 million, primarily related to 

development projects in Spain for which the fees and previously capitalised finance costs were written down (see note 12.4), 

and to a lesser extent, to the halting of a project and the impairment of two assets in France. 

Net impairment losses on other non-current assets represented a gain of €0.65 million owing to the partial write-back of a 

provision for land related to a shopping centre in operation. 

The net allowance to provisions, which represented an expense of €10.33 million, comprises the following items: 

• impact of the plan to protect jobs at Cogedim: negative €4.9 million; 

• loss to completion on a project: negative €3.2 million; 

Of the impairment losses recorded during the financial year, €223.3 million related to Cogedim and €2 million to Altareit. 

See note 13.1. 

The impairment of customer relationships derived principally from margin contraction, a higher cancellation rate and the halt 

called to certain developments. 

155


• In 2007 

The change in the fair value of investment property yielded a gain of €411.9 million at 31 December 2007. 

Assets delivered during the financial year led to an increase of €182 million in the fair value of investment property. 

The impairment loss on other non-current assets, an expense of €2.35 million, derived predominantly from land on which 

construction is no longer permitted. 

The net allowance to provisions represented an expense of €0.13 million. 

The difference in goodwill corresponds entirely to the reversal of negative goodwill resulting from Cogedim’s acquisition of 

90% of the ownership units of Arbitrage & Investissements and Arbitrage & Investissements 2 during the second half of 2007. 

Cogedim had previously held a 10% interest in each of these companies, whose business is selling individual housing units. 

14.7. Net cost of debt 

(in € thousand) 12/31/2008 12/31/20087 * 

Bank interest costs (overdrafts) (511) (1,260) 

Bank interest costs (debt) (5,296) (3,443) 

Interest costs on loans from credit institutions 

and current advances provided by external partners not capitalised 

(89,891) (47,277) 

Non–use fees (1,544) (309) 

Finance costs on swaps (585) (992) 

Interest income from swaps 20,408 6,924 

Net proceeds from the sale of marketable securities 2,235 2,092 

Other financial income and expense 27 (437) 

NET COST OF DEBT (75,158) (44,704) 


Interest expense on borrowings from credit institutions includes the effect of amortising issuance costs in accordance with 

IAS 32 and IAS 39. 

In 2008, the net cost of debt of the recurring activities (shopping centres in operation, property development for third parties) 

amounted to €67.7 million, compared with €38.1 million in 2007. The increase was attributable to the acquisition and 

start-up of new shopping centres in 2008. 

In 2008, the net cost of debt of the non-recurring activities amounted to €7.4 million, compared with €6.6 million in 

2007. In general, in the non-recurring activities, in particular shopping centre development, finance costs are capitalised in 

accordance with the revised IAS 23. 

n Capitalised finance costs 


Capitalised finance costs (29,694) (20,574) 


Capitalised finance costs related only to companies carrying an asset under development (shopping centres and property 

development for third parties). 

The capitalisation rate used to determine the amounts of borrowing costs that may be included in the carrying amount of 

assets corresponds to the interest rate on financing assigned specifically to asset development or, if there is no specific 

financing, to the average cost of debt borne by the Group and not assigned specifically to another purpose, which is roughly 

3.5%. 

156

14.8. Other components of profit before tax 

n Breakdown 

(in € thousand) 12/31/2008 12/31/20087 * 

Change in fair value and gain/loss on the sale of financial instruments (110,395) 2,099 

Gain (loss) on sale of participating interests (157) 31 

Share of earnings of equity-method associates (26,290) 6,921 

Dividends 0 (0) 

Discounting of payables and receivables (3,519) (5,866) 

OTHER COMPONENTS OF PROFIT BEFORE TAX (140,361) 3,185 


The change in the value of financial instruments represented a net cost of €110.4 million in 2007 compared with a net gain 

of €2.1 million in 2007. 

The change in fair value of financial instruments corresponds to the change in fair value of the interest-rate hedging instruments 

(swaps, collars and caps) used by the Group. It represented a net cost of €124.4 million at 31 December 2008. The change 

recorded by comparison with 2007 resulted from the use of new hedging instruments in 2007 and 2008, as well as the 

reduction in interest rates observed during the fourth quarter of 2008. 

Disposals of financial instruments by the Group’s holding companies led to an after-tax gain of €14.0 million before tax. 

In 2008, the discounting of receivables and payables represented an expense of €3.5 million. 

This loss resulted principally from the impact of the Group’s buyback of Cogedim’s future acquisition debt, offset partly by 

the discounting effect obtained in return for this early repayment. 

The Group’s share of earnings of equity-method associates represented a charge of €26.3 million. 

This expense was principally attributable to the loss of €28.7 million recognised on the shareholding in Russia held by the 

Group. See note 13.6. 

Aside from this expense, the principal impact recorded on the share of earnings of equity-method associates was the 

contribution from Semmaris (owned shopping centre business). 

15. Income taxes 

n Income tax payable 

(in € thousand) Current Non-current 


Income tax due 1,488 6,307 403 633 

SIIC regime tax payable 237 5,151 403 633 

Non-SIIC regime tax due 1,251 1,156 - - 

NET CURRENT TAX LIABILITY 1,488 6,307 403 633 


The Group’s tax liability under the SIIC tax regime consisted mainly of the outstanding balance of the exit tax levied upon exit 

from the ordinary tax regime and payable over four years. The last instalment payable of the tax recognised in 2005 (when 

the Group elected to adopt SIIC status) was paid on 15 December 2008 and amounted to €4,786 thousand. An additional 

exit tax liability of €844 thousand was recognised in 2007 upon the decision by newly acquired companies to adopt SIIC 

tax status. 

157


Income tax payable and due dates: 

(in € thousand) 2009 2010 2011 

Tax due – SIIC regime 237 204 199 

Tax due – non-SIIC regime 1,251 – 

net current tax liability 1,488 204 199 

n Advance tax payments 

(in € thousand) Current Non-current 


Advance tax payments 5,728 4,843 – – 

SIIC regime tax payable 1,023 75 – – 

Non SIIC regime tax due 4,706 4,769 – – 

net advance tax payments 5,728 4,843 – – 

n Analysis of tax expense 


Total 


SIIC non-SIIC SIIC non-SIIC 

tax due (318) (959) (1,332) (8,385) (1,277) (9,717) 

Tax losses and tax credits 88,357 (643) 3,304 88,357 2,661 

Valuation differences 43,845 8,926 43,845 8,926 

Fair value of investment properties 12,228 (16,249) 12,228 (16,249) 

Fair value of financial instruments 806 16,142 2,610 (2,027) 16,949 583 

Other timing differences 2,786 9,287 (74) (4,291) 12,073 (4,365) 

Deferred taxes 3,592 169,860 1,893 (10,337) 173,452 (8,444) 

Total tax benefit/(expense) 3,274 168,902 561 (18,722) 172,176 (18,161) 

The tax expense of the SIIC sector corresponds to income tax incurred by companies with SIIC status in respect of their nonexempt 

activities. 

Deferred tax on differences in the fair value of investment properties derived primarily from shopping centres outside France 

(outside the scope of the SIIC exemption). 

Deferred tax arising on valuation differences chiefly reflects the amortisation and impairment of customer relationships. 

Deferred tax arising from tax losses chiefly reflects (in an amount of €97 million) the capitalisation of tax losses generated by 

the property development for third parties business from the merger between Compagnie ALTAREA Habitation and Cogedim 

SAS. 

158

n Effective tax rate 

12/31/2008 12/31/2007 

(in € thousand) SIIC Non–SIIC Total SIIC Non–SIIC Total 

Profit before tax of companies included 

in the cons. financial statements 

(60,095) (469,338) (529,433) 402,223 48,557 450,780 

Tax rate in France 34.43% 34.43% 34.43% 34.43% 34.43% 34.43% 

Tax at standard rate 20,691 161,593 182,284 (138,486) (16,718) (155,204) 

Permanent differences 

Profits of companies with SIIC status (16,213) – (16,213) 138,730 – 138,730 

Other 120,688 70,369 191,057 – (1,168) (1,168) 

Loss carryforwards on tax losses before profit for the year – 97,051 97,051 

Loss carryforwards and other timing differences 

not recognised as assets 

(120,820) (157,616) (278,436) (1,275) (1,963) (3,238) 

Offset of prior losses not recognised as assets – 298 298 

Earnings taxable at a rate other than the standard rate – (2,794) (2,794) 95 1,390 1,485 

Other taxes (1,072) 0 (1,071) – – – 

Tax at standard rate 3,274 168,902 172,176 561 (18,722) (18,161) 

Tax at reduced rate – – – 

Group tax saving/(expense) 3,274 168,902 172,176 561 (18,722) (18,161) 

Effective tax rate 5.4% 36.0% 32.5% –0.1% 38.6% 4.0% 

For Group companies that have elected to adopt SIIC status, permanent differences correspond to profits that are not taxed 

by virtue of the SIIC exemption. 

Tax incurred by the SIIC sector corresponds to current and deferred tax on the taxable activities of companies that have 

elected to adopt SIIC status. 

Other permanent differences primarily reflect the impairment of goodwill and investments in equity associates. 

In 2008, a deferred tax gain of €97 million was recognised in respect of the tax losses generated at Cogedim SAS in the 

wake of the merger between Compagnie ALTAREA Habitation and Cogedim attributable to the impairment in Cogedim’s value. 

This deferred tax gain was measured on the basis of the recovery in taxable income projected by the Group by the property 

development for third parties business between 2009 and 2013. The tax saving is to be recognised as follows: €44 million 

over the first three years, i.e. from 2009 to 2011, and €53 million over the following two years, i.e. in 2012 and 2013. 

159


n Deferred tax assets and liabilities 


Tax losses 

and 

tax credits 

Valuation 

differences 

Fair value of 

investment 

propertie 

Fair value 

of financial 

instruments 

Other timing 

differences 

Total 

At 01 janvier 2007 (2,723) (4,040) (13,319) (5,506) 2,000 (23,588) 

Expense (income) - SIIC (643) – – 2,610 (74) 1,893 

Expense (income) - non SIIC 3,304 8,926 (16,249) (2,027) (4,291) (10 337) 

Expense (income) recognised in the income statement 2,661 8,926 (16,249) 583 (4,365) (8 444) 

Deferred taxes recognised in equity – – – – (2,572) (2 572) 

Other changes – 0 – 0 – 0 

Change in scope of consolidation – (85,445) – (792) (12,256) (98,494) 

Change of accounting method 0 0 0 – 0 0 

At 31 december 2007 (62) (80,559) (29,568) (5,715) (17,193) (133,098) 

Expense (income) - SIIC – – – 806 2,786 3,592 

Expense (income) - non SIIC 88,357 43,845 12,228 16,142 9,287 169,860 

Expense (income) recognised in the income statement 88,357 43,845 12,228 16,949 12,073 173,452 

Deferred taxes recognised in equity – – – – (3,138) (3,138) 

Other changes 6,362 38 (0) 477 (6,876) (0) 

Change in scope of consolidation – (4,234) (0) (0) 192 (4,042) 

Change of accounting method 0 0 0 – 0 0 

At 31 december 2008 94,657 (40,910) (17,340) 11,710 (14,942) 33,174 

Deffered tax asset Deffered tax liability Not deffered tax 

At 31 december 2007 578 133,676 (133,098) 

At 31 december 2008 63,682 30,508 33,174 

Deferred taxes recognised in equity relate to the stock option and stock grant plans expensed under staff costs with a 

corresponding adjustment to equity in accordance with IFRS 2 and the cancellation of gains and losses arising on sales of 

treasury shares. 

The changes in the scope of consolidation related principally during 2008 to deferred tax liabilities arising on the valuation 

differences upon the first-time consolidation of Altapinerolo1 (€4 million) and during 2007 to deferred tax liabilities arising 

on the valuation differences upon the first-time consolidation of Cogedim (€85 million). 

160

16. Information on the cash flow statement 

n Net cash and cash equivalents 


Marketable securitie 219,198 64,341 

Cash 76,693 38,547 

Total cash 295,891 102,888 

Bank overdrafts (4,778) (10,164) 

Total net cash and cash equivalents 291,114 92,724 

Marketable securities, which consist of cash invested in money-market funds, are carried at their market value on 31 December 

each year. 

n Acquisitions of consolidated companies, net of cash acquired 


Investments in consolidated securities (284,759) (456,448) 

Cash held by companies acquired 12,736 60,420 

acquisition of consolidated companies, less cash acquired (272,023) (396,029) 

During 2008, investments in consolidated securities primarily reflected the repurchase of the Cogedim acquisition debt from 

Natixis on 30 April 2008 and 19 June 2008 for a total amount of €235.3 million, as well as a €25 million earn-out payment 

for Cogedim and also the consideration paid to acquire Fromagerie Paul Renard for €14.7 million. The cash acquired 

primarily related to the treasury held by Fromagerie Paul Renard, which amounted to €12.7 million. (See Note 8). 

During 2007, investments in consolidated securities reflected the initial amounts laid out in connection with the acquisition of 

Cogedim for €380 million. The cash acquired related primarily to Cogedim’s cash position, which amounted to €61.7 million. 

n Change in the working capital requirement 

(in € thousand) 12/31/2008 12/31/2007 30/06/2007 

Inventory 126,630 (70,127) (5,771) 

Trade receivables (57,757) (16,031) (12,571) 

Trade payables 79,740 11,790 8,335 

Change in operating WCR 148,613 (74,368) (10,007) 

Other receivables (8,948) (21,738) (3,545) 

Other payables (706) 59,280 6,402 

Change in the WCR and other receivables and payables (9,654) 37,541 2,857 

Total change in the WCR 138,959 (36,827) (7,150) 

161


17. Other information 

17.1. Earnings per share 

n Basic earnings per share (in €) 

Basic earnings per share is calculated by dividing profit attributable to Group shareholders by the weighted average number 

of ordinary shares in issue during the period. 

n Diluted earnings per share (in €) 

Diluted earnings per share is calculated using the share repurchase method. Under this method, the funds received from the 

exercise of warrants or options are assumed to be applied first to repurchasing own shares at the market price. The market 

price is taken to be the volume-weighted average of average monthly prices of ALTAREA shares. 

The theoretical number of shares that would be repurchased at this market price is subtracted from the total number of shares 

produced by the exercise of warrants and options. The number calculated using this method is then added to the average 

number of shares in issue to produce the denominator. 

When the theoretical number of shares to be bought at market price is greater than the number of potentially dilutive shares, 

the difference is disregarded. The weighted average number of shares after dilution is then equal to the average number of 

shares before dilution. 

12/31/2008 12/31/2007 

Numerator 

Profit attributable to Group shareholders (€ thousand) (397,056) 429,417 

Denominator 

Weighted average number of shares before dilution 8,989,981 7,807,282 

Effect of dilution Stock options and stock grants 128,433 90,198 

Total potential dilutive effect 128,433 90,198 


Basic earnings per share (in €) (44.17) 55.00 

Diluted earnings per share (in €) (43.54) 54.37 

17.2. Dividends paid and proposed 

At the Combined General Meeting of 26 May 2008, shareholders approved: 

– payment of a dividend of €6 per share, representing a total payout of €47.8 million, 

– the payment to the General Partner of the preferential dividend equivalent to 1.5% of the annual dividend payout pursuant 

to Article 32 para. 5 of the Articles of Association, reduced by half for the first payment, i.e. €358 thousand. 

The payment of a dividend of €7 per share, representing an aggregate amount of €70.6 million, is to be put to a vote at 

the forthcoming Annual General Meeting called to approve the financial statements for the 2008 financial year. It will be 

accompanied by a proportional payment to the sole general partner, namely Altafi 2, of €1,059 thousand, representing 1.5% 

of the amount paid to limited partners. 

162

17.3. Related parties 

n Remuneration of the founding shareholder-managers 

Alain Taravella does not receive any compensation and benefits from ALTAREA SCA or its subsidiaries. Alain Taravella receives 

compensation and benefits from the holding companies (of Altafinance and, with effect from 26 May 2008, Altafinance 2), 

which control the ALTAREA group. 

In his capacity as Chairman of ALTAREA SCA’s Supervisory Board, Jacques Nicolet received gross compensation and benefits 

directly from ALTAREA SCA with effect from June 2008 amounting to €153 thousand or €209 thousand including payroll 

charges. Jacques Nicolet does not receive any other compensation and benefits from ALTAREA SCA or its subsidiaries. 

No share-based payments were granted by ALTAREA SCA to its founding shareholder-managers. No other short-term or 

long-term benefits or other forms of compensation and benefits were granted to the founding shareholder-managers by 

ALTAREA SCA. 

n Remuneration paid in accordance with ALTAREA SCA’s Articles of Association 

ALTAREA SCA and its subsidiaries pay the Management–Altafinance and subsequently Altafinance 2 represented by Alain 

Taravella–in accordance with Article 14 of its Articles of Association. Accordingly, an expense of €1,802 thousand was 

incurred, representing the Managers’ fixed fee, plus a €2,377 thousand discretionary fee based on the property sales recorded 

by the property development for third parties business and investment, acquisition and sale transactions conducted by the 

shopping centre business. 

n Remuneration of the Group’s principal senior managers 

(in € thousand) 12/31/2008 12/31/2007 (1) 

Gross salaries* 3,464 2,403 

Payroll taxes 1,325 838 

Other short- or long-term benefits and remuneration 49 42 

Rights to ALTAREA SCA’s stock grant awards 40,430 19,822 

ALTAREA SCA’s share subscription warrants 65,000 65,000 

Stock options on ALTAREA SCA shares 15,737 12,240 

Rights to Cogedim’s stock grant awards (2) 722 

* including variable portion 

(1) Comparable information 

(2) Rights to Cogedim’s stock grant awards were converted into rights to ALTAREA’s stock grant awards in 2008. 

At 31 December 2008, the definition of the Group’s senior managers differs from that stated in the notes to the consolidated 

financial statements for the financial year ended 31 December 2007 (see note 14.3). Senior managers are now considered 

to be the principal managers of ALTAREA SCA’s operational subsidiaries and members of ALTAREA SCA’s Supervisory Board, 

who receive compensation and benefits, namely Jacques Nicolet, Chairman of the Supervisory Board (from June 2008; 

Managers’ fixed fee was reduced proportionately) and Matthieu Taravella. For information purposes, comparative figures in 

respect of 2007 are provided. 

163


n ALTAREA SCA’s ownership structure 

Ownership of ALTAREA’s shares and voting rights is as follows: 

as a percentage 12/31/2008 12/31/2008 12/31/2007 12/31/2007 

% share capital % voting rights % share capital % voting rights 

Founding shareholders* 55.83 49.05 15.84 12.72 

Altapar sas 0 0 55.85 51.49 

Foncière des régions 12.04 10.57 

Crédit Agricole Group 10.87 14.58 10.73 13.11 

MS RESS fund** 6.8 11.94 8.72 13.94 

ABP 5.77 5.06 

Opus investment BV 0.82 0.72 

Treasury shares 1.05 0 0.92 0 

FCPE + free float 6.82 8.08 7.94 8.74 

Total 100 100 100 100 

* in their own name (or the name of relatives) or via legal entities (other than Altapar SAS) that they control. 

The founding shareholders are Alain Taravella and Jacques Nicolet. 

At 31 December 2007, Altapar was 73.7% owned by the founders, Alain Taravella and Jacques Nicolet, via Altafinance and 

26.3% owned by Foncière des Régions. 

n Related party transactions 

The related parties are understood in this case to be the legal entities that are under common control with the Group. 

These entities are SAPM SAS, Altapar SAS, 14 Rue des Saussaies and Matignon Toulon Grand Ciel SCI, as well as the 

holding companies controlling the ALTAREA group. Following the restructuring of the ownership structure described in note 

8 “Significant events”, there were three holding companies controlling the ALTAREA group, namely Altafinance 2, Alta 

Patrimoine and JN Holding, which took over from Altafinance SAS and Altapar SAS (merged into ALTAREA SCA). 

Transactions with these related parties relate to services provided by ALTAREA to related parties or vice versa or financing 

transactions. 

The services charged by the ALTAREA group to related parties on an arm’s length basis amounted to a total of €363 thousand 

in 2008. 

As part of the acquisition of Cogedim and until 26 May 2008, when Altafinance was merged with ALTAREA SCA after Altapar 

was merged with Altafinance, Altapar provided Compagnie ALTAREA Habitation (CAH), a subsidiary of ALTAREA SCA, with 

a loan of €245 million and charged CAH a first-demand guarantee fee of €1,434 thousand for guaranteeing the payment 

of the future share of the acquisition cost of Cogedim shares. In the wake of the restructuring of ALTAREA SCA’s ownership 

structure, ALTAREA acquired this debt in two stages from Natixis on 30 April 2008 and 19 June 2008. This acquisition was 

funded partly by drawing on the Group’s capital and partly through the arrangement of intra-Group loans with the Altafinance 

2 and JN Holding holding companies in respective amounts of €160 million and €10 million at 19 June 2008. 

On 7 July 2008, the amount of €170 million due to shareholders shown on the balance sheet at 30 June 2008 was repaid 

through offset of the same amount against the capital increase carried out by these two ALTAREA holding companies. These 

loans accrued interest of respectively €484 thousand and €30 thousand. 

Lastly, trade receivables and other accounts receivable from related parties in an amount of €287 thousand and trade 

payables and other accounts payable to related parties amounting to €1,148 thousand appeared on the balance sheet at 


164

17.4. Lease obligations - as lessee 

n Minimum rents payable on operating leases: 

These relate to rents payable by the Group over the non-cancellable term of the lease for occupancy of office space leased by 

the Group for its own operating use. There are no contingent rents under these lease contracts. 

12/31/2008 12/31/2007 

Less than 1 year 6,207 7,853 

Between 1 year and 5 years 19,522 21,761 

Over 5 years 15,264 20,645 

minimum rent payment dues 40,993 50,259 

n Finance leases: 

In 2007, the ALTAREA group bought three finances leases, either directly (Vichy) or indirectly by taking over the companies 

carrying the leases (Majes and Bretigne). 

The key figures are given below. 

n liabilities vis-à-vis credit institutions on finance leases 

12/31/2008 12/31/2007 

Debt due in less than 1 year 613 630 

Debt due in more than 1 year and less than 5 years 2,555 2,495 

Debt due in more than 5 years 840 1,436 

Total 4,008 4,561 

n Future lease payments 

12/31/2008 12/31/2007 




Total, gross 4,559 5,284 




Total, present value 4,166 4,590 

n Carrying amount of assets held under finance leases 

12/31/2008 12/31/2007 

Land and buildings – – 

Other items of property, plant and equipment – – 

Investment property 14,051 16,196 

Total 14,051 16,196 

165


17.5. Other off-balance sheet commitments 

n Commitments given 

The main commitments given by the Group are mortgages and mortgage commitments made to secure loans or lines of credit 

from credit institutions. See note 13.16, “Financial liabilities”. In addition, ALTAREA SCA guarantees loans to other Group 

companies in an amount of €665.2 million. These commitments principally comprise a joint and several guarantee from 

ALTAREA SCA to Cogedim SAS in respect of the €300 million loan arranged in connection with the acquisition of Cogedim. 

Pledges of securities, assignments of receivables (intra-Group loans, rental income, interest rate hedges, VAT, insurance 

policies, etc.) and undertakings not to sell or assign ownership units are also made by the Group to secure certain loans. 

• Owned shopping centre business 

The main other commitments given in the owned shopping centre business are deposits or guarantees given primarily to credit 

institutions, partners or sellers of land in the amount of €115.5 million at 31 December 2008. 

As part of the development of shopping centres and property development for third parties, performance bonds are granted 

by financial institutions to customers in connection with their acquisition. In return, ALTAREA gives the financial institution 

a promise of mortgage security and an undertaking not to sell ownership units. 

In connection with projects under development, the Group signed contingent sale contracts and forward sale contracts in a 

total amount of €150.4 million. 

• Property development for third parties 

Other commitments given by the property development for third parties business came to a total of €266.6 million, including 

performance bonds in an amount of €219.2 million and earnest and option money deposits in an amount of €16.8 million. 

n Commitments received 

• Owned shopping centres 

• Unutilised confirmed credit lines 

At 31 December 2008, ALTAREA had €102 million of confirmed credit lines that had not been utilised and were not assigned 

to specific development projects. 

• Security deposits 

Under France’s loi Hoguet, ALTAREA holds a security deposit received from FNAIM in an amount of €37 million as a 

guarantee of property management and sales activity. 

ALTAREA holds security deposits received from tenants in an amount of €6,417 thousand as a guarantee of rent payments. 

In France, ALTAREA requires performance bonds from the construction contractors on its shopping centre development 

projects. In return, ALTAREA has signed undertakings for works contracts with the construction companies. In return for 

payments made on projects under development, the Group has received bank guarantees in amounts of €38,917 thousand 

in Italy and €60,478 thousand in Spain. 

• Other commitments received (€ thousand) 

For acquisitions and buyouts of minority interests, ALTAREA secures guarantees, in particular covering potential tax liabilities. 

The representations and warranties provided by the Affine group for the sale of the controlling interest in Imaffine on 

2 September 2004 were transferred as part of the merger, and so ALTAREA now directly holds a 10-year guarantee covering 

Imaffine’s net assets before the merger. 

In connection with the acquisition of Altareit, ALTAREA received a guarantee from seller Bongrain that it would be held fully 

harmless through a reduction in the selling price from any damage or loss originating from the business activities effectively 

suffered by Paul Renard with a cause or origin predating 20 March 2008 for a period of 10 years. 

166

• Property development for third parties 

For the property development for third parties business, the Group received €138.8 million in bank guarantees covering 

payment of the price tag for development transactions. 

n Reciprocal commitments 

At 31 December 2008, ALTAREA had entered into €74,566 thousand in bilateral commitments, including €50,911 thousand 

for the property development for third parties business. 

17.6. Number of Group employees at the balance sheet date: 

The Italian and Spanish subsidiaries together represented a workforce of 62 employees at 31 December 2008, compared 

with 44 at 31 December 2007. 

12/31/2008 12/31/2007 

Managers 552 514 

Non-managers 242 233 

group headcount 794 747 

17.7. Litigation and claims 

No material litigation was initiated during the 2008 financial year. 

17.8. Events subsequent to the balance sheet date 

No significant event occurred between the balance sheet date and authorisation of the financial statements on 27 March 2009. 

167


Statutory Auditors’ fee 

Summary 

E&Y AACE Autres Total 

PPA Audit Cogedim 66,120 66,120 

PPA Audit Rungis 45,680 45,680 

Capital increases 4,000 4,000 

Additional regulatory audit concerning 

certain Italian subsidiaries 

Limited review of development projects 

for third parties completed during the year 

83,856 83,856 

117,572 117,572 

Total 111,800 4,000 201,428 317,228 

Statutory E&Y 

Amount % 

2008 2007 2008 2007 

Audit 

Independent audit, certification, review of parent 

company and consolidated financial statements 

– ALTAREA SCA 842,900.00 416,450.00 60.34% 59.46% 

– Fully consolidated subsidiaries 442,318.00 230,107.00 31.66% 32.85% 

Other services related 

to the accounting audit 

– ALTAREA SCA 111,800.00 17,445.00 8.00% 2.49% 

– Fully consolidated subsidiaries 36,408.00 0.00% 5.20% 

SuB-total 1,397,018.00 700,410.00 100.00% 100.00% 

Other services performed 

for fully consolidated subsidiaries 

Legal, fiscal, employment-related 

Other (specify if more than 10% of audit fees) 

SuB-total 

TOTAL 1,397,018.00 700,410.00 100.00% 100.00% 

Statutory AACE 

Amount % 


Audit 



– ALTAREA SCA 656,735.00 337,874.00 72.04% 64.00% 




– ALTAREA SCA 0.00% 0.00% 

– Fully consolidated subsidiaries 4.000.00 0.44% 0.00% 

SuB-total 911,665.00 527,922.00 100.00% 100.00% 





SuB-total 

Other statutories 

Amount % 


Audit 



– ALTAREA SCA 0.00 0.00 0.00% 0.00% 




– ALTAREA SCA 0.00 0.00 0.00% 0.00% 

– Fully consolidated subsidiaries 201,428.00 71.000.00 18.68% 10.66% 

SuB-total 1,078,494.00 665,734.00 100.00% 100.00% 





SuB-total 

TOTAL 1,078,494.00 665,734.00 100.00% 100.00% 

Total 

Amount % 


Audit 



– ALTAREA SCA 1,499,635.00 754,324.00 44.27% 39.83% 

– Fully consolidated subsidiaries 1,570,314.00 1,014,889.00 46.36% 53.58% 



– ALTAREA SCA 111,800.00 17,445.00 3.30% 0.92% 


SuB-total 3,387,177.00 1,894,066.00 100.00% 100.00% 





SuB-total 

TOTAL 3,387,177.00 1,894,066.00 100.00% 100.00% 

TOTAL 911,665,00 527,922,00 100.00% 100.00% 

168

18. Auditors’ report 

on the consolidated financial statements 

For the fiscal year ended 31 December 2008 


In accordance with our appointment as statutory auditors by your Annual General Meeting, we hereby present you with our 

report for the fiscal year ended 31 December 2008 on: 

• our audit of the accompanying consolidated financial statements of ALTAREA; 

• justification our assessments; 

• specific verifications required by law. 

The consolidated financial statements have been approved by the Managers. Our responsibility is to express an opinion on 

these financial statements based on our audit. 

I. Opinion on the consolidated financial statements 

We conducted our audit in accordance with professional standards applicable in France. Those standards require that we 

plan and perform the audit to obtain reasonable assurance as to whether the consolidated financial statements are free of 

material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the 

consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates 

made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides 

a reasonable basis for our opinion given below. 

In our opinion, the consolidated financial statements give a true and fair view of the assets and liabilities, financial position 

and results of all entities included in the scope of consolidation in accordance with IFRS as adopted in the European 

Union. 

Without qualifying our opinion expressed above, we draw your attention to Note 7.3, “Changes in accounting methods made 

by the Group“, which discusses the two changes of accounting method during the period concerning: 

• the redefinition of operating segments as determined during the previous fiscal year in accordance with IFRS 8, “Operating 

segments“, as a result of which the “residential property development“ and “commercial property development“ segments 

are now combined within the same segment, “third-party property development“; 

• the redefinition of cash-generating units (CGUs) and, consequently, the resulting allocation and valuation of intangible 

assets, as impairment testing is now performed on the basis of a group of CGUs (programmes) making up a single segment 

called “third-party property development“. 

II. Basis for our assessments 

The financial crisis, which has gradually been accompanied by an economic crisis, has had many effects on companies, 

particularly in terms of their business activities and financing. The accounting estimates used in preparing the financial 

statements to 31 December 2008 were made against the backdrop of a sharp decline in property transactions and a certain 

amount of difficulty in assessing the economic outlook. Against this backdrop, in accordance with the requirements of Article 

L.823-9 of the French Commercial Code concerning the justification of our assessments, we have made our own assessments 

and bring to your attention the following points: 

169


As stated in Note 7.12, “Investment property“ regarding application of the fair value model, the company’s property port folio 

is valued by measurement procedures performed by independent property appraisers. Our work consisted of becoming familiar 

with these measurements, examining the data used, assessing the reasonableness of the assumptions used, and verifying that 

the valuation method described in Note 7.12 was correctly applied. 

As stated in Note 7.5, “Estimates and assumptions affecting assets and liabilities“, the group makes certain estimates, 

notably concerning the measurement and impairment testing of assets under development, goodwill, intangible assets and 

deferred tax assets. Our work consisted of assessing the reasonableness of the assumptions on which these estimates are 

based and reviewing the calculations made by the company. 

As stated in Note 7.18, “Financial instruments“, financial assets and liabilities are recognised at fair value. This value is 

determined in reference to the published market prices for listed equities and in accordance with generally accepted valuation 

models applied by actuaries for other securities. We assured ourselves that the fair value of financial instruments as presented 

in the balance sheet and in Note 13.21, “Financial instruments“ was determined on the basis of market values or such 

actuarial values. 

As stated in Note 7.24, “Revenue and revenue-related expenses“ in paragraph b) “Net property income“, revenues and net 

property income are valued according to the percentage of completion method. They are therefore dependent on estimates 

on completion made by the company. Our work consisted of assessing the reasonableness of the assumptions on which these 

estimates are based and reviewing the calculations made by the company. 

These assessments were made as part of our audit of the consolidated financial statements taken as a whole, and therefore 

contributed to our audit opinion expressed in the first part of this report. 

III - Specific verifications 

We also carried out the specific verifications required by law of the information relating to the group provided in the management 

report. 

We have no matters to report as to their fair presentation and consistency with the consolidated financial statements. 




ERNST & YOUNG Audit 



170

ALtarea gROUP / General information 

4 

General information 

1. Persons responsible for the registration 

document and the audit of the financial 

statements 172 

1.1 Person responsible for the registration document 

1.2 Statement by the person responsible 

for the registration document 

1.3 Persons responsible for the audit 

of the financial statements 

1.4 Documents available to the public 

2. General information about the issuer 

and its share capital 173 

2.1 General information about the issuer 

2.2 General information about the share capital 

2.3 Non-equity financial instruments other than 

those convertible or exchangeable into shares 

3. Market in the company’s financial 

instruments 183 

Trends in ALTAREA’s share price over 

eighteen months 

4. Dividend policy 185 

5. Recent events and litigation 185 

6. Human resources 185 

6.1 Overview 

6.2 Key figures 

6.3 Economic and Labour Units 

6.4 Collective agreements 

6.5 Employee benefits 

6.6 Training 

7. Information that can affect ALTAREA’s 

businesses or profitability 187 

8. Competitive environment 187 

9. Risk factors 187 

10. Simplified organisatioN chart 190 

171


1. Persons responsible for the registration document 

and the audit of the financial statements 

172 

1.1 Person responsible for the registration 

document 

Alain Taravella, Manager 

1.2 Statement by the person responsible 

for the registration document 

“I declare, after taking all reasonable care to ensure that 

such is the case, that the information contained in this 

registration document is, to the best of my knowledge, in 

accordance with the facts and contains no omission likely 

to affect its import. 

I declare that to the best of my knowledge, the financial 

statements were prepared in accordance with generally 

accepted accounting principles and give a true and fair view 

of the assets, liabilities, financial position, and earnings of 

the company and all entities included in the company’s 

scope of consolidation. I also declare that to the best of my 

knowledge, the management report in section 2 gives a true 

and fair view of the businesses, earnings, financial position, 

and primary risks and uncertainties of the company and all 

entities included in the company’s scope of consolidation. 

I have obtained a statement from the statutory auditors at 

the end of their engagement confirming that they have read 

this registration document in its entirety and reviewed the 

information it contains regarding the company’s financial 

position and financial statements. 

The statutory auditors’ report on the historical financial 

data included in this registration document is provided 

in sections 3.2 and 3.6. The report on the consolidated 

financial statements provided in section 3.6 contains an 

emphasis of matter paragraph concerning the changes in 

accounting methods that took place in 2008. 

The statutory auditors’ report on the historical financial 

information for 2007, which is incorporated by reference in 

this registration document, contained an emphasis of matter 

paragraph concerning changes in accounting methods.“ 

Alain Taravella, Manager 

1.3 Persons responsible for the audit of 

the financial statements 

(a) Statutory auditors 

• AACE Ile-de-France 

10, rue de Florence, 75008 Paris, France 

Represented by Michel Riguelle 

Date first appointed: 24 December 2004 

Length of term: six fiscal years 

Term expires at the close of the Annual General Meeting 

held to approve the financial statements for fiscal 2009 

• Ernst & Young 

Tour Ernst & Young, Faubourg de l’Arche 

11, Allée de l’Arche, 92037 Paris-La Défense Cedex, France 

Represented by Marie-Henriette Joud 





(b) Alternate statutory auditors 

• Auditeurs Associés Consultants Européens (AACE) 

10, rue de Florence, 75008 Paris, France 





• Jean-Louis Robic 

23, Boulevard du Général Ferrie 

94100 Saint Maur, France 





1.4 Documents available to the public 

I, the undersigned, hereby confirm that the following 

documents are available to the public in electronic or printed 

form, and can be obtained from the company’s head office at 

8, avenue Delcassé, 75008 Paris, during office opening hours: 

• The company’s most recent Articles of Association; 

• All reports, letters and other documents, past financial 

data, and expert opinions or statements requested by 

the company that are included or mentioned in this 

registration document; and 

• Financial data for the company and its subsidiaries for the 

two fiscal years prior to the year in which this registration 

document is published. 

Alain Taravella, Manager

2. General information about the issuer 

and its share capital 

2.1 General information about the issuer 

(a) Company name (Article 3 of the Articles of 

Association) 

The Company’s name is ALTAREA. 

(b) Legal form – governing law (Article 1 of the 

Articles of Association) 

ALTAREA was originally incorporated as a French société 

anonyme. It was transformed into a société en commandite 

par actions by resolution of the shareholders at their 

ordinary and extraordinary general meeting held on 26 June 

2007. ALTAREA is a company incorporated under the laws 

of France and governed principally by the provisions of book 

II of the French Commercial Code. 

ALTAREA is therefore subject to French law. 

(c) Specific applicable legislation 

Following the decision taken in March 2005 by the Company 

and its eligible subsidiaries to elect for the tax regime of 

Sociétés d’Investissements Immobiliers Cotées (SIIC) in 

accordance with article 208 C of the French General Tax 

Code – decree no. 2003-645 of 11 July 2003, ALTAREA is 

subject to the specific provisions of that regime (see below). 

(d) Registered office (Article 4 of the Articles of 

Association) 

The Company’s registered office is at 108, rue de Richelieu, 

75002 Paris. 

Its telephone number is 00 33 (0) 1 44 95 88 10. 

(e) Date of incorporation and term (Article 5 of the 


The Company was incorporated on 29 September 1954 and, 

in accordance with article 5 of its Articles of Association, 

has a term of 99 years as of that date, unless extended or 

wound up early. 

(f) Corporate object (Article 2 of the Articles of 

Association) 

The Company’s corporate object is: 

• principally: to acquire any and all land, property rights 

or buildings and any and all assets and rights that may 

constitute an accessory or appendix to said property assets, 

to build properties and undertake any and all transactions 

directly or indirectly connected with their construction, 

to operate and enhance the value of said property assets 

through their letting, to lease any and all property assets 

either directly or indirectly, to hold equity interests in the 

entities referred to in article 8 and paragraphs 1, 2 and 3 

of article 206 of the French General Tax Code and, more 

generally, to acquire equity interests in any and all entities 

whose main object is the operation of rental properties, and 

to run, manage and assist such entities; 

• secondarily: to manage, appraise and develop properties, 

to acquire property assets with a view to reselling, 

renovating, repairing, maintaining and cleaning them, to 

develop, manage and run shopping centres, to acquire 

equity investments or interests, directly or indirectly, in 

any and all companies or entities engaged in any kind of 

property-related business; 

• exceptionally: to exchange or transfer by way of sale, 

capital contribution or otherwise any property assets 

acquired or built for the purpose of letting in accordance 

with the company’s principal object; 

• generally: to undertake any and all civil, financial, commercial, 

industrial, securities and real property transactions to facilitate 

the achievement of any of the foregoing objects. 

(g) Trade and companies registry 

The Company is registered at the Paris Trade and Companies 

Registry under registration number 335 480 877. 

The Company’s SIRET number is 335 480 877 00414 and 

its business code is 703D (administration of other property 

assets). 

(h) Inspection of legal documents 

Legal documents relating to the Company which must be made 

available by law to the shareholders may be inspected at the 

Company’s head office at 8, avenue Delcassé, 75008 Paris. 

(i) Financial year (Article 25 of the Articles of 

Association) 

The financial year begins on 1 January and ends on 

31 December. 

(j) Allocation of earnings (Article 32 of the Articles 

of Association) 

The Company’s distributable profit as defined by law 

is available for distribution by the general meeting of 

shareholders. The general meeting of shareholders has sole 

discretion over its allocation. It may be allocated in full 

or in part to any general or special reserves or to retained 

earnings or distributed to the shareholders. 

173


For as long as the Company is subject to the regime set out 

in article 208 C of the French General Tax Code, the amount 

of any distributions shall be determined in accordance with 

the provisions of the second, third and fourth paragraphs of 

article 208 C II of the French General Tax Code such that 

the Company may benefit from the provisions set out in the 

first paragraph thereof. 

The general meeting of shareholders may also resolve to 

distribute sums from other reserves available to it, provided 

the law so permits. 

The annual general meeting of shareholders, voting to 

approve the financial statements for the year, may decide 

to give each shareholder the option of receiving all or part 

of the dividend in cash or in ordinary shares issued by 

the Company, in accordance with the applicable law and 

regulations. 

The General Partner is entitled to a priority dividend equal 

to 1.5% of the annual dividend paid. 

Save in the event of a capital reduction, no distribution may 

be made to the shareholders if the Company’s net equity is 

or would as a result of the distribution become lower than 

the amount of share capital plus any reserves which are not 

distributable by law. 

All of the foregoing is without prejudice to any future 

issuance of non-voting preferred shares. 

A Relevant Shareholder whose own position or the position of 

its shareholders causes the Company to become liable for the 

withholding (the “Withholding“) referred to in article 208 C II 

ter of the French General Tax Code (a “Liable Shareholder“) 

shall compensate the Company for the Withholding arising 

upon any distribution of dividends, reserves, share premiums 

or “income deemed to be distributed“ within the meaning of 

the French General Tax Code. 

All Relevant Shareholders are deemed to be Liable 

Shareholders. A shareholder claiming not to be a Liable 

Shareholder must provide evidence thereof to the Company 

no later than five (5) business days before the distribution 

payment date in the form of a satisfactory unqualified 

legal opinion from a law firm of international repute and 

with recognised expertise in French tax law, certifying that 

the shareholder is not a Liable Shareholder and that the 

distributions made to it will not cause the Company to 

become liable for the Withholding. 

Should the Company directly or indirectly hold a percentage 

of the dividend rights at least equal to that referred to in 

article 208 C II ter of the French General Tax Code in one or 

more of the sociétés d’investissements immobiliers cotées 

referred to in article 208 C of the French General Tax Code 

(a “SIIC Subsidiary“) and should a SIIC Subsidiary have 

paid the Withholding as a result of a Liable Shareholder, that 

Liable Shareholder shall, as the case may be, compensate 

the Company either for the sum paid by way of compensation 

by the Company to the SIIC Subsidiary in respect of the SIIC 

Subsidiary’s payment of the Withholding or, if the Company 

has not paid any compensation to the SIIC Subsidiary, for 

a sum equal to the Withholding paid by the SIIC Subsidiary 

multiplied by the percentage of dividend rights held by the 

Company in the SIIC Subsidiary, such that the Company’s 

other shareholders do not bear any portion of the Withholding 

paid by any of the SIICs in the chain of holding as a result 

of the Liable Shareholder (the “Additional Compensation“). 

The amount of Additional Compensation shall be borne 

by each of the Liable Shareholders in proportion to their 

respective dividend rights divided by the aggregate dividend 

rights held by all Liable Shareholders. 

The Company is entitled to set off the compensation due 

from any Liable Shareholder against the sums due to be paid 

by the Company to that Liable Shareholder. Accordingly, the 

sums due to be distributed in respect of each share held 

by the Liable Shareholder from the Company’s tax-exempt 

earnings under article 208 C II of the French General Tax 

Code pursuant to a distribution decision or a share buyback 

will be reduced by the amount of the Withholding due by 

the Company in respect of the distribution of those sums 

and/or the Additional Compensation. 

In the case of a distribution paid in shares, each Liable 

Shareholder will receive a portion of the sums distributed 

in shares inasmuch as no fractional shares will be created, 

and the balance in cash. The shares will be booked on an 

individual current account so that the set-off mechanism 

described above can be applied to that portion of the 

distribution. 

The amount of any compensation due by a Liable Shareholder 

will be calculated in such a way that the Company shall be in 

the exactly same position after payment of the compensation 

and taking account of any related tax effects, as it would 

have been had the Withholding not been payable. 

Should it transpire that (i) after a distribution of dividends, 

reserves or share premiums, or “income deemed to be 

distributed“ within the meaning of the French General Tax 

Code made from the tax-exempt earnings of the Company or a 

SIIC Subsidiary under article 208 C II of the French General 

Tax Code, a shareholder was in fact a Liable Shareholder 

on the distribution date and that (ii) the Company or SIIC 

Subsidiary should have paid the Withholding in respect of 

the sums paid to the Liable Shareholder and said sums 

were paid without application of the reduction mechanism 

described above, the Liable Shareholder will be required to 

pay the Company compensation for its loss in a sum equal 

to the Withholding that the Company would then have to pay 

in respect of each share held by that Liable Shareholder on 

the distribution date, plus where applicable the amount of 

the Additional Compensation (together the “Indemnity“). 

174

The Company has the right to set off the Indemnity due 

against all sums that might subsequently be paid to the 

Liable Shareholder without prejudice where applicable to 

the prior application to said sums of the reduction described 

above. Should, after such set-off, the Liable Shareholder 

still owe the Company any sums in respect of the Indemnity, 

the Company may once again set off the outstanding 

balance against any sums that might subsequently be paid 

to the Liable Shareholder until the debt has been fully 

extinguished. 

(k) General meetings (Article 28 of the Articles of 

Association) 

(i) Calling of meetings 

Shareholders’ meetings are called and take place in 

accordance with the provisions of the law. 

Notice of meetings may be given be electronic means 

provided that the shareholders have given their prior written 

consent. 

Meetings take place at the registered office or any other 

place indicated in the notice of meeting. 

(ii) Proxies 

All shareholders may attend meetings in person or by 

proxy, regardless of the number of shares held, simply by 

providing proof of identity and evidence that they were 

shareholders of record at least three days before the date 

of the meeting. The Managers may reduce or cancel this 

three-day requirement, provided the same conditions apply 

to all shareholders alike. 

Corporate shareholders may take part in shareholders’ meetings 

through their legal representatives or any other person duly 

appointed for the purpose by their legal representatives. 

(iii) Double voting rights 

Double voting rights are attached to all fully paid shares that 

have been registered in the name of the same shareholder 

for at least two years and to any bonus shares paid up by 

capitalising reserves, retained earnings or share premiums 

that are issued in respect of shares entitled to double voting 

rights. The double voting rights cease ipso jure if the shares 

are converted to bearer shares or transferred to another 

name, save in the case of inheritance, division of estate 

between divorcing spouses or gifts inter vivos to a spouse or 

other person of an eligible degree of relationship. 

At the annual general meeting on 20 May 2009, shareholders 

will be asked to abolish the double voting rights. Immediately 

before the meeting, a special class meeting of holders of 

shares carrying double voting rights will be convened to vote 

on the abolition of double voting rights, subject to approval 

at the annual general meeting. 

(iv) Ceiling on voting rights 

The number of voting rights that may be exercised by 

each limited partner in general meetings is equal to the 

number of voting rights attached the shares they own up to 

a maximum limit of 60% of the voting rights attached to all 

shares comprising the share capital. 

(v) Voting by mail and videoconferencing 

Voting by mail takes place in accordance with the provisions 

of the law and regulations. 

Shareholders may attend and vote at all meetings by 

videoconferencing or any other electronic means that 

permits their identification in accordance with the law and 

regulations, except for the annual general meeting held to 

approve the financial statements. 

(vi) Chairman – officers of the meeting 

General meetings are chaired by the Manager or one of the 

Managers if there is more than one. If the meeting is called 

by the Supervisory Board, it is chaired by the Chairman of the 

Supervisory Board or one of its members designated to that 

effect. Failing that, the meeting elects its own chairman. 

Minutes of meetings are drawn up and copies certified and 

issued in accordance with the law. 

(vii) Form of shares (Article 10 of the Articles of 

Association) 

Fully paid up shares may be in either registered or bearer 

form, at the shareholder’s option. 

However, any shareholder other than a natural person who 

comes to own, directly or through its controlled entities 

within the meaning of article L. 233-3 of the French 

Commercial Code, a percentage of the Company’s dividend 

rights at least equal to the percentage referred to in article 

208 C II ter of the French General Tax Code (a “Relevant 

Shareholder“) must hold all its shares in registered form 

and ensure that its controlled entities within the meaning 

of article L. 233-3 of the French Commercial Code do 

likewise. Should a Relevant Shareholder fail to comply 

with this requirement no later than the third business day 

before the date of a general meeting, its voting rights held 

directly or indirectly through its controlled entities within 

the meaning of article L. 233-3 of the French Commercial 

Code will be restricted at that meeting to one tenth of the 

shares held respectively by them. The Relevant Shareholder 

will recover all the voting rights attached to the shares it 

owns directly or through its controlled entities within the 

meaning of article L. 233-3 of the French Commercial Code 

at the next general meeting, provided that the position has 

been remedied by the conversion of all the said shares to 

registered form no later than the third business day before 

the date of the meeting. 

175


Shares may be converted from registered to bearer form 

and vice-versa in accordance with the provisions of the 

law. Notwithstanding the foregoing, the shares must be in 

registered form where this is required by law. 

Partially paid shares may not be converted to bearer form 

until they have been fully paid up. 

Ownership of the shares is evidenced by their registration 

in accordance with the provisions of the law either on a 

share registry held by the issuer or its appointed registrar 

in the case of registered shares or on an account held with 

an authorised financial intermediary in the case of bearer 

shares. If requested by a shareholder, the Company or 

authorised financial intermediary shall issue a certificate of 

registration. 

Shareholder or intermediaries who fail to provide the 

information referred to above may, in accordance with the 

provisions of the law, have their voting rights and dividend 

rights suspended or disqualified. 

The Company may at any time and at its own expense ask 

its clearing organisation for information about the name 

or corporate name, nationality and address of holders of 

securities conferring the right to vote at general meetings 

either immediately or in the future, as well as the number of 

securities held and any restrictions attached thereto. 

The shares are indivisible for the Company’s purposes. 

Joint owners of shares shall accordingly be represented for 

the Company’s purposes by one of the owners or by a person 

appointed by the owners as their sole representative. In the 

event of disagreement, the representative will be appointed 

by order of the presiding judge of the commercial court 

in summary proceedings at the request of one of the joint 

owners. 

(viii) Trading in the shares (Article 11 of the 


The shares may be traded without restriction save for any 

provisions to the contrary set out in law, regulations or the 

Articles of Association. 

(ix) Disclosure thresholds – reporting requirements 

(Article 12 of the Articles of Association) 

Apart from the legal disclosure thresholds, the Articles of 

Association require that any natural or legal person acting 

alone or in concert who comes to own or ceases to own a 

percentage of the Company’s share capital, voting rights or 

securities giving future access to the share capital equal 

to or more than one percent (1%) or any multiple thereof 

must, no later than five days after occurrence, advise the 

Company by recorded delivery mail of the total number of 

shares, voting rights or securities giving future access to the 

share capital owned either directly, indirectly or in concert. 

Any shares or securities that have not been disclosed in 

accordance with these requirements will be disqualified for 

voting purposes at all general meetings held for a period of two 

years after the date on which the requisite disclosure is finally 

made, if the failure to disclose has been duly noted and if 

requested by one or more shareholders separately or together 

holding at least one percent (1%) of the Company’s share 

capital in accordance with the terms of the law. Similarly, 

the voting rights attached to any shares that have not been 

disclosed in accordance with these requirements may not be 

exercised by the holder either in person or by proxy. 

2.2 General information about the share 

capital 

(a) Provisions of the Articles of Association 

regarding alterations to the share capital and the 

respective rights of various classes of share 

The provisions of the Articles of Association regarding 

alterations to the share capital are no more restrictive than 

the provisions of the law and they do not provide for any 

special classes of shares. 

(b) Share capital 

On the date of this document, the share capital was 

€155,849,288.78 divided into 10,199,091 fully paid 

shares all of the same class. The rounded par value is 

€15.28 a share. 

(c) Authorities involving the share capital 

Note 13.15 to the consolidated financial statements 

provides detailed information on: 

• transactions involving the share capital in 2007 and 2008; 

• stock option plans; 

• share warrants in issue; 

• share award plans; 

• employee share offers; 

• treasury shares. 

The tables below summarise authorities valid as of the date 

of this document granted to the Managers at the annual 

general meeting of shareholders held on 26 May 2008. 

176

(i) – Authorities to increase the share capital 

Authority Date of Board meeting Term 

Authority to issue for cash ordinary shares or securities giving access to the share capital, 

with pre-emptive rights. 

Authority to issue for cash ordinary shares or securities giving access to the share capital, 

without pre-emptive rights. 

Authority to issue ordinary shares or securities giving access to the share capital 

in payment for securities tendered to a public exchange offer. 

Authority to issue ordinary shares or securities giving access to the share capital 

to pay for shares purchased other than under a public exchange offer. 

Blanket limit for new share issues under all authorities granted 

to the Managers set at €120 million 

Authority to issue securities giving access to debt securities, 

up to a maximum limit of €120 million. 

Authority to issue ordinary shares or securities giving access to the share capital to minority 

shareholders of subsidiaries to acquire their interests in an ALTAREA Group company 

Authority to increase the share capital 

by capitalising reserves. 

Option of increasing the amount of an issue in case of oversubscription 

by a maximum of 15% of the original amount. 

(ii) – Share buyback programme 

05/26/2008 26 months 








05/26/2008 – 


Authority to buy back shares at a maximum price of €350 per share. 

Maximum limit of €50 million. 

Authority to reduce the share capital by cancelling shares 

purchased under the share buyback programme 

Authority to reduce the share capital by cancelling treasury shares held 

as a result of asset transfers or mergers 

(iii) – Employee share offers 





Authority to issue ordinary shares to members of an employee savings plan 05/26/2008 5 years 

Share award plans 05/26/2008 38 months 

Stock option plans (existing shares) 05/26/2008 38 months 

Stock option plans (new shares) 05/26/2008 38 months 

Blanket limit of 350,000 shares issued to executive officers or employees 05/26/2008 – 

In accordance with the provisions of Article L. 225-100 of the French Commercial Code, the tables below set out the 

authorities valid during 2008 granted by extraordinary resolution of the shareholders and their use during 2008. Each new 

authority granted to the Board of Directors or Managers supersedes and cancels all previous authorities granted for the same 

purpose. 

177


1 – Extraordinary general meeting of 26 june 2007 

Use in 2008: 

Extraordinary General 

Meeting 

Authority 

granted 

Balance of authority remaining 

at 1 January 2008 * 

Use 

in 2008 

26 june 2007 € 60,000,000 € 58,940,332 0 – 

* After capital increases of €993,200 and €66,468 on 24/12/2007 

2 – Extraordinary general meeting of 26 may 2008 

Use in 2008: 

Extraordinary General Meeting Balance of authority granted Use in 2008** Date of use 

26 may 2008 € 120,000,000 € 33,662,512.32 07/08/2008 

TOTAL € 86,337,487.68 € 33,662,512.32 

** After capital increase on 8 July 2008 

Date 

of use 

(d) Share buyback programme 

Under the authority granted at the annual general meeting 

of 26 May 2008, the Managers decided to set up a share 

buyback programme for the following purposes in order of 

precedence: (1) to make a market in the shares and ensure 

regular price quotations to avoid any swings in share price 

which are not warranted by market trends, under a liquidity 

contract that complies with the AFEI’s Code of Conduct 

dated 14 March 2005, which constitutes an accepted 

market practice by decision of the AMF on 22 March 2005; 

(2) to keep the shares for allotment upon the exercise of 

debt securities exchangeable for shares or other securities 

giving access to existing shares; (3) to keep the shares 

for allotment to executive officers and employees of the 

Company and companies related to it under stock option 

plans, share award plans or employee share ownership plans; 

(4) to keep the shares to tender as payment for future 

acquisitions (including equity interests or increased equity 

stakes); (5) to reduce the share capital by cancelling all or 

some of the shares purchased in order to optimise earnings 

and/or cash flow per share. A description of the share 

buyback programme was published in accordance with 

articles 241-1 et seq. of the AMF’s General Regulation. 

The Company bought and sold the following shares in 2008: 

Month Number of shares bought Number of shares sold Price at month end Treasury shares 

January 627 71 236.50 73,921 

February 326 792 236.50 73,455 

March 515 6,738 234.00 67,232 

April 781 48 230.70 67,965 

May 465 131 231.90 103,299 * 

June 591 61 191.50 103,829 

July 604 145 189.60 104,288 

August 294 22 189.00 104,560 

September 5,172 19 166.00 109,713 

October 7,135 236 148.49 116,612 

November 3,198 254 126.50 119,556 

December 3,880 1,145 132 106,632 ** 

178 

* This total includes 35,000 shares arising from ALTAREA’s merger by absorption of Altafinance. 

** 15,659 treasury shares were used to meet commitments under the share award plan in December 2008.

(e) Securities giving access to the share capital 

Details are provided in note 13.15 to the consolidated financial statements. 

(f) Pledges over shares 

At 31 December 2008, 5,445,979 registered shares representing 53.39% of the share capital had been pledged. 

(g) Changes in share capital in the past five years 

Transaction 

Number 

of shares 

Amount 

of transaction 

Share 

premium 

Total share 

capital 

Total number 

of shares 

Par value 

per share 

Merger by absorption of ALTAREA SA (12/24/2004) 5,137,671 € 78,510,252 € 8,574,096 € 84,410,252 5,523,764 At par 

New share issue upon exercise of warrants 

(05/27/2005) 

231,000 € 14,171,506.85 € 10,641,528.34 € 87,939,932 5,754,764 At par 

Employee share offer (07/21/2005) 6,740 € 522,147.80 € 419,151.80 € 88,042,928 5,761,504 At par 

New share issue upon exercise 

of share warrants (12/09/2005) 

637,826 € 68,885,208 € 59,139,226.72 € 97,788,909.28 6,399,330 At par 

New share issue in consideration for 

the Locafimo contribution in kind (12/14/2005) 

484,049 € 52,277,292 € 44,881,023.28 € 105,185,178 6,883,379 At par 

New share issue in consideration for the Bail 

Investissement Foncière contribution in kind 

1,200,000 € 150,000,000 € 131,664,000 €123,521,178 8,083,379 At par 

(07/25/2006) 

Capital reduction by cancelling treasury 

shares held (07/25/2006) 

200,000 € 7,616,000 (€ 4,560,000) € 120,465,178 7,883,379 At par 

Employee share offer (07/25/2006) 5,000 € 476,100 € 399,700 € 120,541,578 7,888,379 At par 

Employee share offer (07/10/2007) 3,318 € 466,676,70 € 415,977.66 € 120,592,277.04 7,891,697 At par 

New share issue restricted 

to Opus Investment (12/24/2007) 

65,000 € 14,300,000 € 13,306,800 € 121,585,477.04 7,956,697 At par 

Employee share offer (12/24/2007) 4,350 € 718,402.50 € 651,934.50 € 121,651,945.04 7,961,047 At par 

Merger by absorption of Altafinance (05/26/2008) 35,000 € 5,904,613.70 € 5,369,782.28 € 122,186,776.46 7,996,047 At par 

New share issue upon exercise 

of warrants (07/08/2008) 

€ 2,203,044 € 374,517,480 € 340,854,967.68 € 155,849,288.78 10,199,091 At par 

(h) Current ownership of share capital and voting rights 

The Company does not know the exact composition of its 

ownership at all times, as some of its shares are held in 

bearer form. 

A breakdown of the shares and voting rights between the main 

shareholder groups at 31 December 2008 and 31 December 

2007 can be found in note 17.3 to the consolidated financial 

statements. The breakdown at 31 December 2006 can also 

be found in the 2007 registration document, incorporated 

in this document by reference. 

The voting rights disclosed in note 17.3. are actual 

voting rights that can be exercised in general meetings 

at 31 December 2008, rather than theoretical voting 

rights which include those attached to treasury shares. 

Consequently, the table below reproduces the information 

provided in the notes to the financial statements and shows 

the corresponding number of theoretical voting rights. 

179


Ownership of share capital and actual and theoretical voting rights at 31 December 2008 

Number 

of shares 

% of share 

capital 

Actual voting 

rights 

% of actual 

voting rights 

Theoretical 

voting rights 

% of theoretical 

voting rights 

Altafinance 2 4,250,733 41.68 4,250,733 36.57 4,250,733 36.24 

Alta Patrimoine 602,695 5.91 602,695 5.19 602,695 5.14 

Alain Taravella and his family 169,208 1.66 175,532 1.51 175,532 1.50 

CONTROLLED BY ALAIN TARAVELLA 5,022,636 49.25 5,028,960 43.27 5,028,960 42.88 

JN Holding 547,957 5.37 547,957 4.71 547,957 4.67 

Jacques Nicolet 123,601 1.21 123,611 1.06 123,611 1.05 

CONTROLLED BY JACQUES NICOLET 671,558 6.58 671,568 5.78 671,568 5.73 

CONTROLLED BY FOUNDERS 5,694,194 55.83 5,700,528 49.05 5,700,528 48.60 

MSRESS II Valmur T BV 565,227 5.54 1,130,454 9.73 1,130,454 9.64 

MSRESS II Valmur TE BV 128,759 1.26 257,518 2.22 257,518 2.20 

MSRESS FUNDS 693,986 6.80 1,387,972 11.94 1,387,972 11.83 

Predica 1,108,546 10.87 1,695,130 14.58 1,695,130 14.45 

ABP 588,234 5.77 588,234 5.06 588,234 5.02 

FDR 1,228,046 12.04 1,228,046 10.57 1,228,046 10.47 

Opus Investment BV 83,572 0.82 83,572 0.72 83,572 0.71 

Treasury shares 106,632 1.05 0 0.00 106,632 0.91 

Free float 695,881 6.82 938,944 8.08 938,944 8.00 

TOTAL 10,199,091 100.0 11,622,426 100.0 11,729,058 100.0 

The 10 existing commandité shares with a par value of 

€100 are held by Altafi 2, whose registered office is at 108 

rue de Richelieu, 75002 Paris, registration number 501 

290 506 RCS PARIS. 

(i) Control of the Company and shareholders’ 

agreements 

The company is majority controlled directly and indirectly 

by (i) the group of founders comprising Alain Taravella, 

the companies he controls and his family and (ii) Jacques 

Nicolet and his holding company JN Holding. 

On the date of this document, the Company was aware of 

the following shareholders’ agreements: 

1 – Affine entered into a six-year shareholders’ agreement 

with Alain Taravella and Altafi on 15 November 2004. The 

purpose of the agreement is to give the Beneficiaries preemptive 

rights over blocks of shares that Affine proposes to 

sell of an amount equal to or more than the amount referred 

to in article 516-2 2° of the AMF’s General Regulation (5% 

of ALTAREA’s market capitalisation or €7.5 million). The 

parties have not determined any rules for setting the sale 

price. However, should the Beneficiaries waive their rights, 

Affine may only sell its shares at a price higher than or 

equal to the price proposed to them for a period of four 

weeks. After that period, Affine must once again offer the 

block of shares to the Beneficiaries before selling it to anyone 

else. This agreement does not include any restrictions on 

Affine’s freedom to sell its shares and the parties specify 

that it is not a concert party agreement. 

2 – On 6 July 2007, Alain Taravella, Jacques Nicolet and 

the investment funds MSRESS II Valmur T BV and MSRESS 

II Valmur TE BV (“MSRESS“) entered into a shareholders’ 

agreement. The agreement became effective on its date of 

signature. It is valid for ten years provided that the MSRESS 

funds directly and indirectly hold more than 5% of the 

Company’s share capital and voting rights except as regards 

clause (i) below. The main provisions are: i) Should the 

MSRESS funds propose to sell a block of shares representing 

more than 2% of the share capital or with a value of more 

than €30 million, Altafinance or any other person that may 

be substituted by it shall have a right of pre-emption over 

the shares. The right of pre-emption does not apply to sales 

180

of shares between the MSRESS funds and their affiliates. 

The right of pre-emption must be exercised over the entirety 

of the shares offered. 

3 – Alain Taravella, Jacques Nicolet, Altafinance and Predica 

entered into a shareholders’ agreement on 26 June 2007. 

It is valid for ten years from the date of signature provided 

that Predica directly or indirectly holds more than 5% of the 

company’s share capital and voting rights, except as regards 

clause (i) below. Under the agreement, the parties have 

agreed that should Predica propose to sell a block of shares 

representing more than 2% of the company’s share capital 

or with a value of more than €30 million, under the terms 

and conditions set out in articles 516-2 and 516-3 of the 

AMF’s General Regulation, Altafinance or any person that 

may be substituted by it for whom Altafinance shall stand 

as joint and several guarantor, shall have a right of preemption 

over the shares. The right of pre-emption does not 

apply to sales of shares between Predica and its affiliates, 

provided that if the affiliate selling the shares ceases to be 

an affiliate of Predica, Predica undertakes to do everything 

in its power to ensure that the affiliate sells the shares back 

to Predica. The right of pre-emption is only for the benefit 

of Altafinance or any other person that may be substituted 

by it. The right of pre-emption must be exercised over the 

entirety of the shares offered. 

4 – On 24 December 2007, Alain Taravella entered into 

a shareholders’ agreement with Dutch law company Opus 

Investment BV, in the presence of Christian de Gournay and 

ALTAREA. The purpose of the agreement is to define the 

entire understandings between the parties other than the 

Articles of Association that have been entered into since 

the issue of share warrants and new share issue restricted 

to opus Investment BV on 24 December 2007. Its main 

provisions are: (i) right of pre-emption in favour of Alain 

Taravella or any other person that may be substituted by 

him; (ii) Opus Investment BV’s undertaking not to sell any 

share warrants without Alain Taravella’s prior consent, and 

in any event until 31 December 2010 at the latest; and (iii) 

Opus Investment BV’s undertaking to sell the share warrants 

to Alain Taravella should Christian de Gournay cease to be 

an executive officer and employee of ALTAREA and all the 

companies controlled directly or indirectly by ALTAREA 

during a period expiring on 30 September 2008. The 

agreement became effective on the date of the restricted 

securities issue, which took place on 24 December 2007. 

It is valid for five years. 

5 – Alain Taravella, Jacques Nicolet, Altafinance 2, JN Holding 

and Foncière des Régions entered into a shareholders’ 

agreement on 23 May 2008. It is valid for ten years with 

effect from 26 May 2008. Its main provisions are: (i) a right 

of pre-emption in favour of Altafinance 2 should Foncière 

des Régions propose to sell a block of shares representing 

more than 2% of the share capital of ALTAREA or with a 

value of more than €30 million; (ii) Foncière des Régions 

to have at least two seats on ALTAREA’s Supervisory Board 

for as long as it owns at least 10% of the share capital 

and one seat for as long as it directly or indirectly owns at 

least 5%; (iii) undertaking by the founder shareholders to 

maintain ALTAREA’s SIIC status; and (iv) undertaking by 

Alain Taravella that, for as long as he remains a majority 

shareholder, all his activities in the retail property sector 

will be conducted through ALTAREA. 

6 – Alain Taravella, Jacques Nicolet, Altafinance 2, Alta 

Patrimoine, JN Holding and Fonds ABP entered into a 

shareholders’ agreement on 12 June 2008. It is valid for ten 

years from the date of signature provided that Fonds ABP 

directly or indirectly holds more than 5% of the company’s 

share capital and voting rights. The main provisions are: (i) 

ABP has the right to appoint a member of the Supervisory 

Board and its specialist committees (the number of seats 

to be consistent with ABP’s percentage interest); and (ii) 

undertaking by the founder shareholders to use best efforts 

to maintain the Company’s SIIC status and to increase its 

free float. 

7 – Alain Taravella, members of his family and the companies 

he controls (Altafinance 2 and Alta Patrimoine) have made 

an undertaking to hold their shares under a “Dutreil law 

agreement“ entered into on 21 July 2008. 

181


(k) Trading in ALTAREA shares in 2008 by executive officers or persons closely related to them 

1 – Purchase of shares 

Executive officer Title Type of 

security 

Alain Taravella 




Foncière des Régions 

Jacques Nicolet 

Opus Investment 

Predica 




Co-Manager 

Co-Manager 

Co-Manager 

Co-Manager 

Member of the 

Supervisory Board 

Chairman of the 


Member of the 


Member of the 


Co-Manager 

Co-Manager 

Co-Manager 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Transaction 

Transaction 

date 

Number of 

securities 

Unit 

price 

Transaction 

total 

Purchase 

by Altafinance [1] 03/20/2008 4,200 € 236 € 991,200 

Purchase 

by Altapar [2] 03/20/2008 2,500 € 236 € 590,000 

Purchase 

by Alta Patrimoine [1] 07/08/2008 147,058 € 170 € 24,999,860 

Purchase 

by Altafinance 2 [1] 07/08/2008 941,176 € 170 € 159,999,920 

Purchase by Foncière 

des Régions 

07/08/2008 58,822 € 170 € 9,999,740 

Purchase 

by JN Holding [3] 07/08/2008 58,822 € 170 € 9,999,740 

Purchase 

by Opus Investment 

07/08/2008 18,572 € 170 € 3,157,240 

Purchase 

by Predica 

07/08/2008 254,116 € 170 € 43,199,720 

Purchase From 25/11 to 

by Altafinance 2 [1] 12/24/2008 

2,374 € 124.66 [4] € 295,908.55 

Purchase 

by Altafinance 2 [1] 12/19/2008 30,000 € 125.70 € 3,771,000 

Purchase 

by Alta Patrimoine [1] 

12/22 and 


100 € 123.00 [4] € 12,300.00 

2 – Sale of shares 


security 


Co-Manager 

Ordinary 

shares 

Transaction 

Transaction 

date 

Number of 

securities 

Unit 

price 

Transaction 

total 

Sale by 

Alta Patrimoine [1] 12/19/2008 30,000 € 125.70 € 3,771,000 

3 – Allotment of shares pursuant to a merger 


security 







Co-Manager 

Co-Manager 

Co-Manager 

Member of the 






Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Ordinary 

shares 

Transaction 

Allotment to Alta Patrimoine [1] 

pursuant to a merger 

Allotment to Altafinance 2 [1] 


Allotment to Alain Taravella 


Allotment to Foncière des 

Régions pursuant to a merger 

Allotment to JN Holding [3] 


Allotment to Jacques Nicolet 


Transaction 

date 

Number of 

securities 

Unit 

price 

Transaction 

total 

05/26/2008 485,537 € 230 € 111,673,510 

05/26/2008 3,277,183 € 230 € 753,752,090 

05/26/2008 119,177 € 230 € 27,410,710 

05/26/2008 1,169,223 € 230 € 268,921,290 

05/26/2008 489,135 € 230 € 112,501,050 

05/26/2008 123,591 € 230 € 28,425,930 

182 

[1] Controlled by Alain Taravella 

[2] Controlled by Altafinance, which itself is controlled by Alain Taravella 

[3] Controlled by Jacques Nicolet 

[4] Average

2.3 Non-equity financial instruments other than those convertible or exchangeable into shares 

ALTAREA has not issued any non-equity financial instruments other than those convertible into equity. 

3. Market in the company’s financial instruments 

Imaffine / ALTAREA 

Market Eurolist compartiment A 

Securities exchange Euronext Paris 

2006 2007 2008 2009 

Market capitalisation based on latest price 1,167,480,092.00 1,885,255,540.07 1,346,280,012.00 1,183,094,556.00 

Number of shares traded 172,647 101,736 30,816 21,283 

Average price (€) 128.63 211.42 189.33 117.67 

Value of shares traded (€) 22,208,159 21,509,449 5,834,264 2,504,300 

Share price: 

High 148.00 251.00 238.00 133.01 

Low 106.00 149.00 118.00 116.00 

Latest 148.00 236.81 132.00 116.00 

183


High Low Latest Number 

of shares traded 

Value of shares 

traded (€) 

Mar-09 118.00 116.00 116.00 5,165.00 599,140.00 

Feb-09 122.00 117.00 117.00 12,874.00 1,506,258.00 

Jan-09 133.01 120.00 120.00 3,244.00 389,280.00 

Dec-08 132.00 118.00 132.00 7,640.00 1,008,480.00 

Nov-08 148.46 126.00 126.50 3,550.00 449,075.00 

Oct-08 166.50 148.00 148.49 7,354.00 1,091,995.46 

Sept-08 189.10 165.00 166.00 5,514.00 915,324.00 

Aug-08 189.91 182.00 189.00 315.00 59,535.00 

Jul-08 190.50 185.00 189.50 772.00 146,294.00 

Jun-08 218.31 189.00 191.50 840.00 160,860.00 

May-08 218.45 214.69 218.36 619.00 135,163.24 

Apr-08 220.81 213.74 217.23 885.00 192,246.33 

Mar-08 222.70 219.39 220.33 560 123,387.48 

Feb-08 236.51 235.00 236.50 2,032 480,568.00 

Jan-08 238.00 236.50 236.50 735 173,827.50 

Dec-08 132.00 118.00 132.00 7,640.00 1,008,480.00 

Dec-07 236.99 232.00 236.81 652 154,400.12 

Nov-07 251.00 230.00 236.89 1,204 285,215.56 

Oct-07 251.00 202.25 250.50 29,946 7,501,473.00 

The figures above have been provided by Euronext and prices are adjusted for corporate actions. As a result of the bonus 

issue of share warrants to shareholders on the basis of one warrant for one existing share on 18 June 2008, an adjustment 

coefficient of 0.94160 was applied by Euronext to prices prior to the issue. 

Trends in ALTAREA’s share price over eighteen months 

184 

280 

260 

240 

220 

200 

180 

160 

140 

120 

100 

80 

60 

40 

20 

0 

Oct. 07 

Nov. 07 

Dec. 07 

Jan. 08 

Feb. 08 

Mar. 08 

Apr 08 

May 08 

Jun. 08 

Jul. 08 

Aug. 08 

Sept. 08 

Oct. 08 

Nov. 08 

Dec. 08 

Jan. 09 

Feb. 09 

Mar. 09

4. Dividend 

policy 

(a) Dividends paid over the past five fiscal years 

Fiscal year ended 

Dividend 

per share 

Tax credit 

Total 

12/31/2003 €1.10 €0.55 €1.65 

12/31/2004 0 0 0 

Fiscal year ended 

Dividend 

per share 

Dividend eligible 

for tax relief * 

12/31/2005 €2.40 €2.40 

12/31/2006 €4.00 €4.00 

12/31/2007 €6.00 €6.00 

*Individual shareholders resident in France are eligible for 40% tax relief on 

these dividends as of 1 January 2006. 

(b) Dividend distribution policy 

A fiscal 2008 dividend of €7 per share will be proposed 

at the Annual General Meeting on 20 May 2009. This is a 

16.7% increase on the 2007 dividend. 

ALTAREA aims to distribute a dividend equal to around two 

thirds of its recurring earnings, in order both to comply with 

the requirements for SIIC status and eventually reach the 

dividend payouts typically seen in its sector (after current 

property development projects are completed). 

5 Recent events 

and litigation 

Recent events and litigation are discussed in Part 4 of 

this registration document, in notes 17.7 and 17.8 to the 

consolidated financial statements. 

6. Human 

resources 

ALTAREA has the human resources needed to support its 

growth. 

Alain Taravella and Jacques Nicolet, ALTAREA’s founders 

and managers, constitute key personnel with a long history of 

experience in ALTAREA’s markets. The company’s business, 

outlook, and growth prospects could be negatively impacted 

if one or more of its managers becomes unavailable for an 

extended period of time. 

ALTAREA’s founding managers have established a human 

resources policy suited to the company’s size and designed 

to support its continued expansion. 

6.1 Overview 

At 31 December 2008, all ALTAREA employees worked for 

subsidiaries that provide various services; no employees 

worked directly for ALTAREA, the listed holding company. 

At that date, the main subsidiaries employing personnel 

were as follows: 

• ALTAREA France, which leases operating property, carries 

out property development and construction activities for 

urban shopping centres, and executes leasing transactions in 

France. ALTAREA France also includes most of the company’s 

legal, accounting, marketing, and administrative staff. 

• ALTAREA Italia, which carries out in Italy the same 

activities as ALTAREA France. 

• ALTAREA España, which carries out in Spain the same 

activities as ALTAREA France. 

• Cogedim Gestion, which promotes office and residential 

property and provides related services for ALTAREA as well 

as third parties. 

• Cogedim Vente, which performs market research and 

other sales and marketing activities for ALTAREA’s property 

promoters (for both office and residential property). Over 

the past few years Cogedim Vente has also been involved 

in asset management for the subsidiaries of the Group 

ALTAREA as well as a few large customers. 

• ALTAREA Residence, which carries out property development 

and construction activities for residential property. 

• CRP Développement, which carries out property development 

and construction activities for suburban shopping centres. 

• Richelieu International SNC, which employees all the 

company’s business development staff in Italy. 

185


186 

During the second half of 2008, the Group underwent 

an extensive reorganisation designed to cut costs and 

simplify structures. As a result, some of ALTAREA France’s 

employees were transferred to a new company called 

ALTAREA Management effective 1 January 2009 and three 

employees joined ALTAREA directly. In addition, ALTAREA 

Résidence was sold to and then merged into Cogedim 

Gestion via a transfer of its all its assets and liabilities. 

Its employees were transferred to Cogedim Gestion as of 

31 January 2009. 

6.2. Key figures 

Number of employees 

France International * Total 

2003 141 2 143 

2004 151 10 161 

2005 177 20 197 

2006 198 33 231 

2007 703 44 747 

2008 732 62 794 

* Italy and Spain 

The following table shows a breakdown of employees by 

business activity at 31 December 2008. 

Business 

Number of employees 

Shopping centre development for own account 306 

Commercial property development for third parties 

and residential property development 

A breakdown of employees by professional category is given 

in note 17.6 to the consolidated financial statements. 

At 31 December 2008, management grade employees 

represented almost 69% of the total, reflecting the Group’s 

highly qualified workforce. 

The company did not employ a significant number of 

temporary workers in 2008. 

Among ALTAREA’s employees in France at 31 December 

2008: 

• 19 were part-time workers; 

• 406 were women and 326 were men, meaning that the 

majority (55.46%) were women; 

• The average age was 40; 

• Two were declared as disabled; 

• Eight accidents occurred at the workplace or while an 

employee was commuting to work in 2008. 

Most employees work in the Ile-de-France region although 

ALTAREA has staff across almost all of France, as well as in 

Italy and Spain. 

488 

6.3. Economic and Labour Units 

1 – In ALTAREA’s shopping centre development for own 

account business, all French subsidiaries with personnel 

– ALTAREA France, ALTAREA Résidence, Compagnie 

Retail Park Développement, and Richelieu International at 

31 December 2008 – are grouped into a single Economic 

and Labour Unit with its own works council and employee 

representatives. This Unit is called UES ALTAREA. 

Elections for its works council members and employee 

representatives took place in July 2007. 

2 – In ALTAREA’s third party commercial and residential 

property development business, subsidiaries with personnel 

– Cogedim Gestion and Cogedim Vente – are grouped into 

a single Economic and Labour Unit with its own works 

council and employee representatives. This Unit is called 

UES Cogedim. 

Its last elections took place in March 2007. 

6.4. Collective agreements 

UES ALTAREA has the following collective agreements in 

effect: 

• an incentive scheme renewed on 20 May 2008; 

• a profit-sharing scheme; and 

• an employee savings plan. 

Under the employee savings plan, the “ALTAREA fund“, 

which is invested in ALTAREA shares, held 11,826 ALTAREA 

shares at 31 December 2008. 

UES Cogedim has the following collective agreements in effect: 

• an incentive scheme renewed on 26 June 2008; 

• a profit-sharing scheme; and 

• an employee savings plan. 

Under the employee savings plan, the “ALTAREA Cogedim 

Actions fund“, which is invested in ALTAREA shares, held 

4,729 ALTAREA shares at 31 December 2008. 

No employees were laid off for economic reasons in 2008. 

Nineteen employees were dismissed for personal reasons 

and six left under negotiated settlements. 

No strikes occurred in 2008. 

The length of the regular working week in France is 35 hours. 

6.5. Employee benefits 

In 2008, UES ALTAREA employees received a total of 

€ 192,447.26 under the incentive scheme. 

UES Cogedim employees received € 448,628. 

In 2008, 72,433 bonus shares were awarded to employees 

and officers under seven share award plans. 

The company paid a total of € 377,651 to the UES works 

councils in 2008.

Employees in both UES ALTAREA and UES Cogedim receive 

health, disability, and life insurance benefits. 

6.6. Training 

ALTAREA complies with the French law passed in 2005 on 

the employees’ right to training. 

Employees were offered 6,073.5 hours of training, or an 

average of 8 hours per employee. 

In 2008, ALTAREA invested the equivalent of 2.27% of its 

payroll expense in training programmes for UES ALTAREA 

employees and 1.6% for UES Cogedim employees. 

7. Information that 

can affect ALTAREA’s 

businesses 

or profitability 

The ten largest tenants in the shopping centres managed 

by ALTAREA accounted for 21.01% of total rental income 

(excl. tax) in 2008. No single tenant accounted for more 

than 5% of the rental income. 

The ten largest customers in ALTAREA’s residential and 

office property business accounted for 27.7% of total 

revenue (excl. tax) in 2008. No single customer accounted 

for more than 10%. 

8. Competitive 

environment 

The sections of this registration document containing the 

company description and management report (Parts I and 

III) provide detailed, quantitative information on ALTAREA’s 

businesses and services, along with their trends, competitive 

landscape, and earnings. The management report also discusses 

the macroeconomic factors and business cycles affecting the 

shopping centre and residential property markets. 

9. Risk 

factors 

ALTAREA is exposed to the following risk factors as a result 

of its business activities. However, the company feels 

it has the resources to limit these risks and manage the 

consequences should they materialise. 

Risks related to trends in the property market 

ALTAREA operates in several sectors of the property market, 

mainly commercial property (mostly shopping centres) and 

residential property. The company is exposed to systemic 

risks and uncertainties specific to the property market, most 

notably its cyclical nature, as well as the risks inherent 

to each property asset. The company’s risk management 

strategy and measures taken aim to limit the negative 

consequences should one of these risks materialise. 

However, as demonstrated by the current banking and 

financial crisis, abrupt changes in the economic, financial, 

monetary, regulatory, political, geopolitical, social, health, 

or environmental climate may have a negative impact on 

ALTAREA’s businesses, asset values, earnings, development 

projects, and investments. 

Risk of tenant insolvency 

ALTAREA’s ability to collect rental income depends on the 

solvency of its tenants. The company carefully reviews 

potential tenants before granting any leases, although it may 

occur that a tenant does not pay its rent on time or defaults 

on its rental payments, which would impact ALTAREA’s 

operating income. This could be the case if the current 

banking crisis were to escalate into full-blown recession as 

this would have a significant impact on consumer behaviour 

and create difficulties for tenant stores and retailers. 

However, rents are relatively unscathed as tenants fear 

eviction and accordingly the loss of their business. 

Legal, regulatory, environmental, insurance, 

and tax risks 

Legal and regulatory risks 

ALTAREA must comply with regulations in a variety of areas, 

including urban planning, construction, leases, operating 

permits, health and safety, the environment, and taxes 

(most notably the tax rules governing SIICs). Changes to 

any of these regulations could require ALTAREA to adjust its 

operations, assets, or business strategy accordingly, which 

may have negative consequences on its earnings, asset 

values, and expenses, and may slow or halt progress on 

some of the company’s property development or marketing 

activities. 

187


ALTAREA is involved in legal procedures as part of its regular 

business, and is subject to tax or regulatory audits. The 

company recognises a provision whenever a risk is identified 

and its cost can be reasonably estimated. 

Tax risks related to SIIC status 

ALTAREA is subject to SIIC tax rules, which means that it is 

exempt from French corporate income tax if it meets certain 

criteria regarding dividend distributions and share ownership. 

If ALTAREA fails to meet these criteria it will be required to 

pay corporate income tax under French common law for the 

fiscal years in which it does not meet these criteria, which 

would have a negative impact on its earnings. The criteria also 

stipulate that no single shareholder or group of shareholders 

acting in concert can own more than 60% of ALTAREA’s share 

capital or voting rights, which is why ALTAREA’s Articles of 

Association cap voting right ownership at 60%. 

ALTAREA could be liable for an additional income tax 

charge if it pays an exempt dividend to a shareholder not 

subject to French corporate income tax (or an equivalent 

tax) and which owns at least 10% of ALTAREA’s shares, and 

if ALTAREA cannot pass the charge on to this shareholder. 

ALTAREA’s Articles of Association state explicitly that 

shareholders must pay this charge, but ALTAREA may have 

difficulty collecting the payment if it cannot be deducted 

from the dividend, or if the shareholder becomes insolvent 

before the payment is made. 

Finally, ALTAREA is subject to changes in existing tax laws. 

Risk related to the cost and availability of insurance 

coverage 

ALTAREA feels that the type and amount of insurance 

coverage it has is consistent with the practices in its 

industry. 

Nevertheless, the company could experience losses that are 

not fully covered by its insurance policies, or the cost of its 

insurance policies could go up. The company could be faced 

with insufficient insurance or an inability to cover some or 

all of its risks, which could result from capacity limitations 

in the insurance market. 

The cost or unavailability of appropriate coverage in the case 

of damages could have a negative impact on the company’s 

asset values, earnings, operations, and financial position. 

Health and environmental risks (asbestos, Legionella, 

lead, classified facilities, etc.), and the risk of flood or 

building collapse 

ALTAREA’s assets could be exposed to health and safety 

risks such as those related to asbestos, Legionella, termites, 

or lead. As the owner of buildings, facilities, and land, 

ALTAREA could be formally accused of failure to adequately 

monitor and maintain its property against these risks. Any 

proceedings invoking the company’s liability could have a 

negative impact on its operations, outlook, and reputation. 

Therefore ALTAREA closely follows all applicable regulations 

in this area, and has a preventive approach to carrying out 

property inspections and carrying out any building work 

needed to come into compliance. 

ALTAREA’s property is exposed to natural and technological 

risks. One or more of its properties may receive an 

unfavourable inspection report from a safety commission, 

which could require the full or partial closure of the premises. 

This could make the company’s assets less attractive and 

have a negative impact on its operations and earnings. 

Risk of conflicts of interest 

ALTAREA has entered into partnerships or protocol 

agreements with other organisations, mostly for the purposes 

of carrying out joint property development projects. In the 

future, a conflict of interests could arise in one or more of 

these partnerships or agreements. 

Financing risks 

Borrowing capacity and liquidity risks 

ALTAREA finances some of its investments through fixedor 

floating-rate loans and through the capital markets. 

The company may not always have the desired access to 

the capital markets or be able to obtain financing under 

favourable conditions. This situation could result from a 

crisis in the bond or equity markets, a serious deterioration 

in the property market, or any change in ALTAREA’s 

businesses, financial position, or shareholder structure 

which affects investors’ perception of ALTAREA’s credit 

quality or attractiveness as an investment. 

ALTAREA manages its liquidity risk by keeping track of its 

debt maturity and available lines of credit, and diversifying 

its sources of financing. 

ALTAREA does not feel it has a significant exposure to 

liquidity risk as of the date of this registration document. 

Equity risk 

ALTAREA does not feel it has a significant exposure to equity 

risk as of 31 December 2008. 

Currency risk 

ALTAREA generates almost all of its revenue in the 

Eurozone and pays almost all of its expenses (investments 

and capital expenditures) in euros. ALTAREA’s operations 

in non-Eurozone countries, such as Russia, are still minor. 

Therefore ALTAREA does not feel it has a significant 

exposure to currency risk as of 31 December 2008. 

188

10. Simplified 

organisation chart 

At 31 December 2008, ALTAREA’s five main subsidiaries were as follows (the percentage ownership represents ALTAREA’s 

direct interest in each subsidiary) 

Subsidiary Business Place of business % ownership 

Foncière ALTAREA Retail real estate France 99.33 

Altareit Development – diversification France 99.59 

Alta Développement Russie Russia Russia 100.00 

Alta Développement Italie Italy Italy 99.79 

Alta Développement Espagne Spain Spain 100.00 

The legal structure now corresponds to the Group’s main business activities and is the result of a major reorganisation in 2008. 

189

190

ALtarea gROUP / Corporate governance 

5 

Corporate 

governance 

1. Composition and practices 

of the administrative, management 

and supervisory bodies 192 

1.1 Managers 

1.2 General Partners 

1.3 Supervisory Board 

2. Remuneration 199 


2.2 Information on remuneration 

3. Convictions, bankruptcy, incriminations 203 

4. Senior management 203 

5. Compliance with corporate 

governance regime 204 

191

Corporate governance 

The report of the Chairman of the Supervisory Board (see section 6) sets out the composition and practices of the Supervisory Board 

and its Specialised Committees, and the restrictions on the powers of the Managers. This section supplements the Chairman’s 

report and as applicable the notes to the consolidated financial statements concerning the company’s General Management. 

1. Composition and practices 

of the administrative, management and 

supervisory bodies 

ALTAREA is a société en commandite par actions (a partnership limited by shares). 

It is managed and run by a board of Managers. The Supervisory Board is responsible for ongoing control over its management. 

1.1 Managers 

a) Composition 

The Managers are Alain Taravella and the company Altafinance, of which Alain Taravella is the Chairman and Chief Executive Officer. 


Alain Taravella was appointed Co-Manager on 26 June 2007 for a term of ten years. He is a French citizen, born in Falaise 

(14) in 1948. From 1975 to 1994, Mr Taravella held various positions within the Pierre et Vacances Group, of which he was 

appointed Chief Executive Officer in 1985. In 1994, he founded the ALTAREA Group, which he has managed ever since. 

Current directorships and executive offices 

Co-Manager of SCA Chairman of SAS Chairman and Director 

of foreign companies 

ALTAREA Altafinance 2 

ALTAREA Inc. 

Alta Patrimoine 

ALTAREA Italia SRL 

Altafi 2 

ALTAREA España 

Altafi 3 

Altarag Srl 

Chairman of the Supervisory 

Board of SAS 

Cogedim 

Member of the Supervisory 

Board of SAS 

ALTAREA France 

Alain Taravella also sits on the Board of Directors of Semmaris as ALTAREA’s legal representative. 

Other directorships and executive offices held in the last five years: 

Chairman and Chief Executive Officer of ALTAREA in its previous legal form of S.A. 

Chairman of SAS Gerec, SAS Cézanne Investissement, SAS Foncière ALTAREA, SAS Altafi, AS Altapar and SAS Altafinance 

Director of SA SAPM 

Chairman of the Supervisory Board of SAS Cogedim 

Altafinance 2 

Altafinance 2 is a société par actions simplifiée (simplified limited liability company) with share capital of 670,000,000 euros 

held directly and indirectly by Alain Taravella. It is registered at the Paris Trade and Companies Registry under registration 

number 501 031 751 RCS Paris. 

Alain Taravella is the Chairman of Altafinance 2 and also its Chief Executive Officer. 

192

) Election and termination of office (article 13 of 

the Articles of Association) 

The company is managed and run by one or more Managers, 

who may but need not be General Partners (associécommandité). 

The Managers may be either natural or legal persons. 

The age limit for natural person Managers is 75. In the 

case of corporate Managers, this age limit also applies to its 

natural person directors. 

Managers are elected for a term of ten years and may stand 

for re-election. 

Any Manager wishing to resign must advise the other 

Managers, the General Partners and the Supervisory Board 

by recorded delivery mail at least three months before the 

effective resignation date, unless otherwise agreed by the 

General Partners. 

Upon expiry of a Manager’s term of office, the other Manager 

or Managers shall remain in office without prejudice to 

the General Partners’ right either to elect a replacement 

Manager or to re-elect the outgoing Manager. 

Upon expiry of the sole Manager’s term of office, one or more 

new Managers are elected or the outgoing sole Manager is reelected 

under the terms and conditions set out in paragraph 

[13.3]. Pending the election or re-election, the company is 

managed by the General Partners who may then delegate all 

powers required to run the company until the election of the 

new Manager or Managers. 

Managers may be removed from office without grounds by 

unanimous decision of the General Partners. If the Manager 

is also a General Partner, he is required to abstain from the 

vote. Managers may also be removed from office under the 

terms and conditions set out by law, following a legal action 

resulting in a binding non-appealable court order setting out 

a legitimate reason for removal. 

If the Manager is also a General Partner, the loss of General 

Partner status will automatically and ipso jure result in the 

loss of office as Manager. 

Managers removed from office are entitled to payment by 

the company of the remuneration set out in 14.1 below on a 

pro rata basis until the date of removal from office together 

with the reimbursement of all expenses of any kind to which 

they are entitled in accordance with article 14.3. 

During the life of the company, all new Managers are 

elected unanimously by the General Partners, without the 

need for approval or opinion from the Supervisory Board or 

the collective body of shareholders. 

c) Powers (article 13 of the Articles of Association) 

The Managers shall have full powers to act in the name of 

the company at all times and in all circumstances within 

the limits of the corporate objects and subject to any powers 

expressly conferred on the collective body of shareholders 

or the Supervisory Board by law or by these Articles of 

Association. 

In accordance with the law, the Managers may authorise 

and grant all guarantees and other sureties they deem 

reasonable in the company’s name. 

The Managers may delegate some of their powers to one or 

more persons whether or not employed by the company and 

whether or not having a contractual relationship with the 

company. Such delegation shall not affect the Manager’s 

duties and responsibilities as regards the exercise of such 

powers. 

The Managers shall have a duty of care in running the 

company’s affairs. 

1.2. General Partners 

a) Identity 

The current General Partner is the company Altafi 2, a 

société par actions simplifiée unipersonnelle (simplified 

limited liability company with a sole shareholder) with share 

capital of €38,000 divided into 38,000 shares owned in 

their entirety by the company Altafinance 2, itself controlled 

by Alain Taravella. Altafi 2 is registered at the Paris 

Trade and Companies Registry under registration number 

501 290 506 RCS Paris. 

The Chairman of Altafi 2 is Alain Taravella. His term of 

office is unlimited. 

b) Election and termination of office (Article 24) 

General Partners are elected by extraordinary resolution 

of the shareholders upon the unanimous proposal of the 

General Partner or Partners. 

In the event of the death or disability of a natural person 

General Partner or the loss of General Partner status for 

any other reason, the company shall not be dissolved but 

shall continue as among the remaining General Partners. 

The same is true in the case of the liquidation of a corporate 

General Partner. 

Any merger transaction resulting in the absorption of the 

Manager or General Partner by a company controlled by 

Alain Taravella within the meaning of article L.233-3 I of 

the French Commercial Code will give rise to the transfer to 

the absorbing company of the rights of General Partner or 

Manager, as the case may be, provided that the absorbing 

company remains controlled by Alain Taravella. 

193



Information on the election and termination of office of 

members of the Supervisory Board, their powers, dates of 

election and expiry of office are set out in section 6. This 

section provides a list of the members of the Supervisory 

Board and their directorships and executive offices in other 

companies. 

Current directorships and other executive offices 

Jacques Nicolet - Chairman 

Jacques Nicolet is a French citizen born in Monaco in 

1956. From 1984 to 1994, he was successively Programme 

Director, Development Director and Deputy Chief Executive 

Officer of the Pierre et Vacances Group. In 1994, he cofounded 

the ALTAREA Group, of which he has successively 

been Deputy Chief Executive Officer and, since its 

transformation into a société en commandite par actions, 

Chairman of the Supervisory Board. 

Chairman of the Supervisory 

Board of SCA 

ALTAREA 

Altareit 


Board of SAS 

ALTAREA France 

Cogedim SAS 

Chairman of SAS Co-Manager/Manager Director 

of foreign companies 

JN Holding 

Damejane 

SA Productions de Monte-Carlo, 

JN Investissement 

14, rue des Saussaies 

ALTAREA Italia 

JN Finances 

JN Participations 

SRL ALTAREA España 

Oak Racing 

Altarag Srl 

Jacques Nicolet is also Alta Rungis’ permanent representative 

on the Board of Directors of Semmaris. 

Other directorships and executive offices held in the last five 

years: 

Chief Operating Officer and Director of ALTAREA in its previous 

legal form of S.A. 

Chairman of the Board of Directors and Chief Executive Officer 

of SA Sillon 

Chairman of SAS Les Halles du Beffroi, SAS Rouret 

Investissement, SAS JN Investments and SAS Compagnie 

ALTAREA Habitation 


Chairman of the Supervisory Board (and previously Chief 

Executive Officer) of SAS Altafinance 

Manager of SARL Moc and SARL Saulnier Racing 

Director of SA SAPM 

MSRESS II Valmur TE B.V. – Member 

Its permanent representative is Adrien Blanc. 

Adrien Blanc 

Adrien Blanc is a French citizen born in Palaiseau (91) in 1971. 

Since 2000, he has been Director of Real Estate Management 

responsible for equity investments held by the French property 

funds managed by Morgan Stanley bank in Paris. 

Director of SA Manager of SARL or SCI Chairman of SAS Member of the Supervisory 

Board of SCA 

Korian SA 

Foncière Développement Logement 

OGIC 

MSCG Rives de Seine SARL 

SCI MSEOF Montparnasse 

MSEOF Montparnasse France SARL, 

Berkeley SCI, Berkeley SARL, 

SNC LATE, Akama SARL, SNC Cortone, 

SNC Latécoère, SNC Caudron, 

Société d’exploitation Hôtelière 

de Roissy SAS, 

Elba Paris 1, Elba Paris 2 

Elba Strasbourg 1 

Elba Strasbourg 2 

Elba Roissy SAS 

ALTAREA 

Brouckere Tower Invest 

SAS Monceau 1 

Louise Leasehold 

MSC Immobilier SAS, 

Airport SARL 

Kroonstaete BV 

MSC Holding SAS, MSC Europe SCI, 

MSC Boétie SCI 


Director of Suren SA and ALTAREA SA 

Manager of MSCG Rives de Seine SCI 

Member of the Supervisory Board of SAS Cogedim 

194

Gautier Taravella – Member 

Gautier Taravella was born in Maisons Laffitte (78) in 

1980. He was elected Director on 24 December 2004 

and his term of office expires at the conclusion of the 

annual general meeting held to approve the 2009 financial 

statements. Gautier Taravella currently holds no other office. 

He is the son of Alain Taravella. 

Current directorships and other executive offices: 

Member of the Supervisory Board of SCA ALTAREA 

Other directorships and executive offices held in the last 

five years: 

Member of the Supervisory Board of SAS Altafinance 

Matthieu Taravella – Member 

Matthieu Taravella is a French citizen born in Paris 16 th 

in 1978. He was elected Director on 24 December 2004 

and his term of office expires at the conclusion of the 

annual general meeting held to approve the 2009 financial 

statements. Matthieu Taravella is also Director and company 

secretary of ALTAREA Inc. He is the son of Alain Taravella. 


Member of the Supervisory Board of SCA ALTAREA 


five years: 

Member of the Supervisory Board of SAS Altafinance 

SNC ALTAREA Commerce – Member 

In accordance with the law, which does not require the 


appointment of a permanent representative, SNC ALTAREA 

Commerce is represented at Supervisory Board meetings 

by any ad hoc representative. 

ALTAREA Commerce is a société en nom collectif (commercial 

partnership) with its registered office at 108 rue de Richelieu, 

75002 Paris, registration number 414 314 344 RCS Paris. 

Its Manager is Alta Patrimoine, represented by its Chairman 

Alain Taravella. 

ALTAREA Commerce does not hold any other 

directorships. 

SAS Alta Patrimoine – Member 


appointment of a permanent representative, SNC Alta 

Patrimoine is represented at Supervisory Board meetings by 

any ad hoc representative. 

Alta Patrimoine is a société par actions simplifiée (simplified 

limited liability company) with its registered office at 

108, rue de Richelieu, 75002 Paris, registration number 

501 029 706 RCS Paris. 

Its Chairman is Alain Taravella. 

Other directorships or executive offices: 

Manager of SCI Matignon Toulon Grand Ciel, SNC ATI 

and SNC ALTAREA Commerce 

Predica - Member 

Its permanent representative is Emeric Servin 

Emeric Servin 

Emeric Servin was born in Versailles (78) in 1949. Degree 

in law and further degree in public law. CESA Finance 

programme at HEC business school. 

Chairman of the Board 

of Directors 

SA Francimmo Hotels 

SA Resico 

SA B. Immobilier 

Permanent representative 

of Predica 

On the Supervisory Board of ALTAREA, Foncière 

Foncière Développement Logements, 

Foncière des Murs and SCPI Lyon 

On the Board of Directors of OCPI France 

Régions Dynamique 

Director 

Manager and 

Co-Manager of SCI 

SCI Le Village Victor Hugo, 

140 SCI Imefa 

SCI Feder 



SCPI Unipierre Assurance 

SA Foncière Hypersud 


Chairman of the Board of Directors of SA Foncière Hypersud 

Chairman of SAS Holding Gondomar 4 

Director of SGS Gondobrico, SGM Finascente, SGM Galerie Parque Rinascente. 

195


Françoise Debrus – Member – Chairman of the Audit Committee 

Françoise Debrus, 48, is a graduate of the Ecole Nationale 

du Génie Rural des Eaux et des Forêts and of the Institut 

National Agronomique Paris-Grignon. She began her career 

in 1984 at the Ministry of Agriculture and Forestry as head of 

the economic and agricultural production department. She 

joined the Crédit Agricole group in 1987 as internal auditor 

at the Caisse Nationale de Crédit Agricole (CNCA) and then 

became audit team manager before joining Unicrédit as head 

of management control and then financial management. In 

1997, she was appointed head of the debt collection/lending 

department in the Finance Division of Crédit Agricole SA. In 

2001, she joined Fédération Nationale du Crédit Agricole 

(FNCA) as head of finance and tax. In 2005, she was 

appointed Chief Financial Officer of the Caisse Régionale 

d’Ile de France. On 2 March 2009, Françoise Debrus joined 

Predica, Crédit Agricole Assurances’ life and protection 

insurance company, as head of investments. 



Board of SCA 

Manager Chairman Director 

ALTAREA SC d’Investissement et de Participation 1 

SC d’Investissement et de Participation 2 

SC d’Investissement et de Participation 3 

Bercy Expansion 1 

Socadif 

Sicav Portfolio Strategy 5-7 

Françoise Debrus is also a member of the Supervisory Board of SCA ALTAREA 

Foncière des Régions - Member 

Its permanent representative is Olivier Estève. 

Olivier Estève 

Olivier Estève was born in Algiers on 18 September 1964. He is resident at 39 rue Chateaubriand, 92500 Rueil Malmaison. 

ESTP engineering graduate (1989). After a career with the Bouygues Bâtiments Group (Screg Bâtiment) as sales engineer 

then development manager, he joined Foncière des Régions Group as member of the Management Board responsible for the 

property department. 


Chairman and Chief 

Executive Officer of SA 

Member of the Management 

Board of SA 

Parcs GFR Foncière des Régions Parcs GFR 

Director of SA Chairman of SAS Director of 

foreign companies 

Urbis Park 

Ulysse Trefonds SA 

BPP 3000 SA 

FDR 8 

Immobilière Batibail 


Benelux SA 

Beni Stabili 

Manager of SARL: Euromarseille Invest, SCI Euromarseille 1, 

SCI Euromarseille 2, FDR 4 , FDR 5, FDR 6, FDR Logements, 

BGA Transactions, Bionne, FR Immo, Federation, Foncière 

Electimmo, Foncière Margaux, SARL du 7 avenue de la 

Marne, SARL du 23/27 Rue Diderot, SARL du 96 avenue 

de Prades, SARL du 174 avenue de la République, SARL 

du 25-27 Quai Felix-Faure, SARL du 2 rue Saint-Charles, 

SARL du 106-110 rue des Troenes, SARL du 11 rue Victor 

Leroy, Telimob Est SARL, Telimob Nord SARL, Telimob 

Ouest SARL, Telimob PACA ARL, Telimob Paris SARL, 

Telimob Pivot SARL, Telimob Rhone-Alpes SAR, Telimob 

Sud-Ouest SARL. 


five years: 

Director of GFR Services Management, Sovaklé, Addvim 

Services Management 

Chief Executive Officer of SAS Addvim Asset Management 

Manager of Palmer Immo, Telimob Transactions SNC and 

Loire 

Manager of FDR Logements 

Manager of SARL du 24 avenue de la Marne 

Chairman of BGA SAS 

196

FDR 3 – Member 

Its permanent representative is Marc Henrion. 

Marc Henrion 

Born in 1950, Marc Henrion holds an MBA from INSEAD, 

a higher degree in law and Masters in Urban Planning from 

IEP Paris. From 1981 to 1990, he was corporate secretary 

of Expanso SDR and from 1990 to 2000, Chief Executive 

Officer and then Chairman of property leasing companies 

Cofracomi and Cofrabail (GFF group), Sicomi Rhône Alpes, 

Bail Immo Nord (Crédit Mutuel Nord Europe group) and 

Sicomi Grand Sud Ouest. In 2001, he joined General Electric 

in Paris, where he was Head of Real Estate Leasing and 

Financial Assets at GE Real Estate France and then Head of 

Corporate Acquisitions and Investments. In this capacity, he 

was Chairman of ISM and GECFIE, Chief Executive Officer 

and Director of IPBM SA, a listed real estate investment 

trust (SIIC), a Director of Sophia GE and Sophia Bail, and a 

member of the Supervisory Board of Foncière des Régions. 

Marc Henrion joined the Foncière des Régions Group in 

March 2007 as head of the logistics division. He is Chairman 

of FEL Gestion and Managing Partner of Foncière Europe 

Logistique. He is a member of the Management Committee 

and European Board of Foncière des Régions. 


Permanent representative of FDR 3 on the Supervisory 

Board of ALTAREA 

Manager of FEL lux Sarl, GSS III Partners Duisberg Sarl, 

GSS III Partners (Duisberg GP) Sarl, GSS III Partners SNFH 

Sarl, GSS III Partners Wuppertal Sarl, GSS III Partners SNC 

Sarl, GSS III (Duisberg GP) Sarl & Co,Verwaltungs KG. 


five years: 

Chairman of FEL Gestion (SAS), GFR Services (SAS), Gefcie 

(SAS), ISM (SAS), Sopha Conseil (SAS), Gecfie (SAS). 

Chairman of the Supervisory Board of Société Foncière les 

Mercuriales SAS 

Manager of Garonor France II (EURL), Garonor France IV 

(EURL) Garonor France VII (EURL), Garonor France XI 

(EURL), Garonor France XIV (EURL), Garonor France XVI 

(EURL), Garonor France XIX (EURL), Garonor France XXVII 

(EURL), Garonor France XXXI (EURL), Soviet (EURL), FEL 

Holding Gmbh, FEL Bingen Gmbh, FEL Kassel Gmbh, FEL 

Holding Gmbh & Co Verwaltungs, Kg., Cava – Ge, Comi-Ge, 

Sopoli 

Chief Executive Officer and Director of Ipbm (SA) 

Director of Fine – Ge (SA), Sophie GE (SA), Sophia Bail 

(SA), Bail Investissement Foncière 

Member of the Supervisory Board of Imly BV 

Opus Investment BV 


appointment of a permanent representative, Opus Investment 

BV is represented at Supervisory Board meetings by any ad 

hoc representative. 

Opus Investment has its registered office at 483 Herengracht, 

Amsterdam 1017 BT, Netherlands and is a BV registered at 

the Amsterdam Chamber of Commerce under registration 

number 34222430. 

Its Director is Marci Vermeulen-Atikian. 

Opus Investment BV does not hold any other directorships 

or executive offices. 

JN Holding - Member 

Its permanent representative is Olivier Dubreuil. 

Olivier Dubreuil 

Olivier Dubreuil is a French citizen born in Marseille (13) 

on 27 December 1955. He is resident at 16 rue Fontaine, 

75009 Paris. A graduate of ESCP/EAP, he was previously 

head of the Commodities Department of Usinor and then of 

Arcelor. Since 2007, he has been Chief Executive Officer of 

Arcelor Mittal Purchasing. 

Chairman 

Vice Chairman and member 

of the Supervisory Board 

EMO 

EKOM 

Director 

Member of the Supervisory Board 

Atic Services 

Ovet Holding 

Ovet BV 

Manufrance 

ALTAREA 

CFNR 

Olivier Dubreuil has not held any other directorships or executive offices in the last five years. 

197


Fonds ABP – Member 

Its permanent representative is Bart Le Blanc. 

Bart Le Blanc 

Bart Le Blanc was born on 4 November 1946 in S- 

Hertogenbosch, Netherlands. He is a Dutch citizen currently 

resident at 18 Oxford Road, Marlow, United Kingdom. He 

has a degree in economics from the University of Tilburg in 

the Netherlands and a doctorate in law from the University 

of Leyden in the Netherlands. From 1971 to 1983, Bart 

Le Blanc was Adviser to the Dutch Ministry of Finance and 

Director General of the Budget. In 1983, he joined private 

bank F.van Lanschot Bankiers as Vice-Chairman of the 

Management Board. In 1990, he took part in the creation 

of the European Bank for Reconstruction and Development 

(EBRD) in London, where he became the first Secretary 

General and then Vice-President in charge of Finance. 

He then joined Caisse des Dépôts in Paris as Head of 

International Financing. Since September 2004, Bart Le 

Blanc has been Chief Financial Officer of Urenco Ltd, world 

leader in enriched uranium for nuclear power plants. 


Apart from ABP’s permanent representative on the 

Supervisory Board of ALTAREA, Bart Le Blanc is also: 

Member of the Supervisory Board of ALTAREA 

Vice-Chairman of the Board of Directors of ETC Ltd (joint 

venture between Areva/Urenco) in the United Kingdom. 

Member of the Board of Directors of ABP 

Bart Le Blanc has not held any other directorships or 

executive offices in the last five years. 

Election of a new member of the Supervisory Board at the 

annual general meeting of 20 May 2009: 

Dominique Rongier 

Address: 25 rue du Four, 75006 Paris 

Graduate of H.E.C. (1967). Auditor with Arthur Andersen 

(1969-1976). Chief Financial Officer of the Bremond 

– Pierre & Vacances Group (1976-1983). Chief Financial 

Officer of the Brossette SA Group (1983-1987). In 1987, he 

designed and created a holding structure for the Carrefour 

Group. Corporate Secretary of Belier, member of the Havas- 

Eurocom network (1988-1990). Chief Financial Officer 

of holding company Oros Communication, which holds 

majority interests in the communications sector (1991-1993). 

Since September 1993, Dominique Rongier has been an 

independent consultant with DBLP & Associés SARL, of which 

he is manager and majority shareholder. His main activity is 

strategic and financial management consultancy. Meanwhile, 

he has been acting Chief Executive Officer of the DMB & B 

France Group (French subsidiaries of US advertising group 

D’Arcy) for more than two years. Until 31 March 2009, he was 

Chairman of a software development company specialising in 

sport and health. 


Chairman of SAS Director of SA Manager or Co-Manager 

Enora Technologies Search Partners International DBLP & Associés 

Other directorships or executive offices held in the past five years: 

Co-Manager of SARL GTA and Director of SA Le Sénateur and SA Tuileries Finances. 

198

2. Remuneration 

2.1. Introduction 

As a société en commandite par actions (limited partnership), 

the Company is run by a board of Managers and overseen by a 

Supervisory Board. It also has one or several general partners. 

2.1.1 Managers 

The Managers’ remuneration is determined in accordance 

with the provisions of article 14 of the Articles of Association, 

which reads as follows: 

“The Managers are entitled to the following remuneration: 

If there is more than one Manager, they allocate the 

remuneration among them as they deem appropriate. 

A fixed annual remuneration of €2,000,000 before tax, 

which will be revised on 1 January each year and for the 

first time on 1 January 2008 based on changes in the 

Syntec index, the reference index being the latest known 

Syntec index on 1 July 2007 and the comparison index 

being the latest known Syntec index on the revision date, 

i.e. for the first revision the latest known Syntec index on 

1 January 2008. The fixed annual remuneration is payable 

monthly no later than fifteen days after presentation of the 

corresponding invoice. 

A variable remuneration based on a percentage of (i) the 

value of investments made and (ii) the value of divestments/ 

sales made, as follows: 

• 1% of the value of investments between 0 and €75 

million; 

• 0.50% of the value of investments between €75 million 

and €200 million; 

• 0.25% of the value of investments over €200 million; 

• 0.25% of the value of property divestments/sales. 

The above brackets will be updated annually according to 

the Syntec index. 

“Value of investments“ means: 

a) The amount of investments made directly by the company 

or its subsidiaries as part of their development programme. 

A partial payment will be made when works start on the 

basis of 40% of the total projected remuneration. The 

balance will be calculated when the asset is put into 

operation, based on its initial appraisal value less the 

partial remuneration already paid. 

b) In the case of a property acquisition, the gross acquisition 

amount appearing in the notarised deed. In the case 

of a renovation project, an additional invoice will be 

established on the date on which the asset is put back 

into operation based on the value of works completed. 

c) In the case of a capital contribution of property assets, 

the gross amount of the property assets contributed to 

the company excluding any liabilities assumed. 

d) In the case of an acquisition of a company, the value of the 

assets owned by the company excluding any liabilities. 

e) In the case of a merger, the value of the assets owned by 

the absorbed company excluding any liabilities. 

The variable remuneration does not apply to investments 

made in respect of transactions committed to or approved by 

the company’s Investment Committee prior to 1 July 2007. 

Nor does it apply to sales, transfers, mergers or acquisitions 

of companies either between the company and one of its 

subsidiaries or between two of the company’s subsidiaries. 

In the case of investments made by subsidiaries, the 

corresponding remuneration will be paid directly to the 

Managers by the subsidiary. 

The variable remuneration will be paid to the Manager(s) 

as follows: 

– For the investments referred to in paragraph a) above, the 

partial component is payable in the month during which 

works begin and the balance within fifteen days of the 

date on which the asset is put into operation; 

– For the investments referred to in paragraphs b), c), d) 

and e) above, no later than fifteen days after the date of 

completion of the investment. 

“Value of property divestments/sales“ means the proceeds 

received by the company or its subsidiaries upon the 

divestment or sale of property assets. 

14.3. No other remuneration may be paid to the Managers in 

respect of their office unless previously approved by ordinary 

resolution of the shareholders with the prior unanimous 

agreement of the General Partners. 

The Managers are also entitled to reimbursement of all 

business, travel and other expenses incurred in the course 

of their duties for the company. 

The remuneration to which the Managers are entitled shall 

be invoiced directly to ALTAREA or its subsidiaries. In the 

latter case, the portion of remuneration received by the 

Manager which is attributable economically to ALTAREA, 

shall be deducted from the remuneration to be paid by 

ALTAREA.“ 

The following major amendment to the Articles of Association 

will be put to the vote at the annual general meeting of 

shareholders on 20 May 2009: 

The first paragraph of article 14 of the Articles of Association 

on Managers’ remuneration will be deleted and replaced by 

the following paragraph: 

“The Managers shall be remunerated until 31 December 

2012 in accordance with the provisions of articles 14.1 

to 14.3 below. As of 1 January 2013, the Managers’ 

199


remuneration will be set for successive periods of three 

years by ordinary resolution of the annual general meeting of 

shareholders (unlimited partners – associés commanditaires) 

in accordance with the provisions of article L 226-8 of the 

French Commercial Code, at the proposal of the general 

partners and after consultation with the Supervisory 

Board.“ 

The annual general meeting will also be asked to approve 

the creation of a Managers’ Remuneration Committee. 

2.1.2. Supervisory Board 

Article 19 of the Articles of Association provides that an 

annual remuneration may be allocated to members of 

the Supervisory Board in respect of their office only and 

charged to operating expenses, the amount of which is 

set by ordinary resolution of the shareholders and remains 

unchanged until a new resolution is passed. The Supervisory 

Board divides the total remuneration among its members as 

it deems appropriate. Members of the Supervisory Board 

are also entitled to reimbursement of all business, travel 

and other expenses incurred in the course of their duties 

for the company. 

At the annual general meeting held to approve the 2008 

financial statements, the shareholders approved a total 

remuneration of €600,000 to be allocated to members of 

the Supervisory Board in respect of 2008. At the annual 

general meeting held on 20 May 2009, the shareholders 

will be asked to renew this amount. 

At its meeting of 17 March 2008, the Supervisory Board 

agreed that its Chairman would receive a gross annual 

remuneration including social security contributions of up 

to 440,000 euros, in consideration notably for his increased 

responsibilities as Chairman of the Investment Committee. 

This sum will be revised on 1 January each year based on 

changes in the Syntec index, the reference index being 

the latest known Syntec index on 1 January 2008 and the 

comparison index being the latest known Syntec index on 

the revision date, i.e. for the first revision the latest known 

Syntec index on 1 January 2009. 

The remuneration was paid for the first time in respect of 

2008 and was subject to the following conditions precedent, 

which were met: 

• A resolution passed by the annual general meeting of 

shareholders to amend the Articles of Association and 

allocate a total remuneration of six hundred thousand 

euros (€600,000) to the members of the Supervisory 

Board in respect of 2008. 

• The Managers to sign a letter accepting the reduction in 

their remuneration as set out in article 14 para. 1 of the 

Articles of Association in an amount equal to the gross 

remuneration including social security contributions 

effectively allocated to Jacques Nicolet, to the extent that 

and for as long as Jacques Nicolet receives a remuneration 

in his capacity as Chairman of the Supervisory Board. 

It is therefore important to stress that the remuneration of 

the Chairman of the Supervisory Board is indirectly borne 

by the Managers. 

Lastly, at its meeting of 27 March 2009, the Supervisory 

Board was asked to allocate to those members of the Board 

residing outside France, with effect from 2008, an allowance 

of €1,500 per Board meeting or specialist committee 

meeting, capped at an annual maximum of €21,000. 

2.2 Information on remuneration 

2.2.1. Application of the AFEP/MEDEF recommendations 

As described in the report of the Chairman of the Supervisory 

Board on internal control provided below, the Company has 

adopted the AFEP/MEDEF corporate governance code for 

listed companies (the “AFEP/MEDEF Code“) as its reference 

code, which it applies where the provisions are compatible 

with the legal form of société en commandite par actions 

and with the Company’s Articles of Association. 

The information provided below complies with the AMF’s 

recommendations regarding disclosures on executive 

remuneration in the annual registration document (the 

“Recommendations“), published on 22 December 2008. 

In accordance with article 1 of the Recommandations, 

the “directors“ referred to in the AFEP/MEDEF Code’s 

recommendations are the members of the Supervisory Board 

and the notion of “executive officer or director“ applies only 

to the Managers of ALTAREA. 

2.2.2.Information on executive officers’ remuneration: 

N.B.: the figures below are expressed in thousands of euros. 

The company is run by a board of Managers comprising two 

Co-Managers: Alain Taravella and the company Altafinance 

2, whose Chairman and Chief Executive Officer is Alain 

Taravella. The total remuneration payable to the Managers 

is set out in the Articles of Association. 

200

Table 1 – Summary of remuneration, stock options and performance shares granted to the executive offices 

Name and position 

2007 2008 

ALTAFINANCE 

& Alain Taravella 

ALTAFINANCE 


ALTAFINANCE 2 


Co-Managers* Co-Managers* Co-Managers* 

Remuneration due for the year (details in table 2 below) € 6,034,000 € 1,256,000 € 2,923,000 

Value of stock options granted in the year (details in table 4 below) 0 0 0 

Value of performance shares granted in the year (see table 6 below) 0 0 0 

Total € 6,034,000 € 1,256,000 € 2,923,000 

* The remuneration is received in full by Altafinance 2. Alain Taravella does not receive any remuneration directly from ALTAREA and is paid by Altafinance 2, a company 

that does not control ALTAREA within the meaning of the provisions of article L 233-3-I of the French Commercial Code. 

Table 2 – Summary of remuneration paid to the executive officers 

1 - Name and position of executive officer: Altafinance 2007 2008 (until 31 March 2008 **) 

In respect of its service 

provision agreement 

In respect of its office 

as Manager 



In respect of its 

office as Manager 

Fixed remuneration 1,146 1,000 0 505 

Variable remuneration 2,840 1,048 482 269 

Exceptional remuneration 0 0 0 0 

Directors’ fees 0 0 0 0 

Benefits 0 0 0 0 

TOTAL 3,986 2,048 482 774 

2 - Name and position of executive officer: Altafinance 2 2007 2008 (as of 1 April 2008 **) 



In respect of its office 

as Manager 



In respect of its 

office as Manager 

Fixed remuneration N/A ** N/A ** 0 1,297 

Variable remuneration N/A ** N/A ** 370 1,256 

Exceptional remuneration N/A ** N/A ** 0 0 

Directors’ fees N/A ** N/A ** 0 0 

Benefits N/A ** N/A ** 0 0 

TOTAL N/A * N/A * 370 2,553 

* The remuneration paid as of 2008 to Jacques Nicolet, Chairman of the Supervisory Board, is deducted from the Managers’ fixed remuneration. 

** Altafinance 2 was appointed Manager on 31 March 2008 to replace Altafinance. 

201


Table 3 – Summary of Directors’ fees and other remuneration received by the non-executive directors 

Non-executive director 2007 (from 1 July to 31 December 2007) 2008 

Jacques Nicolet Chairman of the Supervisory Board 

Directors’ fees 0 0 

Other remuneration (*) 275 ** 290 **** 

Matthieu Taravella Member of the Supervisory Board 

Directors’ fees 0 0 

Other remuneration *** 61 58 

TOTAL 336 348 

* The remuneration paid as of 2008 to Jacques Nicolet, Chairman of the Supervisory Board, is deducted from the Managers’ fixed remuneration. 

** This remuneration was not paid directly by the Company but by Altafinance, the company that controls Altapar, which in turn controls ALTAREA within the meaning of 

the provisions of article L 233-16 of the French Commercial Code. Altafinance had an assistance and management agreement with the Company. 

*** Annual gross salary paid under an employment contract by Foncière ALTAREA, a subsidiary of ALTAREA. 

**** Remuneration paid indirectly by Altafinance until 31 March 2008 and then directly by ALTAREA as of 1 April 2008. 

4- Stock options granted during the year to executive officers by the Company or another company in the group 

No stock options were granted during the year to the executive officers (Altafinance 2 and Alain Taravella, Co-Managers) 

by the Company or another company in the group 

5- Stock options exercised during the year by the executive officers 

No stock options were exercised during the year by the executive officers (Altafinance 2 and Alain Taravella, Co-Managers). 

6 - Performance shares awarded to the executive officers 

No performance shares were awarded to executive officers during the year either by the Company or another company in the group. 

7. Performance shares awarded to executive officers vesting during the year 

No performance shares awarded to the executive officers by the Company or another company in the group vested during the year. 

8. Summary of stock options granted and exercised 

No stock options have been granted to the executive officers by the Company or another company in the group. 

9. Stock options granted to and exercised by the top ten employees excluding the executive officers 

No stock options were granted during the year to employees of the Group by the Company, the company that controls it or its 

subsidiaries. 

No stock options issued by the Company, the company that controls it or its subsidiaries were exercised during the year by 

employees of the Group. 

10. Employment contracts, pension plans, termination benefits or non-competition benefits payable to the executive 

officers 

None. 

202

3. Convictions, 

bankruptcy, 

incriminations 

The undersigned hereby represents and warrants that 

to his knowledge, no director or, since the Company’s 

transformation into a société en commandite par actions, 

no member of the Supervisory Board has in the past five 

years: 

– been convicted in relation to fraudulent offences; 

– been involved in a bankruptcy, receivership or liquidation; 

– been subject to any official public incrimination and/or 

sanction by statutory or regulatory authorities (including 

designated professional bodies); 

– been disqualified by a court from acting as a member of 

the administrative, management or supervisory bodies of 

an issuer or from acting in the management or conduct of 

the affairs of any issuer. 


Manager 

4. Senior 

management 

Gilles Boissonnet 

Chairman of the Management Board of ALTAREA France 

Economics degree from Paris I University, law degree 

from Paris II University, management degree from Paris IX 

University. Joined the ALTAREA Group in 2002. Previous 

experience: Chief Executive Officer of 1000 Amis (Petsmart), 

Head of Business Development of Leroy Merlin and Sales 

Manager of Esso France. 

Ludovic Castillo 

Managing Director of ALTAREA Italia 

Chartered surveyor qualification from Paris I University, 

management degree from Paris I University. Joined the 

ALTAREA Group in 1995. Previous experience: Head of 

Development of ALTAREA. Project Manager of Espace 

Expansion (Unibail Group). 

Eric Dumas 

Chief Financial Officer of the ALTAREA Group 

Graduate of HEC business school (1995). Joined the 

ALTAREA Group in 1999. Previous experience: Auditor with 

Arthur Andersen’s property department 

Jean-François Favre 

Chairman of the Supervisory Board of ALTAREA France 

Engineering degree from EPUL in Lausanne, Switzerland 

(1970). Joined the ALTAREA Group in 1981 (via Gerec). 

Previous experience: Technical Manager of the Technical 

Co-ordination Group (Renovation of the Modern Art Museum 

in Paris, projects in the Saint Eloi district of Paris 12th 

and Saint Blaise district in Paris 20th, construction of 

Avoriaz ski resort). Manager of Development Works for Club 

Méditerranée. 

Christian de Gournay 

Chairman of the Management Board of Cogedim 

Graduate of HEC business school and the Ecole Nationale 

d’Administration. He joined Cogedim in 2002 as Deputy 

Chairman of the Management Board. Christian de Gournay 

began his career with the Conseil d’Etat in 1978 and then 

joined Banque Indosuez where he was General Manager of the 

Swiss branches. He became Deputy Chief Executive Officer 

of AGF in 1994 where he was responsible for managing 

the group’s property assets and its banking and financial 

activities. He has been Chairman of the Management Board 

of Cogedim since 2003. 

Yves Jacquet 

Chief Executive Officer of Cogedim 

Graduate of ESCP-EAP in 1969 (finance-accounting), 

masters degree in economics in 1970 (option in private 

economics). He began his career with Cogedim in 1973 

as Programme Manager, having spent two years with Centi 

as an information systems engineer. He became Corporate 

Secretary in 1983 and then Chief Financial Officer in 1998. 

He has been Chief Executive Officer of the Group since 

1995 and is a member of the Management Board. 

Albert Malaquin 

Chief Executive Officer of ALTAREA France 

ESGT engineering graduate, higher degree in urban planning 

and redevelopment from Science Po Paris, Chartered 

Surveyor (MRICS). Albert Malaquin began his career in 

1995 with Arthur Andersen, where he set up the property 

appraisal department. He was responsible for the investor 

advisory business after its merger with Ernst & Young in 

2002 and, in 2005, became Chairman of Icade Conseil. 

He joined the ALTAREA group in September 2008 as Chief 

Executive Officer of ALTAREA France. 

203


Philippe Mauro 

Corporate Secretary 

Law graduate from Paris II University. Graduate of Sarrebrück 

University (Germany). Joined the ALTAREA Group in 1998. 

Previous experience: Legal Director of SCIC Gestion (CDC 

Group), Legal Director of Espace Expansion and Arc 108 

(Unibail Group), Legal Director of Unibail, Legal Director 

of ANIL. 

Christophe Mouton 

Managing Director of ALTAREA España 

Graduate of Amiens business school (1985). Joined the 

ALTAREA Group in 2004. Previous experience: Head of the 

Commercial Activity Department of Bouygues Immobiliaria, 

Manager of the Bouygues Immobiliaria Madrid branch, Head 

of SOPIC Paris region (SAE), Regional Operations Manager 

of Supafim (SAE). 

5. Compliance with 

corporate governance 

regime 

In accordance with article 16.4 of Annexe I of Regulation 

EC 809/2004 implementing EC Directive 2003/71/EC, the 

undersigned hereby declares and warrants that the company 

complies with the corporate governance regime applicable 

in France as set out in the law on commercial companies 

and subsequent legal instruments. 


Manager 

204

ALtarea gROUP / SUPERVISORY BOARD CHAIRMAN’S REPORT ON INTERNAL CONTROL 

6 

Supervisory board 

chairman’s report 

on internal control 

1. Reference framework 

and application guide 206 

2. Corporate governance – preparation 

and organisation of the Supervisory 

Board’s work 206 

2.1 Choice of reference code 

2.2 Preparation and organisation 

of the Board’s work 

3. Internal control and risk management 211 

3.1 Objectives of internal controls 

3.2 The Company’s internal control system 

3.3 Improvements to be made in 2009 

4. Management powers 217 

4.1 Exercising of management powers 

4.2 Limitations on management powers 

and information provided to the Supervisory Board 

about the Company’s financial situation and 

net cash position, as well as its commitments 

5. Procedure for establishing 

the compensation and benefits paid 

to corporate officers 218 

5.1 Managers 


6. Participation in the Annual General 

Meeting and information required 

by Article L. 225-100-3 

of the French Commercial Code 218 

205

SUPERVISORY BOARD CHAIRMAN’S REPORT ON INTERNAL CONTROL 

1. Reference framework 

and application guide 

In preparing this report, the Chairman of the Supervisory 

Board drew from the reference framework recommended by 

the Autorité des Marchés Financiers on 22 January 2007, 

as well as the application guide relating to internal control 

and accounting and financial information for publication 

by listed companies (the “Guide“), drawn up by the AMF 

and published on 22 January 2007. The Group’s aim is to 

implement these guidelines gradually. 

However, because of the Company’s specific situation due to 

its legal status as a partnership limited by shares (“société 

en commandite par actions“), adopted on 26 May 2007, 

the division of roles between Executive Management and 

the Supervisory Board as stated in Articles 1.2 and 1.3 of 

the Guide, designed for public limited companies (“sociétés 

anonymes“), does not correspond to the Company’s new 

means of operation. Consequently, within ALTAREA, the 

financial statements are prepared by the Managers and 

the Supervisory Board is responsible for overseeing the 

Company’s management on a continual basis. Article 17.1 

of the Company’s Articles of Association states that the 

Supervisory Board has the right to be provided the same 

documents by the Managers as those made available to the 

Statutory Auditors. 

2. Corporate governance 

– preparation and 

organisation of the 

Supervisory Board’s 

work 

2.1. Choice of reference code 

In accordance with the provisions of Article L. 225-37 of 

the French Commercial Code, the Company states that it 

has chosen the AFEP-MEDEF code of corporate governance 

for listed companies, published by the Association Française 

des Entreprises Privées (AFEP) and the Mouvement des 

Entreprises de France (MEDEF) in December 2008. This 

code sets forth the corporate governance principles resulting 

from the consolidation of the AFEP report and the MEDEF 

report of October 2003, and their recommendations of 

January 2007 and October 2008 concerning compensation 

of corporate officers of listed companies. 

The Company refers to the AFEP-MEDEF code and the 

recommendations of the code fit in with ALTAREA’s corporate 

governance procedures, it being specified that the Company 

adheres to the principles set out in the AFEP-MEDEF 

code but the application of which should be adapted to 

partnerships limited by shares and the Company’s Articles 

of Association. 

Therefore, changes relating to the collegiate nature of the 

Board of Directors, and the separation of functions of the 

Chairman of the Board of Directors and the Chief Executive 

Officer cannot be applied to partnerships limited by shares. 

Furthermore, the Company assigns greater powers to the 

shareholders than those required by law or as recommended 

by the AFEP-MEDEF code, particularly as regards 

determining Managers’ compensation. This compensation 

is determined by the Company’s Articles of Association as 

adopted by the Annual General Meeting of 26 May 2007. 

No other compensation may be paid to corporate officers 

without being decided in advance by the Annual General 

Meeting following unanimous agreement from the General 

Partners. It will be proposed at the Annual General Meeting 

to approve the financial statements for 2008 that the 

Articles of Association be amended and that Managers’ 

compensation be determined as of 1 January 2013 by the 

Annual General Meeting for successive periods of three 

years on the proposal of the General Partners and after 

consultation with the Supervisory Board. Consequently, the 

creation of a Managers’ Compensation Committee will be 

proposed at the same meeting. 

2.2. Preparation and organisation of the 

Board’s work 

2.2.1. Scope and powers (Article 17 of the Articles of 

Association) 

The Supervisory Board is responsible for overseeing the 

Company’s management on a continual basis. It sets out the 

allocation of earnings, dividend distribution, and dividend 

payment procedure (in cash or in shares) to be proposed at 

the Annual General Meeting. It appoints an Acting Manager if 

none of the existing Managers and General Partners are able 

to serve. The Supervisory Board submits a list of potential 

statutory auditors to the Annual General Meeting, appoints 

an appraiser for the Company’s property portfolio, renews or 

terminates the appraiser’s term, and appoints a replacement 

206

appraiser if needed. The Supervisory Board submits a 

report to the Annual General Meeting called to approve 

the Company’s financial statements, in accordance with 

French law, and gives this report to shareholders when they 

also receive the management report and full-year financial 

statements. The Supervisory Board gives shareholders a 

report describing any proposed capital increase or reduction. 

The Supervisory Board can call an ordinary or extraordinary 

shareholders’ meeting according to the procedures set 

forth in French law, if the Board deems necessary and after 

informing the Managers in writing. ALTAREA’s Supervisory 

Board plays a significant role in making decisions about the 

Company’s investments and commitments, beyond the role 

this body typically plays in partnerships limited by shares. 

More specifically, the Supervisory Board must be consulted 

before any of the following important decisions are made: 

(i) investments over €15 million; (ii) divestments over 

€15 million; (iii) commitments over €15 million; and (iv) 

loans of an amount over €15 million. 

2.2.2. Composition of the Supervisory Board 

(a) Board members 

The Supervisory Board currently has the following 13 

members: 

• Jacques Nicolet, Chairman of the Supervisory Board, 

appointed on 26 June 2007 for the length of his term 

as Board member, which ends at the close of the Annual 

General Meeting held to approve the financial statements 

for fiscal 2012; 

• MSRESS II Valmur TE BV, represented by Adrien Blanc, 

Board member (26 June 2007 – AGM for the fiscal 2012 

financial statements); 

• Gautier Taravella, Board member (26 June 2007 – AGM 

for the fiscal 2012 financial statements); 

• Matthieu Taravella, Board member (26 June 2007 – AGM 


• ALTAREA Commerce, Board member (26 June 2007 

– AGM for the fiscal 2012 financial statements); 

• Alta Patrimoine, Board member (13 February 2008 – AGM 


• An ABP investment fund, represented by Bart le Blanc, 

Board member (29 August 2008 – AGM for the fiscal 

2012 financial statements); 

• Prévoyance Du Dialogue Du Crédit Agricole – Predica, 

represented by Emeric Servin, Board member (26 June 

2007 – AGM for the fiscal 2012 financial statements); 

• Françoise Debrus, Board member (27 March 2009 – AGM 


• FDR 3, represented by Marc Henrion, Board member (27 

March 2009 – AGM for the fiscal 2012 financial statements); 

• Foncière des Régions, represented by Olivier Estève, 

Board member (26 June 2007 – AGM for the fiscal 2012 


• JN Holding, represented by Olivier Dubreuil, Board 

member (13 February 2008 – AGM for the fiscal 2012 


• Opus Investment, Board member (29 August 2009 – AGM 

for the fiscal 2012 financial statements). 

b) Average age of Board members 

The average age of Supervisory Board members was 43 

at 31 December 2007. Since the Company became a 

partnership limited by shares, the systematic appointment 

of a permanent representative is no longer required by legal 

persons. They are represented at Board meetings either by 

their legal representative or by a permanent representative if 

they have elected to appoint one, or by any ad hoc corporate 

officer. It is therefore no longer relevant to determine and 

report the average age. 

(c) Offices held in other companies 

A list of the offices held by Supervisory Board members 

outside ALTAREA is given in the Company’s Registration 

Document and in the appendix to the Management Report. 

(d) Compensation 

Article 19 of the Articles of Association states that annual 

compensation may be paid to members of the Supervisory 

Board exclusively in respect of their duties as members of 

the Supervisory Board. The amount of compensation paid, 

included in general operating expenses, is determined by 

the Annual General Meeting and maintained until decided 

otherwise. The Supervisory Board divides this amount 

between its members as it deems appropriate. Supervisory 

Board members are also entitled to the reimbursement of all 

expenses, travel costs and costs of any kind incurred in the 

Company’s interest. 

The Annual General Meeting of 26 May 2008 allocated total 

compensation of €600,000 to Supervisory Board members 

in respect of 2008. 

The Supervisory Board decided that its Chairman would 

receive gross annual compensation, including charges, of 

up to €440,000, mainly in return for his work as Chairman 

of the Investment Committee in accordance with the 

Committee’s rules of procedure. For subsequent years, 

compensation paid to the Chairman will be revised on 

1 January each year and based on changes in the Syntec 

index, the reference index being the latest known Syntec 

index on 1 January 2008 and the comparison index being 

the latest known Syntec index on the revision date, i.e. for 

the first time the latest known Syntec index on 1 January 

2009. The Managers have proposed that compensation 

effectively paid to the Chairman of the Supervisory Board 

207


be deducted from the fixed compensation to which he is 

entitled in accordance with Article 14.1 of the Articles of 

Association. The Supervisory Board has therefore decided 

to pay its Chairman subject to obtaining confirmation of the 

Managers’ renunciation. This commitment was confirmed in 

a letter dated 26 May 2008. 

Furthermore, no attendance fees were paid to Supervisory 

Board members for 2008. 

(e) Independent Board members 

The composition of the Supervisory Board reflects 

ALTAREA’s shareholding structure. Six Board members 

represent shareholding companies that are outside the 

group of traditional ALTAREA shareholders: Françoise 

Debrus, ABP investment fund, MSRESS II Valmur TE BV, 

Predica, Foncière des Régions and FDR 3. In addition, 

Olivier Dubreuil, permanent representative of JN Holding, 

has no ties to ALTAREA or to any of the Company’s main 

shareholders. He brings an outside view to the Supervisory 

Board. 

To assess the independence of its members, the Supervisory 

Board uses the definition given in Articles 8.4 and 8.5 of 

the AFEP-MEDEF code, which it has chosen as its reference 

code. 

To date, the Supervisory Board has at least one independent 

member, namely Bart le Blanc, who does not meet any of 

the incompatibility criteria set out in Article 8.4, it being 

specified that the ABP investment fund holds less than 

10% of existing shares and voting rights at present. 

Furthermore, if the special general meeting of holders of 

shares with double voting rights and the combined general 

meeting of shareholders on 20 May 2009 approve the 

abolition of double voting rights attached to registered 

shares held for more than two years, MSRESS II Valmur 

TE BV will hold less than 10% of the Company’s shares 

and voting rights. From the date of the meeting, ALTAREA’s 

Supervisory board will have two independent members on 

the basis of the criteria applied. 

Lastly, a proposal will be made at the combined general 

meeting of 20 May 2009 to appoint a new member of the 

Supervisory Board, Dominique Rongier, who does not meet 

any of the incompatibility criteria set out in Article 8.4. 

2.2.3. Meeting frequency 

The Articles of Association stipulate that Supervisory Board 

meetings can be held as often as needed for the best interests 

of the Company, and at least four times per year in order to 

hear the Managers’ report on the Company’s operations. The 

Supervisory Board met four times in 2008. 

2.2.4. Calling of Supervisory Board meetings 

The Articles of Association stipulate that Supervisory Board 

Members can be called to meetings through a simple letter or 

any electronic means, at least one week before the meeting 

date except under urgent circumstances. The Supervisory 

Board can meet by any means as soon as all members are 

present or represented. Supervisory Board meetings can be 

called by the Board Chairman, at least half of the Board 

Members, or any Manager or General Partner. 

2.2.5 Information given to Supervisory Board members 

According to French law, the Company’s Managers must 

give Supervisory Board Members the same documents as 

those given to the statutory auditors. 

2.2.6 Meeting location 

Supervisory Board meetings are held either at ALTAREA’s 

registered office at 108 Rue de Richelieu, 75002 Paris, 

France, or at Executive Management’s administrative head 

office at 8 Avenue Delcassé, 75008 Paris, France. Managers 

must be invited to meetings and attend in a consultative 

capacity only. A quorum is reached when at least half of the 

Board Members are present. Resolutions are passed by a 

majority of the Board Members present or represented who 

are allowed to vote. A present Board Member can represent 

no more than one absent Board Member provided that 

a proxy has been explicitly given. The Chairman has the 

deciding vote in the case of a tie. 

2.2.7. Rules of procedure 

The Supervisory Board does not currently have a set of rules 

of procedure. 

2.2.8. Special committees 

Until the changes to the Articles of Association were decided 

by the Annual General Meeting of 24 December 2007, the 

Supervisory Board was not allowed to delegate its duties 

to special committees. Therefore, the Supervisory Board 

had to resolve directly on issues that had previously been 

handled by the Investment Committee and Audit Committee 

(i.e. when ALTAREA was a public limited company with a 

Board of Directors). These issues included investments, 

divestments, commitments, and loans of an amount over 

€15 million. The Supervisory Board met as if it were an 

Investment Committee; that is, it heard presentations on 

possible projects from operating managers. However, in 

order to improve the Supervisory Board’s efficiency, Article 

18 of the Articles of Association now allows the Supervisory 

Board to delegate duties to special committees, except for 

any duties which are given explicitly to Supervisory Boards 

by French law. 

208

On 13 February 2008, the Supervisory Board reinstituted 

the Investment Committee and Audit Committee, and 

unanimously adopted their rules of procedure. 

Lastly, the Supervisory Board is in the process of creating a 

Managers’ Compensation Committee, which as of 1 January 

2013 should be involved in the process of determining 

managers’ remuneration, which will no longer be determined 

by the Articles of Association as of this date. It will be proposed 

at the combined general meeting to approve the financial 

statements for 2008 to amend Article 18 of the Articles of 

Association relating to special committees accordingly. 

It is specified that the special committees will report on their 

work during Supervisory Board meetings via their Chairmen, 

all of whom are Board members. 

Investment committee 

Members 

The Supervisory Board appoints Investment Committee 

members, who are currently the following: 

• Jacques Nicolet; 

• Adrien Blanc, representing a Morgan Stanley investment fund; 

• Bart le Blanc, representing a ABP investment fund; 

• Emeric Servin, representing Predica; 

• Olivier Estève, representing Foncière des Régions; 

• Christian de Gournay; 

• Eric Dumas; 

• Philippe Mauro. 

Jacques Nicolet is the Committee Chairman. Any operating 

managers related to the investment opportunities discussed 

at a Committee meeting also attend the meeting. 

Committee opinions and reports 

Investment Committee opinions are decided by a majority of 

members present, with the Chairman having a double vote 

in case of a tie. An opinion report is then drafted and signed 

by Committee members during the same meeting. The 

Company’s annual report contains a summary of the opinions 

issued by the Investment Committee during the year. 

Committee meeting frequency 

The Investment Committee meets at least once per quarter, 

and can be called at any time if an urgent situation arises. 

The Chairman calls committee meetings through whatever 

method is most convenient (e-mail, fax, post, etc.). 

Committee duties 

The Investment Committee advises the Supervisory Board 

on investment and divestment decisions for amounts 

between €15 million and €100 million, under the following 

conditions: 

a) Investment and divestment opportunities of between 

€15 million and €50 million are presented to either: 

– The Investment Committee directly; or 

– To the Chairman of the Investment Committee for an initial 

opinion – done most often in urgent situations – which is 

then ratified at the next committee meeting. 

b) Investment and divestment opportunities of between €50 

million and €100 million are presented to the Investment 

Committee before any final decision is made. 

c) Investment Committee opinions are obtained for 

transactions involving the Cogedim subsidiary as follows: 

– Before entering into any bilateral sales agreements for real 

estate over €15 million; 

– Before signing any deeds for real estate over €15 million, 

including pursuant to a unilateral sales agreement; and 

– Before beginning any construction work if the cost price, 

including land and after deducting any units that have 

already been reserved or sold, exceeds €15 million. 

d) Investments and divestments: 

– Less than €15 million do not require an Investment 

Committee opinion; and 

– Over €100 million must be submitted to the entire 

Supervisory Board for an opinion. 

These limits are adjusted annually based on the Syntec index. 

e) Investment Committee opinions are obtained for the sale 

of investment property and equity interests in companies 

owning investment property, within the limits given 

above. 

f) The limits given above apply as a percentage of ALTAREA’s 

equity interests, and exclude tax. 

Committee’s work 

In 2008, the Committee met on 13 February 2008 to review 

eight investment projects - seven in France and one in Italy - 

representing investment of €325 million. This meeting was 

attended by Jacques Nicolet, Emeric Servin, representing 

Predica, Olivier Estève, representing Foncière des Regions, 

Christian de Gournay, Eric Dumas and Philippe Mauro. 

Audit Committee 

Members 

The Supervisory Board appoints Audit Committee members 

based on their experience in the sector and knowledge of the 

Company. The Audit Committee is currently comprised of: 

– Françoise Debrus, representing Predica; 

– Adrien Blanc, representing a Morgan Stanley investment 

fund; 

– Olivier Estève, representing Foncière des Régions; 

– Bart le Blanc, representing an ABP investment fund; 

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– Matthieu Taravella; 

– Eric Dumas; 

– Philippe Mauro. 

The Supervisory Board appointed Françoise Debrus as Audit 

Committee Chairman due to her experience in the property 

sector from working with Predica and Crédit Agricole. 

The Supervisory Board appointed Eric Dumas as Audit 

Committee Secretary in light of his position as ALTAREA 

Chief Financial Officer. 

Since the appointment of Bart le Blanc as permanent 

representative of the ABP investment fund, the Company 

has met the requirements of the new version of Article 

L. 823-19 of the French Commercial Code introduced 

by Article 14 of the order of 8 December 2008 adapting 

the EC audit directive to French law. This requires that 

at least one member of the Audit Committee should have 

particular skills in the area of finance of accounting and be 

independent in view of the criteria set forth and made public 

by the Supervisory Board. Mr le Blanc presents undeniable 

skills in finance and accounting, having been Advisor 

and then Managing Director of the Budget in the Finance 

Ministry of the Netherlands, and Vice-President, Finance at 

the EBRD, before joining Caisse des Dépôts in France as 

Director of International Financing. He is currently Chief 

Financial Officer at Urenco Ltd. Furthermore, as stated 

in Article 2.2.2 (e), Mr le Blanc meets the independence 

criteria referred to by the Company’s Supervisory Board. 

Committee opinions and reports 

A quorum is reached when at least half of the committee 

members are present. Committee opinions are decided by 

a majority of members present, with the Chairman having a 

double vote in case of a tie. The committee secretary drafts a 

report of the meeting if he or she feels one is necessary, and 

submits it for approval by the other committee members. 

The Audit Committee gives a report to the Supervisory Board 

during the review of the half-year and full-year financial 

statements. 

Committee meeting frequency 

The Audit Committee meets on dates set according to the 

Company’s schedule for approving the half-year and full-year 

financial statements, and may meet at other times of the 

year if necessary. The Chairman calls committee meetings 

through whatever method is most convenient (e-mail, fax, a 

letter, etc.). The committee secretary sends members all the 

required documentation before the meeting. 

In 2008, the Audit Committee met on 7 March 2008 to 

prepare for the Supervisory Board meeting to review the 

financial statements for the year ended 31 December 2007. 

All members in office at this date were present, namely 

Laurent Cazelles, representing Predica, Adrien Blanc, 

representing Morgan Stanley investment funds, Olivier 

Estève, representing Foncière des Régions, Matthieu 

Taravella, Eric Dumas and Philippe Mauro. 

Committee duties 

The Audit Committee helps the Supervisory Board oversee 

the Company’s operations by: 

– Monitoring the preparation of the Company’s financial 

documents; 

– Making sure that systems for internal controls, internal 

audits, and risk management are working effectively; 

– Making sure that the Company’s financial statements are 

reviewed by statutory auditors; 

– Ensuring that the statutory auditors are independent; and 

– Ensuring that the Company’s operations comply with all 

applicable laws and regulations. 

The Audit Committee maintains working relationships with 

the Company’s Managers, internal controllers, internal 

auditors, and statutory auditors. It may ask statutory auditors 

to attend Committee meetings to answer questions about 

subjects within their area. The Audit Committee may also 

ask a Company employee to attend a meeting in order to 

clarify a specific issue. The Audit Committee recommends 

to the Supervisory Board all measures it deems useful. 

In addition, the Audit Committee must be consulted for the 

following: 

– Statutory auditor appointments; 

– Plans for significant changes in accounting methods; and 

– The approval of the half-year and full-year financial 

statements. 

The Audit Committee ensures that the Company has the 

appropriate systems, including procedures, documents, 

and files, to operate as an ongoing concern and protect the 

Company against fraud and malice. 

Managers’ Compensation Committee 

At the Annual General Meeting to approve the financial 

statements for 2008, a change was proposed to the method 

of determining compensation paid to managers, which had 

previously been determined by the Articles of Association 

themselves. The Annual General Meeting passed the 22 nd 

resolution, which proposed that as of 1 January 2013, 

managers’ compensation be determined for successive 

periods of three years by the Annual General Meeting on the 

proposal of the General Partners and after consultation with 

the Supervisory Board. 

210

At the same meeting, the 23 rd resolution proposed the creation 

of a Managers’ Compensation Committee with the following 

operating practices and duties, it being specified that the 

effective implementation of this committee could take place 

at any time and no later than the start of 2013, when the 

Annual General Meeting will be called to familiarise itself with 

the Supervisory Board’s opinion with a view to determining 

compensation paid to managers for the first time: 

Members 

(New version of Article 18 of the Articles of Association) 

The Managers’ Compensation Committee will be made up of 

members of the Supervisory Board. 

Members of the Managers’ Compensation Committee should 

be independent of the Managers. 

Duties 

(New version of Article 18 of the Articles of Association) 

The Compensation Committee will formulate proposals 

concerning the compensation of Managers and submit them 

to the Supervisory Board. 

2.2.9 Supervisory Board meetings and work in 2008 

The Supervisory Board held the following meetings in 2008: 

• On 13 February 2008: Appointment of three new co-opted 

members (Alta Patrimoine, JN Holding and Christian de 

Gournay) to replace three departing members (S.AP.M, Alta 

Holding and Altor). Creation of an Investment Committee 

and adoption of its rules of procedure. Creation of an Audit 

Committee and adoption of its rules of procedure. Favourable 

opinion given to Managers to grant guarantees to subsidiaries. 

Restructuring and development projects currently under way. 

Favourable opinion concerning a new investment project. 

• On 17 March 2008: Review of the company and consolidated 

financial statements for the year ended 31 December 2008 

and the Management Report. Authorisation of regulated 

agreements. Proposed merger of Altafinance into ALTAREA. 

Review of management forecasts. Compensation paid to 

the Chairman of the Supervisory Board. 

• On 29 August 2008: Review of the financial statements 

approved by the Managers for the six months ended 30 

June 2008. Appointment of two new co-opted members 

(ABP and Opus Investment funds) to replace two 

departing members (MSRESS Valmur T BV and Christian 

de Gournay). Review of management forecasts. 

• On 1 December 2008: Presentation of Bart le Blanc, permanent 

representative of the ABP investment fund. Discussion of the 

ALTAREA Group’s operating and financial situation - strategy 

for adapting to the crisis - approval of crisis adaptation and 

restructuring measures presented by Managers and reiteration 

by the Board of its confidence in the Group’s outlook and 

development model. Authorisation of regulated agreements. 

2.2.10 Meeting minutes 

Minutes of Supervisory Board meetings are recorded in a 

special registry and signed by the meeting Chairman and 

secretary, or by the majority of Board Members present. 

2.2.11 Assessment of the Board’s and Board 

Committees’ work 

The Company feels that the operating practices of the 

Supervisory Board and Board Committees are appropriate, 

and that no formal assessment procedures are necessary. 

3 - Internal control 

and risk management 

In accordance with Article L. 225-37 of the French 

Commercial Code, the following sections describe the main 

measures that the Company has taken in 2008 and so far in 

2009 to enhance its internal controls. 

3.1 Objectives of internal controls 

(a) Objective of internal control procedures for preparing 

accounting and financial information 

The primary objective of the Company’s procedures for 

preparing accounting and financial information is to comply 

with the principles set forth in Article L. 233-21 of the 

French Commercial Code, which states, “The consolidated 

financial statements must be honest and truthful and ensure 

a faire representation of the assets, financial situation, and 

results of the whole formed of the undertakings included in 

the consolidation“. 

In addition, because ALTAREA is listed on a regulated market 

within a European Union member state, it is required to 

present its consolidated financial statements in accordance 

with the International Financial Reporting Standards (IFRS) 

issued by the IASB, along with the corresponding IFRIC and 

SIIC interpretations, as adopted by the European Union on 

19 July 2002 through Regulation (EC)1606/2002 of the 

European Parliament and the Council. 

(b) Objectives of other internal control procedures 

• Preserve the Company’s assets; 

• Ensure that budgets are followed correctly; 

• Monitor the commitments made by the Company; and 

• Ensure the confidentiality of information, especially as 

required by securities exchange regulators. 

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212 

(c) Limits inherent to internal controls 

One objective of the Company’s internal controls is to 

predict and manage the risks from its business operations 

and the risks of error or fraud, especially in the areas of 

accounting and finance. However, like any control system, 

the Company’s internal controls cannot fully guarantee that 

these risks will be completely eliminated. 

3.2 The Company’s internal control system 

In 2008, the Company’s Managers were responsible for 

setting up the Company’s internal controls. The Managers 

ensure that the Company has the internal control procedures 

and measures in place to manage the risks related to its 

business operations. 

3.2.1. Participants in the internal control system 

(a) Audit Committee of the Supervisory Board 

The Supervisory Board plays a significant role in the 

Company’s internal control system, both directly and through 

special committees, in particular the Audit Committee, as 

part of its general responsibility to oversee the Company’s 

management (see Section 1.2.7). 

(b) Corporate Secretary 

Internal control procedures are coordinated by the Corporate 

Secretary, who reports to the Managers. These controls are 

mostly performed within the various subsidiaries. In 2008, 

internal control procedures were structured around four 

major subsidiaries, with gradual grouping together into 

corresponding consolidation segments. 

The key responsibilities are to: 

• Ensure that the Supervisory Board committees (Investment 

Committee and Audit Committee) follow rules of procedure 

and operate effectively; 

• Identify and synchronise the efforts of operating 

committees at ALTAREA and its subsidiaries; 

• Identify the risks related to: 

– The business operations of ALTAREA’s subsidiaries in 

France and other countries; and 

– ALTAREA’s status as a listed company; 

• Develop general and specific internal control procedures 

(for corporate officers, powers, etc.); 

• Review the terms and conditions of the Company’s 

commitments, and compile existing company rules, and 

standardise them if needed; and 

• Carry out all checks for compliance with internal control 

procedures. 

3.2.2. Risks addressed by internal controls 

The main risks addressed by the Company’s internal controls 

are: 

• Property development risks (e.g. company commitments 

and project management); 

• Risks related to the Company’s businesses and assets 

(e.g. to maintain asset values); 

• Risks related to the preparation of financial and accounting 

information; and 

• Other risks (interest rate risk, IT system risks, etc.). 

(a) Property development risks 

Some of the many risks related to property development 

include the following: 

• Risks related to obtaining building permits or permits for 

commercial operations, and administrative proceedings 

that could delay property development projects; 

• The risk of a delay in construction work due to archaeological 

excavation, soil typology, decontamination, etc. and the 

potential for ensuing litigation with construction companies; 

and 

• Risks related to selling or leasing the property (a risk 

which the Company limits through pre-sales). 

It is introduced a classification system for development 

projects based on the level of priority for beginning works, 

distinguishing between: 

– ready to begin works; 

– preparing to begin works; 

– projects under review. 

The Investment Committee within the Supervisory Board 

(see Section 1.2.7) and the special committees within 

ALTAREA’s subsidiaries work to mitigate these risks, as 

discussed below for each subsidiary. 

1 – ALTAREA France 

(i) Development, Operations, and Planning Committee: This 

committee works with management to set operating targets 

for property development projects, oversee construction 

work, establish budgets, and make any budget revisions. 

(ii) Coordination and Sales Committee: This committee 

helps management set sales targets for developed property. 

(iii) Investment reviews: Operating and finance managers 

track investments monthly through a system of checks and 

approvals for each business, and senior management is 

responsible for giving final approval for expenditures. 

(iv) A formal process has been set out for validating operating 

budgets on a half-yearly basis. Therefore, procedures for 

reconciling invoices for works with the accounts department 

and determining financial expenses on the basis of market 

conditions are set out in full and the application of these 

procedures is monitored by management control.

2 – Cogedim 

(i) Cogedim Investment Committee: Cogedim has an 

Investment Committee that reviews all property development 

projects at the initial stages that constitute an investment 

commitment for the Company, including signing a sales 

agreement at the land stage, launching marketing, buying 

the land and beginning works. In parallel with the opportunity 

and advantages of carrying out the development project, 

objective data are also validated at each stage, including the 

margin, level of pre-marketing and validation of the cost of 

works. The Investment Committee is made up of members 

of the Management Board, the Chief Financial Officer, the 

Head of Sales, the Head of Contracts (bids) and the Head 

of Investment. The latter position was created in 2008, as 

part of the Company’s efforts to step up its existing controls. 

In addition to the work of the Investment Committees, with 

the help of subsidiaries’ financial controllers, the Head 

of Investment is involved in all issues concerning the 

Company that do not fall directly within the remit of the 

Investment Committee, and can comment on any proposed 

memorandums of understanding, sales agreements or 

specific contracts. The Head of Investment is also informed 

of the development of major development projects and the 

risk they may present in terms of the amount involved or 

legal arrangement, for example. The Head of Investment 

acts as an intermediary between the Group’s Corporate 

Secretary with regard to internal control issues. 

(ii) Contracts Department: This department validates the 

construction costs used in budget forecasts for development 

projects as soon as the sales agreement for the land is 

signed. Costs are updated as progress is made in defining 

the product. The Contracts Department is also involved in 

consulting companies prior to signing works contracts. 

(iii) Sales and Marketing Procedures: Cogedim has its own 

marketing tool in the form of a dedicated subsidiary, Cogedim 

Vente, which is responsible for sales and marketing, as well 

as sales administration. The sales and marketing strategy 

for each development project is defined by the Project 

Manager and Leader and the Product Manager for Cogedim 

Vente. Cogedim Vente also provides project managers with 

research and opinions to evaluate local markets and prices, 

thereby allowing them to integrate these values into their 

budget forecasts. Budget monitoring information for each 

project is entered into the IT system in real time in the form 

of marketing data (reservations and sales), enabling each 

project manager to monitor the progress of the developments 

for which they are responsible. The marketing IT tool also 

allows for consolidated reporting at the level of Cogedim. 

3 – Italy and Spain 

New investments in Italy and Spain are reviewed by the 

ALTAREA Investment Committee. 

• Different committees have been formed in Italy (Property 

Development, Construction, Management, and Resale 

Committee, Finance Committee, and Management Committee) 

which meet every two weeks with a set agenda; minutes are 

drafted after each meeting. An oversight committee is due to 

be set up in 2009 to comply with regulatory requirements. 

• In Spain, given the size of the subsidiary, weekly meetings 

are held to review its business progress. In addition, in order 

to meet regulatory requirements in Spain, an Internal Control 

and Communications Body is to be set up in 2009, as well as 

the adoption of measures to prevent money laundering. 

In addition, ALTAREA Managers hold monthly meetings with 

the subsidiaries’ management teams, for which minutes are 

not drafted systematically. 

(b) Risks related to the Company’s businesses and 

assets 

(i) Property Portfolio Committee: This committee helps 

management set asset management targets for each 

property. 

(ii) Property Portfolio reports: Managers responsible for 

operating property portfolios send the corporate finance 

department regular financial statements and reports including 

forecasts of rental income and non-collectable expenses, 

data on property vacancies, and changes in base rents, billed 

rents, and gross rents. Quarterly property portfolio reports 

are also submitted to provide a comprehensive view of 

results at the Company’s shopping centres. The Commercial 

Coordination Committee monitors all re-marketing actions 

on a monthly basis in order to determine terms for renewing 

lease agreements for the Company’s properties. 

(iii) Property appraisals: Shopping centres operated by the 

Company are appraised by experts twice yearly. On 27 August 

2007, the Supervisory Board appointed three firms – Cushman 

& Wakefield, Savills, and Marx – as ALTAREA’s appraisers for 

a term ending at the Supervisory Board meeting to review the 

financial statements for the fiscal year ending 31 December 

2008. These appraisers follow international standards, 

including the Appraisal and Valuation Standards issued in May 

2003 by the Royal Institution of Chartered Surveyors. A tender 

invitation for appraisers was launched in early 2009. 

(iv) Rental property and France’s Hoguet law: ALTAREA 

France, CRP Developpement, Cogedim Vente, Cogedim 

Tradition and Cogedim Gestion have licenses for property 

transactions and property management, and are eligible for 

the guarantees provided by French law. 

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(v) Insurance in France 

• Insurance for property in operation: All ALTAREA property 

in operation is covered by an “everything but“ policy from 

AXA, which includes both damages and civil liability. 

The damages portion covers the value of property in 

newly rebuilt condition, as well as operating losses over 

two years. The insurance premium for this policy was 

€1,245,687.15 (incl. tax) in 2008. The Company also 

has an insurance policy with AXA for land and buildings 

purchased before construction work is completed; the 

premium for this policy was €143,510.49 (incl. tax). 

• Insurance for property under construction: ALTAREA has 

“construction damages“ and “all worksite risks“ insurance 

polices with AXA and Gan for property under construction, 

as well as framework agreements or pricing agreements for 

construction projects whose cost is below a set amount. 

The Company has undertaken steps to consolidate these 

policies and agreements. 

• Professional liability insurance: ALTAREA and its subsidiaries, 

including Cogedim, have professional liability insurance 

policies with several insurers including AGF, CNA and Covea 

Risk. Premiums for these policies totalled €1,200,332 

(incl. tax) in 2008. 

• Other insurance: The Company has other insurance 

policies to cover items such as leased offices, vehicle 

fleet, and computer equipment. It also has a “corporate 

officers“ insurance policy with Chubb. 

(vi) Delegation of powers: during 2008, all delegations of 

power to various Centre Managers were implemented or 

standardised. 

(c) Risks related to the preparation of financial and 

accounting information 

(i) Finance Committee 

The Finance Committee meets every two weeks with an 

agenda set by the Chief Financial Officer. During these 

meetings, management is updated on accounting, taxation, 

and financial matters, and then management sets ALTAREA’s 

financial targets. ALTAREA’s largest subsidiaries, including 

Cogedim and ALTAREA France as of 2009, also have their 

own finance committees. 

A number of subsidiaries already have or have set up finance 

committees. 

Control procedures have been implemented relating to 

the preparation and treatment of accounting and financial 

information (main control procedures relating to preparation 

of the financial statements). A representative of the Finance 

Committee attends meetings of subsidiaries’ finance 

committees: 

• Hard copies of almost all the accounting documents 

for ALTAREA and its subsidiaries are held by company 

employees in offices at four sites: Rue de Richelieu 

and Avenue Delcassé in Paris, in Milan, Italy, and in 

Madrid, Spain. All sites use the same software to manage 

company accounts. User manuals are available to trace 

entries for auditing purposes. The corresponding financial 

statements are generated in-house through an interface 

with ALTAREA’s accounting software; 

• Accounting and finance operations are structured by 

division (at the levels of the Group holding company, 

ALTAREA France and Cogedim) to allow for checks at 

each level; 

• Events likely to have a significant effect on the financial 

statements (acquisitions, restructuring etc.) are modelled 

with financial software, described in notes written by the 

finance department, and documented in the notes to the 

financial statements. 

(ii) Enhancements to internal control procedures 

ALTAREA’s listing on Euronext prompted management to 

introduce operating guidelines and further strengthen the 

Company’s internal control procedures. Measures taken 

include: 

• The creation of summary files for each company, divided by 

function (purchasing, sales, cash flow, capital management, 

etc.) and designed to document the handling of legal and 

financial operations; 

• A procedure to pass data from operating departments 

vertically through the Company (account closing instructions, 

quarterly meetings, tracking tables for data sharing, etc.); 

• Cross-functional procedures for data sharing with checks 

on consistency and account reconciliations; 

• A procedure for formalising and tracking risks and legal 

proceedings; 

• Contractual audits of the financial statements of foreign 

subsidiaries. 

The following was done in 2008: 

– Form regional consolidation segments that will be under 

the responsibility of local finance departments; and 

– Begin preparing unaudited financial statements for the first 

and third quarters (ending 31 March and 30 September, 

respectively) that will be used to generate a complete set 

of consolidated financial statements; 

– Systematic implementation of paying suppliers by direct 

bank transfer; 

– Further automation of processes, ensuring reliable 

production of financial data. 

(iii) Account consolidation software 

The Company started using the Cartesis Magnitude account 

consolidation software in 2006. This software compiles 

data into a single database, allowing for a more reliable 

214

integration of management systems and a lower risk of 

material errors. Cartesis Magnitude can be upgraded for 

compliance with new regulations. After ALTAREA acquired 

Cogedim, Cogedim’s configuration in Cartesis Magnitude 

was modified to match ALTAREA’s system, so that the group 

could generate consolidated financial statements. 

(iv) Rental property software 

The Company’s French and Italian operations started using 

Altaix rental property management software on 1 January 

2007. Data will be automatically incorporated into the 

company accounts from Altaix to Sage starting in the first 

half of 2008. Management reports have been produced 

automatically as of February 2008. Since June 2008, 

inputs of supplier invoices and monitoring of commitments 

made by marketing centres have been automatically passed 

on to the centralised rental management system via Altaix. 

(v) Property transaction software 

Cogedim uses a software package that enables it to manage 

its property transactions efficiently through each step of the 

development and sales process. With the real-time integration 

of marketing data, daily accounting information and cash 

flow positions, also on a daily basis, this software allows 

for budget monitoring and steering for each of Cogedim’s 

property transactions. This software is complemented by 

a reporting and forecasting tool that uses operating data 

from “Primpromo“ to provide projected consolidated data 

for each subsidiary and for Cogedim as a whole. 

(d) Other risks related to ALTAREA’s business 

activities 

ALTAREA may be exposed to other risks and has the 

resources to limit these risks and manage the consequences 

should they materialise. 

Risks related to trends in the property market 

ALTAREA operates in several sectors of the property market, 

mainly commercial property (mostly shopping centres) and 

residential property. The Company is exposed to systemic 

risks and uncertainties specific to the property market, most 

notably its cyclical nature, as well as the risks inherent 

to each property asset. The Company’s risk management 

strategy and measures taken aim to limit the negative 

consequences should one of these risks materialise. 

However, abrupt changes in the economic, financial, 

monetary, regulatory, political, geopolitical, social, health, 

or environmental climate could have a negative impact on 

ALTAREA’s businesses, asset values, earnings, development 

projects, and investments. 

Risk of tenant insolvency 

ALTAREA’s ability to collect rental income depends on the 

solvency of its tenants. The Company carefully reviews 

potential tenants before granting any leases, although it may 

occur that a tenant does not pay its rent on time or defaults 

on its rental payments, which would impact ALTAREA’s 

operating income. 

In order to anticipate this risk as best possible, the Portfolio 

Management department produces systematic reports on 

payments in arrears by 30 days, 60 days and 90 days. 

Follow-ups in the procedure for recovering rental payments 

have also been stepped up. 

Legal, regulatory, environmental, 

insurance and tax risks 

Legal and regulatory risks 

ALTAREA must comply with regulations in a variety of areas, 

including urban planning, construction, leases, operating 

permits, health and safety, the environment, and taxes (most 

notably the tax rules governing SIICs). Changes to any of these 

regulations could require ALTAREA to adjust its operations, 

assets, or business strategy accordingly, which may have 

negative consequences on its earnings, asset values, and 

expenses, and may slow or halt progress on some of the 

Company’s property development or marketing activities. 

ALTAREA is involved in legal procedures as part of its 

regular business, and is subject to tax or regulatory audits. 

The Company recognises a provision whenever a risk is 

identified and its cost can be reasonably estimated. 

ALTAREA’s entities are subject to changes in regulatory 

requirements due to the nature of their businesses. 

ALTAREA France, ALTAREA Italie and ALTAREA Espagne: 

These subsidiaries’ legal departments ensure compliance 

with all applicable regulations and the possession of all 

permits needed to carry out their operations. The regulations 

relate mostly to urban planning (commercial licences, 

building permits, etc.), construction, and commercial leases. 

ALTAREA’s Corporate Secretary coordinates the efforts of the 

subsidiaries’ legal departments. The Chief Financial Officer 

oversees the corporate legal department, which ensures that 

ALTAREA and its main subsidiaries comply with workplace 

legislation and the requirements of being a listed company. 

Cogedim: Cogedim does not have a legal department, 

although many operating managers have had legal training. 

These operating managers hire outside law firms on a 

regular basis. The legal secretary functions of Cogedim 

SAS’s subsidiaries were carried out by a specialised outside 

firm in 2008. As of 2009, Cogedim’s main subsidiaries 

will be overseen by the corporate legal department and 

companies in charge of development projects will continue 

to be monitored by outside firms. 

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216 

Tax risks related to SIIC status 

ALTAREA is subject to SIIC tax rules, which means that 

it is exempt from French corporate income tax if it meets 

certain criteria regarding dividend distributions and share 

ownership. More specifically, the criteria stipulate that no 

single shareholder or group of shareholders acting in concert 

can own more than 60% of ALTAREA’s shares or voting 

rights – which is why ALTAREA’s Articles of Association cap 

voting right ownership at 60%. If ALTAREA fails to meet 

these criteria it will be required to pay corporate income tax 

under French common law for the fiscal years in which it 

does not meet these criteria, which would have a negative 

impact on its earnings. 

ALTAREA could be liable for an additional income tax 

charge if it pays an exempt dividend to a shareholder not 

subject to French corporate income tax (or an equivalent 

tax) and which owns at least 10% of ALTAREA’s shares, and 

if ALTAREA cannot pass the charge on to this shareholder. 

ALTAREA’s Articles of Association state explicitly that 

shareholders must pay this charge, but ALTAREA may have 

difficulty collecting the payment if it cannot be deducted 

from the dividend, or if the shareholder becomes insolvent 

before the payment is made. Finally, ALTAREA is subject to 

changes in existing tax laws. 

Risk related to the cost and availability of insurance 

coverage 

ALTAREA feels that the type and amount of insurance coverage 

it has is consistent with the practices in its industry. 

Nevertheless, the Company could experience losses that are 

not fully covered by its insurance policies, or the cost of its 

insurance policies could go up. The Company could be faced 

with insufficient insurance or an inability to cover some or 

all of its risks, which could result from capacity limitations 

in the insurance market. The cost or unavailability of 

appropriate coverage in the case of damages could have a 

negative impact on the Company’s asset values, earnings, 

operations, and financial position. 

Health and environmental risks (asbestos, Legionella, 

lead, classified facilities, etc.) and the risk of flood or 

building collapse 

ALTAREA’s assets could be exposed to health and safety 

risks such as those related to asbestos, Legionella, termites, 

or lead. As the owner of buildings, facilities, and land, 

ALTAREA could be formally accused of failure to adequately 

monitor and maintain its property against these risks. Any 

proceedings invoking the Company’s liability could have a 

negative impact on its operations, outlook, and reputation. 

Therefore, ALTAREA closely follows all applicable regulations 

in this area, and has a preventative approach to carrying 

out property inspections and carrying out any building work 

needed to come into compliance. 

ALTAREA’s property is exposed to natural and technological 

risks. One or more of its properties may receive an unfavourable 

inspection report from a safety commission, which could 

require the full or partial closure of the premises. This could 

make the Company’s assets less attractive, and have a negative 

impact on the Company’s operations and earnings. 

Risk of conflicts of interest 

ALTAREA has entered into partnerships or protocol 

agreements with other organisations, mostly for the purposes 

of carrying out joint property development projects. In the 

future, conflicts of interest could arise in one or more of 

these partnerships or agreements. 

Financing risks 

Borrowing capacity and liquidity risks 

ALTAREA finances some of its investments through fixedor 

floating-rate loans and through the capital markets. 

The Company may not always have the desired access to 

the capital markets or be able to obtain financing under 

favourable conditions. This situation could result from a 

crisis in the bond or equity markets, deterioration in the 

property market, or any change in ALTAREA’s businesses, 

financial position, or shareholder structure which affects 

investors’ perception of ALTAREA’s credit quality or 

attractiveness as an investment. 

ALTAREA manages its liquidity risk by keeping track of its 

debt maturity and available lines of credit, and diversifying 

its sources of financing. 

ALTAREA does not feel it has a significant exposure to 

liquidity risk as of the date of this Registration Document. 

Risk of changes in the share prices of other companies 

ALTAREA does not feel it has a significant exposure to the 

risk of changes in the share prices of other companies as of 


Currency risk 

ALTAREA generates almost all of its revenue in the 

Eurozone and pays almost all of its expenses (investments 

and capital expenditures) in euros. ALTAREA’s operations 

in non-Eurozone countries, such as Russia, are still minor. 

Therefore, ALTAREA does not feel it has a significant 

exposure to currency risk as of 31 December 2008. 

Interest rate risk 

ALTAREA has adopted a prudent approach to managing 

interest rate risk. The Company uses fixed/floating rate 

swaps as hedging instruments to cover the interest rates on 

mortgages backing its property and therefore preserve the 

cash flow generated by its operating assets.

IT system risks 

Every ALTAREA operating entity (ALTAREA France, Cogedim, 

ALTAREA Italie and ALTAREA Espagne) has a data back-up 

system that allows for secure, remote storage of critical data. 

Visual Scope: A management software package for holding 

companies and subsidiaries was implemented during the 

second half of the year. A centralised system allowing for 

the management in particular of participating interests and 

mandates, automatically providing legal and tax parameters 

and verifying compliance with applicable regulations 

became operational in the first quarter of 2009. It has been 

rolled out in France, Italy and Spain under the responsibility 

of the Group’s corporate legal department. 

ALTAREA France has decided to invest in an electronic data 

management system in order to safeguard and store data 

externally. All of the original documents produced by the 

Company will therefore be secured. 

(iii) Legal risks 

(Implementation of procedure to prevent money laundering) 

As a preventative measure, ALTAREA France has 

implemented a procedure to identify suppliers and clients. 

Cogedim’s Contracts Department is systematically involved 

in all tender invitations and consultations. It plays a 

decision-making role in choosing companies and prioritises 

working with companies offering a full range of guarantees. 

3.3 Improvements to be made in 2009 

The following measures will be taken in 2009 with a view to 

improving internal control: 

– Implementation of a Group Code of Ethics. A procedures 

intended for all Group employees has been implemented, 

targeted at those looking to buy a home from a Group 

company. Applications must be approved by the Corporate 

Secretary. 

– Improving the monitoring of commitments within 

the commercial division: A procedure for monitoring 

commitments within the commercial division, comprising 

Foncière ALTAREA, ALTAREA Italie and ALTAREA Espagne, 

was implemented in early 2009. For projects under 

development/in progress, a quarterly report has been 

drawn up that gives details of commitments and means of 

financing for each project. This procedure was brought into 

effect for the first time in February for commitments as at 


– A tender invitation was launched with a view to proposing 

the appointment of expert appraisers to the Supervisory 

Board. 

4. Management 

powers 

4.1. Exercising of management powers 

As the Company is a partnership limited by shares, the 

Managers are responsible for its management. 

A Manager may be a natural or legal person and may have 

the status of a General Partner. 

The first Managers were named in the Company’s Articles 

of Association as amended at the time of its transformation 

into a partnership limited by shares. During the Company’s 

existence, any new Managers are appointed unanimously 

by the General Partners, without requiring the agreement 

or approval of the Supervisory Board or the Annual General 

Meeting. 

4.2. Limitations on management powers 

and information provided to the 

Supervisory Board about the Company’s 

financial situation and net cash position, 

as well as its commitments 

In accordance with Article 13.4 of the Articles of Association, 

each Manager has broad powers to act on behalf of the 

Company, within the scope of the Company’s corporate 

purpose and subject to the powers explicitly given to Annual 

General Meetings or the Supervisory Board by either French 

law or the Articles of Association. 

Article 17.1 of the Articles of Association states that the 

Supervisory Board has the right to be provided the same 

documents by the Managers as those made available to the 

Statutory Auditors. 

217


5. Procedure for 

establishing the 

compensation and 

benefits paid to 

corporate officers 

5.1. Managers 

Compensation paid to Managers is determined by Article 14 

of the Articles of Association. 

This compensation includes a fixed portion and a variable 

portion; the variable portion is calculated as a percentage 

of the value of completed property developments and any 

divestments or asset sales. 

Any other compensation paid to Managers as a result of their 

position in the Company must be approved by an Annual 

General Meeting and unanimous vote from the General 

Partners, in accordance with Article 14.3 of the Articles of 

Association. 

6. Participation in the 

Annual General Meeting 

and information 

required by Article 

L. 225-100-3 of the 

French Commercial 

Code 

Other than the terms set out in applicable legislation or 

regulations, there are no particular terms relating to 

shareholders’ participation in Annual General Meetings. 

The information referred to in Article L. 225-100-3 of the 

French Commercial Code is provided in the appendix to the 

Management Report to the Annual General Meeting. 

Chairman of the Supervisory Board 


5.2. Supervisory Board 

Compensation and benefits paid to members of the 

Supervisory Board is set forth in Article 19 of the Articles 

of Association. 

The Annual General Meeting can allocate annual compensation 

that may be paid to members of the Supervisory Board 

exclusively in respect of their duties as members of the 

Supervisory Board. The amount of compensation paid, included 

in general operating expenses, is determined by the Annual 

General Meeting and maintained until decided otherwise. The 

Supervisory Board divides this amount between its members 

as it deems appropriate. Supervisory Board members are also 

entitled to the reimbursement of all expenses, travel costs and 

costs of any kind incurred in the Company’s interest. 

218

Statutory Auditors’ report on the Supervisory Board Chairman’s 

report prepared in accordance with Articles L. 225-235 

and L. 226-1 of the French Commercial Code 

7. Statutory Auditors’ report 

on the Supervisory Board Chairman’s report 



In our capacity as ALTAREA SCA’s statutory auditors, and in accordance with Articles L. 225-235 and L. 226-1 of the French 

Commercial Code, we hereby present you with our report on the Supervisory Board Chairman’s report submitted in accordance 

with Articles L. 225-68 and L. 226-10-1 of the French Commercial Code for the fiscal year ended 31 December 2008. 

It is the Chairman’s responsibility to prepare and submit to the Supervisory Board a report on the Company’s internal control 

and risk management procedures and providing the other information required by Article L. 225-68 of the French Commercial 

Code relating in particular to corporate governance. 

It is our responsibility: 

• to give you our observations on the information set out in the Supervisory Board Chairman’s report on internal control 

procedures relating to the preparation and treatment of accounting and financial information; 

• to certify that the report contains the other information required by Article L. 225-68 of the French Commercial Code, it 

being specified that it is not our responsibility to verify the fair presentation of this other information. 

We conducted our audit in accordance with the professional standards applicable in France. 

Information concerning internal control procedures relating to the preparation and treatment of accounting and financial 

information 

Professional guidelines require us to perform procedures to assess the fair presentation of information concerning internal 

control procedures relating to the preparation and treatment of accounting and financial information set out in the Chairman’s 

report. These procedures notably consist of: 

• obtaining an understanding of internal control procedures relating to the preparation and treatment of accounting and 

financial information underlying the information provided in the Supervisory Board Chairman’s report, as well as existing 

documentation; 

• obtaining an understanding of the work performed to prepare this information and existing documentation; 

• determining whether appropriate information is provided in the Supervisory Board Chairman’s report about the major 

shortcomings in internal control relating to the preparation and treatment of accounting and financial information identified 

within the framework of our audit. 

On the basis of these procedures, we have no matters to report concerning the information in the Supervisory Board Chairman’s 

report on the internal control procedures relating to the preparation and treatment of accounting and financial information, 

submitted in accordance with Article L. 225-68 of the French Commercial Code. 

Other information 

We certify that the Supervisory Board Chairman’s report contains the other information required by Article L. 225-68 of the 

French Commercial Code. 




ERNST & YOUNG Audit 



219

ALtarea gROUP / DRAFT RESOLUTIONS 

7 

Draft resolutions 

1. BUSINESS OF THE ORDINARY 

GENERAL MEETING 222 

2. BUSINESS OF THE EXTRAORDINARY 

GENERAL MEETING 225 

221

DRAFT RESOLUTIONS 

222 

1. Business 

of the ordinary 

general meeting 

First resolution 

(Approval of the parent company accounts for the 

financial year ending 31 December 2008) 

The General Meeting, having heard the report of the 

Supervisory Board and the general report of the Statutory 

Auditors on the accounts for the financial year ending 

31 December 2008, approves the parent company accounts 

for that financial year, as presented, which show a net profit 

of €83,688,622.18. 

It also approves the operations reflected in those accounts 

or summarised in those reports. 

Second resolution 

(Appropriation of distributable profit) 

The Ordinary General Meeting notes that the profit for the 

financial year ending 31 December 2008 is €83,688,622.18, 

and resolves to appropriate it in the following ways: 

• An allocation of 5% of the profit, namely €4,184,431.11, 

to the legal reserve, by way of a deduction from the profit 

for the financial year; 

• The distribution of a dividend of €7 per share, namely a 

total amount of €71,393,637, deducted in its entirety 

from the profit for the financial year; 

• Payment to the General Partner of a cumulative preferred 

dividend equivalent to 1.5% of the annual dividend 

distributed, pursuant to Article 32 paragraph 5 of the 

Articles of Association, namely €1,070,904.55, deducted 

from the profit for the financial year; 

• The balance of the profit, namely €7,039,649.52, is 

appropriated to Other Reserves. 

The above amounts are calculated on the basis of that the 

number of shares entitled to dividends in respect of the 

financial year 2008 is 10,199,091, and will be adjusted by 

the Management according to the number of shares entitled 

to dividends on the date of actual payment of the dividend. 

The cash dividend will be paid out with effect from 1 July 2009. 

In accordance with Article 158.3.2 of the General Taxation 

Code, this dividend is eligible for the 40% tax relief for 

individuals resident for tax purposes in France, unless they 

opt to pay tax at the flat rate. 

Individuals resident for tax purposes in France may opt to 

be subject to a deduction at the rate of 18% (plus social 

security contributions) on sums distributed and paid in 

2009, instead of being subject to progressive income tax, 

under the conditions provided by Article 117 quater of the 

General Taxation Code. Taxpayers must opt for this deduction 

at the latest at the time the dividend is received. 

In the event that at the time of payment of the dividend, 

the Company owns some of its own shares, the distributable 

profit corresponding to dividends unpaid by reason of 

the ownership of such shares will be appropriated to the 

retained earnings account. 

The General Meeting formally notes that the Company, which 

has opted to be subject to the regime described in Article 

208 C of the General Taxation Code, which provides for the 

exemption of certain income provided it is distributed, is not 

subject to any distribution obligation in 2009 in respect of 

the financial year ending 31 December 2008, pursuant to 

the said regime. Consequently, from a tax point of view, the 

distributions decided upon in this General Meeting will be 

deemed to be charged to profits other than those exempt 

pursuant to Article 208 C of the General Taxation Code, and 

will, if necessary, be eligible for the parent company regime 

provided by Articles 145 and 216 of the General Taxation 

Code. 

The General Meeting formally notes that the sums distributed 

by way of dividends in respect of the last three financial 

years were as follows: 

Number of shares 

remunerated 

Dividend 

distributed 

Dividend entitled 

to relief * 

Financial year 2005 6,576,541 €2.40 €2.40 



*These dividends were entitled to the tax relief of 40% applicable to individuals 

resident for tax purposes in France with effect from 1 January 2006. 

Third resolution 

(Approval of the consolidated accounts for the financial 

year ending 31 December 2008) 

The General Meeting, having heard the management report 

of the Management, the report of the Supervisory Board, 

and the report of the Statutory Auditors on the consolidated 

accounts for the financial year ending 31 December 2008, 

approves the consolidated accounts for that financial 

year, as presented, which show attributable earnings of 

€(397,055,623). 

It also approves the operations reflected in those accounts 

or summarised in those reports.

Fourth resolution 

(Approval of agreements previously authorised by the 

Board and referred to in Articles L. 225-38 et seq. and 

L. 226-10 of the Commercial Code) 

The General Meeting, having heard the special report of the 

Statutory Auditors on agreements previously authorised by 

the Supervisory Board and referred to in Articles L. 225-38 

et seq. and L. 226-10 of the Commercial Code, approves 

the conclusions of the said report and the agreements 

mentioned therein. 

Fifth resolution 

(Approval of agreements not previously authorised by the 

Board and referred to in Articles L. 225-38 et seq. and 

L. 226-10 of the Commercial Code) 

The General Meeting, having considered the agreements 

entered into without the prior authorisation of the Supervisory 

Board, which are referred to in Articles L. 225-38 et seq. 

and L. 226-10 of the Commercial Code and which are 

mentioned in the special report of the Statutory Auditors, 

resolves to approve the said agreements. 

Sixth resolution 

(Ratification of the cooption of a member of the Supervisory 

Board) 

The General Meeting ratifies the temporary cooption as 

a member of the Supervisory Board of the company Opus 

Investment, decided upon by the Supervisory Board on 

29 August 2008. The registered office of Opus Investment 

is at 483 Herengracht, 1017 BT Amsterdam, Netherlands, 

and it replaces the resigning Mr Christian de Gournay for the 

remainder of his term of office, namely until the end of the 

Ordinary Annual General Meeting called in 2013 to approve 

the accounts for the financial year ending 31 December 

2012. 

Seventh resolution 


Board) 

The General Meeting ratifies the temporary cooption as a 

member of the Supervisory Board of the company Stichting 

Pensioenfonds ABP, decided upon by the Supervisory 

Board on 29 August 2008. The registered office Stichting 

Pensioenfonds ABP is at Oude Lindestraat 70, 6411EJ 

Heerlen, Netherlands, and it replaces the resigning company 

MSRESS II Valmur T BV for the remainder of its term of 

office, namely until the end of the Ordinary Annual General 

Meeting called in 2013 to approve the accounts for the 

financial year ending 31 December 2012. 

Eighth resolution 


Board) 


member of the Supervisory Board of the company FDR 3, 

decided upon by the Supervisory Board on 27 March 2009. 

FDR 3 is a simplified limited liability company (société par 

actions simplifiée), the registered office of which is at 46 

Avenue Foch, 57000 Metz, and it replaces the resigning 

Mr Christophe Kullmann for the remainder of his term of 

office, namely until the end of the Ordinary Annual General 

Meeting called in 2013 to approve the accounts for the 

financial year ending 31 December 2012. 

Ninth resolution 


Board) 


member of the Supervisory Board of Ms Françoise Debrus, 

decided upon by the Supervisory Board on 27 March 2009. 

Ms Françoise Debrus resides at 99 rue de Sèvres, 75006 

Paris, and she replaces the resigning Mr Laurent Cazelles 

for the remainder of his term of office, namely until the 

end of the Ordinary Annual General Meeting called in 

2013 to approve the accounts for the financial year ending 

31 December 2012. 

Tenth resolution 

(Global remuneration of the members of the Supervisory 

Board) 

The Ordinary General Meeting resolves to allocate global 

remuneration of six hundred thousand euros (€600,000) 

to the members of the Supervisory Board, an amount which 

is unchanged from 2008. This remuneration will apply in 

the year 2009 and in every subsequent year until a further 

resolution of the Ordinary General Meeting. 

Eleventh resolution 

(Appointment of a new member of the Supervisory Board) 

The General Meeting appoints the following person as a 

member of the Supervisory Board for a term of six years 

expiring at the end of the General Meeting called to approve 

the accounts for the financial year 2014: 

Mr Dominique Rongier 

Date of birth 26 June 1945, at 75016 Paris 

Of 25, rue du Four, 75006 Paris and of French nationality 

223


Twelfth resolution 






The company ATI 

A partnership (société en nom collectif) 

108, rue de Richelieu, 75002 Paris 

Reg’d. no. 498.496.520 RCS Paris 

Thirteenth resolution 






The company ALTAFI 3 

A simplified limited liability company (société par actions 

simplifiée) 

108, rue de Richelieu, 75002 Paris 

Reg’d. no. 503.374.464 RCS Paris 

Fourteenth resolution 

(Authorisation to be granted to the Management to buy 

ALTAREA shares) 

The General Meeting, acting under the conditions as 

to quorum and majority applicable to Ordinary General 

Meetings, having considered the report of the Management 

and the report of the Supervisory Board, and in accordance 

with Article L. 225-209 of the Commercial Code: 

• Authorises the Management to arrange for the purchase 

by the Company of its own shares, subject to the legal 

limit of 10% of the total number of shares comprising the 

authorised share capital, adjusted for any change in the 

capital during the period of authorisation. 

• Resolves that the shares purchased by the Company in 

this way may be used (according to such order of priority 

as may be determined by the Management): 

1. to reduce the Company’s capital by the cancellation of 

some or all of the shares, in order to optimise recurring 

earnings per share or the adjusted net asset value per 

share; 

2. to have shares available to be allocated to its senior 

executives and employees and to those of its associated 

companies, in the context of stock option plans, 

allocations of bonus shares from among existing shares, 

or Company Savings Plans; 

3. to have shares available to enable it to honour obligations 

associated with debt securities exchangeable for shares 

or with other negotiable securities giving access to 

existing shares; 

4. to have shares available to be retained and subsequently 

delivered by way of exchange or payment in the context 

of external growth operations (including the acquisition 

or increase of shareholdings); 

5. to promote the liquidity of transactions and the stability 

of the Company’s share price and to avoid price 

discrepancies that are not justified by market trends, 

in the context of a liquidity contract in accordance with 

the professional standards of the AFEI dated 14 March 

2005, which is an accepted market practice pursuant 

to the decision of the AMF dated 22 March 2005. 

• Sets the maximum purchase price per share at €200 

excluding expenses, subject to readjustment of that price 

according to the ratio applied at the time of any financial 

transactions by the Company, particularly in the event of 

increases in the capital, division of the nominal value of 

the shares or the consolidation of shares. 

• Resolves that the total amount that the Company may 

apply to the buyback of its own shares may not, however, 

exceed €100 million, on the basis of the current share 

capital. 

Resolves that the purchase, sale, transfer or exchange of the 

shares may take place at any time, subject to compliance 

with the specific regulatory provisions applicable during 

periods of public tender offers, and may be completed and 

paid for by any means and in any way, on the Stock Exchange 

or over-the-counter, including though shareholders that are 

company officers (on condition that the transaction takes 

place at a price equal to the average of the last 20 stock 

market prices, on the understanding that if this average is 

greater than the last stock market price, the transaction 

will take place at a price equal to the last stock market 

price), including by the use of derivative products, in 

accordance with the applicable regulations, and that the 

maximum proportion of the capital that may be purchased 

or transferred in the form of blocs of shares may be equal to 

the entirety of the authorised share buyback programme. 

224

This authorisation is granted to the Management for a 

period of eighteen months with effect from the date of 

this General Meeting. It cancels and replaces any previous 

authorisation. 

The General Meeting gives all necessary powers to the 

Management, within the limitations and subject to the 

conditions specified above, in particular, to place any stock 

market orders, to enter into any agreements, to complete 

any formalities, to make any declarations to any bodies and 

generally, to do whatever is necessary. 

2. Business 

of the extraordinary 

general meeting 

Fifteenth resolution 

(Authorisation to be granted to the Management to reduce 

the authorised share capital by the cancellation of shares 

purchased in the context of the buyback programme) 

The General Meeting, acting under the conditions as to 

quorum and majority applicable to Extraordinary General 

Meetings, having considered the report of the Management, 

the report of the Supervisory Board and the special report of 

the Statutory Auditors, and in accordance with the provisions 

of Article L. 225-209 of the Commercial Code, authorises 

the Management, within the limitations and subject to the 

conditions specified below: 

• to take any decision to cancel shares purchased in the 

context of share buyback programmes, up to a maximum 

of 10% of the amount of the authorised share capital per 

24-month period, 

• to reduce the authorised share capital by the corresponding 

amount by charging the difference between the purchase 

price of the cancelled shares and their nominal value to 

available premiums and reserves, 

• to make the consequential amendments to the Articles of 

Association and to complete any necessary formalities. 


period of twenty-six months with effect from the date of 



Sixteenth resolution 

(Authorisation to be granted to the Management to 

reduce the authorised share capital by the cancellation 

of treasury shares held following capital contributions or 

mergers) 




the report of the Supervisory Board and the special report 

of the Statutory Auditors, and in accordance with the 

provisions of Article L. 225-204 of the Commercial Code, 

authorises the Management: 

• to cancel some or all of the shares held by the Company 

following a universal asset transfer resulting from capital 

contributions or mergers, 

• to reduce the authorised share capital by the corresponding 

amount, by charging the difference between the value of 

the shares cancelled and their nominal value to available 

premiums and reserves, 

• to make the consequential amendments to the Articles of 

Association and to complete any necessary formalities. 


period of eighteen months with effect from the date of 



Seventeenth resolution 

(Delegation of competence granted to the Management 

to increase the share capital by the issue of ordinary 

shares to be subscribed in cash, or of any negotiable 

securities giving access to the capital while maintaining 

shareholders’ preferential subscription rights) 






provisions of Articles L. 225-129-2 and L. 228-92 of the 

Commercial Code: 

• Delegates to the Management the competence to decide 

to make one or more increases in the capital by the issue, 

in France or abroad, of ordinary shares to be subscribed 

in cash, and of any negotiable securities giving access by 

any means to ordinary shares of the Company, whether 

immediately and/or in the future. 

The delegation of competence thus granted to the 

Management is valid for a period of twenty-six months with 

effect from the date of this General Meeting. 

225


226 

• Resolves that the total nominal amount of the capital 

increases capable of being carried out pursuant to this 

resolution may not result in the global ceiling referred to 

in the twenty-first resolution adopted by the Extraordinary 

General Meeting being exceeded. 

• Resolves that the shareholders will have a preferential 

subscription right in respect of the negotiable securities 

issued pursuant to this resolution, in proportion to the 

amount of their shares. 

• States that the Management will set the conditions and 

limits according to which shareholders may exercise their 

right to subscribe on an irreducible basis, and that it may 

introduce a reducible right for the benefit of shareholders, 

to be exercised in proportion to their rights. 

• Resolves that if irreducible subscriptions and, if 

applicable, reducible subscriptions, do not absorb the 

entirety of an issue of shares or of negotiable securities as 

defined above, the Management may offer some or all of 

the unsubscribed securities to the public. 

• Formally notes that this delegation of competence 

entails the waiver by shareholders of their preferential 

subscription rights in respect of the shares to which any 

negotiable securities issued pursuant to this delegation of 

competence may confer a right. 

• Formally notes that this delegation of competence revokes 

any previous delegation of competence given for the same 

purpose. 

Eighteenth resolution 

(Delegation of competence granted to the Management 

to increase the share capital by the issue of ordinary 

shares to be subscribed in cash or of any negotiable 

securities giving access to the capital, while cancelling 

shareholders’ preferential subscription rights) 






provisions of Articles L. 225-129-2, L. 225-135, L. 225- 

136 and L. 228-92 of the Commercial Code: 

• Delegates to the Management the competence to decide 

to make one or more increases in the capital by the issue, 

in France or abroad, of ordinary shares to be subscribed 

in cash, and of any negotiable securities giving access by 

any means to ordinary shares of the Company, whether 

immediately and/or in the future. 









• Resolves to cancel shareholders’ preferential subscription 

rights and to grant the Management the power to introduce 

a priority right, on such terms as it shall determine, 

pursuant to the provisions of Article L. 225-135 of the 

Commercial Code. 

• Resolves that the issue price of the shares, including those 

resulting from the exercise of negotiable securities giving 

access to the capital issued pursuant to this resolution, 

will be at least equal to the minimum authorised by 

the legislation, subject to the possibility, in the case of 

operations affecting less than 10% of the authorised 

share capital per year, for the Management to set the 

issue price according to the average of the last three stock 

market prices preceding the issue decision, provided that 

the discount granted does not exceed 10%. 

• Formally notes that this delegation of competence 

entails the waiver by shareholders of their preferential 

subscription rights in respect of the shares to which any 

negotiable securities issued pursuant to this delegation of 

competence may confer a right. 



purpose. 

Nineteenth resolution 

(Delegation of competence given to the Management to 

increase the capital by the issue of ordinary shares or 

any negotiable securities giving access to the capital in 

order to pay for contributions in kind of securities in the 

context of public exchange offers) 

The General Meeting, acting under the conditions as to quorum 

and majority applicable to Extraordinary General Meetings, 

having considered the report of the Management, the report of 

the Supervisory Board and the special report of the Statutory 

Auditors, and in accordance with the provisions of Articles 

L. 225-129-2 and L. 225-148 of the Commercial Code: 

• Delegates to the Management the competence to issue 

ordinary shares or any negotiable securities giving access 

to the capital, in order to pay for securities transferred to 

the Company in the context of public exchange offers, in 

accordance with the provisions of Article L. 225-148 of 

the Commercial Code. 



effect from the date of this General Meeting.






Twentieth resolution 


increase the capital by the issue of ordinary shares or 

any negotiable securities giving access to the capital in 

order to pay for contributions in kind of securities other 

than in the context of public exchange offers) 



having considered the report of the Management, the report of 

the Supervisory Board and the special report of the Statutory 

Auditors, and in accordance with the provisions of Articles 

L. 225-129-2 and L. 225-147 of the Commercial Code: 

• Delegates to the Management the competence to make one 

or more increases in the capital, upon a report from the 

Statutory Auditor, by the issue of ordinary shares or of any 

negotiable securities giving access to the capital, subject to a 

maximum of 10% of the Company’s authorised share capital 

on the date of the operation, in order to pay for contributions 

in kind made to the Company consisting of equities or of 

negotiable securities giving access to capital, when the 

provisions of Article L. 225-148 are not applicable. 









Twenty-first resolution 

(Global ceiling applicable to capital increases pursuant 

to delegations of competence) 

• The General Meeting, acting under the conditions as to 




of the Statutory Auditors: 

• Resolves that the total nominal amount of the capital increases 

capable of being carried out pursuant to resolutions adopted 

by this General Meeting granting a delegation of competence 

may not exceed a nominal amount of one hundred and 

twenty (120) million euros, plus, if applicable, the nominal 

additional amount of shares to be issued to preserve the 

rights of the holders of negotiable securities giving access to 

shares, in accordance with the law. 

• Resolves that the total nominal amount of the negotiable 

securities representing debt and giving access to the capital 

of the Company capable of being issued pursuant to the 

resolutions of this General Meeting granting a delegation 

of competence, and which may be denominated in euros 

or in any other foreign currencies, may not exceed one 

hundred and twenty (120) million euros. 

Twenty-second resolution 


increase the capital by the capitalisation of reserves) 


to quorum and majority applicable to Ordinary General 

Meetings in accordance with the provisions of the Article 

L. 225-130 of the Commercial Code, having considered the 

report of the Management and the report of the Supervisory 

Board, and in accordance with Article L. 225-129-2 of the 


• Delegates to the Management, for a period of twenty-six 

months with effect from the date of this General Meeting, 

the competence to decide to make one or more increases 

in the capital by the capitalisation of premiums, reserves, 

profits or other items the capitalisation of which is allowed 

by law and by the Articles of Association, by way of the 

allocation of bonus shares or an increase in the nominal 

value of existing shares. 

• Resolves that the total amount of the capital increases 

capable of being carried out in this way, plus the amount 

necessary to preserve the rights of the holders of negotiable 

securities giving access to the capital in the event of the 

allocation of bonus shares, if applicable, may not exceed 

the amount of the reserve accounts, premiums or profits 

referred to above and which are in existence at the time of 

the capital increase. 



purpose. 

Twenty-third resolution 

(Possibility to increase the amount of issues in the event 

of surplus demand) 


to quorum and majority applicable to Extraordinary 

General Meetings, and having considered the report of 

the Management and the report of the Supervisory Board, 

resolves that, in the case of any issue made with or without 

227


preferential subscription rights in the context of a delegation 

of competence, the number of securities to be issued may 

be increased by a maximum of 15% of the amount of the 

initial issue, in accordance with Article L. 225-135-1 of the 

Commercial Code, subject to compliance with the particular 

ceilings provided by this General Meeting in respect of the 

resolutions concerned. 

Twenty-fourth resolution 

(Delegation of competence to the Management to issue 

negotiable securities conferring a right to the allocation 

of debt securities) 






provisions of Articles L. 225-129-2 and L. 228-92 of the 


• Delegates to the Management its competence to decide 

upon the issue, on one or more occasions, in France 

or abroad, in euros or in any other currency or unit of 

account established by reference to several currencies, 

of any negotiable securities conferring a right, whether 

immediately or in the future, to debt securities such as 

bonds and equivalents, perpetual or other floating rate 

notes or any other securities conferring the same right to 

debt of the Company in the same issue; 

• The nominal amount of all the negotiable securities 

mentioned above to be issued may not exceed one 

hundred and twenty (120) million euros, or the exchange 

value of that amount in currencies or in any monetary 

units established by reference to several currencies; 

• Sets the period of validity of this delegation of competence 

at twenty-six (26) months with effect from the date of this 

General Meeting; 

• Consequently, the Management will have all necessary 

powers: 

– To make the said issues within the limitations set out 

above, and to determine the date, nature, amounts and 

issue currency thereof; 

– To decide the characteristics of the negotiable securities 

to be issued and of the debt securities to which those 

negotiable securities will confer a right, and in particular 

their nominal value, the date of their entitlement to 

interest, their issue price, if necessary with premium, 

their interest rate, whether fixed and/or variable, and its 

payment date, or in the case of variable rate securities, 

the manner of determination of their interest rate, or the 

terms of capitalisation of interest; 

– To determine, according to market conditions, the manner 

of redemption and/or early repayment of the negotiable 

securities to be issued and of the debt securities to which 

the negotiable securities confer a right, if necessary, 

with a fixed or variable premium, or the manner of their 

repurchase by the Company; 

– If appropriate, to decide to give a guarantee or securities 

in respect of the negotiable securities to be issued, and 

in respect of the debt securities to which the negotiable 

securities confer a right, and to determine the nature and 

characteristics thereof; 

– In general, to settle all the terms and conditions of each of 

the issues, or enter into any agreements and conclude any 

contracts with any banks and any bodies, to take any steps 

and to complete the required formalities, and generally, to 

do whatever is necessary. 

Twenty-fifth resolution 

(Delegation of competence granted to the Management to 

issue ordinary shares and/or of the negotiable securities 

giving access to the capital or to the allocation of debt 

securities while cancelling preferential subscription rights 

in favour of a category of persons) 



Meetings, having considered the report of the Management 

and of the Supervisory Board and the special report of the 

Statutory Auditors, and in accordance with the provisions 

of Articles L. 225-129, L. 225-129-2, L. 225-138 and 

L. 228-92 of the Commercial Code: 

• Delegates to the Management its competence, on one or 

more occasions and in such proportions and at such times 

as it may see fit, to issue ordinary shares and/or negotiable 

securities giving access, whether immediately or in the 

future, to the capital of the Company or conferring a right 

to the allocation of debt securities, in France or abroad, and 

in euros or any other currency or unit of account established 

by reference to several currencies, in such forms and subject 

to such conditions as the Board of Directors may see fit, 

reserved for the benefit of the categories of shareholders 

referred to in point 4 below; 

• Fixes the period of validity of this delegation of competence 

at eighteen (18) months with effect from the date of this 

General Meeting; 

• Resolves that in the event that the Management uses 

this delegation of competence, the maximum amount of 

the increases in the Company’s capital capable of being 

completed as a result of the issue of the shares or negotiable 

securities referred to in point 1 above will be a nominal 

amount of twenty (20) million euros, on the understanding: 

228

– that in the event of an increase in the capital by the 

capitalisation of premiums, reserves, profits or other 

items by way of an allocation of bonus shares during the 

period of validity of this delegation of competence, the 

total nominal amount (excluding issue premium) referred 

to above will be adjusted by the application of a multiplier 

coefficient equal to the ratio between the number of 

securities comprising the capital after the operation and 

the number that comprised it before the operation; 

– that, if necessary, the nominal amount of the shares to 

be issued to preserve the rights of holders of negotiable 

securities giving future access to the capital, in accordance 

with Article L. 228-99 of the Commercial Code, will be 

added to the above ceiling; 

• Resolves to cancel shareholders’ preferential subscription 

rights in respect of the shares and negotiable securities issued 

pursuant to this delegation of competence and to reserve the 

right to subscribe to the following categories of persons: 

– Minority shareholders of subsidiaries or sub-subsidiaries 

of ALTAREA subscribing using the sale price of their 

investment in a company in the ALTAREA Group, or 

– Individuals or legal entities using the sale price of a 

portfolio of real property assets. 

In this context, in accordance with the provisions of Article 

L. 225-138 I paragraph 2 of the Commercial Code, the General 

Meeting delegates to the Management the competence to draw 

up the list of beneficiaries within the said category and the 

number of securities to be allocated to each of them. 

• Resolves that the price of the ordinary shares of the Company 

that are issued or to which the negotiable securities issued 

pursuant to this delegation of competence are capable of 

conferring a right must be at least equal to the weighted 

average prices on the three stock market sessions preceding 

its fixing, potentially reduced by a maximum discount of 5%. 

Grants all necessary powers to the Management to use this 

delegation of competence, to draw up the list of beneficiaries 

within the said categories defined above and the number 

of securities to be allocated to each of them, to charge the 

expenses of the increases in the authorised share capital to the 

amount of the premiums referable thereto, and to deduct from 

that amount the sums necessary to increase the legal reserve to 

one tenth of the new share capital after each increase. 

Twenty-sixth resolution 

(Remuneration of the Management – amendment of 

Article 14 of the Articles of Association) 



Meetings, and having considered the report of the 

Management, resolves to cancel the provisions of the first 

paragraph of Article 14 of the Articles of Association relating 

to the remuneration of the Management, and to replace it 

with the following paragraph: 

Wording of the new paragraph: 

“Until 31 December 2012, the Management will be 

remunerated in accordance with the provisions of Articles 

14.1 to 14.3 below. With effect from 1 January 2013, the 

remuneration of the Management will be set for successive 

periods of three years by the Ordinary General Meeting of 

shareholders (sleeping partners) in accordance with the 

provisions of Article L. 226-8 of the Commercial Code, on a 

proposal from the general partners and after consultation with 

the Supervisory Board.” 

Twenty-seventh resolution 

(Establishment of a Management Remuneration Committee 

– amendment of Article 18 of the Articles of Association) 


and majority applicable to Extraordinary General Meetings and 

having considered the report of the Management, resolves to 

establish a Management Remuneration Committee and, in 

consequence, to add a second paragraph to Article 18 of the 

Articles of Association relating to Committees, the wording of 

which will be as follows: 

“In addition, a Management Remuneration Committee will 

be established. The Management Remuneration Committee 

will be composed of members of the Supervisory Board who 

are independent of the Management. This committee may 

submit proposals to the Supervisory Board concerning the 

remuneration of the Management.“ 

Twenty-eighth resolution 

(Cases involving loss of the status of general partner 

– amendment of Articles 27.1 and 27.2 of the Articles 

of Association) 


and majority applicable to Extraordinary General Meetings 

and having considered the report of the Management, 

resolves to add to the cases involving loss of the status of 

general partner that of the transformation of the Company 

into a public limited company. 

Consequently, the General Meeting resolves to supplement 

the provisions of Article 27.1 of the Articles of Association 

relating to loss of the status of general partner, which will 

now read as follows: 

“The status of general partner will be lost in the cases provided 

by law or by reason of the transformation of the Company 

under the conditions set out in Article 27.2 below.” 

The General Meeting also resolves to add a fourth item to 

the provisions of Article 27.2. of the Articles of Association 

which states the circumstances in which the shareholders 

229


230 

may terminate the Company’s status as a partnership limited 

by shares, which will be worded as follows: 

“The transformation of the Company into a public limited 

company proposed to the General Meeting of shareholders by a 

sleeping partner holding 5% or more of the Company’s authorised 

share capital and voting rights, whether alone or in concert”. 

Twenty-ninth resolution 

(Consequences of loss of the status of general partner – 

amendment of Article 27.4 of the Articles of Association) 


and majority applicable to Extraordinary General Meetings, and 

having considered the report of the Management, resolves that 

a general partner that loses its status will from now on receive 

one hundred and twenty thousand new shares of the Company 

by way of exchange for its partner’s shares, and resolves to 

replace the first two sentences of the provisions of Article 27.4 

of the Articles of Association with the following sentence: 

“Subject to the provisions of Articles L. 221-15 and L. 221‐16 

of the Commercial Code, in the event of loss of the status 

of general partner, the general partner concerned (or if 

applicable, its heirs or assigns) will receive one hundred and 

twenty thousand new shares of the Company with a nominal 

value of €15.28 in exchange for its partnership shares (the 

number of such shares will be adjusted in the event of a 

change in the nominal value of the shares)”. 

Thirtieth resolution 

(Cancellation of double voting rights – deletion of Article 

28.3 of the Articles of Association) 



having considered the report of the Management, and having 

formally noted the approval of the cancellation of double 

voting rights by the Special General Meeting of shareholders 

with double voting rights, resolves to cancel the double voting 

right attributed to the shares and, in consequence, to delete 

Article 28.3 of the Articles of Association. 

Consequently, the General Meeting amends the numbering 

of the following Articles of the Articles of Association. 

Thirty-first resolution 

(Delegation of powers granted to the Management to make 

one or more increases in the authorised share capital reserved 

for the members of a Company Savings Plan, while 

cancelling shareholders’ preferential subscription rights) 


and majority applicable to Extraordinary General Meetings 

pursuant to Articles L. 225-129-6 and L. 225‐138‐1 of the 

Commercial Code, and having considered the report of the 

Management, the report of the Supervisory Board and the 

special report of the Statutory Auditors: 

• Resolves that the authorised share capital will be 

increased by the issue of ordinary shares to be subscribed 

in cash, which will be reserved for senior executives and 

employees of ALTAREA or its subsidiary companies who 

are members of a Company and/or Group Savings Plan, 

under the conditions provided by Article L. 3332-19 of 

the Employment Code. 

This resolution entails the cancellation of shareholders’ 

preferential subscription rights in respect of the shares to 

be issued, in favour or the said members. 

• Resolves that the total number of shares capable of being 

issued to employees and senior executives of the Company 

and its subsidiaries pursuant to this authorisation may not 

exceed three hundred and fifty thousand (350,000). 

• Grants all necessary powers to the Management, within 

the limitations of the legal and regulatory provisions and 

under the conditions provided by law, in particular: 

– to implement this resolution, on one or more occasions, 

within a period of twenty-six months with effect from the 

date of this General Meeting; 

– to determine the subscription price of the new shares, on the 

understanding that this price may not exceed the average 

of the prices quoted on the twenty stock market sessions 

preceding the date of the decision of the Management 

setting the opening date of the subscription, or be lower 

than that average less the maximum discount permissible 

by law on the date of the Management’s decision; 

– to settle all the terms and conditions of the operation or 

operations to be carried out; 

– to take any action and complete any formalities for the 

purpose of recording the capital increase or increases 

carried out pursuant to this resolution, to make the 

consequential amendments to the Articles of Association, 

and more generally to do whatever is necessary. 

Thirty-second resolution 

(Powers for formalities) 

The General Meeting grants all necessary powers to the 

holder of an original, copy or certified true extract of the 

minutes of this General Meeting to file any documents and 

complete any formalities required by law.

ALtarea gROUP / Cross-reference table 

8 

Cross-reference 

table 

(In accordance with Appendix I of European Commission 

Regulation (EC) 809/2004 of 29 April 2004) 

Headings which are not applicable are not included 

1. Persons responsible 

1.1. Persons responsible for the information 4.1.1 

1.2. Statement by the persons responsible 4.1.2 

2. Statutory auditors 4.1.3 

3. Selected financial information 1 

4. Risk factors 4.9 / 6.3 

5. Information about the issuer 

5.1. History and development of the issuer 4.2.1 

5.2. Investments 2.4.2 

6. Business overview 

6.1. Principal activities 1 

6.2. Principal markets 1 / 2 

6.3. Exceptional events 2 / 3.4 Note 8.1 

6.4. Dependency on contracts 4.7 

7. Organisational structure: 

List of subsidiaries 3.1 / 3.4 Note 10.1 / 4.10 

8. Property, plant and equipment 

8.1. Major property, plant and equipment 1 / 2 

8.2. Environmental issues 1 / 4.9 

9. Operating and financial review 

9.1. Financial condition 1 / 3.1 / 3.4 

9.2. Operating results 1 / 3.1 

10. Cash flow and capital resources 

10.1. Issuer’s capital resources 2 / 3.1 / 3.4 

10.2. Cash flow 3.4 

10.3. Borrowing requirements 

and funding structure 2 / 3.4 Note 13.16 

10.4. Restrictions on the use 

of capital resources 3.4 Note 13.16 

10.5. Anticipated sources of funds 2 / 3.4 Note 13.16 

11. Research and development n/A 

12. Information likely to have a material effect 

on the issuer’s prospects 4.7 

13. Profit forecasts or estimates 3.4 Note 17.2 / 4.4 

14. Administrative and management bodies 

14.1. General information 5.1 / 5.2 / 6.1 

14.2. Conflicts of interest 4.9 / 5.1.1 

15. Remuneration 

and benefits 3.4 Note 17.3 / 5.2 / 6.1 / 6.1 

16. Board practices 

16.1. Date of expiration of current term of office 5.1.1 

16.2. Service contracts linking board members 3.4 Note 17.3 

16.3. Audit committee 6.1 

16.4. Compliance with corporate governance regimes 5.5 

17. Employees 

17.1. Statistics 3.4 Note 17.6 / 4.6.2 

17.2. Shareholding, stock options 

and bonus shares 3.4 Note 13.15 / 5.2 

17.3. Arrangements involving employees 

in the issuer’s capital 4.6.4 

18. Major shareholders 

18.1. Ownership of voting rights 3.4 Note 17.3 / 4.2.2.(h) 

18.2. Control of the issuer 3.4 Note 17.3 / 4.2.2 

18.3. Arrangements that could lead to a change in control 4.2.2 

19. Related-party transactions 3.4 Note 17.3 

20. Financial information concerning the issuer’s assets, 

liabilities, financial position, profits and losses 

20.1. Historical financial information 1 / 3.1. 

20.2. Pro forma financial information N/A 

20.3. Financial statements 2 / 3.1 / 3.4 

20.4. Auditing of financial information 3.2 / 3.3 / 3.6 / 6.2 

20.5. Age of latest financial information 1 

20.6. Interim and other financial information N/A 

20.7. Dividend policy 4.4 / 7 

20.8. Legal and arbitration proceedings 3.4 Note 17.7 

20.9. Significant change in the issuer’s 

financial or trading position 2 / 3.4 Note 17.8 

21. Additional information 

21.1. Share capital 3.4 Note 17.3 / 4.2.2 

21.2. Memorandum and Articles of Association 4.2.1 

22. Material contracts 2 / 4.7 

23. Third-party information, expert statements, 

and declarations of interest 2 / 3.4 Note 7.12 

24. Documents on display 4.1.4 

25. Information on holdings 2 / 3.1 / 3.4 Note 10.1/ 4.6.1 

231

232 

Conception : Agence Aristophane 

Photo credits: Alterego, Antoine de Roux, Franck Barylko, Olivier Martin Gambier, Raymond Depardon/Magnum Photos, Patrick Tournebœuf/Tendance Floue.

www.altarea.com 

8, avenue Delcassé 

75008 Paris

Annual report 2008 - Altarea Cogedim

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