Registration Document

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01 02 03 04 05 06 07 08 09 10 11 12 13 14 286 Combined Annual Shareholders’ Meeting, January 23, 2012 11 Resolutions submitted to the Combined Annual Shareholders’ Meeting of January 23, 2012 As the final terms and conditions of the issuance have not yet been set, we do not express a conclusion on the terms and conditions under which the capital increase would be performed. As a result, we do not express a conclusion on the cancellation of preferential subscription rights proposed by the Board of Directors. In accordance with article R.225-116 of the French Commercial Code, we will issue an additional report if and when the Board of Directors proceeds with the capital increase. Sodexo Registration Document Fiscal 2011 Neuilly-sur-Seine and Paris La Défense, November 8, 2011 The Statutory Auditors P ◀ CONTENTS ▶ PricewaterhouseCoopers Audit KPMG Audit Department of KPMG SA Louis-Pierre Schneider Isabelle Allen This is a free translation into English of the statutory auditors’ report issued in the French language and is provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France.
P ◀ CONTENTS ▶ Combined Annual Shareholders’ Meeting, January 23, 2012 Resolutions submitted to the Combined Annual Shareholders’ Meeting of January 23, 2012 11 STATUTORY AUDITORS’ REPORT ON THE AUTHORIzATION TO GRANT STOCK PURCHASE OPTIONS TO ELIGIBLE EMPLOYEES (ordinary and extraordinary Meeting of Shareholders held on January 23, 2012 – 14th resolution) SODEXO S.A. 255 Quai de la bataille de Stalingrad 92866 Issy-les-Moulineaux Cedex 9 To the shareholders, In our capacity as statutory auditors of Sodexo S.A., and in accordance with articles L.225-177 and R.225-144 of the French Commercial Code (Code de commerce), we hereby report to you on the authorization to grant stock purchase options to certain employees and corporate officers of the Company and any company or economic interest group, in France or another country, affiliated to the Company, within the meaning of article L.225-180 of the French Commercial Code. Your Board of Directors proposes that, on the basis of its report, it be authorized for a period of 38 months, to grant stock purchase options. The Board of Directors is responsible for preparing a report on the terms and conditions under which these stock purchase options may be granted. Our role is to express a conclusion on the proposed terms and conditions under which the issuance price is determined. We have performed the procedures deemed necessary to comply with the professional guidance issued by the French Institute of Statutory Auditors (“Compagnie nationale des commissaires aux comptes”) in relation to this engagement. These procedures consisted of verifying that the terms and conditions for determining the issuance price are stipulated in the report of the Board of Directors, and that they are in compliance with the provisions of the laws and regulations. We have no matters to report on the proposed terms and conditions for the determination of the issuance price of the shares. Neuilly-sur-Seine and Paris La Défense, November 8, 2011 The Statutory Auditors PricewaterhouseCoopers Audit KPMG Audit Department of KPMG SA Louis-Pierre Schneider Isabelle Allen This is a free translation into English of the statutory auditors’ report issued in the French language and is provided solely for the convenience of English speaking readers. This report should be read in conjunction with, and construed in accordance with, French law and professional auditing standards applicable in France. Sodexo Registration Document Fiscal 2011 287 01 02 03 04 05 06 07 08 09 10 11 12 13 14
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Fiscal 2011 Registration Document
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Registration Document Fiscal 2011 T
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P ◀ CONTENTS ▶ Message from Mic
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P ◀ CONTENTS ▶ History 01 01 Ou
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P ◀ CONTENTS ▶ The Fundamental
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P ◀ CONTENTS ▶ OUR MISSION Our
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P ◀ CONTENTS ▶ ‡ Our ambition
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P ◀ CONTENTS ▶ Titre Our Group
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P ◀ CONTENTS ▶ SODEXO HAS THREE
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P ◀ CONTENTS ▶ OUR AWARDS Sodex
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P ◀ CONTENTS ▶ 2. EMPLOYEES AND
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P ◀ CONTENTS ▶ DIVIDENDS PAID O
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P ◀ CONTENTS ▶ Titre Quality 1
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P ◀ CONTENTS ▶ Quality of Life
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P ◀ CONTENTS ▶ diverse data sou
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P ◀ CONTENTS ▶ commitments unde
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P ◀ CONTENTS ▶ The high economi
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P ◀ CONTENTS ▶ Democratic Repub
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P ◀ CONTENTS ▶ 5.3 Achievements
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P ◀ CONTENTS ▶ 6.2 Market trend
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P ◀ CONTENTS ▶ 8. EDUCATION 21.
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P ◀ CONTENTS ▶ Liceo Franco Arg
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P ◀ CONTENTS ▶ Quality of Life
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P ◀ CONTENTS ▶ themselves, enha
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P ◀ CONTENTS ▶ 4. PUBLIC BENEFI
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P ◀ CONTENTS ▶ Development of n
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P ◀ CONTENTS ▶ Economic and Soc
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P ◀ CONTENTS ▶ On the strength
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P ◀ CONTENTS ▶ The proportion o
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P ◀ CONTENTS ▶ Non-site manager
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P ◀ CONTENTS ▶ 2.2.8 Social and
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P ◀ CONTENTS ▶ 3. EMPLOYMENT IN
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P ◀ CONTENTS ▶ The Better Tomor
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P ◀ CONTENTS ▶ 2. WE DO The Bet
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P ◀ CONTENTS ▶ 2.2 Supporting L
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P ◀ CONTENTS ▶ chemical sourcin
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P ◀ CONTENTS ▶ EXAMPLES OF A BE
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P ◀ CONTENTS ▶ Titre Consolidat
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P ◀ CONTENTS ▶ 1.2 Operating pr
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P ◀ CONTENTS ▶ 2. FISCAL 2011 F
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P ◀ CONTENTS ▶ 2.2.2 Currency e
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P ◀ CONTENTS ▶ Partnership to b
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P ◀ CONTENTS ▶ 2.2.4 Motivation
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P ◀ CONTENTS ▶ Net cash used in
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P ◀ CONTENTS ▶ In the medium te
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P ◀ CONTENTS ▶ Consolidated inf
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P ◀ CONTENTS ▶ LIABILITIES AND
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P ◀ CONTENTS ▶ Companies in whi
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P ◀ CONTENTS ▶ of the date of a
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P ◀ CONTENTS ▶ ownership by the
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P ◀ CONTENTS ▶ tested for impai
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P ◀ CONTENTS ▶ If benefits unde
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P ◀ CONTENTS ▶ 2.22.3 Income ta
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P ◀ CONTENTS ▶ Fiscal 2010 (in
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P ◀ CONTENTS ▶ 4.2 Finance inco
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P ◀ CONTENTS ▶ 4.5 Property, pl
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P ◀ CONTENTS ▶ (in millions of
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P ◀ CONTENTS ▶ 4.8 Client inves
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P ◀ CONTENTS ▶ The table below
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P ◀ CONTENTS ▶ 4.11 Financial a
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P ◀ CONTENTS ▶ 4.11.4 details o
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P ◀ CONTENTS ▶ For borrowings o
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P ◀ CONTENTS ▶ 2011. These two
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P ◀ CONTENTS ▶ Currency derivat
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P ◀ CONTENTS ▶ Amounts shown in
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P ◀ CONTENTS ▶ 4.19 Provisions
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P ◀ CONTENTS ▶ 4.21 Deferred ta
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P ◀ CONTENTS ▶ Financial assets
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P ◀ CONTENTS ▶ The expected lif
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P ◀ CONTENTS ▶ 4.26.2 Principal
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P ◀ CONTENTS ▶ 5.1.1 Analysis o
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P ◀ CONTENTS ▶ Counterparty ris
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P ◀ CONTENTS ▶ France Consolida
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P ◀ CONTENTS ▶ Africa Consolida
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P ◀ CONTENTS ▶ europe Consolida
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P ◀ CONTENTS ▶ Asia, Pacific, M
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P ◀ CONTENTS ▶ ‡ Supplemental
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P ◀ CONTENTS ▶ ISo Code Countri
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P ◀ CONTENTS ▶ Growth in the Mo
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P ◀ CONTENTS ▶ At the same time
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P ◀ CONTENTS ▶ Information Titr
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P ◀ CONTENTS ▶ 2. BALANCE SHEET
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P ◀ CONTENTS ▶ 2.1.2 Property,
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P ◀ CONTENTS ▶ 5. EXCEPTIONAL I
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P ◀ CONTENTS ▶ Information on t
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P ◀ CONTENTS ▶ 13.2 Changes in
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P ◀ CONTENTS ▶ extendable on ap
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P ◀ CONTENTS ▶ 18. RELATED PART
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P ◀ CONTENTS ▶ 26. CONSOLIDATIO
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P ◀ CONTENTS ▶ (in thousands of
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P ◀ CONTENTS ▶ III - Specific v
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P ◀ CONTENTS ▶ (in euro) employ
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P ◀ CONTENTS ▶ Titre Legal 1Inf
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P ◀ CONTENTS ▶ 1.6 Registration
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P ◀ CONTENTS ▶ Legal Informatio
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P ◀ CONTENTS ▶ 2.4.2 Share owne
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P ◀ CONTENTS ▶ 2.5.2 Internatio
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P ◀ CONTENTS ▶ Shareholders - T
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P ◀ CONTENTS ▶ 2.3 Publication
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P ◀ CONTENTS ▶ 8. BENEFITS OF B
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P ◀ CONTENTS ▶ ADJUSTED SODEXO
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P ◀ CONTENTS ▶ ‡ Capital 1. S
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P ◀ CONTENTS ▶ 3. STOCK MARKET
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P ◀ CONTENTS ▶ Titre Corporate
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P ◀ CONTENTS ▶ 1.1 Composition
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P ◀ CONTENTS ▶ • Board Member
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P ◀ CONTENTS ▶ Other positions
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P ◀ CONTENTS ▶ Peter Thompson B
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P ◀ CONTENTS ▶ 2.3 Mission of t
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P ◀ CONTENTS ▶ The Audit Commit
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