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62 INFORMATION ABOUT ANF Corporate governance TABLE 2A: SUMMARY OF THE COMPENSATION OF EACH EXECUTIVE CORPORATE OFFICER BY EURAZEO Bruno Keller, Chairman of the Executive Board (1) (€) ANF • 2009 ANNUAL REPORT Amount for 2008 fi scal year Amount for 2009 fi scal year Due* Paid** Due* Paid** Fixed compensation 500,000 500,000 500,000 500,000 Variable compensation 300,000 460,000 421,320 300,000 Exceptional compensation - - - - Attendance fees - - - - Benefi ts in kind (car) 5,130 5,130 4,930 4,930 TOTAL 805,130 965,130 926,250 804,930 (1) Compensation due and paid by the parent company Eurazeo. 60% of this compensation is rebilled to ANF. * The variable compensation due in fiscal year N is paid in fiscal year N + 1. The variable compensation due for 2008 was reduced by 35% on the compensation due for 2007. ** The variable compensation paid in fiscal year N is that due for fiscal year N – 1. Patrick Sayer, Vice-Chairman of the Supervisory Board (€) Amount for 2008 fi scal year Amount for 2009 fi scal year Due* Paid** Due* Paid** Fixed compensation 700,000 700,000 700,000 700,000 Variable compensation 600,000 800,000 842,640 600,000 Exceptional compensation - - - - Attendance fees - - - - Benefi ts in kind 11,717 11,717 12,853 12,853 TOTAL 1,311,717 1,511,717 1,555,493 1,312,853 * The variable compensation due in fiscal year N is paid in fiscal year N + 1. The variable compensation due for 2008 was reduced by 25% on the compensation due for 2007. ** The variable compensation paid in fiscal year N is that due for fiscal year N – 1. Philippe Audouin, Member of the Supervisory Board (€) Amount for 2008 fi scal year Amount for 2009 fi scal year Due* Paid** Due* Paid** Fixed compensation 325,000 325,000 325,000 325,000 Variable compensation 187,500 250,000 338,325 187,500 Exceptional compensation - - - - Attendance fees - - - - Benefi ts in kind 3,577 3,577 4,385 4,385 TOTAL 516,077 578,577 667,710 516,885 * The variable compensation due in fiscal year N is paid in fiscal year N + 1. The variable compensation due for 2008 was reduced by 25% on the compensation due for 2007. ** The variable compensation paid in fiscal year N is that due for fiscal year N – 1. � Contents OTHER GENERAL INFORMATION PRO FORMA FINANCIAL INFORMATION ANNUAL FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL STATEMENTS INFORMATION ABOUT ANF DESCRIPTION OF THE BUSINESS
INFORMATION ABOUT ANF Corporate governance Delphine Abellard (1) , member of the Supervisory Board of ANF, is remunerated by Eurazeo for the performance of her duties as Legal Director of Eurazeo in the following proportions: Delphine Abellard. member of the Supervisory Board (€) Amount for 2008 fi scal year Amount for 2009 fi scal year Due* Paid** Due* Paid** Fixed compensation 230,000 230,000 230,000 230,000 Variable compensation 74,280 83,540 83,215 74,280 Exceptional compensation - - - - Attendance fees - - - - Benefi ts in kind - - - - TOTAL 304,280 313,540 313,215 304,280 * The variable compensation due in fiscal year N is paid in fiscal year N + 1. The variable compensation due for 2008 was reduced by 11% on the compensation due for 2007. ** The variable compensation paid in fiscal year N is that due for fiscal year N – 1. Henri Saint Olive and Théodore Zarifi , members of the Supervisory Board of ANF, are also members of the Supervisory Board of Eurazeo. Jean-Pierre Richardson, a member of the Supervisory Board of ANF, is a non-voting member of Eurazeo. Bruno Bonnell, a member of the Supervisory Board of ANF, was a member of the Supervisory Board of Eurazeo until May 14, 2008. TABLE 3A: ATTENDANCE FEES AND OTHER FORMS OF COMPENSATION PAID TO MEMBERS OF THE SUPERVISORY BOARD BY EURAZEO Members of the Supervisory Board Amounts in euros paid in 2008 for fi scal year 2008 Amounts in euros paid in 2009 for fi scal year 2009 Bruno Bonnell (1) Attendance fees 7,929 - Other compensation - - Jean-Pierre Richardson (2) Attendance fees 30,571 34,000 Other compensation - - Henri Saint Olive (3) Attendance fees 24,000 24,000 Other compensation - - Théodore Zarifi (4) Attendance fees 24,000 24,000 Other compensation - - TOTAL ATTENDANCE FEES 86,500 82,000 OTHER COMPENSATION - - (1) Bruno Bonnell was a member of the Supervisory Board of Eurazeo until May 14, 2008. (2) Jean-Pierre Richardson was a member of the Supervisory Board of Eurazeo until May 14, 2008. He is currently a non-voting member of Eurazeo. (3) Term of office ending on May 7, 2010. (4) Term of office ending on May 7, 2010. Commitments of all types undertaken by ANF for the corporate offi cers In the event of forced termination of his position as Chief Operating Offi cer, Xavier de Lacoste Lareymondie will receive an allowance amounting to the compensation received for the twelve months prior to the forced termination of his position. The criteria that apply to the payment of said allowance were determined by the Supervisory Board at its meeting on December 9, 2008. In line with the applicable legislative and regulatory provisions, (1) Delphine Abellard resigned from her duties as member of the Supervisory Board of ANF with effect from May 6, 2010. � Contents this severance allowance was submitted as a special resolution approved at the Ordinary and Extraordinary Shareholders’ Meeting held on May 28, 2009. The severance allowance that would be owed to Xavier de Lacoste Lareymondie is not subject to the following cumulative obligations recommended by the Corporate Governance Code: (i) forced termination and (ii) change in control or strategy. The Company preferred this severance allowance to apply only in the event of the forced termination of his term as Chief Operating Offi cer. ANF • 2009 ANNUAL REPORT 63 OTHER GENERAL GENERAL INFORMATION PRO FORMA FINANCIAL INFORMATION ANNUAL ANNUAL FINANCIAL STATEMENTS CONSOLIDATED FINANCIAL FINANCIAL STATEMENTS INFORMATION ABOUT ANF DESCRIPTION OF THE BUSINESS
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egistration document 2009
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2009 Annual Report � The Registra
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DESCRIPTION OF THE BUSINESS 1. PROF
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of listed real estate companies hav
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Furthermore, as part of its asset r
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DESCRIPTION OF THE BUSINESS Propert
Page 13 and 14: 7. Lyons at the heart of the old ci
Page 15 and 16: ANF’s goal is to maintain the hig
Page 17 and 18: ANF had the following real estate a
Page 19 and 20: To return the buildings to their fo
Page 21 and 22: 9.3 Committed and secured developme
Page 23 and 24: DESCRIPTION OF THE BUSINESS (€ th
Page 25 and 26: A new ANF tenant in the cities of L
Page 27 and 28: 13. Key Figures SIMPLIFIED INCOME S
Page 29 and 30: 1. INCOME FROM OPERATIONS 28 1.1 Fa
Page 31 and 32: The ILC index applies to leases sig
Page 33 and 34: sales of €29.7 million and partia
Page 35 and 36: • property held for sale worth
Page 37 and 38: Income statement Net income in 2009
Page 39 and 40: 1.4 Financial structure Consolidate
Page 41 and 42: 1.5 Events occurring after the bala
Page 43 and 44: Name and age Bruno Keller Age: 55 C
Page 45 and 46: Members of the Supervisory Board 1.
Page 47 and 48: Name and age Delphine Abellard (1)
Page 49 and 50: Name and age Sébastien Bazin* Age:
Page 51 and 52: Name and age Jean-Luc Bret Age: 63
Page 53 and 54: Name and age Alain Lemaire* Age: 60
Page 55 and 56: Name and age Henri Saint Olive Age:
Page 57 and 58: INFORMATION ABOUT ANF 2.2 Declarati
Page 59 and 60: Members of the Executive Board and
Page 61 and 62: Ghislaine Seguin, Member of the Exe
Page 63: Members of the Executive Board and
Page 67 and 68: TABLE 5: STOCK OPTIONS EXERCISED BY
Page 69 and 70: Stock options are granted during th
Page 71 and 72: down into €21,783,916.96 charged
Page 73 and 74: Accordingly, the new purchase price
Page 75 and 76: 3 Risk management, risk factors and
Page 77 and 78: Risks related to information system
Page 79 and 80: Since June 1, 2006, lessors are req
Page 81 and 82: 3.5 Risks related to B&B Hotels Gro
Page 83 and 84: 2007 INFORMATION ABOUT ANF Voting r
Page 85 and 86: Pursuant to the regulations in effe
Page 87 and 88: 5. Sustainable development 5.1 Huma
Page 89 and 90: INFORMATION ABOUT ANF Reports and i
Page 91 and 92: otherwise exercisable, immediately
Page 93 and 94: The maximum purchase price per shar
Page 95 and 96: 4. resolves that this delegation of
Page 97 and 98: e retroactive, from which the new s
Page 99 and 100: up to the limits set out by applica
Page 101 and 102: The extraordinary resolutions propo
Page 103 and 104: INFORMATION ABOUT ANF Reports and i
Page 105 and 106: website (www.medef.fr) (“Code de
Page 107 and 108: The Statutory Auditors were duly in
Page 109 and 110: • liabilities or similar instrume
Page 111 and 112: analysis of turnover by supplier, e
Page 113 and 114: Within ANF, a profi t-sharing agree
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INFORMATION ABOUT ANF Reports and i
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CONSOLIDATED FINANCIAL STATEMENTS I
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CONSOLIDATED BALANCE SHEET - TOTAL
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STATEMENT OF CHANGES IN SHAREHOLDER
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Detailled contents HIGHLIGHTS OF TH
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using the fair value convention. In
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As of December 31, 2009, fi ve buil
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A review of the rental base for fi
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d) Stock option plan granted in 200
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Earnings per share (IAS 33) Basic e
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CONSOLIDATED FINANCIAL STATEMENTS N
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Note 2 Receivables maturity schedul
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ANF’s former Chief Operating Offi
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Note 10 Covenants With respect to l
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Note 14 Associates CONSOLIDATED FIN
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Note 16 Earnings per share CONSOLID
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Note 20 Interest rate risk exposure
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III - Specifi c checks and disclosu
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ANNUAL FINANCIAL STATEMENTS Pursuan
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Balance sheet at December 31, 2009
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Notes to the financial statements D
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espect of which depreciation period
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The real estate assets break down b
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Non-current fi nancial assets (€
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Note 8 Change in shareholder’s eq
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Note 10 Debt maturity schedule (€
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Note 14 Covenants With respect to l
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Note 16 Headcount As of December 31
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Stock option plan granted in 2007 D
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Stock option plan granted in 2009 D
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Note 22 Extraordinary items ANNUAL
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III - Specifi c checks and disclosu
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PRO FORMA FINANCIAL INFORMATION �
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OTHER GENERAL INFORMATION 1. PERSON
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Statutory Auditors’ fees TABLE OF
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If the ownership threshold is not m
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OTHER GENERAL INFORMATION Other inf
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3.2 Share capital Number of shares
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violation of these Articles of Asso
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to a specifi c situation, or conver
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or vote on the project in question
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OTHER GENERAL INFORMATION Other inf
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5.6 History Important events in the
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In accordance with RICS rules, we w
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• Three assets are under fi nance
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OTHER GENERAL INFORMATION Contacts
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OTHER GENERAL INFORMATION Contacts
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OTHER GENERAL INFORMATION Concordan
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OTHER GENERAL INFORMATION Concordan
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OTHER GENERAL INFORMATION � Conte
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Head office : 32, rue de Monceau -
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