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2002<br />

ANNUAL<br />

REPORT


S upervisory Board<br />

Thierry Peugeot<br />

Chairman<br />

Jean Boillot<br />

Jean-Philippe Peugeot<br />

Vice-Chairmen<br />

Pierre Banzet<br />

Jean-Louis Dumas<br />

Marc Friedel<br />

Jean-Louis Masurel<br />

François Michelin<br />

Jean-Paul Parayre<br />

Marie-Hélène Roncoroni<br />

Ernest-Antoine Seillière de Laborde<br />

Joseph F. Toot Jr.<br />

Roland Peugeot<br />

Bertrand Peugeot<br />

Advisors to the Supervisory Board<br />

Managing Board<br />

Jean-Martin Folz<br />

Chairman of the Managing Board<br />

Frédéric Saint-Geours<br />

Peugeot Marque<br />

Claude Satinet<br />

Citroën Marque<br />

E xecutive Committee<br />

Jean-Martin Folz<br />

Chairman of the Managing Board<br />

Yann Delabrière<br />

Finance, Control and Performance<br />

Gilles Michel<br />

Platforms, Technical Affairs,<br />

Purchasing<br />

Jean-Marc Nicolle<br />

Group Strategy and Products<br />

Robert Peugeot<br />

Innovation and Quality<br />

Frédéric Saint-Geours<br />

Peugeot Marque<br />

Claude Satinet<br />

Citroën Marque<br />

Roland Vardanega<br />

Manufacturing<br />

and Components<br />

Jean-Luc Vergne<br />

Employee Relations and<br />

Human Resources<br />

Senior Management<br />

Xavier Fels<br />

External Relations<br />

Jean-Louis Grégoire<br />

Executive Development<br />

Jean-Claude Hanus<br />

Legal Affairs<br />

Liliane Lacourt<br />

Corporate Communications<br />

S tatutory Auditors<br />

Coopers & Lybrand Audit<br />

Constantin Associés<br />

Auxiliary Auditors<br />

Louis-Pierre Schneider<br />

François-Xavier Ameye<br />

As of March 1, 2003<br />

Executive Committee<br />

and Senior Management<br />

From left to right: Roland Vardanega, Liliane Lacourt,<br />

Jean-Louis Grégoire, Jean-Luc Vergne, Frédéric Saint-Geours,<br />

Gilles Michel, Robert Peugeot, Jean-Martin Folz, Yann Delabrière,<br />

Jean-Claude Hanus, Claude Satinet, Jean-Marc Nicolle, Xavier Fels


K ey figures<br />

Worldwide sales Automobile Division Net sales<br />

(in units) operating margin (in € millions)<br />

(as % of sales)<br />

Automobile Division<br />

Other businesses<br />

3,132,800 3,267,500<br />

4.8<br />

5.0<br />

51,663<br />

54,436<br />

2,815,700<br />

4.2<br />

44,181<br />

10,139<br />

10,485<br />

6,745<br />

37,436<br />

41,524<br />

43,951<br />

2000 2001 2002<br />

2000 2001 2002<br />

2000 2001 2002<br />

Consolidated operating Return on capital Balance sheet structure<br />

margin employed (in € millions)<br />

(in € millions)<br />

(after tax)<br />

Stockholders’ equity<br />

Net financial position of the<br />

manufacturing and sales companies<br />

2,652<br />

2,913<br />

11.1% 11.0%<br />

12.4%<br />

9,361<br />

10,282<br />

10,984<br />

2,121<br />

1,407<br />

-511<br />

594<br />

2000 2001 2002<br />

2000 2001 2002<br />

2000 2001 2002


Operating margin Net income Working capital provided<br />

(in € millions) (in € millions) from operations and<br />

Automobile Division<br />

Other businesses<br />

capital expenditure<br />

(manufacturing and sales companies)<br />

(in € millions)<br />

2,913<br />

1,691 1,690<br />

Working capital provided from operations<br />

Capital expenditure<br />

4,059<br />

2,121<br />

660<br />

2,652<br />

730<br />

1,312<br />

3,221<br />

2,898<br />

3,440<br />

2,938<br />

2,790<br />

542<br />

1,992<br />

2,183<br />

1,579<br />

2000 2001 2002<br />

2000 2001 2002<br />

2000 2001 2002<br />

Capital employed Earnings per share Workforce at December 31<br />

(in € millions)<br />

Dividend<br />

(in €)<br />

Automobile Division<br />

Other businesses<br />

Earnings per share<br />

Dividend<br />

Automobile Division<br />

Other businesses<br />

15,654<br />

15,407<br />

6.42<br />

6.65<br />

192,500<br />

198,600<br />

172,400<br />

12,988<br />

5,826<br />

5,720<br />

5.02<br />

44,800<br />

62,800<br />

65,300<br />

4,087<br />

8,901<br />

9,828<br />

9,687<br />

0.83<br />

1.15<br />

1.35<br />

127,600<br />

129,700<br />

133,300<br />

2000 2001 2002 2000 2001 2002<br />

2000 2001 2002


Contents<br />

2<br />

A Tribute to Pierre Peugeot<br />

4<br />

Message from the Chairmen<br />

6<br />

Supervisory Board Report<br />

With its two broadline marques, <strong>PSA</strong> Peugeot Citroën<br />

is the world’s sixth largest automobile company, with<br />

5.8% of the global market. It ranks second in Europe,<br />

where its markets share rose to 15.5% in 2002.<br />

During the year, the Group sold 3.27 million vehicles<br />

in the more than 140 countries in which it operates,<br />

generating net sales of €54.4 billion. It is committed<br />

to selling four million vehicles a year by 2006.<br />

8<br />

Managing Board Report<br />

10 Growth Strategy<br />

16 Corporate Governance<br />

28 Business Review<br />

60 Corporate Policies<br />

<strong>PSA</strong> Peugeot Citroën also encompasses the Banque<br />

<strong>PSA</strong> Finance group of automotive finance companies,<br />

Gefco, a transportation and logistics company, and<br />

Faurecia, an automotive equipment manufacturer.<br />

96<br />

120<br />

131<br />

207<br />

Management’s Discussion and Analysis<br />

Statistics<br />

Appendices to the Managing Board Report<br />

Statutory Auditors’ Report<br />

217<br />

208<br />

Information about Peugeot S.A.<br />

Resolutions<br />

220<br />

The Vice Presidents Committee<br />

Combined Annual and Extraordinary Stockholders’ Meeting - May 28, 2003


2<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN


A Tribute to Pierre Peugeot<br />

Our Group was greatly bereaved by the death of the Chairman of its Supervisory<br />

Board, Pierre Peugeot, who passed away on December 1, 2002.<br />

Mr. Peugeot was born in 1932 in Valentigney, near Montbéliard in eastern France,<br />

a region he remained very attached to all his life. He began his career in 1957<br />

in Sochaux as a special advisor to plant management. Two years later, he was<br />

called to company headquarters in Paris, where he was put in charge of<br />

international expansion. In 1966, he joined the senior management team<br />

of the new Peugeot S.A. holding company, becoming a member of the Managing<br />

Board and Managing Director in 1972. In this position, he played a vital role in<br />

the Group’s business activities, and notably in all of the major stages in its<br />

development, including the merger with Citroën, the acquisition of Chrysler<br />

Corp.’s European subsidiaries and the creation of Faurecia. On July 1, 1998,<br />

he was elected Chairman of the Supervisory Board.<br />

Mr. Peugeot was therefore directly involved in our transformation into a worldclass<br />

corporation. At the same time, he demonstrated a firm commitment to<br />

preserving our unique identity and maintaining a strong core of family<br />

stockholders, which he felt was a guarantee of stability and sustainable growth.<br />

He was convinced that the future should be built on the human and technical culture<br />

developed over succeeding generations. The “Aventure Peugeot” association, which<br />

he created in 1982, illustrates his belief that history can inform the future.<br />

He was rigorous and demanding with himself and others, and his personal<br />

ethics commanded respect. While seemingly austere, he was profoundly human.<br />

The finest honor we can pay his memory is to resolutely pursue our commitment<br />

to growth, along the course that he himself set.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN 3


Jean-Martin Folz<br />

Chairman of the Managing Board<br />

Thierry Peugeot<br />

Chairman of the Supervisory Board<br />

In 2002, for the fifth year in a row,<br />

<strong>PSA</strong> Peugeot Citroën met all its objectives<br />

for the year. Despite generally weaker<br />

automobile markets, especially in Europe<br />

and Latin America, the success of newlyintroduced<br />

Peugeot and Citroën models<br />

drove a 4.3% increase in worldwide unit<br />

sales, to 3.27 million vehicles. At 5% of<br />

Automobile Division sales and a consolidated<br />

€2,913 million, operating margin met the<br />

targets set in the scenario based on stable<br />

demand, clearly reflecting the progress<br />

achieved in every aspect of our business.<br />

This is the now-solid foundation on which<br />

we plan to build our long-term growth,<br />

based on model ranges responding to<br />

customer expectations and on the potential<br />

of our two marques.<br />

<strong>PSA</strong> Peugeot Citroën is now well on the<br />

road to sustainable growth in unit sales,<br />

with the goal of selling more than four<br />

million vehicles in 2006. This realistic<br />

objective is based on the growing strength<br />

of the Peugeot and Citroën marques, on<br />

the automotive expertise that underpins<br />

our products’ success, on the cooperation<br />

strategy that is accelerating the development<br />

of our model lineup, and on the significant<br />

room for expansion in Europe and the rest<br />

of the world.<br />

We are the only global carmaker whose<br />

growth is supported by two broadline<br />

marques, each with a worldwide presence<br />

and a clearly defined personality. Peugeot<br />

is currently one of the top four marques<br />

in Europe, with extensive operations in<br />

Eastern Europe and Latin America and a<br />

fast growing presence in Asia. In early<br />

2003, Citroën is enjoying strong growth<br />

in Western and Eastern Europe, which is<br />

bringing it closer to the four leaders. It is<br />

also well established in Latin America and<br />

is capitalizing on the surge in Chinese<br />

demand. Both marques will now be able<br />

to market much broader lineups and can<br />

count on a steadily widening base of loyal<br />

customers, offering them a deep reservoir<br />

of growth as well. Peugeot and Citroën<br />

models share similar, yet uniquely personal<br />

conceptual and stylistic identities. When<br />

combined with their staggered market<br />

launches, this means that the marques<br />

complement each other, enabling them<br />

to sustain strong, parallel growth trajectories<br />

despite flat demand.<br />

This seamless fit was illustrated by the<br />

October signature of the contracts securing<br />

the second phase of our development in<br />

China, whose principles were defined with<br />

our local partner and announced in late<br />

2001. Alongside the Citroën network, which<br />

4 <strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN


M essage from the Chairmen<br />

is already well established nationwide,<br />

Peugeot is going to develop its own dealer<br />

base to market cars built on the shared<br />

platforms produced at the Dong Feng<br />

Peugeot Citroën plant in Wuhan.<br />

Our expertise lies in the ability to make<br />

each car a successful blend of style,<br />

innovation and useful technology.<br />

Innovating without shocking, renewing<br />

without imitating, changing without<br />

upsetting—these are the benefits of<br />

listening closely to customers and then<br />

offering them more, thanks to careful cost<br />

control, innovative, attractive models like<br />

the 307 and the C3, dramatic styling, and<br />

technological innovations like the HDI<br />

diesel engines and the particle filter.<br />

The strategy of targeted cooperative<br />

ventures, a potential that we leverage more<br />

than any other carmaker, is strengthening<br />

our growth momentum and production<br />

capacity by enabling us to capitalize on the<br />

engineering skills, financial contributions,<br />

technological capabilities and production<br />

volumes of each of our partners. These<br />

aspects are all illustrated by our cooperation<br />

with BMW, which was announced in July<br />

and confirmed in December 2002. The<br />

venture will enable us quickly to develop<br />

and produce one million small new<br />

gasoline engines a year, whose advanced<br />

technology will deliver better performance<br />

and lower fuel consumption. In addition to<br />

their impact on our offer, these cooperative<br />

ventures are an extraordinary opportunity<br />

for our teams to enhance their expertise<br />

and to broaden their vision of the<br />

automotive world.<br />

We have room to grow in Europe, where<br />

there is still a lot of potential for market<br />

share gains, as seen in our early 2003 sales<br />

performance, and in the rest of the world,<br />

where we are continuing to expand in<br />

markets where our European models<br />

correspond to local demand, such as in<br />

Central and Eastern Europe, the Middle<br />

East, Latin America and China.<br />

<strong>PSA</strong> Peugeot Citroën’s strategy is designed<br />

to respond to the expectations and<br />

aspirations of its customers, stockholders<br />

and employees alike.<br />

For customers, the strategy enables us to<br />

offer diversified model lines, each with an<br />

array of high-performance, innovative,<br />

safe, environmentally-friendly, affordable<br />

cars. Most importantly, it guarantees that<br />

we’ll always deliver more and better quality,<br />

so that we deserve the trust our marques<br />

inspire in our loyal customers. That’s our<br />

priority today, and here too, we intend<br />

to strengthen our position among the<br />

industry leaders.<br />

For stockholders, the strategy provides a<br />

clear, medium-term view of the future of<br />

the company in which they have invested,<br />

as well as the security they want for their<br />

investment and the steady growth they<br />

expect in their dividends, which has been<br />

the case for the past five years. Quality in<br />

this area is also a priority—in particular,<br />

the quality and transparency of the financial<br />

and strategic information that we owe to<br />

everyone who invests in our stock.<br />

Implementation of this strategy is driven<br />

entirely by the skills and commitment of<br />

our employees across the organization.<br />

In return, it enables the Group to deploy<br />

an active hiring policy and to give every<br />

employee around the world an opportunity<br />

for professional fulfillment, an attractive<br />

compensation package, directly linked to<br />

corporate results, and a comprehensive,<br />

participatory retirement system.<br />

Much is still uncertain about 2003, but<br />

<strong>PSA</strong> Peugeot Citroën intends to stay<br />

its course, focused on the reality of its<br />

operational objectives, and to continue<br />

building its future on a clear foundation.<br />

Thierry Peugeot<br />

Jean-Martin Folz<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN 5


S upervisory Board Report<br />

Stricken and saddened by the death of its Chairman, the Supervisory Board<br />

wholeheartedly shares the sentiments expressed in the tribute above. Pierre Peugeot<br />

was imbued with our Group’s history and was directly involved in leading the<br />

major events that have shaped it over the past forty years. He was deeply<br />

attached to the humanistic and technical values that he constantly wanted to<br />

preserve and instill. On the Board, he pursued his priority objective of preparing<br />

for the future and creating the conditions that would secure the Group’s long-term<br />

sustainability and growth, while protecting its independence and identity. He<br />

passed away at the end of a year during which <strong>PSA</strong> Peugeot Citroën strengthened<br />

its position as Europe’s second largest carmaker and narrowed the gap with the<br />

market leader.<br />

This sales performance was led by the lineups of our two marques and supported<br />

by a large number of launches during the year. The growth enabled full utilization<br />

of production capacity and improved profitability. The Managing Board and all Group<br />

employees are to be commended for their critical role in achieving this successful<br />

new phase in our development.<br />

The Supervisory Board was regularly informed of the Group’s business activities and<br />

their financial results.<br />

The Finance Committee, created by the Board last autumn, examined the financial<br />

statements for the year and met with the Chairman of the Managing Board and<br />

the Chief Financial Officer to discuss the financial situation and, more generally,<br />

the Group’s financial strategy. In line with the Committee’s opinion, the Board has<br />

no matters to bring to your attention concerning the financial statements submitted<br />

for your approval.<br />

The Strategy Committee met to review issues of importance for the future, notably<br />

the different cooperative manufacturing ventures and the medium/long-term<br />

6<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - SUPERVISORY BOARD REPORT


plan defined by the Managing Board. As every year, the Compensation Committee<br />

finalized the recommended compensation for the Managing Board and submitted<br />

it to the Supervisory Board for approval.<br />

The Supervisory Board examined the Managing Board’s report and has no matters<br />

to bring to your attention concerning it. As regards the resolutions submitted for<br />

your approval, the Board has the following comments:<br />

The proposed dividend amounts to €1.35 per share, an increase of 17.4% from<br />

the previous year. It reflects the 9.8% growth in operating margin. Payout amounts<br />

to 20.7% of consolidated net income, versus 17.6% last year.<br />

Thierry Peugeot was appointed to the Supervisory Board to replace Pierre Peugeot<br />

for the remainder of his term, which runs until the Annual Stockholders’ Meeting<br />

to be called in 2004 to approve the accounts for the year ended December 31,<br />

2003. You are invited to ratify this appointment.<br />

The financial resolutions concern the renewal of authorizations that have expired<br />

and that have been updated with only minor changes. The authorizations to buy<br />

back shares and to reduce issued capital through the cancellation of shares renew<br />

the same authorizations as previously. Their use will depend on market opportunities<br />

and the net financial position of the manufacturing and sales companies.<br />

Concerning the future, the Board shares the Managing Board’s confidence in the Group’s<br />

ability to drive further growth in sales of the two marques and in the Group’s earnings.<br />

In the very short term, the events in the Middle East could have an impact on demand<br />

but no one can measure how much or for how long. The Supervisory Board nevertheless<br />

believes that <strong>PSA</strong> Peugeot Citroën has the products and resources to weather a<br />

temporary downturn in the economy.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - SUPERVISORY BOARD REPORT 7


Managing Board<br />

Report<br />

8<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


10<br />

Growth Strategy<br />

16<br />

Corporate Governance<br />

28<br />

Business Review<br />

60<br />

Corporate Policies<br />

120<br />

96<br />

Management’s Discussion<br />

and Analysis<br />

Statistics<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 9


10<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

12<br />

• One Group, two marques<br />

12<br />

• A long-term vision of the future<br />

13<br />

• Human resources<br />

13<br />

• Sustainable development<br />

14<br />

• Costs, platforms and cooperative ventures<br />

15<br />

• A focus on profitability<br />

15<br />

• Outlook for 2003<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 11


ONE GROUP, TWO MARQUES<br />

<strong>PSA</strong> Peugeot Citroën is building its<br />

development on two strong broadline<br />

marques, each with a global presence and<br />

a clearly defined personality, as part of<br />

coordinated international strategies and<br />

an aligned product plan. The plan<br />

organizes a comprehensive model lineup<br />

for each marque, designed to support the<br />

consistency of each one’s conceptual and<br />

stylistic identity. It also defines a product<br />

launch schedule that ensures the steady<br />

renewal of the Group’s offer in each<br />

market segment.<br />

Both marques enjoy the independence<br />

needed to lead separate and often<br />

competitive strategies in the area of<br />

marketing, sales and, more generally,<br />

customer relations. On the other hand,<br />

the Automobile Division’s technological,<br />

manufacturing, administrative and<br />

financial structures have been combined<br />

into a single unit to create greater<br />

efficiency and economies of scale.<br />

In addition to its core business of making<br />

automobiles, <strong>PSA</strong> Peugeot Citroën is<br />

involved in three other major activities:<br />

financing for the two marques’ dealers<br />

and customers, transportation and<br />

logistics, and the design and manufacture<br />

of automotive components and systems.<br />

Banque <strong>PSA</strong> Finance finances new vehicle<br />

and replacement part inventory for dealers<br />

and offers a comprehensive array of<br />

financing and related services for Peugeot<br />

and Citroën carbuyers. It operates in<br />

thirteen countries, corresponding to the<br />

two marques’ leading markets, and plays<br />

a key role in the Group’s strategic vision.<br />

Gefco is France’s second largest<br />

transportation and logistics company and<br />

ranks among the top ten in Europe. While<br />

continuing its traditional activities of<br />

supplying Group plants and distributing<br />

Peugeot and Citroën cars and replacement<br />

parts, Gefco represents a long-term<br />

growth business for the Group and<br />

is actively expanding its base of other<br />

customers.<br />

<strong>PSA</strong> Peugeot Citroën is also the majority<br />

stockholder of Faurecia, Europe’s second<br />

largest original automotive equipment<br />

manufacturer and a world leader in each<br />

of its businesses: vehicle interiors, exhaust<br />

systems and front-end modules. An<br />

independently managed company, Faurecia<br />

supplies not only the Group but also most<br />

of the world’s leading carmakers.<br />

A LONG-TERM VISION OF THE FUTURE<br />

<strong>PSA</strong> Peugeot Citroën is strategically<br />

focused on driving sustained, long-term<br />

12<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

growth in Europe and around the world,<br />

based on satisfying customers, expanding<br />

the model lines, innovating and achieving<br />

excellence in core automotive technologies,<br />

enhancing employee capabilities,<br />

demonstrating flexibility, and carefully<br />

managing costs.<br />

The Group is firmly engaged in a<br />

sustainable sales dynamic, with the goal<br />

of selling four million vehicles and CKD<br />

units a year by 2006. Sales are expected to<br />

expand both in Western Europe, where<br />

the Group enjoys a considerable margin<br />

for improvement, particularly in countries<br />

where its market share is still below<br />

potential, and in the rest of the world,<br />

notably in Central and Eastern Europe,<br />

Latin America and China.<br />

<strong>PSA</strong> Peugeot Citroën’s strategy is shaped<br />

by the conviction that in an increasingly<br />

segmented and diversified market, a<br />

world-class automobile manufacturer’s<br />

future success depends on the ability to<br />

rapidly design and introduce a wide range<br />

of vehicles to satisfy an increasingly<br />

demanding and diverse customer base.<br />

Today’s customers want cars that are<br />

attractive, efficient, stylish, comfortable,<br />

innovative and fun to drive, and yet allow<br />

them to respond as responsible citizens<br />

to the challenges of road safety, air<br />

pollution, recycling and the quality of<br />

urban life.<br />

The Group is continuously developing<br />

innovative products that significantly<br />

enhance brand image and customer<br />

appeal, while sustaining its leadership<br />

positions in critical automotive<br />

technologies in the areas of environmental<br />

protection, safety and the driving<br />

experience.<br />

Diesel technology is now recognized as<br />

environmentally friendly, thanks in particular<br />

to the Group’s development of highpressure,<br />

direct-injection engines—for<br />

which the HDI engine sets the market<br />

standard—and its launch of the world’s<br />

first particle filter. The range of diesel<br />

engines using these technologies is being<br />

expanded, and recent developments have<br />

confirmed the Group’s leadership in this area.<br />

Based on its unique experience in electric<br />

vehicles, the Group is developing hybrid<br />

vehicle technologies and confirms that a<br />

range of hybrid vehicles will be introduced<br />

in Europe in 2004.<br />

HUMAN RESOURCES<br />

In every host country and at every level of<br />

the organization, the Group’s strategic<br />

vision demands skilled, motivated teams<br />

capable of generating and supporting<br />

sustained growth and international<br />

development. In response, continuous<br />

social dialogue is encouraged with<br />

employee representatives, so that all<br />

employees worldwide have the<br />

opportunity of participating in the<br />

Group’s strategy and financial results, in<br />

particular through profit-sharing systems<br />

and defined contribution retirement plans.<br />

Another priority concerns training to<br />

prepare employees in all countries for the<br />

fast changes in the Group’s business and<br />

markets.<br />

SUSTAINABLE DEVELOPMENT<br />

<strong>PSA</strong> Peugeot Citroën is committed to<br />

manufacturing vehicles whose features<br />

and performance help to safeguard the<br />

environment while delivering the styling,<br />

safety and drivability that customers want.<br />

Group research primarily focuses on<br />

reducing automotive CO2 emissions. Its<br />

findings and their application in series<br />

production are helping to efficiently<br />

attenuate the greenhouse effect.<br />

So that cars can be used safely for<br />

everyone, major programs are underway<br />

to guarantee the active and passive safety<br />

performance that customers deserve from<br />

the Peugeot and Citroën marques.<br />

Another <strong>PSA</strong> Peugeot Citroën commitment<br />

concerns the harmonious interaction of<br />

cars and the urban environment.<br />

11<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 13


As a carmaker, the Group wants to<br />

contribute to the sustainable development<br />

of urban mobility without compromising<br />

either the quality of air or the quality of<br />

life in modern cities.<br />

COSTS, PLATFORMS AND COOPE<strong>RA</strong>TIVE<br />

VENTURES<br />

To help control costs, <strong>PSA</strong> Peugeot Citroën<br />

has deployed an ambitious platform<br />

strategy. Three new platforms introduced<br />

at the end of 2001 serve as the floorplans<br />

for all new vehicles, and common parts<br />

account for 60% of the production cost<br />

of vehicles made on the same platform.<br />

Gradually, each assembly plant in Europe<br />

is being organized around a single<br />

platform, with the exception of the facility<br />

in Vigo, Spain, which is dedicated to high<br />

vehicles. As it helps diversify the model<br />

portfolio, this strategy is also substantially<br />

reducing development costs, shortening<br />

time-to-market cycles and cutting process<br />

engineering outlays, production costs, and<br />

purchasing prices for parts and systems.<br />

In particular, it is now allowing the Group<br />

to control R&D budgets and stabilize<br />

capital expenditure, while shortening new<br />

model development cycles. In 2006, 90%<br />

of all models will be produced on the<br />

three new platforms.<br />

To speed growth and reduce costs beyond<br />

what is being done internally with the<br />

platforms, the Group implements strategic<br />

cooperation agreements involving specific,<br />

ongoing programs to share, with other<br />

independent carmakers, the development<br />

and production of components for which<br />

scale economies make sense. In this area,<br />

<strong>PSA</strong> Peugeot Citroën has for decades<br />

demonstrated an ability to forge<br />

technological and manufacturing<br />

agreements that respect each partner’s<br />

personality and independence. It has<br />

worked with Renault on V6 engines and<br />

automatic transmissions for roughly 30<br />

years, with Fiat on MPVs and light<br />

commercial vehicles for some 20 years and<br />

with the Ford Motor Company on diesel<br />

engines since 1998. The Ford alliance will<br />

enable <strong>PSA</strong> Peugeot Citroën to become<br />

the world’s leading manufacturer of diesel<br />

engines by 2004 and to benefit from<br />

related economies of scale.<br />

After the 2001 agreement with Toyota to<br />

develop and manufacture entry-level<br />

vehicles in a jointly-owned plant in the<br />

Czech Republic, a new cooperative<br />

venture was formed with BMW in 2002<br />

to jointly develop and produce a new<br />

family of small diesel engines, which will<br />

equip cars made by both partners.<br />

These agreements let the partners share<br />

development costs and pool skills and<br />

14<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

resources, thereby generating the scale<br />

economies a carmaker needs to be<br />

competitive. For <strong>PSA</strong> Peugeot Citroën, this<br />

type of alliance, in which each partner<br />

remains independent, is the best way to<br />

respond to the challenges and opportunities<br />

offered by market globalization and<br />

changing customer expectations.<br />

A FOCUS ON PROFITABILITY<br />

Return on capital employed has been<br />

selected as the relevant indicator for<br />

measuring the efficiency of manufacturing<br />

and marketing operations. Regardless of<br />

business conditions, the Group is<br />

committed to achieving an after-tax return<br />

on capital employed of at least 8.5%. This<br />

covers the cost of capital employed and<br />

corresponds to a 3% operating margin in<br />

the Automobile Division.<br />

remain flat or to contract by a slight 2%.<br />

Based on this projection, the Group is<br />

aiming to sustain its expansion in 2003,<br />

selling 3,350,000 cars worldwide, thanks<br />

to the growing sales of existing lines and<br />

the launch of several new models.<br />

The Automobile Division operating margin<br />

is targeted at between 5% and 5.2%<br />

of sales, and the consolidated operating<br />

margin at between €3.0 billion and<br />

€3.1 billion.<br />

However, the Group’s goal is to report an<br />

after-tax return of at least 13.5%,<br />

corresponding to a 6% operating margin<br />

in the Automobile Division.<br />

OUTLOOK FOR 2003<br />

Early 2003 has been shaped by serious<br />

geopolitical and economic uncertainty.<br />

Assuming that this uncertainty does not<br />

lead to a serious recession, the Group<br />

expects the European automobile market to<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 15


16<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Corporate<br />

Governance<br />

18<br />

21<br />

22<br />

• The Supervisory Board<br />

• Executive Management<br />

• Auditors<br />

23<br />

• Investor Relations<br />

25<br />

• Annual Stockholders’ Meeting of May 28, 2003<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 17


C orporate Governance<br />

Since 1972, Peugeot S.A. has been governed by a two-tier management structure, comprising<br />

a Managing Board, responsible for strategic and operational management, and a Supervisory<br />

Board, responsible for oversight and control. This separation is especially effective in addressing<br />

the concern for a balance of power between the executive and oversight functions, as<br />

reflected in the principles of good corporate governance.<br />

THE SUPERVISORY BOARD<br />

The Supervisory Board has twelve members<br />

plus two non-voting advisors, all of whom<br />

are elected by stockholders for six-year<br />

terms. The other functions exercised by<br />

Supervisory Board members and advisors<br />

are listed in the Appendices to the<br />

Managing Board Report, as well as the<br />

dates when they were elected and when<br />

their terms on the Board end.<br />

The Supervisory Board believes that its<br />

membership appropriately reflects the<br />

percentage of capital held by the<br />

Company’s main stockholder, the Peugeot<br />

family. The Board comprises three family<br />

members, Thierry Peugeot, Jean-Philippe<br />

Peugeot and Marie-Hélène Roncoroni, and<br />

two relatives, Pierre Banzet and Marc Friedel.<br />

Jean-Louis Dumas, Jean-Louis Masurel and<br />

Joseph F. Toot, Jr. have no ties with the<br />

Company, its Group or its management<br />

and contribute their international financial<br />

experience to the Board’s deliberations.<br />

Jean Boillot was Chairman of Automobiles<br />

Peugeot until 1990 and has since<br />

contributed to the Board his experience in<br />

automotive manufacturing and marketing.<br />

François Michelin, former legal manager<br />

of Compagnie Générale des Etablissements<br />

Michelin, contributes his experience in<br />

expansion in the global marketplace.<br />

Ernest-Antoine Seillière de Laborde,<br />

Chairman of Wendel Investissements,<br />

contributes his in-depth knowledge of<br />

manufacturing. Wendel is a major<br />

stockholder of Valeo, an automotive<br />

equipment manufacturer. Jean-Paul Parayre,<br />

former Chairman of the Peugeot S.A.<br />

Managing Board and Chairman of Vallourec,<br />

contributes his knowledge of cars and the<br />

Group’s operations.<br />

No member of the Board exercises any<br />

senior executive responsibilities or is a<br />

salaried employee of a Group company.<br />

• Board deliberations in 2002<br />

The Supervisory Board met five times in<br />

2002. Four meetings were devoted mainly<br />

to reviewing the Managing Board’s<br />

quarterly reports on the operations and<br />

results of the Group’s businesses,<br />

examining the consolidated and compagny<br />

financial statements, preparing the Annual<br />

Stockholders’ Meeting, discussing strategic<br />

transactions and authorizing commitments.<br />

The fifth meeting was held on December<br />

19 following the death of the Board’s<br />

Chairman, Pierre Peugeot. At the<br />

meeting, Thierry Peugeot was appointed<br />

to the Board and elected Chairman. In<br />

addition, Jean-Philippe Peugeot was<br />

appointed Vice Chairman of the Board,<br />

alongside Jean Boillot, and Chairman of<br />

the Strategy Committee, while the<br />

membership of all the Board committees<br />

was confirmed.<br />

18<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

FOCUS: THIERRY <strong>PEUGEOT</strong><br />

Born on August 19, 1957, Thierry Peugeot is the oldest son of Pierre Peugeot. After working in the<br />

United States, he joined <strong>PSA</strong> Peugeot Citroën, where he successively served as regional South East<br />

Asia manager for Peugeot, Managing Director of Peugeot do Brasil, Managing Director of SLICA<br />

(Peugeot’s primary marketing company in France), Vice President, Citroën Large International Accounts,<br />

and Vice-President, Citroën Services and Spare Parts. His career has been shaped by extensive<br />

international experience, focused on the product, on sales and marketing, and on an in-depth<br />

understanding of the Peugeot and Citroën marques.<br />

Since his appointment to the Supervisory Board, Mr. Peugeot has relinquished all operational<br />

responsibilities in the Group.<br />

• Board procedures<br />

At its meeting on April 15, 2003 the<br />

Supervisory Board adopted internal rules<br />

setting out its stewardship responsibilities.<br />

The Supervisory Board is responsible for<br />

reviewing the Managing Board’s quarterly<br />

reports, as well as the annual financial<br />

statements of the Company and the Group<br />

and the Managing Board’s report to the<br />

Annual Stockholders’ Meeting. The internal<br />

rules also stipulate that the Supervisory<br />

Board is required to authorize, in advance,<br />

the following actions by the Managing Board<br />

as provided for in Article 9 of the bylaws:<br />

• Stockholder-approved share issues<br />

(whether paid up in cash or by capitalizing<br />

retained earnings) and capital reductions.<br />

• Stockholder-approved issues of ordinary<br />

or convertible bonds.<br />

• The drafting of any merger agreements<br />

or agreements for the sale of a business.<br />

• The signature or termination of any<br />

manufacturing and sales agreements<br />

representing a future commitment for<br />

Peugeot S.A., with companies whose<br />

corporate purpose is similar or related to<br />

that of Peugeot S.A., and generally the<br />

execution of any major transaction which<br />

substantially alters the business or financial<br />

structure of the Company or the Group.<br />

Certain other actions exceeding financial<br />

limits set by the Supervisory Board may<br />

be carried out only with the unanimous<br />

backing of all the members of the Managing<br />

Board or, failing that, with the prior<br />

authorization of the Supervisory Board.<br />

These include the purchase or sale for cash<br />

or for shares of any building and business<br />

rights used by Peugeot S.A., involving an<br />

amount in excess of €50 million, the<br />

purchase or sale of any equity interest in<br />

any other company directly or indirectly<br />

representing an immediate or deferred<br />

investment, expense, credit guarantee or<br />

seller's warranty involving an amount in<br />

excess of €50 million, and any borrowings<br />

by Peugeot S.A. other than in the form of<br />

bonds, involving an amount in excess of<br />

€100 million.<br />

The internal rules describe the information<br />

to be made available to the Supervisory<br />

Board, the process to be followed to<br />

determine the issues to be discussed at<br />

Supervisory Board meetings, the terms of<br />

reference of each Board committee as well<br />

as the obligations of Supervisory Board<br />

members, especially those arising from<br />

their constant access to insider information.<br />

• Supervisory Board committees<br />

The Supervisory Board has created three<br />

specialized committees: the Strategy<br />

Committee, the Compensation and<br />

Appointments Committee and the<br />

Finance Committee.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 19


C orporate Governance<br />

Created in 1998, the Strategy Committee<br />

had seven members at year-end 2002:<br />

Jean-Philippe Peugeot (Chairman), Jean<br />

Boillot, Jean-Louis Dumas, François Michelin,<br />

Jean-Paul Parayre, Thierry Peugeot and<br />

Ernest-Antoine Seillière de Laborde. It deals<br />

with issues relating to the Group’s long-term<br />

future and its major strategic orientations.<br />

It issues opinions and makes proposals<br />

and recommendations to the Supervisory<br />

Board to prepare for the review of strategic<br />

projects, while tracking significant<br />

transactions already underway. In particular,<br />

the Strategy Committee meets whenever<br />

a project likely to engage the Company’s<br />

future or to substantially modify the scope<br />

of business or financial structure of the<br />

Company or the Group is submitted to the<br />

Board’s prior approval.<br />

The Strategy Committee met twice in<br />

2002, when in particular, it reviewed the<br />

operation of the Group’s cooperative<br />

ventures with other carmakers, as well<br />

as the medium-term outlook for the<br />

Automobile Division.<br />

The Compensation and Appointments<br />

Committee. Created in 1998, the<br />

Compensation Committee’s duties were<br />

broadened on February 11, 2003 to include<br />

preparing the Board’s decisions concerning<br />

the appointment of new members and<br />

members of the Managing Board. At yearend,<br />

it comprised Thierry Peugeot<br />

(Chairman), François Michelin and Ernest-<br />

Antoine Seillière de Laborde.<br />

The committee makes recommendations<br />

to the Board concerning compensation for<br />

members of the Managing Board, the<br />

Supervisory Board and the Board<br />

committees, as well as the grant of any<br />

stock options to members of the<br />

Managing Board. It also prepares the<br />

procedure for selecting members of the<br />

Supervisory Board and Managing Board,<br />

determining the criteria to be used and<br />

recommending people for appointment<br />

or renewal. The Committee met once in<br />

2002 and again in February 2003 to<br />

prepare Supervisory Board decisions<br />

concerning the determination of fixed<br />

salaries and bonuses for members of the<br />

Managing Board.<br />

The Finance Committee, set up in 2002,<br />

has three members: Marc Friedel (Chairman),<br />

Jean-Louis Masurel and Marie-Hélène<br />

Roncoroni. It is responsible for informing<br />

the Board of its opinion on the parent<br />

company and consolidated accounts of<br />

Peugeot S.A. during the presentation of<br />

the interim and annual financial statements.<br />

It may be requested to review any project<br />

requiring prior approval by the Board,<br />

particularly in the case of corporate actions.<br />

The finance committee met for the first<br />

time on December 9 to examine the Group’s<br />

entire financing strategy and its financial<br />

management organization. It also met on<br />

February 4, 2003 to examine the procedures<br />

for closing the Group’s 2002 accounts<br />

before their presentation to the Supervisory<br />

Board on February 11, and again on April<br />

3, 2003 to review, among other issues, the<br />

Group’s current control procedures.<br />

• Compensation of Supervisory Board<br />

members<br />

Supervisory Board members and advisors<br />

are paid annual attendance fees in an<br />

20<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

aggregate amount of €192,500 a year,<br />

distributed equally. The Chairman, Vice-<br />

Chairmen and Committee members also<br />

receive additional compensation voted by<br />

the Board under regulated agreements<br />

between directors. The amount paid to<br />

individual Board members and advisors<br />

is disclosed in the Appendices to the<br />

Managing Board Report.<br />

EXECUTIVE MANAGEMENT<br />

The Peugeot S.A. Managing Board has<br />

three members: Jean-Martin Folz, Chairman;<br />

Frédéric Saint-Geours, Chief Executive<br />

Officer of Automobiles Peugeot; and<br />

Claude Satinet, Chief Executive Officer of<br />

Automobiles Citroën.<br />

The nine-member Executive Committee is<br />

responsible for the executive management<br />

of the <strong>PSA</strong> Peugeot Citroën Group. At<br />

January 1, 2003, the Executive Committee<br />

was made up of the three members of the<br />

Managing Board, plus Yann Delabrière<br />

(Finance, Control and Performance), Gilles<br />

Michel (Platforms, Technical Affairs and<br />

Purchasing), Jean-Marc Nicolle (Group<br />

Strategy and Products), Robert Peugeot<br />

(Innovation and Quality), Roland Vardanega<br />

(Manufacturing and Components) and<br />

Jean-Luc Vergne (Employee Relations and<br />

Human Resources). It is supported by a Senior<br />

Management team, whose four members<br />

report directly to the Chairman of the<br />

Managing Board. They are Xavier Fels (External<br />

Relations), Jean-Louis Grégoire (Executive<br />

Development), Jean-Claude Hanus<br />

(Legal Affairs) and Liliane Lacourt<br />

(Corporate Communications).<br />

The Executive Committee and the Senior<br />

Management team meet on a weekly basis<br />

to discuss issues concerning the day-today<br />

management of the Group and the<br />

Automobile Division. Specific committees<br />

have been set up for each of the other<br />

businesses, which meet once a month to<br />

discuss issues related to the management<br />

of the business concerned.<br />

The day-to-day management of the<br />

Group is the responsibility of the Vice<br />

Presidents Committee made up of<br />

senior line executives. As of March 1,<br />

2003, the Vice Presidents Committee<br />

comprised 52 senior executives, as well as<br />

the members of the Executive Committee<br />

and the Senior Management team. It<br />

meets on a monthly basis.<br />

• Executive compensation<br />

The compensation paid to members of<br />

the Executive Committee, the Senior<br />

Management team and the Vice Presidents<br />

Committee is determined on a similar basis<br />

to that of all Group managers. It includes<br />

both a fixed salary and a variable bonus,<br />

based on the achievement of personal<br />

objectives and the Group’s operating<br />

margin and quality targets for the year.<br />

The operating margin target corresponds<br />

to the figure publicly announced at the<br />

beginning of each year. The target was<br />

€2.9 billion for 2002 and has been set at<br />

€3.1 billion for 2003.<br />

In 2002, the members of the Managing board<br />

were paid the following compensation:<br />

• Jean-Martin Folz: €1,904,765, of which<br />

53.74% as bonus.<br />

• Frédéric Saint-Geours: €810,825, of<br />

which 43.74% as bonus.<br />

• Claude Satinet: €809,825, of which<br />

43.76% as bonus.<br />

Aggregate compensation awarded to the<br />

members of the Executive Committee and<br />

the Senior Management team for 2002<br />

amounted to €7.8 million, of which the<br />

variable bonus accounted for 40%. The<br />

variable compensation awarded to members<br />

of the Vice Presidents Committee serving<br />

as of December 31, 2002 amounted to 28%<br />

of the total.<br />

• Stock options<br />

In 1999, 2000, 2001 and 2002, the members<br />

of the Managing Board, the Executive<br />

Committee, the Senior Management team<br />

and the Vice Presidents Committee were<br />

granted options to purchase existing<br />

shares of Peugeot S.A. stock, in accordance<br />

with the general principles underlying the<br />

four plans.<br />

The Managing Board, in full agreement<br />

with the Supervisory Board and in<br />

compliance with stockholder-approved<br />

limits, decided that starting in 2002, the<br />

benchmark price for options to purchase<br />

existing shares granted in a given year to<br />

executives or employees of the Company<br />

or related companies would be equal to<br />

the average of the opening share price<br />

during the 20 trading days following<br />

the publication of the Group’s first-half<br />

consolidated earnings, without any discount.<br />

On August 20, 2002, the Managing Board<br />

used the authorization granted by the<br />

Annual Stockholders’ Meeting of May 15,<br />

2002 to issue 860,100 options to purchase<br />

existing shares of Peugeot S.A. stock for<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 21


C orporate Governance<br />

€46.28 per share. Under this plan, the<br />

Supervisory Board granted 126,000 stock<br />

options to members of the Managing Board,<br />

as follows: Jean-Martin Folz 60,000 options,<br />

Frédéric Saint-Geours 33,000 options and<br />

Claude Satinet 33,000 options.<br />

As of December 31, 2002, members of the<br />

Managing Board, the Executive Committee<br />

and the Senior Management team held<br />

1,085,000 of the 2,830,800 options<br />

outstanding at that date.<br />

Details of stock option plans in effect at<br />

December 31, 2002, the aggregate number<br />

of options granted to the eleven employees<br />

other than corporate officers receiving the<br />

largest number of stock options under the<br />

2002 plan, and the number of options<br />

exercised in 2002 are presented in the<br />

Appendices to the Managing Board Report.<br />

Faurecia grants its own stock options. In<br />

2003, at its meeting to review the resolutions<br />

to be submitted to stockholder approval<br />

at the annual meeting, the Board of<br />

Directors agreed on the principle of<br />

eventually deciding to grant options to<br />

purchase new or existing shares of company<br />

stock. It also decided to no longer offer a<br />

discount to the average share price used<br />

to determine option prices.<br />

AUDITORS<br />

In accordance with French company law,<br />

the financial statements of Peugeot S.A.<br />

and the consolidated financial statements<br />

are audited by two firms of auditors. The<br />

two firms jointly audit all of the accounts<br />

and examine the processes used to prepare<br />

the financial statements, as well as the<br />

Group's internal control processes and<br />

procedures. The two statutory auditors,<br />

Coopers & Lybrand Audit SARL, member<br />

of PricewaterhouseCoopers, and Constantin<br />

Associés, member of Constantin, were<br />

appointed by stockholders at the Annual<br />

Meeting on June 2,1999, based on the<br />

recommendation of the Managing Board.<br />

The choice of auditors was made after an<br />

open bidding process. Their appointment<br />

expires at the Annual Stockholders’ Meeting<br />

to be called to approve the 2004 financial<br />

statements.<br />

Through the members of their networks<br />

in all the countries where the Group<br />

operates, PricewaterhouseCoopers and<br />

Constantin act as contractual auditors of all<br />

the Group’s fully consolidated subsidiaries,<br />

with the exception of the companies in the<br />

Faurecia sub-group. They therefore have<br />

access to the information required to audit<br />

the consolidated financial statements of the<br />

<strong>PSA</strong> Peugeot Citroën Group.<br />

The auditors of Faurecia, which is listed on<br />

the Euronext Paris market, are appointed by<br />

the Annual Meeting of Faurecia stockholders.<br />

The two firms of auditors, Coopers & Lybrand<br />

Audit, member of PricewaterhouseCoopers,<br />

and Ernst & Young Audit, member of Ernst<br />

& Young, were appointed by stockholders<br />

at the Annual Meeting on June 1, 2001,<br />

for a period expiring at the Annual<br />

Meeting to be called to approve the 2006<br />

accounts.<br />

The auditors of cooperative ventures set<br />

up with other automakers, which are<br />

accounted for by the equity method, are<br />

appointed by the venture partners.<br />

Following the internal reorganization of<br />

PricewaterhouseCoopers, Pricewaterhouse<br />

Coopers Audit will replace Coopers &<br />

Lybrand Audit for the remainder of its term.<br />

The total fees paid to the auditors in respect<br />

of 2002 amounted to €11.6 million,<br />

including €9.5 million for Pricewaterhouse<br />

Coopers, €1.1 million for Ernst & Young<br />

and €0.9 million for Constantin. In addition,<br />

members of the PricewaterhouseCoopers<br />

22<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

network and the Ernst & Young network<br />

were paid €1.6 million and €0.5 million<br />

respectively for non-audit services,<br />

consisting mainly of legal and tax advice.<br />

INVESTOR RELATIONS<br />

• Stockholder Information<br />

<strong>PSA</strong> Peugeot Citroën is committed to<br />

providing clear, regular information to all<br />

individual and institutional stockholders,<br />

in France and abroad. It is constantly<br />

improving the effectiveness of all aspects<br />

of the investor relations process, including<br />

stockholder publications, other sources of<br />

investor information, and investor meetings<br />

and special events.<br />

All stockholders have access to the<br />

following sources of information:<br />

• The Annual Report, available in French<br />

and English.<br />

• The Interim Report, also available in<br />

French and English.<br />

• Press releases and financial notices.<br />

• The Stockholders’ Newsletter.<br />

• The Stockholders’ Guide.<br />

All of these publications are available online<br />

at www.psa-peugeot-citroen.com, which<br />

also displays the Peugeot S.A. share price<br />

in real time.<br />

To forge and maintain effective relations<br />

with investors, <strong>PSA</strong> Peugeot Citroën<br />

organizes a growing number of events for<br />

its stockholders and the entire financial<br />

community. Three major meetings are<br />

held for the presentation of interim<br />

earnings, the presentation of annual<br />

earnings and the Annual Stockholders’<br />

Meeting. In addition, the Group regularly<br />

interacts with investors by inviting them<br />

to meetings or plant visits in Europe, the<br />

United States and Asia, and invites financial<br />

analysts to theme meetings to help<br />

improve their understanding of its business<br />

operations. The Group also participates in<br />

industry presentations by financial<br />

institutions active in the capital markets.<br />

Stockholders wishing to receive financial<br />

information on a regular basis may register<br />

at Company headquarters:<br />

Peugeot S.A. – Investor Relations<br />

75 avenue de la Grande Armée - 75116 Paris<br />

Phone: +33 (0) 1 40 66 37 60<br />

Fax: +33 (0) 1 40 66 51 99<br />

E-mail:communication.financiere@psa.fr<br />

• Share buyback programs<br />

<strong>PSA</strong> Peugeot Citroën believes buying back<br />

its own shares represents an attractive<br />

investment opportunity for both itself and<br />

its stockholders until such time as its<br />

strategic objectives are fully reflected in<br />

the share price. In addition, the Group has<br />

enough recurring cash flow from operations<br />

and cash holdings to carry out the<br />

buybacks while maintaining its capital<br />

expenditure commitment at €3 billion a<br />

year, in order to rapidly renew and extend<br />

its model lineups and support expansion<br />

in the global marketplace.<br />

As a result, the share buyback program<br />

launched in 1999 was pursued in 2002,<br />

when a net total of 12,231,422 Peugeot S.A.<br />

shares were bought back, at an average<br />

price of €45.42, under authorizations<br />

granted at the Annual Stockholders’<br />

Meetings on May 16, 2001 (seventh<br />

resolution) and May 15, 2002 (seventh<br />

resolution).<br />

At December 31, 2002, Peugeot S.A. held<br />

15,208,709 shares of its own stock in<br />

treasury, of which 2,783,200 were<br />

allocated to stock option plans.<br />

• Capital Structure and Ownership<br />

The Company’s capital stock amounted<br />

to €259,109,146 at December 31, 2002,<br />

represented by 259,109,146 shares with a<br />

par value of €1.00 each. These figures<br />

were unchanged from the previous year.<br />

The interests held by the main stockholders<br />

identified by the Company are presented<br />

in the “Ownership Structure” table in the<br />

section entitled “Information About the<br />

Company’s Capital” in the Appendices to<br />

the Managing Board Report.<br />

In addition to the impact of the share<br />

cancellations on the percentage of voting<br />

rights held by each stockholder, these<br />

interests changed in 2002 when Société<br />

Générale reduced its interest to 0.92% of<br />

shares outstanding, corresponding to<br />

1.08% of the voting rights, from 3.13%<br />

of shares outstanding and 4.22% of the<br />

voting rights at December 31, 2001.<br />

The bylaws of Peugeot S.A. stipulate that<br />

any stockholder that acquires or raises its<br />

interest to 2% of the Company’s capital<br />

or raises or reduces its interest by any<br />

multiple of 1% in excess of the 2% threshold<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 23


C orporate Governance<br />

THE <strong>PEUGEOT</strong> S.A. SHARE<br />

The Peugeot S.A. share declined 18.62% in 2002, ending the year at €38.86 versus €47.75 on December 28, 2001. This compared with<br />

a 33.75% drop in the benchmark CAC 40 index and a 29.62% decline in the Dow Jones Euro Stoxx Auto index over the same period.<br />

2002 PRICE PERFORMANCE OF THE <strong>PEUGEOT</strong> S.A. SHARE VERSUS THE CAC 40 INDEX AND THE DJ EURO STOXX AUTO INDEX (in euros, base 100)<br />

2002 2003<br />

Source : Euronext<br />

MONTHLY HIGH AND LOW PRICES OF THE <strong>PEUGEOT</strong> S.A. SHARE OVER FIVE YEARS (in euros)<br />

1998 1999 2000 2001 2002 2003<br />

Source : Euronext<br />

AGENDA<br />

April 24, 2003<br />

May 28, 2003<br />

June 4, 2003<br />

July 24, 2003<br />

October 22, 2003<br />

First-quarter 2003 sales released<br />

Annual Stockholders’ Meeting<br />

2002 dividend paid<br />

Interim sales and earnings released<br />

Nine-month sales released<br />

24<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

is required to notify the Company. In the<br />

case of non-disclosure, at the request of<br />

one or several stockholders together<br />

holding at least 5% of the capital, the<br />

undisclosed shares will be stripped of<br />

voting rights for a period of two years from<br />

the date on which the omission is remedied.<br />

There are no other bylaw clauses limiting<br />

voting rights.<br />

• Voting rights at Annual Meetings<br />

Each share carries one vote that may be<br />

cast at the Annual Stockholders’ Meeting.<br />

However, fully paid-up shares registered in<br />

the name of the same stockholder for at<br />

least four years carry double voting rights.<br />

The double voting rights system was<br />

maintained following the 1972 change in<br />

Peugeot S.A.’s governance structure, with<br />

double rights attached to shares held for<br />

at least two years. This period was<br />

increased to four years at an Extraordinary<br />

Stockholders’ Meeting on June 29, 1987.<br />

As of December 31, 2002, the 259,109,146<br />

outstanding Peugeot S.A. shares represented<br />

a total of 313,211,826 voting rights.<br />

Note that Peugeot S.A. shares held in<br />

treasury do not carry voting rights.<br />

ANNUAL STOCKHOLDERS’ MEETING<br />

OF MAY 28, 2003<br />

• Income appropriation<br />

In light of the consolidated results for 2002<br />

and the targets set for 2003, the Managing<br />

Board has again recommended an increase<br />

in the dividend, to €1.35 per share before<br />

tax credit, compared with €1.15 per share<br />

last year. Including the tax credit, the 2002<br />

amount represents total revenue of €2.025.<br />

Based on the number of shares outstanding<br />

at December 31, 2002, the 2002 dividend<br />

will total €350 million, for a payout ratio<br />

of 20.7% of consolidated net income.<br />

In compliance with article 47 of the Law<br />

of July 12, 1965, dividends paid in the last<br />

three years were as follows:<br />

• Financial authorizations<br />

At the Annual Stockholders’ Meeting,<br />

the Managing Board will seek six financial<br />

authorizations.<br />

The first, granted in the eighth resolution,<br />

concerns an authorization to buy back up<br />

to 25,000,000 Peugeot S.A. shares, or<br />

nearly 10% of total Peugeot S.A. shares<br />

outstanding. The Group intends to use<br />

the authorization to take advantage of price<br />

opportunities to buy back shares, within<br />

the specified limits and while maintaining<br />

control over its net financial position.<br />

The next three authorizations, granted in<br />

the ninth, tenth and eleventh resolutions,<br />

renew existing authorizations to issue new<br />

shares and securities conferring a right to<br />

acquire equity, with or without pre-emptive<br />

subscription rights, and, if necessary, while<br />

a public offer to acquire or exchange the<br />

Company’s shares is in progress. The shares<br />

issued under these authorizations may not<br />

have the effect of increasing the Company’s<br />

capital stock to more than a nominal<br />

€400,000,000, compared with a current<br />

€259,109,146.<br />

The fifth authorization, granted in<br />

the twelfth resolution, is submitted<br />

in compliance with the Employee<br />

Savings Act of February 19, 2001,<br />

as extended by the Social Modernization<br />

Act of January 2002, which requires limitedliability<br />

companies to authorize an<br />

employee share issue.<br />

1999 2000 2001<br />

Number of shares 273,056,760 282,559,146 255,409,004<br />

Dividend before tax credit 0.45 € 0.83 € 1.15 €<br />

Tax credit 0.23 € 0.42 € 0.58 €<br />

Total revenue per share 0.68 € 1.25 € 1.73 €<br />

The Managing Board recommends that<br />

stockholders vote against this resolution.<br />

The last authorization, granted in the<br />

thirteenth resolution, authorizes the<br />

Managing Board to cancel shares held<br />

in treasury, representing up to 10% of<br />

total Peugeot S.A. shares outstanding<br />

per 24-month period. Ultimately, the<br />

Company intends to cancel almost all of<br />

the shares acquired.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 25


C orporate Governance<br />

C ORPO<strong>RA</strong>TE ETHICS<br />

In March 2003, <strong>PSA</strong> Peugeot Citroën adopted a Code of Ethics defining<br />

standards of conduct and behavior that have always guided its executives<br />

with the support of all employees. An Ethics Delegate has also been appointed.<br />

CODE OF ETHICS<br />

<strong>PSA</strong> Peugeot Citroën has built its business on<br />

the basis of values and standards of conduct<br />

and behavior applied by senior management<br />

and employees. They form the foundation of<br />

the trustworthy relationships that the Group<br />

nurtures with its customers, suppliers and<br />

stockholders, and that employees foster<br />

among themselves.<br />

The purpose of this Code of Ethics is to formally<br />

express these important shared values and<br />

standards, so that everyone can refer to them<br />

and comply with them in all circumstances.<br />

The Code of Ethics is not an exhaustive set of<br />

rules. But when combined with each person’s<br />

sense of responsibility and accountability, it<br />

provides a useful framework for every member<br />

of the corporate community and for all the<br />

Group’s partners.<br />

STANDARDS OF CONDUCT<br />

Compliance with the law<br />

In every aspect of their operations,<br />

<strong>PSA</strong> Peugeot Citroën member companies<br />

comply with applicable laws and regulations in<br />

the countries where they do business. They<br />

adhere to the international conventions of the<br />

International Labor Organization, notably those<br />

concerning worker rights, the abolition of<br />

forced labor and the elimination of child labor.<br />

They also observe international conventions<br />

against corruption of public officials.<br />

Honesty and transparency<br />

Group companies are fair and honest in their<br />

dealings with customers and suppliers, in<br />

a commitment to fostering sustainable,<br />

trustworthy relationships.<br />

<strong>PSA</strong> Peugeot Citroën provides stockholders<br />

with comprehensive, transparent information<br />

and gives a fair presentation of its business<br />

operations in its financial statements.<br />

Compliance with occupational health and<br />

safety rules<br />

<strong>PSA</strong> Peugeot Citroën member companies are<br />

committed to implementing active policies to<br />

prevent health and safety risks in the<br />

workplace and to monitoring their consistant<br />

application. They require that subcontractors<br />

working on their premises pay the same<br />

careful attention to these issues.<br />

Respect for worker rights<br />

<strong>PSA</strong> Peugeot Citroën member companies<br />

ensure that worker rights are respected. They<br />

26<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

do not engage in discriminatory hiring or<br />

work practices of any kind. All employees<br />

are treated with dignity, and their privacy is<br />

always respected.<br />

Group companies pursue an active social<br />

dialogue with employee representatives and<br />

recognize the independence of labor unions<br />

and the right for more than one union to be<br />

represented.<br />

Environmental stewardship<br />

<strong>PSA</strong> Peugeot Citroën is engaged in a<br />

continuous process of improving its production<br />

facilities to make them safer for the<br />

environment. Performance is constantly<br />

monitored using reliable control systems.<br />

The Group is especially careful to ensure that<br />

its vehicles conform to the highest<br />

environmental standards, regardless of the<br />

country concerned, and is committed to<br />

developing and promoting innovative,<br />

technological solutions to enhance the ability<br />

to meet these standards.<br />

STANDARDS OF BEHAVIOR<br />

Employees of <strong>PSA</strong> Peugeot Citroën member<br />

companies perform their jobs with integrity<br />

and honesty in order to preserve trustworthy<br />

relationships with all the Group’s partners and<br />

to foster a sense of mutual support and unity<br />

among employees.<br />

Professional commitment<br />

Employees perform their jobs to the best of<br />

their ability and effectively help everyone<br />

comply with the Group’s standards of conduct<br />

in a spirit of mutual support.<br />

Protection of company property –<br />

Confidentiality<br />

Employees of <strong>PSA</strong> Peugeot Citroën member<br />

companies must not divulge confidential<br />

business information to outsiders or to other<br />

Group employees who are not authorized to<br />

have such information. Employees refrain from<br />

directly or indirectly using privileged information<br />

obtained in their jobs for personal gain.<br />

CONFLICTS OF INTERESTS<br />

Employees avoid any situation of conflict<br />

between the Group’s interests and the interests<br />

of themselves or their families or friends.<br />

In particular, employees refuse to acquire a<br />

financial interest in a supplier or customer,<br />

except in the case of listed shares purchased<br />

as part of the management of a securities<br />

portfolio, in compliance with rules against<br />

insider trading.<br />

Relations with customers and suppliers<br />

Employees act with integrity and honesty in<br />

their dealings with customers and suppliers,<br />

refraining from directly or indirectly soliciting<br />

gifts and refusing to accept gifts of any<br />

significant value.<br />

Political activities<br />

The Group does not contribute to any<br />

political parties.<br />

Employees exercising political activities do so<br />

on a personal basis, outside of working hours<br />

and not on Group premises, and without<br />

mentioning that they work for the Group.<br />

Should an employee have any difficulty in<br />

interpreting these standards of conduct and<br />

behavior, or have any doubts about how they<br />

are to be applied in a given situation, they<br />

should contact their manager or the Ethics<br />

Delegate appointed by the Managing Board.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 27


28<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Business<br />

Review<br />

30<br />

34<br />

44<br />

48<br />

52<br />

56<br />

Operating Highlights<br />

The Automobile Division<br />

Finance Companies<br />

Transportation and Logistics<br />

Automotive Equipment<br />

Other Businesses<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 29


Operating Highlights<br />

30<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

February<br />

2002<br />

March<br />

2002<br />

20 millionth engine rolls off the<br />

Trémery line<br />

Since August 1979, the plant in Eastern<br />

France has produced 14,000,300 diesel<br />

engines and 5,999,700 gasoline engines.<br />

Market launch of<br />

the Peugeot 206 SW<br />

Designed to appeal to a young<br />

clientele, the Peugeot 206 SW<br />

combines the compactness of a city<br />

sedan and the charm and appeal of<br />

the 206.<br />

March<br />

2002<br />

Inauguration of the new engine plant<br />

in Porto Real, Brazil<br />

The plant, located in the Porto Real<br />

production center, has begun<br />

manufacturing the 1.6-liter 16V gasoline<br />

engine, the Group’s latest generation<br />

powerplant, introduced in 2001.<br />

February<br />

2002<br />

April<br />

2002<br />

Market launch of<br />

the Peugeot 307 SW<br />

The 307 SW offers unrivalled modularity<br />

and a new approach to automobile<br />

interiors, with a panoramic glass roof,<br />

while retaining the style, road handling<br />

and driving pleasure of a sedan.<br />

Market launch of<br />

the Citroën C3<br />

The new C3’s strong, original<br />

personality and elegant styling drives<br />

strong sales in the months following<br />

its market introduction.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 25 31


Operating Highlights<br />

April 10,<br />

2002<br />

June 27,<br />

2002<br />

Cornerstone laid on joint<br />

<strong>PSA</strong> Peugeot Citroën/Toyota<br />

plant in the Czech Republic<br />

Located in Kolin, the new Toyota Peugeot<br />

Citroën Automobile Czech (TPCA) plant<br />

will be able to produce 300,000 cars<br />

a year based on the same platform.<br />

Beginning in 2005, it will manufacture<br />

three Peugeot, Citroën<br />

and Toyota compacts and employ some<br />

3,000 people.<br />

June<br />

2002<br />

Cornerstone laid on the future<br />

<strong>PSA</strong> Peugeot Citroën Design Center<br />

Located on the grounds of the<br />

Group’s engineering center in<br />

Vélizy, south of Paris, the new<br />

facility will be a creative incubator,<br />

where, beginning in 2004, 800<br />

people will be creating future<br />

Peugeot and Citroën models.<br />

Citroën Elysée introduced in China<br />

The locally designed notchback<br />

has enjoyed strong sales since launch<br />

and is now positioned as the marque’s<br />

new flagship model in China.<br />

July 23,<br />

2002<br />

June<br />

2002<br />

Market launches of the Peugeot 807<br />

and Citroën C8<br />

The two new executive MPVs combine<br />

driving pleasure and plush, feature-rich<br />

interiors.<br />

Cooperative venture announced with BMW<br />

to jointly develop and manufacture<br />

a new family of small gasoline engines<br />

Produced at Douvrin in northern France<br />

beginning in late 2005, the new powerplants<br />

will equip low and mid-range Peugeot and<br />

Citroën vehicles and future BMW models.<br />

Eventually, a million vehicles<br />

will be powered by the new engines.<br />

32<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

October 25,<br />

2002<br />

November 18,<br />

2002<br />

Agreement signed with Dong Feng<br />

Motors to implement the next phase<br />

in the Group’s development in China<br />

In partnership with Dong Feng Motors,<br />

this second phase will drive strong<br />

growth in Group production and sales<br />

in China, through the launch of new<br />

Citroën models and the local<br />

introduction of the Peugeot marque.<br />

November 12,<br />

2002<br />

Peugeot wins World Rally<br />

Championship<br />

For the third year in a row, Peugeot<br />

wins the manufacturer’s title of<br />

the World Rally Championship,<br />

and Marcus Grönholm, driving<br />

a Peugeot 206 WRC, takes<br />

his second driver’s championship.<br />

3 millionth Peugeot 206 assembled<br />

in Mulhouse<br />

Four years after launch, production<br />

of the Peugeot 206 topped<br />

three million units. Sold in more than<br />

121 countries worldwide, the model<br />

was Europe’s best-selling car in both<br />

2001 and 2002.<br />

October 28,<br />

2002<br />

December 1,<br />

2002<br />

A new assembly plant to be built in Europe<br />

Citroën wins both French and<br />

Spanish Rally Championships<br />

To extend the Group’s manufacturing base after 2006, a new assembly<br />

plant will be built in Trnava, Slovakia. Dedicated to the production of small,<br />

platform-1 vehicles, the plant will have annual capacity of 300,000 cars<br />

and will employ 3,500 people.<br />

Citroën wins both the marque and driver titles<br />

in the French Rally Championship, with the<br />

Saxo Super 1600, and in the Spanish Rally<br />

Championship with the Citroën Xsara WRC.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 33


T he Automobile<br />

Division<br />

34<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

SLIGHTLY HIGHER GLOBAL DEMAND<br />

In 2002, the world automobile market<br />

edged up by 0.3% to 55.8 million<br />

passenger cars and light commercial<br />

vehicles. The two largest markets, Western<br />

Europe and North America, both declined,<br />

with Europe contracting 3.0% to<br />

16,191,800 new vehicle registrations and<br />

North America easing 1.1% to 18,547,700<br />

new vehicle registrations.<br />

Markets in Asia recorded an aggregate<br />

gain of 8.3%. In particular, demand in China<br />

continued its steep upward trend, as car<br />

sales surged 53% to more than 1,098,200<br />

units. In Japan, the market shrank for the<br />

second year in a row, ending 2002 down<br />

1.9% at 5,704,800 registrations.<br />

Demand in South America declined by an<br />

overall 6.7%, with the Argentine market<br />

falling 53% under the impact of persistent<br />

recession, and the Brazilian market<br />

retreating 7.0%. Auto markets in Central<br />

Europe and Turkey continued to weaken,<br />

losing a further 3.0% after declining<br />

sharply in 2001.<br />

WORLDWIDE SALES EXCEED TARGETS<br />

<strong>PSA</strong> Peugeot Citroën’s worldwide sales<br />

rose 4.3% during the year to 3,267,500<br />

units, from 3,132,800 units in 2001,<br />

thereby exceeding the 2002 target of<br />

3,250,000 units. The year’s increase<br />

means that sales have grown by 55% in<br />

the past five years.<br />

Growth was driven by the popularity of<br />

Citroën and Peugeot models and the<br />

performance of the two marques, which<br />

both set new sales records in 2002.<br />

Peugeot sold 1,955,400 cars and light<br />

commercial vehicles, an increase of 3.0%<br />

from 2001, while Citroën gained 6.4% to<br />

1,312,100 units.<br />

These unit sales gave the Group a 5.8%<br />

share of the global market.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 35


T he Automobile Division<br />

GROWTH IN <strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN’S SHARE OF THE WESTERN<br />

EUROPEAN PASSENGER CAR AND LIGHT COMMERCIAL VEHICLE<br />

MARKET, 1998-2002<br />

16<br />

15<br />

14<br />

13<br />

12<br />

11<br />

10<br />

1998 1999 2000 2001 2002<br />

GERMANY<br />

In 2002, sustained restructuring of<br />

the dealership networks helped<br />

drive further strong growth in<br />

Germany. In a market down 2.9%,<br />

Group registrations rose 8.8% to<br />

186,400 cars and light commercial<br />

vehicles, thereby raising market<br />

share to 5.4% from 4.8% the<br />

year before. The environmental<br />

performance of Group vehicles, in<br />

particular the new diesel-powered<br />

models equipped with the particle<br />

filter, offers a powerful marketing<br />

argument, which enhances the<br />

appeal of Peugeot and Citroën<br />

concepts, styling and road handling.<br />

MARKET SHARE GAINS IN<br />

WESTERN EUROPE<br />

In a Western European market down by<br />

3.0%, registrations of <strong>PSA</strong> Peugeot Citroën<br />

cars and light commercial vehicles rose<br />

0.3% to 2,511,000 units, lifting market<br />

share by half a point to 15.5% in the<br />

17-country Europe.<br />

The Group was Europe’s leading producer<br />

of light commercial vehicles, with 348,000<br />

registrations and a market share that held<br />

steady at 19.3%. It was also once again<br />

Europe’s second largest manufacturer of<br />

passenger cars, increasing registrations by<br />

1.1% to 2,163,000 units, and widening<br />

market share to 15.0% from 14.5% the<br />

year before.<br />

In all, <strong>PSA</strong> Peugeot Citroën strengthened<br />

its position as Europe’s second largest<br />

carmaker, ranking number one in France,<br />

Spain, Belgium, Portugal and Denmark,<br />

and second in the United Kingdom, the<br />

Netherlands and Greece.<br />

In the 17-country Western European<br />

market, the Group’s market share now<br />

exceeds 10% in 11 countries and totals<br />

between 8.7% and 10% in five others. It<br />

is therefore approaching the target of<br />

holding at least a 10% share of each<br />

European market by 2004. The only<br />

exception is Germany, where the goal is<br />

6.5% and the 2002 figure was 5.4%.<br />

UP SHARPLY IN 2002, UNIT SALES<br />

OUTSIDE WESTERN EUROPE NOW<br />

ACCOUNT FOR MORE THAN 20% OF<br />

THE CONSOLIDATED TOTAL<br />

Sales outside Western Europe rose 21.0%<br />

to 710,500 vehicles in 2002, comprising<br />

ITALY<br />

Citroën enjoyed a surge in sales in Italy, where registrations rose 21.0% in a passenger<br />

car and light commercial vehicle market that declined by 4.5%. Elected automobile<br />

piu bella del mondo, the C3 played a key role in this successful performance, with<br />

28,400 registrations during the year. As well, unit sales of the Peugeot 307 tripled<br />

during the year, helping to increase Group market share to 9.7% from 7.9% in 2001.<br />

36<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

POLAND<br />

<strong>PSA</strong> Peugeot Citroën began operating in Poland only recently, with Peugeot and Citroën subsidiaries<br />

being created in 1992 and 1994, respectively. However, the marques quickly set up strong, assertive,<br />

highly skilled dealership networks and soon attracted the interest of Polish carbuyers. The latter are<br />

highly sensitive to the latest models, with expectations similar to those of other European consumers.<br />

This has helped drive very strong sales of the Peugeot 206, Peugeot 307 and Citroën Xsara. Market<br />

share, which rose to 9.1% in 2001 from 4.8% in 1998, further widened to 11.9% in 2002, making<br />

the Group Poland’s fourth-ranked carmaker.<br />

493,600 Peugeots and 216,900 Citroëns.<br />

For the first time, they accounted for more<br />

than 20% of total unit sales, at an<br />

aggregate 21.7% compared with 18.8%<br />

the year before.<br />

In South America, sales increased by 1.3%<br />

to 109,300 units despite difficult economic<br />

conditions. In Brazil, the Porto Real plant<br />

inaugurated in 2001 continued to ramp<br />

up production of the Peugeot 206 and<br />

Citroën Picasso. Group sales surged<br />

33.7% in a market down by 7%, raising<br />

market share to 4.6% from 3.2% the year<br />

before. The economic crisis in Argentina<br />

caused demand to collapse 53%, dragging<br />

down local Group sales by a similar<br />

percentage. As a result market share held<br />

steady at 18%.<br />

In Mexico, after setting up an import<br />

subsidiary in 2001, Peugeot broadened<br />

its local model lineup, expanded its<br />

dealership network and now serves 1%<br />

of the market.<br />

In the Central European markets of Poland,<br />

Hungary, the Czech Republic, Slovenia,<br />

Croatia and Slovakia, overall demand<br />

eased by a slight 3% after two years of<br />

steep declines. Led by the introduction of<br />

strong dealership networks, <strong>PSA</strong> Peugeot<br />

Citroën enjoyed another year of growth,<br />

with sales gaining 21.1% to 132,900<br />

units. Over the past five years, market<br />

share has widened from 5.1% to 12.6%,<br />

nearing the goal of a figure equivalent to<br />

the Group’s current share in Western Europe.<br />

In China, sales climbed 57.3% to 85,500<br />

units, of which 84,400 were Citroëns.<br />

Growth was led by the launch of the<br />

Citroën Xsara Picasso and the new Citroën<br />

Elysée, both locally produced. In October,<br />

the final contracts were signed with Dong<br />

Feng Motors to implement the agreements<br />

signed with the company in November<br />

2001. These contracts will enable the<br />

start-up of the second phase in the<br />

Group’s development in China, which will<br />

involve both marques and lead to a sharp<br />

SWEDEN<br />

In Sweden, where one in three cars sold is an executive model, the market is<br />

dominated by national marques. Nevertheless, in 2002, Peugeot and Citroën<br />

improved their aggregate market share by 2.2 points, to 9.7% from 7.5% in 2001.<br />

The gain was led by the sustained introduction of exciting, innovative models<br />

delivering the comfort and styling Swedish carbuyers expect. Enjoying strong market<br />

debuts were the Peugeot 206, Peugeot 307 and Citroën C5 with, respectively, 5,700,<br />

5,600 and 3,600 registrations.<br />

increase in their output and sales. Six new<br />

Peugeot and Citroën models will be<br />

manufactured locally and brought to<br />

market between 2002 and 2004, when<br />

Peugeot will begin marketing its first<br />

model produced in China. Designed<br />

especially for the local market, it will be built<br />

on the same platform as the Peugeot 307.<br />

Citroën, which already has an extensive<br />

network of 460 dealers and served nearly<br />

8% of the market at year-end 2002, will<br />

maintain its sales momentum. The<br />

objective in China is to sell 150,000<br />

vehicles in 2004, with sales eventually<br />

rising to 300,000 units.<br />

Demand for imported cars was flat In<br />

Japan, but <strong>PSA</strong> Peugeot Citroën maintained<br />

its momentum, with sales increasing<br />

18.1% to 16,900 vehicles including<br />

15,300 Peugeots during the year.<br />

Citroën’s import subsidiary began<br />

operations in April.<br />

In Iran, CKD billings increased sharply to<br />

156,500 units from 102,600 in 2001.<br />

GROWTH LED BY SUCCESSFUL MODELS<br />

• Peugeot 206<br />

Supported by the SW version, sales of the<br />

Peugeot 206 continued to rise in 2002,<br />

gaining 0.4% to 832,000 units. It was<br />

again the year’s best-selling car in Western<br />

Europe, and more than three million units<br />

have been produced since its rollout in<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 37


T he Automobile Division<br />

1998. Sustained sales momentum was also<br />

led by the 206 CC, whose 89,000 units<br />

sold made it the European leader in the<br />

coupe and convertible segment.<br />

• Citroën Xsara Picasso<br />

Strengthened by growing sales in<br />

international markets—particularly China<br />

and Brazil, where it has been locally<br />

manufactured since 2001—the Citroën<br />

Xsara Picasso continued to enjoy firm<br />

demand during the year, with sales rising<br />

9% to 251,000 units. Three years after<br />

launch, more than 625,000 units have<br />

already been sold worldwide.<br />

• Citroën C5<br />

The C5 contributed significantly to the<br />

growth in Citroën sales, with 160,900<br />

units sold.<br />

• Peugeot 307<br />

Voted European Car of the Year 2002, the<br />

Peugeot 307 has won many awards since<br />

its market launch in May 2001. Some<br />

543,200 units were sold in 2002,<br />

exceeding the target of 500,000. The<br />

lineup was expanded in March with the<br />

highly popular SW version, which<br />

accounted for more than 15% of the year’s<br />

sales. The SW offers a new approach to<br />

automobile interiors, with a fully modular<br />

passenger compartment and a panoramic,<br />

heat-absorbing glass roof that provides<br />

exceptional luminosity.<br />

• Citroën C3<br />

For Citroën, the highlight of 2002 was the<br />

successful introduction of the C3, which<br />

enabled the marque to extend its lineup<br />

to a younger clientele. Launched in April,<br />

the C3 sold 181,800 units during the year,<br />

exceeding its target of 150,000. The strong<br />

momentum received a further boost a few<br />

months after launch, when the model was<br />

offered with the new 92bhp 1.4-liter HDI<br />

16V powerplant and the robotized<br />

SensoDrive manual transmission. The C3<br />

has also won numerous awards, including<br />

the prize for Japan’s best import model.<br />

Citroën expects to sell 330,000 C3s over<br />

the full year.<br />

• Citroën Berlingo/Peugeot Partner<br />

Still well positioned, the Citroën Berlingo<br />

and Peugeot Partner sold 283,500 units in<br />

2002. Buyers responded favorably to the<br />

end-of-the-year restyling, which offered a<br />

completely redesigned front end, new<br />

interior arrangements, and enhanced<br />

comfort and safety features.<br />

• Peugeot 807/Citroën C8<br />

Carbuyers also saluted the market launch<br />

of the new Peugeot 807 and Citroën C8<br />

executive multi-purpose vehicles, purchasing<br />

21,300 units as they were gradually<br />

introduced in European markets in the<br />

second half. The models offer a whole<br />

new dimension in safety, driving pleasure,<br />

interior comfort and elegant styling.<br />

CITROËN ELYSEE LAUNCHED<br />

IN CHINA<br />

Citroën’s new flagship model, the<br />

Elysée, is a notchback designed in<br />

China based on the experience of the<br />

ZX Fukang and the marque’s latest<br />

developments. Unveiled at the 2002<br />

Beijing Auto Show, the model<br />

enjoyed strong sales right from its<br />

June 2002 launch and quickly gained<br />

4% of the market. It has expanded<br />

the Citroën lineup, which had<br />

already been enhanced in 2001 with<br />

the local production of the Xsara<br />

Picasso, a highly innovative car in<br />

the Chinese market.<br />

38<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

THE GROUP’S PRODUCT ST<strong>RA</strong>TEGY<br />

<strong>PSA</strong> Peugeot Citroën’s strategy is product-driven. As such, it is supported by frequent new model<br />

introductions that enable the Peugeot and Citroën marques to rapidly renew their core lineups and<br />

to continually have a large number of models positioned early on the growth curve. In addition, the<br />

marques are constantly developing new, architecturally and technologically innovative automobile<br />

concepts, boldly styled and capable of attracting new customers. Compelling examples of this vision<br />

include the Peugeot 206CC, the Citroën C3 Pluriel and the Peugeot 307 SW.<br />

To drive the harmonious development of Peugeot, Citroën and their model lineups in each of the<br />

Group’s market segments, the two marques stagger their launches in a given segment. This ongoing,<br />

balanced product development process enables the marques to attract an ever expanding customer base,<br />

continually refresh their offer and attenuate the impact of model life cycles on consolidated results.<br />

STRONG <strong>PEUGEOT</strong> 307 SW<br />

SALES PROMPT FOURTH<br />

SHIFT AT SOCHAUX PLANT<br />

In response to stronger-thanexpected<br />

sales of the new SW<br />

version of the Peugeot 307, the<br />

Sochaux plant introduced a fourth<br />

weekend shift in October 2002.<br />

Every week, the new team builds an<br />

additional 1,400 Peugeot 307s,<br />

raising total weekly output to 12,500<br />

units. The increase will enable the<br />

marque to meet demand and<br />

achieve its target of selling 600,000<br />

units in 2003.<br />

• Diesel engines and the particle filter<br />

European demand for diesel-powered cars<br />

and light commercial vehicles continued<br />

its strong upward trend in 2002. In<br />

response, the Group’s high-pressure, direct<br />

injection (HDI) diesel powerplants were<br />

extended across almost the entire Peugeot<br />

and Citroën lineup. More than 1.3 million<br />

HDI-powered vehicles were sold during<br />

the year, a 30% increase over 2001. In all,<br />

diesels accounted for 49% of consolidated<br />

sales, while registrations of diesel-powered<br />

Peugeots and Citroëns rose 9.5% in Europe,<br />

for a combined regional market share of<br />

nearly 19%. <strong>PSA</strong> Peugeot Citroën remains<br />

the only carmaker to equip its diesel<br />

engines with a particle filter, an innovation<br />

that makes them much more environmentally<br />

friendly. The particle filter is now available<br />

on the Citroën C5 and C8 and the Peugeot<br />

307, 406, 607 and 807. By year-end 2002,<br />

nearly 400,000 Group vehicles had been<br />

fitted with the new technology.<br />

THE PLATFORM ST<strong>RA</strong>TEGY<br />

The Group pursued its platform strategy<br />

in 2002, with the objective of having<br />

common parts account for 60% of the<br />

cost of vehicles made on the same<br />

platform. The strategy is helping to lower<br />

production costs, reduce unit research<br />

and development expenses, keep capital<br />

expenditure under control and shorten<br />

time-to-market cycles. It entered a new<br />

phase in 2002, when all three new<br />

platforms were successfully deployed, but<br />

nearly half of the resulting economic<br />

impact has yet to be felt. As new models<br />

based on the common platforms are<br />

introduced, the Group expects to generate<br />

some €800 million in additional savings<br />

between 2002 and 2006.<br />

A MANUFACTURING BASE SIZED FOR<br />

GROWTH<br />

<strong>PSA</strong> Peugeot Citroën has world-class<br />

manufacturing facilities, whose capacity<br />

was extensively used in 2002. According<br />

to the Harbour index, which measures a<br />

plant’s utilization based on hourly capacity,<br />

an average 16-hour workday, and 235<br />

workdays a year, assembly capacity<br />

utilization in Western Europe has risen<br />

steadily, from 76% in 1998 to 117% in<br />

2002. The latest rate reflects the growth<br />

in unit output as plant operating hours<br />

have been extended with new production<br />

schedules. All of the European plants are<br />

now working partially or entirely in three<br />

or four shifts, while the non-stop<br />

production system, without any summer<br />

shutdown, remained in effect at the<br />

Mulhouse, Ryton and Vigo plants.<br />

Assertively engaged in a long-term growth<br />

dynamic, the Group intends to produce<br />

more than four million vehicles in 2006,<br />

after increasing sales by 55% from 1998<br />

to 2002. To secure an optimum balance<br />

between high capacity utilization and the<br />

resulting technical, financial and laborrelated<br />

constraints, the Group has decided<br />

to build a new assembly plant in Trnava,<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 39


T he Automobile Division<br />

THE NEW PLANT IN<br />

TRNAVA, SLOVAKIA<br />

The site chosen for the new<br />

assembly plant in Trnava, Slovakia,<br />

scheduled to begin operations in<br />

2006, offers a number of important<br />

advantages. It is located in the<br />

center of Europe, with easy access<br />

by rail, highway and navigable<br />

waterway, and a supplier park can<br />

to be created nearby. The region<br />

has a long manufacturing tradition<br />

and the local labor force is plentiful<br />

and well-educated. Lastly, the site<br />

is positioned near major markets in<br />

which the Group is rapidly<br />

expanding.<br />

Slovakia. Dedicated to small platform-1<br />

vehicles and scheduled to come on stream<br />

in 2006, the new unit will employ 3,500<br />

people and be able to build 300,000 cars<br />

a year. The total investment will amount<br />

to €700 million.<br />

The Trnava plant will position production<br />

capacity closer to markets where the<br />

Group is rapidly strengthening its presence.<br />

The two marques already hold 12.6% of<br />

the market in the six Central European<br />

countries of Croatia, Hungary, Poland, the<br />

Czech Republic, Slovakia and Slovenia,<br />

compared with 5.1% five years ago. The<br />

choice of Slovakia will also reduce logistics<br />

costs for vehicles sold in the region, while<br />

enabling the Group to benefit from Eastern<br />

European production costs.<br />

The new plant will expand the Group’s<br />

manufacturing base, which comprises<br />

nine assembly plants in Western Europe,<br />

other facilities in Latin America and China,<br />

and plants operated in cooperation with<br />

other carmakers.<br />

After the strong growth of the past five<br />

years, <strong>PSA</strong> Peugeot Citroën has embarked<br />

on a program to enhance the efficiency of<br />

its manufacturing facilities. This objective<br />

is being pursued both through the<br />

sustained deployment of the platform<br />

strategy and through action plans focused<br />

on two new improvement drivers. The first<br />

is a series of measures, already underway,<br />

to improve manufacturing efficiency based<br />

on 1) the Convergence Plan, which aims to<br />

align every plant with global best practices;<br />

2) the modernization of industrial processes<br />

and logistics, for which the capital budget<br />

is €1 billion a year; and 3) the improvement<br />

in general plant organization, with an<br />

emphasis on maintenance and procurement<br />

processes. The second action plan is driving<br />

significant progress in the assemblability<br />

of new models and in working conditions.<br />

Easier parts assembly, fewer components<br />

and enhanced workstation ergonomics<br />

will lead to major improvements in<br />

manufacturing performance.<br />

Together, these two new action plans are<br />

expected to generate additional savings<br />

of around €350 million a year by 2006.<br />

Capital expenditure committed by the<br />

Automobile Division totalled €2,357 million<br />

in 2002, versus €2,398 million in 2001.<br />

Outlays corresponded primarily to the startup<br />

of production of the restyled Citroën<br />

Berlingo and Peugeot Partner, the Peugeot<br />

307 CC, the Citroën C3 Pluriel, the Citroën<br />

C3 in Brazil and a new model at the Rennes<br />

plant. They also concerned the ongoing<br />

construction of the new <strong>PSA</strong> Peugeot<br />

Citroën Design Center in Vélizy, near Paris.<br />

40<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

1.4-LITER HDI CAPACITY DOUBLED AT TREMERY PLANT<br />

In response to robust demand, a new 1.4-liter HDI diesel engine production line was brought on<br />

stream in November 2002 at the Trémery plant in eastern France. Developed as part of the cooperative<br />

venture with the Ford Motor Company. and introduced in April 2001, the engine uses the latest<br />

generation common rail injection system. It already equips the Peugeot 206, the Peugeot 307, the<br />

Citroën C3 and a number of Ford vehicles.<br />

Programs to renovate and update the<br />

manufacturing base were also pursued<br />

during the year, with the completion of<br />

the new primer line at the Poissy paint<br />

shop, the first phase of the modernization<br />

of the Poissy passenger car assembly line,<br />

the new stamping facilities at the Poissy<br />

and Rennes plants, and the final phase in<br />

the modernization of the Sochaux<br />

assembly facility. Lastly, at the Trémery<br />

plant, work was completed on the first<br />

manufacturing module for the small diesel<br />

engines to be produced by the cooperative<br />

venture with the Ford Motor Company.<br />

Over the medium term, the platform<br />

strategy will help to stabilize Automobile<br />

Division capital expenditure and to<br />

maintain consolidated capital outlays at<br />

around €3 billion, most of which will be<br />

earmarked for investment in new models,<br />

strategic technical systems, such as<br />

powertrains and transmissions, and<br />

international expansion.<br />

AN ASSERTIVE COOPE<strong>RA</strong>TION ST<strong>RA</strong>TEGY<br />

During the year, <strong>PSA</strong> Peugeot Citroën<br />

pursued its strategy of forming cooperative<br />

ventures with other manufacturers. These<br />

ventures speed the development of a<br />

broader range of new models and improve<br />

responsiveness to customer expectations.<br />

They are also a way to share, and thereby<br />

reduce, capital outlays and development<br />

costs, while leveraging the economies of<br />

scale generated by the partner’s production<br />

volumes. Lastly, cooperative ventures with<br />

world-renowned manufacturers offer an<br />

opportunity to enhance the Group’s image<br />

and to draw upon valuable, broad-based<br />

experience, in terms of both corporate<br />

culture and technological and manufacturing<br />

capabilities.<br />

In February 2002, the cooperation in light<br />

commercial vehicles with Fiat was extended<br />

until 2017. The latest phase will entail the<br />

investment of around €1.7 billion to develop<br />

and manufacture two new lineups for<br />

introduction after 2005. They will be built<br />

at the plants in Val di Sangro, Italy<br />

(Sevelsud) and Valenciennes, France<br />

(Sevelnord).<br />

The venture has strengthened both<br />

partners’ positions in the light commercial<br />

vehicle market, with more than 3.5 million<br />

units being produced by the two plants<br />

since start-up in 1978. In addition, their<br />

technical and industrial cooperation in the<br />

area of executive MPVs was recently<br />

confirmed with the launch of the Peugeot<br />

807, the Citroën C8 and similar Fiat models.<br />

After introducing the new 1.4-liter and<br />

1.4-liter Turbo HDI diesel powertrains in<br />

the autumn of 2001, in February 2003,<br />

<strong>PSA</strong> Peugeot Citroën and the Ford Motor<br />

Company unveiled two new 1.6-liter and<br />

2-liter common rail direct injection diesels<br />

developed in the second phase of their<br />

cooperative venture. Scheduled to<br />

gradually equip both partners’ model lines<br />

in the second half of the year, the engines<br />

represent another step towards improving<br />

fuel economy, environmental impact and<br />

technical performance. Bringing them to<br />

market required an aggregate investment<br />

of nearly €1 billion. Production capacity<br />

will ultimately exceed 1,600,000 engines<br />

a year, providing most of the diesel<br />

powerplants for the core model lines of<br />

each partner. In addition, the two<br />

companies are pursuing the joint<br />

development of other families of direct<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 41


T he Automobile Division<br />

injection, common-rail diesels, including<br />

a 2.7-liter V6 and engines for light<br />

commercial vehicles. By 2004, cooperation<br />

with Ford will make <strong>PSA</strong> Peugeot Citroën<br />

the world’s leading diesel engine<br />

manufacturer, with around three million<br />

units produced in its plants every year.<br />

In 2001, a cooperative venture was formed<br />

with Toyota Motor Corporation to jointly<br />

develop a platform and then to use it to<br />

jointly manufacture small entry-level cars<br />

for each partner. Designed primarily for<br />

the European market, the new models will<br />

be powered by 1-liter gasoline engines or<br />

1.4-liter diesel engines. The plant, whose<br />

cornerstone was laid in April 2002 in Kolin,<br />

Czech Republic, is scheduled to come on<br />

stream in 2005 with capacity of 300,000<br />

units a year (200,000 Peugeots and<br />

Citroëns and 100,000 Toyotas).<br />

In July 2002, <strong>PSA</strong> Peugeot Citroën and<br />

BMW announced their intention to jointly<br />

develop and manufacture a new family of<br />

small gasoline engines to equip their entrylevel<br />

and midrange models. Benefiting<br />

from the latest technologies, the new<br />

powerplants will deliver excellent<br />

performance while reducing fuel<br />

consumption and CO2 emissions. They will<br />

be designed by a joint project team based<br />

in Munich and managed by BMW, while<br />

<strong>PSA</strong> Peugeot Citroën will be in charge of<br />

process engineering, procurement and<br />

production at its plant in Douvrin, France.<br />

Ultimately, one million vehicles a year will<br />

be equipped with the new engines, for a<br />

total investment estimated at €750 million.<br />

FINANCIAL TARGETS MET<br />

Automobile Division sales amounted to<br />

€43,951 million, a 5.8% increase in line<br />

with the 4.3% growth in unit sales.<br />

The year’s operating margin targets were<br />

set in February 2002 on the basis of two<br />

possible scenarios for the European auto<br />

market, with demand either remaining<br />

stable or declining by a slight 2 to 4%. In<br />

the first case, the target was 5% of Division<br />

sales; in the second, 4.8%.<br />

Even though the market actually declined<br />

3%, in line with the second scenario, the<br />

Division met the targets for the first<br />

scenario, with an operating margin of 5%<br />

of sales, or €2,183 million, an increase of<br />

9.6% for the year.<br />

The Division after-tax return on capital<br />

employed further improved to 16% from<br />

14.4% in 2001, led by ongoing gains in<br />

operating margin and increasingly efficient<br />

use of capital employed.<br />

42<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

C2 Citroën Sport<br />

By world premiering the new C2 Citroën Sport at the last Geneva Motor Show, Citroën clearly<br />

demonstrated its long-term commitment to motorsports. The new model shows the form a future<br />

racing vehicle might take, in light of Citroën Sport’s continued involvement in customer sport.<br />

Developed on a shorter wheelbase C3 platform, the C2 Citroën Sport expresses a concentration of<br />

strength energy and fun. It is equipped with a 1.6-liter, 225bhp engine and a six-speed sequential<br />

gearbox.<br />

OUTLOOK FOR 2003 BRIGHTENED<br />

BY NEW MODELS<br />

At a time of limited economic growth in<br />

Europe, <strong>PSA</strong> Peugeot Citroën is committed<br />

to pursuing its expansion, with the target<br />

of selling 3,350,000 vehicles in 2003<br />

thanks to growing sales of its lineups and<br />

the introduction of several new models.<br />

The year will be the first full year of sales for<br />

several models launched in 2002, including<br />

the Peugeot 307 SW, the Citroën C3, the<br />

Peugeot 206 SW, the Citroën C8 and the<br />

Peugeot 807. In addition, demand for the<br />

Citroën Berlingo and Peugeot Partner will<br />

be spurred by last autumn’s restyling.<br />

Presented at the 2002 Paris Auto Show,<br />

the Citroën C3 Pluriel offers unrivalled<br />

versatility, with the ability to be configured<br />

as a 3-door sedan, a panoramic sedan, a<br />

cabriolet, a 4-seater spyder or a spyder<br />

pick-up. Introduced in the first-half of<br />

2003, it will provide an additional boost<br />

to the 300,000 C3s that Citroën expects<br />

to sell this year.<br />

The Peugeot 206 RC will be launched in<br />

early 2003 in a sporty new design, featuring<br />

dual exhaust pipes, 17-inch wheels and<br />

an aerodynamic spoiler. The version will<br />

further enhance the reputation of the<br />

entire 206 line, whose sales volumes will<br />

probably be similar to last year’s.<br />

Also unveiled at the Paris Auto Show<br />

was the coupe-cabriolet version of the<br />

Peugeot 307, whose silhouette offers a<br />

flowing, uninterrupted waistline rising<br />

from the hood to the sloping windshield<br />

pillars. Its retractable hard top/trunk lid<br />

gives it a split personality, as both a true<br />

coupe and a true cabriolet, whose spacious<br />

interior easily holds four people in either<br />

configuration. With its lineup now newly<br />

extended, Peugeot expects to sell more<br />

than 600,000 307s in 2003.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 43


F inance Companies<br />

44<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

In 2002, Banque <strong>PSA</strong> Finance completed several major steps in the implementation of its<br />

strategy. It continued to expand in Central Europe, where it is supporting Peugeot and<br />

Citroën’s fast growth with an offer of financing solutions and related services similar to those<br />

marketed in Western Europe. The Polish subsidiary created in 2001 enjoyed a satisfactory<br />

first full year of operations, financing 24.2% of the two marques’ local sales. Late in the<br />

year, the Bank opened subsidiaries in the Czech Republic and Slovakia, while preparing to enter<br />

Hungary in 2003.<br />

In early 2002, Banque <strong>PSA</strong> Finance took over direct control of its activities in the United<br />

Kingdom, which were previously conducted with a local partner. This was an important<br />

development, because the UK market is the Bank’s second largest after France, and because<br />

with the changeover, all of its operations in Europe are managed by wholly-owned branches<br />

or subsidiaries. The Bank can now mesh more seamlessly with Peugeot and Citroën’s<br />

marketing strategies and tighten its organization, with information systems and certain back<br />

office processes integrated across Europe. In this way, it intends to drive fast, consistent<br />

growth in all product lines in each national market, while improving productivity through<br />

economies of scale. Management systems are already being extensively revamped, in a<br />

process that will be completed in Western Europe in 2005.<br />

BUSINESS REVIEW<br />

Banque <strong>PSA</strong> Finance provided new retail<br />

financing for 803,500 Peugeot and<br />

Citroën vehicles in 2002, almost unchanged<br />

from the 801,100 financed in 2001.<br />

It demonstrated strong resistance to<br />

aggressive competition in certain<br />

countries, thanks to a portfolio of<br />

customer-driven products, which now<br />

comprise a high percentage of<br />

comprehensive service packages combining<br />

car insurance, service warranties, extended<br />

warranties and vehicle and fleet<br />

management services.<br />

New vehicle loans rose by 0.5% to<br />

622,800 units. The increase, which slightly<br />

outpaced growth in Group registrations<br />

in Europe, enabled the Bank to maintain<br />

its penetration rate—i.e. the number of<br />

vehicles financed by the Bank as a<br />

percentage of total Peugeot and Citroën<br />

vehicle registrations in the Bank’s country<br />

markets—at 25.3%. This performance<br />

was led by the deployment of financing<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 39 45


F inance Companies<br />

solutions and services supporting vehicle<br />

use and responding to the characteristics<br />

and expectations of a variety of customer<br />

demographics. For retail customers, the<br />

Bank continued to develop products<br />

offering greater flexibility in financing<br />

arrangements, service options and<br />

repayment schedules, while for corporate<br />

customers, the focus was on developing<br />

effective fleet management applications.<br />

The number of financing contracts for<br />

previously owned vehicles dipped 0.4%<br />

to 180,700, as the Bank continued to limit<br />

risks to preserve the quality of the loan<br />

book while fostering customer loyalty.<br />

In all, new retail loans rose by 2.2% to<br />

€8 billion at December 31, 2002.<br />

In the wholesale segment, Banque<br />

<strong>PSA</strong> Finance financed 2,132,600 new<br />

vehicles. Business was lifted by<br />

replacement parts inventory financing, a<br />

service that the Bank now offers on a<br />

more systematic basis.<br />

Supported by firm business levels in 2002<br />

and the increase in average loan amounts<br />

over the past three years, total outstandings<br />

continued to enjoy strong growth, ending<br />

the year at €18.7 billion including<br />

securitized loans. This represents a rise of<br />

8.6% for the year, compared with increases<br />

of 17.3% in 2001 and 15.8% in 2000.<br />

FINANCIAL RESULTS<br />

Net banking income rose 14.6% to<br />

€913 million, led by sustained growth in<br />

outstandings, an improvement in the<br />

financial margin on new business and the<br />

16% increase, to €79 million, in the<br />

contribution from financing-related services.<br />

46<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

EXPANDING THE SERVICES PORTFOLIO<br />

Sales of financing-related services rose sharply in 2002, in particular those responding<br />

to growing customer demand for services that support vehicle use, like service warranties<br />

and driver assistance. Customers increasingly want to fold into a single budget the total<br />

cost of owning a car.<br />

Growth in number of services sold<br />

Financing-related services Automobile-related services Total<br />

2001 2002 2001 2002 2001 2002<br />

522,704 363,802 886,506<br />

+4.9 % +94.6 % +29.4 %<br />

498,304 186,933 685,237<br />

Operating margin for the finance business<br />

rose sharply to €319 million from<br />

€248 million in 2001. It was adversely<br />

affected in 2001 by the lower margins on<br />

new contracts signed in 2000 and early<br />

2001 after heightened competition in the<br />

European consumer lending market<br />

prevented higher refinancing rates from<br />

being fully passed along to customers. In<br />

2002, however, lending margins rebounded,<br />

while outstandings continued to grow. At<br />

the same time, allowances for credit losses,<br />

which were low by industry standards,<br />

were further improved and general<br />

operating expenses continued to rise more<br />

slowly than outstandings, reflecting the<br />

initial impact of organizational integration<br />

at the European level.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 47


T ransportation<br />

and Logistics<br />

48<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

Despite a worsening economic environment, Gefco maintained its strategic emphasis on<br />

acting as a tier-one logistics integrator, capable of offering its industrial customers performanceenhancing,<br />

end-to-end solutions.<br />

Customers have responded favorably to the progress made in recent years in the three<br />

core businesses: Automotive (vehicle preparation and distribution), Network (part and<br />

full-load transport) and Supply (logistics and sea and air freight). Two satisfaction surveys<br />

conducted at the beginning and end of 2002 by UK consultancy Datamonitor showed that<br />

1,500 customer companies rated Gefco number one among European companies in its industry.<br />

The performance criteria used in the ranking are the same as the ones that constantly guide<br />

Gefco: broadening its service range and geographic coverage, innovating in services and<br />

upgrading information and communication systems, enhancing the quality and flexibility<br />

of delivered services, and continually improving competitiveness with its customer partners.<br />

BUSINESS REVIEW<br />

In 2002, Gefco continued to broaden its<br />

range of services, while expanding its<br />

geographic coverage of strategic growth<br />

markets. New transportation lines were<br />

opened in Europe, via sea (Belgium–United<br />

Kingdom; Spain–Poland; France–Italy),<br />

roadway (links to and from Germany), and<br />

air (a partnership with Emo-Trans to enhance<br />

coverage of the North America–Europe<br />

network). New logistics platforms were set<br />

up for cars and motorbikes, raising<br />

capacity to 500,000 square meters. The<br />

Polish subsidiary opened three package<br />

delivery agencies and transport lines to the<br />

United Kingdom, France and Germany.<br />

Gefco moved into Turkey, where the<br />

new subsidiary is already operating its<br />

first domestic and international lines.<br />

The Europe-North Africa network was<br />

strengthened with the acquisition of the<br />

Euromed lines serving Morocco and Tunisia.<br />

Outside Europe, development continued<br />

in the Mercosur countries with the opening<br />

of five package delivery agencies in Brazil<br />

and new car transportation lines between<br />

Argentina and neighboring countries.<br />

Operations were also expanded in China.<br />

During the year, several innovations were<br />

deployed to enhance Gefco’s capabilities<br />

as a logistics integrator. A new operating<br />

unit was created to manage handling<br />

equipment, such as plastic boxes, plastic<br />

pallets, metal containers and durable new<br />

sea and air freight packaging. A state-ofthe-art<br />

international maritime freight<br />

management platform was brought on<br />

stream in France, enabling suppliers and<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 49


T ransportation and Logistics<br />

partners to electronically interchange parts<br />

descriptions, customs declarations and<br />

other data. An experimental railcar fleet of<br />

40 GPS-equipped car-carriers, linked to an<br />

innovative map management system, was<br />

deployed early in the year. New used-car<br />

refurbishment shops began operating in<br />

Spain, Italy and Germany, with capacity to<br />

process 150 vehicles a day at an average<br />

turnaround time of two weeks. An ambitious<br />

program to upgrade information and<br />

communication systems using the latest<br />

technologies was successfully undertaken<br />

in the second half.<br />

Service quality and flexibility were also<br />

improved in 2002. Bureau Veritas Quality<br />

International (BVQI) recertified to<br />

ISO 9001:2000 standards the quality<br />

systems in place in all the roadway,<br />

maritime, railway and air transportation<br />

operations in the integrated European<br />

network. At year-end, the same certification<br />

was extended to operations in Brazil and<br />

Argentina. A system to measure customer<br />

satisfaction was implemented, while a<br />

quality charter was signed with the main<br />

suppliers of roadway, maritime and railway<br />

services to enhance their integration into<br />

Gefco’s service lineup. All of the company’s<br />

information systems successfully transitioned<br />

to 24/7/365 operation. In addition, services<br />

were delivered without interruption<br />

despite a number of external disruptions<br />

due to strikes in France and Spain, floods<br />

in Germany and Austria, storms in the<br />

Alps, railway breakdowns between France<br />

and Italy, and labor unrest in Poland.<br />

Throughout, Gefco teams demonstrated<br />

flexibility and responsiveness, ensuring<br />

that customers did not suffer any significant<br />

delays or damages.<br />

Lastly, Gefco pursued its commitment to<br />

continually improving its competitiveness<br />

in close partnership with customers. It<br />

revamped the car distribution process<br />

between France and Italy, the freight<br />

transportation process between France and<br />

Spain, and coastal shipping lines between<br />

the North Sea, the Atlantic seaboard and<br />

the Mediterranean. It also improved the<br />

50<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

GEFCO’S INTERCONTINENTAL LOGISTICS PLATFORM IN LE HAVRE<br />

Gefco has built a new intercontinental logistics platform in Le Havre to serve a full range of customers.<br />

The first, however, has been <strong>PSA</strong> Peugeot Citroën, which is using the 32,000 square-meter facility to ship<br />

automotive parts to Group plants outside Europe.<br />

Known as PLIP, the platform currently manages 5,000 different parts, collected from around 500 European<br />

suppliers and shipped by sea to assembly plants in Porto Real, Brazil and Buenos Aires, Argentina.<br />

It represents the latest generation of an integrated international supply chain, supported by the<br />

new Geolog information system offering real-time dialogue between Latin American production centers,<br />

European suppliers, Gefco Le Havre and the major Automobile Division corporate services, such as<br />

Purchasing and Accounting.<br />

PLIP uses the cross-docking technique with zero inventory stored on the platform itself. Any order<br />

from Brazil or Argentina for a European supplier is immediately notified to Gefco Le Havre, so that PLIP<br />

can order packaging materials, obtain the right number of containers and prepare for shipping,<br />

so that when the parts arrive, everything is in place for their immediate reshipment.<br />

This real-time management of information and parts flows has yielded both financial and qualitative<br />

benefits. The cycle time from parts order in Latin America to final delivery from Europe has been<br />

reduced on average by a full week. In addition, all parts are systematically inspected on the platform<br />

before reshipment and invoicing.<br />

By 2004, PLIP will be handling enough parts to build 500,000 vehicles.<br />

efficiency of customs procedures in dealing<br />

with the Mercosur countries, Eastern<br />

Europe and China, in particular as regards<br />

the operation of bonded warehouses. A<br />

larger number of joint groups were formed<br />

with customers to improve competitiveness<br />

based on Kaizen principles. The resulting<br />

gains were significant and the groups are<br />

continuing their work in 2003.<br />

FINANCIAL RESULTS<br />

Net sales were stable for the year, at<br />

€2,646 million. At comparable scope<br />

of consolidation, reflecting the sale of<br />

Transauto in May 2001, sales were up 0.7%<br />

despite a significant decline in the European<br />

transportation market.<br />

Although the European car market<br />

contracted by 3%, Gefco’s Automotive<br />

business rose by 1.9% during the year, as<br />

billings outside France and the growing<br />

contribution from the used car refurbishing<br />

shops offset lower volumes in France and<br />

Argentina. Thanks to faster development in<br />

the Mercosur countries and central Europe,<br />

the Network business held stable despite<br />

weaker demand in Western Europe. The<br />

Supply business was also unchanged at<br />

comparable scope of consolidation, since<br />

the major projects initiated in 2002 will not<br />

have a full-year impact until 2003.<br />

Operating margin totaled €135 million,<br />

or 5.1% of sales, an increase of 13% from<br />

the €119 million and 4.5% of sales<br />

reported the year before. The improvement<br />

was led by careful control over business<br />

development in light of the uncertain<br />

economic outlook, by sustained productivity<br />

gains and by the continuing ramp-up of<br />

high value-added businesses.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 51


Automotive<br />

Equipment<br />

52<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

Following the major acquisition of Sommer Allibert’s automotive operations in 2001, Faurecia<br />

spent 2002 implementing an optimized organization for its new scope of business.<br />

The strategy now being implemented is designed to meet three objectives:<br />

• Drive over-market growth with a focus on six critical automotive modules: seats, cockpits, door<br />

panels, acoustic systems, front-end assemblies and exhaust systems.<br />

• Enable the company to consolidate the position of each of these businesses among the<br />

global leaders, thanks to superior innovative capabilities, a global manufacturing base and the<br />

balanced development of business among the world’s top carmakers.<br />

• Restore margins and maintain them among the highest in the industry, by leveraging scale<br />

economies from recent acquisitions, enhancing industrial efficiency and carefully managing<br />

new product development programs.<br />

BUSINESS REVIEW<br />

2002 was another year of strong business<br />

growth, particularly in car seats. At a time<br />

of declining carmaker production volumes,<br />

the growth reflected further market share<br />

gains among Faurecia’s main customers<br />

and the high percentage of its products<br />

on popular models.<br />

In car seats, where Faurecia is the European<br />

leader and number three worldwide, sales<br />

rose 14.6% to €4,032 million, lifted by the<br />

growing output of recent models and<br />

production start-ups in Europe and the<br />

United States. In addition to the Deeside<br />

plant to serve General Motors, five other seat<br />

module facilities were opened during the<br />

year, in Vigo, Spain; Neuerstadt, Germany;<br />

Wuhan, China; Vesoul, France; and Golçuk,<br />

Turkey. The year also saw the ramp-up of<br />

manufacturing operations in Poland and the<br />

creation of a 51%-owned joint venture with<br />

GSK, a Taiwanese OEM, to produce seats in<br />

Wuhan, China.<br />

Sales of other vehicle interior modules rose<br />

5% to €3,463 million, also led by the<br />

strong growth in sales or the start-up of<br />

production of the cars they equip. These<br />

modules include cockpits, door panels and<br />

components—three areas in which<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 53


Automotive Equipment<br />

INNOVATION-DRIVEN<br />

LEADERSHIP<br />

By investing the equivalent of more<br />

than 6% of sales in research and<br />

development, Faurecia delivers unrivalled<br />

expertise that creates value for<br />

customers. Based in 22 R&D and D&D<br />

centers, 5,000 Faurecia engineers are<br />

helping to create the car of tomorrow<br />

by working closely with their carmaker<br />

counterparts, as well as with universities<br />

and research laboratories.<br />

Every year, Faurecia experts file patents<br />

for innovations in safety, comfort,<br />

soundproofing, lighter components,<br />

pollution control and recyclability—all<br />

of which provide powerful marketing<br />

arguments. This R&D leadership enables<br />

the company to anticipate end-user<br />

expectations and help improve its own<br />

customers’ reputation for technological<br />

expertise.<br />

Faurecia ranks first in Europe and among<br />

the top three worldwide—as well as acoustic<br />

systems. Three new cockpit plants were<br />

opened in Palencia, Spain; Sao Bernardo da<br />

Campo, Brazil; and Douai, France, while an<br />

acoustic systems facility came on stream late<br />

in the year in Legnica, Poland.<br />

With sales of €593 million, the front-end<br />

assembly business expanded with contracts<br />

from two new carmakers, as well as with<br />

large orders from existing customers and<br />

a leading European specialty carmaker.<br />

Excluding the impact of precious metals<br />

on catalytic converter prices and changes<br />

in exchange rates, exhaust system sales<br />

were unchanged at €1,004 million.<br />

Growth was especially strong in Asia,<br />

where Faurecia was already present with<br />

three joint ventures in China, and where<br />

the local manufacturing base and<br />

customer portfolio were strengthened<br />

during the year with an acquisition of an<br />

equity interest in South Korea’s Daeki<br />

Industrial. In the United States, new orders<br />

for integrated exhaust systems enabled the<br />

company to deepen its presence. It also<br />

continued to develop certain strategic<br />

plants, such as the one in South Africa,<br />

whose catalytic converter output doubled<br />

during the year.<br />

FINANCIAL RESULTS<br />

Consolidated sales rose 2.7% to €9,866<br />

million in 2002, including a 1.4% negative<br />

currency effect and the impact of lower<br />

prices for the precious metals used in<br />

catalytic converters. Excluding converter<br />

sales and changes in exchange rates, sales<br />

ended the year up 9.3% to €9,092 million.<br />

Operating margin came to €256 million,<br />

representing 2.6% of sales. The margin<br />

was stable for the year, but rose during the<br />

second half on the substantial increase in<br />

business, the sustained productivity gains<br />

achieved through the 10/10 plan and<br />

redeployment of the production base, the<br />

implementation of the procurement plan<br />

and the initial impact of application of the<br />

Program Management System. For the full<br />

year, these improvements were partially<br />

offset by two factors: start-up costs<br />

remained high and the terms of certain<br />

contracts implemented between 2000 and<br />

2002 weighed on the operating margin.<br />

54<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

Faurecia anticipates that automobile<br />

production in Europe and North America<br />

will contract by 4 to 5% in 2003. However,<br />

it expects that its sales will outpace the<br />

market and that margins on contracts<br />

started up during the year will be higher<br />

than on programs initiated between 2000<br />

and 2002.<br />

FAURECIA, A GLOBAL<br />

PRESENCE …<br />

France: 38 plants, o/w 14 just-intime<br />

capable<br />

12 R&D and D&D centers<br />

• Germany: 25 plants, o/w 14 justin-time<br />

capable<br />

6 R&D and D&D centers<br />

• Spain: 23 plants, o/w 11 just-intime<br />

capable<br />

1 R&D and D&D center<br />

• United Kingdom: 4 plants, o/w 4<br />

just-in-time capable<br />

• Other European countries: 25<br />

plants, o/w 13 just-in-time capable<br />

1 R&D and D&D center<br />

• North America: 13 plants, o/w<br />

2 just-in-time capable<br />

2 R&D and D&D centers<br />

• Latin America: 14 plants, o/w<br />

8 just-in-time capable<br />

FAURECIA AND SAFETY INNOVATIONS<br />

Innovations that protect us all<br />

Already on the road, the Spinal Care and Comfort System (SCCS) is designed to prevent whiplash.<br />

Activated by pelvic pressure in the event of an impact, the seat back and headrest automatically<br />

move up to restrain the head. Selected even before its market launch by General Motors Europe,<br />

SCCS is now standard on a large number of cars, particularly Peugeots and Citroëns.<br />

With its electronic sensors and algorithms developed by Faurecia, the BioVolume seat is able to<br />

determine whether its occupant is an adult or a child, and whether he or she is sitting back or<br />

leaning forward. In this way, its safety response can be tailored to each passenger’s body type and<br />

position. In case of impact, the speed and force with which the airbag deploys is adjusted to the<br />

seat occupant and actual accident conditions. The seats comply with US standard FMVSS 208, which<br />

requires the possibility of deactivating the passenger side airbag in certain cases.<br />

When the airbag deploys, its casing flap can break the windshield or hit the passenger. In response,<br />

Faurecia has also developed the Low Risk Deployment Flap, which retracts inside the dashboard<br />

during deployment. Competitive compared with conventional flaps, the new system is also FMVSS<br />

208-compliant.<br />

While head, chest and abdominal injuries are now less frequent, accidents still present a high risk<br />

of lower back and leg injuries. Using its proprietary biomechanical analysis resources, Faurecia<br />

studied body movements known as submarining to develop the Lower Limbs & Lumbar Care System<br />

(L3CS). In case of a frontal collision, a crossways bar lifts the seat for at least 20 milliseconds, slowing<br />

forward motion and preventing the pelvis from sliding out from under the seat belt.<br />

Other Faurecia systems are improving the protection of lower limbs, such as the Knee Care System<br />

(KCS) for the driver and the Glovebox Integration Knee Care System for the front passenger.<br />

Comparable to a mini-airbag installed in the glovebox door, the GIKCS restrains the knees while<br />

dissipating impact energy. Its effectiveness complies with US and European safety standards. Compact<br />

and inexpensive, the system can also be retrofitted to existing cars.<br />

… AND A WELL BALANCED CUSTOMER BASE<br />

% of 2002 sales<br />

Toyota 1.3<br />

BMW 4.5<br />

DaimlerChrysler 6.3<br />

General Motors 7.2<br />

Ford 10.0<br />

Renault/Nissan 16.2<br />

Volkswagen 23.4<br />

<strong>PSA</strong> Peugeot Citroën 25.7<br />

Others 5.4<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 55


Other<br />

Businesses<br />

56<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

<strong>PEUGEOT</strong> MOTOCYCLES<br />

The European motorcycle and scooter<br />

market contracted for the third year in a<br />

row in 2002, declining 12% to 1,230,000<br />

units from nearly 1,400,000 in 2001.<br />

While continuing to fall in Italy and Spain,<br />

demand began to weaken in France, the<br />

United Kingdom and Germany—all very<br />

important markets for Peugeot Motocycles<br />

(PMTC).<br />

The softer markets pulled PMTC sales<br />

volumes down 9.5%, to 162,000 vehicles<br />

from 179,000 the year before. Sales<br />

remained almost unchanged at €257.3<br />

million, however, due to a more favorable<br />

product mix following higher sales of<br />

premium scooters requiring registration<br />

like the Elystar. Unit sales did not decline<br />

as far as the overall European market,<br />

enabling PMTC to widen its share to nearly<br />

13% from 12.2% in 2001. On a country<br />

basis, the improvement was especially<br />

strong in Italy (3% versus 1.9%), France<br />

(30.1% versus 26.4%), Germany (17.4%<br />

versus 13.4%) and Belgium (29.4% versus<br />

28.1%). However, the drop-off in demand<br />

caused the company to report an<br />

operating loss of €12 million.<br />

During the year, PMTC pursued its<br />

strategic focus on developing products<br />

and modernizing facilities. Highlights<br />

included:<br />

• Market launch of the Elystar, a GT<br />

scooter with, in a world first, a fuelinjected<br />

engine and ABS-assisted<br />

braking. The 7,000 units sold exceeded<br />

objectives by 50%.<br />

• Presentation of JetForce, a new sports<br />

scooter that was voted Scooter of the<br />

Year. Offering a large number of<br />

technological innovations, the new bike<br />

is now being delivered to dealers.<br />

• Implementation of the Downstream<br />

Project to upgrade assembly lines and<br />

install a new, fully-computerized parts<br />

warehouse.<br />

PMTC expects demand to edge up slightly<br />

in 2003, when new product introductions<br />

should drive stronger growth in sales.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 57


Other businesses<br />

JET FORCE<br />

Peugeot Motocycles grabbed all the media attention at the 2002 Munich Intermot Show<br />

with its new Jet Force scooter. The sports bike will be available with a supercharged 125cc<br />

engine, a first in its category and a worldwide exclusive from Peugeot Motocycles. It will<br />

also come in a 50cc version, with a new horizontal, two-stroke, fuel-injected engine, and<br />

in a naturally aspirated 125cc version. All models are compliant with future emissions<br />

standards.<br />

Jet Force’s architecture draws its inspiration from motorbikes, with a perimeter frame,<br />

centralized shock absorber, and strut suspension providing flawless road-handling. Its<br />

particularly exciting styling received the 2002 Motorcycle Design Association award in the<br />

scooter category.<br />

SOCIETE DE CONSTRUCTIONS MECANIQUES<br />

PANHARD & LEVASSOR (SCMPL)<br />

stood at €97 million at December 31,<br />

2002, up 20% on the previous year.<br />

SCMPL designs and builds wheeled<br />

armored vehicles. In 2002, sales rose 7%<br />

to €64.7 million, while operating margin<br />

amounted to €1.5 million. The year was<br />

shaped by sustained delivery of VBL light<br />

armored vehicles to the French Army and<br />

various export customers, notably Greece,<br />

as well as by continued production of<br />

diesel powertrains for retrofit on French<br />

Army ERC Sagaie armored reconnaissance<br />

vehicles and the start-up of a VBL rebuilding<br />

program for the French Army.<br />

The award of a new contract from the<br />

French Army for 500 VBLs (of which 202<br />

under a firm order) has enhanced the<br />

company’s medium-term outlook. Backlog<br />

Supported by these favorable medium-term<br />

prospects in France and in export markets,<br />

SCMPL also strengthened its strategy of<br />

developing new products. At the Eurosatory<br />

trade show, it presented the first prototypes<br />

of two new armored vehicles that are<br />

expected to secure its long-term future.<br />

PROCESS CONCEPTION INGENIERIE (PCI)<br />

PCI designs and manufactures industrial<br />

equipment for four industrial processes:<br />

assembly, stamping, body-in-white and<br />

machining. Sales totaled €395 million in<br />

2002, while order intake amounted to<br />

€374 million at December 31, up 8% from<br />

the year before.<br />

58<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

Operating margin sharply improved to<br />

€20.2 million, reaffirming the company’s<br />

position as a tier-one supplier to its main<br />

customers. In addition, a series of quality<br />

audits conducted during the year led to<br />

ISO 9001:2000 certification for PCI and<br />

its subsidiary SCEMM.<br />

The company expects to see further<br />

growth in 2003, led by the adaptation of<br />

engines for a Japanese carmaker and the<br />

consolidation of the Indian market.<br />

<strong>PEUGEOT</strong> CITROËN MOTEURS (PCM)<br />

PCM increased sales 2.2% to €110.1 million<br />

from €107.7 million in 2001, despite the<br />

challenging environment caused by the<br />

decline in its customer base following<br />

recent restructuring in the automobile<br />

industry. The number of engines sold rose<br />

6.8% to 39,150 from 36,676 in 2001.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 59


60<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Corporate<br />

Policies<br />

62<br />

Human Resources<br />

72<br />

Environmental Stewardship<br />

80<br />

Corporate Citizenship<br />

90<br />

Research and Development<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 61


H uman<br />

Resources<br />

62<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

<strong>PSA</strong> Peugeot Citroën’s employee relations and human resources policies are designed to<br />

anticipate changes in the Company and its businesses, and to implement innovative<br />

systems and processes as part of an ongoing social dialogue.<br />

They are applied in all operations worldwide and are organized around four major<br />

components: an active hiring policy, organizational flexibility adapted to the specific<br />

requirements of the automobile industry, compensation linked to Group earnings and<br />

sustained, open dialogue with employee representatives.<br />

AN ACTIVE HIRING POLICY<br />

Employees by Business and Region in 2002<br />

Europe<br />

France outside France outside Europe Total<br />

Automobile 96,160 33,800 3,920 133,880<br />

Finance Companies 930 1,190 40 2,160<br />

Transportation and Logistics 4,690 3,110 250 8,050<br />

Automotive Equipment 19,700 25,850 6,680 52,230<br />

Other Businesses 2,200 50 30 2,280<br />

Total 123,680 64,000 10,920 198,600 (1)<br />

(1) Including the Automotive Equipment Division<br />

<strong>PSA</strong> Peugeot Citroën hired 16,740 people<br />

in 2002, increasing the number of<br />

employees by more than 6,000 for the year.<br />

Over the past five years, headcount has risen<br />

by more than 58,000 people, including<br />

16,100 in the Automobile Division. Some<br />

70,500 people have been hired since<br />

January 1, 1998. Excluding acquisitions<br />

and disposals, a net 25,000 jobs have<br />

been created over the past five years,<br />

primarily outside France. Of these, 14,000<br />

have been in the Automobile Division.<br />

RECRUITING TO MEET GROWTH OBJECTIVES<br />

To meet the Group’s organic growth<br />

targets, people have been recruited in a<br />

broad range of disciplines, in a<br />

commitment to integrating a variety of<br />

educational, cultural, professional and<br />

international backgrounds. Over the past<br />

four years, nearly 60,000 people 2 have<br />

been hired under permanent contracts<br />

around the world, including 34,000 in<br />

France.<br />

(2) Including the Automotive Equipment Division, excluding<br />

fixed-term contracts.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 63


Human Resources<br />

Hiring Under Permanent Contracts<br />

Hired under<br />

permanent contracts<br />

in 2002<br />

Hired under permanent<br />

contracts, 1999 - 2002<br />

Automobile 9,800 38,080<br />

Finance Companies 250 710<br />

Transportation and Logistics 1,100 4,500<br />

Automotive Equipment 5,500 15,380<br />

Other Businesses 90 760<br />

Total 16,740 59,430<br />

Of which France 8,130 34,640<br />

B<strong>RA</strong>ZIL: T<strong>RA</strong>INING DEALER<br />

EMPLOYEES IN AFTER-SALES<br />

SERVICE<br />

In 2001, <strong>PSA</strong> Peugeot Citroën,<br />

Brazil’s national education system<br />

for industry (SENAI) and France’s<br />

National Education Ministry set up a<br />

training center in São Paulo to offer<br />

courses in after-sales service. In two<br />

years, nearly 1,600 employees have<br />

been trained in customer service,<br />

automobile maintenance and repair,<br />

and new automotive technologies.<br />

In 2002, nearly 900 Brazilian<br />

employees received some 29,000<br />

person-hours of training in such<br />

areas as product knowledge, basic<br />

mechanics, quality methods and<br />

safety procedures. The commitment<br />

will be stepped up in 2003, with a<br />

more than 30% increase planned in<br />

the number of training hours.<br />

ATT<strong>RA</strong>CTING YOUNG G<strong>RA</strong>DUATES<br />

According to a survey conducted by the SOFRES public opinion firm, French business and<br />

engineering students spontaneously ranked <strong>PSA</strong> Peugeot Citroën as France’s best company<br />

to work for. This reputation is one reason 48,000 people applied for managerial positions<br />

with the Group in 2002.<br />

BUILDING A STRONGER, MORE<br />

STRUCTURED PRESENCE OUTSIDE F<strong>RA</strong>NCE<br />

Following start-up of the Porto Real plant<br />

in Brazil in February 2001, the global<br />

manufacturing base will be expanded in<br />

2005 and 2006 by two new facilities: one<br />

in Kolin, Czech Republic in association with<br />

Toyota, and the other in Trnava, Slovakia.<br />

A total of 1,200 people have been hired<br />

at the Brazilian site, of which 250 in 2002,<br />

while 3,000 hires are planned in the Czech<br />

Republic and 3,500 in Slovakia. In all cases,<br />

the focus is on recruiting locally.<br />

The same human resources management<br />

principles are applied in all operations<br />

worldwide, with adjustments to local<br />

characteristics as required. In particular,<br />

more socially advanced employee benefits,<br />

such as operating margin-based incentives,<br />

are offered in all subsidiaries around the<br />

world.<br />

Global expansion has also fostered the<br />

embrace of cultural diversity and the<br />

emergence of an international culture.<br />

Long-term foreign assignments and intercountry<br />

transfers are being developed,<br />

with 8,400 people accepting such<br />

assignments in 2002. Cooperative ventures<br />

with Italian, German, US and Japanese<br />

carmakers are also supporting the<br />

development of an international mindset.<br />

64<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

JOB SEARCH SUPPORT<br />

PROG<strong>RA</strong>MS<br />

In 2001 and 2002, the Rennes and<br />

Sochaux plants offered programs<br />

designed to certify the professional<br />

skills acquired by people hired for<br />

fixed-term assignments.<br />

In Rennes, as part of the Citroën<br />

C5 launch, a training program was<br />

organized in partnership with the<br />

Regional Council, the related<br />

government employment agencies<br />

(DDTE, ANPE, PLIE, Mission locale),<br />

temporary employment agencies<br />

and the National Association for<br />

Adult Vocational Education. In<br />

addition, 1,000 people found<br />

employment during a job fair<br />

organized by the Rennes plant to<br />

facilitate the professional<br />

orientation of the people concerned,<br />

in association with the National<br />

Employment Agency, local companies<br />

and temporary employment agencies.<br />

In Sochaux, fixed-term employees<br />

were offered support from local<br />

companies, the National Employment<br />

Agency and temporary employment<br />

agencies. The initiative enabled<br />

several hundred people to find jobs<br />

upon completion of their assignment.<br />

SUPPORTING CAREER OPPORTUNITIES<br />

FOR WOMEN<br />

Despite the small percentage of<br />

women graduating with engineering<br />

or other industry-related degrees,<br />

<strong>PSA</strong> Peugeot Citroën has been hiring a<br />

growing proportion of women. This was<br />

particularly the case in 2002, when<br />

women accounted for nearly 20% of<br />

engineers and managers hired worldwide,<br />

versus less than 15% in 2001. In France,<br />

women accounted for more than 20% of<br />

new hires in 2002.<br />

New initiatives have been taken to<br />

encourage the hiring of women in all host<br />

countries. Programs are underway to train<br />

women in jobs previously held mainly by<br />

men, such as installation manager or<br />

production unit manager.<br />

RESPONSIBLY MANAGING FIXED-<br />

TERM CONT<strong>RA</strong>CTS<br />

Employees are sometimes hired under<br />

fixed-term contracts in order to adjust the<br />

workforce to fluctuations in demand, to<br />

manage new product introduction<br />

processes and to prepare capital programs<br />

and the related productivity gains. These<br />

employees are integrated where they have<br />

been recruited, under the same conditions<br />

as people hired under permanent<br />

contracts. Temporary workers participate<br />

in orientation sessions devoted to safety,<br />

quality and environmental issues and<br />

are offered training corresponding to<br />

their duties.<br />

Many temporary or fixed-term employees<br />

are offered permanent jobs, depending<br />

on local staffing needs. In 2002, for<br />

example, 2,500 employees in France were<br />

hired under permanent contracts<br />

following a temporary or fixed-term<br />

assignment. In Spain, the 2001-2003<br />

convenio calls for the permanent<br />

hiring of 1,300 eventuales employees.<br />

Temporary workers are also supported<br />

through programs to certify their acquired<br />

professional skills and to assist them in<br />

finding employment.<br />

In France, <strong>PSA</strong> Peugeot Citroën was one<br />

of the first companies to offer job<br />

opportunities to unqualified young<br />

people.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 65


Human Resources<br />

MANAGING THE LABOR IMPACT OF<br />

A CHANGING BUSINESS<br />

information technology and management<br />

practices.<br />

MAINTAINING THE EMPLOYABILITY<br />

OF FEMALE STAFF AT THE RENNES<br />

PLANT<br />

At the production plant in Rennes,<br />

the development of new onboard<br />

electronics required the conversion<br />

of the wiring shops, where around<br />

85% of the workers were women.<br />

In 1999, to prepare for the changeover,<br />

plant management extensively<br />

reconfigured the workstations and<br />

set up training programs to help the<br />

workers learn new skills. By the end<br />

of 2002, more than 80% of the<br />

workers had been transferred to<br />

other jobs, such as forklift driver,<br />

automotive electrician, mechanic or<br />

shopfloor logistics manager.<br />

Transfers will continue in 2003.<br />

The Group’s commitment to<br />

retraining the wiring operators and<br />

offering them new job opportunities<br />

was reflected in two contractual<br />

arrangements. One, which covered<br />

the above programs, was a plantwide<br />

agreement on gender equality<br />

in the workplace signed with the<br />

plant’s unions on November 27,<br />

2001. The other was a gender<br />

equality contract signed on January<br />

30, 2002 by plant management and<br />

the French Ministry of Social Affairs,<br />

Labor and Solidarity.<br />

• Supporting employees in the event of<br />

job eliminations<br />

Changing technology and markets are<br />

causing the loss of jobs at a number of sites.<br />

In each case, internal placement and other<br />

support programs are implemented to identify<br />

the best solution for each employee concerned.<br />

CONTINUALLY ENHANCING SKILLS TO<br />

PREPARE FOR TOMORROW’S JOBS AND<br />

MAINTAIN EMPLOYABILITY<br />

Training is a primary tool of employee<br />

relations and human resources management.<br />

By fostering skills development, training<br />

contributes to the Group’s success, while<br />

enabling employees to fulfill their career<br />

aspirations. As such it supports their<br />

employability, prepares their career<br />

development and anticipates the Group’s<br />

future needs.<br />

Excluding Faurecia, which manages its<br />

own programs, nearly four million hours<br />

of training were provided in 2002, with a<br />

focus on new employee orientation<br />

programs, automotive production and<br />

product launch-related techniques,<br />

• Anticipating and supporting corporate<br />

change<br />

Because it provides critical support for<br />

successful project deployment, training is<br />

implemented to anticipate and facilitate<br />

changes in the Group’s organization,<br />

business, processes and socio-economic<br />

environment. Training programs are<br />

designed upstream from projects to<br />

improve organizations or systems, so that<br />

people are prepared for their implementation.<br />

Many courses are led by employees who<br />

are experts in the related subject.<br />

• Exchanging expertise across borders<br />

Deployed with the same objectives and<br />

principles in France and abroad, training<br />

programs are supported by crossfertilization<br />

of experience gained in many<br />

countries. Programs are also adapted to<br />

local requirements and expectations.<br />

• Training and integrating young people<br />

Half of all employees have been on the<br />

job less than five years, and by helping to<br />

train young people, the Group is<br />

preparing the capabilities it will need in<br />

CHINA: SHARING EXPERTISE<br />

Under a program to develop employee capabilities and raise the level of vocational education<br />

in China, Dong Feng Peugeot Citroën Automobile (DPCA) has actively participated in assessing<br />

its training needs.<br />

European instructors, all experts in their fields, trained Chinese facilitators, who then led<br />

their own courses, applying the methods they had learned. Since 2001, 457 DPCA employees<br />

have attended 70 courses led by facilitators trained by the European program in such diverse<br />

subjects as quality, sales and maintenance.<br />

In 2002, DPCA also welcomed 40 technical assistants from France, who trained 170 people<br />

over several weeks. What’s more, 130 Chinese employees have participated in training<br />

assignments in <strong>PSA</strong> Peugeot Citroën plants in France.<br />

66<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

the future. On every site, programs are<br />

underway to provide jobs to students on<br />

work-study programs, to help define basic<br />

training courses in response to anticipated<br />

changes in job skills, and to help implement<br />

training curricula. In 2002, 6,740 students<br />

served as interns in the Group’s<br />

manufacturing, marketing, transportation<br />

and logistics operations, while in France<br />

another 670 young people served as<br />

apprentices or earned on-the-job training<br />

certificates.<br />

Hiring and motivating young employees<br />

are major challenges for the Group’s<br />

future performance. There are 34,000<br />

Group employees under 30, and to respond<br />

more effectively to their expectations and<br />

enhance their contribution to corporate<br />

objectives, management has undertaken<br />

an in-depth study of the integration<br />

of young people, in association with<br />

the European Works Council’s liaison<br />

committee. Initiated in spring 2002, the<br />

WORK-STUDY PROG<strong>RA</strong>MS IN F<strong>RA</strong>NCE<br />

In partnership with the French national<br />

education system, Group units in Caen,<br />

La Garenne, Meudon, Saint-Ouen, Vélizy<br />

and many other locations have signed<br />

Local Initiative Supplementary Training<br />

(FCIL) agreements.<br />

FCIL programs are designed to facilitate<br />

the acquisition of initial job experience<br />

by young graduates with vocational,<br />

technological or liberal arts diplomas.<br />

Because they are locally based, they<br />

reflect local socio-economic conditions<br />

and help young people find their first<br />

jobs in their own community.<br />

The resulting work-study programs,<br />

delivered in close cooperation with<br />

schools, are focused on electronics,<br />

robotics, network systems and industrial<br />

maintenance.<br />

HELPING YOUNG JOB-SEEKERS FIND MEANINGFUL EMPLOYMENT<br />

In 2002, several French plants helped set up programs to assist young job-seekers in finding meaningful<br />

employment.<br />

On April 28, 2000, the Sochaux plant signed an on-the-job training agreement with the French State<br />

and regional authorities, while forming a three-year partnership that also included the government<br />

employment agency and local schools. The agreement prepares young job-seekers for the labor market<br />

by providing training in skills needed by companies. The main focus was job-seekers without any<br />

qualifications or job experience, who were often young people in disadvantaged situations. In all,<br />

785 people, including 328 women, participated in internships and courses at the Sochaux site. As of<br />

December 31, 2002, application of the agreement had led to 280 people being hired under permanent<br />

contracts, 232 under fixed-term contracts, and 273 for temporary assignments.<br />

Offered in partnership with the National Employment Agency, on-the-job training sessions at the Aulnay<br />

plant are assisting job-seekers experiencing serious difficulty in accessing the labor market, the longterm<br />

unemployed and people benefiting from France’s guaranteed minimum income program.<br />

The Rennes plant has joined with the local government employment agency to hire, under orientation<br />

contracts, disadvantaged young people having problems joining the labor force.<br />

study covers the plants in Mulhouse and<br />

Poissy in France, Vigo in Spain and Ryton<br />

in the United Kingdom.<br />

OFFERING REAL OPPORTUNITIES FOR<br />

CAREER DEVELOPMENT AND MOBILITY<br />

The Group’s steady growth and highly<br />

diversified business base means that it can<br />

offer employees extensive opportunities<br />

for career development and mobility.<br />

Career development is guided not only by<br />

an employee’s supervisor but also by a<br />

career manager and career committees<br />

organized at every level and in every unit.<br />

In 2002, 18.5% of engineers and<br />

managers accepted transfers, while<br />

another 4% or so changed their job or<br />

activity following changes in the business<br />

base or job enrichments. In addition, more<br />

than 18% of employees were promoted<br />

or changed job category in 2002.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 67


Human Resources<br />

ORGANIZATIONAL FLEXIBILITY<br />

ADAPTED TO THE SPECIFIC<br />

REQUIREMENTS OF THE<br />

AUTOMOBILE INDUSTRY<br />

Responding to the diversity of the<br />

automobile market and meeting customer<br />

demand involves constant adjustments in<br />

working hours and organization. These<br />

adjustments are carried out with careful<br />

regard for the expectations and requirements<br />

of employees.<br />

NEGOTIATING NEW ORGANIZATIONAL<br />

AR<strong>RA</strong>NGEMENTS<br />

Two new vacation systems adapted<br />

to production requirements have been<br />

negotiated with unions in France and the<br />

rest of Europe. A key to enhancing flexibility<br />

and competitiveness, non-stop operation<br />

was introduced at the Mulhouse facility and<br />

the mechanical component plants in 2001,<br />

then applied at the Ryton and Vigo plants<br />

in 2002. To meet strong demand, a fourth<br />

shift was introduced at Ryton in August,<br />

enabling the hiring of nearly 800 people,<br />

while the negotiated implementation of<br />

new working hours at Sochaux in May led<br />

to the creation of a Friday-Saturday-Sunday<br />

shift. In most host countries, working hours<br />

are now calculated on an annual basis.<br />

IMPROVING SAFETY AND WORKING<br />

CONDITIONS<br />

• Improving working conditions and<br />

ergonomics<br />

Programs are underway in every Division<br />

and manufacturing project to improve<br />

workstation ergonomics, in a commitment<br />

to attenuating physical and environmental<br />

impairments and broadening access to<br />

the largest possible number of operators.<br />

A dedicated method for assessing<br />

workstation strain called METEO or<br />

“Méthode d’Evaluation du Travail et des<br />

Organisations”is being used by project<br />

teams across the manufacturing base. This<br />

innovative process underscores the<br />

Group’s dedication to improving working<br />

conditions through a realistic approach<br />

designed to enhance efficiency and preserve<br />

operator health.<br />

• Constant concern for operator safety<br />

and protection from bodily injury<br />

As part of the Group’s commitment to<br />

managing workplace risks, employees,<br />

managers, employee representatives,<br />

medical staff and specialized outside<br />

consultants are all helping to improve<br />

working conditions, safety and risk<br />

prevention. In every country, risk assessment<br />

procedures are applied to installations,<br />

workstation components, infrastructure,<br />

production processes, employee movements<br />

and professional equipment. Employees<br />

also receive safety training designed to<br />

attenuate workplace risks.<br />

• A commitment to occupational<br />

healthcare<br />

In France, the Group’s occupational<br />

medical offices examined 112,000<br />

employees and received 283,000 infirmary<br />

visits. Based on exam results, actions were<br />

taken to protect the concerned employee’s<br />

health, for example, by reconfiguring the<br />

workstation or ordering more tests to detect<br />

or cure certain illnesses. The medical offices<br />

regularly conduct training and employee<br />

information sessions in areas like movement<br />

and posture and food hygiene. They are also<br />

involved in reassigning impaired or disabled<br />

employees or reconfiguring their workstations.<br />

OFFERING THE DISABLED FULFILLING JOB<br />

OPPORTUNITIES<br />

While helping to prevent disabilities in the<br />

first place, Group policies are designed to<br />

68<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

GEFCO ARGENTINA: PROCEDURES TO<br />

ENSURE EVERYONE’S SAFETY<br />

At Gefco’s Argentina operations, health,<br />

safety and environmental issues are<br />

handled by a process based on the BVQI<br />

ISO 9000:2000 quality management<br />

system. An independent expert<br />

specialized in industrial safety and health<br />

analyzes every aspect of the business to<br />

detect any anomalies or potential risks,<br />

while assessing the need for personal<br />

protective equipment (PPE).<br />

In addition to measures designed to<br />

guarantee the best possible working<br />

conditions, such as studies to determine<br />

heat load, noise volume and light<br />

intensity, employee training courses have<br />

been organized in such areas as manual<br />

loading, PPE, fires and accident<br />

prevention, forklift operation, and<br />

evacuation and first-aid drills. Medical<br />

examinations are also regularly performed<br />

to prevent and detect any physical<br />

problems due to occupational activities.<br />

enable the disabled to make a contribution<br />

to society, by providing them with job<br />

opportunities and supporting their career<br />

development. In France, the agreement<br />

on jobs for the handicapped signed with<br />

employee representatives on March 17,<br />

2000 demonstrated the Group’s<br />

commitment to pursue programs<br />

underway to hire and retain disabled<br />

employees and to configure workstations<br />

to enable their operation by the<br />

handicapped. These programs are being<br />

implemented in partnership with AGEFIPH,<br />

which manages funds for hiring the<br />

handicapped, and ANACT, the national<br />

agency for improving working conditions.<br />

Disabled workers are involved in the<br />

Group’s automobile manufacturing<br />

business through partnerships between the<br />

production plants and work-based<br />

assistance centers and sheltered workshops.<br />

Worldwide, the Group directly employs<br />

nearly 5,300 disabled people. In France,<br />

including sheltered workers under contract,<br />

9.28% of employees are classified as<br />

handicapped, compared with the legally<br />

required 6%.<br />

PROVIDE COMPENSATION LINKED<br />

TO GROUP EARNINGS AND<br />

ENCOU<strong>RA</strong>GE INDIVIDUALLY-<br />

FUNDED PENSION PLANS<br />

In all businesses worldwide, compensation<br />

policy is designed to offer competitive<br />

compensation and to share value with<br />

those who help create it.<br />

SIGNING WAGE AGREEMENTS IN ALL UNITS<br />

The Group’s wage policy led to the signing<br />

of a large number of agreements in most<br />

countries in 2002. In France, the wage<br />

agreement signed by five unions on January<br />

28 reflected a commitment to raising the<br />

lowest salaries and increasing the annual<br />

guaranteed minimum wage. In 2002,<br />

compensation paid worldwide totalled<br />

€4.466 millions, while employer taxes and<br />

social security contributions amounted to<br />

€1.700 millions. 1.<br />

REWARDING INDIVIDUAL MANAGER<br />

PERFORMANCE<br />

A manager’s compensation depends on<br />

individual performance, the ability to carry<br />

out his or her responsibilities and local<br />

salary levels. Pay for performance reflects<br />

a commitment to ensuring consistency<br />

across the organization while retaining<br />

the possibility of assessing and rewarding<br />

individual achievement. Performancerelated<br />

annual bonuses paid to senior<br />

executives depend on their ability to meet<br />

personal targets, as well as corporate<br />

operating margin and quality targets set<br />

at the beginning of each year.<br />

PMTC SIGNS AN AGREEMENT<br />

WITH AGEFIPH<br />

In 2002, Peugeot Motocycles<br />

initiated an extensive project to<br />

renovate its production facilities in<br />

Mandeure, France. One part of the<br />

project focused on improving<br />

workstation ergonomics and the<br />

employability of persons with<br />

disabilities.<br />

An agreement signed in July with<br />

AGEFIPH will reserve jobs for 30<br />

people certified by a government<br />

commission as handicapped.<br />

AGEFIPH is helping to fund the<br />

workplace audit, the project’s<br />

handicapped-related aspects, and<br />

the reconfiguration of the workstations.<br />

Workstations have been created or<br />

reconfigured on the assembly line, as<br />

well as in the purchasing office and the<br />

preparation room. The process is<br />

continuing in 2003, with the Mandeure<br />

facility employing 80 people certified<br />

by a government commission as<br />

handicapped.<br />

(1) Paid in the Automobile Division, the finance companies,<br />

the Transportation and Logistics Division and other businesses,<br />

excluding Sevelnord and Française de Mécanique.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 69


Human Resources<br />

ENCOU<strong>RA</strong>GING EMPLOYEES TO EMB<strong>RA</strong>CE<br />

GROUP OBJECTIVES AND ENABLING THEM<br />

TO SHARE IN GROUP EARNINGS<br />

To manifest every employee’s membership<br />

in the corporate community, incentive<br />

bonuses based on operating margin are<br />

paid to all employees around the world.<br />

For 2002, the total amount represented<br />

3.6% of payroll, including employer taxes<br />

and social security contributions paid in<br />

each country. In all, more than €249<br />

million will be allocated worldwide in<br />

2003, under both this incentive system and<br />

the legally-mandated French profit-sharing<br />

on 2002 income.<br />

DEVELOPING EMPLOYEE SAVINGS<br />

Employees in France can participate in<br />

two corporate savings plans, one invested<br />

in Company shares, blocked for five<br />

years, and the other a retirement savings<br />

plan. Company matching payments<br />

into these plans totalled €15.9 million (1)<br />

in 2002, versus €12.7 million the<br />

year before. Similar employee savings<br />

incentives are being introduced outside<br />

France, with the creation of savings plans<br />

in Spain in 2002 and the United Kingdom<br />

in 2003.<br />

RESPONDING TO EMPLOYEE CONCERNS<br />

ABOUT RETIREMENT BENEFITS<br />

In response to employee concerns about<br />

their future retirement benefits, supplemental<br />

defined contribution retirement plans were<br />

set up in a number of countries in 2001.<br />

These plans supplement social security<br />

pensions to offset the forecast decline in the<br />

replacement rate. In Spain, length-of-service<br />

awards to managers have been transformed<br />

into a defined contribution plan with the<br />

initial capital financed by the Company. For<br />

other categories of personnel, provisions<br />

corresponding to length-of-service awards<br />

have been paid into a group insurance plan.<br />

In the United Kingdom, the new defined<br />

contribution stakeholder plan introduced<br />

for new hires offers more favorable benefits<br />

than the average plan on the market.<br />

Employees can elect to contribute between<br />

1 and 5% of their salary to the fund of their<br />

choice. In response to the new Riester<br />

pension act, the German subsidiaries have<br />

set up two systems: a pension fund and an<br />

insurance contract that lets certain<br />

employees benefit from tax subsidies in<br />

addition to their contributions.<br />

IN F<strong>RA</strong>NCE, AN INNOVATIVE AGREEMENT AND A NEW SUPPLEMENTAL RETIREMENT<br />

PLAN<br />

Applicable to the more than 30,000 employees of the main French companies in the<br />

Automobile and Logistics and Transportation and Finance Divisions whose compensation<br />

exceeds the social security ceiling on contributions, the new plan will provide<br />

supplemental retirement benefits to offset the forecast decline in replacement rates.<br />

The defined contribution system, which came into effect on July 1, 2002, replaces the<br />

former defined benefits plan. It is financed two-thirds by the Company and one-third by<br />

the employees, with employee savings invested in mutual funds managed by a joint<br />

Company-employee commission. The approach taken by all parties demonstrates a<br />

commitment to implementing measures today to maintain the level of future employee<br />

pensions. It supports <strong>PSA</strong> Peugeot Citroën’s employee relations policy by strengthening<br />

the employee savings plans already in place, and especially the Long-Term Employee<br />

Stock Ownership Plan introduced in 1999.<br />

(1)<br />

Excluding the finance companies<br />

70<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

SIGNIFICANT AGREEMENTS<br />

IN THE AUTOMOBILE DIVISION<br />

IN 2001 AND 2002<br />

France: Eight agreements signed,<br />

concerning wages, working hours,<br />

vacation time, incentive systems,<br />

union rights, supplemental<br />

retirement plans and working<br />

conditions.<br />

Spain: 2001-2003 convenio signed,<br />

concerning wage increases for nonmanagerial<br />

staff, shorter working<br />

hours on an annual basis, the<br />

convergence of employee categories<br />

and the redundancy plan for the<br />

Madrid and Vigo plants.<br />

Argentina: Agreements concerning<br />

adjustments to economic conditions<br />

and flexible working hours. Renewal<br />

of the “social peace” agreement.<br />

United Kingdom: Agreements<br />

concerning negotiation and<br />

consultation, with changes in<br />

committee membership and in<br />

negotiation processes. Other<br />

agreements on increases in wages<br />

and employee contributions to<br />

pension plans, on the organization<br />

of work and the introduction of the<br />

stakeholder plan. Continuous running<br />

agreements and introduction of a<br />

fourth shift.<br />

Brazil: Collective agreements<br />

concerning a general wage increase,<br />

shorter workdays and improved<br />

living conditions, a 2002 profitsharing<br />

program, and agreements on<br />

collective vacations and flexible<br />

working hours.<br />

Germany: Agreements on a code of<br />

ethics concerning the use of new<br />

information systems, and on<br />

guidelines for managing geographic<br />

transfers in the Peugeot marketing<br />

subsidiary. Agreements on holidays<br />

and procedures governing working<br />

hours.<br />

ENCOU<strong>RA</strong>GE INVOLVEMENT IN<br />

THE COMPANY BY EMPLOYEES<br />

AND EMPLOYEE REPRESENTATIVES<br />

WORLDWIDE<br />

SUSTAINED, REVAMPED SOCIAL DIALOGUE<br />

The quality of social dialogue in a company<br />

is based on a commitment to working<br />

together and on an affirmation of the role<br />

and mission of employee representatives.<br />

The signature in France of two agreements<br />

on union rights in 1999 and 2001 reflects<br />

this commitment to involving employee<br />

representatives in the life of the company.<br />

The Group intends to pursue social dialogue<br />

by working with independent unions.<br />

Agreements on the exercise of union rights<br />

concern such areas as recognizing that<br />

employees can be union representatives<br />

while retaining their professional<br />

responsibilities, providing information and<br />

training for employee representatives and<br />

ensuring sufficient resources for the smooth<br />

functioning of union organizations. In France<br />

as in other countries, every employee<br />

working in a production plant, service facility<br />

or major marketing organization is<br />

represented by independent unions or<br />

employee representatives. Employees in all<br />

of the Group’s European units are<br />

represented by a European Works Council<br />

created in 1996.<br />

BUILDING CONT<strong>RA</strong>CTUAL RELATIONS<br />

A large number of agreements on major<br />

corporate issues were signed worldwide<br />

in 2002, in particular concerning wages,<br />

working hours, incentive systems and<br />

supplementary retirement plans. Where<br />

necessary, implementation is being tracked<br />

by a special commission that enables<br />

signatory unions to verify agreement<br />

application. Depending on national and<br />

local conditions, all of the Group’s<br />

member companies and plants contribute<br />

to social and cultural activities and help to<br />

improve the quality of worklife, with food<br />

services, transportation and employee<br />

welfare benefits. In France, more than<br />

1.5% of gross payroll is directly or indirectly<br />

allocated to employee-related activities<br />

and programs.<br />

LISTENING TO EMPLOYEE OPINIONS<br />

In France, four employee opinion surveys<br />

have been conducted by the ESTEL polling<br />

organization since 1998. In 2002, the 1,370<br />

respondents generally said they were<br />

satisfied and confident. In particular, they<br />

found their jobs interesting and appreciated<br />

the working hours and working conditions.<br />

The large majority remains confident in the<br />

outlook for jobs in the industry in general<br />

and their own job in particular. Lastly, 82%<br />

felt that their personal objectives and<br />

assignments were clearly defined, and 78%<br />

believed they were realistic. In absolute<br />

terms, these were very good numbers, and<br />

higher than in previous years.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 71


E nvironmental<br />

Stewardship<br />

72<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

<strong>PSA</strong> Peugeot Citroën is committed to an ambitious policy of environmental stewardship,<br />

seaming integrated with its industrial strategy and based on the principles of sustainable<br />

development.<br />

The policy covers both vehicles, to curb their environmental impact, and production facilities,<br />

to safeguard the environment and preserve the quality of life of neighboring communities.<br />

CARS AND THE ENVIRONMENT<br />

For <strong>PSA</strong> Peugeot Citroën, the major<br />

environmental challenge is to harmoniously<br />

integrate vehicles into their environment<br />

and, in particular, to abate the greenhouse<br />

effect. The Group believes that, as a<br />

carmaker, it should make a proactive<br />

commitment to reducing carbon dioxide<br />

emissions, and that one way of achieving<br />

this is to develop technologies that reduce<br />

fuel consumption. It also assertively<br />

promotes the use of biofuels, sponsors<br />

environmental initiatives and invests to<br />

make its vehicles as recyclable as possible.<br />

HELPING TO ABATE CO 2 EMISSIONS<br />

According to the OECD 2001 Outlook, cars<br />

account for just 5.5% of CO 2 emissions<br />

generated by human activity, far behind<br />

manufacturing operations. This figure is<br />

nonetheless of concern as the global<br />

automobile fleet continues to expand.<br />

Curbing CO 2 emissions by the marques’<br />

vehicles is therefore a priority avenue of<br />

improvement, in particular through the<br />

Group’s long-standing commitment to<br />

diesel engines. These powerplants deliver<br />

equivalent performance, yet use less fuel<br />

and therefore emit less CO 2 than gasoline<br />

engines, all while reducing other emissions<br />

thanks to the development of Group<br />

technologies. They are also widely accepted<br />

in Europe, as seen in the steady increase,<br />

to a current 43%, in the percentage of<br />

diesels among cars sold in the region.<br />

In 2002, for example, <strong>PSA</strong> Peugeot Citroën<br />

was the world’s largest manufacturer<br />

of common-rail, direct-injection HDI<br />

engines, with output of 1.4 million units.<br />

The latest generation of this powerplant<br />

reduces CO 2 emissions by 20% compared<br />

with a conventional injection diesel and<br />

by 30% compared with a gasoline<br />

engine. Plus the widespread use of<br />

turbochargers and high pressure direct<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 73


E nvironmental Stewardship<br />

WITH DELPHI SYSTEMS, HFC-FREE AIR CONDITIONING<br />

As a growing number of carbuyers opt for the comfort of air conditioning, the proportion<br />

of factory-equipped vehicles has surged from 5% in 1995 to 65% in 2000. Current air<br />

conditioning systems use fluorinated gases, which have an adverse impact on the<br />

stratospheric ozone layer. Their use will ultimately be banned.<br />

In partnership with original equipment manufacturer Delphi Systems, <strong>PSA</strong> Peugeot<br />

Citroën has attenuated these systems’ environmental impact by replacing the<br />

hydrofluorocarbon (HFC) coolant gas used today with carbon dioxide. Carbon dioxide<br />

does not harm the ozone layer and its contribution to the greenhouse effect is half that<br />

of HFC.<br />

A “green” Peugeot 206 demonstration car equipped with the innovative new system<br />

was acclaimed by the public at the last Frankfurt Auto Show.<br />

In addition, all air conditioning systems in Peugeot and Citroën vehicles are equipped<br />

with variable displacement compressors, which are more energy efficient than their<br />

fixed counterparts. To further reduce fuel consumption, and with it CO 2 emissions,<br />

electronically-controlled air conditioning is being extended across both model lineups.<br />

Depending on weather conditions, this can reduce fuel consumption by two to three<br />

liters over a 1,000-kilometer trip.<br />

injection (1,250 to 1,600 bar at present)<br />

have increased engine efficiency through<br />

finer fuel spray in the combustion<br />

chamber, without increasing fuel<br />

consumption.<br />

These gains are also being driven by the<br />

Group’s sustained commitment to<br />

“downsizing”, so that smaller, and<br />

therefore more fuel efficient, engines<br />

deliver equivalent performance as the<br />

preceding larger models. The new 1.4-liter<br />

HDI, for example, consumes 10% less fuel<br />

than the previous generation 2-liter<br />

powerplant, while continuing to provide<br />

equivalent torque and power.<br />

These technological innovations aimed at<br />

lowering CO 2 emissions are being<br />

supported by projects to decreasing vehicle<br />

weight while maintaining optimum safety<br />

performance.<br />

Today, the Group’s model lineups include<br />

cars that emit fewer than 120 grams of<br />

CO 2 per kilometer, outperforming hybrid<br />

vehicles currently on the market.<br />

Even as advances are made with internal<br />

combustion engines, ongoing research is<br />

aimed at developing efficient, affordable<br />

alternative vehicles. Both Peugeot and<br />

Citroën have confirmed that their lineups<br />

will be expanded in 2004 to include<br />

efficient hybrid vehicles.<br />

IMPROVING AIR QUALITY<br />

Over the past 30 years, new vehicle<br />

emissions have declined by 95%.<br />

The final link in the emissions control chain,<br />

the particle filter has further enhanced the<br />

environmental performance of diesel<br />

engines. <strong>PSA</strong> Peugeot Citroën is the only<br />

carmaker in the world to offer particle filter<br />

technology, in a clear demonstration of its<br />

commitment to improving the quality of<br />

air in urban environments. The filter, an<br />

74<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

WHAT ARE BIOFUELS?<br />

Derived from cereals, sugar beets (ethanol and its ETBE derivative), or oilseeds such as rapeseed or<br />

soybeans (in the case of biodiesels), biofuels are exceptionally well suited to combating the<br />

greenhouse effect. They reduce emissions of pollutants such as particulates and, by their very nature,<br />

prevent an increase in carbon dioxide content in the atmosphere, since the plants from which they<br />

are made trap atmospheric CO 2 through photosynthesis. Biofuels are therefore fully renewable<br />

energies, although their production cost remains high.<br />

SERVICE FLEETS:<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN<br />

LEADS THE WAY<br />

The European Commission has<br />

specified that by 2020, 20% of<br />

automotive fuels must contain<br />

products of plant origin.<br />

<strong>PSA</strong> Peugeot Citroën is already<br />

setting an example in meeting this<br />

goal by encouraging its service fleet<br />

to run on biofuels. For example, 82%<br />

of the diesel fleet at the Sochaux<br />

plant—or close to 58% of the entire<br />

service fleet—ran on biofuel in 2002.<br />

Consisting of 30% vegetable oil<br />

methyl ester and 70% diesel, the<br />

fuel is already richer in plant matter<br />

than required by EU legislation.<br />

The Sochaux plant used 330,000<br />

liters of Diester ® in 2002. It intends<br />

to maintain this level in 2003, since<br />

the fuel has a favorable net impact<br />

on the environment and is suitable<br />

for use in conventional internal<br />

combustion engines, which still<br />

power most of the fleet.<br />

aftertreatment system that eliminates<br />

emissions of particulate matter, is now<br />

available on the Peugeot 307, 406, 607<br />

and 807 and the Citroën C5 and C8.<br />

The particle filter has been a popular<br />

success since it was introduced in May<br />

2000, and is already installed on 400,000<br />

diesel vehicles. By 2005, one million<br />

particle filter-equipped vehicles will be<br />

marketed a year. Already in 2003,<br />

<strong>PSA</strong> Peugeot Citroën is offering filterequipped<br />

vehicles compliant with the<br />

stricter Euro IV emissions standards<br />

scheduled for application in 2005.<br />

The particle filter has also won a number<br />

of awards, including four in 2001. In<br />

2002, Italy’s Quattroruote automotive<br />

magazine presented its Environment Prize<br />

to the filter-equipped Peugeot 607.<br />

PROMOTING BIOFUELS<br />

Another way to attenuate vehicle CO 2<br />

emissions is through the efficient use of<br />

alternative energies and new propulsion<br />

technologies. A pioneer in the field,<br />

<strong>PSA</strong> Peugeot Citroën is strongly committed<br />

to promoting biofuels that can be used in<br />

diesel or gasoline engines. Biodiesels, such<br />

BIODIESEL PERFORMANCE<br />

as the Group’s trademarked Diester ® , consist<br />

of vegetable oil methyl esters (VOMEs)<br />

blended with automotive diesel fuel, while<br />

ethanol or its derivative ethyl tertiary butyl<br />

ether (ETBE) is used with gasoline.<br />

These biofuels can be used directly in any<br />

Peugeot or Citroën vehicle, without any<br />

technical modifications. In this way, the<br />

Group’s service fleet is encouraged to run<br />

on Diester ® 30, a fuel combining 30%<br />

VOME and 70% automotive diesel that<br />

reduces CO 2 emissions by 18% and particle<br />

emissions by up to 22% in comparison<br />

with ordinary diesel fuel. What’s more,<br />

Diester ® 30 lubricates the engine system<br />

more efficiently, enhances protection from<br />

injection system wear, and ensures smoother<br />

operation of catalytic converters.<br />

<strong>PSA</strong> Peugeot Citroën also supports the<br />

development of biofuels by validating<br />

potential applications under local energy<br />

policies. It regularly shares its experience as<br />

a carmaker by taking part in discussions on<br />

the technical, business and political issues<br />

raised by biofuels.<br />

30% VOME Diester® 100% VOME Diester®<br />

Engine Precombustion Naturally HDI Precombustion Naturally HDI<br />

technology chamber aspirated chamber aspirated<br />

Reduction in<br />

particle emissions -9% -22% -22% -35% -60% -46%<br />

Reduction in<br />

CO 2 emissions -18% -60%<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 75


E nvironmental Stewardship<br />

OPTIMIZING RECYCLING<br />

AND REUSE THROUGH<br />

ECODESIGN PRINCIPLES<br />

Ecodesign is a process that builds<br />

environmental concerns into projects<br />

from the design phase. Embraced by<br />

<strong>PSA</strong> Peugeot Citroën engineers, it<br />

has led to the use of new materials,<br />

in particular thermoplastics such<br />

as polyethylene, polyurethane,<br />

polypropylene and polyamide that<br />

are easy to recover and recycle.<br />

Today, materials used to make cars<br />

have to meet increasingly stringent<br />

criteria. The latest developments<br />

include:<br />

- Using a single family of plastics per<br />

major function, so that an entire<br />

sub-assembly can be recycled<br />

without prior disassembly.<br />

- Reducing the variety of plastics in<br />

a car, to optimize the related<br />

recovery processes and ensure<br />

their profitability.<br />

- Marking plastic parts with<br />

standardized codes, to ensure<br />

identification, sorting and<br />

traceability.<br />

- Using recycled materials.<br />

DESIGNING FOR DISASSEMBLY AND REUSE<br />

<strong>PSA</strong> Peugeot Citroën’s environmental<br />

stewardship commitment covers the entire<br />

product life cycle, from design to<br />

disassembly. A European Union directive<br />

stipulates that as of January 1, 2006, at<br />

least 85% of a scrap vehicle’s average<br />

weight must be capable of recovery and<br />

reuse, with the rate rising to at least 95%<br />

by January 1, 2015. Peugeot and Citroën<br />

vehicles will comply with the 95%<br />

recyclable rate from 2005.<br />

In response to the July 1, 2003 ban on the<br />

use of mercury, cadmium, lead and<br />

hexavalent chromium in new vehicles, the<br />

Group in 2002 deployed a wide-ranging<br />

initiative that required its 800 suppliers to<br />

provide compliance certificates for all their<br />

deliveries or for each part supplied for<br />

forthcoming vehicles. The response rate<br />

by year-end demonstrated an assertive<br />

commitment to compliance in this area.<br />

In addition, substitutes for parts and<br />

materials containing heavy metals were<br />

developed by the Group’s engineering teams<br />

to ensure that Peugeot and Citroën models<br />

are free from any heavy-metal content.<br />

PRODUCTION PLANTS AND THE<br />

ENVIRONMENT<br />

GLOBAL PRINCIPLES<br />

Safeguarding the environment at<br />

manufacturing plants and protecting the<br />

quality of life in neighboring communities<br />

have long been critical priorities for<br />

<strong>PSA</strong> Peugeot Citroën. Guided by the principles<br />

of continuous improvement, risk prevention<br />

and regulatory compliance, this commitment<br />

is deployed at all Group facilities worldwide.<br />

The corporate risk prevention and<br />

management department includes an<br />

environmental section with its own capital<br />

plan. In addition, on each Automobile<br />

Division site, an environmental manager<br />

is backed by a dedicated organization and<br />

correspondents appointed in each<br />

workshop and facility. In 2002, around<br />

500 people were involved in managing<br />

the Group’s industrial environment.<br />

CURBING GREENHOUSE GAS EMISSIONS<br />

• Reducing VOC emissions<br />

In France, automobile plants account for<br />

76<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

roughly 0.5% of total volatile organic<br />

compound (VOC) emissions produced by<br />

human activity, with Group facilities<br />

accounting for half this total. To reduce<br />

these emissions, the Group is leading a<br />

proactive, three-pronged policy:<br />

- Optimizing paint shops, by reducing the<br />

use of conventional paints and related<br />

solvents, introducing low-solvent paints<br />

and recycling used solvents.<br />

- Deploying clean technologies like waterbased<br />

paints and powder primers in new<br />

facilities.<br />

- Installing air treatment equipment to<br />

incinerate VOCs.<br />

NEW TECHNOLOGIES CUT PAINT SHOP VOC EMISSIONS IN POISSY, MULHOUSE<br />

AND PORTO REAL<br />

In 1997, to reduce VOC emissions from its paint shop, the Poissy plant implemented the ambitious<br />

<strong>RA</strong>PPY program, comprising water-based primer and enamel lines and incinerators for VOCs released<br />

in the drying ovens. The resulting process, which is already compliant with the most stringent<br />

environmental standards, has helped cut VOC emissions by two-thirds, from 3,500 metric tons in 1988<br />

to 1,180 tons in 2002, even though production increased by around 30% over the same period.<br />

Improved versions of these technologies are being installed at the Mulhouse plant, where VOC emissions<br />

are currently estimated at around 6.5 kilograms per vehicle.<br />

Now under construction, the new shop is expected to halve this figure, to 3.3 kilograms per vehicle.<br />

The total cost will be €230 million, of which €45 million dedicated to environmental safeguards.<br />

The Porto Real plant in Brazil, inaugurated in January 2001, is also equipped with a paint shop compliant<br />

with the latest environmental standards.<br />

These measures have helped reduce VOC<br />

emissions from the French paint shops to<br />

an average 5.4 kilograms per vehicle in<br />

2002, from a range of 10 to 13 kilograms<br />

per vehicle, depending on the site, in<br />

1988. Worldwide, VOC emissions totalled<br />

5.7 kilograms per vehicle in 2002.<br />

Continued systematic implementation of<br />

the best, most cost-effective solutions will<br />

enable the Group to meet the limits set<br />

for 2007 in the European Union directive<br />

on reducing VOC emissions.<br />

• A steady decline in other regulated<br />

emissions<br />

By substituting natural gas—or low or very<br />

low-sulfur fuel oil—for conventional fuel<br />

oil, sulfur dioxide (SO 2 ) emissions from the<br />

Group’s power plants have been reduced<br />

by 65% over the past ten years. At the<br />

Vigo plant, SO 2 emissions dropped from<br />

13,500 metric tons a year to zero when<br />

natural gas replaced fuel oil as the main<br />

source of energy.<br />

Nitrogen oxide (NO x ) emissions have been<br />

curbed by installing high-tech burners in<br />

new facilities. Volumes have declined by<br />

around 20% in Europe since 1995, according<br />

to data from the Industrial Environment<br />

Observatory set up by the Group to track the<br />

environmental performance of its facilities.<br />

LOWERING ENERGY CONSUMPTION<br />

All automotive processes are energy<br />

intensive, whether foundry work, the<br />

cooling of machine tools, paint drying or<br />

heat treatment processes. The Group is<br />

committed to developing action plans to<br />

reduce energy consumption at all its<br />

automobile plants. Among the most<br />

remarkable initiatives undertaken in recent<br />

years has been the installation of waste-<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 77


E nvironmental Stewardship<br />

CHARLEVILLE COMMITS NEW<br />

INVESTMENT FOR CLEANER<br />

RELEASES<br />

A new €1.7 million wastewater<br />

treatment facility was commissioned<br />

at the Charleville plant in November<br />

2002. The unit, financed by <strong>PSA</strong><br />

Peugeot Citroën with the support of<br />

the Rhin-Meuse Water Agency and<br />

the Ardennes Regional Council,<br />

treats waste process water before it<br />

is released to the natural<br />

environment.<br />

to-energy units at the Rennes, Mulhouse<br />

and Sochaux facilities.<br />

REDUCING WATER CONSUMPTION<br />

Conserving water is a key objective at all<br />

plants, in particular through the use of<br />

metering systems and the display of the<br />

least water-intensive operating parameters<br />

for each workstation. These measures<br />

helped to reduce water consumption by<br />

5% between 1995 and 2002, even though<br />

output increased 65% over the same period.<br />

Production facilities are either connected to<br />

the public wastewater treatment network<br />

or equipped with their own integrated<br />

RECYCLING USED CASTING SAND TO REDUCE WASTE AND CONSERVE<br />

RESOURCES<br />

Since December 2002, the Charleville plant has been testing a new process for<br />

recycling the some 100,000 metric tons of used casting sand it produces each year.<br />

Once cleaned by a heat process, the sand can be reused on site or sold to third<br />

parties. The fine sand waste produced by the heat treatment, for example, can be<br />

used in cement plants or to make tires.<br />

The new process, which cost €8 million, saves on raw material purchases and<br />

produces less waste. The ultimate objective is to divert all the waste formerly sent<br />

to landfills to value recovery processes.<br />

A similarly broad-based program was implemented at the Sept-Fons foundry, with<br />

a mechanical treatment process that delivered conclusive results. Some 39,000<br />

metric tons of sand were recycled, equivalent to 54% of the total.<br />

treatment plant. They also systematically<br />

track releases using indicators, defined on<br />

a case-by-case basis, to estimate, for<br />

example, the amount of suspended solids<br />

and the chemical oxygen demand (COD).<br />

Between 1989 and 2002, daily releases of<br />

suspended solids and COD were each<br />

halved. The risk of eutrophication and<br />

acidification caused by emissions from the<br />

Group’s car plants is negligible.<br />

REDUCING AND EFFICIENTLY RECOVERING<br />

WASTE FROM AUTOMOBILE PLANTS<br />

Programs in place for the past ten years<br />

to reduce, reuse, recover and recycle<br />

automotive process waste enabled the<br />

production plants to recover and reuse a<br />

full 74% of their worldwide waste in 2002<br />

(excluding metal waste, which is nearly<br />

100% recycled). This extensive recycling<br />

has resulted in a steep decline in waste<br />

disposed of in landfills, from around 66%<br />

in 1989 to just 17% in 2002.<br />

Nearly all scrap sheet metal, turnings and<br />

other metal waste is recovered and reused<br />

in steelmaking or in the Group’s foundries.<br />

Managing this category of waste,<br />

estimated at around 700,000 metric tons<br />

a year, is therefore not only environmentally<br />

beneficial, it also makes business sense.<br />

When this category of waste is taken into<br />

account, Group plants reclaim and recycle<br />

around 90% of their process waste.<br />

78<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

CLEAN ENGINES FROM A GREEN PLANT<br />

At the Tremery plant, the 1.4-liter HDI engine, which produces very little CO 2 , is manufactured in a<br />

“clean factory”. The engine line uses new overhead systems to transport cutting fluids, which are<br />

conveyed directly to the filtering unit after use. As a result, even minor leaks are immediately visible,<br />

ensuring that none of the liquid seeps into the ground.<br />

UNDERSTANDING SOILS TO IMPROVE<br />

PROTECTION<br />

Soil pollution is not yet covered by any<br />

international regulations, but depending<br />

on local expectations, the Group is<br />

committed to identifying any contamination<br />

pre-existing at its sites. In France, at the<br />

instigation of public authorities and in<br />

compliance with the procedure developed<br />

by the Geological and Mining Research<br />

Bureau (BRGM), soil contamination was<br />

assessed at the Sochaux, Mulhouse, Poissy,<br />

Caen, Asnières-sur-Seine, Saint-Ouen,<br />

Sept-Fons and Valenciennes sites. As a<br />

precaution, similar investigations were also<br />

carried out at the Trémery and Borny<br />

plants. After in-depth surveys conducted<br />

between 1999 and 2002, the experts<br />

concluded that only self-monitoring was<br />

required at the ten facilities. As part of this<br />

process, strict procedures are in place<br />

to prevent soil pollution, in particular<br />

through the use of retention basins for<br />

liquid storage.<br />

AN ACTIVE CERTIFICATION POLICY<br />

Environmental management systems have<br />

been introduced at all production facilities<br />

worldwide, with the aim of earning ISO<br />

14001 certification, the internationally<br />

recognized standard in this area. By end-<br />

2002, 20 plants had been certified and<br />

four others were engaged in the<br />

certification process.<br />

As part of that process, the sites have<br />

developed procedures for communicating<br />

transparently with their host communities.<br />

Data pertaining to plant self-monitoring<br />

is transmitted to the public authorities,<br />

while requests for information from<br />

neighbors are answered and, where<br />

necessary, corrective actions are taken,<br />

such as changing a stack noise suppressor<br />

or replacing a fan.<br />

<strong>RA</strong>ISING ENVIRONMENTAL AWARENESS AND CAPABILITIES AMONG ALL EMPLOYEES<br />

ISO 14001 is an internationally recognized standard for environmental management and organization.<br />

It enables a company to express an environmental strategy, describe the procedures used to<br />

implement it, guarantee compliance and drive continuous improvement, the foundation of good<br />

environmental management.<br />

As part of the ISO 14001 process, every employee receives training in environmental skills or<br />

awareness tailored to his or her job and business. This is true as well for interns, temporary employees<br />

and employees hired under fixed-term contracts, who are familiarized with environmental issues<br />

during their orientation process.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 79


C orporate<br />

Citizenship<br />

80<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

MANUFACTURING CARS AND<br />

IMPROVING ROAD SAFETY<br />

<strong>PSA</strong> Peugeot Citroën’s overriding priority<br />

is the safety of drivers and other road users,<br />

with 10% of the research and development<br />

budget allocated to programs in this area<br />

in 2002. While continuing to assertively<br />

develop technological solutions that avoid<br />

accidents (active safety) and reduce their<br />

impact when they do occur (passive safety),<br />

the Group is now also addressing the major<br />

challenge of improving driver behavior. This<br />

is why programs are underway to deepen<br />

understanding of the human factors at<br />

play in accidents and awareness-building<br />

initiatives are being deployed to promote<br />

more safety-conscious behavior.<br />

DESIGNING SAFE VEHICLES IS THE VERY<br />

HEART OF A CARMAKER’S BUSINESS<br />

The Group does everything it can to<br />

optimize the active and passive safety<br />

features that drivers expect from Peugeot<br />

and Citroën vehicles. Nevertheless, driver<br />

training, information and accountability<br />

are equally as important, as is the quality<br />

of the road infrastructure.<br />

• Accident avoidance, a critical challenge<br />

Despite the significant advances in passive<br />

safety systems, accidentology studies<br />

show that 50% of passenger fatalities<br />

could not have been avoided. Human<br />

bodies and automotive materials just<br />

cannot withstand the force of certain<br />

impacts. In addition, automotive safety<br />

innovations spread only gradually. In<br />

France, for example, it takes 13 years to<br />

replace 90% of all cars on the road.<br />

• Making the system driver-centric<br />

No car can be safe without increasing<br />

driver empowerment. This means the<br />

challenge is to improve active safety,<br />

which enables drivers to control their<br />

vehicles and make the right decision at<br />

the right time.<br />

Developing systems that facilitate driving<br />

under all circumstances has therefore long<br />

been a priority for <strong>PSA</strong> Peugeot Citroën.<br />

In an area generally deemed to be<br />

“unquantifiable”, the Group has<br />

substantively improved test procedures<br />

that can be used to objectively identify<br />

risk factors and then deliver effective<br />

technological solutions.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 81


Corporate Citizenship<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROEN EXCELS<br />

IN ACTIVE SAFETY<br />

To ensure that the Group’s cars meet its<br />

ambitious safety objectives, close attention<br />

is paid to every component that might<br />

affect active safety.<br />

• Visibility and lighting<br />

Automobile safety depends on “seeing<br />

well and being seen.” <strong>PSA</strong> Peugeot Citroën<br />

has been a trailblazer in this area since<br />

1989, when it introduced innovative<br />

complex surface headlights on the Citroën<br />

XM. Today, discharge lamps that generate<br />

more intense light beams are used on<br />

models such as the Peugeot 607 and 807<br />

and the Citroën C5 and C8.<br />

In 1995, the Group was also the first<br />

carmaker to install auto rain-sensing systems<br />

as standard equipment on several of its<br />

models. The sensors automatically adjust<br />

wiper speed so that drivers don’t have to<br />

take their hands off the steering wheel.<br />

To warn other drivers automatically of<br />

potential danger, the Peugeot 206, 307<br />

and 807 and the Citroën C3, C5 and C8<br />

are factory-equipped with a system that<br />

automatically causes hazard flashers to<br />

blink during sharp braking.<br />

• Ergonomics<br />

Postural ergonomics help to minimize<br />

driver fatigue. An example is positioning<br />

the gearshift knob near the steering wheel<br />

of the Citroën Picasso, Citroën C8 and<br />

Peugeot 807, which also makes the<br />

passenger compartment more modular<br />

and easier to move around in. Cognitive<br />

ergonomics focus on making a car’s<br />

“human-machine interfaces”—like control<br />

stalks, multi-purpose screens, and<br />

dashboard buttons—immediately<br />

understandable to minimize driver<br />

distraction.<br />

• Braking systems<br />

<strong>PSA</strong> Peugeot Citroën rapidly introduced<br />

ABS systems as standard equipment on<br />

almost all lines. Ideally, training courses<br />

should teach drivers to use the full<br />

potential of the ABS system and in<br />

particular to learn how it can help them<br />

maintain control in emergency situations.<br />

Another improvement is the electronic<br />

brake control valve and brake-assist<br />

system, which adjusts rear-brake pressure,<br />

thereby preventing wheel lock and any<br />

resulting loss of steering control. This<br />

system is currently offered as standard<br />

equipment on the Citroën C3 and C5 and<br />

the Peugeot 307.<br />

• Driver assistance systems (ESP, ASR)<br />

The electronic stability program (ESP) and<br />

acceleration skid control (ASR) are two<br />

innovations currently offered on high-end<br />

models. While ESP and ASR-equipped<br />

vehicles are still subject to physical laws,<br />

these systems do help to rectify minor<br />

driving errors and decrease the probability<br />

of losing control of the vehicle.<br />

• Tire pressure sensors<br />

Low tire pressure increases the risk of a<br />

loss of trajectory stability. Pressure sensors<br />

installed on tire valves alert the driver<br />

when pressure falls too low. The system<br />

is already available on the Peugeot 607<br />

and Citroën C5 and will gradually be<br />

extended to other models.<br />

• Programmable speed alert systems<br />

<strong>PSA</strong> Peugeot Citroën has developed<br />

programmable speed alert systems that<br />

enable drivers to choose a maximum<br />

speed (for example, 50 kilometers an hour<br />

in town). An audio signal sounds each<br />

time the vehicle exceeds the chosen speed.<br />

The system is standard equipment on the<br />

Citroën C3, C5 and C8 and the Xsara,<br />

the Xsara Picasso, and the Peugeot 807,<br />

launched in 2002.<br />

THE <strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN/<br />

RENAULT LAB: SCIENTIFIC<br />

EXPERTISE SERVING THE<br />

PUBLIC GOOD<br />

For more than 30 years, the<br />

Laboratory of Accidentology and<br />

Biomechanics (LAB), a joint undertaking<br />

of <strong>PSA</strong> Peugeot Citroën and Renault,<br />

has been acquiring invaluable<br />

knowledge in these two disciplines,<br />

whose complexity, costs and findings<br />

deserve to be shared in a “noncompetitive”<br />

environment. In 2002,<br />

LAB was a key participant in the<br />

European Accident Causation Survey<br />

(EACS) and international Cooperative<br />

Crash Injury Study (CCIS) consortium.<br />

82<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

conditions and to test ABS-equipped<br />

vehicles in actual road conditions.<br />

structural integrity and front-end crumpling<br />

in the event of frontal impact.<br />

• Suspension systems and stiff body shells<br />

A decisive factor in roadholding, metal<br />

suspensions (Peugeot) and electronically<br />

controlled hydraulic suspensions (Citroën)<br />

are two technologies that demonstrate<br />

the Group’s expertise.<br />

The Citroën C5 executive sedan debuted the<br />

new, exclusive Hydractive III electronically<br />

controlled hydraulic suspension system. This<br />

third generation technology has further<br />

improved the balance between guidance to<br />

follow the intended line of travel and filtering<br />

for a more comfortable ride. Smaller vehicles<br />

such as the Citroën C3, feature a rear axle<br />

with deformable crossbeams that ensure<br />

excellent handling in all situations.<br />

Suspension system performance is also<br />

directly related to the stiffness of the<br />

bodywork to which it is attached. The<br />

Group’s body shells rank among the best in<br />

the world in terms of torsional stiffness. This<br />

integrated architecture interacts with the<br />

entire vehicle’s active safety performance.<br />

• Track tests<br />

In 1991, <strong>PSA</strong> Peugeot Citroën became the<br />

first global carmaker to acquire a multigrip<br />

track to simulate winter driving<br />

The Belchamp Test Center in eastern France<br />

recently opened a new roadhandling test<br />

track to help develop vehicles equipped<br />

with electronic stability programs (ESP) and<br />

acceleration skid control (ASR) systems.<br />

The facility simulates different adhesion<br />

conditions on the left and right side of the<br />

vehicle (the cause of a large number of<br />

accidents) using a dry track and a wet<br />

track. The latter has a spray system that<br />

can cover the surface with a sheet of water<br />

between 0.8 and 1 millimeter deep. In this<br />

way, vehicle improvements can be validated<br />

under any road conditions.<br />

PASSIVE SAFETY: STATE-OF-THE ART<br />

PASSENGER PROTECTION SYSTEMS<br />

<strong>PSA</strong> Peugeot Citroën believes that drivers<br />

and passengers are entitled to state-ofthe-art<br />

protection in the event of an<br />

accident, and builds the latest technological<br />

innovations into every one of its vehicles.<br />

• Energy-absorbing front-end<br />

crumple zones<br />

To protect the passenger compartment,<br />

vehicle front ends have to be able to<br />

withstand high-energy impacts. However,<br />

they should also gradually crumple over<br />

the duration of the impact, which lasts<br />

100 milliseconds at most, in order to<br />

dissipate the crash’s kinetic energy and<br />

prevent the occupants from being subjected<br />

to the full force of the sudden deceleration.<br />

Rapid advances in seatbelts and airbags<br />

have also led to a better balance between<br />

The new platform strategy has provided an<br />

opportunity to completely resize the front<br />

ends of small, medium and large models<br />

on the three basic platforms. The Citroën<br />

C3, Citroën C5 and Peugeot 307 were the<br />

first to have their front-end impact strength<br />

doubled and their load resistance tripled<br />

through side beams.<br />

• The passenger compartment,<br />

a survival cell<br />

In an accident, the passenger compartment<br />

can play a critical role as a survival cell.<br />

Architecturally, raising the seat level not<br />

only makes the car roomier and improves<br />

visibility, but also heightens side impact<br />

protection by distancing vital body parts<br />

(head, chest and pelvis) from the impact<br />

area. Higher seats are found in the Citroën<br />

Picasso, the Peugeot 807 and Citroën C8<br />

MPVs, as well as the Peugeot Partner and<br />

Citroën Berlingo mini-MPVs.<br />

The sides of all recent vehicles have been<br />

strengthened by using very high yield<br />

strength sheet metal, which allows the side<br />

body panels to crumple extensively, yet<br />

gradually without ripping apart. Equipping<br />

recent models with side airbags as a standard<br />

option further reduces injury in the event<br />

of side impact. The Peugeot 307, 607 and<br />

807 and the Citroën C5 and C8 also have<br />

side curtain airbags to protect front and<br />

backseat passengers. These advances are<br />

especially important since accidentology<br />

shows that the severity score is greater for<br />

side than for frontal impact accidents.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 83


Corporate Citizenship<br />

AUTOMOTIVE SAFETY FACTS & FIGURES<br />

• Two road test centers: Belchamp and La Ferté-Vidame.<br />

• 18 million kilometers of road tests in 2002 (409 times around the world).<br />

• A patented multi-grip track for braking tests.<br />

• A roadhandling track for ESP/ASR.<br />

• A passive safety center with a full-size catapult, reverse catapult, pedestrian impact<br />

bench, etc.<br />

• 600 complete crash tests and 500 physical tests on automotive subsystems in 2002.<br />

• 3,000 digital crash simulations a year (entire vehicles and subsystems).<br />

• 175,000 hours of simulation on a Cray supercomputer (complete crash simulations).<br />

• Aggregate computation capacity of 1,013 gigaflops, up from 160 gigaflops at end-1999<br />

(1 gigaflop = 1 billion operations per second).<br />

• 60 crash test dummies (unit value: €150,000).<br />

Improving safety accounts for 10% of the Automobile Division’s R&D budget<br />

• Active restraint systems, a major<br />

technological breakthrough<br />

A study of 1,250 serious accidents found<br />

that the use of active restraint systems,<br />

such as seatbelts and airbags, resulted in<br />

an 80% reduction in head and chest injuries.<br />

Fastening the seatbelt, even for short trips,<br />

delivers effective protection.<br />

Seatbelt reminder system<br />

A light warns drivers that seatbelts have<br />

not been fastened and stays on until all<br />

seatbelts are buckled. Just wearing a seatbelt<br />

would reduce the number of fatalities in<br />

French car wrecks by 25%, saving 1,250 lives<br />

a year.<br />

Improving seatbelt-airbag calibration,<br />

based on the full range of passenger<br />

compartment parameters<br />

All <strong>PSA</strong> Peugeot Citroën vehicles are<br />

equipped with three-point seatbelts,<br />

pretensioners and load limiting retractors.<br />

Before the airbag deploys in a collision<br />

sequence, the passenger is pulled tight<br />

to the seat by a traction force of 80 to<br />

100 kilograms, compatible with rib cage<br />

strength, even in the elderly. This action<br />

restricts the passenger’s movement by a<br />

few precious centimeters in the event of an<br />

impact.<br />

Airbags “dampen” violent contact between<br />

occupants and passenger compartment<br />

components. Airbag deployment significantly<br />

reduces the deceleration that such contact<br />

might inflict on the brain, possibly causing<br />

serious, even fatal, injury.<br />

The vast majority of the crash tests conducted<br />

during model development are dedicated<br />

to determining passenger compartment<br />

parameters and to the crucial process of<br />

calibrating the seatbelt/airbag system to<br />

make it effective in a wide variety of accident<br />

configurations.<br />

Active headrests and footrests<br />

These innovative devices have been<br />

introduced as standard equipment on the<br />

Peugeot 307. The active headrest is designed<br />

to prevent whiplash. The active footrest<br />

moves back at the same time as the<br />

bulkhead crosspiece (the part separating<br />

the engine compartment from the<br />

passenger compartment) to prevent often<br />

84<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

YOUNG PEOPLE AND ROAD SAFETY IN GALICIA, SPAIN<br />

In 2002, the Vigo plant organized, in partnership with the government of Galicia, a campaign to teach<br />

people under 30 how to drive more responsibly. As part of the “Safe Driving” program, the Group<br />

supplied vehicles, including one equipped for the disabled, to a team of instructors that during<br />

the year taught more than 4,000 young people in Galicia’s seven largest cities.<br />

seriously incapacitating injuries such as<br />

sprained ankles.<br />

• Protecting children, a vital obligation<br />

Since 2000, nearly all Group vehicles have<br />

been equipped with Isofix attachment<br />

points for easy, fast, reliable installation of<br />

child seats in cars. However, “conventional”<br />

manufacturer-recommended seats can also<br />

offer excellent protection, provided they<br />

are properly installed.<br />

PROMOTING SAFER DRIVING<br />

Accidents are often attributable to speeding,<br />

especially in cities, to alcohol and drug use<br />

and, more generally, to risk-taking. This is<br />

why the Group has undertaken a number<br />

of road safety awareness initiatives.<br />

• Commitment to responsible advertising<br />

Under the terms of a code of practice<br />

voluntarily adopted by the auto industry in<br />

1988 and signed by <strong>PSA</strong> Peugeot Citroën,<br />

automotive professionals have agreed to<br />

ban references to speed in advertising and<br />

to ensure that their messages do not<br />

encourage aggressive driver behavior or<br />

behavior that runs counter to the elementary<br />

principles of caution. The French Advertising<br />

Verification Bureau (BVP) ensures that the<br />

code is respected.<br />

• Promoting initiatives to encourage<br />

more responsible driving<br />

Although young people are more likely to<br />

drive unsafely or to speed, messages<br />

aimed at encouraging more courteous,<br />

law-abiding and people-sensitive driving<br />

are generally addressed to all drivers. This<br />

is the objective of a variety of awareness<br />

programs initiated or continued in 2002<br />

by the Group in France, Spain, Brazil<br />

and other countries. They include an<br />

awareness campaign run jointly by the<br />

Porto Real plant and the city of Resende<br />

in Brazil, safe driving courses arranged by<br />

the Vesoul plant in France, and Group<br />

support for the driving school run by<br />

former Formula 1 driver J. P. Beltoise, and<br />

the Voiture & Co association that informs<br />

students of the effect alcohol has on<br />

drivers and organizes car pools to take<br />

people home from parties.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 85


Corporate Citizenship<br />

REDUCING URBAN T<strong>RA</strong>FFIC<br />

WITH ELCIDIS<br />

The Group is also helping to ease<br />

urban traffic. In addition to<br />

developing onboard guidance<br />

systems, it participated with other<br />

carmakers in the European Union’s<br />

ELCIDIS (Electric Vehicle City<br />

Distribution System) project,<br />

supplying electric light commercial<br />

vehicles such as the Peugeot<br />

Partner and Citroën Berlingo.<br />

Implemented in seven European<br />

cities and completed in November<br />

2002, ELCIDIS enabled the testing,<br />

over a significant period of time,<br />

of a new system for collecting<br />

goods in the suburbs and delivering<br />

them downtown in electric vehicles.<br />

• Enhancing employee awareness of road<br />

safety<br />

In 2002, the Group’s largest plants also<br />

organized road safety awareness seminars.<br />

Designed in close cooperation with local<br />

road safety experts, the seminars enabled<br />

Group employees to test their driving skills<br />

with professionals, practice emergency<br />

braking and first aid, and discuss issues with<br />

road safety representatives. Similar programs<br />

were conducted at other plants and<br />

subsidiaries. Examples include Gefco, which<br />

extended its “Good Driver Competition”<br />

to all its drivers, rewarding the best<br />

performance in obeying road regulations and<br />

preventing accidents, and the Vélizy plant,<br />

which offered employees comprehensive<br />

courses on managing motorcycle risks.<br />

PROMOTING MOBILITY TO SUPPORT<br />

DEVELOPMENT<br />

The mobility of goods and people is a key<br />

driver of economic and social development,<br />

offering access to work, healthcare,<br />

employment and culture. Today, mobility is<br />

perceived as an inalienable right, whose<br />

accessibility and quality must be continuously<br />

improved. This is particularly true in cities,<br />

currently home to 80% of Europeans and,<br />

in the future, to a majority of the world’s<br />

population. <strong>PSA</strong> Peugeot Citroën contributes<br />

to the kind of mobility that is both sustainable<br />

and a source of progress by:<br />

- Designing safe, environmentally-friendly<br />

vehicles.<br />

- Promoting a balance among transportation<br />

modes and supporting urban mobility<br />

innovations.<br />

- Supporting initiatives facilitating access for<br />

the mobility-impaired.<br />

ENCOU<strong>RA</strong>GING DISCUSSIONS<br />

AND EXPERIMENTS IN THE AREA<br />

OF URBAN MOBILITY<br />

As demand diversifies and becomes more<br />

individual, cities have to offer a greater<br />

variety of mobility resources. Most experts<br />

agree that this requires a closer fit and<br />

coordination between transportation<br />

modes, supported by research into a wide<br />

range of innovative solutions. This is why<br />

<strong>PSA</strong> Peugeot Citroën is developing new<br />

ways to use automobiles that improve<br />

traffic flow while protecting the environment.<br />

• More seamless transportation modes<br />

Electric cars are particularly well suited to<br />

urban environments<br />

With more than 8,000 units sold to date,<br />

<strong>PSA</strong> Peugeot Citroën is the world’s leading<br />

manufacturer of electric vehicles, the only<br />

cars that are quiet and emission-free. EVs<br />

are the ideal response for carrying people<br />

and delivering goods in city centers. They<br />

are particularly well suited to fleets run by<br />

government agencies, cities and urban<br />

86<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

HOMERE HELPS THE VISUALLY IMPAIRED<br />

Homère is a prototype service to help blind and partially-sighted people identify routes. It was<br />

presented by the IVM at the Cité des Sciences et de l’Industrie in Paris in May 2002. Developed with<br />

the aid of visually-impaired ergonomics experts, it allows users to find their way around a place by<br />

exploring a computer-modeled virtual environment beforehand using multi-sensory perceptions.<br />

communities. In 2002, a cooperation<br />

agreement was signed with national utility<br />

Electricité de France (EDF) to work jointly<br />

on the development of electric and hybrid<br />

vehicles and to expand research in related<br />

technologies. The Group also donated<br />

electric vehicles to the Chinese Ministry of<br />

Science and Technology for a trial program<br />

in southern China.<br />

The Liselec self-service EV initiative<br />

Deployed by <strong>PSA</strong> Peugeot Citroën and a<br />

number of partners in La Rochelle, France,<br />

Liselec is a successful illustration of new<br />

ways of using automobiles. Fifty electric<br />

Peugeot 106s and Citroën Saxos are<br />

available 24/24 at seven recharging stations<br />

located near high-use locations. Subscribers<br />

use a smart card and a PIN to activate the<br />

cars, which for a small extra fee can be<br />

dropped off anywhere in the city. Liselec<br />

has been used for 78,000 trips over the<br />

past four years and welcomed its 500th<br />

subscriber at end-2002.<br />

Promoting car-pooling at Group plants<br />

<strong>PSA</strong> Peugeot Citroën is particularly<br />

committed to car-pooling. Nearly 10% of<br />

the 4,000 employees at the Vélizy technical<br />

center use the car-pooling system introduced<br />

via the plant intranet, which has improved<br />

local traffic conditions. Other Group<br />

facilities, including the new office complex<br />

in Poissy, are planning to introduce or<br />

increase the use of employee car-pooling.<br />

• Encouraging innovative actions<br />

The Institut pour la Ville en Mouvement<br />

Created in June 2000, <strong>PSA</strong> Peugeot<br />

Citroën’s Institut pour la Ville en<br />

Mouvement (IVM) is a non-profit<br />

association with a multi-disciplinary<br />

scientific council that develops innovative<br />

social, organizational and technical<br />

programs to improve urban mobility. It<br />

serves as a forum where stakeholders in<br />

urban mobility, such as researchers,<br />

urban planners, jobs associations,<br />

government agencies and companies,<br />

can interact and work in partnership on<br />

practical initiatives.<br />

The IVM is implementing ten projects<br />

focused on three main issues: improving<br />

mobility for people with special needs,<br />

increasing the efficiency and quality of city<br />

travel, and developing an urban mobility<br />

culture and knowledge base.<br />

PROMOTING SOCIAL INTEG<strong>RA</strong>TION<br />

THROUGH MOBILITY<br />

For <strong>PSA</strong> Peugeot Citroën, meeting new<br />

mobility challenges also means helping as<br />

many as people as possible gain access to<br />

mobility to support social integration of<br />

the disadvantaged and a better quality of<br />

life for the disabled. That’s why in France<br />

and abroad, the Group is working with a<br />

number of organizations and associations<br />

dedicated to achieving these two goals.<br />

In 2002, the Group provided mobility<br />

resources to a number of organizations<br />

active in a variety of fields, such as<br />

reintegration programs involving jobs and<br />

driving lessons, social inclusion of street<br />

children and the prevention of juvenile<br />

delinquency, programs to improve the<br />

quality of life of disabled children, and<br />

services for the disabled, elderly and injured.<br />

SUPPORTING PARIS’<br />

EMERGENCY SOCIAL<br />

SERVICES THROUGH<br />

MOBILITY<br />

In 2002, an agreement was signed<br />

with the Paris emergency social<br />

services agency, whereby<br />

<strong>PSA</strong> Peugeot Citroën will gradually<br />

replace the organization’s vehicle<br />

fleet. Medical and social assistance<br />

teams patrol the streets of Paris<br />

every night to bring socially<br />

excluded people to shelter or care.<br />

The Group is a signatory of the<br />

organization’s Patronage Charter<br />

and also sits on its Board of<br />

Directors.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 87


Corporate Citizenship<br />

PROMOTING ACCESS<br />

TO HEALTHCARE IN<br />

PARTNERSHIP WITH THE<br />

PORTO REAL FOUNDATION<br />

IN B<strong>RA</strong>ZIL<br />

The Porto Real production plant in Rio<br />

state supports a foundation that leads<br />

development projects for the poor<br />

districts of the city of Porto Real<br />

(13,000 inhabitants). In particular, the<br />

plant sponsors a medical team that<br />

provides healthcare to 600 families.<br />

This team, whose salaries, equipment<br />

and management costs are borne by<br />

the plant, comprises six doctors,<br />

nurses and social assistants. It<br />

provides medical and nursing care<br />

to the needy, and surveys and tracks<br />

health and social conditions in a city<br />

neighborhood.<br />

CLOSE RELATIONS WITH<br />

NEIGHBORING COMMUNITIES<br />

In addition to initiatives promoting<br />

mobility for all and enhanced road safety,<br />

<strong>PSA</strong> Peugeot Citroën also works closely<br />

with its host communities. Attentive to<br />

their needs, the Group tailors support to<br />

each individual situation, investing in local<br />

development and deploying measures in<br />

favor of jobs for the disadvantaged.<br />

SUPPORTING LOCAL DEVELOPMENT<br />

The Group’s manufacturing plants and<br />

marketing subsidiaries interact with local<br />

stakeholders in the major host regions.<br />

• Meeting an array of needs<br />

These initiatives take the form of<br />

partnerships, as in Brazil with the Porto<br />

Real Foundation, which works in poor<br />

districts of the city, and the Confiar<br />

Foundation, which provides food and<br />

education for children in the city of<br />

Resende. They also include aid for broader<br />

groups of local organizations, as in<br />

Argentina, where the <strong>PSA</strong> Peugeot Citroën<br />

production plant supports a number of<br />

schools and associations through regular<br />

donations of materials. The Vigo plant,<br />

particularly concerned by the oil spill that<br />

followed the sinking of the Prestige off the<br />

Galician coast, provided volunteers with<br />

more than 10,000 protective suits and is<br />

now working with local authorities on<br />

long-term programs.<br />

• Developing technical expertise<br />

Peugeot Citroën also cooperates with the<br />

French Ministry of Education through a<br />

national and international partnership that<br />

involves the Group’s production facilities<br />

and regional marketing departments.<br />

The related programs enable young<br />

people to discover the working world<br />

and to broaden their knowledge, while<br />

teachers can track technological<br />

developments and determine what<br />

training and equipment are best suited<br />

to preparing students for employment.<br />

Since 1999, this partnership has been<br />

extended to other countries, with the<br />

opening of automotive maintenance<br />

training centers in China, Brazil and Mexico<br />

in cooperation with local school systems.<br />

The centers also train teachers, using<br />

equipment and know-how donated by<br />

the Group. Other projects are under study<br />

for 2003.<br />

88<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

In 2002, the partnership between <strong>PSA</strong> Peugeot Citroën and the French Ministry of Education led to<br />

plant visits by more than 16,000 high school and university students and teachers, day-long<br />

seminars and courses for more than 700 inspectors, principals and teachers, training for more than<br />

7,700 students and apprentices, the involvement of 200 Group employees as teachers, donations<br />

of 584 vehicles for training and the hiring of 5,870 graduates under 30.<br />

PROMOTING JOBS FOR THE DISADVANTAGED<br />

The Group’s plants deploy various<br />

initiatives to help the disadvantaged find<br />

jobs, working in partnership with public<br />

organizations and charitable associations.<br />

In addition to subcontracting work to<br />

sheltered workshops or work-based<br />

assistance centers that employ the<br />

handicapped, many plants have<br />

agreements with local, regional and<br />

national employment and integration<br />

agencies to promote the integration of<br />

the disabled, unqualified young people,<br />

and the long-term unemployed (“ANPE,<br />

ASSEDIC, Missions locales, Maisons de<br />

l’emploi, Programme Local pour l’Insertion<br />

et l’Emploi”).<br />

THE GROUP IS A MEMBER OF A NUMBER OF FRENCH ORGANIZATIONS THAT<br />

PROMOTE ENVIRONMENTAL STEWARDSHIP AND MUTUALLY RESPONSIBLE<br />

DEVELOPMENT<br />

• Comité 21: Integrates sustainable development into managerial practices.<br />

• EPE - Entreprises pour l’Environnement: Develops efficient environmental stewardship<br />

processes, engaging companies and promoting their capabilities in this area.<br />

• APPA - Association pour la Prévention de la Pollution Atmosphérique: A scientific and<br />

technical association dedicated to improving the understanding and prevention of air<br />

pollution and its impact on health and the environment.<br />

• CITEPA - Centre Interprofessionnel Technique d’Etudes de la Pollution Atmosphérique:<br />

Provides research, information and consulting on regulatory and technological<br />

developments concerning air pollution.<br />

• IMS - Institut du Mécénat de Solidarité: Supports companies in implementing their<br />

social responsibility strategies.<br />

• Admical: Provides consulting, information and training services to promote corporate<br />

sponsorship.<br />

THE GLOBAL COMPACT<br />

The Global Compact brings companies together with United Nations agencies, international<br />

labor organizations, NGOs and other parties in order to promote nine universal principles<br />

in the areas of human rights, labor standards and the environment.<br />

By embracing the Global Compact, <strong>PSA</strong> Peugeot Citroën has demonstrated its dedication<br />

to ensuring that its present and future actions, in every country where it operates around<br />

the world, contribute to sustainable development, in line with good ethical,<br />

social and environmental practices.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 89


Research and<br />

Development<br />

90<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

MORE ENVIRONMENTALLY-<br />

FRIENDLY DIESEL ENGINES<br />

<strong>PSA</strong> Peugeot Citroën’s research is focused<br />

on optimizing emissions at source, i.e.<br />

during combustion, and on developing<br />

aftertreatment systems.<br />

MORE EFFICIENT COMBUSTION<br />

In conventional diesel combustion, the<br />

injected fuel-air mixture is heterogeneous.<br />

This means that some parts of the mixture<br />

are very rich in fuel, which favors the<br />

formation of particulate matter (eliminated<br />

very efficiently by the Group’s exclusive<br />

particle filter) and other parts contain<br />

higher amounts of hot air, which<br />

encourages the formation of nitrogen<br />

oxides. That’s why <strong>PSA</strong> Peugeot Citroën is<br />

investigating Homogeneous Charge<br />

Compression Ignition (HCCI), a form of<br />

combustion that reduces gross emissions<br />

of particulate matter and NOx by 90%.<br />

With injection quality playing such a critical<br />

role, the Group is working with the world’s<br />

leading original equipment manufacturers<br />

to develop very high-pressure direct<br />

injection technology. When combined with<br />

smaller diameter injector holes, this<br />

pressure, which is much higher than<br />

current levels, delivers finer spray, resulting<br />

in more efficient evaporation and<br />

optimized mixture preparation in the<br />

engine cylinder. Injection pressure in the<br />

new HDI 1.6 and 2.0-liter engines has risen<br />

to 1,600 bar from 1,300 bar in firstgeneration<br />

diesels.<br />

T<strong>RA</strong>PPING AND TREATING NOX<br />

While particle filters sharply reduce emissions<br />

of particulate matter, <strong>PSA</strong> Peugeot Citroën<br />

is exploring a number of avenues for<br />

treating nitrogen oxides, including cold<br />

plasma catalysis, DeNOx catalysis, and<br />

selective catalytic reduction.<br />

Unlike conventional catalysis, cold plasma<br />

catalysis offers effective treatment for<br />

exhaust gases at both high and low<br />

temperatures. This is a significant<br />

advantage, since nitrogen oxide emissions<br />

produced during the low-temperature<br />

ignition phase cannot be treated by<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 91


Research and Development<br />

VEHICLE AERODYNAMICS<br />

Fuel consumption is linked to vehicle weight and air resistance, making lighter, more<br />

aerodynamic vehicles critical to reducing fuel consumption and emissions. In partnership<br />

with Renault and France’s Conservatoire National des Arts et Métiers (CNAM),<br />

<strong>PSA</strong> Peugeot Citroën has installed two automotive aero-acoustic wind tunnels in Saint-<br />

Cyr-l’Ecole in the Paris region to conduct aerodynamic and aero-acoustic tests in the<br />

areas of safety, vehicle noise and CO 2 emission abatement. The €35-million investment,<br />

financed two-thirds by the two carmakers and one-third by the French government,<br />

positions the partnership as the European leader in aero-acoustics for ground vehicles.<br />

The facility is scheduled to open in summer 2003.<br />

conventional catalysis. Bench tests in the<br />

laboratory demonstrated that nitrogen<br />

oxide (NOx) emissions are reduced by more<br />

than 70%.<br />

In DeNOx catalysis, the NOx is trapped by<br />

a catalyst impregnated with NOx–absorbing<br />

compounds during conventional engine<br />

operating phases on a lean fuel mixture.<br />

When the trap is saturated, the NOX is<br />

reduced and returned safely to the<br />

atmosphere in the form of nitrogen by<br />

running the engine for several seconds with<br />

a rich mixture. When used in combination<br />

with certain HDI engines, this catalyst will<br />

further improve conversion rates.<br />

IMPROVED GASOLINE ENGINES<br />

Conventional internal combustion engines<br />

must also continue to improve their<br />

emissions control performance until<br />

alternate technologies are mature enough<br />

to replace them.<br />

MORE FLEXIBLE VALVES FOR LESS CO 2<br />

Improving distribution systems to enhance<br />

the efficiency of spark ignition engines<br />

entails modifications to valve timing, which<br />

at present is permanently set in the factory.<br />

<strong>PSA</strong> Peugeot Citroën is preparing for the<br />

widespread introduction of variable timing<br />

92<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

systems. These systems—known as variable<br />

valve timing (VVT), variable valve lift system<br />

and timing (VVL), or Valvetronic—adjust<br />

the timing and degree of valve opening<br />

instantly to optimize cylinder filling and<br />

increase engine efficiency.<br />

Longer-term, the logical outcome of this<br />

research will be the camless engine, in<br />

which throttle valves will be operated by a<br />

computer-controlled electromagnetic or<br />

electrohydraulic system, instead of a<br />

camshaft. With this technology, the throttle<br />

valve and related pumping losses will be<br />

eliminated, thereby directly reducing fuel<br />

consumption—and with it CO 2 emissions—<br />

by as much as 10% compared with existing<br />

engines.<br />

DIRECT GASOLINE INJECTION FOR<br />

INCREASED FUEL ECONOMY<br />

<strong>PSA</strong> Peugeot Citroën is also conducting<br />

research into direct gasoline engine injection<br />

that, like the camless engine, would<br />

eliminate pumping losses linked to the<br />

throttle valve. Another area of study is<br />

stratified combustion, based on the<br />

observation that a slightly richer air-fuel<br />

mixture is needed for ignition than in other<br />

parts of the combustion chamber. If<br />

differentiated combustion regions can be<br />

created on a sustainable basis, the fuel<br />

mixture could be kept as lean as possible<br />

to minimize fuel consumption. These<br />

technologies could reduce consumption by<br />

around 5%.<br />

HYBRID VEHICLES, AN EMERGING<br />

TECHNOLOGY<br />

To reduce fuel consumption, hybrid vehicles<br />

combine two sources of energy, an internal<br />

combustion engine and an electric motor.<br />

In June 2002, <strong>PSA</strong> Peugeot Citroën and<br />

Electricité de France (EDF) signed a<br />

cooperation agreement to develop electric<br />

and hybrid vehicles and to step up research<br />

into associated technologies. Both partners<br />

place great importance on expanding the<br />

use of environmentally friendly automobiles,<br />

in particular among owners of electric<br />

vehicle fleets, such as public authorities,<br />

communities, and companies.<br />

The main challenge for the future is<br />

batteries, whose size, cost and volume can<br />

all be improved. The next hybrid electrical<br />

applications will be based on nickel-metalhydride<br />

batteries. In the longer term,<br />

though, lithium-ion batteries will overtake<br />

them, since they potentially offer a better<br />

energy/power ratio for equivalent volume<br />

and a lower objective cost, after adjustments<br />

to vehicle architecture.<br />

The Group is taking a pragmatic, prudent<br />

approach to three types of hybrid vehicle:<br />

- Stop and Start vehicles, which cut the<br />

engine whenever the car stops. By<br />

eliminating the idling phase, this solution<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 93


Research and Development<br />

NETWORKED CARS AND THE DOMOBILE<br />

<strong>PSA</strong> Peugeot Citroën has developed new wireless systems that provide access to<br />

emerging telematic services in Europe, such as traffic information and SMS. Their<br />

purpose is to help improve traffic control and safety by enriching dialogue with the<br />

driving environment (road conditions, traffic, traffic conditions, etc.). Services include<br />

visual and voice information to guide drivers using a GPS locator, a CD-ROM with<br />

local maps supported by a navigational computer, etc...<br />

Sustainable mobility also has to integrate the fact that passengers should be able<br />

to surf the Web, read their e-mail, connect their laptop, listen to Internet radio or<br />

watch streaming videos, just like they do at home or in the office. The Group is<br />

working on a new concept responding to this emerging trend. Known as the<br />

Domobile, it is being developed with a constant focus on ensuring that the humanmachine<br />

interface guarantees easy, user-friendly access to these high-tech<br />

applications, without jeopardizing the safety of road users.<br />

lowers fuel consumption and emissions,<br />

and since the engine shuts down only if<br />

a number of criteria are met, it does not<br />

endanger safety or inconvenience the<br />

driver. Another advantage for vehicle<br />

occupants and the surrounding area is<br />

that engine noise is eliminated during<br />

shutdown.<br />

- Mild Hybrids optimize cost effectiveness<br />

with an integrated generator-starter. At a<br />

price that compares favorably with<br />

conventional solutions, the electric system<br />

provides extra power, Stop and Start<br />

capability, and anti-stall protection that<br />

significantly enhances environmental<br />

performance.<br />

- Full Hybrids optimize powertrain output<br />

by electronically managing the electric<br />

and internal combustion engines,<br />

automatically switching from one to the<br />

other depending on which one is more<br />

efficient. <strong>PSA</strong> Peugeot Citroën is developing<br />

such hybrids with a driver-activated zero<br />

emission vehicle (ZEV) option.<br />

FUEL CELLS, A BREAKTHROUGH<br />

TECHNOLOGY<br />

Fuel cells make the introduction of longrange<br />

electric vehicles theoretically<br />

possible. The challenge is to convert the<br />

chemical energy into electricity directly on<br />

board. The Group is exploring a variety of<br />

options for developing an affordable,<br />

reasonably sized onboard fuel cell that can<br />

be used safely. At present, for the same<br />

range, a hydrogen fuel tank is five to ten<br />

times bigger than a gasoline tank.<br />

94<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

THE CAR AND OUR FIVE SENSES<br />

Research is also being conducted on the automobile’s role as a multi-sensory<br />

environment. The most obvious perceptions are visual and tactile, and many<br />

programs are concerned with passenger compartment brightness, textile and plastic<br />

quality, and seat comfortableness. Other projects are working on auditory<br />

perceptions, to harmonize the growing number of electronic sounds and achieve a<br />

better balance between a quiet ride and the information needed for driving. Research<br />

into olfactory perceptions aims to offer personalized fragrances that match the car’s<br />

personality. These and similar programs are moving in the direction of “profiled”<br />

model lines corresponding to each driver’s sense of well-being.<br />

<strong>PSA</strong> Peugeot Citroën is already working on<br />

two specific applications:<br />

- The first is the Taxi PAC demonstrator,<br />

which stores pressurized hydrogen in a<br />

removable Plug and Drive rack. This<br />

corresponds to the fuelling practices of<br />

the target users, drivers of city fleets. Taxi<br />

PAC also operates in range extender<br />

mode, where the hydrogen fuel cell<br />

backs up the battery-driven powertrain.<br />

- The second manufactures hydrogen on<br />

board, on demand, from a sodium<br />

borohydride aqueous solution and a<br />

catalyst. This solution resolves the<br />

problem of storing hydrogen safely and<br />

in sufficient quantities on board a<br />

reasonably sized car. The Peugeot H 2 O<br />

demonstrator, which also operates in<br />

extended range mode, was presented at<br />

the Paris Auto Show in September 2002.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 95


96<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Management’s<br />

discussion<br />

and analysis<br />

98<br />

Consolidated results<br />

108<br />

114<br />

Group financing<br />

Return on capital employed<br />

116<br />

119<br />

Management of operational and<br />

financial risks<br />

First-quarter 2003 sales<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 97


Consolidated results<br />

1. CHANGES IN SCOPE OF CONSOLIDATION<br />

Implementation of the Group’s strategy<br />

led to several changes in the scope of<br />

consolidation in 2002 and 2001. The most<br />

significant in 2002 concerned Dong Feng<br />

Citroën Automobile Company (DCAC),<br />

which was accounted for by the equity<br />

method for the first time. The Group owns<br />

27% of the capital of DCAC, a Chinese<br />

company set up in 1992 to manufacture<br />

and sell Citroën automobiles in the local<br />

market. The decision to account for<br />

DCAC by the equity method was made<br />

following the signature of a series of<br />

agreements between the Group and its<br />

Chinese partner, Dong Feng Motors<br />

(DFM), which owns 31% of DCAC. These<br />

agreements heralded the beginning of a<br />

new phase in the Group’s development<br />

in China. The most important agreements,<br />

which were signed on October 25, 2002<br />

and approved by the Chinese government<br />

on December 11, 2002, provide for the<br />

development of a Peugeot dealer network<br />

alongside the existing Citroën network,<br />

as well as the launch of local production<br />

of six new Peugeot and Citroën models<br />

for the Chinese market between 2002 and<br />

2004. In recognition of this major<br />

extension of its activities, on January 23,<br />

2003, DCAC changed its name to Dong<br />

Feng Peugeot Citroën Automobile (DPCA).<br />

These agreements provide for a change in<br />

DPCA’s ownership structure during 2003<br />

that will give the <strong>PSA</strong> Peugeot Citroën<br />

Group 50% of the capital. The first step in<br />

the process will be for DPCA to carry out a<br />

CNY 1,000 million (€115 million) share<br />

issue, underwritten in the amount of CNY<br />

624 million (€72 million) by the Group<br />

and CNY 376 million (€43 million) by<br />

DFM. This will be followed by the buyout<br />

of the Chinese and French partner<br />

banks, representing an investment of<br />

CNY 1,264 million (€146 million) for the<br />

Group. Lastly, a new management structure<br />

will be set up allowing the <strong>PSA</strong> Peugeot Citroën<br />

Group and DFM to share management<br />

control of DPCA on a 50/50 basis.<br />

In October 2002, the Automobile division<br />

sold the Villers la Montagne aluminium<br />

foundry to the Manzoni Bouchot group.<br />

The transaction supports the Group’s<br />

industrial strategy, which consists of focusing<br />

capital expenditure on developing the vehicle<br />

offering and buying in components from<br />

suppliers who specialize in the operations<br />

concerned and are better equipped to<br />

develop the requisite technical expertise<br />

and reduce unit costs.<br />

In early 2002, Banque <strong>PSA</strong> Finance, the<br />

Group’s Finance division, took over direct<br />

control of retail financing and leasing<br />

operations in the United Kingdom, as well as<br />

the supply of the related services, through<br />

a local branch. Until the end of 2001, these<br />

activities were conducted by a joint subsidiary<br />

of Banque <strong>PSA</strong> Finance and a local partner,<br />

which is continuing to manage the existing<br />

loan and leasing portfolios on a run-off basis.<br />

This change supports Banque <strong>PSA</strong> Finance’s<br />

strategy of proposing services closely aligned<br />

with the marketing strategy of the Peugeot<br />

and Citroën marques. It also reflects the<br />

division’s drive to integrate the management<br />

of these services into operating systems<br />

shared by all the bank’s European subsidiaries<br />

and branches.<br />

During 2001, Faurecia, the Group’s<br />

Automotive Equipment division, acquired<br />

the automobile businesses of Sommer<br />

Allibert, a French designer and manufacturer<br />

of instrument panels, cockpits, door<br />

panels and soundproofing. The transaction,<br />

which is described in detail in the 2001<br />

annual report, represented a total<br />

investment of €1,495 million. The first<br />

step consisted of the acquisition, by<br />

Peugeot S.A., of the entire capital of SIT,<br />

the company that held Sommer Allibert’s<br />

automobile businesses. Peugeot S.A.<br />

subsequently exchanged the SIT shares<br />

for Faurecia shares, raising its interest in<br />

Faurecia to 71.6%. The acquisition has<br />

made Faurecia one of the world’s top<br />

three players in each of its markets, with a<br />

broad customer base. Its direct and indirect<br />

sales to the Automobile division represented<br />

only 25.7% of total sales in 2002.<br />

In May 2001, Gefco, the Group’s<br />

Transportation and Logistics division, sold<br />

its Transauto-Stur subsidiary to the Via<br />

Location group. Transauto-Stur is a road<br />

transportation company with a fleet of<br />

around 900 trucks. The divestment was<br />

in line with Gefco’s strategy of focusing<br />

on high value-added transportation and<br />

logistics services and outsourcing actual<br />

transportation operations.<br />

Detailed information about changes in<br />

the scope of consolidation is provided<br />

in note 3 to the consolidated financial<br />

statements.<br />

2. SALES<br />

2.1. Consolidated sales<br />

Consolidated net sales rose 5.4% to<br />

€54,436 million in 2002. In 2001,<br />

reported sales increased by 16.9% to<br />

€51,663 million from €44,181 million<br />

the previous year, including the contribution<br />

of the Sommer Allibert automobile<br />

business acquired by Faurecia during the<br />

year. Based on a comparable scope of<br />

consolidation, 2001 sales growth came to<br />

11.3%. Also in 2001, the cost of certain<br />

sales incentive programs was recorded as<br />

a deduction from sales, and not under<br />

operating expense as was previously the<br />

case. This change was decided in order to<br />

follow the practice adopted by the other<br />

98<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

major automobile manufacturers worldwide.<br />

Excluding the effect of this change of<br />

presentation and based on a comparable<br />

scope of consolidation, sales rose 13.7%<br />

compared with 2000.<br />

2.2. Sales by business - manufacturing<br />

and sales companies<br />

The contribution of the manufacturing<br />

and sales companies to consolidated sales<br />

breaks down as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Automobile 43,951 41,524 37,436<br />

Transportation and Logistics 2,646 2,643 2,329<br />

Automotive Equipment 9,866 9,611 5,840<br />

Other businesses 1,003 976 983<br />

Inter-company eliminations (4,560) (4,466) (3,610)<br />

Total <strong>PSA</strong> Peugeot Citroën 52,906 50,288 42,978<br />

Automobile division sales totaled €43,951<br />

million, up 5.8% on 2001. Peugeot and<br />

Citroën’s global sales volume expanded by<br />

4.3% to 3,267,500 vehicles and CKD units,<br />

a total in line with the 3.25 million unit target<br />

announced by the Group in February 2002.<br />

In 2001, the division’s sales climbed 10.9%<br />

(13.9% based on comparable presentation<br />

methods), reflecting 11.3% volume growth<br />

to 3,132,800 units.<br />

In Western Europe, a total of 2,557,000<br />

passenger cars and light commercial<br />

vehicles were sold in 2002, compared<br />

with 2,545,500 in 2001. The modest<br />

increase was achieved in a market down<br />

3%, leaning towards the low-end of the<br />

scenarios envisaged by the Group at the<br />

start of 2002 when forecasts ranged from<br />

flat to a 4% decline. The higher volumes<br />

boosted the Group’s market share to<br />

15.5%, from 15% in 2001 and 13.7%<br />

in 2000. This performance consolidated<br />

<strong>PSA</strong> Peugeot Citroën’s position as<br />

Europe’s second largest carmaker and the<br />

number one manufacturer of light<br />

commercial vehicles. Highlights of the year<br />

included the successful launch of the<br />

Citroën C3 and C8, the Peugeot 307 SW,<br />

206 SW and 807, restyled versions of the<br />

Peugeot Partner and Boxer and the<br />

Citroën Berlingo and Jumper. Sales of the<br />

Peugeot 307 increased sharply, and<br />

demand for the Peugeot 206 and the<br />

Citroën Picasso remained strong. Sales of<br />

all the Group’s model ranges were<br />

boosted by the continuing success of the<br />

common rail high-pressure direct injection<br />

(HDI) diesel engine, including the new<br />

1.4-liter turbo-charged version launched<br />

in 2002. Diesel-powered passenger car<br />

sales climbed 9.5%, fueling a further rise<br />

in the Group’s share of this market<br />

segment to 18.9%.<br />

Outside Western Europe, sales of Peugeot<br />

and Citroën cars and CKD units expanded<br />

by 21% to 710,500 units from 587,300<br />

the previous year, building on the 22.5%<br />

gain in 2001. Volumes were higher in all<br />

strategic geographic markets. In Central<br />

and Eastern Europe, including Turkey, sales<br />

rose 24.9% to 168,700 units, delivering<br />

significant market share gains in last year’s<br />

slightly more buoyant market in Poland<br />

and Turkey, as well as in the region as a<br />

whole. In Latin America, Group sales<br />

increased 1.3% to 109,300 units despite<br />

the collapse of the Argentina market and<br />

weaker demand in Brazil. The performance<br />

was led by a 33.7% surge in sales (to 63,700<br />

units) in Brazil, where the Peugeot 206 and<br />

Citroën Picasso have been produced locally<br />

since summer 2001. In China, where the<br />

market soared 53% to 1,098,200 units, the<br />

Group raised its sales volume by 57.3% to<br />

85,500 cars, thanks in particular to the<br />

success of the Citroën Elysée, the launch of<br />

the Citroën Picasso and the first local sales of<br />

Peugeot models. Lastly, sales of CKD units<br />

to Iran for local assembly by Iran Khodro<br />

and Saipa totaled 156,500 units, an increase<br />

of 46.7% on 2001.<br />

Sales by the Transportation and Logistics<br />

business inched up 0.1% to €2,646 million.<br />

Based on a comparable scope of<br />

consolidation, the increase was 0.8%. This<br />

subdued growth, on the back of a strong<br />

14.9% rise in 2001 (excluding Transauto-<br />

Stur which was divested in May 2001),<br />

stemmed in part from the lackluster<br />

economic conditions in Europe. In<br />

addition, Gefco adopted a more selective<br />

approach to managing its customer<br />

portfolio, as part of its ongoing drive<br />

to improve profit margins.<br />

Automotive Equipment sales rose 2.7% to<br />

€9,866millionfrom€9,611million in 2001.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 99


Management’s discussion and analysis<br />

Excluding the effect of changes in<br />

exchange rates and in the price of<br />

precious metals used in the manufacture<br />

of exhaust systems, year-on-year sales<br />

growth came to 9.3%. This performance,<br />

achieved in a year when automobile<br />

production in Europe contracted by an<br />

estimated 2%, reflected a further increase<br />

in Faurecia’s penetration rate among its<br />

main customers and the success of<br />

automobile models equipped with<br />

Faurecia products. It built on a 64.6%<br />

rise in sales in 2001, including the<br />

contribution of the Sommer Allibert<br />

automobile business from January 2001,<br />

and a 14.5% increase in comparable sales.<br />

2.3. Finance company revenues<br />

In 2002, new retail financing was<br />

provided for 803,500 Peugeot and Citroën<br />

vehicles, compared with 801,100 vehicles<br />

the previous year. New vehicle retail<br />

financing edged up 0.5% to 622,800 units,<br />

slightly exceeding the rate of growth in<br />

Group registrations in Europe where<br />

Banque <strong>PSA</strong> Finance carries out the bulk<br />

of its lending activities. The finance<br />

companies provided financing for 25.3%<br />

of the Peugeot and Citroën vehicles sold<br />

during the year, the same penetration rate<br />

as in 2001. The volume of used vehicle<br />

financing granted during the year<br />

declined 0.4% to 180,700 units, reflecting<br />

the finance companies’ selective approach<br />

designed to preserve the low risk profile<br />

of the loan portfolio.<br />

In 2001, new retail financing was provided<br />

for 801,100 vehicles, an increase of 13.9%<br />

on the previous year. Financing volumes<br />

rose 17.7% for new vehicles and 2.6% for<br />

used vehicles.<br />

As of December 31, 2002, outstanding<br />

loans stood at €18,687 million, including<br />

securitized loans which have been removed<br />

from Banque <strong>PSA</strong> Finance’s balance sheet.<br />

In June 2001, Crédipar, the Bank’s French<br />

subsidiary, sold €1,000 million worth of<br />

automobile loans to a special purpose<br />

entity which in turn issued asset-backed<br />

securities to international institutional<br />

investors. The asset pool has been kept at<br />

this level since June 2001, through the<br />

sale of new automobile loans to replace<br />

the original loans when they reach<br />

maturity. In July 2002, Crédipar and<br />

Banque <strong>PSA</strong> Finance’s spanish branch sold<br />

€1,500 million worth of automobile loans<br />

to the special purpose entity. The asset<br />

pool is regularly topped up in the same<br />

way as for the first securitization. As<br />

a result of these top-up sales, as of<br />

December 31, 2002, automobile loans<br />

totaling €2,500 million were securitized.<br />

These securitization operations form part<br />

of the financing strategy of the Group and<br />

Banque <strong>PSA</strong> Finance (see Group Financing,<br />

1. Financing strategy).<br />

Outstanding loans, including securitized<br />

loans, at December 31, 2002 were 8.6%<br />

above the year-earlier total of €17,215<br />

million, which in turn was 17.3% above<br />

the year-end 2000 figure. As shown in the<br />

following table, growth over the threeyear<br />

period was primarily driven by strong<br />

sales of retail and lease financing.<br />

(in millions of euros) Dec. 31, 2002 Dec. 31, 2001 Dec. 31, 2000<br />

Outstanding loans, including securitized loans<br />

- Retail and lease financing 13,878 12,863 10,857<br />

- Wholesale financing 4,809 4,352 3,822<br />

Total Banque <strong>PSA</strong> Finance 18,687 17,215 14,679<br />

After deducting automobile loans sold under the two securitization programs described above, year-on-year increases were as follows:<br />

(in millions of euros) Dec. 31, 2002 Dec. 31, 2001 Dec. 31, 2000<br />

Outstanding loans, excluding securitized loans<br />

- Retail and lease financing 11,378 11,863 10,857<br />

- Wholesale financing 4,809 4,352 3,822<br />

Total Banque <strong>PSA</strong> Finance 16,187 16,215 14,679<br />

Financing revenues from loans carried<br />

on Banque <strong>PSA</strong> Finance’s balance sheet<br />

correspond to gross interest income on<br />

the loans. For the securitized loans<br />

removed from the balance sheet,<br />

financing revenues correspond to<br />

revenues on the Bank’s retained interest,<br />

i.e. interest income net of financing costs<br />

and credit losses. Total financing<br />

revenues also include interest earned on<br />

the permanent cash reserves carried in<br />

Banque <strong>PSA</strong> Finance’s balance sheet as<br />

part of the financing strategy described<br />

below (see Group Financing, 1. Financing<br />

strategy).<br />

100<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

Total financing revenues break down as follows:<br />

(in millions of euros) 2002 2001 2000<br />

From third parties 1,530 1,375 1,203<br />

Intercompany 170 212 184<br />

Total Banque <strong>PSA</strong> Finance 1,700 1,587 1,387<br />

Revenues climbed 7.1% in 2002, after rising<br />

14.4% in 2001. These strong rates of<br />

growth were directly attributable to<br />

expansion of the loan portfolio and rapidly<br />

growing revenues from sales of maintenance,<br />

insurance and other financing-related<br />

services. Revenues from these services<br />

climbed 13% in 2002 to €111 million,<br />

building on a 19% gain in 2001.<br />

3. OPE<strong>RA</strong>TING MARGIN<br />

The Group’s business and earnings targets<br />

for 2002 were set in February 2002 based<br />

on two possible scenarios for the European<br />

automobile market – flat or a 2-4% decline<br />

compared with 2001. Assuming a flat<br />

market, the Group set as its target an<br />

operating margin of €2,900 million,<br />

including a 5% margin for the Automobile<br />

Division. Assuming a 2-4% decline, the<br />

targets were set at €2,800 million and<br />

4.8% respectively. Although the European<br />

automobile market contracted by 3% -<br />

corresponding to the second scenario –<br />

the Group succeeded in achieving the<br />

targets set under the first, more optimistic<br />

scenario. Total operating margin came in<br />

at €2,913 million, while the Automobile<br />

Division margin represented 5% of sales.<br />

Operating Margin<br />

Consolidated operating margin increased by<br />

9.8% in 2002 compared with the 2001 total<br />

of €2,652 million, which in turn was up<br />

25% on the 2000 figure of €2,121 million.<br />

Over the three-year period, the margin rate<br />

climbed from 4.8% of sales in 2000 to 5.1%<br />

in 2001 and 5.4% in 2002. The consolidation<br />

of the Sommer Allibert automobile business<br />

acquired by Faurecia added €134 million<br />

to 2001 operating margin.<br />

(in millions of euros – as % of sales)<br />

3.1. Operating margin by businesses - manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

Automobile 2,183 1,992 1,579<br />

Transportation and Logistics 134 119 100<br />

Automotive Equipment 251 262 176<br />

Other businesses 26 31 2<br />

Total 2,594 2,404 1,857<br />

Automobile Division operating margin<br />

stood at €2,183 million, representing 5%<br />

of sales, versus €1,992 million (4.8% of<br />

sales) in 2001 and €1,579 million (4.2%<br />

of sales) in 2000. The increase between<br />

2001 and 2002 was 9.6%.<br />

The main factors underlying the growth<br />

in operating margin in 2002 are as follows:<br />

- higher unit sales, a shift in the sales mix<br />

following the launch of new models and<br />

a shift in the geographic mix had a net<br />

positive impact of €73 million. Volume<br />

growth excluding the effect of mix changes<br />

contributed €268 million to the increase,<br />

while higher margins on the new models<br />

launched in 2001 and 2002 improved the<br />

product mix, adding €54 million. These<br />

gains were partly offset, however, by the<br />

€249 million negative impact of changes<br />

in the geographic mix, resulting from the<br />

contraction of the European market and<br />

lower margins in Brazil.<br />

-the price effect had a positive impact<br />

of €29 million, reversing the traditional<br />

trend towards lower prices that trimmed<br />

€201 million from operating margin in<br />

2001 and €445 million in 2000.<br />

The favorable price impact testifies to<br />

the benefits of the Group’s strategic<br />

commitment to innovation and to<br />

extending and rapidly renewing the model<br />

line-up, as well as to the success of the<br />

two marques’ vehicles. Sales growth and<br />

market share gains were achieved without<br />

resorting to excessive sales incentives and<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 101


Management’s discussion and analysis<br />

prices were successfully adjusted in most<br />

of its markets. These adjustments more<br />

than offset the cost of extending the<br />

standard warranty period from one to<br />

two years in most Western European<br />

countries, between the end of 2001 and<br />

the beginning of 2002;<br />

- production cost savings totaled €773<br />

million, including some €106 million<br />

attributable to lower raw materials prices.<br />

This further demonstrated the Group’s<br />

ability to steadily reduce production<br />

costs, excluding raw materials, by around<br />

an aggregate €600 million a year;<br />

- changes in exchange rates had a negative<br />

impact of €71 million, mainly attributable<br />

to the British pound and the Polish zloty;<br />

- increases in employee compensation had<br />

an estimated impact of €236 million,<br />

including a €19 million rise in statutory<br />

profit-sharing and incentive bonus<br />

programs. In all, €232 million was<br />

granted to Automobile Division employees<br />

under these two programs in 2002<br />

(€249 million for the Group as a whole);<br />

- higher research and development<br />

spending had a €170 million impact;<br />

- capital spending-related increases in<br />

depreciation expense and operating costs<br />

reduced operating margin by €130 million;<br />

- lastly, a €43 million charge was recorded<br />

in connection with the new European<br />

regulations governing end-of-life vehicles,<br />

primarily related to vehicles in the<br />

Netherlands.<br />

Operating margin in the Transport and<br />

Logistics business amounted to €134 million,<br />

representing 5.1% of sales, versus<br />

€119 million (4.5% of sales) in 2001 and<br />

€100 million (4.3% of sales) in 2000.<br />

The 12.6% increase in 2002 – achieved in<br />

a period of economic weakness and<br />

subdued sales growth – was attributable to<br />

the increased proportion of sales generated<br />

by higher value-added services (logistics,<br />

warehousing and car preparation services)<br />

coupled with ongoing productivity gains.<br />

Automotive Equipment operating margin<br />

came to €251 million after eliminating<br />

transactions with the Automobile Division<br />

or €256 million including these transactions,<br />

representing 2.6% of sales. The comparative<br />

figures for 2001 and 2000 were respectively<br />

€260 million (2.7% of sales) and €182<br />

million (3.1% of sales).<br />

The change in operating margin in 2002<br />

reflects the net impact of the following<br />

developments:<br />

- strong growth in sales (up 7.8% excluding<br />

catalytic converters), with all businesses<br />

except exhaust systems contributing to<br />

the increase;<br />

- sustained productivity gains achieved<br />

under the 10/10 Plan, as well as through<br />

the redeployment of manufacturing<br />

resources and the implementation of a<br />

new purchasing plan;<br />

- the initial benefits of the new program<br />

management system (PMS);<br />

- significantly lower margins compared with<br />

earlier generations under programs that<br />

went into production between 2000 and<br />

2002 and accounted for 50% of 2002<br />

sales; a limited number of these programs<br />

are currently generating negative margins;<br />

- high production start-up costs, due in part<br />

to the large number of launches in 2002<br />

but also performance levels that still fall<br />

short of expectations;<br />

- tight control over research and<br />

development costs, which, excluding<br />

costs billed to customers, declined<br />

16.1% to €215 million in 2002;<br />

- an increase in administrative and selling<br />

expenses, to the equivalent of 2.9% of<br />

sales versus 2.6% the previous year, in<br />

order to enhance the management<br />

resources needed to cope with Faurecia’s<br />

increased size.<br />

3.2. Research and development costs -<br />

manufacturing and sales companies<br />

R&D costs totaled €1,865 million<br />

versus €1,733 million in 2001. Spending<br />

increased by 7.6% in 2002 and 6.6%<br />

in 2001.<br />

Automobile Division R&D spending came<br />

to €1,631 million, an increase of 11.6%<br />

compared with 5.3% in 2001. Controlled<br />

growth in these costs, which currently<br />

increase at roughly the same rate as sales,<br />

is attributable to the platform strategy,<br />

which has been applied to all new vehicle<br />

development since 2001. That was when<br />

the three platforms that serve as the basis<br />

for the majority of the Group’s vehicles<br />

became fully available, leading to a<br />

significant decrease in the R&D costs of<br />

vehicles to be launched.<br />

The strategy of cooperation with other<br />

carmakers is also delivering increasing<br />

benefits in terms of R&D costs. This strategy<br />

allows the Group to share development<br />

and process engineering costs with its<br />

partners on a 50/50 basis for new<br />

mechanical components (Ford, BMW,<br />

Renault) or platforms (Fiat, Toyota). In<br />

2002, R&D costs shared with partners<br />

totalled €428 million.<br />

Automobile Division R&D spending for<br />

2002 represented 3.7% of division sales.<br />

Including development costs related to<br />

existing models, covering new versions,<br />

new engine offers and restyles, the total<br />

was €2,019 million, corresponding to<br />

4.6% of sales. These latter costs are<br />

included in cost of sales, rather than R&D<br />

costs, in order to present production costs<br />

more fairly and measure sales margins<br />

more accurately. The current contained<br />

growth in R&D spending means that both<br />

percentages are close to those for 2001<br />

(3.5% and 4.5% respectively).<br />

102<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

Automotive Equipment R&D spending<br />

totaled €616 million in 2002, representing<br />

6.2% of sales. Excluding costs invoiced<br />

to customers, the net amount was<br />

€215 million, representing 2.2% of sales.<br />

Net R&D spending was down by 16.1%<br />

on the 2001 figure of €255 million,<br />

corresponding to 2.7% of the division’s sales.<br />

3.3. Operating margin - finance<br />

companies<br />

The finance companies’ operating margin<br />

rose sharply in 2002 to €319 million,<br />

marking the end of three years of flat<br />

margins with €248 million in 2001,<br />

€264 million in 2000 and €242 million<br />

in 1999. Profitability was weakened in<br />

2001 by the lower margins on new<br />

contracts booked in 2000 and early 2001,<br />

caused by the higher refinancing rates<br />

that could not be fully passed on to<br />

customers due to the stiff competition in<br />

the European consumer loans market.<br />

Lending margins improved rapidly in<br />

2002, adding €35 million to operating<br />

margin, while outstanding loans continued<br />

to increase, adding a further €59 million.<br />

Credit losses were reduced to 0.40% of<br />

outstanding loans before securitizations<br />

from 0.43% the previous year, representing<br />

a low rate compared with the industry as<br />

a whole and increasing operating margin<br />

by €8 million. Overheads rose by €32.5<br />

million, including €23.8 million attributable<br />

to a change in the allocation of headquarters<br />

expenses within the Group, and €8.7 million<br />

corresponding to a 3.2% increase in costs<br />

on a comparable allocation basis. This rate<br />

of growth, which was significantly less than<br />

the increase in outstanding loans, reflects<br />

the initial benefits of the restructuring plan<br />

that will gradually lead to the creation of an<br />

integrated organization across Europe.<br />

Operating margin also improved significantly<br />

as a percentage of outstanding loans, rising<br />

to 1.8% versus 1.6% in 2001 and coming<br />

close to the 1.9% achieved in 2000.<br />

3.4. Personnel costs<br />

Personnel costs break down as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Automobile 5,569 5,339 5,031<br />

Transportation and Logistics 290 276 256<br />

Automotive Equipment 1,877 1,745 1,111<br />

Other businesses 184 178 177<br />

Total manufacturing and sales companies 7,920 7,538 6,575<br />

Finance companies 115 111 105<br />

Total <strong>PSA</strong> Peugeot Citroën 8,035 7,649 6,680<br />

Personnel costs rose by 5% in 2002, after<br />

increasing 14.5% the previous year.<br />

Excluding the €593 million in personnel<br />

costs of Sommer Allibert, which was<br />

consolidated for the first time in 2001,<br />

the increase compared with 2000 would<br />

have been 5.6%. These rises reflect higher<br />

employee compensation (see 3.1 above)<br />

and growth in employee numbers.<br />

Employee numbers at December 31,<br />

2002, 2001 and 2000 were as follows:<br />

2002 2001 2000<br />

Automobile 133,300 129,700 127,600<br />

Transportation and Logistics 8,000 7,700 7,500<br />

Automotive Equipment 52,200 49,700 31,900<br />

Other businesses 2,900 3,300 3,400<br />

Total manufacturing and sales companies 196,400 190,400 170,400<br />

Finance companies 2,200 2,100 2,000<br />

Total <strong>PSA</strong> Peugeot Citroën 198,600 192,500 172,400<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 103


Management’s discussion and analysis<br />

Employee numbers at December 31, 2001<br />

include the employees of Sommer Allibert<br />

for the first time (18,700 people).<br />

As of the same date, 747,329 convertible<br />

bonds were outstanding, representing<br />

4,483,974 potential shares.<br />

used in prior years and the effect of discounting<br />

the reserves set up in 1999 when the initial<br />

agreements were signed.<br />

4. NET INCOME<br />

Net income for the year came to €1,690<br />

million, unchanged compared with<br />

€1,691 million in 2001 and up by 28.9%<br />

on the 2000 figure of €1,312 million. Net<br />

margin stood at 3.1% of sales, versus<br />

3.3% in 2001 and 3.0% in 2000. Net<br />

income for 2001 included a non-recurring<br />

after-tax gain of €139 million (representing<br />

0.3% of sales) on the sale of a real estate<br />

complex just outside Paris.<br />

Earnings per share for 2002 stood at<br />

€6.65 compared with €6.42 in 2001 and<br />

€5.02 in 2000, representing increases of<br />

3.6% in 2002 and 27.9% in 2001. There<br />

were no dilutive instruments outstanding<br />

in 2002 and diluted earnings per share<br />

would therefore also amount to €6.65,<br />

versus €6.40 in 2001 and €4.84 in 2000,<br />

representing increases of 3.9% and 32.2%<br />

respectively.<br />

During 2002, the Group bought back<br />

12,231,442 Peugeot S.A. shares (net of<br />

shares sold during the year) at an average<br />

price of €45.42 per share. The transactions<br />

were carried out under the stockholder<br />

authorization given at the General Meeting<br />

of May 16, 2001 and May 15, 2002. As of<br />

December 31, 2002, the capital stock of<br />

Peugeot S.A. was made up of 259,109,146<br />

shares of common stock, unchanged from<br />

year-end 2001. Of the total, 15,208,709<br />

shares were held in portfolio. As of<br />

December 31, 2001, the Company held<br />

2,994,287 shares in treasury stock. As of<br />

December 31, 2000, capital stock was<br />

made up of 278,223,630 shares of<br />

common stock with a par value of €1, of<br />

which 16,044,378 were held in portfolio.<br />

The average number of shares outstanding<br />

during the year (excluding treasury stock)<br />

used to compute earnings per share was<br />

254,201,332 shares in 2002,263,357,148<br />

shares in 2001 and 261,283,962 in 2000.<br />

4.1. Early-termination plan costs -<br />

manufacturing and sales companies<br />

Income for 2002 is stated net of a €158 million<br />

charge related to the early-termination plan<br />

for older employees of the Automobile Division<br />

and Automotive Equipment companies in<br />

France. The charge includes the additional<br />

future costs arising from the broadening of<br />

eligibility criteria under the Automobile Division<br />

plan, which is based on a corporate agreement<br />

dated March 4, 1999, an industry-wide<br />

agreement signed on July 26, 1999 and French<br />

government decree no. 2000-105 dated<br />

February 9, 2000. The <strong>PSA</strong> Peugeot Citroën<br />

Group initially decided to implement the<br />

measures provided for in these agreements<br />

through February 2005 for front-line workers<br />

in the Automobile Division aged 57 and over,<br />

and through to the end of 2002 for technical<br />

and plant supervisory staff aged 58 as well as<br />

for disabled employees aged 55 and over. The<br />

plan has now been extended, allowing<br />

technical and plant supervisory staff to benefit<br />

from the measures until February 2005. In<br />

addition, front-line workers at the Sochaux<br />

plant will be entitled to benefit from the<br />

measures as from the age of 56. The aim of<br />

plan is to speed up the pace of improvement<br />

in manufacturing efficiency within the<br />

Automobile Division while maintaining jobs in<br />

a time of steady business growth. There will<br />

be no further extensions of the measures. The<br />

reserve booked to cover the cost of the revised<br />

plan amounts to €123 million. In addition,<br />

existing reserves have been increased to take<br />

account of adjustments to the assumptions<br />

In 2001, a €31 million charge was recorded,<br />

including a discounting adjustment and<br />

a €22 million reserve set aside following<br />

the extension of the plan to Faurecia<br />

employees. In 2000, the discounting<br />

adjustment represented a €32 million credit.<br />

As of December 31, 2002, total earlytermination<br />

plan reserves carried on the<br />

balance sheet amounted to €486 million,<br />

including €470 million for the Automobile<br />

division and €16million for the Automotive<br />

Equipment division. Including Faurecia,<br />

by February 2005 a total of 13,978 employees<br />

are expected to have left the Group.<br />

4.2. Restructuring costs - manufacturing<br />

and sales companies<br />

In 2002, restructuring costs amounted to<br />

€124 million. Faurecia incurred costs of<br />

€74 million in connection with the<br />

second phase of the plan to enhance<br />

manufacturing efficiency, mainly at the<br />

Sonta plant in Germany and within the<br />

Exhaust Systems Division in France. Costs<br />

associated with the plan launched in<br />

January 2002 to adapt Automobile Division<br />

operations in Argentina to current local<br />

economic conditions amounted to<br />

€9 million. The plan led to the elimination<br />

of 588 jobs, reducing the number of<br />

employees to 1,564 at year-end 2002.<br />

Group operations are now compatible<br />

with the level of local automobile demand<br />

observed since the end of 2001. Lastly,<br />

the downsizing plan was completed at<br />

the Automobile Division’s Villaverde plant<br />

in Spain, representing costs of €30 million.<br />

In 2001, restructuring costs amounted to<br />

€115 million. The main costs concerned<br />

the initial series of capacity reduction<br />

104<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

measures at certain Faurecia plants,<br />

including the closure of the Toledo plant<br />

in the United States, the Sassenburg plant<br />

in Germany, the Senones and Crevin plants<br />

in France and the Roermond plant in the<br />

Netherlands; initial downsizing measures<br />

in Argentina, implemented in May 2001,<br />

and a downsizing plan at the Automobile<br />

division’s Villaverde plant in Spain.<br />

Restructuring costs for 2000 amounted<br />

to €41 million and concerned the closure<br />

of three Faurecia plants at Nogent-sur-<br />

Seine, Tredegar and Northampton.<br />

4.3. Net interest expense - manufacturing<br />

and sales companies<br />

In 2002, the Group had net interest<br />

expense of €25 million, compared with<br />

net interest expense of €48 million in 2001<br />

and net interest income of €86 million in<br />

2000. The sharp reduction in interest<br />

expense in 2002 stems from the use of<br />

the substantial free cash flow generated by<br />

the manufacturing and sales companies<br />

to pay off debt. Following the acquisition<br />

by Faurecia of Sommer Allibert’s automobile<br />

business, the manufacturing and sales<br />

companies had net debt of €102 million<br />

as of June 30, 2001 and €511 million as of<br />

December 31, 2001. By June 30, 2002, the<br />

situation had been reversed and the<br />

manufacturing and sales companies had<br />

net cash reserves of €362 million, rising to<br />

€594 million at the year-end. The industrial<br />

and financial restructuring measures taken<br />

in Argentina at the end of 2001 and in<br />

early 2002 enabled Peugeot Citroën<br />

Argentina to pay off its debt, which had<br />

become very expensive in the second half<br />

of 2001 due to the extremely high local<br />

interest rates.<br />

Interest expense increased in 2001<br />

compared with 2000 primarily due to the<br />

cost of financing Faurecia’s acquisition of<br />

Sommer Allibert’s automobile business.<br />

In addition, the cost of financing the<br />

Automobile division’s operations in<br />

Argentina and Brazil rose by €53 million.<br />

In Brazil, the higher interest costs were<br />

due to the investment in the new Porto<br />

Real plant, 50% of which was financed<br />

by borrowings in real. In Argentina, the<br />

increase was due to soaring interest rates<br />

in the second half of the year. Lastly,<br />

significantly lower money market rates in<br />

euros in the second half of 2001 led to a<br />

drop in interest income from the investment<br />

of the surplus cash generated by the<br />

Automobile Division in Europe.<br />

4.4. Other income and expense<br />

Other income and expense represented<br />

income of €19 million in 2002, versus<br />

€189 million in 2001 and €18 million<br />

in 2000. These amounts break down as<br />

follows:<br />

(in millions of euros) 2002 2001 2000<br />

Manufacturing and sales companies 22 193 21<br />

Finance companies (3) (4) (3)<br />

Total <strong>PSA</strong> Peugeot Citroën 19 189 18<br />

The net amount for 2002 includes a €101<br />

million charge to cover the impact of<br />

decisions concerning supplementary<br />

pension benefits for employees in France<br />

other than in the Automotive Equipment<br />

division. Details of these decisions are<br />

provided below (see Group Financing 5.<br />

Supplementary pension and other postretirement<br />

benefits). The charge results<br />

from the decision that employees covered<br />

by the defined benefit plan would cease<br />

earning benefit entitlements under the<br />

plan effective from June 30, 2002 except<br />

for employees aged over 59. It corresponds<br />

to the immediate recognition of the<br />

portion of pension obligations previously<br />

included in deferred items and amortized<br />

over the remaining service lives of the<br />

employees concerned, together with the<br />

related income tax and payroll tax effects.<br />

Other income and expenses also include a<br />

€89 million gain on sales of marketable<br />

securities.<br />

Income for 2001 corresponds mainly<br />

to the €228 million pre-tax gain realized<br />

on the sale of a real estate complex in the<br />

Paris area that was surplus to the Group’s<br />

requirements. In additional, €27 million<br />

were released from the reserve for<br />

redemption premiums on the 1994<br />

convertible debenture issue, following<br />

conversion at maturity of 722,586<br />

debentures into Peugeot S.A. shares,<br />

during the first quarter of 2001. This<br />

income was partly offset by a €14 million<br />

loss on the divestment of Transauto-Stur<br />

by Gefco.<br />

In 2000, the Group realized €95 million<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 105


Management’s discussion and analysis<br />

worth of gains on the sale of marketable<br />

securities. These gains were partly offset by<br />

a €104 million loss on the buyback of<br />

2,380,632 convertible debentures issued<br />

in 1994. After taking into account the<br />

reversal of reserves for debenture redemption<br />

premiums, the net loss was €104 million.<br />

4.5. Incomes taxes on income of fullyconsolidated<br />

companies<br />

Income taxes on income of fully-consolidated<br />

companies are presented by combining<br />

the tax due by both the manufacturing<br />

and sales companies and the finance<br />

companies. The reason for this is that the<br />

tax group set up in application of French<br />

group relief rules comprises companies<br />

from all of the Group’s businesses in France,<br />

i.e. the Automobile Division, Finance,<br />

Transportation and Logistics and “Other”<br />

businesses. The tax charge breaks down<br />

as follows:<br />

Income taxes on income of fully-consolidated<br />

companies amounted to €777 million,<br />

representing 29.6% of pre-tax income of<br />

€2,625 million. In 2001, the tax charge<br />

was €835 million representing 31.5% of<br />

pre-tax income of fully-consolidated<br />

companies of €2,647 million. The lower<br />

effective rate of tax in 2002 reflects the<br />

reduction in the French statutory tax rate<br />

and an increase in income taxed at<br />

reduced rates relative to total taxable income.<br />

Income taxes in 2000 amounted to<br />

€713 million, representing 32.2% of pretax<br />

income of fully-consolidated companies<br />

of €2,216 million.<br />

4.6. Net earnings of companies at equity<br />

In 2002, net earnings of companies at<br />

equity came to €22 million, versus<br />

€9 million in 2001 and €19 million in<br />

2000. Companies at equity primarily consist<br />

of entities set up to manage cooperation<br />

agreements between <strong>PSA</strong> Peugeot Citroën<br />

and other carmakers. These include the joint<br />

venture with Renault for the manufacture<br />

of engines and transmissions, and with Fiat<br />

for the manufacture of light commercial<br />

vehicles and multi-purpose vehicles. The<br />

2002 figure also includes Toyota Peugeot<br />

Citroën Automobiles (TPCA). This project is<br />

still in the start-up phase and the impact on<br />

Group earnings for 2002 was not material.<br />

The joint venture has been set up to<br />

manufacture entry-level Toyota, Peugeot and<br />

Citroën vehicles based on a common platform.<br />

Production is scheduled to begin in 2005.<br />

The Chinese joint venture, DCAC, was also<br />

accounted for by the equity method for the<br />

first time in 2002, based on the Group’s 27%<br />

interest. DCAC contributed €10 million to<br />

Group income for the year. In order to ensure<br />

that accounting data restated in accordance<br />

(in millions of euros) 2002 2001 2000<br />

Manufacturing and sales companies 666 750 601<br />

Finance companies 111 85 112<br />

Total <strong>PSA</strong> Peugeot Citroën 777 835 713<br />

with Group accounting policies are reliable,<br />

DCAC is accounted for by the equity method<br />

based on accounts closed at September 30.<br />

The company’s contribution to 2002 income<br />

therefore corresponds to its results for the<br />

period October 2001 to September 2002.<br />

Sales for this period totaled €976 million, an<br />

increase of 30% on the previous twelve<br />

month period. Operating margin came to<br />

€119 million, representing 12.2% of sales.<br />

This high margin rate is attributable to last<br />

year’s strong business growth, the success of<br />

the models sold by DCAC in the local market<br />

and the reduction in the joint venture’s<br />

production costs. DCAC incurred interest<br />

expense of €42 million and net exchange<br />

losses of €7 million. After deducting income<br />

tax of €32 million, the company’s net income<br />

for the period came to €38 million.<br />

In the last three months of calendar 2002,<br />

DCAC enjoyed a further rise in sales.<br />

Selling prices remained stable, driving a<br />

further improvement in operating margin.<br />

106<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

4.7. Amortization of goodwill<br />

Amortization of goodwill amounted to<br />

€163 million in 2002 versus €140 million<br />

in 2001 and €199 million in 2000. In the<br />

Finance division, goodwill amortization<br />

concerning Crédipar amounted to €5 million<br />

in 2002. Goodwill amortization in the<br />

Automotive Equipment business included<br />

€42 million related to Bertrand Faure,<br />

€11 million concerning Faurecia Exhaust<br />

Systems and €69 million concerning the<br />

Sommer Allibert automobile business. In<br />

all of these cases, amortization is calculated<br />

over 20 years. The 2002 total also includes<br />

€34 million corresponding to annual<br />

amortization and an impairment loss<br />

recorded to write off the entire amount<br />

of goodwill recognized at the end of 2001<br />

following the buyout of the Rio de Janeiro<br />

state government’s minority stake in<br />

Peugeot Citroën do Brasil in connection<br />

with the renegotiation of the Group’s<br />

agreements with the state government.<br />

The impairment loss was recorded following<br />

an analysis showing that, following the<br />

drop in value of the Brazilian currency in<br />

2002, the future cash flow expected to<br />

be generated by the automobile business<br />

in Brazil would not be sufficient to<br />

guarantee recovery of the value of the<br />

goodwill. A series of measures is underway<br />

to restore the profitability of the Brazilian<br />

operation, including by significantly<br />

increasing local vehicle content.<br />

The Group also compared the book value<br />

of goodwill for the main companies<br />

acquired with the estimated future cash<br />

flow from the businesses concerned.<br />

Based on the assumptions used to<br />

perform this analysis, in each case the<br />

comparison showed that future cash<br />

flows would be sufficient to permit the<br />

recovery of the goodwill. Consequently,<br />

these amounts of goodwill are being<br />

amortized on a straight-line basis over<br />

20 years in the normal way.<br />

The 2001 charge corresponds to the<br />

amortization of goodwill on Crédipar<br />

(€5 million), Peugeot Citroën Argentina<br />

(€21 million including recognition of an<br />

impairment loss to write off the unamortized<br />

balance), Bertrand Faure (€43 million),<br />

Faurecia Exhaust Systems (€12 million)<br />

and Sommer Allibert (€52 million,<br />

prorated from the date of acquisition to<br />

the year-end). The 2000 charge corresponds<br />

to the amortization of goodwill on<br />

Crédipar (€5 million), Bertrand Faure<br />

(€42 million), Faurecia Exhaust Systems<br />

(€12 million) and Peugeot Citroën<br />

Argentina (€138 million including<br />

recognition of an initial impairment loss<br />

due to the economic outlook in Argentina).<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 107


Group financing<br />

1. FINANCING ST<strong>RA</strong>TEGY<br />

The <strong>PSA</strong> Peugeot Citroën Group comprises<br />

both manufacturing and sales companies<br />

and finance companies, whose financial<br />

characteristics are very different. They<br />

therefore require the use of specific, yet<br />

strategically coordinated financing strategies.<br />

The Group’s financing strategy for the<br />

manufacturing and sales companies<br />

focuses on consistently generating<br />

sufficient cash flow from operating<br />

activities to finance the capital spending<br />

required to support the development of<br />

these businesses and to achieve worldclass<br />

manufacturing efficiency. The<br />

businesses also need to generate sufficient<br />

free cash flow to finance dividend growth,<br />

steadily improve the companies’ net<br />

financial position and fund the Group’s<br />

share buyback policy.<br />

In addition to a net cash position, the<br />

strategy is designed to provide the<br />

manufacturing and sales companies with<br />

substantial cash reserves to overcome any<br />

difficulties that may come their way. To<br />

this end, the Group raises long-term<br />

borrowings, whenever this can be done<br />

on attractive terms, either on the financial<br />

markets or from national or supranational<br />

lending institutions dedicated to financing<br />

investments of the type made by the<br />

Group. Faurecia also has specific financing<br />

obtained primarily to pay for the<br />

acquisitions made in recent years. Reflecting<br />

this strategy, as of December 31, 2002,<br />

the manufacturing and sales companies<br />

had cash and cash equivalents, net of<br />

bank overdrafts, totaling €3,887 million.<br />

To top up these cash reserves as needed,<br />

Peugeot S.A. also has unused confirmed<br />

lines of credit, which are regularly<br />

renewed and are available for use by all<br />

Group companies. These lines amounted<br />

to €2,400 million as of December 31,<br />

2002. Faurecia has additional sources of<br />

financing, in the form of €1,545 million<br />

worth of confirmed lines of credit, of<br />

which only €605 million had been<br />

drawn down at end-2002.<br />

Banque <strong>PSA</strong> Finance’s strategy is also<br />

designed to ensure that the bank has<br />

sufficient financial resources to pursue its<br />

business in all circumstances, whatever the<br />

conditions on the financial markets. These<br />

resources consist primarily of liquidity<br />

reserves representing at all times more<br />

than €2 billion, to cover the bank’s shortterm<br />

liquidity risk. As of December 31,<br />

2002, these reserves stood at €2,936<br />

million. Financing strategies also focus on<br />

ensuring that retail loans and the related<br />

financing are matched in terms of<br />

maturities. The bank maintains, at all times<br />

and across all maturities, financial resources<br />

in excess of the assets to be financed,<br />

thereby covering its longer-term liquidity<br />

risk. Lastly, Banque <strong>PSA</strong> Finance also has<br />

undrawn confirmed lines of credit totaling<br />

€4,850 million at end-2002, including<br />

€1,850 million expiring in March 2004<br />

and €3,000 million expiring in July 2005.<br />

The bank’s strategy also focuses on<br />

achieving the broadest possible spread of<br />

financing sources, including the interbank,<br />

commercial paper, certificate of deposit,<br />

bond and medium-term notes markets.<br />

Considerable emphasis is also placed on<br />

diversifying the investor base. This strategy<br />

of diversification shelters the bank’s<br />

operations from the effects of any upsets<br />

on a given financial market. Since the<br />

beginning of 2001, the bank has<br />

increased the volume of financing raised<br />

on the European asset-backed securities<br />

market. This market is now highly liquid<br />

and spreads are comparable to those<br />

obtained from other financing sources.<br />

In June 2001 and July 2002, the bank sold<br />

pools of automobile loans totaling €1,000<br />

million and €1,500 million respectively to<br />

a special purpose entity which issued assetbacked<br />

securities placed with a broad<br />

range of European investors.<br />

Lastly, the bank’s capital, as determined for<br />

capital adequacy purposes, is kept at around<br />

7.5% of total outstanding loans, including<br />

securitized loans. This is a high ratio given the<br />

quality of the loan book. As of December<br />

31, 2002, Banque <strong>PSA</strong> Finance’s European<br />

capital adequacy ratio was 9.3%. During<br />

the year, the bank carried out a €100 million<br />

share issue, underwritten in full by<br />

Peugeot S.A., to keep pace with the rapid<br />

growth in outstandings in recent years<br />

and the increased capital requirement in<br />

the United Kingdom as from January<br />

2002, when the bank’s UK branch took<br />

over direct responsibility for lending<br />

activities in this market. Until the end of<br />

2001, these activities were conducted by<br />

a joint venture with a UK partner that<br />

contributed to meeting the business’s<br />

capital requirements.<br />

To safeguard all of the sources of financing<br />

available to Banque <strong>PSA</strong> Finance,<br />

<strong>PSA</strong> Peugeot Citroën and Faurecia,<br />

108<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

including undrawn facilities, the Group<br />

imposes strict limits on clauses in loan<br />

agreements allowing lenders to require<br />

payments to be rescheduled or to modify<br />

the financial terms of the agreement.<br />

None of its loan agreements contain any<br />

rating triggers and the only agreements<br />

containing material adverse change<br />

clauses are with certain supranational<br />

lenders that insist on this type of<br />

protection. Currently, only five loan<br />

agreements covering €300 million worth<br />

of financing include material adverse<br />

change clauses. Similarly, none of the loan<br />

agreements contain any financial<br />

covenants whereby the loans would<br />

become immediately repayable if certain<br />

financial ratios were not met. Presently,<br />

none of the clauses would restrict the<br />

availability of undrawn financing. In the<br />

case of Banque <strong>PSA</strong> Finance and Faurecia,<br />

additional safeguards are provided by the<br />

absence of any cross-default clauses,<br />

between the companies in these divisions<br />

and the other divisions of the <strong>PSA</strong> Peugeot<br />

Citroën Group.<br />

2. <strong>RA</strong>TING<br />

Peugeot S.A. and Banque <strong>PSA</strong> Finance<br />

have obtained ratings from Standard &<br />

Poor’s and Moody’s Investor Service for<br />

their short- and long-term debt issuance<br />

programs and the debt issuance programs<br />

of subsidiaries backed by Peugeot S.A. or<br />

Banque <strong>PSA</strong> Finance guarantees.<br />

On June 25, 2002, Standard & Poor’s<br />

confirmed the A- long-term rating and A2<br />

short-term rating attributed to debt issues<br />

by Peugeot S.A., Banque <strong>PSA</strong> Finance<br />

and their subsidiaries. Standard & Poor’s also<br />

changed the outlook from stable to positive.<br />

The agency stated that assuming the<br />

Group’s operating margin remains above<br />

5% of sales and the net cash reserves of the<br />

manufacturing and sales companies increase<br />

to more than €1 billion, it may decide to<br />

upgrade the ratings in the future, provided<br />

that Banque <strong>PSA</strong> Finance’s capital adequacy<br />

ratio remains satisfactory.<br />

On May 28, 2002, Moody’s Investor<br />

Service upgraded Banque <strong>PSA</strong> Finance’s<br />

long-term rating from A3 to A2 and its<br />

short-term rating from P2 to P1. On<br />

November 15, 2002, Moody’s Investor<br />

Service confirmed the A3 long-term<br />

rating and P2 short-term rating<br />

attributed to Peugeot S.A. and to its<br />

subsidiaries for debt issues guaranteed<br />

by Peugeot S.A. It also changed the<br />

outlook from stable to positive.<br />

3. ANALYSIS OF CASH FLOWS<br />

Net cash provided by operations of the<br />

manufacturing and sales companies<br />

totaled €4,389 million in 2002. Capital<br />

expenditure for the year by these<br />

companies, net of the proceeds from asset<br />

disposals, represented a net cash outflow<br />

of €2,618 million. These expenditures to<br />

support the development of their businesses<br />

and modernize their plant and equipment,<br />

were entirely financed by cash flow from<br />

operations, leaving free cash flow of<br />

€1,771 million. Free cash flow was more<br />

than enough to finance the €337 million<br />

worth of dividends paid by Peugeot S.A.<br />

and Faurecia, as well as the Group’s €517<br />

million share buyback program and other<br />

cash outflows from financing activities,<br />

leading to a very significant improvement<br />

in the manufacturing and sales companies’<br />

net financial position. As of December 31,<br />

2002, these companies had positive net<br />

cash and cash equivalents of €594 million<br />

as opposed to a negative balance of<br />

€511 million at the previous year-end.<br />

3.1. Cash flows from operating activities<br />

– manufacturing and sales companies<br />

Net cash provided by operations of the<br />

manufacturing and sales companies came<br />

to €4,389 million in 2002 versus €3,018<br />

million in 2001 and €2,983 million in 2000.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 109


Group financing<br />

Working capital provided by operations and<br />

gross capital expenditure – manufacturing<br />

and sales companies<br />

Working capital provided by operations<br />

of the manufacturing and sales<br />

companies rose 18% to €4,059 million<br />

in 2002, representing 7.7% of sales.<br />

In 2001 and 2000, respectively, working<br />

capital provided by operations totaled<br />

€3,440 million and €3,221 million,<br />

representing 6.8% and 7.5% of sales.<br />

Working capital of the manufacturing<br />

and sales companies was reduced by<br />

€330 million. Comparable working<br />

capital increased by €422 million in<br />

2001and by €238 million in 2000.<br />

Changes in working capital by business<br />

were as follows:<br />

Automobile Division working capital was<br />

reduced by €372 million, after rising by<br />

€367 million in 2001 and €474 million<br />

in 2000. The decrease in 2002 stemmed<br />

primarily from an increase in supplier<br />

credit, due to normal production levels in<br />

the last quarter of 2002 as opposed to<br />

below-average production in the same<br />

period of 2001. In the three months from<br />

October to December 2002, a total of<br />

835,800 vehicles rolled off the production<br />

line. In the same period of 2001,<br />

production was scaled back to<br />

764,800 units, due to the uncertain<br />

outlook following the events of<br />

September 2001.<br />

(in millions of euros) 2002 2001 2000<br />

Automobile 372 (367) (474)<br />

Transportation and Logistics 27 17 (220)<br />

Automotive Equipment 84 (127) (37)<br />

Other businesses (153) 55 493<br />

Total manufacturing and sales companies 330 (422) (238)<br />

New vehicle inventories at end-2002 were<br />

1% down on their year-earlier level,<br />

despite the sharp rise in sales to markets<br />

outside Western Europe. Delivery times to<br />

these markets are longer than in Western<br />

Europe, with the result that average<br />

inventories are larger. The low inventories<br />

of the last three years are the direct result<br />

of strong demand for Peugeot and<br />

Citroën vehicles and improved Automobile<br />

Division supply chain management:<br />

(in units)<br />

New vehicles inventories<br />

Manufacturer Dealer network Total<br />

December 31, 2000 217,300 48,400 266,300<br />

June 30, 2001 271,000 55,200 326,400<br />

December 31, 2001 222,200 49,400 272,300<br />

June 30, 2002 229,000 51,000 280,000<br />

December 31, 2002 216,500 53,000 269,500<br />

110<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

Automotive Equipment working capital<br />

declined by €84 million in 2002, after<br />

increasing by €127 million in 2001 (on a<br />

comparable basis) and €37 million in 2000.<br />

3.2. Cash flows from operating activities<br />

– finance companies<br />

Net cash provided by operating activities<br />

of the finance companies totaled<br />

€796 million in 2002 versus €1,820 million<br />

in 2001.<br />

Working capital provided by operations –<br />

corresponding more or less to net income<br />

– amounted to €239 million in 2002,<br />

€160 million in 2001 and €222 million in<br />

2000. Changes in operating assets and<br />

liabilities had a positive impact of<br />

€557 million in 2002 and €1,660 million<br />

in 2001. These figures correspond to the<br />

combined effect of changes in outstanding<br />

loans and the related refinancing, and to a<br />

lesser extent, to changes in other operating<br />

receivables and payables. As such, they<br />

primarily reflect Banque <strong>PSA</strong> Finance’s drive<br />

to build up cash reserves, in accordance<br />

with its financing strategy (see section<br />

1 above).<br />

3.3. Cash flows from investing activities<br />

In 2002, gross capital expenditure amounted<br />

to €2,802 million. This was slightly below<br />

the 2001 amount of €2,947 million, which<br />

in turn was close to the 2000 figure of<br />

€2,932 million. Capital expenditure over<br />

the last three years is in line with the<br />

Group’s medium-term target of capping<br />

capital budgets at €3,000 million per year.<br />

The main programs concern new product<br />

launches and the extension of the Group’s<br />

international presence. Capital expenditure,<br />

like R&D spending, has been contained<br />

thanks to the effectiveness of the platform<br />

strategy, which allows plant and tooling<br />

dedicated to a platform to be reused for<br />

all vehicles developed on the platform<br />

concerned.<br />

Capital expenditure breaks down as<br />

follows by business:<br />

Gross capital expenditure<br />

(in millions of euros) 2002 2001 2000<br />

Automobile 2,357 2,398 2,497<br />

Transportation and Logistics 51 85 74<br />

Automotive Equipment 351 436 290<br />

Other businesses 31 19 37<br />

Total manufacturing and sales companies 2,790 2,938 2,898<br />

Finance companies 12 9 34<br />

Total <strong>PSA</strong> Peugeot Citroën 2,802 2,947 2,932<br />

At €177 million, proceeds from disposals<br />

of fixed assets returned to their recurring<br />

level in 2002, after peaking at €450 million<br />

in 2001. In 2000, fixed asset disposals<br />

generated a cash inflow of €103 million.<br />

The 2001 figure included the €271<br />

million proceeds from the sale of<br />

a real estate complex in the Paris area,<br />

which had become surplus to requirements.<br />

Cash outlays for acquisitions of shares in<br />

consolidated and non-consolidated<br />

companies represented a low €81 million.<br />

Most of this amount consisted of the<br />

Group’s contribution to the initial capital<br />

of Toyota Peugeot Citroën Automobiles<br />

(TPCA). Cash outlays in 2001, totaling<br />

€1,608 million, included the €1,495 million<br />

acquisition of Sommer Allibert’s<br />

automobile business and €63 million<br />

used to buy out the Rio de Janeiro state<br />

government’s stake in Peugeot Citroën do<br />

Brasil. The 2000 total of €182 million<br />

primarily corresponded to the Group’s<br />

€137 million contribution to a share issue<br />

by Dong Feng Citroën Automotive<br />

Company (DCAC).<br />

3.4. Cash flows from financing activities<br />

Including the finance companies,<br />

financing activities generated a net cash<br />

outflow of €2,474 million. In 2001 and<br />

2000, these activities generated net cash<br />

inflows of €3,416 million and €696<br />

million respectively.<br />

Cash outflows include dividend payments<br />

by Peugeot S.A., in the amount of<br />

€294 million in 2002, versus €217 million<br />

in 2001 and €118 million in 2000. Net<br />

cash outflows related to share buybacks<br />

totaled €556 million, corresponding to<br />

the buyback of 12,231,422 shares at an<br />

average price of €45.42. Of the total,<br />

€517 million are included in stockholders’<br />

equity, under “Treasury stock” and<br />

€39 million – corresponding to shares<br />

acquired for allocation on exercise of stock<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 111


Group financing<br />

options – are included in assets under<br />

“Short-term investments”. In 2001, a total<br />

of 10,424,509 Peugeot S.A. shares were<br />

bought back (net of shares sold during<br />

the period) at an average price of €46.40,<br />

representing a total cash outflow of €484<br />

million. In 2000, 7,802,226 Peugeot S.A.<br />

shares were bought back at an average<br />

price of €32.93, representing a cash<br />

outlay of €257 million. During 2000, the<br />

Group also bought back €555 million<br />

worth of 1994-2001 2% convertible<br />

debentures.<br />

4. CONSOLIDATED FINANCIAL POSITION<br />

4.1. Stockholders’ equity<br />

Net income for 2002 helped to further<br />

increase the Group’s stockholders’ equity,<br />

which rose to €10,984 million as of<br />

December 31, 2002 from €10,282 million<br />

a year earlier.<br />

Net assets per share, based on the number<br />

of shares outstanding excluding treasury<br />

stock, rose 12.2% to €45.03 as of<br />

December 31, 2002, from €40.15 at the<br />

previous year-end. The end-2001 figure was<br />

12.4% above net assets per share of<br />

€35.70 as of December 31, 2000. As of<br />

December 31, 2002, net assets per share<br />

represented 109% of the share price.<br />

4.2. Net financial position –<br />

manufacturing and sales companies<br />

The net financial position of the<br />

manufacturing and sales companies,<br />

which is described in detail in note 42 to<br />

the consolidated financial statements,<br />

represents the best indicator of the<br />

Group’s financial position with regard to<br />

outside sources of financing. For<br />

the manufacturing and sales companies,<br />

it represents net cash and cash equivalents<br />

– corresponding to cash and short-term<br />

investments less short-term financing –<br />

and the difference between long-term<br />

borrowings and long-term loans.<br />

As of December 31, 2002, the<br />

manufacturing and sales companies<br />

had net cash of €594 million versus net<br />

debt of €511 million as of December 31,<br />

2001 and net cash of €1,407 million at<br />

end-2000.<br />

The negative swing in 2001 was due to<br />

Faurecia’s €1,495 million acquisition of<br />

Sommer Allibert’s automobile business.<br />

It also reflects the assumption of the<br />

€290 million in net debt of this business.<br />

Net cash provided by operations of the<br />

manufacturing and sales companies,<br />

in the amount of €3,018 million, more<br />

than covered net capital expenditure of<br />

€2,495 million, dividend payments of<br />

€217 million and €484 million worth of<br />

share buybacks.<br />

In 2002, the swing from net debt to<br />

significant net cash reflects the sharp rise<br />

in net cash provided by operations of the<br />

manufacturing and sales companies, to<br />

€4,389 million. This amount was more<br />

than enough to cover net capital<br />

expenditure of €2,618 million, dividend<br />

payments of €337 million and share<br />

buybacks. The net cash position was also<br />

boosted by the €307 million positive<br />

effect of exchange rate changes on debt<br />

– primarily concerning the local currency<br />

debt taken on to finance part of the cost<br />

of the new automobile assembly plant in<br />

Brazil – and the €89 million in proceeds<br />

from sales of marketable securities carried<br />

on the balance sheet at historical cost.<br />

5. SUPPLEMENTARY PENSION AND OTHER<br />

POST-RETIREMENT BENEFIT OBLIGATIONS<br />

<strong>PSA</strong> Peugeot Citroën Group employees<br />

in certain countries are entitled to<br />

pension or supplementary pension<br />

benefits, payable annually, or lump sum<br />

retirement bonuses paid at the time of<br />

retirement. Some of these plans are<br />

defined benefit plans, under which<br />

benefit payments are determined based<br />

on a range of criteria including the<br />

employee’s age, years of service, salary<br />

level and benefit entitlements under the<br />

social security system. Others are defined<br />

contribution plans entitling employees<br />

to fixed benefits determined by reference<br />

to the capital built up through employee<br />

and employer contributions to external<br />

funds, including the reinvested yield from<br />

the investment of these funds on the<br />

financial market.<br />

Group policy emphasizes defined<br />

contribution plans, which are more<br />

effective in guaranteeing future benefits<br />

and also avoid exposing the Group to<br />

financial risks related to its benefit<br />

obligations. In 2002, the Group set up<br />

defined contribution plans in Spain and<br />

Brazil. In France, the Group has curtailed<br />

its defined benefit plan. Under the terms<br />

of the curtailment, participating<br />

employees no longer acquire any further<br />

benefit entitlements under the plan<br />

beyond June 30, 2002 except for those<br />

employees who were over 59 years old at<br />

that date. The plan has been replaced by<br />

a defined contribution plan set up for all<br />

employees whose compensation exceeds<br />

the ceiling for French social security<br />

contributions. The plan will be funded by<br />

employer and employee contributions set<br />

at 4% and 2% respectively of the portion<br />

of salary in excess of the social security<br />

ceiling. The Group’s benefit obligations<br />

under the former defined benefit plan at<br />

June 30, 2002, towards employees who<br />

were less than 59 years of age at that<br />

date, have been transferred in full to a<br />

leading insurance company, in exchange<br />

112<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

for a lump sum payment of €384 million.<br />

This amount was financed by a €228<br />

million transfer from external funds set<br />

up in prior years and a cash payment<br />

covering the balance. The effect of this<br />

transaction on the Group’s results of<br />

operations and balance sheet is presented<br />

in detail in note 46 to the consolidated<br />

financial statements.<br />

Along with this major change in pension<br />

benefit arrangements in France, the<br />

defined benefit plans set up by the Group<br />

for the employees of its UK subsidiaries<br />

have been closed to new entrants effective<br />

from May 2002. Employees recruited after<br />

the plans were closed are covered by a<br />

new defined contribution plan whereby<br />

the employer will add to contributions<br />

paid by each employee. Other employees<br />

continue to be covered by the former<br />

defined benefit plans. In 2002, employee<br />

contributions to these plans were increased<br />

to 4% of salary from 3% previously.<br />

The present value of the Group’s benefit<br />

obligations under the remaining defined<br />

benefit plans is calculated in accordance<br />

with Statement of Financial Accounting<br />

Standards (SFAS) 87.<br />

The obligations are funded by contributions<br />

to external institutions responsible for<br />

managing the funds set up to finance future<br />

benefit payments. The type of institution<br />

depends on the applicable legislation in each<br />

country concerned. The level of funding is<br />

adjusted at regular intervals to take account<br />

of changes in the amount of related benefit<br />

obligations, in line with the Group’s policy<br />

of externally funding its obligation except in<br />

cases where this is not possible or desirable<br />

from a legal, financial or tax standpoint. In<br />

these cases, reserves have been booked in<br />

the consolidated balance sheet to cover any<br />

shortfall in funds.<br />

The total benefit obligation is calculated at<br />

the end of each year as explained above.<br />

The periodic pension cost, determined<br />

after taking into account funds managed<br />

by external institutions, corresponds to:<br />

- the service cost, representing the<br />

additional rights acquired by employees<br />

during the year, generally based on their<br />

period of service with the Group;<br />

- interest cost, corresponding to<br />

adjustments to the present value of the<br />

opening vested rights of employees to<br />

take account of the fact that the period to<br />

the future benefit payment date has been<br />

reduced by one year;<br />

- amortization of the transition obligation<br />

resulting from changes in certain<br />

assumptions underlying each threeyearly<br />

actuarial valuation, and the<br />

difference between the actual return on<br />

external funds and the standard return<br />

on long-term investments;<br />

- less the estimated yield on the external<br />

funds for the following year.<br />

In 2002, the Group reviewed the<br />

assumptions used to calculate benefit<br />

obligations and periodic pension cost, in<br />

the light of the major changes in the<br />

economy and financial markets during the<br />

year. The discount rate applied to future<br />

benefit obligations under French plans<br />

was lowered by 0.5 points to 5.25% and<br />

was maintained at 6% for UK plans. The<br />

inflation rate applied for UK plans was<br />

raised by 0.25 points to 2.25% and the<br />

rate for French plans was maintained at<br />

1.75%. Lastly, the expected yield on<br />

external funds was lowered from 7.50% to<br />

6.50% for French plans and kept at 7.25%<br />

for UK plans, for the calculation of 2003<br />

periodic pension costs. The reduction in<br />

expected yields was based on an analysis<br />

of historical yields over a long period. In<br />

France, external funds generated negative<br />

actual yields of 2.6% in 2002 and 0.9%<br />

in 2001, and a positive yield of 3.3%<br />

in 2000. The average yield over the last<br />

12 years was a positive 7.6%. In the<br />

United Kingdom, external funds generated<br />

negative actual yields of 13% in 2002,<br />

9.9% in 2001 and 4.6% in 2000. The<br />

average yield over the last 12 years was a<br />

positive 8.3%. In both countries, the<br />

period of 12 years corresponds to the<br />

average duration of benefit obligations.<br />

As of December 31, 2002, the discounted<br />

present value of future benefit obligations<br />

stood at €2,725 million versus €2,879<br />

million at end-2001. The decrease<br />

primarily reflects benefit payments of<br />

€105 million and the €384 million<br />

curtailment impact resulting from the<br />

transfer to an insurance company of the<br />

total benefit obligation towards<br />

employees less than 59 years of age under<br />

the French defined benefit plan. These<br />

reductions were partly offset by the 2002<br />

service cost, which is now essentially<br />

limited to benefit entitlements acquired<br />

under UK plans, and the adjustment to<br />

opening benefit obligations. Together,<br />

these two items totalled €235 million.<br />

Changes in actuarial assumptions – mainly<br />

discount rates and inflation rates, as<br />

explained above – had the effect of<br />

increasing the benefit obligation<br />

by €199 million.<br />

As of December 31, 2002, deferred items<br />

amortized over the average remaining<br />

service lives of employees, amounted to<br />

€980 million, compared with €638 million<br />

at end 2001. The increase includes<br />

€199 million in actuarial differences<br />

arising from the change in actuarial<br />

assumptions at the end of 2002, and the<br />

€300 million difference between standard<br />

and actual yields on the external funds<br />

used to finance benefit payments. The<br />

impact of these items was partly offset by<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 113


Group financing<br />

the recognition in the income statement<br />

of €95 million worth of actuarial<br />

differences related to benefit obligations<br />

towards employees less than 59 years of<br />

age under the French defined benefit plan,<br />

as well as by the €35 million amortization<br />

of deferred items at year-end 2001.<br />

External funds used to finance benefit<br />

payments contracted to €1,668 million as<br />

of December 31, 2002 from €2,108 million<br />

at end-2001. The decline was primarily<br />

attributable to the withdrawal of €228<br />

million from these funds to finance part of<br />

the €384 million lump sum payment made<br />

to an insurance company in exchange for<br />

the transfer to this company of the Group’s<br />

entire obligation towards employees less<br />

than 59 years of age under the defined<br />

benefit plan. It also reflected a €160 million<br />

fall in the value of the external funds.<br />

Reserves carried on the balance sheet in<br />

respect of the portion of benefit obligations<br />

not covered by external funds amounted<br />

to €247 million as of December 31, 2002<br />

and €244 million at end-2001.<br />

The Group has no obligation to pay<br />

additional contributions to external funds,<br />

other than in the United Kingdom, apart<br />

from the obligation to pay benefits when<br />

they fall due. In the United Kingdom,<br />

based on the present value of external<br />

funds, the Group may be required by local<br />

regulations to pay a maximum of €70<br />

million in additional contributions in each<br />

of the next three years.<br />

The charge recorded in accordance with<br />

the standards described above amounted<br />

to €130 million, excluding the effect of the<br />

exceptional amortization of deferred items<br />

related to employees in France under 59<br />

years of age. Charges for 2001 and 2000<br />

stood at €90 million and €85 million<br />

respectively. The estimated charge for<br />

2003 is €164 million.<br />

Return on capital employed<br />

1. DEFINITION AND METHODS<br />

Return on capital employed (ROCE) has<br />

been selected as the standard indicator of<br />

the Group’s overall financial performance.<br />

Capital employed includes the value of all<br />

operating assets and liabilities used by the<br />

Group in its business operations. Return<br />

on capital employed is measured on the<br />

basis of income generated by capital<br />

employed, which corresponds mainly to<br />

operating margin plus or minus the other<br />

income and expense items included in the<br />

ROCE calculation.<br />

Pre-tax ROCE corresponds to the ratio of<br />

income generated by capital employed to<br />

total capital employed at December 31 of<br />

each year. The definition and the<br />

calculation of capital employed, income<br />

generated by capital employed and return<br />

on capital employed are presented in note<br />

44 to the consolidated financial statements.<br />

After-tax ROCE is calculated on the basis<br />

of a standard income tax rate of 33 1/3%,<br />

corresponding to the average tax rate<br />

applied to the Group’s recurring results<br />

of operations.<br />

2. CAPITAL EMPLOYED<br />

Capital employed stood at €15,407<br />

million as of December 31, 2002, slightly<br />

down on the end-2001 figure. The<br />

accounting for DCAC had an impact of<br />

€259 million. Based on a comparable<br />

scope of consolidation, capital employed<br />

contracted by 3.2%, reflecting the<br />

Group’s success in containing capital<br />

expenditure, which is increasingly covered<br />

by depreciation of operating assets. The<br />

decrease also reflects tight control over<br />

inventories, which were virtually<br />

unchanged at December 31, 2002<br />

compared with the previous year-end, and<br />

even slightly lower in the case of new<br />

vehicle inventories. Lastly, capital<br />

employed was favorably impacted by the<br />

increase in supplier credit to a more<br />

normal level. This item dropped sharply<br />

at the end of 2001, due to the scaling<br />

down of production in the fourth quarter<br />

(see Group Financing, 3.1 above).<br />

Capital employed amounted to €15,654<br />

million as of December 31, 2001, up<br />

€2,666 million on the end-2000 figure.<br />

The increase stemmed from Faurecia’s<br />

acquisition of Sommer Allibert’s automobile<br />

business, which had capital employed of<br />

€1,986 million at the date of acquisition.<br />

Based on a comparable scope of<br />

consolidation, capital employed rose by<br />

114<br />

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Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

€680 million or 5.2% compared with<br />

end-2000. This increase, which was<br />

significantly below the rate of sales<br />

growth, was due to the same factors as<br />

in 2002, except for the late-2001<br />

reduction in supplier credit (due to low<br />

production output in the final months of<br />

the year), which had the effect of<br />

increasing capital employed.<br />

Capital employed<br />

(in millions of euros) Dec. 31, 2002 Dec. 31, 2001 Dec. 31, 2000<br />

Automobile 9,687 9,828 8,901<br />

Finance companies 1,680 1,490 1,327<br />

Transportation and Logistics 405 430 429<br />

Automotive Equipment 3,943 4,071 2,168<br />

Other businesses and consolidation adjustments (307) (165) 163<br />

Total <strong>PSA</strong> Peugeot Citroën 15,407 15,654 12,988<br />

3. RETURN ON CAPITAL EMPLOYED<br />

After-tax ROCE rose sharply to 12.4% in<br />

2002 from 11.0% in 2001 and 11.1% in<br />

2000, reflecting the combined benefits of<br />

higher operating margin and slightly<br />

lower capital employed. Automobile<br />

division after-tax return on capital<br />

employed improved to 16.0% from<br />

14.4% in 2001.<br />

(in %)<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 115


Management of operational<br />

and financial risks<br />

The <strong>PSA</strong> Peugeot Citroën Group is exposed<br />

to various risks in the normal course of<br />

business. These risks are managed and<br />

hedged by applying procedures that are<br />

defined and monitored at Group level.<br />

They include both operational and<br />

financial risks. In addition, the Group is<br />

exposed to specific risks on the activities<br />

of the finance companies.<br />

1. OPE<strong>RA</strong>TIONAL RISKS<br />

The Group has created a risk prevention<br />

and management organization charged<br />

with implementing appropriate measures<br />

to limit the consequences of events<br />

affecting Group operations and prevent,<br />

to the extent possible, the risk of project<br />

management failures or organizational<br />

dysfunctions.<br />

The corporate Risk Prevention and<br />

Management Department guarantees the<br />

consistency of operational risk management<br />

initiatives and their cross-functional<br />

implementation. It defines risk identification<br />

and assessment methods, and helps to<br />

define and control risk management<br />

plans. It is supported by a network of<br />

correspondents or experts working in the<br />

Group’s various departments and facilities,<br />

who are responsible for deploying Group<br />

risk prevention policies in their units and<br />

monitoring the status of preventive and<br />

corrective action plans. Risks are assessed<br />

in detail using a Group-wide method and<br />

annual programs are implemented to<br />

manage them. This means that potential<br />

vulnerabilities are identified early and that<br />

protective or preventive measures are<br />

commensurate with the risks involved.<br />

The main operational risks are risks likely<br />

to disrupt or halt the Group’s design,<br />

production or distribution activities, or to<br />

pose a threat to the Group’s employees<br />

or its tangible or intangible assets. They<br />

include the risk of damage to research<br />

facilities, data processing centers, production<br />

or distribution units, as well as incidents<br />

affecting the integrity, confidentiality and<br />

use of Group information systems and<br />

computerized data, and damage to the<br />

Group’s reputation.<br />

Systematic prevention programs deal, in<br />

particular, with fire risks, risks concerning<br />

the supply of components and the<br />

protection of vehicle inventories. The<br />

Group invests in data protection and<br />

back-up programs, data processing center<br />

security programs and training in data<br />

control techniques for employees. Special<br />

attention is paid to the environmental<br />

impact of manufacturing facilities. The<br />

design specifications of plant and<br />

equipment include processes and devices<br />

to control pollution and environmental<br />

risks. The corporate Risk Management and<br />

Prevention Department centrally manages<br />

environmental risks related to manufacturing<br />

operations and regularly publishes Grouplevel<br />

environmental reports.<br />

The structures dedicated to managing<br />

environmental risks, at the Automobile<br />

Division’s production plants and elsewhere<br />

in the organization, comply with ISO 14001<br />

environmental management standards.<br />

Worldwide, the Group’s 20 main production<br />

plants all earned ISO 14001 certification<br />

between 1999 and 2002 and a further<br />

four sites will be certified in 2003. The ISO<br />

certification program is supported by<br />

annual capital expenditure budgets for<br />

environmental projects. All industrial projects<br />

are reviewed by the design department, the<br />

plant concerned, technical department<br />

experts and Group environmental specialists<br />

in order to identify the potential risks and<br />

devise appropriate responses.<br />

Group policy in the area of insurance<br />

focuses on risk prevention. All major risks<br />

are insured and deductibles are set at<br />

appropriate levels. All insurance cover is<br />

taken out with leading insurers and<br />

reinsurers based on the recommendations<br />

of top ranking insurance advisors specialized<br />

in major risks. The Group’s global insurance<br />

programs cover the following main risks:<br />

• Damage to property and resulting<br />

operating losses, up to a maximum of<br />

€1,500 million, excluding the Automotive<br />

Equipment business, and €228 million<br />

for the Automotive Equipment business.<br />

• Liability claims resulting from personal<br />

injury or tangible or intangible losses<br />

arising from the use of the Group’s<br />

products or otherwise, up to amaximum<br />

of €150 million excluding the Automotive<br />

Equipment business, which has taken<br />

out specific cover for these risks.<br />

• Theft or damage to new vehicles held<br />

on storage lots, up to a maximum of<br />

€46 million.<br />

• Theft or damage to vehicles and<br />

components during transport, up to a<br />

maximum of €45 million.<br />

Thanks to its good insurance record, the<br />

Group has been able to renew the cover<br />

provided by its insurance programs for<br />

2003 without having to pay significantly<br />

116<br />

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Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

higher premiums, despite the sharp rise<br />

in rates in the global insurance market.<br />

2. LEGAL AND REGULATORY RISKS<br />

The <strong>PSA</strong> Peugeot Citroën Group is exposed<br />

to legal risks as an employer and in<br />

connection with the design and<br />

distribution of vehicles, the purchase of<br />

components and the supply of services.<br />

To manage these risks, the Group<br />

implements preventive policies in<br />

the areas of workplace hygiene and safety,<br />

the manufacturing environment, industrial<br />

and intellectual property. Priority is also<br />

given to vehicle safety and the quality of<br />

the Group’s products and services.<br />

The Automobile Division may become<br />

involved in claims and litigation arising<br />

from its dealings with the dealer network<br />

and customers. Motor vehicle distribution<br />

and after-sales services in Europe are<br />

subject to the new European Union Block<br />

Exemption Regulation 1400/02 dated<br />

July 31, 2002. The Group does not expect<br />

its Automobile Division to be exposed to<br />

any specific legal or regulatory risks as<br />

a result of the new regulations.<br />

As of December 31, 2002, no Group<br />

company was involved in any claims or<br />

litigation that had or were likely to have a<br />

material impact on the Group’s accounts.<br />

3. FINANCIAL RISKS<br />

<strong>PSA</strong> Peugeot Citroën is exposed to financial<br />

risks in connection with its automobile<br />

business and other manufacturing<br />

activities, including the risk of losses due<br />

to unfavorable changes in exchange rates<br />

affecting the currencies of countries where<br />

it manufactures products—primarily in<br />

the euro zone—and the countries in<br />

which these products are sold. The<br />

introduction of the euro at the beginning<br />

of 1999 has had the effect of reducing<br />

these risks, which now primarily concern<br />

the British pound and, to a lesser extent,<br />

the Argentine peso, the Brazilian real, the<br />

Polish zloty and the Japanese yen.<br />

Currency risks of the Automobile Division<br />

are managed primarily by having the<br />

manufacturing companies bill the sales<br />

companies in the sales companies’ local<br />

currency, except in those rare cases where<br />

the sales company’s local currency is not<br />

convertible. Currency risks on these intercompany<br />

billings are systematically hedged<br />

by means of forward contracts maturing<br />

on the invoice settlement date, which is<br />

determined based on the subsidiaries’<br />

operating cycle. The hedges are set up by<br />

a specialized subsidiary, <strong>PSA</strong> International,<br />

or on <strong>PSA</strong> International’s instructions in<br />

the case of non-convertible currencies.<br />

In accordance with these principles,<br />

currency risks on future sales are not hedged,<br />

with the result that future operating<br />

margin may vary depending on exchange<br />

rates. As of December 31, 2002, however,<br />

the Group had purchased Japanese yen<br />

put options in a total nominal amount of<br />

€765 million to guarantee a minimum<br />

exchange rate for its vehicle sales in Japan<br />

until the end of 2005.<br />

On the basis of the 2002 figures, the<br />

Group estimates that a 1% fluctuation in<br />

the euro against all other currencies<br />

would have an impact of around<br />

€70 million on consolidated operating<br />

margin. A 1% change in the pound-euro<br />

exchange rate would have an impact of<br />

around €38 million on consolidated<br />

operating margin.<br />

The exposure of the Group’s manufacturing<br />

and sales activities to changes in interest<br />

rates is not material.<br />

The Group places significant emphasis on<br />

guaranteeing the security of payments for<br />

the goods and services delivered to<br />

customers. Relations with Peugeot and<br />

Citroën dealers are managed within the<br />

framework of the sales financing system<br />

described below. Appropriate mechanisms<br />

have been set up to guarantee the security<br />

of payments from other Group customers.<br />

Inter-company settlements are systematically<br />

covered against political risks whenever<br />

necessary.<br />

4. RISKS ASSOCIATED WITH THE ACTIVITIES<br />

OF THE FINANCE COMPANIES<br />

The Group finance companies provide<br />

financing for dealer vehicle and<br />

replacement parts inventories and offer a<br />

wide range of loans and lease financing<br />

solutions to customers, together with<br />

related services. As a result, they are<br />

exposed to credit risks. Wholesale financing<br />

credit risks are spread across a large<br />

number of dealers and are managed<br />

internally by Credit Committees set up in<br />

each country as well as by a Group Credit<br />

Committee, based on clearly defined,<br />

closely monitored credit limits. Retail<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 117


Management of operational and financial risks<br />

financing credit risks, which are spread<br />

across an even larger number of<br />

customers, are managed using creditscoring<br />

procedures. In addition, significant<br />

individual credit risks are managed using<br />

procedures similar to those applied to<br />

manage wholesale financing credit risks.<br />

Reserves are booked for residual risks, on<br />

a statistical basis, as soon as the financing<br />

is granted. The percentage of the total<br />

risk covered by a reserve is adjusted at<br />

regular intervals based on the Group’s loss<br />

experience, determined country-bycountry.<br />

Specific allowances are booked<br />

for significant individual risks, as soon as<br />

they are identified.<br />

The bulk of the finance companies’<br />

refinancing needs are covered by the<br />

equity capital allocated to these<br />

companies, the issuance of debt securities<br />

and bank borrowings. The finance<br />

companies are therefore exposed to the<br />

risk of mismatches between assets and<br />

liabilities, in terms of maturities, currencies<br />

and interest rates. The Group’s policy<br />

consists of neutralizing the impact of<br />

changes in interest rates and exchange<br />

rates on the finance companies’ operating<br />

margin by using appropriate financial<br />

instruments to match interest rates and<br />

currencies between assets and liabilities.<br />

The permanent need to have sufficient<br />

resources to refinance the finance<br />

business also exposes the Group to<br />

liquidity risks. These risks are covered as<br />

part of the financing strategy (see Group<br />

Financing 1. above), by matching financing<br />

maturities to the related assets, by using<br />

free cash flow and unused confirmed lines<br />

of credit, by extensively diversifying financing<br />

resources and by maintaining adequate<br />

capital ratios at Banque <strong>PSA</strong> Finance.<br />

The Group is exposed to counterparty risks<br />

on transactions carried out on financial<br />

markets in connection with the management<br />

of currency and interest rate risks and<br />

payment flows. It keeps these risks to a<br />

minimum through internal control<br />

procedures that restrict the choice of<br />

counterparties to leading banks and<br />

financial institutions.<br />

118<br />

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Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

First-quarter 2003 sales<br />

Consolidated sales for the first three months<br />

of 2003 amounted to €13,841 million, a<br />

3.0% increase from the €13,439 million<br />

reported in first-quarter 2002.<br />

Automobile Division sales rose by 3.1%<br />

during the quarter to €11,222 million, while<br />

worldwide unit sales were up 1.7% to<br />

823,800 vehicles.<br />

In the Central and Eastern Europe and Turkey<br />

region, where overall demand has started to<br />

recover, sales were up 31.5% to 46,000 units.<br />

Sales in Latin America declined 10.8% to<br />

26,900 units. In Brazil, sales retreated 8.5%<br />

to 15,200 units, in line with the market, but<br />

market share rose to 4.9% from 4.5% in the<br />

prior-year period.<br />

exhaust systems, sales were up 10.7%,<br />

reflecting sustained demand for Faurecia’s<br />

products, particularly car seats.<br />

Sales by the other businesses amounted to<br />

€218 million, versus €238 million in firstquarter<br />

2002.<br />

In Western Europe, where demand for<br />

passenger cars and light commercial vehicles<br />

contracted by 2.6% in the first quarter,<br />

<strong>PSA</strong> Peugeot Citroën increased registrations<br />

by 2.5%, driving further gains in market<br />

share, to an aggregate 16.4% from 15.5%<br />

at March 31, 2002. Compared to the prioryear<br />

period, Group market share increased<br />

in France (35.2%, versus 33.9%), Spain<br />

(23.3%, versus 22.3%) and Germany (5.9%,<br />

versus 5.5%), as well as, to a greater extent,<br />

in Italy (11.8%, versus 9.2%) and the rest of<br />

Europe (16.3%, versus 14.9%).<br />

Unit sales in Western Europe (i.e., vehicles<br />

invoiced to dealers) rose by 1.4% during the<br />

period to 660,000 units.<br />

Outside Western Europe, first-quarter sales<br />

increased by 2.9% to 163,800 units.<br />

Demand continued to surge in China, rising<br />

94% year-on-year, while Group sales climbed<br />

120.6% to 26,500 units. Market share<br />

reached 7.2% at March 31, 2003.<br />

The finance companies reported a 3.6%<br />

increase in revenues, to €431 million, while<br />

Banque <strong>PSA</strong> Finance’s total loans outstanding<br />

rose 6.6% to €18.9 billion. A total of<br />

220,700 new loans were originated during<br />

the quarter, up 7% from the prior-year period.<br />

Sales by the transportation and logistics<br />

business rose 6.8% to €695 million from<br />

€651 million at March 31, 2002.<br />

The automotive equipment business reported<br />

sales of €2,582 million, versus €2,391 million<br />

in the prior-year period. Excluding the impact<br />

of lower prices for the catalysts used in<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 119


120<br />

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Statistics<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 121


Statistics<br />

PASSENGER CAR REGIST<strong>RA</strong>TIONS IN EUROPE BY COUNTRY<br />

2002 2001 2000<br />

France 2,145,100 2,254,700 2,133,900<br />

Austria 279,500 293,500 309,400<br />

Belgium-Luxemburg 511,000 531,500 557,100<br />

Denmark 111,600 96,200 112,700<br />

Finland 116,900 109,500 134,600<br />

Germany 3,252,900 3,341,700 3,378,300<br />

Greece 268,500 280,200 290,200<br />

Ireland 156,100 164,700 230,800<br />

Italy 2,270,900 2,413,500 2,423,100<br />

Netherlands 510,700 530,200 597,600<br />

Norway 88,700 92,000 97,400<br />

Portugal 226,100 255,200 257,900<br />

Spain 1,331,900 1,425,600 1,381,300<br />

Sweden 254,600 246,600 290,500<br />

Switzerland 296,100 316,600 316,500<br />

United Kingdom 2,563,600 2,458,800 2,221,700<br />

TOTAL WESTERN EUROPE (17 countries) 14,384,200 14,810,500 14,733,000<br />

Source : C.C.F.A.<br />

LIGHT COMMERCIAL VEHICLE REGIST<strong>RA</strong>TIONS IN EUROPE BY COUNTRY<br />

2002 2001 2000<br />

France 404,900 433,900 415,000<br />

Austria 22,400 24,100 27,200<br />

Belgium-Luxemburg 54,000 64,400 57,200<br />

Denmark 32,200 31,500 33,100<br />

Finland 15,300 15,100 15,100<br />

Germany 192,600 206,300 212,300<br />

Greece 18,800 20,600 23,000<br />

Ireland 34,700 38,700 41,500<br />

Italy 254,700 230,700 225,500<br />

Netherlands 81,100 84,200 96,600<br />

Norway 24,700 33,800 31,600<br />

Portugal 79,400 98,900 152,800<br />

Spain 269,100 287,700 299,200<br />

Sweden 28,900 29,200 31,800<br />

Switzerland 23,000 25,400 24,100<br />

United Kingdom 271,800 259,800 245,200<br />

TOTAL WESTERN EUROPE (17 countries) 1,807,600 1,884,300 1,931,200<br />

Source : C.C.F.A.<br />

122<br />

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Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

PASSENGER CAR AND LIGHT COMMERCIAL VEHICLE REGIST<strong>RA</strong>TIONS IN EUROPE BY MANUFACTURER<br />

2002 2001 2000<br />

Market Market Market<br />

Units share (%) Units share (%) Units share (%)<br />

Peugeot Marque 1,437,100 8.9 1,443,600 8.7 1,318,900 7.9<br />

Citroën Marque 1,073,900 6.6 1,060,400 6.3 959,600 5.8<br />

<strong>PSA</strong> Peugeot Citroën 2,511,000 15.5 2,504,000 15.0 2,278,500 13.7<br />

Volkswagen Group 2,797,800 17.3 2,965,100 17.8 2,956,400 17.7<br />

Renault 1,827,600 11.3 1,863 100 11.2 1,830,300 11.0<br />

Ford Group 1,823,500 11.3 1,863,400 11.2 1,795,900 10.8<br />

General Motors Group 1,545,700 9.6 1,688,600 10.1 1,683,300 10.1<br />

Fiat Group 1,455,600 9.0 1,686,200 10.1 1,737,000 10.4<br />

Daimler-Chrysler 1,118,500 6.9 1,121,000 6.7 1,085,100 6.5<br />

Toyota Group 709,900 4.4 635,000 3.8 645,700 3.9<br />

BMW 617,700 3.8 545,000 3.3 499,900 3.0<br />

Other Japanese marques 1,147,400 7.1 1,137,300 6.8 1,309,300 7.9<br />

Korean Marques 422,900 2.6 449,800 2.7 558,600 3.4<br />

Other Marques 214,200 1.3 236,300 1.5 284,100 1.7<br />

Source : C.C.F.A.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN GROUP - PASSENGER CAR REGIST<strong>RA</strong>TIONS IN EUROPE BY COUNTRY<br />

2002 2001 2000<br />

Market Market Market<br />

Units share (%) Units share (%) Units share (%)<br />

France 720,200 33.6 761,900 33.8 659,100 30.9<br />

Austria 24,300 8.7 23,300 7.9 21,000 6.8<br />

Belgium-Luxemburg 109,700 21.5 104,400 19.7 98,400 17.7<br />

Denmark 30,400 27.2 24,500 25.4 21,900 19.5<br />

Finland 14,500 12.4 12,200 11.1 12,500 9.3<br />

Germany 174,600 5.4 158,400 4.7 150,500 4.5<br />

Greece 39,600 14.8 36,600 13.0 37,900 13.1<br />

Ireland 13,500 8.7 12,100 7.3 14,700 6.4<br />

Italy 225,600 9.9 195,400 8.1 183,100 7.6<br />

Netherlands 75,100 14.7 69,300 13.1 65,100 10.9<br />

Norway 10,100 11.4 9,200 10.0 7,800 8.0<br />

Portugal 41,500 18.4 42,500 16.7 40,000 15.5<br />

Spain 295,200 22.2 311,900 21.9 306,100 22.2<br />

Sweden 22,500 8.9 16,400 6.7 12,600 4.3<br />

Switzerland 26,900 9.1 26,600 8.4 24,900 7.9<br />

United Kingdom 339,300 13.2 334,800 13.6 273,600 12.3<br />

TOTAL WESTERN EUROPE (17 countries) 2,163,000 15.0 2,139,500 14.5 1,929,200 13.1<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 123


Statistics<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN GROUP - LIGHT COMMERCIAL VEHICLE REGIST<strong>RA</strong>TIONS IN EUROPE BY COUNTRY<br />

2002 2001 2000<br />

Market Market Market<br />

Units share (%) Units share (%) Units share (%)<br />

France 144,400 35.7 151,500 34.9 152,000 36.6<br />

Austria 2,000 8.9 2,400 10.1 2,500 9.1<br />

Belgium-Luxemburg 14,100 26.1 16,800 26.1 12,900 22.6<br />

Denmark 6,500 20.1 6,800 21.7 6,200 18.6<br />

Finland 2,000 12.6 1,700 11.3 1,500 10.1<br />

Germany 11,800 6.2 12,900 6.3 11,700 5.5<br />

Greece 1,400 7.4 1,700 8.1 1,200 5.1<br />

Ireland 4,700 13.5 5,500 14.1 6,300 15.2<br />

Italy 18,200 7.2 14,200 6.2 11,200 5.0<br />

Netherlands 12,100 15.0 14,400 17.1 14,300 14.9<br />

Norway 3,400 13.5 5,700 16.8 3,400 10.7<br />

Portugal 15,900 20.0 17,100 17.3 20,300 13.3<br />

Spain 66,100 24.6 70,400 24.5 68,800 23.0<br />

Sweden 4,900 17.0 4,300 14.6 3,500 10.9<br />

Switzerland 2,000 8.6 2,100 8.2 2,000 8.5<br />

United Kingdom 38,500 14.2 37,000 14.3 31,500 12.9<br />

TOTAL WESTERN EUROPE (17 countries) 348,000 19.3 364,500 19.4 349,300 18.1<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN GROUP - PASSENGER CAR AND LIGHT COMMERCIAL VEHICLE REGIST<strong>RA</strong>TIONS IN EUROPE BY COUNTRY<br />

2002 2001 2000<br />

Market Market Market<br />

Units share (%) Units share (%) Units share (%)<br />

France 864,600 33.9 913,400 34.0 811,100 31.8<br />

Austria 26,300 8.7 25,700 8.1 23,400 7.0<br />

Belgium-Luxemburg 123,800 21.9 121,300 20.4 111,400 18.1<br />

Denmark 36,900 25.6 31,300 24.5 28,100 19.3<br />

Finland 16,400 12.4 13,900 11.2 14,000 9.3<br />

Germany 186,400 5.4 171,300 4.8 162,200 4.5<br />

Greece 41,000 14.3 38,200 12.7 39,000 12.5<br />

Ireland 18,200 9.5 17,600 8.6 21,000 7.7<br />

Italy 243,900 9.7 209,600 7.9 194,300 7.4<br />

Netherlands 87,200 14.7 83,600 13.6 79,400 11.4<br />

Norway 13,400 11.9 14,900 11.8 11,200 8.7<br />

Portugal 57,400 18.8 59,700 16.8 60,300 14.7<br />

Spain 361,400 22.6 382,300 22.3 374,900 22.3<br />

Sweden 27,400 9.7 20,700 7.5 16,100 5.0<br />

Switzerland 28,800 9.0 28,700 8.4 27,000 7.9<br />

United Kingdom 377,900 13.3 371,800 13.7 305,100 12.4<br />

TOTAL WESTERN EUROPE (17 countries) 2,511,000 15.5 2,504,000 15.0 2,278,500 13.7<br />

124<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

<strong>PEUGEOT</strong> MARQUE - PASSENGER CAR AND LIGHT COMMERCIAL VEHICLE REGIST<strong>RA</strong>TIONS IN EUROPE BY COUNTRY<br />

2002 2001 2000<br />

Market Market Market<br />

Units share (%) Units share (%) Units share (%)<br />

France 507,800 19.9 543,400 20.2 472,500 18.5<br />

Austria 17,600 5.8 17,200 5.4 14,800 4.4<br />

Belgium-Luxemburg 64,300 11.4 62,700 10.5 61,800 10.1<br />

Denmark 21,200 14.8 18,500 14.5 17,200 11.8<br />

Finland 8,500 6.5 7,900 6.3 8,600 5.7<br />

Germany 113,200 3.3 106,200 3.0 106,200 3.0<br />

Greece 22,700 7.9 18,100 6.0 17,500 5.6<br />

Ireland 10,700 5.6 10,400 5.1 12,500 4.6<br />

Italy 143,100 5.7 126,400 4.8 112,200 4.2<br />

Netherlands 55,900 9.4 55,400 9.0 52,800 7.6<br />

Norway 8,700 7.6 10,200 8.1 7,500 5.9<br />

Portugal 31,900 10.4 32,500 9.2 34,400 8.4<br />

Spain 171,900 10.7 182,300 10.6 169,000 10.1<br />

Sweden 17,200 6.1 13,100 4.8 11,400 3.5<br />

Switzerland 18,100 5.7 18,700 5.5 18,300 5.4<br />

United Kingdom 224,300 7.9 220,600 8.1 202,200 8.2<br />

TOTAL WESTERN EUROPE (17 countries) 1,437,100 8.9 1,443,600 8.7 1,318,900 7.8<br />

CITROËN MARQUE - PASSENGER CAR AND LIGHT COMMERCIAL VEHICLE REGIST<strong>RA</strong>TIONS IN EUROPE BY COUNTRY<br />

2002 2001 2000<br />

Market Market Market<br />

Units share (%) Units share (%) Units share (%)<br />

France 356,800 14.0 370,000 13.8 338,600 13.3<br />

Austria 8,700 2.9 8,500 2.7 8,700 2.6<br />

Belgium-Luxemburg 59,500 10.5 58,500 9.8 49,600 8.1<br />

Denmark 15,600 10.9 12,800 10.0 10,900 7.5<br />

Finland 7,900 6.0 6,000 4.9 5,400 3.6<br />

Germany 73,200 2.1 65,200 1.8 55,900 1.6<br />

Greece 18,200 6.4 20,000 6.7 21,600 6.9<br />

Ireland 7,500 3.9 7,100 3.5 8,500 3.1<br />

Italy 100,800 4.0 83,300 3.2 82,100 3.1<br />

Netherlands 31,300 5.3 28,300 4.6 26,600 3.8<br />

Norway 4,800 4.2 4,700 3.7 3,600 2.8<br />

Portugal 25,500 8.4 27,100 7.7 25,800 6.3<br />

Spain 189,500 11.8 200,100 11.7 205,900 12.3<br />

Sweden 10,300 3.6 7,600 2.8 4,700 1.5<br />

Switzerland 10,700 3.4 9,900 2.9 8,700 2.6<br />

United Kingdom 153,600 5.4 151,300 5.6 103,000 4.2<br />

TOTAL WESTERN EUROPE (17 countries) 1,073,900 6.6 1,060,400 6.4 959,600 5.8<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 125


Statistics<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN GROUP - PRODUCTION BY MODEL<br />

(passenger cars and light commercial vehicles) 2002 2001 2000<br />

<strong>PEUGEOT</strong> MARQUE<br />

106 69,500 112,400 137,500<br />

206 843,900 820,100 737,400<br />

306 15,500 124,900 278,300<br />

307 534,500 308,200 500<br />

405 124,000 80,000 57,400<br />

406 125,500 192,100 259,500<br />

504 3,100 4,900 5,800<br />

607 27,200 37,800 23,500<br />

806 - 20,000 22,400<br />

807 14,800 - -<br />

Expert 28,600 32,300 29,500<br />

Partner 118,100 130,000 110,600<br />

J9 - - 3,000<br />

Boxer 42,500 43,600 44,400<br />

TOTAL 1,947,200 1,906,300 1,709,800<br />

(of which diesel-powered versions) (888,700) (852,000) (767,700)<br />

(of which passenger cars) (1,764,500) (1,720,100) (1,528,900)<br />

(of which light commercial vehicles) (182,700) (186,200) (180,900)<br />

CITROËN MARQUE<br />

Saxo 155,600 242,800 289,300<br />

C3 204,300 300 -<br />

ZX 79,400 52,900 53,900<br />

Xsara 449,800 459,600 453,700<br />

C5 157,100 157,100 800<br />

Xantia - 26,300 79,600<br />

XM - - 2,400<br />

Synergie - 17,500 17,500<br />

C8 11,900 - -<br />

Dispatch 24,900 26,700 24,100<br />

C15 30,600 34,600 40,100<br />

Berlingo 162 300 170,400 168,400<br />

Relay 39,000 41,800 37,800<br />

TOTAL 1,314,900 1,230,000 1,167,600<br />

(of which diesel-powered versions) (735,300) (689,300) (637,100)<br />

(of which passenger cars) (1,129,500) (1,037,600) (981,300)<br />

(of which light commercial vehicles) (185,500) (192,400) (186,300)<br />

TOTAL <strong>PSA</strong> Peugeot Citroën 3,262,100 3,136,300 2,877,400<br />

(of which diesel-powered versions) (1,624,000) (1,541,300) (1,404,800)<br />

(of which passenger cars) (2,894,000) (2,757,700) (2,510,200)<br />

(of which light commercial vehicles) (368,100) (378,600) (367,200)<br />

126<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN GROUP - WORLDWIDE SALES<br />

(passenger cars and light commercial vehicles) 2002 2001 2000<br />

WESTERN EUROPE<br />

France:<br />

Peugeot 513,300 550,500 486,400<br />

Citroën 358,000 364,700 346,400<br />

<strong>PSA</strong> Peugeot Citroën 871,300 915,200 832,800<br />

Other Western European countries:<br />

Peugeot 948,500 934,500 863,600<br />

Citroën 737,200 695,800 639,900<br />

<strong>PSA</strong> Peugeot Citroën 1,685,700 1,630,300 1,503,500<br />

TOTAL WESTERN EUROPE<br />

Peugeot 1,461,800 1,485,000 1,350,000<br />

Citroën 1,095,200 1,060,500 986,300<br />

<strong>PSA</strong> Peugeot Citroën 2,557,000 2,545,500 2,336,300<br />

REST OF THE WORLD<br />

Central and Eastern Europe and Turkey:<br />

Peugeot 109,100 89,700 92,800<br />

Citroën 59,600 45,400 51,100<br />

<strong>PSA</strong> Peugeot Citroën 168,700 135,100 143,900<br />

Africa:<br />

Peugeot 55,400 53,000 37,700<br />

Citroën 17,300 18,500 13,000<br />

<strong>PSA</strong> Peugeot Citroën 72,700 71,500 50,700<br />

The Americas:<br />

Peugeot 90,700 89,200 86,200<br />

Citroën 30,200 29,800 20,100<br />

<strong>PSA</strong> Peugeot Citroën 120,900 119,000 106,300<br />

Asia-Pacific:<br />

Peugeot 212,800 156,800 83,500<br />

Citroën 105,600 76,500 68,300<br />

<strong>PSA</strong> Peugeot Citroën 318,400 233,300 151,800<br />

Other:<br />

Peugeot 25,600 25,500 23,600<br />

Citroën 4,200 2,900 3,100<br />

<strong>PSA</strong> Peugeot Citroën 29,800 28,400 26,700<br />

TOTAL SALES, REST OF THE WORLD<br />

Peugeot 493,600 414,200 323,800<br />

Citroën 216,900 173,100 155,600<br />

<strong>PSA</strong> Peugeot Citroën 710,500 587,300 479,400<br />

TOTAL WORLDWIDE SALES<br />

Peugeot 1,955,400 1,899,200 1,673,800<br />

Citroën 1,312,100 1,233,600 1,141,900<br />

<strong>PSA</strong> Peugeot Citroën 3,267,500 3,132,800 2,815,700<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 127


Statistics<br />

WORKFORCE<br />

2002 2001<br />

AUTOMOBILE DIVISION 133,300 129,700<br />

Of which:<br />

* France 95,600 95,000<br />

* Other countries 37,700 34,700<br />

FINANCE COMPANIES 52,200 49,700<br />

T<strong>RA</strong>NSPORTATION AND LOGISTICS 8,000 7,700<br />

AUTOMOTIVE EQUIPMENT 52,200 49,700<br />

OTHER BUSINESSES 2,900 3,300<br />

TOTAL <strong>PSA</strong> Peugeot Citroën 198,600 192,500<br />

Of which:<br />

* France 123,700 123,700<br />

* Other countries 74,900 68,800<br />

MANUFACTURING FACILITIES<br />

Assembly plant Models produced as of January 1, 2003 2002 Output<br />

MANUFACTURING CENTERS<br />

Aulnay (France) Saxo, 106, C3 382,600<br />

Madrid (Spain) Xsara, C3 123,100<br />

Mangualde (Portugal) Citroën Berlingo, Peugeot Partner 50,900<br />

Mulhouse (France) 206, 206 CC, 307 470,700<br />

Palomar (Argentina) 206, Citroën Berlingo, Peugeot Partner 17,800<br />

Poissy (France) 206 353,100<br />

Porto Real (Brazil) 206, Xsara Picasso 48,200<br />

Rennes (France) Xsara, C5 272,900<br />

Ryton (United Kingdom) 206, 206 SW 199,200<br />

Sochaux (France) 307, 307 SW, 406, 607 434,100<br />

Vigo (Spain) Xsara Picasso, C15, Citroën Berlingo, Peugeot Partner 496,100<br />

MECHANICAL COMPONENT<br />

PLANTS AND FOUNDRIES<br />

Asnières (France) Free-cutting, hydraulic systems -<br />

Caen (France) Wheels, axles suspension systems, transmissions -<br />

Charleville (France) Aluminium and iron castings -<br />

Melun-Sénart (France) Replacement parts -<br />

Metz (France) Gear boxes 1,691,400<br />

Saint-Ouen (France) Stamping -<br />

Sept-Fons (France) Iron castings -<br />

Trémery (France) EW gasoline engines and DV, DW diesel engines 1,615,700<br />

Valenciennes (France) Gear boxes 1,524,900<br />

Vesoul (France) CKD shipments, replacement parts -<br />

128<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Growth Strategy<br />

Corporate<br />

Governance<br />

Business Review<br />

Corporate Policies<br />

Management’s<br />

Discussion<br />

and Analysis<br />

Statistics<br />

JOINT PLANTS WITH OTHER MANUFACTURERS<br />

(AS AT DECEMBER 31, 2002)<br />

Facility Production Annual output<br />

F<strong>RA</strong>NÇAISE DE MECANIQUE<br />

50% Peugeot Citroën Automobiles Iron castings<br />

50% Renault Engines: *TU + TUF + TUD 1,204,100<br />

*DV 334,800<br />

*D (Renault) 445,500<br />

*ES 19,800<br />

SEVELNORD Peugeot 807 Total output:<br />

50% Peugeot Citroën Automobiles Peugeot Expert 125,700<br />

50% Fiat Citroën C8<br />

Citroën Jumpy<br />

Fiat Ulysse<br />

Fiat Scudo<br />

Lancia Phedra<br />

OTHER COUNTRIES<br />

SOCIETÁ EUROPEA VEICOLI LEGGERI - (ITALY) Peugeot Boxer Total output:<br />

50% Peugeot Citroën Automobiles Citroën Relay 179,300<br />

50% Fiat Fiat Ducato<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT 129


130<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - MANAGING BOARD REPORT


Appendices to the Managing Board Report<br />

Consolidated financial statements 133<br />

Notes to consolidated financial statements 138<br />

Five-year consolidated financial statements 181<br />

List of consolidated companies 185<br />

Employee Relations and Environmental Indicators<br />

Employee Relations Indicators 192<br />

Environmental Indicators – Automobile fuel consumption and emissions 196<br />

Environmental Indicators – Production plant consumption and emissions 199<br />

Management and Administration 202<br />

Information about the Company’s capital 205<br />

Statutory Auditors’ Report 207<br />

Information about Peugeot S.A.<br />

Information about Peugeot S.A. 208<br />

Organization 210<br />

Stockholder information 212<br />

Financial authorizations 214<br />

Resolutions 217<br />

The Vice Presidents Committee 220<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN 131


132<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN


C onsolidated statements of income<br />

(in millions of euros) 2002 2001 2000<br />

MANUFACTURING AND SALES COMPANIES<br />

Net sales 52,906 50,288 42,978<br />

Operating expenses<br />

Cost of goods and services sold (40,196) (38,647) (31,946)<br />

Selling, general and administrative expenses (8,251) (7,504) (7,550)<br />

Research and development costs (1,865) (1,733) (1,625)<br />

(50,312) (47,884) (41,121)<br />

Operating margin 2,594 2,404 1,857<br />

Early-termination plan costs (158) (31) 32<br />

Other income and (expenses)<br />

Restructuring costs (note 9) (124) (115) (41)<br />

Interest income (expense), net (note 10) (25) (48) 86<br />

Other income and (expense), net (note 11) 22 193 21<br />

(127) 30 66<br />

Income before tax of fully-consolidated companies 2,309 2,403 1,955<br />

Income taxes (note 13) (666) (750) (601)<br />

Net income of fully-consolidated manufacturing and sales companies 1,643 1,653 1,354<br />

FINANCE COMPANIES<br />

Revenues<br />

From third parties 1,530 1,375 1,203<br />

From Group manufacturing and sales companies 170 212 184<br />

1,700 1,587 1,387<br />

Operating expenses (note 12) (1,381) (1,339) (1,123)<br />

Operating margin 319 248 264<br />

Other income and (expenses), net (3) (4) (3)<br />

Income before tax of fully-consolidated companies 316 244 261<br />

Income taxes (note 13) (111) (85) (112)<br />

Net income of fully-consolidated finance companies 205 159 149<br />

Net income of fully-consolidated companies 1,848 1,812 1,503<br />

Net earnings of companies at equity (note 18-c) 22 9 19<br />

Amortization of goodwill (163) (140) (199)<br />

Net income before minority interests 1,707 1,681 1,323<br />

(Income) loss attributable to minority interests (17) 10 (11)<br />

Net income 1,690 1,691 1,312<br />

Basic earnings per €1 par value share (note 52)<br />

- average number of common shares outstanding* 254,201,332 263,357,148 261,283,962<br />

- in euros, per share 6.65 6.42 5.02<br />

Diluted earnings per €1 par value share (note 52)<br />

- average potential number of shares* 254,201,332 264,479,453 273,086,352<br />

- in euros, per share 6.65 6.40 4.84<br />

* The average number of shares for 2000 has been adjusted for the 2001 six-for-one stock-split.<br />

The notes on <strong>page</strong>s 139 to 179 are an integral part of the consolidated financial statements.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 133


C onsolidated balance sheets - Assets<br />

(in millions of euros) 2002 2001 2000<br />

MANUFACTURING AND SALES COMPANIES<br />

Goodwill (note 14) 2,120 2,225 1,054<br />

Intangible assets (note 15) 194 183 136<br />

Property, plant and equipment (note 16) 11,545 11,461 10,359<br />

Investments<br />

Receivables and investment securities (note 17) 929 624 1,110<br />

Investments in companies at equity (note 18) 351 215 203<br />

Shares in non-consolidated companies (note 19) 85 238 254<br />

Loans to Group finance companies - - 339<br />

1,365 1,077 1,906<br />

Other non-current assets<br />

Long-term deferred income taxes 308 184 86<br />

Other non-current assets (note 20) 257 204 176<br />

565 388 262<br />

Current operating assets<br />

Inventories (note 21) 6,167 6,218 5,171<br />

Accounts and notes receivable (note 22) 3,381 3,451 2,962<br />

Short-term income tax assets (note 25) 980 935 485<br />

Other receivables (note 26) 2,619 2,585 2,207<br />

Receivables from Group finance companies 238 306 311<br />

13,385 13,495 11,136<br />

Current financial assets<br />

Loans 397 260 207<br />

Short-term investments (note 27) 1,089 1,013 1,246<br />

Cash and cash equivalents (note 28) 4,532 5,520 3,143<br />

Current account balances from Group finance companies 97 123 1,077<br />

6,115 6,916 5,673<br />

Total manufacturing and sales companies 35,289 35,745 30,526<br />

FINANCE COMPANIES<br />

Goodwill (note 14) 80 86 90<br />

Non-current assets<br />

Intangible assets (note 15) 30 21 20<br />

Property and equipment (note 16) 51 52 131<br />

Long-term deferred income tax assets 47 29 28<br />

Others 202 206 225<br />

330 308 404<br />

Accounts receivable<br />

Finance receivables (note 23) 15,732 15,740 14,155<br />

Other customer loans (note 24) 295 242 205<br />

Receivables from manufacturing and sales companies 208 241 299<br />

16,235 16,223 14,659<br />

Other operating assets<br />

Short-term income tax assets (note 25) 63 53 16<br />

Other receivables (note 26) 923 742 550<br />

Receivables from manufacturing and sales companies 65 41 99<br />

1,051 836 665<br />

Current financial assets<br />

Short-term investments 87 71 31<br />

Cash and cash equivalents (note 28) 2,936 2,146 251<br />

Receivables from manufacturing and sales companies - 1 13<br />

3,023 2,218 295<br />

Total finance companies 20,719 19,671 16,113<br />

TOTAL ASSETS 56,008 55,416 46,639<br />

The notes on <strong>page</strong>s 139 to 179 are an integral part of the consolidated financial statements.<br />

134<br />

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C onsolidated balance sheets - Liabilities and stockholders’ equity<br />

(in millions of euros) 2002 2001 2000<br />

Stockholders’ equity (note 29)<br />

Common stock 259 259 278<br />

Capital in excess of par value of stock - - 276<br />

Retained earnings 11,875 10,479 9,515<br />

Treasury stock (568) (51) (507)<br />

Cumulative translation adjustment (582) (405) (201)<br />

10,984 10,282 9,361<br />

MANUFACTURING AND SALES COMPANIES<br />

Minority interests (note 30) 640 689 579<br />

Non-current liabilities<br />

Long-term deferred income tax liabilities 1,104 1,163 1,129<br />

Reserves for contingencies and liabilities (note 31) 1,727 1,394 1,322<br />

Other long-term liabilities (note 32) 95 69 70<br />

2,926 2,626 2,521<br />

Long-term debt (note 34) 3,499 3,635 1,977<br />

Current liabilities<br />

Accounts and notes payable 9,912 9,173 8,503<br />

Short-term income tax liabilities (note 37) 646 808 625<br />

Other payables (note 38) 5,228 5,409 4,413<br />

Due to Group finance companies 84 86 117<br />

15,870 15,476 13,658<br />

Short-term debt<br />

Convertible debentures (note 33) - - 113<br />

Current portion of long-term debt (note 34) 311 299 408<br />

Short-term financing and bank overdrafts (note 35) 2,451 3,920 2,924<br />

Bank overdrafts from Group finance companies 189 197 293<br />

2,951 4,416 3,738<br />

Total manufacturing and sales companies 25,886 26,842 22,473<br />

FINANCE COMPANIES<br />

Minority interests (note 30) 91 103 79<br />

Non-current liabilities<br />

Long-term deferred income tax liabilities 150 122 119<br />

Reserves for contingencies and liabilities (note 31) 53 45 31<br />

Other long-term liabilities - 14 -<br />

203 181 150<br />

Financing liabilities<br />

Borrowings (note 36) 17,085 16,143 11,585<br />

Other financing liabilities 111 120 386<br />

Bank overdrafts 86 125 68<br />

Current account advances from Group manufacturing and sales companies 45 14 1,438<br />

17,327 16,402 13,477<br />

Customer deposits<br />

Customer deposits 113 85 99<br />

Deposits from Group manufacturing and sales companies 52 109 -<br />

165 194 99<br />

Other operating liabilities<br />

Short-term income tax liabilities (note 37) 64 106 43<br />

Other payables (note 38) 1,050 1,000 667<br />

Due to Group manufacturing and sales companies 238 306 290<br />

1,352 1,412 1,000<br />

Total finance companies 19,138 18,292 14,805<br />

TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY 56,008 55,416 46,639<br />

The notes on <strong>page</strong>s 139 to 179 are an integral part of the consolidated financial statements.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 135


C onsolidated statements of cash flow<br />

(in millions of euros) 2002 2001 2000<br />

MANUFACTURING AND SALES COMPANIES<br />

Net income of fully-consolidated companies 1,643 1,653 1,354<br />

Adjustments to reconcile net income to net cash provided by operations<br />

- Depreciation and amortization 2,165 1,974 1,877<br />

- Net increase (decrease) in allowances and reserves 352 8 (158)<br />

- Change in long-term deferred income taxes (80) (107) (32)<br />

- (Gains) losses on disposals of assets and other (17) (88) 186<br />

Dividends received from companies at equity (4) - (6)<br />

Working capital provided by operations 4,059 3,440 3,221<br />

Change in operating assets and liabilities (note 39) 330 (422) (238)<br />

Net cash provided by operations - manufacturing and sales companies 4,389 3,018 2,983<br />

Proceeds from disposals of investments in non-consolidated companies 5 23 23<br />

Proceeds from disposals of subsidiaries - - 30<br />

Proceeds from disposals of property, plant and equipment 172 443 100<br />

Capital expenditure (2,790) (2,938) (2,898)<br />

Acquisitions of shares in subsidiaries (56) (1,575) (18)<br />

Investments in non-consolidated companies (25) (33) (164)<br />

Effect of changes in scope of consolidation and other (note 40) (268) 54 (134)<br />

Net cash used by investing activities – manufacturing and sales companies (2,962) (4,026) (3,061)<br />

FINANCE COMPANIES<br />

Net income of fully-consolidated companies 205 159 149<br />

Adjustments to reconcile net income to net cash provided by operations 34 1 73<br />

Working capital provided by operations 239 160 222<br />

Change in operating assets and liabilities (note 39) 557 1,660 (887)<br />

Net cash provided (used) by operations - finance companies 796 1,820 (665)<br />

Net cash provided by investing activities – finance companies 80 68 104<br />

GROUP<br />

Dividends paid:<br />

- to Peugeot S.A. stockholders (294) (217) (118)<br />

- to minority stockholders of consolidated companies (43) (13) (12)<br />

Issuance of shares - 109 132<br />

Purchases of treasury stock (517) (458) (257)<br />

Buybacks of convertible debentures - - (555)<br />

Change in other financial assets and liabilities (note 41) (1,666) 3,872 1,468<br />

Others 46 123 38<br />

Net cash provided (used) by financing activities (2,474) 3,416 696<br />

Effect of exchange rate changes (27) (24) (12)<br />

Increase (decrease) in cash and cash equivalents (198) 4,272 45<br />

Cash and cash equivalents at beginning of period 7,666 3,394 3,349<br />

Cash and cash equivalents at period-end 7,468 7,666 3,394<br />

The notes on <strong>page</strong>s 139 to 179 are an integral part of the consolidated financial statements.<br />

136<br />

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C onsolidated statements of stockholders’ equity<br />

Stockholders’ Common Capital in Retained Treasury Cumulative<br />

(in millions of euros) equity stock excess of par earnings stock translation<br />

value of stock<br />

adjustment<br />

Balance as of December 31, 1999 8,332 273 149 8,383 (250) (223)<br />

2000 net income 1,312 - - 1,312 - -<br />

Dividend (€2.7 per €6 par value share) (118) - - (118) - -<br />

Issuance of shares 132 5 127 - - -<br />

Purchases of treasury stock (257) - - - (257) -<br />

Translation adjustment 22 - - - - 22<br />

Unrealized gains canceled on<br />

sale of marketable securities (62) - - (62) - -<br />

Balance as of December 31, 2000 9,361 278 276 9,515 (507) (201)<br />

2001 net income 1,691 - - 1,691 - -<br />

Dividend (€5 per €6 par value share) (217) - - (217) - -<br />

Issuance of shares 109 4 105 - - -<br />

Purchases of treasury stock (458) - - - (458) -<br />

Cancellations of treasury stock - (23) (381) (510) 914 -<br />

Translation adjustment (204) - - - - (204)<br />

Balance as of December 31, 2001 10,282 259 - 10,479 (51) (405)<br />

2002 net income 1,690 - - 1,690 - -<br />

Dividend (€1.15 per €1 par value share) (294) (294)<br />

Purchases of treasury stock (517) (517)<br />

Translation adjustment (177) (177)<br />

Balance as of December 31, 2002 10,984 259 - 11,875 (568) (582)<br />

The notes on <strong>page</strong>s 139 to 179 are an integral part of the consolidated financial statements.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 137


N otes to the consolidated financial statements<br />

for the years ended December 31, 2002, 2001 and 2000<br />

General information<br />

Note 1 Accounting policies 139<br />

Note 2 Effect of applying US GAAP 141<br />

Note 3 Scope of consolidation 144<br />

Note 4 Segment information 145<br />

Note 5 Key financial data for the Group 149<br />

Statements of income<br />

Note 6 Quarterly sales and revenues 150<br />

Note 7 Payroll costs 150<br />

Note 8 Depreciation of property, plant and equipment manufacturing and sales companies 150<br />

Note 9 Restructuring costs – manufacturing and sales companies 150<br />

Note 10 Interest income (expense) net manufacturing and sales companies 150<br />

Note 11 Other income and (expense), net – manufacturing and sales companies 150<br />

Note 12 Operating expenses – finance companies 151<br />

Note 13 Income taxes 151<br />

Balance sheet – Assets<br />

Note 14 Goodwill 152<br />

Note 15 Intangible assets 153<br />

Note 16 Property, plant and equipment 153<br />

Note 17 Receivables and investment securities 154<br />

Note 18 Investments in companies at equity 155<br />

Note 19 Shares in non-consolidated companies 156<br />

Note 20 Other non-current assets 156<br />

Note 21 Inventories 157<br />

Note 22 Accounts and notes receivable 157<br />

Note 23 Finance receivables 157<br />

Note 24 Other customer receivables – finance companies 158<br />

Note 25 Short-term income tax assets 159<br />

Note 26 Other receivables 159<br />

Note 27 Short-term investments – manufacturing and sales companies 159<br />

Note 28 Cash and cash equivalents 159<br />

Balance sheet – Liabilities and stockholders’ equity<br />

Note 29 Common stock, capital in excess of par value of stock 159<br />

Note 30 Minority interests 161<br />

Note 31 Reserves for contingencies and liabilities 162<br />

Note 32 Other long-term liabilities – manufacturing and sales companies 162<br />

Note 33 Convertible debentures 162<br />

Note 34 Other long-term debt – manufacturing and sales companies 163<br />

Note 35 Short-term financing and bank overdrafts – manufacturing and sales companies 163<br />

Note 36 Financing liabilities – finance companies 164<br />

Note 37 Short-term income tax liabilities 165<br />

Note 38 Other payables 165<br />

Statement of cash flows<br />

Note 39 Change in operating assets and liabilities 165<br />

Note 40 Effect of changes in scope of consolidation and other 166<br />

Note 41 Change in other financial assets and liabilities – finance companies 166<br />

Other information<br />

Note 42 Net financial position – manufacturing and sales companies 167<br />

Note 43 Lines of credit 167<br />

Note 44 Return on capital employed 167<br />

Note 45 Early-termination plan 168<br />

Note 46 Pension and other post-retirement benefits 169<br />

Note 47 Foreign exchange and interest rate risk management 172<br />

Note 48 Equity risk 175<br />

Note 49 Fair value of financial instruments 175<br />

Note 50 Commitments and contingencies 177<br />

Note 51 Maturities and commitments 178<br />

Note 52 Earnings per share 178<br />

Note 53 Directors’ compensation 179<br />

Note 54 Statutory auditors’ fees 179<br />

Note 55 Subsequent events 179<br />

138<br />

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➔ Note 1 - Accounting policies<br />

The consolidated financial statements are presented in accordance with<br />

French generally accepted accounting principles.<br />

The impact on the consolidated financial statements of adopting<br />

standard CRC 2000-06 concerning liabilities, effective from 2002, was<br />

not material.<br />

Group accounting policies, described in notes 1(a) to 1(s) below, are<br />

consistent, in all material respects, with accounting principles generally<br />

accepted in the United States of America (US GAAP) except as<br />

explained in note 2.<br />

a) Consolidation<br />

The financial statements of significant subsidiaries in which Peugeot S.A.<br />

holds directly or indirectly a majority interest are fully consolidated.<br />

Companies in which Peugeot S.A. holds directly or indirectly an<br />

interest of 20% to 50% and exercises significant influence over<br />

operating and financial policies are included in the consolidated<br />

financial statements on an equity basis.<br />

Certain companies meeting the above criteria have not been<br />

consolidated as they are considered not material in relation to the<br />

Group as a whole. Investments in these companies are recorded under<br />

“Shares in non-consolidated companies” (note 19).<br />

All significant intercompany transactions are eliminated.<br />

Newly-acquired subsidiaries are consolidated as from the date of<br />

acquisition.<br />

b) Translation of foreign currencies<br />

Foreign currency amounts are translated as follows:<br />

- transactions in foreign currency are translated at the hedging rate,<br />

except for the limited number of transactions that are not hedged;<br />

- at the balance sheet date, monetary assets and liabilities denominated<br />

in foreign currency which are not hedged are translated at the yearend<br />

exchange rate;<br />

- gains and losses resulting from the translation of foreign currency<br />

transactions are included in earnings, with the exception of those<br />

related to transactions representing an investment of a permanent<br />

nature in a subsidiary, which are included in stockholders’ equity<br />

under “Retained earnings”;<br />

- balance sheets of foreign subsidiaries are translated at the year-end<br />

exchange rate;<br />

- income statements of foreign subsidiaries are translated on a monthly<br />

basis at the average rates of each month;<br />

- gains and losses resulting from the translation of financial statements<br />

of foreign subsidiaries are recorded in stockholders’ equity under<br />

“Cumulative translation adjustment”.<br />

c) Use of estimates<br />

The preparation of financial statements and related disclosures in<br />

accordance with generally accepted accounting principles requires<br />

management to make estimates and assumptions that affect amounts<br />

reported therein.<br />

d) Sales and revenues<br />

1. Manufacturing and sales companies<br />

Sales of the manufacturing and sales companies include revenues from<br />

the sale of vehicles and other goods and services.<br />

Vehicle sales<br />

New vehicle sales are recognized on the date of transfer of the risks and<br />

rewards of ownership. This corresponds generally to the date when the<br />

vehicles are made available to non-group dealers or the delivery date,<br />

in the case of direct sales. The amount recognized is stated net of the<br />

cost of certain sales incentive programs.<br />

New vehicle sales with a buyback commitment expiring within a<br />

maximum of three years are not recognized at the time of delivery but<br />

accounted for as operating leases. The difference between the sale price<br />

and the buyback price is recognized over the leasing period. The profit<br />

corresponding to the difference between the resale value of the vehicle<br />

on the used car market and the cost of the new vehicle is recognized in<br />

the period when the vehicle is sold. If the difference is a loss, an<br />

allowance is booked when the buyback contract is signed.<br />

2. Finance companies<br />

Finance company revenues correspond to interest income, mainly from<br />

sales financing, and financing-related service revenues.<br />

Sales financing revenue<br />

The activity of finance companies is to provide wholesale financing to<br />

Group dealer networks and to finance sales of vehicles to customers.<br />

Financing may take the form of conventional loans, finance leases,<br />

buyback contracts or long-term leasing and is treated in the same way<br />

as loans. Outstanding principal is recorded in the balance sheet,<br />

together with interest due up to the loan repayment date (note 23-b).<br />

Income from the financing of sales is recognized on an actuarial basis<br />

at a constant rate of interest over the life of the loan.<br />

Revenues from retained interests in asset-backed securities issued by<br />

funds set up in connection with the securitization of automobile loans<br />

are included in sales financing revenue.<br />

Commissions and other fees paid to referral agents are included in cost<br />

of sales over the loan period.<br />

Other business acquisition and loan administration costs are expensed<br />

when incurred.<br />

e) Sales incentive programs<br />

The cost of sales incentive programs is charged against earnings for the<br />

period in which the corresponding sales are recognized. It is accrued on<br />

the basis of historical costs for the previous three months, determined<br />

country by country.<br />

Effective from 2001, in cases where the cost of the program varies<br />

based on sales volume, it is deducted from sales (note 4-a)2).<br />

Incentive programs established by the Group include the granting of<br />

retail financing at rates significantly below market rates. The<br />

corresponding cost is recognized at the time of the sale.<br />

f) Product warranty costs<br />

A reserve is recorded to cover the estimated cost of vehicle warranties<br />

at the time of sale to dealer networks or to the end customer. Revenues<br />

from the sale of extended warranties and maintenance contracts are<br />

recognized over the period during which the service is to be provided.<br />

g) Research and development costs<br />

All research and development costs, including research into production<br />

methods, are expensed as incurred. Automotive Equipment development<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 139


costs which are to be billed to customers do not meet the criteria for<br />

classification as research and development costs, and are included<br />

in inventory.<br />

h) Operating margin<br />

Operating margin, which represents the main performance indicator<br />

used by the Group, corresponds to net income of fully-consolidated<br />

companies before:<br />

- early-termination plan costs,<br />

- restructuring costs,<br />

- net interest income and expense of manufacturing and sales companies,<br />

- gains and losses on disposals of fixed assets other than automobiles,<br />

- revenues from investments in non-consolidated companies,<br />

- exchange gains and losses of manufacturing and sales companies,<br />

- net gains and losses and movements in reserves related to nonrecurring<br />

items,<br />

- income taxes.<br />

i) Goodwill<br />

Goodwill, representing the excess of the purchase price (including<br />

transaction expenses) of shares in consolidated companies over the fair<br />

value of the net assets acquired at the date of acquisition, is amortized<br />

on a straight-line basis over a period not exceeding 20 years.<br />

j) Intangible assets<br />

Internal and external costs for the development and upgrading of<br />

software intended for internal use are capitalized and amortized on a<br />

straight-line basis over a period not exceeding 4 years. Other software<br />

acquisition and development costs are expensed as incurred.<br />

Other intangible assets, consisting principally of patents and<br />

trademarks, are amortized on a straight-line basis over the estimated<br />

period of benefit, not to exceed 20 years.<br />

k) Property, plant and equipment<br />

Property, plant and equipment are carried at cost, including capitalized<br />

interest expense. The French legal revaluations and foreign<br />

revaluations are not reflected in the consolidated financial statements.<br />

Maintenance and repair costs are expensed as incurred, except<br />

for those which enhance the productivity or prolong the useful life<br />

of an asset.<br />

Depreciation is calculated on a straight-line basis over the estimated<br />

useful lives of the respective assets as follows:<br />

Useful lives, in number of years<br />

Buildings 20 to 30<br />

Plant and equipment 6.66 to 16<br />

Computer equipment 3 to 4<br />

Vehicles and handling equipment 4 to 7<br />

Fixtures and fittings 10 to 20<br />

Assets acquired under capital leases are recorded under assets at<br />

their fair value at the inception of the lease and depreciated by the<br />

method and at the rates indicated above. A corresponding obligation<br />

is recorded as a liability (note 34-d).<br />

Special tools are depreciated over the estimated lives of the<br />

corresponding models, which are generally shorter than the useful lives<br />

of the tools concerned, due to the frequency of model changes.<br />

l) Long-lived assets<br />

An impairment loss is recognized whenever events or changes in<br />

circumstances indicate that the carrying amount of a long-lived asset<br />

may not be recoverable.<br />

In the case of goodwill, the impairment test is based on the difference<br />

between the carrying amount and the sum of discounted future cash flows.<br />

For other assets, it is based on the sum of undiscounted expected future<br />

cash flows, taking into account the assets’ planned future use.<br />

The impairment loss is determined on the basis of the fair value of<br />

the asset, measured by reference to discounted future cash flows<br />

or market value.<br />

m) Securities<br />

1. Investment securities<br />

Investment securities held by Group companies consist solely of debt<br />

securities acquired with the intention of holding them to maturity. They<br />

are stated at their redemption value. Premiums and discounts are<br />

amortized over the life of the securities. Investment securities are recorded<br />

under “Receivables and investment securities” in the balance sheet.<br />

2. Shares in non-consolidated companies<br />

Shares in non-consolidated companies are stated at cost and are written<br />

down in the case of a permanent impairment in value. Allowances for<br />

permanent impairment in value are determined based on the most<br />

appropriate financial criteria, including the Group’s equity in the<br />

underlying net assets, the earnings outlook of the company and, in the<br />

case of listed companies, the share price.<br />

3. Marketable securities<br />

Securities that the Group intends to hold on a long-term basis<br />

are recorded under “Receivables and investment securities” and<br />

securities that are intended to be sold in the short-term are classified as<br />

“Short-term investments”.<br />

Marketable securities are recorded at cost, net of transaction expenses<br />

and accrued interest. They are written down at year-end in the case of<br />

a permanent impairment in value.<br />

Unrealized gains and losses recorded under stockholders’ equity<br />

further to the revaluation carried out in 1999 were reversed in 2000.<br />

n) Deferred taxes<br />

1. On recognized transactions and contingencies<br />

Deferred taxes are recognized by the liability method for temporary<br />

differences between the book value and tax basis of assets and<br />

liabilities and also in respect of tax loss carryforwards. A valuation<br />

allowance is booked for net deferred tax assets where the related tax<br />

benefit is not likely to be realized (note 13-d).<br />

2. On future dividend distributions<br />

A deferred tax liability is recorded for the estimated tax payable on<br />

intercompany dividends planned to be distributed by consolidated<br />

companies (note 13-a).<br />

140<br />

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No reserve is booked for taxes payable on intercompany dividends,<br />

where the distribution of consolidated companies’ retained earnings is<br />

not planned, as these amounts are considered as having been<br />

permanently reinvested.<br />

o) Inventories<br />

Finished goods and work-in-progress are stated at the lower of cost or<br />

market. Market is defined as current replacement cost, by purchase or<br />

reproduction, provided that said cost does not exceed net realizable<br />

value. Cost is determined by the First-In First-Out (FIFO) method and<br />

includes direct and indirect production costs based on normal activity<br />

levels.<br />

p) Credit losses<br />

Credit losses are analyzed by the manufacturing and sales companies at<br />

each period end and allowances are booked, where appropriate, to<br />

cover the estimated risk of non-recovery.<br />

Allowances for credit losses recorded by the finance companies are<br />

charged to income as follows:<br />

- retail financing: an allowance is booked when a retail installment<br />

contract is obtained, based on a historical and prospective evaluation<br />

of risk, and is periodically adjusted to take account of changes in the<br />

estimated risk;<br />

- wholesale financing: an allowance based on historical statistics is<br />

booked on average outstanding balances during the year and is<br />

increased in the case of specifically identified risks.<br />

As soon as a finance receivable is deemed irrecoverable, it is written off<br />

against the previously booked allowance for credit losses after taking into<br />

consideration the potential recovery from the guarantor and the value at<br />

which the repossessed vehicle is recorded in the balance sheet (at the<br />

lower of the net investment in the receivable and its estimated market<br />

value). In addition, recognition of financing revenue is suspended.<br />

q) Cash and cash equivalents<br />

This item consists solely of current account balances, trading securities<br />

(securities quoted on organized markets that are acquired with the<br />

intention of being held for periods not exceeding three months), units<br />

in money market funds which can be sold at short notice and<br />

marketable securities with maturities of less than three months.<br />

Effective from 2002, cash advances granted to companies accounted<br />

for by the equity method, which were previously reported under “Cash<br />

and cash equivalents”, are included in “Short-term loans”. The<br />

corresponding amounts reported under “Cash and cash equivalents” in<br />

2001 and 2000 have not been reclassified as the amounts involved are<br />

not material (note 28-a).<br />

r) Pension and other retirement benefits<br />

In addition to pension benefits paid in accordance with the laws and<br />

regulations of the countries in which they operate, Group companies are<br />

liable for the payment of supplementary pensions and retirement benefits.<br />

The related accounting policy and calculations are provided in note 46.<br />

Retirement benefit obligations funded by reserves concern:<br />

- long-service awards payable by French subsidiaries (note 46-b)<br />

- healthcare costs paid by certain subsidiaries in the United States<br />

(note 46-c).<br />

s) Own shares<br />

1. Shares held for allocation on exercise of employee<br />

stock options<br />

Peugeot S.A. shares and the shares of subsidiaries that are being held<br />

for allocation on exercise of employee stock options are carried at cost<br />

under “Short-term investments”. An allowance is booked where<br />

required to cover the difference between the cost of these shares and<br />

the lower of the exercise price of the related options and the market<br />

value at year end.<br />

2. Peugeot S.A. treasury stock<br />

Own shares acquired by the Group for any purpose other than for<br />

allocation on exercise of stock options are recorded as a reduction in<br />

stockholders’ equity, at cost, under “Treasury stock”.<br />

The proceeds from sales of treasury stock are credited directly to<br />

stockholders’ equity and any disposal gains or losses therefore have no<br />

impact on the statement of income.<br />

➔ Note 2 - Effect of applying US GAAP<br />

a) Effect on stockholders’ equity and net income<br />

Certain principles generally accepted in the United States of America<br />

(US GAAP) are not acceptable under French accounting principles and<br />

have therefore not been applied by the Group. The effect on stockholders’<br />

equity and net income of applying US GAAP is presented below:<br />

1. Main differences<br />

Early-termination plan costs<br />

The cost of the early-termination plan was recognized in full in the<br />

consolidated statement of income for the year ended December 31, 1999,<br />

in accordance with French accounting standards. The plan did not<br />

meet certain of the criteria for recognition of the related cost in<br />

1999 under US GAAP.<br />

Additional minimum pension liability<br />

Statement of Financial Accounting Standards (SFAS) no. 87 requires<br />

the recognition of an additional minimum liability if the sum of the<br />

reserves recorded in the balance sheet and the fair value of plan assets<br />

represent less than the accumulated benefit obligation. The portion of<br />

the additional minimum liability corresponding to prior service cost<br />

and the unamortized transition obligation is debited to “Intangible<br />

assets” and any remaining balance is recorded as a reduction in<br />

stockholders’ equity, under “Other comprehensive income”, net of tax.<br />

At December 31, 2002, 2001 and 2000, the pre-tax amounts involved<br />

were as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Contra entry<br />

- Intangible assets 54 33 -<br />

- Stockholders’ equity 587 80 -<br />

Total additional minimum liability 641 113 -<br />

Recognition of restructuring reserves<br />

A reserve for restructuring costs is booked when the restructuring plan<br />

is decided by management and its implementation is not subject to<br />

certain conditions being met.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 141


Certain restructuring measures do not fulfil the more stringent recognition<br />

criteria contained in American accounting standard EITF 94.3.<br />

Write-off of restructuring costs against goodwill<br />

Under French GAAP (CRC 99-02), reserves to cover the cost of<br />

restructuring newly-acquired subsidiaries can be charged against the<br />

related goodwill in some circumstances.<br />

This alternative accounting treatment of restructuring reserves is<br />

specific to France and does not exist in US GAAP.<br />

Development costs to be billed to customers included<br />

in inventory<br />

Certain Automotive Equipment development costs that are to be billed<br />

to customers are included in the cost of inventory.<br />

Under US accounting standard EITF 99-05, effective from 2000, these<br />

types of costs may not be capitalized if certain conditions are not met.<br />

EITF 99-05 did not require prior years’ financial statements to be<br />

restated to take account of this change of method. The effect of the<br />

change of method on the 2000 financial statements was therefore<br />

limited to the restatement of goodwill in the opening balance sheet of<br />

the Sommer Allibert Group.<br />

Goodwill<br />

- Recognition<br />

Under French accounting standards, adjustments to goodwill may be<br />

made up to the end of the fiscal year following the year of acquisition.<br />

Under US GAAP, the maximum period is twelve months.<br />

- Amortization<br />

Under French accounting standards, goodwill is amortized over a<br />

maximum of twenty years and an impairment loss is recognized where<br />

necessary.<br />

Effective from January 1, 2002, goodwill and certain intangible assets<br />

may not be amortized under US GAAP (SFAS 142). SFAS 142 requires<br />

companies to identify reporting units and to test goodwill for<br />

impairment at least annually using a two-step process. The first step is<br />

a screen for potential impairment and the second step measures the<br />

amount of impairment, if any.<br />

At December 31, 2002, the Group screened its principal reporting<br />

units. The screening process did not reveal any potential impairment of<br />

the related goodwill at that date.<br />

Securitization<br />

During the year, the Group sold portfolios of automobile loans through<br />

securitization operations described in note 23. The impact of these<br />

transactions on earnings for the year was not material.<br />

Under US GAAP applicable to transfers of financial assets, the retained<br />

interest must be recorded under assets at fair value. Fair value is<br />

determined based on estimated discounted future cash flows from the<br />

retained interest, taking into account experience-based expected early<br />

repayment and credit loss rates. Early repayment and credit loss<br />

assumptions are based on the least favorable rates observed over the<br />

past four or five years. The discount rate applied includes a risk<br />

premium reflecting the variability of these parameters. The gain on the<br />

sale of the finance receivables takes into account the retained interest<br />

carried in the balance sheet and the original net book value of the assets<br />

and liabilities corresponding to the transferred assets.<br />

Derivative instruments and hedging activities<br />

Under French GAAP, derivative instruments that qualify for hedge<br />

accounting may not be valued by the mark-to-market method.<br />

Statement of Financial Accounting Standards (SFAS) no. 133<br />

“Accounting for Derivative Instruments and Hedging Activities” is<br />

applicable effective from fiscal 2001.<br />

The procedures applied by the Group to manage currency and interest<br />

rate risks are described in note 47.<br />

The effect of applying SFAS 133 on opening stockholders’ equity as of<br />

January 1, 2001 is shown separately from the effects on the accounts<br />

for the years ended December 31, 2001 and 2002.<br />

The €22 million effect on 2002 income includes a €3 million loss<br />

related to the ineffective portion of fair value hedges, and a €25 million<br />

profit corresponding to changes in the fair value of instruments that do<br />

not qualify for hedge accounting under SFAS 133. The total effect on<br />

2001 income was €13 million, including, respectively, a €3 million loss<br />

and a €16 million profit.<br />

Reserve for debenture redemption premiums<br />

Amounts released from this reserve in respect of debentures converted<br />

into common stock during the year are credited to income. Under US<br />

GAAP, the net-of-tax amount should be credited directly to<br />

stockholders’ equity, without impacting the statement of income.<br />

Unrealized gains and losses on marketable securities<br />

Marketable securities are stated at cost and an allowance is booked to<br />

cover any permanent impairment in value.<br />

Under US GAAP, marketable securities for which there is a liquid<br />

market are marked to market and the resulting unrealized gain or loss,<br />

net of tax is posted directly to stockholders’ equity without impacting<br />

the statement of income.<br />

Own shares held in connection with stock option plans<br />

Own shares that are being held for allocation on exercise of employee<br />

stock options are carried at cost under “Short-term investments”.<br />

Under US GAAP these shares are deducted from stockholders’ equity<br />

at cost under “Treasury stock”.<br />

142<br />

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2. Effect on stockholders’ equity<br />

(in millions of euros) 2002 2001 2000<br />

Stockholders’ equity according to<br />

French GAAP 10,984 10,282 9,361<br />

Additional minimum pension liability (587) (80) -<br />

Restructuring costs<br />

- Recognition of reserves 43 21 -<br />

- Restructuring costs written off<br />

against goodwill (12) (12) -<br />

Development costs to be billed to<br />

customers included in inventory<br />

- Internal developments (143) (91) (16)<br />

- Acquired developments (1) (1) -<br />

Goodwill<br />

- Additional goodwill recognized<br />

during the year on prior year<br />

acquisitions (94) - -<br />

- Amortization of goodwill 128 - -<br />

Securitization 46 23 -<br />

Derivative instruments and<br />

hedging activities<br />

- Effect on balance sheet at<br />

January 1, 2001 (13) (13) N/A<br />

- Effect on the financial statements<br />

for 2001 and 2002 35 13 N/A<br />

Unrealized gains and losses on<br />

marketable securities 292 483 -<br />

Own shares held in connection with<br />

stock option plans (112) (64) -<br />

Income taxes 41 (130) 3<br />

Minority interests 34 17 6<br />

Stockholders’ equity according<br />

to US GAAP 10,641 10,448 9,354<br />

3. Impact on net income<br />

(in millions of euros) 2002 2001 2000<br />

Net income according to<br />

French GAAP 1,690 1,691 1,312<br />

Reserve for early-termination costs - - (431)<br />

Restructuring costs<br />

- Recognition of reserves 22 21 -<br />

- Restructuring costs written off<br />

against goodwill - (12) -<br />

Development costs to be billed to<br />

customers included in inventory<br />

- Internal developments (52) (75) (16)<br />

- Acquired developments - (1) -<br />

Goodwill<br />

- Additional goodwill recognized<br />

during the year on prior year<br />

acquisitions (94) - -<br />

- Amortization of goodwill 128 - -<br />

Securitization 23 23 -<br />

Reserve for debenture redemption<br />

premiums - (27) (26)<br />

Derivative instruments and<br />

hedging activities<br />

- Effect on balance sheet at<br />

January 1, 2001 - (13) N/A<br />

- Effect on the financial statements<br />

for 2001 et 2002 22 13 N/A<br />

Income taxes (60) 21 175<br />

Minority interests 9 9 6<br />

Net income according to US GAAP 1,688 1,650 1,020<br />

Basic earnings per €1<br />

par value share* 6.70 6.29 3.91<br />

Diluted earnings per €1<br />

par value share* 6.70 6.27 3.74<br />

* 2000 earnings per share figures have been adjusted for the six-for-one stock-split.<br />

The average number of shares outstanding (note 50) excludes own shares recorded<br />

under “Short-term investments”.<br />

b) Comprehensive income<br />

Comprehensive income is calculated in accordance with SFAS 130<br />

as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Net income according to US GAAP 1,688 1,650 1,020<br />

Translation adjustment (177) (204) 22<br />

Additional minimum pension liability (507) (80) -<br />

Reserve for debenture redemption<br />

premiums - 27 26<br />

Unrealized gains and losses on<br />

marketable securities (191) 483 (62)<br />

Deferred taxes 232 (155) (10)<br />

Minority interests 8 - -<br />

Comprehensive income 1,053 1,721 996<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 143


➔ Note 3 - Scope of consolidation<br />

a) Number of consolidated companies<br />

1. At year-end<br />

2002 2001 2000<br />

Fully consolidated<br />

Manufacturing and sales companies 288 265 217<br />

Finance companies 27 28 26<br />

315 293 243<br />

Equity method<br />

Manufacturing and sales companies 29 24 14<br />

29 24 14<br />

Consolidated companies<br />

at December 31 344 317 257<br />

2. Changes during the year<br />

2002 2001 2000<br />

Consolidated companies at January 1 317 257 222<br />

Newly-consolidated companies<br />

- Automobile manufacturers 2 - 1<br />

- Automobile importers 4 3 4<br />

- Automobile dealers 4 5 22<br />

- Automotive equipment companies 12 57 4<br />

- Transportation and logistics<br />

companies - 2 5<br />

- Other manufacturing and sales<br />

companies 14 1 3<br />

- Finance companies 1 2 2<br />

Deconsolidated companies (4) (6) (3)<br />

Merged companies and other (6) (4) (3)<br />

Consolidated companies<br />

at December 31 344 317 257<br />

b) Main changes in the scope of consolidation in 2002<br />

1. Inclusion of Dongfeng Citroën Automotive Corp. – DCAC<br />

In connection with the latest phase in the development of the Group’s<br />

operations in China, announced on November 14, 2001, Dongfeng<br />

Citroën Automotive Corp. – DCAC – which is 27%-owned by the<br />

Group has been accounted for by the equity method effective from<br />

January 1, 2002.<br />

The financial statements used have been adjusted to comply with<br />

Group accounting policies and cover the 12-month period ended<br />

September 30.<br />

The effect of this change in scope of consolidation on the consolidated<br />

balance sheet at January 1, 2002 was not material.<br />

2. Inclusion of Toyota Peugeot Citroën Automobile Czech – TPCA<br />

Toyota Peugeot Citroën Automobile Czech – TPCA – is a 50/50<br />

joint-venture set up on March 8, 2002 by Toyota and the<br />

<strong>PSA</strong> Peugeot Citroën Group to act as a vehicle for the implementation<br />

of the cooperation agreements between the two automobile<br />

manufacturers. Starting in 2005, it will manufacture entry-level<br />

Peugeot, Citroën and Toyota vehicles in the Czech Republic.<br />

TPCA is accounted for by the equity method.<br />

3. Reorganization of Group operations in the United Kingdom<br />

In 2002, the Group carried out a legal restructuring of its Automobile<br />

division in the United Kingdom to align the legal structure with the<br />

division’s management structure.<br />

The Automobile division in the United Kingdom is now organized<br />

around three main entities:<br />

- a manufacturing entity, Peugeot Citroën Automobiles UK, whollyowned<br />

by Peugeot Citroën Automobiles,<br />

- a sales entity for the Peugeot marque, Peugeot Motor Co. Ltd.,<br />

- a sales entity for the Citroën marque, Citroën UK.<br />

The reorganization had no impact on the consolidated financial<br />

statements.<br />

4. Legal reorganization of the financing business in France<br />

In order to streamline the legal structure of the Group’s financing<br />

business in France, the decision was made to combine all the<br />

automobile financing businesses of the Crédipar subsidiaries – Din,<br />

Sofi, Locadin and CLV – within Crédipar S.A., a wholly-owned<br />

subsidiary of Banque <strong>PSA</strong> Finance.<br />

The two retail financing subsidiaries, Din and Sofi, were merged<br />

into Crédipar S.A. on December 31, 2002 with retroactive effect to<br />

January 1, 2002.<br />

The two leasing subsidiaries, Locadin and CLV are managing the leases<br />

signed up to December 31, 2002 on a run-off basis and new lease<br />

financing business is being written by Crédipar S.A. under a businesslease<br />

arrangement.<br />

5. Divestment of the Villers la Montagne foundry<br />

On October 1, 2002, the Group spun off its Villers la Montagne plant –<br />

specialized in pressure casting of light aluminium alloy casings – into a<br />

subsidiary.<br />

The same day, the Group sold this new subsidiary to the Manzoni-<br />

Bouchot Group. The company has been renamed MB Automotive<br />

Fonderie Villers la Montagne and has signed a five-year component<br />

supply contract with Peugeot Citroën Automobile.<br />

6. Adjustment of consolidation criteria<br />

Following an adjustment of the criteria used to determine whether a<br />

company controlled by the Group should be included in the scope of<br />

consolidation, ten additional companies were fully consolidated in<br />

2002. These companies are included under the caption “Other<br />

manufacturing and sales companies” in the table in note 3-a 2.<br />

The effect of these changes in scope of consolidation on consolidated<br />

stockholders’ equity was not material.<br />

c) Main changes in the scope of consolidation in 2001<br />

1. Acquisition of a controlling interest in the Sommer<br />

Allibert group<br />

On January 3, 2001, Peugeot S.A. acquired the entire capital of SIT,<br />

whose sole assets were a 37.9% interest in Sommer Allibert<br />

representing 52.9% of voting rights. Prior to this acquisition,<br />

the former controlling stockholders of SIT purchased Sommer<br />

144<br />

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Allibert’s non- automotive businesses, corresponding primarily to the<br />

Tarkett Sommer group. The acquisition of SIT represented an<br />

investment of €470 million, corresponding to a price per Sommer<br />

Allibert share of €57.5.<br />

On January 4, 2001, Faurecia and SIT jointly made a public offer to<br />

purchase all outstanding shares of Sommer Allibert not already held by<br />

the group at a price per share of €57.5. At the close of the offer period,<br />

each of the two companies had acquired a further 30.12% of Sommer<br />

Allibert’s capital at a total cost of €379 million.<br />

On January 10, 2001, Faurecia made a public offer for the shares of<br />

SAI Automotive AG not already held by the group, at a price per share<br />

of €15. SAI Automotive AG, a company quoted on the Frankfurt stock<br />

exchange, combined most of Sommer Allibert’s automotive equipment<br />

businesses. At the close of the offer period, the group had acquired<br />

27.31% of SAI Automotive AG’s capital at a cost of €209 million.<br />

On June 1, 2001, Peugeot S.A. contributed its interest in SIT to<br />

Faurecia, giving Faurecia control over Sommer Allibert’s automotive<br />

equipment business.<br />

On October 16, 2001, Faurecia launched a public buyout offer for<br />

Sommer Allibert shares followed by the compulsory buyout of all<br />

remaining shares, at a price of €57.5 per Sommer Allibert share. The<br />

buyout was completed on October 30, 2001.<br />

Following these transactions, which represented a total investment of<br />

€1,495 million, Peugeot S.A. held 71.6% of the capital of Faurecia<br />

which in turn owned, directly or indirectly, the entire capital of<br />

Sommer Allibert and 96.8% of the capital of SAI Automotive A.G.<br />

Goodwill arising on these acquisitions totaled €1,278 million, including<br />

€166 million related to the Faurecia shares received by Peugeot S.A. in<br />

exchange for SIT shares and €1,112 million related to the shares of<br />

Sommer Allibert and its subsidiaries acquired by the Group.<br />

2. Divestment of Transauto-Stur<br />

In connection with the refocusing on its core businesses, during<br />

2001 Gefco sold the Transauto-Stur vehicle leasing business to the<br />

VIA Location group. The loss on the sale amounted to €14 million<br />

after tax.<br />

3. Reorganization of Group operations in Spain<br />

In 2001, the Group carried out a legal restructuring of its Automobile<br />

division in Spain to align the legal structure with the division’s<br />

management structure.<br />

The automobile division in Spain is now organized around three main<br />

entities:<br />

- a manufacturing entity, Peugeot Citroën Automobiles España,<br />

wholly-owned by Peugeot Citroën Automobiles,<br />

- a sales entity for the Peugeot marque, Peugeot España, wholly-owned<br />

by Automobiles Peugeot,<br />

- a sales entity for the Citroën marque, Automobiles Citroën España,<br />

wholly-owned by Automobiles Citroën.<br />

The reorganization had no impact on the consolidated financial<br />

statements.<br />

4. Buyout of minority interests in Peugeot Citroën do Brasil<br />

In accordance with the terms of an agreement signed on<br />

December 20, 2001, the Group acquired the Rio de Janeiro state<br />

government’s 31.82% interest in Peugeot Citroën do Brasil. Goodwill<br />

on the acquisition of these shares amounted to €57 million.<br />

d) Main changes in the scope of consolidation in 2000<br />

The impact of the changes in the scope of consolidation in 2000 on the<br />

consolidated financial statements was not material. The main changes<br />

in the scope of consolidation were as follows:<br />

1. Divestiture of steering systems business<br />

As part of the strategy to refocus on its core businesses, the Group spun<br />

off its steering systems business (Dijon and Saint-Etienne plants), and<br />

subsequently sold the newly-created company.<br />

2. Acquisition of remaining interest in Peugeot Japan<br />

On February 3, 2000 the Group purchased the remaining 50% interest<br />

held by its partner in the Inchcape Peugeot Japan joint venture, which<br />

has been renamed Peugeot Japon KK. This acquisition has provided<br />

Automobiles Peugeot with a platform for accelerated business<br />

expansion in Japan.<br />

3. Increase in the Group’s interest in Gefco KN<br />

The <strong>PSA</strong> Peugeot Citroën Group increased its interest in its German<br />

transport subsidiary, Gefco KN GmbH, to 74.86%. Goodwill arising<br />

on the acquisition of the additional interest amounted to €10.7 million.<br />

4. Divestiture of the Formula 1 engines business<br />

Automobiles Peugeot completed its withdrawal from motor racing by<br />

selling the Formula 1 engines business to DJ33. This company was sold<br />

on December 28, 2000 without having been consolidated prior to its sale.<br />

e) Impact of changes in scope of consolidation on consolidated<br />

net sales<br />

2002<br />

The increase in consolidated net sales in 2002 compared with<br />

2001 resulting from changes in the scope of consolidation was not<br />

material.<br />

2001<br />

Consolidation of the Sommer Allibert group added €2,234 million<br />

to 2001 net sales, compared with the previous year.<br />

f) Impact of changes in scope of consolidation on other<br />

consolidated data<br />

The impact of changes in the scope of consolidation on 2002<br />

consolidated data other than sales was not material.<br />

In 2001, the consolidation of the Sommer Allibert group at the level of<br />

the Faurecia group had a material impact on consolidated data.<br />

Pro forma performance indicators for the Automotive Equipment<br />

division are provided in note 4.a.3, determined as if Sommer Allibert<br />

had been consolidated from the beginning of the periods presented.<br />

➔ Note 4 - Segment information<br />

a) Industry segments<br />

1. Manufacturing and sales companies<br />

The <strong>PSA</strong> Peugeot Citroën Group’s manufacturing and sales operations<br />

are organized around three main industry segments:<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 145


- Automotive Activities covering the design, manufacture and sale of<br />

cars and commercial vehicles under the Peugeot and Citroën marques.<br />

- Automotive Equipment, corresponding to the Faurecia group,<br />

which specializes mainly in the vehicle interior, automobile seating,<br />

front-end and exhaust systems sectors.<br />

- Transportation and Logistics, corresponding to the Gefco group,<br />

which specializes in vehicle and goods transportation.<br />

Manufacturing and sales also includes the activities of the holding<br />

company, Peugeot S.A., directly related activities, motorcycle<br />

manufacturing, engine sales and plant and equipment design.<br />

The main manufacturing and sales performance indicators, by business segment, are as follows:<br />

2002<br />

(in millions of euros)<br />

Automotive Transportation<br />

Automobile Equipment & Logistics Other Eliminations Total<br />

Net sales<br />

- to third parties 43,727 7,662 979 538 - 52,906<br />

- intercompany, intersegment 224 2,204 1,667 465 (4,560) -<br />

Total 43,951 9,866 2,646 1,003 (4,560) 52,906<br />

Operating expense (41,544) (7,406) (845) (512) (5) (50,312)<br />

Operating margin 2,183 256 134 26 (5) 2,594<br />

Interest income (expense), net 59 (93) (11) 20 - (25)<br />

Income before tax of fully-consolidated companies 2,002 92 114 106 (5) 2,309<br />

Pre-tax earnings of companies at equity 8 8 - 16<br />

Intangible assets 138 22 34 - - 194<br />

Property, plant and equipment 9,636 1,516 266 127 - 11,545<br />

Capital expenditure 2,357 351 51 31 - 2,790<br />

Depreciation of property, plant and<br />

equipment and special tools 1,801 310 33 21 - 2,165<br />

Research and development 1,631 215 - 19 - 1,865<br />

Working capital provided by operations 3,650 265 112 36 (4) 4,059<br />

2001<br />

(in millions of euros)<br />

Automotive Transportation<br />

Automobile Equipment & Logistics Other Eliminations Total<br />

Net sales<br />

- to third parties 41,306 7,452 983 547 - 50,288<br />

- intercompany, intersegment 218 2,159 1,660 429 (4,466) -<br />

Total 41,524 9,611 2,643 976 (4,466) 50,288<br />

Operating expense (39,314) (7,192) (864) (516) 2 (47,884)<br />

Operating margin 1,992 260 119 31 2 2,404<br />

Interest income (expense), net 33 (92) (14) 25 - (48)<br />

Income before tax of fully-consolidated companies 1,918 74 92 317 2 2,403<br />

Pre-tax earnings of companies at equity (2) 4 - - - 2<br />

Intangible assets 127 25 31 - - 183<br />

Property, plant and equipment 9,509 1,570 255 127 - 11,461<br />

Capital expenditure 2,398 436 85 19 - 2,938<br />

Depreciation of property, plant and<br />

equipment and special tools 1,636 285 33 20 - 1,974<br />

Research and development 1,461 255 - 17 - 1,733<br />

Working capital provided by operations 2,963 346 104 26 1 3,440<br />

146<br />

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2000<br />

(in millions of euros)<br />

Automotive Transportation<br />

Automobile Equipment & Logistics Other Eliminations Total<br />

Net sales<br />

- to third parties 37,242 4,279 932 525 42,978<br />

- intercompany, intersegment 194 1,561 1,397 458 (3,610) -<br />

Total 37,436 5,840 2,329 983 (3,610) 42,978<br />

Operating expense (35,663) (4,097) (832) (523) (6) (41,121)<br />

Operating margin 1,579 182 100 2 (6) 1,857<br />

Interest income (expense), net 135 (64) (6) 21 86<br />

Income before tax of fully-consolidated companies 1,755 86 93 27 (6) 1,955<br />

Pre-tax earnings of companies at equity 14 8 - - - 22<br />

Intangible assets 99 23 14 - - 136<br />

Property, plant and equipment 8,974 991 229 165 10,359<br />

Capital expenditure 2,497 290 74 37 2,898<br />

Depreciation of property, plant and<br />

equipment and special tools 1,631 188 37 21 1,877<br />

Research and development 1,387 221 - 17 - 1,625<br />

Working capital provided by operations 2,757 244 91 131 (2) 3,221<br />

2. Automobile division<br />

Up until 2000, the cost of certain sales incentive programs, as defined<br />

in note 1-e, was included in operating expense rather than being<br />

recorded as a deduction from sales.<br />

This presentation difference had no impact on operating margin and<br />

the impact on sales was not material. Consequently, 2000 net sales<br />

have not been recalculated based on the rule applied in 2002<br />

and 2001 (note 1-d).<br />

3. Automotive Equipment division – pro forma figures<br />

The following table provides a comparison between published<br />

Automotive Equipment division data for 2001 and 2000 and pro forma<br />

2000 data including Sommer Allibert as if it had been consolidated<br />

from the beginning of the period.<br />

(in millions of euros)<br />

2000 2000<br />

2001 Pro forma Published<br />

Net sales<br />

- to third parties 7,452 6,513 4,279<br />

- intercompany, intersegment 2,159 1,878 1,561<br />

Total 9,611 8,391 5,840<br />

Operating expense (7,192) (6,216) (4,097)<br />

Operating margin 260 297 182<br />

Interest expense, net (92) (97) (64)<br />

Income before tax of fullyconsolidated<br />

companies 74 103 86<br />

Pre-tax earnings of companies at equity 4 4 8<br />

Intangible assets at December 31 25 37 23<br />

Property, plant and equipment<br />

at December 31 1,570 1,449 991<br />

4. Finance companies<br />

The finance companies, corresponding to the Banque <strong>PSA</strong> Finance<br />

group, finance sales of Peugeot and Citroën marque vehicles to<br />

customers and provide wholesale financing to the two marques'<br />

distribution networks.<br />

This business is significantly different from that of the Group's other<br />

divisions and the corresponding data are therefore shown separately in<br />

the consolidated financial statements, in order to present more clearly<br />

the performance of the various businesses.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 147


) Geographic areas<br />

In the tables below, sales are presented by destination of products sold and other information by geographic location of the subsidiary concerned.<br />

1. Manufacturing and sales companies<br />

(in millions of euros)<br />

Western Rest of Latin Rest of<br />

Europe Europe America world Total<br />

2002<br />

Net sales 45,374 2,174 1,246 4,112 52,906<br />

Intangible assets 179 2 2 11 194<br />

Property, plant and equipment 10,878 186 317 164 11,545<br />

Capital expenditure 2,657 50 42 42 2,790<br />

2001<br />

Net sales 43,394 1,670 1,522 3,702 50,288<br />

Intangible assets 165 3 2 13 183<br />

Property, plant and equipment 10,449 175 644 193 11,461<br />

Capital expenditure 2,651 74 162 51 2,938<br />

2000<br />

Net sales 37,540 1,602 1,268 2,568 42,978<br />

Intangible assets 119 3 1 13 136<br />

Property, plant and equipment 9,525 55 644 135 10,359<br />

Capital expenditure 2,574 25 256 43 2,898<br />

2. Finance companies<br />

Finance companies operate primarily in Western Europe.<br />

148<br />

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➔ Note 5 - Key financial data for the Group<br />

(in millions of euros) 2002 2001 2000<br />

Net sales<br />

Manufacturing and sales companies 52,906 50,288 42,978<br />

Finance companies (excluding intercompany) 1,530 1,375 1,203<br />

Consolidated net sales (note 6) 54,436 51,663 44,181<br />

- Western Europe 46,874 44,750 38,743<br />

- Rest of Europe 2,174 1,670 1,602<br />

- Latin America 1,276 1,541 1,268<br />

- Rest of world 4,112 3,702 2,568<br />

Operating margin<br />

Manufacturing and sales companies 2,594 2,404 1,857<br />

Finance companies (excluding intercompany) 319 248 264<br />

Consolidated operating margin 2,913 2,652 2,121<br />

Income before tax of fully-consolidated companies<br />

Manufacturing and sales companies 2,309 2,403 1,955<br />

Finance companies (excluding intercompany) 316 244 261<br />

Income before tax of fully-consolidated companies 2,625 2,647 2,216<br />

Income taxes (Group) (777) (835) (713)<br />

Net income of fully-consolidated companies 1,848 1,812 1,503<br />

Intangible assets 224 204 156<br />

Property, plant and equipment 11,596 11,513 10,490<br />

Total assets<br />

Combined – manufacturing and sales companies and finance companies 56,008 55,416 46,639<br />

Elimination of inter-business accounts (608) (712) (2,138)<br />

Total assets (Group) 55,400 54,704 44,501<br />

Capital expenditure<br />

Manufacturing and sales companies 2,790 2,938 2,898<br />

Finance companies 12 9 34<br />

Capital expenditure (Group) 2,802 2,947 2,932<br />

Proceeds from disposals of property, plant and equipment<br />

Manufacturing and sales companies 172 443 100<br />

Finance companies 5 7 3<br />

Proceeds from disposals of property, plant and equipment (Group) 177 450 103<br />

Depreciation of property, plant and equipment 2,174 1,980 1,904<br />

Working capital provided by operations<br />

Manufacturing and sales companies 4,059 3,440 3,221<br />

Finance companies 239 160 222<br />

Working capital provided by operations (Group) 4,298 3,600 3,443<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 149


➔ Note 6 - Quarterly sales<br />

Consolidated net sales break down as follows by quarter:<br />

(in millions of euros) 2002 2001 2000<br />

1 st quarter 13,439 12,746 11,641<br />

2 nd quarter 13,932 13,466 10,849<br />

3 rd quarter 12,804 11,917 10,134<br />

4 th quarter 14,261 13,534 11,557<br />

Total 54,436 51,663 44,181<br />

➔ Note 7 - Payroll costs<br />

Group payroll costs are as follows:<br />

a) Manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

Automobile 5,569 5,339 5,031<br />

Automotive Equipment 1,877 1,745 1,111<br />

Transportation & Logistics 290 276 256<br />

Other 184 178 177<br />

Total 7,920 7,538 6,575<br />

b) Finance companies<br />

(in millions of euros) 2002 2001 2000<br />

115 111 105<br />

➔ Note 8 - Depreciation expense -<br />

manufacturing and sales companies<br />

Depreciation expense included in operating expense breaks down<br />

as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Special tools 681 518 679<br />

Other property, plant and equipment 1,491 1,468 1,207<br />

Investment grants (7) (12) (9)<br />

Total 2,165 1,974 1,877<br />

➔ Note 9 - Restructuring costs -<br />

manufacturing and sales companies<br />

a) Analysis by type<br />

(in millions of euros) 2002 2001 2000<br />

Workforce reductions 114 104 22<br />

Discontinued production operations 10 11 19<br />

Total 124 115 41<br />

b) Number of employees affected by workforce reductions<br />

(number of employees) 2002 2001 2000<br />

France 500 339 443<br />

Spain 583 279 22<br />

United Kingdom 87 - 427<br />

Rest of Europe 840 541 78<br />

United States 31 373 -<br />

Argentina 588 444 -<br />

Total 2,629 1,976 970<br />

➔ Note 10 - Interest income (expense) net<br />

- manufacturing and sales companies<br />

Interest income (expense), net of manufacturing and sales companies<br />

can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Interest expense (516) (502) (369)<br />

Interest income 447 404 379<br />

Capitalized interest 44 50 76<br />

Total (25) (48) 86<br />

➔ Note 11 - Other income and (expense), net - manufacturing and sales companies<br />

Other income and expense include the following amounts:<br />

(in millions of euros) 2002 2001 2000<br />

Changes to supplementary pension benefit plans (note 46) (101) - -<br />

Net gains on disposals of assets 89 214 134<br />

Net loss on retirement of convertible debentures - - (125)<br />

Reversals of reserves for convertible debenture redemption premiums - 27 26<br />

Exchange gain (loss), net 22 (24) (6)<br />

Net additions to contingency reserves and allowances for impairment in value of long-lived assets (8) (15) (11)<br />

Income from shares in non-consolidated companies 20 5 5<br />

Other - (14) (2)<br />

Total 22 193 21<br />

Net gains on disposals of assets include:<br />

- In 2002, €89 million in profits on sales of short-term investments.<br />

- In 2001, a €228 million profit on the sale of a real estate complex in the Paris area.<br />

- In 2000, €95 million in profits on sales of short-term investments.<br />

150<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


➔ Note 12 - Operating expenses - finance companies<br />

(in millions of euros) 2002 2001 2000<br />

Interest expense and bank charges (783) (791) (644)<br />

Commission expense (212) (192) (152)<br />

Other business acquisition costs (21) (18) (22)<br />

Other operating expenses (303) (270) (253)<br />

Credit losses (62) (68) (52)<br />

Total (1,381) (1,339) (1,123)<br />

➔ Note 13 - Income taxes<br />

a) Income taxes of fully consolidated companies can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Current taxes (note 13-b)<br />

- Corporate income taxes (726) (982) (741)<br />

- Tax on intercompany dividends (8) (3) (9)<br />

Deferred taxes<br />

- Deferred taxes for the period (30) 135 44<br />

- Tax on planned intercompany distributions 4 4 (10)<br />

- Valuation allowances – deferred tax assets (note 13-d) (17) (16) (31)<br />

- Effect of change in the French tax rate (note 13-c) - 27 34<br />

(777) (835) (713)<br />

Manufacturing and sales companies (666) (750) (601)<br />

Finance companies (111) (85) (112)<br />

b) Income taxes currently payable represent the amounts paid or currently<br />

due to the tax authorities for the year, calculated in accordance with the<br />

tax regulations and rates in effect in the various countries. Effective from<br />

January 1, 2000, Peugeot S.A. and its French subsidiaries that are at least<br />

95%-owned have renewed their election to determine French income taxes<br />

on a consolidated basis according to Article 223 A of the French Tax Code.<br />

c) Deferred taxes are determined as described in note 1-o.<br />

The French statutory income tax rate is 33.33%. The December 30, 2000<br />

Finance Act (Act no. 2000.1352) reduced the 10% surtax to 6% in 2001<br />

and 3% as from 2002. Net deferred taxes at December 31, 2000 and<br />

December 31, 2001 have been reduced to reflect the new rates.<br />

Act no. 99-1140 of December 29, 1999 dealing with the financing of<br />

the social security system provided for the introduction of a surtax equal<br />

to 3.3% of the corporate income tax liablity of French companies.<br />

This surtax had the effect of raising the French corporate income tax<br />

rate by 1.1 points.<br />

d) Deferred tax assets corresponding to tax loss carryforwards break<br />

down as follows at December 31, 2002, 2001 and 2000:<br />

(in millions of euros) 2002 2001 2000<br />

Gross 419 263 136<br />

Less: valuation allowances (165) (132) (115)<br />

Net 254 131 21<br />

Valuation allowances are recorded against deferred tax assets that are<br />

not certain to be utilized in the foreseeable future.<br />

e) Deferred taxes recognized on undiscounted bases represent a net<br />

liability. They have not been discounted because of the high level of<br />

uncertainty concerning the period in which the related temporary<br />

differences are likely to reverse.<br />

f) The following table reconciles the statutory tax rate in France to the<br />

effective rate of tax paid by the Group:<br />

2002 2001 2000<br />

French statutory<br />

income tax rate (35.4) (36.4) (37.8)<br />

- Change in French tax rate<br />

(note 13-c) - 1.0 1.6<br />

- Permanent differences (0.9) (0.5) 1.3<br />

- Income taxable at<br />

reduced rates (France) 1.4 0.6 0.7<br />

- Tax credits 0.9 0.8 0.6<br />

- Effect of differences in<br />

foreign tax rates and others 5.1 3.6 2.8<br />

- Deferred tax assets<br />

covered by valuation<br />

allowances (note 13-d) (0.7) (0.6) (1.4)<br />

(29.6) (31.5) (32.2)<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 151


➔ Note 14 - Goodwill<br />

a) Manufacturing and sales companies<br />

1. Breakdown by company<br />

2002<br />

(in millions of euros) Cost Amortization Net<br />

Faurecia<br />

- Bertrand Faure acquisition 839 (213) 626<br />

- Sommer Allibert acquisition 166 (12) 154<br />

Sommer Allibert group (*) 1,211 (110) 1,101<br />

Faurecia Exhaust Systems 206 (31) 175<br />

Other Faurecia subsidiaries 39 (16) 23<br />

Peugeot Citroën do Brasil Automoveis 34 (34) -<br />

Gefco KN GmbH & Co 36 (7) 29<br />

Automotiv Pazarlama AS (Popas) 12 - 12<br />

Total 2,543 (423) 2,120<br />

* In 2002, additional fair adjustments of €99 million were made to identifiable assets<br />

and liabilities. These adjustments increase the gross amount of goodwill arising on<br />

the acquisition by the Group of the shares in Sommer Allibert and its subsidiaries<br />

to €1,211 million.<br />

2001<br />

(in millions of euros) Cost Amortization Net<br />

Faurecia<br />

- Bertrand Faure acquisition 839 (172) 667<br />

- Sommer Allibert acquisition 166 (4) 162<br />

Sommer Allibert group 1,112 (48) 1,064<br />

Faurecia Exhaust Systems 245 (24) 221<br />

Other Faurecia subsidiaries 38 (15) 23<br />

Peugeot Citroën Argentina 303 (303) -<br />

Peugeot Citroën do Brasil Automoveis 57 - 57<br />

Gefco KN GmbH & Co 36 (5) 31<br />

Total 2,796 (571) 2,225<br />

2000<br />

(in millions of euros) Cost Amortization Net<br />

Faurecia (Bertrand Faure acquisition) 839 (129) 710<br />

Faurecia Exhaust Systems 232 (12) 220<br />

Other Faurecia subsidiaries 30 (13) 17<br />

Peugeot Citroën Argentina 287 (214) 73<br />

Gefco KN GmbH & Co 36 (2) 34<br />

Total 1,424 (370) 1,054<br />

2. Movements<br />

(in millions of euros) 2002 2001 2000<br />

Opening balance, net 2,225 1,054 1,215<br />

Sommer Allibert acquisition 100 1,112 N/A<br />

Transfer of SIT (Sommer Allibert)<br />

shares to Faurecia - 166 N/A<br />

Goodwill on acquisitions for the year<br />

and translation adjustment (45) 86 97<br />

Amortization for the year (128) (118) (70)<br />

Exceptional amortization (32) (75) (188)<br />

Closing balance, net 2,120 2,225 1,054<br />

Faurecia<br />

In 2002, the book value of the assets of each of Faurecia’s businesses,<br />

including goodwill, was compared to the sum of the discounted future<br />

cash flows expected to be generated by the assets, based on the latest<br />

projections. The calculation was performed by extrapolating to perpetuity<br />

projected cash flows for the last year of the current business plan (2006)<br />

based on a growth rate of 2%. A discount rate of 7.5% was applied.<br />

Based on the comparison between the book values of the assets and the<br />

sum of the corresponding discounted future cash flows, no impairment<br />

loss was recorded in respect of goodwill.<br />

Goodwill recognized on acquisition of the Sommer Allibert group in<br />

2001 amounted to €1,278 million. Details of this amount are provided<br />

in note 3-c 1. This goodwill is being amortized over 20 years, from the<br />

date of acquisition of the various blocks of shares. The amortization<br />

charge for 2001 was €52 million.<br />

Peugeot Citroën Argentina<br />

Exceptional amortization of goodwill recorded in 2001 and 2000<br />

concerned Peugeot Citroën Argentina and included:<br />

In 2001:<br />

- Amortization of €56 million offset by the reversal of an equivalent<br />

amount from contingency reserves, following the favorable outcome<br />

of a risk that was recorded in the balance sheet of Peugeot Citroën<br />

Argentina when the company was first consolidated.<br />

- Additional amortization of €19 million to write off the balance of the<br />

goodwill in accordance with the principle described in note 1-l.<br />

In 2000:<br />

- Amortization of €61 million offset by the reversal of an equivalent<br />

amount from contingency reserves, following the favorable outcome<br />

of a risk that was recorded in the balance sheet of Peugeot Citroën<br />

Argentina when the company was first consolidated;<br />

- Additional amortization of €127 million recorded in accordance with<br />

the policy described in note 1-l.<br />

Peugeot Citroën do Brasil Automoveis<br />

In 2002, the balance of goodwill arising on acquisition of Peugeot<br />

Citroën do Brasil Automoveis was written off in accordance with the<br />

policy described in note 1-l.<br />

b) Finance companies<br />

Goodwill concerns Crédipar.<br />

The gross amount is €100 million, amortized over 20 years. Accumulated<br />

amortization at December 31, 2002 amounted to €20 million and<br />

the net book value of goodwill at that date was €80 million.<br />

The carrying value of goodwill, under assets, is covered by future<br />

cash flows and it is not necessary to record any impairment.<br />

152<br />

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➔ Note 15 - Intangible assets<br />

Intangible assets, including software development costs as described in note 1- j, break down as follows:<br />

a) Manufacturing and sales companies<br />

(in millions of euros)<br />

2002 2001 2000<br />

Cost Amortization Net Cost Amortization Net Cost Amortization Net<br />

Software 325 (170) 155 265 (107) 158 160 (50) 110<br />

Other intangible assets 153 (114) 39 60 (35) 25 55 (29) 26<br />

Total 478 (284) 194 325 (142) 183 215 (79) 136<br />

b) Finance companies<br />

(in millions of euros)<br />

2002 2001 2000<br />

Cost Amortization Net Cost Amortization Net Cost Amortization Net<br />

Software 36 (7) 29 26 (7) 19 24 (7) 17<br />

Other intangible assets 6 (5) 1 6 (4) 2 7 (4) 3<br />

Total 42 (12) 30 32 (11) 21 31 (11) 20<br />

➔ Note 16 - Property, plant and equipment<br />

a) Manufacturing and sales companies<br />

1. Analysis by category<br />

2002 2001 2000<br />

(in millions of euros) Cost Depreciation Net Cost Depreciation Net Cost Depreciation Net<br />

Land 382 (10) 372 364 (9) 355 353 (10) 343<br />

Buildings 4,376 (2,244) 2,132 4,292 (2,146) 2,146 3,783 (1,989) 1,794<br />

Plant and equipment 14,020 (8,862) 5,158 13,779 (8,596) 5,183 12,377 (7,774) 4,603<br />

Vehicles and handling equipment 514 (382) 132 613 (400) 213 722 (474) 248<br />

Fixtures, fittings and other 844 (548) 296 816 (502) 314 691 (417) 274<br />

Assets under construction 1,564 - 1,564 1,321 - 1,321 1,936 - 1,936<br />

21,700 (12,046) 9,654 21,185 (11,653) 9,532 19,862 (10,664) 9,198<br />

Leased vehicles 306 (72) 234 253 (65) 188 280 (76) 204<br />

Special tools 7,400 (5,743) 1,657 7,253 (5,512) 1,741 6,442 (5,485) 957<br />

7,706 (5,815) 1,891 7,506 (5,577) 1,929 6,722 (5,561) 1,161<br />

Total 29,406 (17,861) 11,545 28,691 (17,230) 11,461 26,584 (16,225) 10,359<br />

2. Capitalized interest<br />

(in millions of euros) 2002 2001 2000<br />

44 50 76<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 153


3. Movements for the year<br />

(in millions of euros) 2002 2001 2000<br />

Cost<br />

As of January 1 28,691 26,584 25,085<br />

Acquisitions 2,790 2,938 2,897<br />

Disposals (1,406) (1,573) (1,371)<br />

Changes in scope of consolidation and other (43) 993 (85)<br />

Translation adjustment (626) (251) 58<br />

As of December 31 29,406 28,691 26,584<br />

Depreciation<br />

As of January 1 17,230 16,225 15,631<br />

Additions for the year 2,172 1,985 1,886<br />

Depreciation written off on disposals (1,234) (1,354) (1,264)<br />

Changes in scope of consolidation and other (58) 502 (59)<br />

Translation adjustment (249) (128) 31<br />

As of December 31 17,861 17,230 16,225<br />

b) Finance companies<br />

Property and equipment of Group finance companies can be analyzed as follows:<br />

(in millions of euros)<br />

2002 2001 2000<br />

Cost Depreciation Net Cost Depreciation Net Cost Depreciation Net<br />

Buildings 48 (15) 33 48 (13) 35 48 (15) 33<br />

Equipment and other 52 (34) 18 52 (35) 17 55 (33) 22<br />

100 (49) 51 100 (48) 52 103 (48) 55<br />

Leased vehicles - - - - - - 107 (31) 76<br />

Total 100 (49) 51 100 (48) 52 210 (79) 131<br />

Since 2001, the characteristics of <strong>PSA</strong> Finance Nederland’s portfolio of long-term leases have been analyzed in detail by reference to the criteria applied<br />

to determine the accounting classification of leases. The analysis shows that the leases fulfill the criteria for classification as direct financing leases.<br />

➔ Note 17 - Receivables and investment securities<br />

Receivables and investment securities include:<br />

(in millions of euros) 2002 2001 2000<br />

Value-added tax credit - - 45<br />

Investment securities (note 1-m 1.) 6 4 3<br />

Advances to non-consolidated companies 53 71 87<br />

Very long-term loans under the Government<br />

housing scheme (France) 37 29 23<br />

Other long-term loans and receivables 51 77 60<br />

147 181 218<br />

Marketable securities with maturities<br />

in excess of one year (note 1-m 3.)<br />

- Restricted stock 66 66 344<br />

- Other 716 377 548<br />

Total 929 624 1,110<br />

154<br />

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Unrealized gains on restricted stock at December 31, 2002, 2001 and<br />

2000 are as follows:<br />

(in millions of euros) 2002 2001 2000<br />

67 106 578<br />

➔ Note 18 - Investments in companies<br />

at equity<br />

Companies accounted for by the equity method, as defined in note 1-a<br />

consist of manufacturers of automotive equipment and companies<br />

manufacturing and selling vehicles.<br />

a) Changes in investments in companies at equity<br />

(in millions of euros) 2002 2001 2000<br />

As of January 1 215 203 194<br />

Dividends paid and income transfers (17) (9) (13)<br />

Group equity in net earnings for<br />

the year 22 9 19<br />

Inclusion of Dongfeng Citroën<br />

Automotive Corp. – DCAC 104 N/A N/A<br />

Formation of Toyota Peugeot<br />

Citroën Automobile 33 N/A N/A<br />

Acquisitions 13 15 4<br />

Disposals - (1) -<br />

Effect of exchange rate changes (19) (2) (1)<br />

As of December 31 351 215 203<br />

b) Equity in net assets of companies at equity<br />

(in millions of euros) % 2002 2001 2000<br />

Renault cooperation agreement<br />

Française de Mécanique 50 93 85 79<br />

Société de Transmissions<br />

Automatiques 20 3 3 3<br />

Société Franco-Suédoise<br />

wound<br />

de Moteurs P.R.V. 50 up - 1<br />

Fiat cooperation agreement<br />

Société Européenne de Véhicules<br />

Légers du Nord (Sevelnord) 50 19 35 38<br />

Gisevel 50 6 5 4<br />

Sevelind 50 (58) (74) (86)<br />

Sevel S.p.A. 50 120 130 146<br />

Toyota cooperation agreement<br />

Toyota Peugeot Citroën<br />

Automobile 50 33 N/A N/A<br />

Dongfeng Citroën Automotive Corp. 27 92 N/A N/A<br />

Other<br />

Siemens Automotiv Hydraulics 48 3 3 3<br />

Faurecia group companies 40 28 15<br />

Total 351 215 203<br />

c) Equity in net earnings of companies at equity<br />

(in millions of euros) % 2002 2001 2000<br />

Renault cooperation agreement<br />

Française de Mécanique 50 16 12 8<br />

Société de Transmissions<br />

Automatiques 20 - - (1)<br />

Société Franco-Suédoise<br />

wound<br />

de Moteurs P.R.V. 50 up - -<br />

Fiat cooperation agreement<br />

Société Européenne de Véhicules<br />

Légers du Nord (Sevelnord) 50 (15) (3) -<br />

Gisevel 50 1 1 -<br />

Sevelind 50 15 12 11<br />

Sevel S.p.A. 50 (10) (15) (2)<br />

Toyota cooperation agreement<br />

Toyota Peugeot Citroën<br />

Automobile 50 - N/A N/A<br />

Dongfeng Citroën Automotive Corp. 27 10 N/A N/A<br />

Other<br />

Siemens Automotiv Hydraulics 48 - - (2)<br />

Faurecia group companies 5 2 5<br />

Total 22 9 19<br />

Breakdown: Earnings before tax 16 2 22<br />

Income taxes 6 7 (3)<br />

Net earnings 22 9 19<br />

d) Key combined financial data of companies at equity<br />

1. Aggregate data<br />

(in millions of euros) 2002 2001 2000<br />

Capital employed<br />

- Property, plant and equipment 886 633 590<br />

- Working capital 383 424 398<br />

- Other capital employed 6 (31) 7<br />

Total 1,275 1,026 995<br />

Capital expenditure 159 145 92<br />

Financial position<br />

- Long and medium-term debt (297) (300) (244)<br />

- Other financial items (435) (287) (259)<br />

Total (732) (587) (503)<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 155


2. Key data by company<br />

Total capital employed<br />

(in millions of euros) % 2002 2001 2000<br />

Renault cooperation agreement<br />

Française de Mécanique 50 278 284 240<br />

Société de Transmissions<br />

Automatiques 20 14 16 15<br />

Fiat cooperation agreement<br />

Société Européenne de Véhicules<br />

Légers du Nord (Sevelnord) 50 193 213 162<br />

Gisevel 50 54 56 63<br />

Sevelind 50 165 207 289<br />

Sevel S.p.A. 50 218 222 214<br />

Toyota cooperation agreement<br />

Toyota Peugeot Citroën<br />

Automobile 50 26 N/A N/A<br />

Dongfeng Citroën Automotive<br />

Corp. 27 259 N/A N/A<br />

Other<br />

Siemens Automotiv Hydraulics 48 2 3 (2)<br />

Faurecia group companies 66 25 14<br />

Total 1,275 1,026 995<br />

Financial position<br />

(in millions of euros) % 2002 2001 2000<br />

Renault cooperation agreement<br />

Française de Mécanique 50 (162) (178) (135)<br />

Société de Transmissions<br />

Automatiques 20 (7) (8) (8)<br />

Fiat cooperation agreement<br />

Société Européenne de Véhicules<br />

Légers du Nord (Sevelnord) 50 (161) (178) (125)<br />

Gisevel 50 (36) (39) (47)<br />

Sevelind 50 (108) (137) (198)<br />

Sevel S.p.A. 50 (74) (52) 6<br />

Toyota cooperation agreement<br />

Toyota Peugeot Citroën<br />

Automobile 50 7 N/A N/A<br />

Dongfeng Citroën Automotive<br />

Corp. 27 (168) N/A N/A<br />

Other<br />

Siemens Automotiv Hydraulics 48 - (2) 4<br />

Faurecia group companies (23) 7 -<br />

Total (732) (587) (503)<br />

e) Amounts receivable from and payable to companies at equity<br />

(in millions of euros) 2002 2001 2000<br />

Long-term loans 45 53 61<br />

Current maturities of long-term loans 118 10 19<br />

Short-term advances - 83 56<br />

Accounts and notes receivable 192 134 153<br />

Accounts and notes payable (945) (776) (809)<br />

Short-term loans (30) (24) (67)<br />

➔ Note 19 - Shares in non-consolidated<br />

companies<br />

a) Book value<br />

(in millions of euros) 2002 2001 2000<br />

At cost 131 640 603<br />

Allowances (46) (402) (349)<br />

Net 85 238 254<br />

The decrease in this item in 2002 primarily reflects the fact that<br />

Dongfeng Citroën Automotive Corp. is now accounted for by the equity<br />

method (see note 3-b) 1.), as well as the adjustment of consolidation<br />

criteria (see note 3-b) 6.)<br />

b) Portfolio breakdown (net of allowances)<br />

(in millions of euros) % interest 2002 2001 2000<br />

Dongfeng Citroën<br />

Automotive Corp. (*) 27 - 109 109<br />

Financière Pergolèse (*) 100 - 17 28<br />

Circulos de inversiones - CISA (*) 100 - 7 18<br />

Peugeot Motors of America (*) 100 - 7 7<br />

Jeppener 100 5 12 18<br />

Société industrielle de Poissy N/A Merged 6 6<br />

Peugeot Automobile Nigéria 40 8 8 8<br />

Koyo Steering Dijon Saint-Etienne 15 5 11 11<br />

Non-consolidated dealers 18 14 14<br />

Faurecia group portfolio 17 14 14<br />

Other 32 33 21<br />

Total 85 238 254<br />

* companies included in the scope of consolidation in 2002.<br />

c) Movements for the year<br />

(in millions of euros) 2002 2001 2000<br />

Opening balance, net 238 254 128<br />

Stock acquired for cash 25 33 164<br />

Stock acquired in<br />

stock-for-stock transactions 9 2 22<br />

Companies included in the scope of<br />

consolidation for the first time (179) (9) (33)<br />

Divested stock (6) (10) (23)<br />

Net increase in allowances (3) (30) (10)<br />

Translation adjustment and other 1 (2) 6<br />

Closing balance, net 85 238 254<br />

➔ Note 20 - Other non-current assets<br />

Other non-current assets can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Excess of payments to external<br />

funds over pension obligations<br />

(note 46-a) 3.) 167 107 93<br />

Other 90 97 83<br />

Total 257 204 176<br />

156<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


➔ Note 21 - Inventories<br />

Inventories can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

At cost<br />

Raw materials and supplies 865 864 702<br />

Semi-finished products and<br />

work-in-progress 1,298 1,282 1,009<br />

Goods for resale and used vehicles 1,144 1,153 824<br />

Finished products and replacement<br />

parts 3,429 3,446 2,988<br />

6,736 6,745 5,523<br />

Less: allowances (569) (527) (352)<br />

Total 6,167 6,218 5,171<br />

Movements in inventories are analyzed in note 39-a) 2.<br />

➔ Note 22 - Accounts and notes receivable<br />

a) Securitization<br />

In November 2000, Faurecia and certain of its French subsidiaries<br />

signed a rolling one-year agreement for the sale of up to €400 million<br />

worth of receivables to a banking special purpose entity. The agreement<br />

expires in November 2005.<br />

In December 2002, a second rolling one-year agreement was signed by<br />

other French, German and Spanish subsidiaries of Faurecia with<br />

another banking special purpose entity, for the sale of up to €460<br />

million worth of receivables. This agreement expires in December 2007.<br />

In both cases, the receivables are sold without recourse and Faurecia’s<br />

risk is limited to the amount of the security deposit paid to the special<br />

purpose entity.<br />

At December 31, 2002, total financing raised under these programs,<br />

net of the security deposit, amounted to €651 million, including €281<br />

million in receivables sold but not yet collected. The corresponding<br />

amounts at December 31, 2001 were €260 million and €156 million<br />

respectively. The security deposit, in the amount of €106 million at<br />

December 31, 2002 and €17 million at December 31, 2001, is included<br />

in “Other receivables”.<br />

After taking into account the amount recognized under “Short-term<br />

debt” – €167 million at December 31, 2002 and €125 million at<br />

December 31, 2001 – to offset the inclusion of the sold receivables<br />

under assets, the remaining effect on <strong>PSA</strong> Peugeot Citroën Group debt<br />

at these dates is not material.<br />

b ) Reclassification<br />

Effective from 2002, “Accounts and notes receivable” include credit<br />

notes deducted from sales corresponding to confirmed or estimated<br />

sales incentives on new vehicles held in inventory in the independent<br />

dealer network, as well as credit notes and accrued credit notes for<br />

sales incentives on vehicles sold to customers that have not yet been<br />

settled by the Group.<br />

These credit notes were previously included in “Other receivables”<br />

for an amount of €404 million at December 31, 2001 and €324 million<br />

at December 31, 2000. They have been reclassified under “Accounts<br />

and notes receivable” to permit meaningful year-on-year comparisons.<br />

c ) Breakdown<br />

(in millions of euros) 2002 2001 2000<br />

Accounts and notes receivable 3,520 3,642 3,154<br />

Credit losses (139) (191) (192)<br />

Total 3,381 3,451 2,962<br />

This item does not include receivables from dealers transferred to the<br />

finance companies which are shown in the consolidated balance sheet<br />

under “Finance receivables”.<br />

Movements in this item are analyzed in note 39-a) 2.<br />

➔ Note 23 Finance receivables<br />

a) Securitization<br />

The Banque <strong>PSA</strong> Finance Group has carried out two securitization<br />

transactions through “Auto ABS”, a special purpose entity created in<br />

June 2001:<br />

- On June 28, 2001, Din and Sofi, two subsidiaries of Crédipar - a<br />

French subsidiary of the Banque <strong>PSA</strong> Finance Group - sold €1 billion<br />

worth of automobile loans to the 2001-1 fund of the Auto ABS special<br />

purpose entity. The Auto ABS 2001-1 fund issued €950 million worth<br />

of AAA/Aaa rated preferred asset-backed securities and €50 million<br />

worth of A/A2 rated subordinated asset-backed securities. Crédipar's<br />

retained interest amounts to €10,000. The preferred and<br />

subordinated asset-backed securities are secured by a €20 million<br />

deposit paid by Crédipar.<br />

The fund purchases additional loans from Din and Sofi every month,<br />

to maintain the total asset pool at €1 billion. The asset pool will be<br />

topped up at monthly intervals through July 2003 and will then be<br />

wound down over an estimated period of three years.<br />

- On July 11, 2002, Din and Sofi sold €550 million worth of automobile<br />

loans and the spanish branch of Banque <strong>PSA</strong> Finance sold €950<br />

million worth of automobile loans to the Auto ABS 2002-1 fund.<br />

The Auto ABS 2002-1 fund issued €1,440 million worth of AAA/Aaa<br />

rated preferred asset-backed securities and €60 million worth of<br />

A/A2 rated subordinated asset-backed securities. Banque <strong>PSA</strong><br />

Finance's retained interest amounts to €30,000. The preferred and<br />

subordinated asset-backed securities are secured by a €30 million<br />

deposit paid by Banque <strong>PSA</strong> Finance.<br />

The fund purchases additional loans from Din, Sofi and the spanish<br />

branch of Banque <strong>PSA</strong> Finance every month, to maintain the total<br />

asset pool at €1.5 billion. The asset pool will be topped up at monthly<br />

intervals through July 2004 and will then be wound down over an<br />

estimated period of three years.<br />

In both cases, the securitized loans are no longer carried in the balance<br />

sheet. The impact of the operations on earnings for the period was not<br />

material. Banque <strong>PSA</strong> Finance's retained interest is included in shortterm<br />

investments. In accordance with Group accounting policy,<br />

allowances for credit losses were recorded when the loans were made.<br />

These allowances have been maintained in the balance sheet to cover<br />

the risk of losses on the deposits.<br />

The deposits are carried in the balance sheet under “Other customer<br />

loans”.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 157


) Analysis<br />

1. Total finance receivables<br />

After taking into account the effects of the securitization, finance<br />

receivables break down as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Retail and lease<br />

finance receivables 12,301 13,000 11,880<br />

Wholesale receivables 4,653 4,196 3,580<br />

16,954 17,196 15,460<br />

Deferred revenue (1,033) (1,197) (1,040)<br />

Less: allowances (189) (259) (265)<br />

Total 15,732 15,740 14,155<br />

Retail and lease finance receivables represent loans made by finance<br />

companies to Peugeot and Citroën customers for the purchase of cars.<br />

Wholesale receivables represent amounts due to Peugeot and Citroën<br />

by their dealer networks which have been transferred to the Group<br />

finance companies and working capital loans made by the finance<br />

companies to the dealer networks.<br />

2. Financing costs born by the Automobile division<br />

The Automobile division bears the financing costs on the following<br />

amounts due by its dealer networks, which have been transferred to the<br />

Group finance companies:<br />

(in millions of euros) 2002 2001 2000<br />

2,774 2,425 2,315<br />

The corresponding financing costs are recorded under the<br />

manufacturing and sales companies’ “Cost of goods and services sold”<br />

as follows:<br />

(in millions of euros) 2002 2001 2000<br />

3. Maturities of finance receivables<br />

2002<br />

(in millions of euros)<br />

157 190 142<br />

Subsequent<br />

2003 2004 2005 years Total<br />

Retail and lease<br />

finance receivables 4,584 3,742 2,464 1,511 12,301<br />

Wholesale<br />

receivables 4,582 29 15 27 4,653<br />

Total 9,166 3,771 2,479 1,538 16,954<br />

2001<br />

(in millions of euros)<br />

Subsequent<br />

2002 2003 2004 years Total<br />

Retail and lease<br />

finance receivables 4,286 3,641 3,005 2,068 13,000<br />

Wholesale<br />

receivables 4,174 9 5 8 4,196<br />

Total 8,460 3,650 3,010 2,076 17,196<br />

2000<br />

(in millions of euros)<br />

Subsequent<br />

2001 2002 2003 years Total<br />

Retail and lease<br />

finance receivables 4,109 3,345 2,708 1,718 11,880<br />

Wholesale<br />

receivables 3,555 11 5 9 3,580<br />

Total 7,664 3,356 2,713 1,727 15,460<br />

4. Movements in allowances for credit losses<br />

2002<br />

Retail and<br />

(in millions of euros) lease finance Wholesale<br />

receivables receivables Total<br />

Opening balance 223 36 259<br />

Movements for the year (76) 6 (70)<br />

Closing balance 147 42 189<br />

2001<br />

Retail and<br />

(in millions of euros) lease finance Wholesale<br />

receivables receivables Total<br />

Opening balance 223 42 265<br />

Movements for the year 0 (6) (6)<br />

Closing balance 223 36 259<br />

2000<br />

Retail and<br />

(in millions of euros) lease finance Wholesale<br />

receivables receivables Total<br />

Opening balance 192 44 236<br />

Movements for the year 31 (2) 29<br />

Closing balance 223 42 265<br />

In 2002, the reversal of allowances for credit losses on retail and lease<br />

finance receivables concerns the write off by Crédipar of loans more<br />

than 150 days past due that had been written down in full in the<br />

accounts.<br />

➔ Note 24 - Other finance company<br />

customer receivables<br />

Other customer receivables at December 31 can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Within 1 year 131 94 97<br />

1 to 5 years 151 133 89<br />

Over 5 years 13 15 19<br />

Total 295 242 205<br />

158<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


➔ Note 25 - Short-term income tax assets<br />

a) Manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

Current taxes: prepayments 657 492 161<br />

Deferred tax assets 323 443 324<br />

Total 980 935 485<br />

b) Finance companies<br />

(in millions of euros) 2002 2001 2000<br />

Current taxes: prepayments 27 13 -<br />

Deferred tax assets 36 40 16<br />

Total 63 53 16<br />

➔ Note 26 - Other receivables<br />

a) Manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

Prepaid and recoverable taxes<br />

(other than income taxes) 1,311 1,311 1,043<br />

Vehicles sold under buyback<br />

contracts 426 485 376<br />

Other receivables 882 789 788<br />

Total 2,619 2,585 2,207<br />

As explained in note 1-d, new vehicle sales with a buyback commitment<br />

expiring within a maximum of three years are not recognized at the<br />

time of delivery but accounted for as operating leases. The amount<br />

recorded under this caption corresponds to the cost of the vehicles.<br />

b) Finance companies<br />

(in millions of euros) 2002 2001 2000<br />

Prepaid expenses 586 503 369<br />

Other receivables 337 239 181<br />

Total 923 742 550<br />

➔ Note 27 - Short-term investments -<br />

manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

Own shares held for<br />

allocation on exercise of<br />

employee stock options<br />

- Peugeot S.A. shares 97 57 18<br />

- Faurecia shares 15 11 7<br />

Other quoted securities 236 277 -<br />

Other marketable securities 741 668 1,221<br />

Total 1,089 1,013 1,246<br />

“Other quoted securities” represent securities previously included in<br />

long-term loans and investment securities, under “Restricted stock”<br />

(note 17).<br />

Unrealized gains on these securities total:<br />

(in millions of euros) 2002 2001 2000<br />

292 483 -<br />

➔ Note 28 - Cash and cash equivalents<br />

Cash and cash equivalents, as defined in note 1-q, break down as follows:<br />

a) Manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

Investments with maturities<br />

of less than three months 3,856 4,550 2,540<br />

Advances to companies<br />

at equity - 83 56<br />

Cash and current account<br />

balances 676 887 547<br />

Total 4,532 5,520 3,143<br />

As from 2002, advances to companies at equity are recorded under<br />

“Short-term loans”.<br />

b) Finance companies<br />

(in millions of euros) 2002 2001 2000<br />

Investments with maturities of<br />

less than three months 2,261 1,406 -<br />

Central bank current account<br />

balances 218 282 68<br />

Cash and current account<br />

balances 457 458 183<br />

Total 2,936 2,146 251<br />

➔ Note 29 - Common stock, capital in<br />

excess of par value of stock<br />

a) Common stock<br />

As of December 31, 2002, the Company’s capital stock amounted to<br />

€259,109,146, represented by common shares with a par value of €1<br />

(note 29-c), all fully paid. The shares may be held in bearer or<br />

registered form, at the choice of stockholders. Shares registered in the<br />

name of the same holder for at least four years carry double voting<br />

rights (article 38 of the bylaws).<br />

b) Changes in the number of shares issued and outstanding<br />

(in euros) 2002 2001 2000<br />

As of January 1 259,109,146 278,223,630 272,946,048<br />

Canceled shares<br />

(note 29-d) - (23,450,000) -<br />

Shares issued on<br />

exercise of<br />

stock options<br />

(note 29-e) N/A N/A 84,300<br />

Shares issued on<br />

conversion of<br />

debentures N/A 4,335,516 5,193,282<br />

As of December 31 259,109,146 259,109,146 278,223,630<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 159


c) 2001 stock-split<br />

On July 2, 2001 existing €6 par value shares were exchanged for new<br />

€1 par value shares, on a six-for-one basis. This stock-split was<br />

authorized by stockholders at the Extraordinary Meeting of May 16,<br />

2001 (8th resolution).<br />

d) Capital reduction<br />

On November 23, 2001, the Group canceled 23,450,000 new €1<br />

par value shares under a stockholder-approved program (9th resolution<br />

of the Extraordinary Stockholders’ Meeting of May 16, 2001). The<br />

difference between the cost of the shares and their par value<br />

was charged against “Capital in excess of par value of stock” in the<br />

amount of €381 million (note 29-h) and against “Retained earnings”<br />

for €510 million.<br />

e) Employee stock options<br />

1. Stock subscription options<br />

In 1995, the Managing Board of Peugeot S.A. granted options to<br />

certain directors and officers of the Company and its subsidiaries to<br />

subscribe for new €6 par value common shares at a price of €94.90 per<br />

share. The options exercised under this plan, which terminated on<br />

April 5, 2000, are set out in note 29-b.<br />

2. Stock purchase options<br />

Each year since 1999, the Managing Board of Peugeot S.A. has granted<br />

options to the same categories of Group employees allowing them to<br />

purchase existing shares. Following the 2001 stock-split (note 29-c),<br />

the current terms of these plans are as follows:<br />

2002 plan 2001 plan 2000 plan 1999 plan<br />

Date of Managing Aug. 20, Nov. 20, Oct. 5, March 31,<br />

Board decision 2002 2001 2000 1999<br />

Vesting date Aug. 20, Nov. 20, Oct. 5, March 31,<br />

2005 2004 2002 2001<br />

Expiry date of Aug. 20, Nov. 19, Oct. 4, March 31,<br />

exercise period 2009 2008 2008 2007<br />

Number of<br />

grantees 178 147 154 97<br />

Exercise price<br />

(in euros) 46.28 46.86 35.46 20.83<br />

Number of<br />

options granted 860,100 798,600 709,200 462,900<br />

Changes in the number of options outstanding under these plans<br />

(exercisable for €1 par value shares) are shown below:<br />

(number of options) 2002 2001 2000<br />

As of January 1 1,940,100 1,166,100 456,900<br />

Options granted<br />

during the year 860,100 798,600 709,200<br />

Options exercised<br />

during the year (17,000) (24,600) -<br />

As of December 31 2,783,200 1,940,100 1,166,100<br />

o/w 1999 plan 415,300 432,300 456,900<br />

2000 plan 709,200 709,200 709,200<br />

2001 plan 798,600 798,600<br />

2002 plan 860,100<br />

f) Share buyback programs<br />

Transactions under stockholder-approved share buyback programs can be analyzed as follows:<br />

Authorizations<br />

Transactions<br />

2002 2001 2000<br />

Opening balance 2,994,287 16,044,378 8,332,152<br />

Shares bought back<br />

AGM of June 2, 1999 30,000,000 N/A N/A 2,775,786<br />

AGM of May 24, 2000 29,400,000 N/A 1,249,068 5,026,440<br />

AGM of May 16, 2001 10% of capital 789,000 9,625,441 N/A<br />

AGM of May 15, 2002 25,000,000 11,511,167 N/A N/A<br />

Canceled shares (note 29-d)<br />

AGM of May 16, 2001 10% of capital - (23,450,000) N/A<br />

Shares sold<br />

On exercise of stock options (17,000) (24,600) -<br />

Other (68,745) (450,000) (90,000)<br />

At year-end 15,208,709 2,994,287 16,044,378<br />

- Shares held for allocation on exercise of stock options<br />

(note 29-d) 2,783,200 1,940,100 1,166,100<br />

- Treasury stock (note 29-i) 12,425,509 1,054,187 14,878,278<br />

160<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


g) Capital in excess of par value of stock<br />

Capital in excess of par value of stock recorded in the balance sheet at<br />

December 31, 2000 does not appear in the balance sheet at December<br />

31, 2002 following the capital reduction of November 23, 2001.<br />

h) Retained earnings<br />

Retained earnings, including net income for the year, are as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Peugeot S.A. legal reserve 28 28 27<br />

Other Peugeot S.A.<br />

statutory reserves and results 4,721 3,825 3,180<br />

Other retained earnings and<br />

net income 7,126 6,626 6,308<br />

Total 11,875 10,479 9,515<br />

Other Peugeot S.A. statutory reserves break down as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Reserves available for<br />

distribution<br />

- Without taxation 2,062 1,513 700<br />

- Subject to payment of<br />

additional tax 961 961 885<br />

- Subject to payment of the<br />

“précompte” equalization tax 1,698 1,351 1,595<br />

4,721 3,825 3,180<br />

Tax payable in the case of<br />

distribution (other than the<br />

“précompte” equalization tax) 210 210 205<br />

i) Treasury stock<br />

Treasury stock corresponds to the cost of all the Peugeot S.A. shares<br />

purchased on the open market, net of canceled shares and shares held<br />

for allocation on exercise of management and employee stock options<br />

which are reported under “Short-term investments” (note 27).<br />

j) Cumulative translation adjustment<br />

The cumulative translation adjustment, as defined in note 1-b, can be<br />

analyzed as follows as of December 31, 2002, 2001 and 2000:<br />

(in millions of euros) 2002 2001 2000<br />

Euroland subsidiaries (249) (249) (249)<br />

Other foreign subsidiaries (333) (156) 48<br />

Total (582) (405) (201)<br />

Translation adjustments related to other foreign subsidiaries include<br />

adjustments due to the devaluation of the Argentine peso in an amount<br />

of €373 million in 2002 and €205 million in 2001, and net positive<br />

adjustments of €40 million in 2002 and €49 million in 2001<br />

concerning subsidiaries in other countries.<br />

➔ Note 30 - Minority interests<br />

Minority interests in retained earnings can be analyzed as follows:<br />

a) Manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

As of January 1 689 579 585<br />

Minority interest in<br />

net income of subsidiaries (4) (26) (4)<br />

Dividends paid to minority<br />

stockholders of subsidiaries (12) (13) (12)<br />

Minority interest in<br />

share issues by subsidiaries 2 4 2<br />

Changes in scope of consolidation<br />

and other movements (8) 146 4<br />

Translation adjustment (27) (1) 4<br />

As of December 31 640 689 579<br />

b) Finance companies<br />

(in millions of euros) 2002 2001 2000<br />

As of January 1 103 79 64<br />

Minority interest in net income<br />

of subsidiaries 21 16 15<br />

Dividends paid to minority<br />

stockholders of subsidiaries (31) - -<br />

Minority interest in share<br />

issues by subsidiaries - 9 -<br />

Changes in scope of<br />

consolidation and other<br />

movements - - 1<br />

Translation adjustment (2) (1) (1)<br />

As of December 31 91 103 79<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 161


➔ Note 31 - Reserves for contingencies<br />

and liabilities<br />

a) Manufacturing and sales companies<br />

1. Details of reserves for contingencies and liabilities<br />

(in millions of euros) 2002 2001 2000<br />

Long-term reserves for<br />

operating liabilities<br />

Retirement benefits (note 46) 240 238 228<br />

Employee benefits 90 91 93<br />

Claims and litigation 71 77 53<br />

Warranty costs 279 120 123<br />

Vehicles sold under<br />

buyback contracts (*) 60 39 17<br />

End-of-life vehicles 43 - -<br />

Operations in Argentina 47 50 -<br />

Losses on long-term contracts 63 93 26<br />

Other 232 216 338<br />

1,125 924 878<br />

Other reserves for<br />

contingencies and liabilities<br />

Early-termination plan (note 45) 400 323 349<br />

Reserve for debenture<br />

redemption premiums - - 27<br />

Restructuring reserves 127 63 13<br />

Other 75 84 55<br />

602 470 444<br />

Total 1,727 1,394 1,322<br />

* A reserve is recorded for vehicles sold under buyback contracts with a term in excess<br />

of three years, where the Group expects to make a loss on resale. The Group does not<br />

expect to incur any additional losses on these contracts.<br />

2. Movements in reserves for contingencies and liabilities<br />

(in millions of euros) 2002 2001 2000 (1)<br />

As of January 1 1,394 1,322 1,459<br />

Movements charged to income<br />

- Additions 861 522<br />

- Reserves utilized (412) (373)<br />

- Reversals (89) (163)<br />

360 (14) (190)<br />

Other movements<br />

- Translation adjustment (69) (22) 23<br />

- Effect of changes in scope of<br />

consolidation and other 42 108 30<br />

As of December 31 1,727 1,394 1,322<br />

(1) The breakdown of movements charged to the income statement in 2000 is not<br />

available in the same form as for 2002 and 2001.<br />

Reversals of reserves primarily include the following:<br />

In 2002, €34 million released from the reserve for tax under the Flex<br />

regime (trade balance) concerning Peugeot Citroën do Brasil.<br />

In 2001, €84 million released from the reserve for risks relating to the<br />

Group's operations in Argentina that was originally charged against<br />

goodwill (note 14-a) 2), and €26 million released from the reserve for<br />

redemption premiums on Peugeot S.A. convertible debentures which<br />

matured during the year.<br />

b) Finance companies<br />

Reserves for contingencies and liabilities carried in the balance sheets<br />

of the finance companies can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Long-term reserves for<br />

operating liabilities<br />

Retirement benefits (note 46) 7 6 6<br />

Other 38 28 25<br />

45 34 31<br />

Other reserves for<br />

contingencies and liabilities<br />

Other 8 11 0<br />

Total 53 45 31<br />

➔ Note 32 - Other long-term liabilities -<br />

manufacturing and sales companies<br />

Other long-term liabilities of manufacturing and sales companies<br />

comprise:<br />

(in millions of euros) 2002 2001 2000<br />

Investment grants, net 51 45 47<br />

Other 44 24 23<br />

Total 95 69 70<br />

➔ Note 33 - Convertible debentures<br />

In March 1994, Peugeot S.A. issued convertible debentures for a total of<br />

€604 million. The four million debentures were issued at a price of €150.92<br />

and were convertible at any time on the basis of one share per debenture.<br />

2002<br />

The debentures no longer have any impact on the consolidated<br />

financial statements.<br />

2001<br />

The debentures matured on January 1, 2001. Of the 747,329 debentures<br />

outstanding as of December 31, 2000, 722,586 were converted into<br />

shares and 24,743 were redeemed for cash.<br />

The reserve set up to cover the premium of €35.7 per debenture due on<br />

any unconverted debentures redeemed at maturity was released. Of the<br />

total amount released, €26 million concerned converted debentures<br />

and €1 million concerned debentures redeemed for cash.<br />

2000<br />

During 2000, 865,547 debentures were converted.<br />

In accordance with the applicable early redemption clause, during 2000<br />

the Group bought back and canceled 2,380,632 debentures.<br />

The transaction gave rise to a non-recurring loss of €196 million.<br />

An amount of €71 million was released from the reserve for redemption<br />

premiums in connection with the cancellation of debentures referred to<br />

above. In addition, an amount of €26 million was released from the<br />

reserve in respect of debentures converted during the year.<br />

162<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


➔ Note 34 - Other long-term borrowings -<br />

manufacturing and sales companies<br />

a) Maturities of long-term debt<br />

Maturities of long-term debt other than convertible debentures<br />

(note 33) are as follows:<br />

2002<br />

(in millions of euros)<br />

Other bonds Other<br />

and debentures borrowings Total<br />

2004 - 390 390<br />

2005 - 139 139<br />

2006 69 146 215<br />

2007 - 997 997<br />

Subsequent years 1,490 268 1,758<br />

1,559 1,940 3,499<br />

Current portion - 311 311<br />

Total 1,559 2,251 3,810<br />

2001<br />

(in millions of euros)<br />

Other bonds Other<br />

and debentures borrowings Total<br />

2003 - 501 501<br />

2004 - 273 273<br />

2005 - 125 125<br />

2006 69 720 789<br />

Subsequent years 1,490 457 1,947<br />

1,559 2,076 3,635<br />

Current portion - 299 299<br />

Total 1,559 2,375 3,934<br />

2000<br />

(in millions of euros)<br />

Other bonds Other<br />

and debentures borrowings Total<br />

2002 - 367 367<br />

2003 - 315 315<br />

2004 - 146 146<br />

2005 - 524 524<br />

Subsequent years 69 556 625<br />

69 1,908 1,977<br />

Current portion - 408 408<br />

Total 69 2,316 2,385<br />

b) Repayment currencies<br />

The long-term portion of borrowings other than convertible debentures<br />

can be analyzed as follows by repayment currency:<br />

(in millions of euros) 2002 2001 2000<br />

Euros 2,892 2,830 1,399<br />

Pounds sterling 492 421 228<br />

U.S dollars - 7 -<br />

Swiss francs - 152 152<br />

Brazilian reals 100 206 168<br />

Other 15 19 30<br />

Total 3,499 3,635 1,977<br />

c) Average interest rates<br />

The weighted average interest rate on long-term debt, before taking<br />

into account the impact of hedges, was as follows as of December 31,<br />

2002, 2001 and 2000:<br />

(in %) 2002 2001 2000<br />

5.03 5.31 5.35<br />

d) Obligations under capital leases<br />

The discounted present value of minimum future lease payments<br />

included in other borrowings in respect of assets acquired under capital<br />

leases was as follows at December 31:<br />

(in millions of euros) 2002 2001 2000<br />

2001 - - 31<br />

2002 - 33 31<br />

2003 32 32 30<br />

2004 32 30 29<br />

2005 30 30 -<br />

2006 30 - -<br />

Subsequent years 127 154 178<br />

251 279 299<br />

Less: amount representing interest (30) (37) (42)<br />

Present value of minimum<br />

future lease payments 221 242 257<br />

e) Long-term portion of other bonds and debentures<br />

(in millions of euros) 2002 2001 2000<br />

GIE <strong>PSA</strong> Trésorerie<br />

(2001 fixed rate bonds,<br />

due 2011) 1,490 1,490 -<br />

Peugeot S.A. (1998 bonds<br />

indexed to the market price of<br />

Peugeot S.A. shares) 69 69 69<br />

Total 1,559 1,559 69<br />

➔ Note 35 - Short-term financing<br />

and bank overdrafts - manufacturing<br />

and sales companies<br />

a) Details of short-term financing and bank overdrafts<br />

(in millions of euros) 2002 2001 2000<br />

Commercial paper (note 35b) 664 738 533<br />

Short-term loans 1,142 694 593<br />

Bank overdrafts 645 2,488 1,798<br />

Total 2,451 3,920 2,924<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 163


) Commercial paper<br />

(in millions of euros)<br />

Issue<br />

currency 2002 2001 2000<br />

Short-term notes<br />

- Faurecia EUR 664 718 319<br />

Commercial paper<br />

- Peugeot Commercial<br />

Paper Gmbh EUR - - 195<br />

- Citroën Polska PLN - 14 14<br />

- Peugeot Polska PLN - 6 5<br />

Total 664 738 533<br />

➔ Note 36 - Financing liabilities - finance<br />

companies<br />

a) Maturities of long-term debt<br />

2002<br />

(in millions of euros)<br />

Bonds and Other debt Other<br />

debentures securities borrowings Total<br />

2004 - 1,142 1,563 2,705<br />

2005 - 1,199 140 1,339<br />

2006 91 902 474 1,467<br />

2007 - 729 146 875<br />

Subsequent years - 532 100 632<br />

91 4,504 2,423 7,018<br />

Current portion - 5,831 4,236 10,067<br />

Total 91 10,335 6,659 17,085<br />

2001<br />

(in millions of euros)<br />

Bonds and Other debt Other<br />

debentures securities borrowings Total<br />

2003 - 1,771 215 1,986<br />

2004 - 416 980 1,396<br />

2005 - 577 85 662<br />

2006 91 710 404 1,205<br />

Subsequent years - 34 90 124<br />

91 3,508 1,774 5,373<br />

Current portion - 7,037 3,733 10,770<br />

Total 91 10,545 5,507 16,143<br />

2000<br />

(in millions of euros)<br />

Bonds and Other debt Other<br />

debentures securities borrowings Total<br />

2002 - 1,093 433 1,526<br />

2003 - 230 107 337<br />

2004 - 78 18 96<br />

2005 - 321 89 410<br />

Subsequent years 91 102 90 283<br />

91 1,824 737 2,652<br />

Current portion 134 5,452 3,347 8,933<br />

Total 225 7,276 4,084 11,585<br />

b) Repayment currencies<br />

The long-term portion of finance company financing liabilities breaks<br />

down as follows by repayment currency:<br />

(in millions of euros) 2002 2001 2000<br />

Euros 6,083 3,774 1,853<br />

Pounds sterling 577 1,173 266<br />

US dollars 200 261 247<br />

Japanese Yen 71 30 154<br />

Other 87 135 132<br />

Total 7,018 5,373 2,652<br />

c) Long-term portion of bonds and debentures<br />

(in millions of euros) 2002 2001 2000<br />

Banque <strong>PSA</strong> Finance<br />

(1998 0.57% debentures<br />

indexed to the CAC 40) 91 91 91<br />

91 91 91<br />

d) Other debt securities<br />

1. Long-term portion<br />

(in millions of euros)<br />

Issue<br />

currency 2002 2001 2000<br />

Domestic MTN due<br />

in more than one year<br />

- Peugeot Finance<br />

International EUR 1 1 1<br />

- Crédipar EUR 82 124 309<br />

- Banque <strong>PSA</strong> Finance EUR 586 496 205<br />

EMTN due in more<br />

than one year<br />

- Peugeot Finance<br />

International USD 9 34 32<br />

EUR 17 32 41<br />

<strong>GB</strong>P - - 6<br />

JPY - - 69<br />

- Banque <strong>PSA</strong> Finance USD 191 227 215<br />

EUR 3,214 2,015 650<br />

CZK 48 94 29<br />

JPY 71 30 85<br />

PLN - - 32<br />

<strong>GB</strong>P 31 197 -<br />

HKD 12 14 -<br />

Redeemable subordinated<br />

securities<br />

- Banque <strong>PSA</strong> Finance 150 150 150<br />

- Other 92 94 -<br />

Total 4,504 3,508 1,824<br />

164<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


2. Short-term portion<br />

(in millions of euros)<br />

Issue<br />

currency 2002 2001 2000<br />

Short-term notes<br />

- Sofira EUR 1,332 1,349 1,087<br />

Commercial paper<br />

- Peugeot Commercial<br />

Paper EUR - 30 -<br />

- Peugeot Finance<br />

International EUR 30 162 210<br />

Bills of Exchange<br />

- <strong>PSA</strong> Wholesale Ltd. <strong>GB</strong>P - 202 96<br />

- <strong>PSA</strong> Finance Plc <strong>GB</strong>P - - 819<br />

Domestic MTN due<br />

within one year<br />

- Peugeot Finance<br />

International EUR - - -<br />

- Crédipar EUR 42 173 336<br />

- Banque <strong>PSA</strong> Finance EUR 183 105 23<br />

EMTN due within<br />

one year<br />

- Peugeot Finance<br />

International EUR 31 10 279<br />

USD 19 - -<br />

JPY - 303 441<br />

<strong>GB</strong>P - 7 80<br />

ITL - 15 -<br />

- Banque <strong>PSA</strong> Finance EUR 1,516 928 447<br />

USD 48 - 32<br />

<strong>GB</strong>P 154 82 32<br />

JPY 806 1,858 56<br />

CZK 47 - -<br />

PLN - 36 10<br />

Certificates of deposit<br />

- Crédipar EUR - - 122<br />

- Banque <strong>PSA</strong> Finance EUR 1,620 1,776 1,378<br />

Other debt securities<br />

- BPF Brasil BRL 3 - -<br />

Retail certificates of<br />

deposit<br />

- Banque <strong>PSA</strong> Finance CHF - 1 4<br />

Total 5,831 7,037 5,452<br />

➔ Note 37 - Short-term income tax liabilities<br />

a) Manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

Current taxes payable 633 796 588<br />

Deferred taxes on planned<br />

intercompany dividends 3 6 9<br />

Other deferred taxes 10 6 28<br />

Total 646 808 625<br />

b) Finance companies<br />

(in millions of euros) 2002 2001 2000<br />

Current taxes payable 30 59 -<br />

Deferred taxes on planned<br />

intercompany dividends - - 2<br />

Other deferred taxes 34 47 41<br />

Total 64 106 43<br />

➔ Note 38 - Other payables<br />

a) Manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

Accrued taxes<br />

(other than income taxes) 986 1,005 691<br />

Early-termination plan 86 62 40<br />

Accrued payroll costs 988 897 762<br />

Due to suppliers of property,<br />

plant and equipment 525 496 443<br />

Vehicles sold<br />

under buyback contracts 584 661 503<br />

Customer prepayments 537 460 268<br />

Other payables 1,522 1,828 1,706<br />

Total 5,228 5,409 4,413<br />

As explained in note 1-d, new vehicles sold under buyback contracts<br />

with terms not exceeding three years are not treated as sales but as<br />

leases. The amount recorded under this caption corresponds to the sale<br />

price of new vehicles less accrued interest.<br />

“Other payables” correspond mainly to short-term warranty costs<br />

reserve, accrued payroll taxes, the portion of payments received under<br />

customer service contracts that relates to services to be supplied the<br />

following year and accrued expenses related to sales incentive<br />

programs.<br />

b) Finance companies<br />

(in millions of euros) 2002 2001 2000<br />

Deferred income and<br />

accrued expenses 456 496 306<br />

Other payables 594 504 361<br />

Total 1,050 1,000 667<br />

➔ Note 39 - Change in operating assets<br />

and liabilities<br />

a) Manufacturing and sales companies<br />

1. Detail of cash flows from operating activities<br />

(in millions of euros) 2002 2001 2000<br />

- Increase in inventories (129) (802) (1,006)<br />

- Increase in accounts and<br />

notes receivable (56) (23) (648)<br />

- Increase in accounts and<br />

notes payable 954 177 1,339<br />

- Change in income taxes (204) (173) (73)<br />

- Other changes (300) 425 280<br />

- (Increase) decrease in<br />

receivables from Group<br />

finance companies, net 65 (26) (130)<br />

Total 330 (422) (238)<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 165


2. Detail of changes in assets and liabilities<br />

2002<br />

Cash flows Effect of changes<br />

(in millions of euros) from operating in scope of Translation At<br />

At January 1 activities consolidation adjustment December 31<br />

- Inventories (6,218) (129) (61) 241 (6,167)<br />

- Accounts and notes receivable (3,451) (56) 19 107 (3,381)<br />

- Accounts and notes payable 9,173 954 35 (250) 9,912<br />

- Income taxes (127) (204) (5) 2 (334)<br />

- Other 2,824 (300) 57 28 2,609<br />

Receivables from Group finance companies, net (220) 65 - - (155)<br />

Total 1,981 330 45 128 2,484<br />

2001<br />

Cash flows Effect of changes<br />

(in millions of euros) from operating in scope of Translation At<br />

At January 1 activities consolidation adjustment December 31<br />

- Inventories (5,171) (802) (300) 55 (6,218)<br />

- Accounts and notes receivable (2,962) (23) (488) 22 (3,451)<br />

- Accounts and notes payable 8,503 177 510 (17) 9,173<br />

- Income taxes 140 (173) (98) 4 (127)<br />

- Other 2,184 425 147 68 2,824<br />

Receivables from Group finance companies, net (194) (26) - - (220)<br />

Total 2,500 (422) (229) 132 1,981<br />

b) Finance companies<br />

Cash flows from operating activities can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

- Increase in finance receivables (260) (1,483) (1,469)<br />

- Increase in financing liabilities 1,172 4,249 1,103<br />

- Change in income taxes (54) (6) (5)<br />

- Other changes (217) 82 59<br />

- Decrease in amounts due to Group manufacturing and sales companies, net (84) (1,182) (575)<br />

Total 557 1,660 (887)<br />

➔ Note 40 - Effect of changes in scope of<br />

consolidation and other<br />

The “Effect of changes in scope of consolidation and other” caption in<br />

the statement of cash flows for manufacturing and sales companies<br />

breaks down as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Change in cash and cash<br />

equivalents due to changes<br />

in scope of consolidation (95) 134 -<br />

Additions to intangible assets (85) (89) (80)<br />

Banque <strong>PSA</strong> Finance share<br />

issue underwritten<br />

by Peugeot S.A. (100) - -<br />

Other 12 9 (54)<br />

Total (268) 54 (134)<br />

➔ Note 41 - Change in other financial<br />

assets and liabilities<br />

(in millions of euros) 2002 2001 2000<br />

New long and medium-term debt 337 1,868 495<br />

Repayments of debt and<br />

conversions of debentures (346) (745) (922)<br />

(Increase) decrease in long-term<br />

loans and receivables (430) 100 257<br />

(Increase) decrease in<br />

short-term investments 12 510 (164)<br />

Increase (decrease) in<br />

short-term financing (1,258) 931 1,096<br />

Decrease in net financing of the<br />

finance business provided by<br />

the manufacturing and<br />

sales companies 19 1,208 706<br />

Total (1,666) 3,872 1,468<br />

166<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


➔ Note 42 - Net financial position -<br />

manufacturing and sales companies<br />

(in millions of euros) 2002 2001 2000<br />

External loans and borrowings<br />

Cash and cash equivalents 4,532 5,520 3,143<br />

Short-term investments 1,089 1,013 1,246<br />

Short-term financing and<br />

bank overdrafts (2,451) (3,920) (2,924)<br />

Current portion of long-term<br />

debt (311) (299) (521)<br />

Short-term loans 397 260 207<br />

Long-term debt (3,499) (3,635) (1,977)<br />

Receivables loans and<br />

investment securities 929 624 1,110<br />

686 (437) 284<br />

Loans to and borrowings<br />

from Group finance companies<br />

Current financial assets 97 123 1,077<br />

Long-term loans - - 339<br />

Short-term debt (189) (197) (293)<br />

(92) (74) 1,123<br />

Total 594 (511) 1,407<br />

➔ Note 43 - Lines of credit<br />

The <strong>PSA</strong> Peugeot Citroën Group has access to revolving lines of credit<br />

expiring at various dates through 2007. The amounts available under<br />

these lines of credit are as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Peugeot S.A. and<br />

GIE <strong>PSA</strong> Trésorerie 2,400 2,400 1,718<br />

Faurecia 1,545 1,420 1,046<br />

Banque <strong>PSA</strong> Finance group 4,850 5,585 5,585<br />

Confirmed lines of credit 8,795 9,405 8,349<br />

Drawdowns on these lines of credit at December 31 were as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Peugeot S.A. and<br />

GIE <strong>PSA</strong> Trésorerie - - -<br />

Faurecia 605 562 622<br />

Banque <strong>PSA</strong> Finance group - 94 48<br />

Drawdowns 605 656 670<br />

➔ Note 44 - Return on capital employed<br />

a) Capital employed<br />

Capital employed includes the value of all the assets employed in the<br />

Group’s operations. Finance companies use a different definition of<br />

capital employed from that used by the manufacturing and sales<br />

companies.<br />

Manufacturing and sales companies<br />

Capital employed comprises all non-current assets and reserves<br />

employed in the business and working capital.<br />

Non-current assets employed in the business comprise:<br />

- goodwill, net, before exceptional amortization;<br />

- intangible assets and property, plant and equipment, net;<br />

- shares in non-consolidated companies;<br />

- other non-current assets.<br />

Working capital includes:<br />

- inventories;<br />

- accounts and notes receivable;<br />

- receivables from independent dealers transferred to Banque<br />

<strong>PSA</strong> Finance group companies, for which the financing cost is paid by<br />

the Automobile division;<br />

- other receivables;<br />

- accounts and notes payable;<br />

- other payables, excluding amounts due under the early-termination plan.<br />

Capital employed also includes operating reserves, defined as reserves<br />

where additions or deductions impact operating margin, as well as<br />

restructuring reserves.<br />

For companies accounted for by the equity method, which are an<br />

integral part of the Group’s operations, capital employed corresponds<br />

to the Group’s equity in the capital employed of those companies.<br />

Finance companies<br />

For the finance companies, capital employed corresponds to stockholders’<br />

equity of Banque <strong>PSA</strong> Finance, which includes the net assets of all of the<br />

finance companies. However as dealer receivables transferred to<br />

Banque <strong>PSA</strong> Finance group are included in working capital of the<br />

manufacturing and sales companies, the amount of Banque <strong>PSA</strong> Finance’s<br />

stockholders’ equity representing transferred receivables is deducted for<br />

the calculation of finance companies’ capital employed.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 167


Capital employed can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Manufacturing and sales companies<br />

Goodwill<br />

- Net book value 2,120 2,225 1,054<br />

- Cancellation of exceptional amortization 32 19 127<br />

Intangible assets 194 183 136<br />

Property, plant and equipment 11,545 11,461 10,359<br />

Shares in non-consolidated companies 85 238 254<br />

Other non-current assets 257 204 179<br />

Inventories 6,167 6,218 5,171<br />

Accounts and notes receivable 3,381 3,451 2,962<br />

Receivables from independent dealers transferred to the finance<br />

companies, for which the financing cost is paid by the Automobile division 2,774 2,425 2,315<br />

Other receivables 2,619 2,585 2,207<br />

Reserves for operating liabilities (1,125) (924) (878)<br />

Investment grants (51) (45) (47)<br />

Accounts and notes payable (9,912) (9,173) (8,503)<br />

Other payables, excluding amounts due under the early-termination plan (5,142) (5,347) (4,373)<br />

Equity in the capital employed of companies accounted<br />

for by the equity method 1,275 1,026 995<br />

Restructuring reserves (127) (63) (13)<br />

Finance companies<br />

Equity in stockholders’ equity of Banque <strong>PSA</strong> Finance 1,315 1,171 1,043<br />

Total 15,407 15,654 12,988<br />

b) Income generated by capital employed<br />

Return on capital employed is measured on the basis of operating margin plus or minus the other income and expense items corresponding to the<br />

definition used for capital employed, i.e. finance charges for receivables from independent dealers transferred to Banque <strong>PSA</strong> Finance group companies<br />

that are paid by the Automobile division, exchange gains or losses, restructuring costs, amortization of goodwill (excluding exceptional amortization),<br />

pre-tax earnings of companies at equity (excluding early-termination plan costs) and income from shares in non-consolidated companies.<br />

Income generated by capital employed can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Operating margin– manufacturing and sales companies 2,594 2,404 1,857<br />

Operating margin – finance companies 319 248 264<br />

Consolidated operating margin 2,913 2,652 2,121<br />

Finance cost of receivables from independent dealers<br />

transferred to Banque <strong>PSA</strong> Finance 157 190 142<br />

Exchange gains (losses) 22 (24) (6)<br />

Restructuring costs (125) (120) (43)<br />

Amortization of goodwill<br />

- Amortization for the year (163) (140) (199)<br />

- Cancellation of exceptional amortization (note 14-a) 32 19 127<br />

Pre-tax earnings of companies at equity (note 18-c) 16 2 22<br />

Income from shares in non-consolidated companies 20 5 5<br />

Total 2,872 2,584 2,169<br />

a) Return on capital employed<br />

The immediate return on capital employed (before tax), corresponding<br />

to income generated by capital employed expressed as a percentage of<br />

total capital employed at December 31, is as follows:<br />

(in %) 2002 2001 2000<br />

18.6 16.5 16.7<br />

➔ Note 45 - Early-termination plan<br />

a) Internal agreements<br />

Internal agreements have been signed between the Group and employee<br />

representatives in France, concerning the implementation of earlytermination<br />

plans. The plans in question fulfill the criteria laid down in<br />

Decree no. 2000-105 dated February 9, 2000 related to the earlytermination<br />

of certain employees over 55 years of age and qualify for<br />

Government financing covering part of the cost.<br />

168<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


1. Automobile division<br />

An early-termination plan has been set up for Automobile division<br />

employees in France, in application of an internal agreement dated<br />

March 4, 1999 and an industry-wide agreement signed on July 26, 1999<br />

by UIMM (the industry federation) with the support of the majority of<br />

trade unions represented within the Group.<br />

2. Automotive Equipment division<br />

Following further negotiations between UIMM and the trade unions, in<br />

March 2001, the plan was extended to additional companies, including<br />

the Faurecia group.<br />

b) Estimated liability<br />

1. Calculation method<br />

The estimated cost to be financed by the Group corresponds to the<br />

total benefits payable to the employees concerned, net of government<br />

funding. The present value of the liability has been calculated by<br />

applying a discount rate of 4.1% and an inflation rate of 1.75%. The<br />

short-term portion is included in “Other payables” and the long-term<br />

portion is reported under “Reserves for contingencies and liabilities”.<br />

2. Change in estimated liability<br />

Reserves for<br />

(in millions of euros) Other contingencies<br />

payables and liabilities<br />

Balance as of December 31, 2001 62 323<br />

Early-termination cost for the year (57) -<br />

Changes in employee numbers - 118<br />

Discounting adjustment (5) 45<br />

Transfer from long-term to short-term 86 (86)<br />

Balance as of December 31, 2002 86 400<br />

The €158 million charge recorded in the income statement includes<br />

€118 million corresponding to the cumulative effect of changes in<br />

employee numbers and a €40 million discounting adjustment. The €57<br />

million reversal is offset by a charge recorded under payroll costs<br />

representing the Group’s contribution to the Unedic fund responsible<br />

for paying benefits to terminated employees.<br />

For the Automobile division, the charge for changes in employee<br />

numbers reflects the reduction in the early-retirement age for certain<br />

production workers from 57 to 56 and the extension of the plan to<br />

technical and industrial supervisors through February 2005.<br />

c) Number of employees concerned<br />

As of December 31, 2002, 13,978 employees were concerned by the<br />

plans, including 881 Faurecia group employees.<br />

➔ Note 46 - Pension and other postretirement<br />

benefits<br />

a) Supplementary pensions and retirement bonuses<br />

Group employees in certain countries – mainly France, the United<br />

Kingdom and Germany – are entitled to supplementary pension<br />

benefits, payable annually, or retirement bonuses, representing one-off<br />

payments made at the time of retirement.<br />

This note describes the accounting treatment of obligations under<br />

defined benefit plans as opposed to defined contribution plans under<br />

which the Group has no future obligations towards employees.<br />

1. Calculation base<br />

The Group’s obligation under these supplementary pension and<br />

retirement bonus plans is calculated on an actuarial basis by independent<br />

actuaries using models based on the method defined in US standard<br />

SFAS 87. Actuarial valuations are generally performed at three-yearly<br />

intervals, or more frequently in cases of a change in actuarial<br />

assumptions. The most recent actuarial valuations for the principal plans<br />

were carried out as of December 31, 2002 based on:<br />

- retirement age assumptions, generally based on retirement at the age of<br />

60 for employees in France or after 60 in the case of employees who<br />

have not paid pension contributions over the minimum period required<br />

to qualify for a full pension under the government-sponsored scheme;<br />

- an appropriate discount rate;<br />

- an appropriate inflation rate.<br />

Deferred items include:<br />

- unrecognized net gains and losses corresponding to the effect of<br />

changes in actuarial assumptions, together with the difference<br />

between the actual return on plan assets held in external funds and<br />

the return calculated based on the estimated yield on long-term<br />

investments. These gains and losses, which are not recognized in the<br />

balance sheet, are amortized over the estimated average remaining<br />

service lives of employees.<br />

- unrecognized transition obligations corresponding to gains and losses<br />

arising on adoption of SFAS 87 and following retroactive plan<br />

amendments (prior service cost).<br />

These gains and losses, which are not recognized in the balance sheet, are<br />

amortized over the estimated average remaining service lives of employees.<br />

Total pension obligations, including the transition obligation, are intended<br />

to be funded by contributions to external funds. Any excess of external<br />

funds over the sum of the projected benefit obligation and the transition<br />

obligation is recorded as an asset under “Other non-current assets”.<br />

2. Assumptions used<br />

The assumptions used to calculate the Group’s obligation for pension<br />

and other retirement benefits are as follows for 2002, 2001 and 2000:<br />

(in %) Euro zone United Kingdom<br />

Discount rate<br />

Inflation rate<br />

2002 5.25 5.75<br />

2001 5.75 6.00<br />

2000 6.00 6.50<br />

2002 1.75 2.25<br />

2001 1.75 2.00<br />

2000 2.00 2.50<br />

France United Kingdom<br />

Return on long-term investments<br />

2002 7.50 7.25<br />

2001 7.50 7.25<br />

2000 7.50 7.25<br />

Mortality and staff turnover assumptions used are based on the specific<br />

economic conditions of each Group company or the country in which<br />

they operate.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 169


3. Obligations and funded status<br />

- At December 31<br />

(in millions of euros) 2002 2001 2000<br />

Present value of projected benefit obligation<br />

French companies 1,047 1,288 1,154<br />

Foreign companies 1,678 1,591 1,439<br />

A 2,725 2,879 2,593<br />

Funded status<br />

Market value as of December 31 of prior years’ funding<br />

French companies 636 909 930<br />

Foreign companies 947 1,139 1,226<br />

Total (1) 1,583 2,048 2,156<br />

Funding to external organizations for the year<br />

French companies 9 1 30<br />

Foreign companies 76 59 46<br />

Total (2) 85 60 76<br />

Market value of external funds of December 31<br />

French companies 645 910 960<br />

Foreign companies 1,023 1,198 1,272<br />

B =(1)+(2) 1,668 2,108 2,232<br />

Deferred items<br />

Transition obligation<br />

French companies 5 8 15<br />

Foreign companies (14) (25) (34)<br />

Total (3) (9) (17) (19)<br />

Prior service cost<br />

French companies 13 (81) (106)<br />

Foreign companies 17 21 34<br />

Total (4) 30 (60) (72)<br />

Unrecognized net actuarial gains and losses<br />

French companies 377 405 298<br />

Foreign companies 583 310 16<br />

Total (5) 960 715 314<br />

Total<br />

French companies 395 332 207<br />

Foreign companies 586 306 16<br />

C=(3)+(4)+(5) 981 638 223<br />

Total, net D=A-B-C 76 133 138<br />

Amounts recognized in the balance sheet<br />

Reserves<br />

French companies 113 101 68<br />

Foreign companies 134 143 166<br />

Total 247 244 234<br />

o/w manufacturing and sales companies 240 238 228<br />

o/w finance companies 7 6 6<br />

Funding surpluses<br />

French companies (107) (55) (81)<br />

Foreign companies (64) (56) (15)<br />

Total (171) (111) (96)<br />

o/w manufacturing and sales companies (167) (107) (93)<br />

o/w finance companies (4) (4) (3)<br />

Total, net in balance sheet 76 133 138<br />

170<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


- Changes during the year<br />

(in millions of euros)<br />

Present value of projected benefit obligation<br />

As of January 1 2,879<br />

Reduction in obligation following payment of single premium (384)<br />

Actuarial gain due to transfer to external funds, taken to income (13)<br />

Service cost and one-year discounting adjustment 235<br />

Benefits paid in 2002 (105)<br />

Change in actuarial assumptions 199<br />

Translation adjustment and other movements (86)<br />

As of December 31 A 2,725<br />

Funded status<br />

As of January 1 2,108<br />

Decrease in external funds following payment of part of the single premium (228)<br />

Expected return on external funds 140<br />

Benefits paid in 2002 7<br />

Change in fair value of external funds (300)<br />

Translation adjustment and other movements (59)<br />

As of December 31 B 1,668<br />

Deferred items<br />

As of January 1 638<br />

Deferred items taken to income relating to obligations covered by external funds (95)<br />

Amortization for the year (35)<br />

New deferred items for 2002 499<br />

Translation adjustment and other movements (26)<br />

As of December 31 C 981<br />

Balance sheet reserve<br />

As of January 1 133<br />

Changes in scope of consolidation 1<br />

Additions for the year 211<br />

Payments to external funds (85)<br />

Payment of the balance of the single premium (156)<br />

Translation adjustment and other movements (28)<br />

As of December 31 D 76<br />

- Change in supplementary pension plans<br />

The supplementary pension plans set up by the main French companies<br />

in the Group, with the exception of Automotive Equipment division<br />

entities, were amended by agreements signed with employee<br />

representatives on May 2 and May 13, 2002. Under the revised plans:<br />

- Employees born before 1943 continue to be eligible for the<br />

supplementary pension benefits payable under the original plan.<br />

- Employees born in or after 1943 are eligible for the supplementary<br />

pension benefits payable under the original plan when they retire and<br />

claim their social security pension. However, effective from June 30,<br />

2002, they no longer acquire any new rights under the plan.<br />

The Group has taken out a group insurance policy with a licensed<br />

insurance company to cover the payment of supplementary pension<br />

benefits to these employees. Benefits will be paid out of a pension fund<br />

financed by the payment of a single premium of €384 million on behalf<br />

of all French companies. No further contributions will be made to the<br />

fund by any Group company. Part of the single premium was paid out of<br />

external funds amounting to €228 million and the balance of €156 million<br />

was paid out of the Group’s cash reserves. The related tax cost was €13<br />

million and the additional payroll taxes payable amounted to €6 million.<br />

The payment of the single premium on June 28, 2002 had the effect of<br />

transferring to the insurance company the Group's obligations towards<br />

the employees concerned.<br />

The operation led to the immediate recognition of deferred items<br />

related to the transferred benefit obligation, representing a charge of<br />

€95 million before tax. The charge was partly offset by an actuarial gain<br />

of €13 million resulting from the transfer of the obligation to an<br />

external fund. The charge to the income statement, including the net<br />

charge of €82 million referred to above and the related income tax and<br />

payroll tax charges, was €101 million, net (see note 11).<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 171


- A new defined contribution supplementary pension plan was set up<br />

on July 1, 2002.<br />

Under this plan, eligible employees will be entitled to supplementary<br />

pension benefits if their compensation exceeds the ceiling for social<br />

security contributions during all or part of their remaining service lives<br />

from the date on which the plan was set up. The rights of eligible<br />

employees corresponding to the defined contributions will vest<br />

immediately. Two-thirds of the contributions are paid by the employer<br />

and one-third by the employee.<br />

Since it is a defined contribution plan, the Group has no future<br />

obligations towards employees under the plan. The cost of the plan is<br />

charged to income when the contributions are paid.<br />

4. Periodic pension cost<br />

The total obligation is determined at each year-end as explained above.<br />

The periodic pension cost each year corresponds to:<br />

- service cost, representing the benefit entitlements earned by<br />

employees during the year,<br />

- interest cost, corresponding to adjustments to the discounted present<br />

value of the opening projected benefit obligation,<br />

- amortization of deferred items.<br />

The periodic pension cost is partially offset by the return on external<br />

funds, calculated on the basis of a standard rate of return on long term<br />

investments (8 % up to 1999, 7.5% as from 2000). The difference<br />

between the standard rate of return and the actual return on external<br />

funds (for French funds, (2.59%) in 2002, (0.9%) in 2001, 3.3 % in<br />

2000) is deducted from or added to the unamortized net obligation.<br />

The periodic pension cost is included in payroll costs except for the<br />

€82 million net exceptional cost arising from the June 2002 change in<br />

the Group’s supplementary pension plans. It can be analyzed as follows:<br />

(in millions of euros) 2002 2001 2000<br />

French companies (37) (41) (41)<br />

Foreign companies (44) (42) (42)<br />

Service cost (81) (83) (83)<br />

French companies (64) (71) (69)<br />

Foreign companies (90) (90) (70)<br />

Interest cost (154) (161) (139)<br />

French companies 58 70 69<br />

Foreign companies 82 87 72<br />

Return on external funds 140 157 141<br />

French companies (21) (16) (11)<br />

Foreign companies (14) 13 7<br />

Amortization of deferred items (35) (3) (4)<br />

French companies (82) - -<br />

Foreign companies 1 - -<br />

Curtailments and settlements (81) - -<br />

French companies (146) (58) (52)<br />

Foreign companies (65) (32) (33)<br />

Total (211) (90) (85)<br />

o/w manufacturing and<br />

sales companies (208) (89) (82)<br />

o/w finance companies (3) (1) (3)<br />

b) Long-service awards<br />

The Group estimates its liability for long-service awards payable to<br />

employees who fulfill certain seniority criteria. The calculations are<br />

performed using the same method and assumptions as for supplementary<br />

pension benefits and retirement bonuses (note 46-a). The estimated<br />

liability is reserved for in full in the accounts and amounts to:<br />

(in millions of euros) 2002 2001 2000<br />

French companies 22 19 16<br />

Foreign companies 3 2 4<br />

Total 25 21 20<br />

c) Other post-retirement benefits<br />

In addition to the retirement obligations described above, Faurecia<br />

Exhaust Systems Inc., an American subsidiary of Faurecia, pays the<br />

healthcare costs of retired employees.<br />

The related obligation is reserved for in full in the consolidated<br />

financial statements and amounts to:<br />

(in millions of euros) 2002 2001 2000<br />

24 28 27<br />

➔ Note 47 - Foreign exchange and<br />

interest risk management<br />

a) General principles<br />

1. Currency risk<br />

The manufacturing and sales companies manage their foreign exchange<br />

positions on transactions denominated in foreign currencies with the<br />

objective of hedging the risk of fluctuations in exchange rates. These<br />

risks primarily concern the Automobile division. Positions are managed<br />

primarily by making forward purchases or sales of the currencies<br />

concerned, as soon as the foreign currency invoice is accounted for,<br />

through the <strong>PSA</strong> Peugeot Citroën Group's specialized company, <strong>PSA</strong><br />

International S.A. (<strong>PSA</strong>I). <strong>PSA</strong>I also hedges currency risks on firm<br />

planned transactions to be carried out by the Automobile division in<br />

yen (note 47-c) 3).<br />

<strong>PSA</strong>I also carries out transactions involving currency instruments as<br />

part of its activities. These transactions, which are subject to very strict<br />

exposure limits, are closely monitored on a continuous basis. They are<br />

the only non-hedging transactions carried out by companies in the<br />

<strong>PSA</strong> Peugeot Citroën Group and do not have a material impact on<br />

consolidated net income.<br />

2. Interest rate risk<br />

Cash surpluses and short-term financing needs of manufacturing and<br />

sales companies except Automotive Equipment companies in euroland<br />

countries and, since 2001, in sterling, are centralized at the level of<br />

GIE <strong>PSA</strong> Trésorerie which invests net cash reserves on the financial<br />

markets, mainly in short-term instruments indexed to floating rates.<br />

The gross borrowings of manufacturing and sales companies except<br />

Automotive Equipment companies consist mainly of fixed and<br />

adjustable rate long-term loans.<br />

172<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


The entire debt is converted to floating rate by means of derivatives, in<br />

order to match cash surpluses exposure.<br />

The finance companies provide wholesale financing to dealer networks<br />

and finance sales of vehicles to customers generally at fixed rates of<br />

interest. Refinancing is generally at adjustable or floating rates, at all<br />

points on the yield curve.<br />

Banque <strong>PSA</strong> Finance, which centralizes interest rate risks of the finance<br />

companies operating in the euro zone countries, manages these risks by<br />

entering into swaps and buying options to match interest rates on<br />

outstanding loans and the related refinancing. The finance companies<br />

in the United Kingdom use similar strategies to manage their own<br />

interest rate risks.<br />

Faurecia uses caps, swaps and other options to hedge interest rates on<br />

borrowings payable from January 2003 through December 2007.<br />

A small proportion of interest rate risks of the manufacturing and sales<br />

companies and the finance companies is not hedged, in order to take<br />

advantage of market opportunities. The Value at Risk (VaR)<br />

represented by these unhedged positions is measured daily. The impact<br />

on income of gains and losses on these positions is not material.<br />

3. Counterparty risks on financial instruments<br />

The Group minimizes counterparty risks through internal control<br />

procedures which ensure that transactions are carried out only with major<br />

banks and financial institutions. Exposure limits are set by counterparty,<br />

based primarily on their credit rating. Internal control procedures include<br />

daily verification of compliance with these exposure limits. The Group's<br />

exposure to concentration of counterparty risks is not material.<br />

b) Accounting treatment<br />

- Gains and losses on hedging positions related to actual or future<br />

transactions are accounted for on a symmetrical basis with the loss or<br />

gain on the underlying transaction.<br />

- Positions not qualifying as hedges are marked to market at the end of<br />

each period and the resulting unrealized gain or loss is included in<br />

income for the period.<br />

c) Manufacturing and sales companies<br />

As of December 31, 2002, 2001 and 2000, after eliminating<br />

intercompany transactions, open forward contracts in foreign<br />

currencies serving to fix the exchange rate used to record import and<br />

export transactions in the accounts and financial instruments acquired<br />

in connection with the management of interest rates on investments<br />

and borrowings, were as follows:<br />

1. Hedges of actual transactions<br />

(in millions of euros) 2002 2001 2000<br />

Currency risk<br />

Hedges of commercial<br />

transactions<br />

- Forward contracts 1,116 1,121 1,290<br />

- Currency options 164 230 190<br />

1,280 1,351 1,480<br />

Hedges of financing<br />

transactions<br />

- Forward contracts 261 744 902<br />

- Currency options - 5 58<br />

- Currency swaps 647 531 678<br />

908 1,280 1,638<br />

Interest rate risk<br />

Hedges of financing<br />

transactions<br />

- Interest rate swaps 9,574 6,919 7,369<br />

- Purchase of caps 2,229 1,855 1,229<br />

- Collars 45 30 99<br />

- F<strong>RA</strong> 100 - -<br />

11,948 8,804 8,697<br />

2. Maturities of hedging instruments as of December 31, 2002<br />

(in millions of euros) Total Within 1 year 1 to 5 years Beyond 5 years<br />

Currency risk<br />

Hedges of commercial transactions<br />

- Forward contracts 1,116 1,116 - -<br />

- Currency options 164 164 - -<br />

1,280 1,280 - -<br />

Hedges of financing transactions<br />

- Forward contracts 261 261 - -<br />

- Currency options - - - -<br />

- Currency swaps 647 181 266 200<br />

908 442 266 200<br />

Interest rate risk<br />

Hedges of financing transactions<br />

- Interest rate swaps 9,574 7,401 582 1,591<br />

- Purchase of caps 2,229 1,129 1,100 -<br />

- Collars 145 45 100 -<br />

11,948 8,575 1,782 1,591<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 173


3. Hedges of future transactions<br />

The Group purchases yen put options to fix the minimum exchange<br />

rate on vehicle sales in Japan over three years. As of December 31,<br />

2002, 2001 and 2000, the nominal amounts hedged by put options<br />

were as follows:<br />

(in millions of euros) 2002 2001 2000<br />

706 453 431<br />

The Faurecia group uses forward purchase and sale contracts and<br />

options - all of which mature in 2003 - as hedges of commercial<br />

transactions in progress at December 31, 2002 and transactions<br />

planned in 2003. At December 31, 2002, 2001 and 2000, the nominal<br />

amounts hedged for planned transactions were as follows:<br />

(in millions of euros) 2002 2001 2000<br />

135 122 89<br />

4. Non-hedging transactions<br />

The gains and losses recorded by <strong>PSA</strong> International, the finance<br />

subsidiary specialized in managing currency risks on financial<br />

instruments not qualifying as hedges, generally correspond to gains and<br />

losses on closed positions – representing foreign exchange purchase and<br />

sale contracts for the same amount – which serve to fix margins without<br />

exposing the subsidiary to the risk of losses resulting from an<br />

unfavorable future movement in exchange rates. Pre-tax profits on these<br />

trading transactions amounted to €4.6 million in 2002, €5.5 million in<br />

2001 and €4 million in 2000.<br />

5. Currency risk<br />

The net position of the manufacturing and sales companies in the main foreign currencies is as follows:<br />

(in millions of euros) <strong>GB</strong>P YEN USD PLN CHF BRL Other<br />

Total assets 362 84 236 104 24 6 407<br />

Total liabilities (510) (3) (172) - (152) (73) (142)<br />

Net position before hedging (148) 81 64 104 (128) (67) 265<br />

Off-balance sheet position 147 (81) (64) (104) 128 67 (260)<br />

Net position after hedging (1) - - - - - 5<br />

The above table shows the Group position arising from all transactions recognized in the balance sheet at December 31, 2002. The Group has also<br />

hedged currency risks on future vehicle sales in Japan (note 47 3).<br />

6. Interest rate risk<br />

(in millions of euros)<br />

intraday 1 to More than<br />

to 1 year 5 years 5 years Total<br />

Total assets 6,672 62 40 6,774<br />

Total liabilities (4,307) (409) (1,734) (6,450)<br />

Net position<br />

before hedging 2,365 (347) (1,694) 324<br />

Off-balance<br />

sheet position (1,705) 146 1,559 -<br />

Net position<br />

after hedging 660 (201) (135) 324<br />

This table analyzes fixed rate assets and debt by maturity and adjustable<br />

rate assets and debts based on the next rate adjustement date.<br />

In the statement of off-balance sheet items, swaps and other derivative<br />

instruments are reported as positive amounts (lender leg) and negative<br />

amounts (borrower leg).<br />

A 1 point decrease in interest rates would have the effect of reducing<br />

net interest income by €4 million.<br />

The net position after hedging for assets and liabilities due beyond<br />

1 year mainly concerns employee profit-sharing reserves (€181 million)<br />

and obligations under finance leases (€168 million).<br />

d) Finance companies<br />

As of December 31, 2002, 2001 and 2000, after eliminating<br />

intercompany transactions, outstanding contracts on financial<br />

instruments used to match interest and exchange rates on customer<br />

loans and the related refinancing were as follows:<br />

1. Hedges of actual transactions<br />

(in millions of euros) 2002 2001 2000<br />

Currency risk<br />

Currency swaps 1,488 2,749 1,718<br />

Forward contracts 1,253 552 188<br />

2,741 3,301 1,906<br />

Interest rate risk<br />

Hedges of financing<br />

transactions<br />

- Interest rate swaps 23,120 17,547 11,317<br />

- Purchases of caps and collars 192 372 175<br />

- Sales of floors - - 173<br />

- F<strong>RA</strong> - - 20<br />

- Futures 340 - -<br />

- Swaptions - 518 -<br />

23,652 18,437 11,685<br />

174<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


2. Maturities of hedging instruments as of December 31, 2002<br />

(in millions of euros) Total Within 1 year 1 to 5 years Beyond 5 years<br />

Currency risk<br />

Currency swaps 1,488 966 506 16<br />

Forward contracts 1,253 1,253 - -<br />

2,741 2,219 506 16<br />

Interest rate risk<br />

Hedges of financing transactions<br />

- Interest rate swaps 23,120 11,153 11,967 -<br />

- Purchases of caps and collars 192 192 - -<br />

- F<strong>RA</strong> 340 340 - -<br />

23,652 11,685 11,967 -<br />

3. Currency risk<br />

The net position of the finance companies in the main foreign<br />

currencies is as follows:<br />

(in millions of euros) <strong>GB</strong>P YEN USD CHF Others<br />

Total assets 1,184 - 12 291 -<br />

Total liabilities - (877) (269) - (107)<br />

Net position<br />

before hedging 1,184 (877) (257) 291 (107)<br />

Off-balance<br />

sheet position (1,184) 877 257 (291) 107<br />

Net position<br />

after hedging - - - - -<br />

4. Interest rate risk<br />

(in millions d’euros)<br />

intraday 1 to More than<br />

to 1 year 5 years 5 years Total<br />

Total assets 14,135 5,047 76 19,258<br />

Total liabilities (14,724) (2,252) (516) (17,492)<br />

Net position<br />

before hedging (589) 2,795 (440) 1,766<br />

Off-balance<br />

sheet position 861 (1,267) 526 120<br />

Net position<br />

after hedging 272 1,528 86 1,886<br />

This table analyzes fixed rate assets and debt by maturity and<br />

adjustable rate assets and debts based on the next rate adjustment date.<br />

In the statement of off-balance sheet items, swaps and other derivative<br />

instruments are reported as positive amounts (lender leg) and negative<br />

amounts (borrower leg).<br />

A 1 point decrease in interest rates would have the effect of reducing<br />

net interest income by €0.7 million.<br />

The net position after hedging for assets and liabilities due in 1 to<br />

5 years corresponds to net assets covered by Banque <strong>PSA</strong> Finance<br />

Group shareholders’ equity.<br />

➔ Note 48 - Equity risk<br />

Equity risk corresponds to the price rise arising from an unfavorable<br />

change in the price of equities held by the Group.<br />

(in millions of euros)<br />

Equities and units<br />

in equity funds<br />

Own<br />

shares<br />

Net position -<br />

Assets 329 112<br />

Off-balance sheet position - -<br />

Total net position 329 112<br />

Sensitivity (3) (2)<br />

The portfolio of equities and units in equity funds includes €66 million<br />

worth of securities with limited liquidity (note 17), €236 million in<br />

listed equities carried in the balance sheet under short-term<br />

investments (note 27) and €27 million in equities under management.<br />

The portfolio of own shares being held for allocation on exercise of<br />

employee stock options (note 27).<br />

Equities are stated at the lower of cost and market. In substantially all<br />

cases, the market value net of a 10% discount exceeds the securities’<br />

book value. Consequently, sensitivity of earnings to a fall in value is<br />

limited to €3 million.<br />

➔ Note 49 - Fair value of financial<br />

instruments<br />

The fair value of financial instruments held by the Group is estimated<br />

in accordance with SFAS 107. The fair value of financial instruments<br />

not intended to be sold is estimated only in cases where this is<br />

practicable based on market data.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 175


The main valuation methods applied are as follows:<br />

- shares in non-consolidated companies: as explained in note 1 n, these<br />

securities represent Group interests in subsidiaries that are not<br />

controlled by the Group. Their fair value cannot be estimated due to<br />

the absence of meaningful market data.<br />

- marketable securities and fixed rate debentures quoted on organized<br />

markets are valued at the year-end market price.<br />

- the fair value of fixed rate loans and borrowings with maturities in<br />

excess of three months is calculated by discounting future cash flows<br />

at year-end market rates of interest. The fair value of fixed rate loans<br />

and borrowings converted into variable rate loans and borrowings by<br />

means of interest rate swaps is close to their book value.<br />

- the fair value of variable rate loans and borrowings, cash and shortterm<br />

financing is considered as being equivalent to their book value.<br />

- the fair value of finance receivables is estimated by discounting<br />

future cash flows at the interest rates at which similar loans were<br />

granted at year-end.<br />

a) Balance sheet instruments<br />

As of December 31, the book values and fair values of balance sheet instruments were as follows:<br />

(in millions of euros)<br />

2002 2001 2000<br />

Book value Fair value Book value Fair value Book value Fair value<br />

ASSETS<br />

Manufacturing and sales companies<br />

Receivables and investment securities 929 996 624 730 1,110 1,688<br />

Shares in non-consolidated companies 85 85 238 238 254 254<br />

Short-term loans 397 397 260 260 207 207<br />

Short-term investments 1,089 1,381 1,013 1,496 1,246 1,246<br />

Cash and cash equivalents 4,532 4,532 5,520 5,520 3,143 3,143<br />

Finance companies<br />

Long-term loans and investment securities 196 196 201 201 222 222<br />

Finance receivables 15,732 15,926 15,740 15,861 14,155 14,201<br />

Other customer receivables 295 295 242 242 205 205<br />

Short-term investments 87 87 71 71 31 31<br />

Cash and cash equivalents 2,936 2,936 2,146 2,146 251 251<br />

LIABILITIES<br />

Manufacturing and sales companies<br />

Other long-term borrowings 3,499 3,481 3,635 3,635 1,977 1,977<br />

Convertible debentures - - - - 113 113<br />

Current portion of long-term debt 311 311 299 299 408 408<br />

Short-term financing and bank overdrafts 2,451 2,451 3,920 3,920 2,924 2,924<br />

Finance companies<br />

Borrowings 17,085 17,085 16,143 16,143 11,585 11,585<br />

Other financing liabilities 111 111 120 120 386 386<br />

b) Off-balance sheet instruments<br />

Derivative instruments not acquired as hedges of balance sheet positions<br />

consisted mainly of yen put options. The characteristics of these options<br />

are as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Nominal amount 765 453 431<br />

Premiums paid 20 12 13<br />

Fair value 43 17 12<br />

The characteristics of forward purchase and sale contracts and options<br />

entered into by Faurecia as hedges of commercial transactions in<br />

progress at December 31, 2002 and transactions planned in 2003 are<br />

as follows:<br />

(in millions of euros) 2002 2001 2000<br />

Nominal amount 135 122 89<br />

Premiums paid - - -<br />

Fair value - (1) 2<br />

176<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


➔ Note 50 - Commitments and contingencies<br />

a) Specific commitments<br />

Details of commitments related specifically to the following<br />

transactions are provided in the corresponding notes:<br />

- securitization of receivables by the manufacturing and sales<br />

companies – note 22-a<br />

- securitization of automobile loans by the finance companies – note 23-a<br />

- supplementary pension, retirement and other post-retirement<br />

obligations – note 46<br />

- management of foreign exchange and interest rate risks – note 47.<br />

b) Routine commitments<br />

The Group had routine commitments in the following amounts as of<br />

December 31, 2002, 2001 and 2000:<br />

(in millions of euros) 2002 2001 2000<br />

Capital commitments for<br />

the acquisition of property,<br />

plant and equipment 2,083 1,961 1,719<br />

Orders for research and<br />

development work 40 - -<br />

Non-cancelable lease<br />

commitments 416 363 308<br />

Securities subscription and<br />

purchase commitments (1) 217 - -<br />

2,756 2,324 2,027<br />

Financing commitments to<br />

customers of finance<br />

companies 1,012 789 715<br />

Guarantees given 202 245 114<br />

Pledged or mortgaged assets (2) 458 973 912<br />

(1) In 2002, this commitment relates to the Chinese company Dongfeng Citroën<br />

Automotive Corp. – DCAC, accounted for by the equity method.<br />

(2) Details of pledged assets :<br />

Value<br />

(in millions of euros) Expiry of pledged Total<br />

date assets assets %<br />

Intangible assets N/A N/A<br />

Property, plant<br />

and equipment Indefinite 22<br />

Investments 2003 47<br />

2004 47<br />

2005 18<br />

2006 1<br />

2007 145<br />

2008 73<br />

2009 87<br />

> 2009 18<br />

436<br />

Total pledged assets 458 56,008 0.8<br />

c) Tax audit risks<br />

Group companies in France and in other countries are subject to<br />

regular tax audits. Potential reassessments resulting from these audits<br />

are reserved for. Reassessments by the tax authorities in the European<br />

Union usually relate to transfer prices. The Group considers that any<br />

such transfer price problems will be settled under the procedures<br />

provided for in international tax treaties and it should therefore be<br />

possible to avoid additional taxation.<br />

d) End-of-life vehicles<br />

European Directive 2000/53/EC of September 18, 2000 on end-of-life<br />

vehicles provides that:<br />

“Member States shall take the necessary measures to ensure that the<br />

delivery of the vehicle to an authorized treatment facility (…) occurs<br />

without any cost for the last holder and/or owner (…).<br />

Member States shall take the necessary measures to ensure that producers<br />

meet all, or a significant part of, the costs of the implementation of this<br />

measure and/or take back end-of life vehicles (…),<br />

- as from July 1, 2002 for vehicles put on the market as from this date,<br />

- as from January 1, 2007 for vehicles put on the market before<br />

July 1, 2002.”<br />

As of December 31, 2002 only four countries had transposed this<br />

Directive into national legislation:<br />

- for Austria and Norway the impact for the Group is not material,<br />

- for Germany a €6 million reserve has been booked representing the<br />

discounted value of estimated residual costs for the Group. This takes<br />

into account a €17 million saving due to the possibility of recycling<br />

catalytic converters,<br />

- for the Netherlands, a reserve of €37 million was booked at<br />

December 31, 2002, corresponding to the discounted value of the net<br />

residual cost potentially payable by the Group.<br />

In Spain, the royal decree concerning the transposition of the European<br />

Directive was signed on January 3, 2003. According to current<br />

estimates, any residual costs payable by the Group are not expected to<br />

be material.<br />

As of December 31, 2002, France had not yet transposed the Directive<br />

into national legislation. According to current estimates, based on the<br />

latest available draft of the applicable decree, the final cost to the<br />

Group will not be material.<br />

Certain countries such as Belgium, Denmark and Sweden have applied<br />

specific regulations concerning end-of-life vehicles for several years.<br />

Current commitments under these regulations do not give rise to any<br />

material residual costs for the Group.<br />

The actual costs that will be incurred in the other European Union<br />

countries cannot yet be reliably determined as no regulations are<br />

currently available.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 177


➔ Note 51 - Maturities of commitments<br />

The Group commitments analysed by maturity in the tables below are reported in the following notes:<br />

- Other borrowings of manufacturing and sales companies – notes 34 -a, 34-d<br />

- Financial company borrowings – note 36-a<br />

- Lines of credit – note 41<br />

- Off-balance sheet commitments – note 50.<br />

a) Contractual commitments<br />

1. Manufacturing and sales companies<br />

(in millions of euros)<br />

Payments due by period<br />

Total Within 1 year 1 to 5 years More than 5 years<br />

Borrowings 3,810 311 1,741 1,758<br />

Obligations under finance leases 251 32 122 97<br />

Commitments under operating leases 416 72 167 177<br />

Irrevocable purchase commitments 2,340 2,340 - -<br />

Total 6,817 2,755 2,030 2,032<br />

2. Finance companies<br />

(in millions of euros)<br />

Payments due by period<br />

Total Within 1 year 1 to 5 years More than 5 years<br />

Borrowings 17,085 10,067 6,386 632<br />

Total 17,085 10,067 6,386 632<br />

b) Other commercial commitments<br />

1. Manufacturing and sales companies<br />

(in millions of euros)<br />

Commitments by period<br />

Total Within 1 year 1 to 5 years More than 5 years<br />

Confirmed lines of credit not utilized (commitments received) (8,190) (545) (7,645) -<br />

Guarantees - commitments given 660 114 278 268<br />

2. Finance companies<br />

Financing commitments given to customers by the finance companies in the amount of €1,012 million have no fixed maturity.<br />

➔ Note 52 - Earnings per share<br />

a) Basic earnings per share are calculated on the basis of the average<br />

number of common shares outstanding during the year.<br />

The average number of shares is calculated by taking into account the<br />

number of shares issued and canceled during the period and the<br />

number of shares held in treasury stock (excluding shares acquired for<br />

allocation on exercise of stock options, which are carried in the balance<br />

sheet under “Short-term investments” (note 29-i)).<br />

The average number of shares outstanding in 2000 has been adjusted<br />

to take into account the July 1, 2001 six-for-one stock-split.<br />

b) Diluted earnings per share are calculated on the basis of the number<br />

of common shares that would be outstanding assuming the exercise of<br />

all stock options as described in note 29-e)1.<br />

1. Effect on the average number of shares of debenture<br />

conversions and the exercise of stock options<br />

2000<br />

2002 2001 proforma<br />

Average number of<br />

€1 par value shares<br />

outstanding 254,201,332 263,357,148 261,283,962<br />

Average number<br />

of 1994 convertible<br />

debentures outstanding N/A 1,122,305 11,780,178<br />

Dilutive effect of<br />

stock options<br />

determined by the<br />

treasury stock method N/A N/A 22,212<br />

Fully diluted average<br />

number of shares 254,201,332 264,479,453 273,086,352<br />

178<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


2. Effect of debenture conversions and the exercise of stock<br />

options on net income<br />

(in millions of euros) 2002 2001 2000<br />

Net income for the year 1,690 1,691 1,312<br />

Impact of conversion, net of tax - 1 9<br />

Total 1,690 1,692 1,321<br />

➔ Note 53 - Directors’ compensation<br />

(in millions of euros) 2002 2001 2000<br />

Compensation paid to:<br />

- members of the<br />

management bodies 7.8 6.7 6.3<br />

- members of the<br />

Supervisory Board 0.5 0.5 0.3<br />

Total 8.3 7.2 6.6<br />

Members of management bodies include members of the Managing<br />

Board, the Executive Committee and Senior Management.<br />

As of December 31, 2002, members of the Group’s management bodies<br />

held 977,600 options to purchase shares of Peugeot S.A. granted under<br />

the plans set up since 1999 for certain managers and officers.<br />

As of December 31, 2001, members of the Group’s management bodies<br />

held 711,600 options to purchase shares of Peugeot S.A. granted under<br />

the plans set up in 1999, 2000 and 2001.<br />

As of December 31, 2000, members of the Group’s management<br />

bodies held options to purchase the equivalent of 405,600 new shares<br />

of Peugeot S.A. granted under the plans set up in 1999 and 2000.<br />

➔ Note 54 - Auditors’ fees<br />

Fees paid to the Group’s statutory auditors and other audit firms break down as follows for 2002:<br />

(in millions of euros)<br />

Audit<br />

Pricewaterhouse<br />

Coopers Constantin Ernst & Young Other Total<br />

Statutory audit and contractual audits 7.3 0.9 0.8 0.1 9.1<br />

Other engagements 2.2 - 0.3 - 2.5<br />

Sub-total 9.5 0.9 1.1 0.1 11.6<br />

Other services<br />

Tax and legal 1.4 - 0.3 - 1.7<br />

Internal audit 0.1 - 0.1 - 0.2<br />

Other advisory services 0.1 - 0.1 - 0.2<br />

Sub-total 1.6 - 0.5 - 2.1<br />

Total 11.1 0.9 1.6 0.1 13.7<br />

o/w Automotive Equipment division 5.0 - 1.6 - 6.6<br />

Other divisions 6.1 0.9 - 0.1 7.1<br />

➔ Note 55 - Subsequent events<br />

a) Dongfeng Peugeot Citroën Automobile – DPCA<br />

Further to the agreements signed on October 25, 2002 between<br />

<strong>PSA</strong> Peugeot Citroën and Dongfeng Motors, Dongfeng Citroën<br />

Automotive Corp. - DCAC was renamed Dongfeng Peugeot Citroën<br />

Automobile – DPCA on January 23, 2003. The company’s capital was<br />

increased and each of its majority stockholders raised their stake to 32%.<br />

During 2003, the Group’s interest should increase to 50%, following<br />

the buyout of interests currently held by partner banks.<br />

b) Closure of the La Française de Mécanique foundry<br />

La Française de Mécanique, a jointly-owned subsidiary of the<br />

<strong>PSA</strong> Peugeot Citroën and Renault groups, considers the likelihood of<br />

discontinuing its foundry business at the beginning of 2006. This<br />

decision is in line with the scale-up of mechanical engineering<br />

operations, in preparation for the production of a future gasoline<br />

engine developed jointly by <strong>PSA</strong> Peugeot Citroën and BMW.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 179


180<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


F ive-year consolited statement of income<br />

(in millions of euros) 2002 2001 2000 1999 1998<br />

MANUFACTURING AND SALES COMPANIES<br />

Net sales 52,906 50,288 42,978 36,740 33,076<br />

Operating expenses<br />

Cost of goods and services sold (40,196) (38,647) (31,946) (27,443) (24,937)<br />

Selling, general and administrative expenses (8,251) (7,504) (7,550) (6,408) (5,937)<br />

Research and development costs (1,865) (1,733) (1,625) (1,457) (1,301)<br />

(50,312) (47,884) (41,121) (35,308) (32,175)<br />

Operating margin 2,594 2,404 1,857 1,432 901<br />

Early-termination plan costs (158) (31) 32 (431) -<br />

Other income and (expenses), net<br />

Restructuring costs (124) (115) (41) (54) (66)<br />

Interest income (expense), net (25) (48) 86 (22) (24)<br />

Other income and (expenses), net 22 193 21 (1) (191)<br />

(127) 30 66 (77) (281)<br />

Income before tax of fully-consolidated companies 2,309 2,403 1,955 924 620<br />

Income taxes (666) (750) (601) (251) (252)<br />

Net income of fully-consolidated manufacturing<br />

and sales companies 1,643 1,653 1,354 673 368<br />

FINANCE COMPANIES<br />

Revenues<br />

From third parties 1,530 1,375 1,203 1,067 682<br />

From Group manufacturing and sales companies 170 212 184 127 160<br />

1,700 1,587 1,387 1,194 842<br />

Operating expenses (1,381) (1,339) (1,123) (952) (651)<br />

Operating margin 319 248 264 242 191<br />

Other income and (expenses), net (3) (4) (3) (7) (1)<br />

Income before tax of fully-consolidated companies 316 244 261 235 190<br />

Income taxes (111) (85) (112) (105) (61)<br />

Net income of fully-consolidated finance companies 205 159 149 130 129<br />

Net income of fully-consolidated companies 1,848 1,812 1,503 803 497<br />

Net earnings of companies at equity 22 9 19 31 38<br />

Amortization of goodwill (163) (140) (199) (60) (41)<br />

Net income before minority interests 1,707 1,681 1,323 774 494<br />

(Income) loss attributable to minority interests (17) 10 (11) (45) (10)<br />

Net income 1,690 1,691 1,312 729 484<br />

Basic earnings per €1 par value share<br />

- average number of common shares outstanding 254,201,332 263,357,148 261,283,962 284,425,614 300,675,288<br />

- in euros, per share 6.65 6.42 5.02 2.56 1.61<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 181


F ive-year consolidated balance sheet - Assets<br />

(in millions of euros) 2002 2001 2000 1999 1998<br />

MANUFACTURING AND SALES COMPANIES<br />

Goodwill 2,120 2,225 1,054 1,215 892<br />

Intangible assets 194 183 136 105 19<br />

Property, plant and equipment 11,545 11,461 10,359 9,454 9,336<br />

Investments<br />

Receivables and investment securities 929 624 1,110 1,172 935<br />

Investments in companies at equity 351 215 203 194 196<br />

Shares in non-consolidated companies 85 238 254 128 127<br />

Loans to Group finance companies - - 339 575 276<br />

1,365 1,077 1,906 2,069 1,534<br />

Other non-current assets<br />

Long-term deferred income taxes 308 184 86 118 297<br />

Other non-current assets 257 204 176 231 177<br />

565 388 262 349 474<br />

Current operating assets<br />

Inventories 6,167 6,218 5,171 4,100 4,016<br />

Accounts and notes receivables 3,381 3,451 2,962 2,642 2,390<br />

Short-term income tax assets 980 935 485 361 253<br />

Other receivables 2,619 2,585 2,207 1,794 1,119<br />

Receivables from Group finance companies 238 306 311 162 166<br />

13,385 13,495 11,136 9,059 7,944<br />

Current financial assets<br />

Loans 397 260 207 186 358<br />

Short-term investments 1,089 1,013 1,246 1,030 863<br />

Cash and cash equivalents 4,532 5,520 3,143 3,118 922<br />

Current accounts balances from Group finance companies 97 123 1,077 1,707 2,190<br />

6,115 6,916 5,673 6,041 4,333<br />

Total manufacturing and sales companies 35,289 35,745 30,526 28,292 24,532<br />

FINANCE COMPANIES<br />

Goodwill 80 86 90 95 104<br />

Non-current assets<br />

Intangible assets 30 21 20 7 3<br />

Property, plant and equipment 51 52 131 126 117<br />

Long-term deferred income taxes 47 29 28 25 39<br />

Other 202 206 225 363 273<br />

330 308 404 521 432<br />

Customer receivables<br />

Finance receivables 15,732 15,740 14,155 12,182 10,393<br />

Other customer receivables 295 242 205 309 209<br />

Receivables from manufacturing and sales 208 241 299 323 -<br />

16,235 16,223 14,659 12,814 10,602<br />

Other operating assets<br />

Short-term income tax assets 63 53 16 17 14<br />

Other receivables 923 742 550 512 367<br />

Receivables from manufacturing and sales 65 41 99 216 415<br />

1,051 836 665 745 796<br />

Current financial assets<br />

Short-term investments 87 71 31 99 727<br />

Cash and cash equivalents 2,936 2,146 251 231 156<br />

Receivables from manufacturing and sales companies - 1 13 - -<br />

3,023 2,218 295 330 883<br />

Total finance companies 20,719 19,671 16,113 14,505 12,817<br />

Total assets 56,008 55,416 46,639 42,797 37,349<br />

182<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


F ive-year consolidated balance sheet - Liabilities and<br />

stockholders’ equity<br />

(in millions of euros) 2002 2001 2000 1999 1998<br />

Stockholders' equity<br />

Common stock 259 259 278 273 267<br />

Capital in excess of par value of stock - - 276 149 822<br />

Retained earnings 11,875 10,479 9,515 8,383 7,698<br />

Treasury stock (568) (51) (507) (250) -<br />

Cumulative translation adjustment (582) (405) (201) (223) (285)<br />

10,984 10,282 9,361 8,332 8,502<br />

MANUFACTURING AND SALES COMPANIES<br />

Minority interests 640 689 579 585 493<br />

Non-current liabilities<br />

Long-term deferred income taxes 1,104 1,163 1,129 1,187 1,377<br />

Reserves for contingencies and liabilities 1,727 1,394 1,322 1,459 1,118<br />

Other long-term liabilities 95 69 70 68 72<br />

2,926 2,626 2,521 2,714 2,567<br />

Long-term debt 3,499 3,635 1,977 2,653 2,539<br />

Current liabilities<br />

Accounts and notes payable 9,912 9,173 8,503 7,117 5,854<br />

Short-term income tax liabilities 646 808 625 185 126<br />

Other payables 5,228 5,409 4,413 4,389 3,283<br />

Due to Group finance companies 84 86 117 97 92<br />

15,870 15,476 13,658 11,788 9,355<br />

Short-term debt<br />

Convertible debentures - - 113 - -<br />

Current portion of long-term debt 311 299 408 566 232<br />

Short-term financing and bank overdrafts 2,451 3,920 2,924 2,470 1,568<br />

Bank overdrafts from Group finance companies 189 197 293 442 323<br />

2,951 4,416 3,738 3,478 2,123<br />

Total manufacturing and sales companies 25,886 26,842 22,473 21,218 17,077<br />

FINANCE COMPANIES<br />

Minority interests 91 103 79 64 42<br />

Subordinated perpetual securities - - - 183 183<br />

Non-current liabilities<br />

Long-term deferred income taxes 150 122 119 81 61<br />

Reserves for contingencies and liabilities 53 45 31 31 29<br />

Other long-term liabilities - 14 - - -<br />

203 181 150 112 90<br />

Financing liabilities<br />

Borrowings 17,085 16,143 11,585 9,401 7,547<br />

Other financing liabilities 111 120 386 261 660<br />

Bank overdrafts 86 125 68 91 81<br />

Current account advances from manufacturing and<br />

sales companies 45 109 1,438 2,041 -<br />

17,327 16,497 13,477 11,794 8,288<br />

Customer deposits<br />

Customer deposits 113 85 99 57 67<br />

Deposits from Group manufacturing and sales companies 52 14 - - -<br />

165 99 99 57 67<br />

Other operating liabilities<br />

Short-term income tax liabilities 64 106 43 49 52<br />

Other payables 1,050 1,000 667 585 416<br />

Due to Group manufacturing and sales companies 238 306 290 403 2,632<br />

1,352 1,412 1,000 1,037 3,100<br />

Total finance companies 19,138 18,292 14,805 13,247 11,770<br />

Total liabilities and stockholders’ equity 56,008 55,416 46,639 42,797 37,349<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 183


F ive-year consolited statement of cash flows<br />

(in millions of euros) 2002 2001 2000 1999 1998<br />

MANUFACTURING AND SALES COMPANIES<br />

Net income of fully-consolidated companies 1,643 1,653 1,354 673 368<br />

Adjustments to reconcile net income to net cash<br />

provided by operations<br />

- Depreciation and amortization 2,165 1,974 1,877 1,771 1,805<br />

- Net increase (decrease) in allowances and reserves 352 8 (158) 264 (102)<br />

- Change in long-term deferred income taxes (80) (107) (32) (14) 93<br />

- (Gains) losses on disposals of assets and other (17) (88) 186 (17) (176)<br />

Dividends received from companies at equity (4) - (6) 5 (13)<br />

Working capital provided by operations 4,059 3,440 3,221 2,682 1,975<br />

Change in operating assets and liabilities 330 (422) (238) 1,354 1,079<br />

Net cash provided by operations - manufacturing and<br />

sales companies 4,389 3,018 2,983 4,036 3,054<br />

Proceeds from disposals of non-consolidated companies 5 23 23 5 2<br />

Proceeds from disposals of subsidiaries - - 30 91 -<br />

Proceeds from disposals of property, plant and equipment 172 443 100 179 82<br />

Capital expenditure (2,790) (2,938) (2,898) (1,971) (1,638)<br />

Acquisitions of shares in subsidiaries (56) (1,575) (18) (259) (1,166)<br />

Investments in non-consolidated companies (25) (33) (164) (5) (19)<br />

Effect of changes in scope of consolidation and other (268) 54 (134) (31) 530<br />

Net cash used by investing activities - manufacturing and<br />

sales companies (2,962) (4,026) (3,061) (1,991) (2,209)<br />

FINANCE COMPANIES<br />

Net income of fully-consolidated companies 205 159 149 130 129<br />

Adjustments to reconcile net income to net cash 34 1 73 84 21<br />

Working capital provided by operations 239 160 222 214 150<br />

Change in operating assets and liabilities 557 1,660 (887) (344) 909<br />

Net cash provided (used) by operations -<br />

finance companies 796 1,820 (665) (130) 1,059<br />

Net cash provided (used) by investing activities -<br />

finance companies 80 68 104 (56) (501)<br />

GROUP<br />

Dividends paid:<br />

- to Peugeot S.A. stockholders (294) (217) (118) (73) (23)<br />

- to minority stockholders of consolidated companies (43) (13) (12) (37) (12)<br />

Issuance of shares - 109 132 3 -<br />

Purchases of treasury stock (517) (458) (257) (953) -<br />

Buybacks of convertible debentures - - (555) - -<br />

Change in other financial assets and liabilities (1,666) 3,872 1,468 1,266 (1,773)<br />

Other 46 123 38 186 146<br />

Net cash provided (used) by financing activities (2,474) 3,416 696 392 (1,662)<br />

Effect of exchange rate changes (27) (24) (12) 20 48<br />

Increase (decrease) in cash and cash equivalents (198) 4,272 45 2,271 (211)<br />

Cash and cash equivalents at beginning of period 7,666 3,394 3,349 1,078 1,289<br />

Cash and cash equivalents at period-end 7,468 7,666 3,394 3,349 1,078<br />

184<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


C onsolidated companies as at December 31, 2002<br />

F : fully consolidated<br />

Company<br />

HOLDING COMPANY AND OTHER<br />

E : accounted for by the equity method<br />

Percent Percent<br />

F/E controlled consolidated<br />

Peugeot S.A. - -<br />

Paris - France<br />

Grande Armée Participations<br />

Paris - France F 100.00 100.00<br />

<strong>PSA</strong> International S.A.<br />

Geneva - Switzerland F 99.87 99.87<br />

G.I.E. <strong>PSA</strong> Trésorerie<br />

Paris - France F 100.00 99.97<br />

Financière Pergolèse<br />

Paris - France F 100.00 100.00<br />

D.J. 06<br />

Paris - France F 100.00 100.00<br />

Pergolèse Investissement<br />

Paris - France F 100.00 100.00<br />

GIMP<br />

Paris - France F 100.00 100.00<br />

D.J. 10<br />

Paris - France F 100.00 100.00<br />

Pergolèse Immobilier<br />

Paris - France F 100.00 100.00<br />

D.J. 11<br />

Paris - France F 100.00 100.00<br />

Pergolèse International<br />

Paris - France F 100.00 100.00<br />

Société Anonyme de Réassurance<br />

Luxembourgeoise - Saral<br />

Luxemburg - Luxemburg F 100.00 100.00<br />

Process Conception Ingénierie S.A.<br />

Paris - France F 100.00 100.00<br />

Process Conception Ingénierie GmbH<br />

Wiesbaden - Germany F 100.00 100.00<br />

PCI do Brasil Ltda<br />

Rio de Janeiro - Brazil F 100.00 100.00<br />

PCI Argentina S.A.<br />

Buenos Aires - Argentina F 100.00 100.00<br />

Société de Construction d’Equipements de<br />

Mécanisations et de Machines - SCEMM<br />

Saint-Etienne - France F 100.00 100.00<br />

Peugeot Citroën Moteurs<br />

Nanterre - France F 99.99 99.99<br />

Société de Constructions Mécaniques<br />

Panhard & Levassor<br />

Paris - France F 99.99 99.99<br />

Peugeot Motocycles<br />

Mandeure - France F 74.99 74.99<br />

Peugeot Motocycles Italia S.p.A.<br />

Milan - Italy F 100.00 76.24<br />

Peugeot Motocycles Deutschland<br />

Walldorf - Germany F 100.00 74.97<br />

Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

AUTOMOBILE DIVISION<br />

Peugeot Citroën Automobiles S.A.<br />

Paris - France F 100.00 100.00<br />

Peugeot Citroën Sochaux S.N.C.<br />

Paris - France F 100.00 100.00<br />

Peugeot Citroën Mulhouse S.N.C.<br />

Paris - France F 100.00 100.00<br />

Peugeot Citroën Aulnay S.N.C.<br />

Paris - France F 100.00 100.00<br />

Peugeot Citroën Rennes S.N.C.<br />

Paris - France F 100.00 100.00<br />

Peugeot Citroën Poissy S.N.C.<br />

Paris - France F 100.00 99.99<br />

Peugeot Citroën Mécanique<br />

du Nord Ouest S.N.C.<br />

Paris - France F 100.00 100.00<br />

Peugeot Citroën Mécanique de l'Est<br />

S.N.C.<br />

Paris - France F 100.00 100.00<br />

Société Mécanique Automobile de l'Est<br />

Trémery - France F 100.00 100.00<br />

Société Européenne de Véhicules<br />

Légers du Nord - Sevelnord<br />

Paris - France E 50.00 50.00<br />

Talbot<br />

Paris - France F 100.00 99.99<br />

Società Europea Veicoli Leggeri -<br />

Sevel S.p.A.<br />

Atessa - Italy E 50.00 50.00<br />

G.I.E. <strong>PSA</strong> Peugeot Citroën<br />

Paris - France F 100.00 100.00<br />

Gisevel<br />

Paris - France E 50.00 50.00<br />

Sevelind<br />

Paris - France E 50.00 50.00<br />

Francaise de Mécanique<br />

Douvrin - France E 50.00 50.00<br />

Société de Transmissions Automatiques<br />

Barlin - France E 20.00 20.00<br />

Siemens Automotive Hydrolics<br />

Asnières - France E 48.00 48.00<br />

Sora S.A.<br />

Poissy - France F 99.88 99.88<br />

Peugeot Citroën Logistic Deutschland<br />

Saarbrucken - Germany F 100.00 100.00<br />

Peugeot Citroën Automobiles UK<br />

Coventry - United Kingdom F 100.00 100.00<br />

Peugeot Citroën Automoviles España S.A.<br />

Madrid - Spain F 100.00 100.00<br />

Sogedac España<br />

Villaverde - Spain F 99.99 99.99<br />

Toyota Peugeot Citroën Automobile<br />

Kolin - Czech Republic E 50.00 50.00<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 185


Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

Peugeot Citroën do Brasil Automoveis<br />

São Paulo - Brazil F 100.00 100.00<br />

Peugeot Citroën Argentina S.A.<br />

Buenos Aires - Argentina F 99.61 99.60<br />

Cociar S.A.<br />

Buenos Aires - Argentina F 100.00 99.60<br />

Aupe S.A.<br />

Buenos Aires - Argentina F 100.00 99.60<br />

Cisa<br />

Buenos Aires - Argentina F 100.00 99.60<br />

Dongfeng Citroën Automotive Corp.<br />

- DCAC<br />

Wuhan - China E 26.88 26.88<br />

Automobiles Peugeot<br />

Paris - France F 100.00 100.00<br />

Peugeot Motor Company Plc<br />

Coventry - United Kingdom F 100.00 100.00<br />

Peugeot Securities Ltd<br />

Coventry - United Kingdom F 100.00 100.00<br />

Société Commerciale Paris Franche-Comté<br />

Paris - France F 99.99 99.99<br />

Botzaris Automobiles<br />

Paris - France F 99.99 99.99<br />

Société Commerciale Automobile<br />

Paris - France F 100.00 100.00<br />

Parisud S.A.<br />

Malakoff - France F 99.88 99.86<br />

Sodexa<br />

Courbevoie - France F 99.99 99.99<br />

Seine et Marne Automobile<br />

Le Vert Saint-Denis - France F 99.99 99.98<br />

Société Brestoise des Garages de Bretagne<br />

Brest - France F 100.00 100.00<br />

Etablissements Boniface<br />

Saint-Etienne - France F 99.92 99.92<br />

Société Industrielle Automobile<br />

de Champagne<br />

Cormontreuil - France F 99.76 99.76<br />

Société Industrielle Automobile du Havre<br />

Le Havre - France F 99.98 99.98<br />

Société Industrielle Automobile<br />

du Languedoc<br />

Toulouse - France F 99.89 99.89<br />

Société Industrielle Automobile<br />

de Lorraine<br />

Vandoeuvre-Les-Nancy - France F 99.99 99.99<br />

Société Industrielle Automobile<br />

de Mulhouse<br />

Mulhouse - France F 100.00 100.00<br />

Société Industrielle Automobile du Nord<br />

Lille - France F 99.99 99.99<br />

Nord Cotentin Automobile<br />

Tourlaville - France F 100.00 100.00<br />

Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

Peugeot Systèmes<br />

Paris - France F 100.00 100.00<br />

Société Industrielle Automobile<br />

de Normandie<br />

Rouen - France F 99.95 99.95<br />

Société Industrielle Automobile<br />

de l'Ouest<br />

Orvault - France F 99.99 99.99<br />

Société Industrielle Automobile<br />

Paris Nord<br />

Paris - France F 99.80 99.80<br />

Société Industrielle Automobile<br />

de Provence<br />

Marseille - France F 99.74 99.74<br />

Société Industrielle Automobile<br />

du Sud-Ouest<br />

Le Bouscat - France F 99.99 99.99<br />

Société Lyonnaise d'Industrie<br />

et de Commerce Automobile<br />

Vénissieux - France F 99.92 99.91<br />

Régionale Francaise Automobile<br />

Cesson Sévigné - France F 99.67 99.67<br />

Grands Garages de l'Hérault<br />

Montpellier - France F 99.99 99.99<br />

Grands Garages de Nice et du Littoral<br />

Nice - France F 99.90 99.90<br />

Peugeot Belgique Luxembourg S.A.<br />

Nivelles - Belgium F 100.00 100.00<br />

S.A. Peugeot Distribution Service N.V.<br />

Brussels - Belgium F 100.00 100.00<br />

Peugeot Nederland N.V.<br />

Utrecht - Netherlands F 100.00 100.00<br />

Peugeot Deutschland GmbH<br />

Saarbrucken - Germany F 100.00 100.00<br />

Peugeot Bayern GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Berlin Brandenburg GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Westfalen GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Niederrhein GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Main / Taunus GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Freiburg GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Hanse GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Nordhessen GmbH<br />

Nordhessen - Germany F 100.00 99.99<br />

Peugeot Hannover GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

186<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

Peugeot Rheinland GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Rein-Neckar GmbH<br />

Rein-Neckar - Germany F 100.00 99.99<br />

Peugeot Saartal GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Sachsen GmbH<br />

Sachsen - Germany F 100.00 99.99<br />

Peugeot Schwaben GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Weser-Ems GmbH<br />

Weser-Ems - Germany F 100.00 99.99<br />

Peugeot Mainz Wiesbaden GmbH<br />

Saarbrucken - Germany F 100.00 99.99<br />

Peugeot Automobili Italia S.p.A.<br />

Milan - Italy F 100.00 100.00<br />

Peugeot Milan<br />

Milan - Italy F 100.00 99.98<br />

Peugeot Gianicolo S.p.A.<br />

Rome - Italy F 100.00 99.98<br />

Talbot Exports Ltd<br />

Coventry - United Kingdom F 100.00 100.00<br />

Robins and Day Ltd<br />

Coventry - United Kingdom F 100.00 100.00<br />

Realtal UK Ltd<br />

Coventry - United Kingdom F 100.00 100.00<br />

Palmer (St Albans) Ltd<br />

Coventry - United Kingdom F 65.18 65.18<br />

Melvin Motors Ltd<br />

Coventry - United Kingdom F 100.00 100.00<br />

Robins and Day Investments Ltd<br />

Coventry - United Kingdom F 100.00 100.00<br />

Boomcite Ltd<br />

Coventry - United Kingdom F 100.00 100.00<br />

Richard Rhodes (Wigan) Ltd<br />

Coventry - United Kingdom F 71.83 71.83<br />

Mike Thompson (Stafford) Ltd<br />

Coventry - United Kingdom F 71.83 71.83<br />

David Kerr (Chelmsford) Ltd<br />

Coventry - United Kingdom F 71.83 71.83<br />

Peter Ambrose (Castleford) Ltd<br />

Coventry - United Kingdom F 80.00 80.00<br />

Telford Motors Ltd<br />

Coventry - United Kingdom F 80.00 80.00<br />

Peugeot España S.A.<br />

Madrid - Spain F 100.00 100.00<br />

Urbanizadora Pozo Blanco<br />

Madrid - Spain F 100.00 100.00<br />

Hispanomocion S.A.<br />

Madrid - Spain F 100.00 100.00<br />

Peugeot Portugal Automoveis S.A.<br />

Lisbon - Portugal F 100.00 100.00<br />

Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

Peugeot (Suisse) S.A.<br />

Bern - Switzerland F 100.00 100.00<br />

Lowen Garage AG<br />

Bern - Switzerland F 99.00 97.00<br />

Acacias Motors S.A.<br />

Geneva - Switzerland F 99.02 99.02<br />

Peugeot Austria GmbH<br />

Vienna - Austria F 100.00 100.00<br />

Peugeot Autohaus GmbH<br />

Vienna - Austria F 100.00 100.00<br />

Peugeot Polska S.p.Z.o.o.<br />

Warsaw - Poland F 100.00 100.00<br />

Peugeot Ceska Republica S.r.o.<br />

Prague - Czech Republic F 100.00 100.00<br />

Peugeot Slovakia<br />

Brastislava - Slovakia F 100.00 100.00<br />

Peugeot Hungaria Kft<br />

Budapest - Hungary F 100.00 100.00<br />

Peugeot Slovenija d.o.o. P.Z.D.A.<br />

Ljubljana - Slovenia F 100.00 100.00<br />

Peugeot Hrvatska d.o.o.<br />

Zagreb - Croatia F 100.00 100.00<br />

Peugeot Otomotiv Pazarlama AS - POPAS<br />

Istanbul - Turkey F 60.00 60.00<br />

Peugeot Algerie S.p.A.<br />

Alger - Algeria F 99.99 99.99<br />

Peugeot Egypte S.A.E.<br />

Cairo - Egypt F 90.09 90.09<br />

Peugeot Motors of America<br />

Little Falls - United States F 100.00 100.00<br />

Peugeot Chile<br />

Santiago of Chile - Chile F 96.92 96.92<br />

Automotores Franco Chilena S.A.<br />

Santiago of Chile - Chile F 100.00 99.73<br />

Peugeot Mexico<br />

Mexico - Mexico F 100.00 100.00<br />

Peugeot Japan KK Co Ltd<br />

Tokyo - Japan F 100.00 100.00<br />

Peugeot Motors South-Africa<br />

Johannesburg - South Africa F 100.00 100.00<br />

Automobiles Citroën<br />

Paris - France F 100.00 100.00<br />

Société Commerciale Citroën<br />

Paris - France F 99.96 99.96<br />

Citroën Champ de Mars<br />

Paris - France F 99.92 99.92<br />

Citer<br />

Paris - France F 98.34 98.34<br />

Citroën Paris<br />

Paris - France F 100.00 100.00<br />

Citroën Belux S.A. - N.V.<br />

Brussels - Belgium F 100.00 100.00<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 187


Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

Société Belge des Automobiles Citroën<br />

Brussels - Belgium F 100.00 100.00<br />

Citroën Nederland B.V.<br />

Amsterdam - Netherlands F 100.00 100.00<br />

Citroën Deutschland AG<br />

Cologne - Germany F 99.95 99.95<br />

Citroën Commerce GmbH<br />

Cologne - Germany F 100.00 99.95<br />

Citroën Italia S.p.A.<br />

Milan - Italy F 100.00 100.00<br />

Citroën U.K.Ltd<br />

Coventry - United Kingdom F 100.00 100.00<br />

Citroën Sverige AB<br />

Vallingby - Sweden F 100.00 100.00<br />

Citroën Danmark A/S<br />

Copenhagen - Denmark F 100.00 100.00<br />

Citroën Norge A/S<br />

Skaarer - Norway F 100.00 100.00<br />

Citroën (Suisse) S.A.<br />

Geneva - Switzerland F 100.00 100.00<br />

Citroën Osterreich GmbH<br />

Vienna - Austria F 100.00 100.00<br />

Citroën Lusitania S.A.<br />

Mangualde - Portugal F 84.48 84.39<br />

Automoveis Citroën S.A.<br />

Lisbon - Portugal F 99.99 99.99<br />

Automoviles Citroën España<br />

Madrid - Spain F 99.62 99.62<br />

Comercial Citroën S.A.<br />

Madrid - Spain F 99.96 96.53<br />

Autotransporte Turistico Español S.A.<br />

(Atesa)<br />

Madrid - Spain F 100.00 96.57<br />

Garaje Eloy Granollers S.A.<br />

Granollers - Spain F 100.00 99.41<br />

Motor Talavera<br />

Talavera - Spain F 100.00 99.41<br />

Rafael Ferriol S.A.<br />

Alboraya - Spain F 100.00 99.41<br />

Citroën Hungaria Kft<br />

Budapest - Hungary F 100.00 100.00<br />

Citroën Polska S.p.Z.o.o.<br />

Warsaw - Poland F 100.00 100.00<br />

Citroën Slovenija d.o.o.<br />

Komer - Slovenia F 100.00 100.00<br />

Citroën - Hrvatska d.o.o.<br />

Zagreb - Croatia F 100.00 100.00<br />

Citroën Slovakia S.r.o.<br />

Brastislava - Slovakia F 100.00 100.00<br />

Citroën Tchéquie<br />

Prague - Czech Republic F 100.00 100.00<br />

Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

Citroën do Brasil<br />

São Paulo - Brazil F 100.00 100.00<br />

AUTOMOTIVE EQUIPMENT<br />

Faurecia<br />

Boulogne-Billancourt - France F 71.50 71.50<br />

Faurecia Investments<br />

Boulogne-Billancourt - France F 100.00 71.50<br />

Financière Faurecia<br />

Boulogne-Billancourt - France F 100.00 71.50<br />

Société Financière pour l'Equipement<br />

Automobile SFEA<br />

Boulogne-Billancourt - France F 100.00 71.50<br />

Faurecia Sièges d'Automobiles S.A.<br />

Boulogne-Billancourt - France F 100.00 71.50<br />

Faurecia Systèmes d'Echappement<br />

Boulogne-Billancourt - France F 100.00 71.50<br />

Blériot Investissements<br />

Boulogne-Billancourt - France F 100.00 71.50<br />

Faurecia Services Groupe<br />

Boulogne-Billancourt - France F 100.00 71.50<br />

Siemar<br />

Sandouville - France F 100.00 71.50<br />

Faurecia Industries<br />

Boulogne-Billancourt - France F 100.00 71.50<br />

Trecia<br />

Etupes - France F 100.00 71.50<br />

Siebret<br />

Redon - France F 100.00 71.50<br />

Sielest<br />

Pulversheim - France F 100.00 71.50<br />

Siedoubs<br />

Montbeliard - France F 100.00 71.50<br />

Sienor<br />

Lieu Saint Amand - France F 100.00 71.50<br />

Sieval<br />

Boulogne-Billancourt - France F 100.00 71.50<br />

Sieto<br />

Somain - France F 100.00 71.50<br />

Société de Textile de l'Ostrevant Sotexo<br />

Somain - France F 100.00 71.50<br />

Sieloir<br />

Romorantin - France F 100.00 71.50<br />

ECSA - Etudes et Construction<br />

de Sièges pour l'Automobile<br />

Crevin - France F 100.00 71.50<br />

EAK - Composants pour l'Automobile S.A.<br />

Valentigney - France F 51.00 36.47<br />

EAK - Composants pour l'Automobile S.N.C.<br />

Valentigney - France F 51.00 36.47<br />

Faurecia Automotive Interieur France<br />

Nanterre - France F 96.82 69.23<br />

188<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

Faurecia Automotive Holding<br />

Nanterre - France F 100.00 71.50<br />

Faurecia Intérieur Industrie<br />

Nanterre - France F 98.38 70.34<br />

Faurecia Automotive Industrie<br />

Nanterre - France F 98.38 70.34<br />

SAI Automotive Sandouville<br />

Nanterre - France F 96.82 69.23<br />

SAS Automotive France<br />

Nanterre - France E 48.41 34.61<br />

Sté Automobile du Cuir de Vesoul<br />

Vesoul - France F 100.00 71.50<br />

Société Internationale<br />

de Participations S.I.P.<br />

Brussels - Belgium F 100.00 71.50<br />

Faurecia Industrie N.V.<br />

Gent - Belgium F 96.82 69.23<br />

SAI Automotive Silux<br />

Eselborn - Luxemburg F 96.82 69.23<br />

Faurecia Autositze GmbH & Co KG<br />

Stadthagen - Germany F 100.00 71.50<br />

Faurecia Kunstoffe<br />

Automobilsysteme GmbH<br />

Ingolstadt - Germany F 100.00 71.50<br />

Faurecia Abgastechnik GmbH<br />

Furth - Germany F 100.00 71.50<br />

Leistritz Abgastechnik Stollberg GmbH<br />

Pfaffenhain - Germany F 100.00 71.50<br />

Faurecia Deutschland Holding<br />

GmbH & Co KG<br />

Stadthagen - Germany F 99.99 71.49<br />

Faurecia Innenraum Systeme Köln<br />

GmbH Cologne - Germany F 96.82 69.23<br />

Faurecia Innenraum Systeme<br />

Emden GmbH<br />

Emden - Germany F 100.00 71.50<br />

ECIA GmbH<br />

Furth - Germany F 100.00 71.50<br />

SIP Verwaltungs GmbH<br />

Stadthagen - Germany F 100.00 71.50<br />

A.P. Parts Europe GmbH<br />

Aachen - Germany F 100.00 71.50<br />

A.P. Parts Europe Technical Center GmbH<br />

Aachen - Germany F 100.00 71.50<br />

SAI Automotive AG<br />

Frankfurt - Germany F 96.82 69.23<br />

SAI Automotive Wörth<br />

Wörth am Rhein - Germany F 96.82 69.23<br />

SAI Automotive SAL GmbH<br />

Wörth am Rhein - Germany F 96.82 69.23<br />

SAI Automotive Peine GmbH<br />

Peine - Germany F 96.82 69.23<br />

Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

SAI Automotive TDW GmbH<br />

Sassenburg - Germany F 96.82 69.23<br />

SAI Automotive VWM GmbH<br />

Hameln - Germany F 96.82 69.23<br />

SAS Autosystemtechnik GmbH & Co KG<br />

Karlsrühe - Germany E 48.41 34.61<br />

SAS Autosystemtechnik Verwaltung<br />

Karlsrühe - Germany E 48.41 34.61<br />

Faurecia Netherland Holding B.V.<br />

Roermond - Netherlands F 100.00 71.50<br />

Faurecia Exhaust Systems B.V.<br />

Roermond - Netherlands F 100.00 71.50<br />

Faurecia Exhaust Systems A.B.<br />

Torsas - Sweden F 100.00 71.50<br />

Sai Automotive SAL Sweden A.B.<br />

Torsas - Sweden F 96.82 69.23<br />

United Parts Exhaust Systems A.B.<br />

Torsas - Sweden F 100.00 71.50<br />

Faurecia Asientos para Automovil<br />

España<br />

Madrid - Spain F 100.00 71.50<br />

Asientos de Castilla Leon S.A.<br />

Madrid - Spain F 100.00 71.50<br />

Asientos de Galicia S.L.<br />

Vigo - Spain F 100.00 71.50<br />

Asientos del Norte S.A.<br />

Vitoria - Spain F 100.00 71.50<br />

Industrias Cousin Frères S.L.<br />

Burlada - Spain F 50.01 35.76<br />

Tecnoconfort<br />

Pamplona - Spain F 50.00 35.75<br />

Faurecia Sistemas de Escape España S.A.<br />

Vigo - Spain F 100.00 71.60<br />

Armaduras de Asientos Ardasa S.A.<br />

Burgos - Spain E 49.99 35.74<br />

Faurecia Automotive España S.A.<br />

Madrid - Spain F 96.82 69.23<br />

SAI Automotive Lignotock<br />

Valencia - Spain F 96.82 69.23<br />

SAI Automotive SALC España S.A.<br />

Valencia - Spain F 96.82 69.23<br />

Cartera Inversiones Enrich S.A.<br />

Madrid - Spain F 96.82 69.23<br />

Component de Vehicules de Galicia<br />

Porrino - Spain E 48.41 34.61<br />

Copo Iberica S.A.<br />

Vigo - Spain E 34.00 24.31<br />

Sas Autosystem Technick S.A.<br />

Pamplona - Spain E 48.41 34.61<br />

Valencia Modulos de Puerta S.L.<br />

Valencia - Spain F 100.00 71.50<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 189


Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

Faurecia Assentos de Automovel Limitada<br />

Sao Jao de Madeira - Portugal F 99.99 71.49<br />

Faurecia Sistemas de Escape<br />

Portugal LDA<br />

Concelho de Bragança - Portugal F 100.00 71.50<br />

Sasal<br />

Sao Jao de Madeira - Portugal F 99.99 71.49<br />

Vanpro Assentos Limitada<br />

Palmela - Portugal E 50.00 35.75<br />

SAI Automotive Portugal<br />

Palmela - Portugal F 96.82 69.23<br />

SAS Palmela<br />

Palmela - Portugal E 48.41 34.61<br />

Faurecia Automotiv Seating UK Ltd<br />

Coventry - United Kingdom F 100.00 71.50<br />

Faurecia Midlands Ltd<br />

Coventry - United Kingdom F 100.00 71.50<br />

SAI Automotive Telford Ltd<br />

Telford - United Kingdom F 96.82 69.23<br />

SAI Automotive Fradley Ltd<br />

Fradley - United Kingdom F 96.82 69.23<br />

SAI Automotive Washington Ltd<br />

Washington - United Kingdom F 96.82 69.23<br />

SAI Automotive SAL UK Ltd<br />

Billericay - United Kingdom F 96.82 69.23<br />

Faurecia Fotele Samachodowe Sp.Z.o.o.<br />

Grojec - Poland F 100.00 71.50<br />

Faurecia Walbrzych Sp.Z.o.o.<br />

Walbrzych - Poland F 100.00 71.50<br />

Faurecia Gorzow Sp.Z.o.o.<br />

Gorzow - Poland F 96.82 69.23<br />

SAI Automotive Polska Sp.Z.o.o.<br />

Legntza - Poland F 96.82 69.23<br />

Faurecia Systemy Klerowricze Sp.Z.o.o.<br />

Walbrzych - Poland F 100.00 71.50<br />

SAI Automotive Bratislava S.r.o.<br />

Bratislava - Slovakia F 96.82 69.23<br />

Faurecia Magyarorszag<br />

Kipufogo-Rendszer Kft<br />

Vasvar - Hungary F 100.00 71.50<br />

Faurecia Exhaust Systems S.r.o.<br />

Bakov - Czech Republic F 100.00 71.50<br />

Faurecia Lecotex<br />

Tabor - Czech Republic F 95.93 68.59<br />

SAI Automotive Bohemia S.r.o.<br />

Mlada Boleslav - Czech Republic F 96.82 69.23<br />

SAS Autosystemtechnik S.r.o.<br />

Mlada Boleslav - Czech Republic E 48.41 34.61<br />

Teknik Malzeme<br />

Bursa - Turkey E 50.00 35.75<br />

Sté Tunisienne d'Equipements<br />

d’Automobile<br />

Ben Arous - Tunisia F 100.00 71.50<br />

Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

SAI Automotive Polifleks<br />

Istanbul - Turkey F 96.82 69.23<br />

Faurecia Automotive Seating Canada Ltd<br />

Mississauga - Canada F 100.00 71.50<br />

Faurecia Canada Investment Company<br />

Montreal - Canada F 100.00 71.50<br />

WBF Technologies<br />

Mississauga - Canada E 49.99 35.74<br />

Faurecia USA Holding Inc.<br />

Wilmington - United States F 100.00 71.50<br />

Faurecia Automotive Holding Inc.<br />

Wilmington - United States F 100.00 71.50<br />

Faurecia Automotiv Seating Inc.<br />

Troy - United States F 100.00 71.50<br />

Dynamec Inc.<br />

Wilmington - United States F 50.00 35.75<br />

Faurecia E.S. Holdings<br />

Dover - United States F 100.00 71.50<br />

Faurecia Exhaust Systems Inc.<br />

Wilmington - United States F 100.00 71.50<br />

SAI Automotive USA Inc.<br />

Farnington Hills - United States F 96.82 69.23<br />

SAI Automotive Fountain Inn<br />

Fountain Inn - United States F 96.82 69.23<br />

SAI Automotive USA SAL Inc.<br />

Wilmington - United States F 96.82 69.23<br />

Faurecia Bancos para Automoveis Ltda<br />

Quatro-Barras - Brazil F 100.00 71.50<br />

Faurecia Sistemas de Escapamento<br />

do Brasil Ltda<br />

São Paulo - Brazil F 100.00 71.50<br />

SAI Automotive do Brasil Ltda<br />

São Jose Dos Pinhais Pr - Brazil F 96.82 69.23<br />

SAS Automotive SAL Americana<br />

Latina Ltd<br />

Sâo Jose Dos Pinhais Pr - Brazil F 100.00 71.50<br />

SAS Automotive do Brasil<br />

Sâo Jose Dos Pinhais Pr - Brazil E 48.41 34.61<br />

Faurecia Sistemas de Escape Argentina S.A.<br />

Buenos Aires - Argentina F 100.00 71.50<br />

Bertrand Faure Argentina S.A.<br />

Buenos Aires - Argentina E 50.00 35.75<br />

PAB S.A.<br />

Buenos Aires - Argentina E 49.99 35.74<br />

SAS Automotriz Argentina<br />

Buenos Aires - Argentina E 48.41 34.61<br />

Sommer Allibert Duroplast<br />

Puebla - Mexico F 48.41 34.61<br />

Servicios Sommer Allibert<br />

Puebla - Mexico F 48.41 34.61<br />

SAS Automotive Systems S.A. de C.V.<br />

Mexico - Mexico E 100.00 71.50<br />

190<br />

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Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

SAI Automotive SAL de Mexico<br />

S.A. de C.V.<br />

Mexico - Mexico F 100.00 71.50<br />

SAI Automotive SAL Japan KK<br />

Tokyo - Japan F 90.00 64.35<br />

Daeki Faurecia Corp.<br />

Shiheung City - Korea E 49.00 35.04<br />

Faurecia Automotiv Seating<br />

India Private Ltd<br />

Bangalore - India F 100.00 71.50<br />

Faurecia Exhaust Systems<br />

South Africa Ltd<br />

Johannesburg - South Africa F 100.00 71.50<br />

SAI Autoplastic<br />

Port Elisabeth - South Africa F 96.82 69.23<br />

T<strong>RA</strong>NSPORTATION AND LOGISTICS<br />

Gefco<br />

Courbevoie - France F 99.96 99.96<br />

Gefco Benelux S.A.<br />

Ath - Belgium F 100.00 99.93<br />

Gefco Deutschland GmbH<br />

Morfelden - Germany F 100.00 99.95<br />

Gefco Deutschland GmbH & Co KG<br />

Morfelden - Germany F 74.86 74.86<br />

Gefco Suisse S.A.<br />

Fahy - Switzerland F 100.00 99.95<br />

Gefco Italia S.p.A.<br />

Milan - Italy F 100.00 99.93<br />

Gefco U.K. Ltd<br />

London - United Kingdom F 100.00 99.93<br />

Gefco España S.A.<br />

Madrid - Spain F 100.00 99.93<br />

Gefco Portugal<br />

Lisbon - Portugal F 100.00 99.94<br />

Gefco Polska Sp.Z.o.o.<br />

Warszaw - Poland F 100.00 99.95<br />

Gefco Maroc<br />

Casablanca - Morocco F 100.00 99.95<br />

Gefco Participacoes Ltda<br />

Rio de Janeiro - Brazil F 100.00 99.95<br />

Gefco do Brasil Ltda<br />

Rio de Janeiro - Brazil F 100.00 99.95<br />

Gefco Argentina S.A.<br />

Buenos Aires - Argentina F 100.00 99.95<br />

FINANCE COMPANY<br />

Banque <strong>PSA</strong> Finance<br />

Paris - France F 100.00 100.00<br />

Société Financière de Banque - Sofib<br />

Paris - France F 100.00 100.00<br />

Company<br />

Percent Percent<br />

F/E controlled consolidated<br />

Sofira - Société de Financement<br />

des Réseaux Automobiles<br />

Paris - France F 100.00 100.00<br />

Société Nouvelle de Développement<br />

Automobile - SNDA<br />

Paris - France F 100.00 100.00<br />

Compagnie Générale de Crédit<br />

aux Particuliers - Crédipar<br />

Levallois-Perret - France F 100.00 100.00<br />

Dicoma<br />

Levallois-Perret - France F 100.00 100.00<br />

Loca-Din<br />

Levallois-Perret - France F 100.00 100.00<br />

Compagnie pour la Location<br />

de véhicules - CLV<br />

Levallois-Perret - France F 100.00 100.00<br />

Assupar<br />

Levallois-Perret - France F 99.99 99.99<br />

<strong>PSA</strong> Finance Belux<br />

Brussels - Belgium F 100.00 100.00<br />

<strong>PSA</strong> Finance Nederland B.V.<br />

Rotterdam - Netherlands F 100.00 100.00<br />

<strong>PSA</strong> Financial Holding B.V.<br />

Rotterdam - Netherlands F 100.00 100.00<br />

Peugeot Finance International N.V.<br />

Rotterdam - Netherlands F 100.00 100.00<br />

<strong>PSA</strong> Finance Deutschland GmbH<br />

Neu-Isenburg - Germany F 100.00 100.00<br />

Peugeot Commercial Paper GmbH<br />

Francfort - Germany F 100.00 100.00<br />

<strong>PSA</strong> Finance Italia S.p.A.<br />

Milan - Italy F 100.00 100.00<br />

<strong>PSA</strong> Gestcredit Italia S.p.A.<br />

Milan - Italy F 100.00 100.00<br />

<strong>PSA</strong> Wholesale Ltd<br />

London - United Kingdom F 100.00 100.00<br />

<strong>PSA</strong> Finance Plc<br />

London - United Kingdom F 50.00 50.00<br />

Vernon Wholesale Investments Co Ltd<br />

London - United Kingdom F 100.00 100.00<br />

<strong>PSA</strong> Finance Suisse S.A.<br />

Ostermudigen - Switzerland F 100.00 100.00<br />

<strong>PSA</strong> Finance Austria Bank AG<br />

Vienna - Austria F 100.00 100.00<br />

<strong>PSA</strong> Gestao Comercio e Aluger de Veiculos<br />

Lisbon - Portugal F 100.00 99.57<br />

<strong>PSA</strong> Finance Polska<br />

Warsaw - Poland F 100.00 100.00<br />

Banco <strong>PSA</strong> Finance Brasil S.A.<br />

São Paulo - Brazil F 100.00 100.00<br />

<strong>PSA</strong> Finance Arrendamiento Comercial<br />

São Paulo - Brazil F 100.00 100.00<br />

<strong>PSA</strong> Finance Argentina<br />

Buenos Aires - Argentina F 50.00 50.00<br />

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E mployee Relations Indicators<br />

1<br />

The following employee relations indicators comply with French decree<br />

no. 2002-221 of February 20, 2002. They have been prepared on the<br />

basis of data from all the companies fully consolidated by<br />

<strong>PSA</strong> Peugeot Citroën, other than Faurecia, the Group’s automotive<br />

equipment division. Faurecia, a listed company that is 72%-owned by<br />

Peugeot S.A., manages its business independently of the Group and<br />

therefore prepares and publishes its own indicators in its annual report.<br />

Employees<br />

1.1. Number of employees on the payroll (1)<br />

Employees on Europe Outside<br />

the payroll in 2002 France outside France Europe Total<br />

Automobile Division 96,160 33,800 3,920 133,880<br />

Finance Companies 930 1,190 40 2,160<br />

Transportation<br />

and Logistics 4,690 3,110 250 8,050<br />

Other Businesses 2,200 50 30 2,280<br />

Total 103,980 38,150 4,240 146,370<br />

Automotive<br />

Equipment 19,700 25,850 6,680 52,230<br />

The total number of employees increased by more than 6,000 in 2002.<br />

Over the past five years, headcount has risen by more than 58,000<br />

people, including 16,100 in the Automobile Division.<br />

Some 70,500 people have been hired since January 1, 1998, of which<br />

16,700 in 2002 alone.<br />

The Group is a source of new employment. Excluding acquisitions and<br />

disposals, a net 25,000 jobs have been created over the past five years,<br />

primarily outside France. Of these, 14,000 have been in the<br />

Automobile Division.<br />

(1)<br />

Scope includes all worldwide operations in the Automobile Division, finance<br />

companies, the Transportation and Logistics business and other businesses.<br />

Employees on the payroll include around 7,000 people hired under fixed-term<br />

contracts (see table 1.3).<br />

1.2. Employees by age<br />

1.3. Employees hired under fixed-term contracts (1)<br />

Outside<br />

France France Total<br />

Automobile Division 1,800 4,930 6,730<br />

Finance Companies 10 100 110<br />

Transportation and Logistics 120 170 290<br />

Other Businesses 40 0 40<br />

Total 1,970 5,200 7,170<br />

(1)<br />

Annual average.<br />

In 2002, there were 2,800 “eventuales” employees in Spain. Most of<br />

them worked at the Vigo plant, which does not use temporary<br />

employees. In addition, the three-year “convenio” agreements call for<br />

the hiring of 1,300 “eventuales” employees under permanent contracts<br />

at the Vigo and Madrid plants.<br />

1.4. Temporary employees (2) Outside<br />

France France Total<br />

Automobile Division 12,100 350 12,450<br />

Finance Companies 20 20 40<br />

Transportation and Logistics 720 420 1,140<br />

Other Businesses 20 0 20<br />

Total 12,860 790 13,650<br />

(2)<br />

Annual average.<br />

Temporary or fixed-term employees are hired in response to new model<br />

introductions, fluctuations in demand or the need to replace absent<br />

employees, particularly during vacation periods. In 2002, more than<br />

2,500 employees in France were hired under permanent contracts<br />

following a temporary or fixed-term assignment. The number of hirings<br />

after a fixed-term assignment has quintupled over the past four years.<br />

1.5. Part-time employees<br />

A part-time employee is one who works fewer hours, calculated weekly<br />

or on the basis of an average over a period of up to one year, than a<br />

comparable full-time employee.<br />

Part-time employees<br />

Outside<br />

in 2002 France France Total<br />

Automobile Division 2,190 1,830 4,020<br />

Finance Companies 30 170 200<br />

Transportation and Logistics 0 140 140<br />

Other Businesses 100 0 100<br />

Total 2,320 2,140 4,460<br />

The age pyramid is well balanced, with 34,000 employees under 30.<br />

Of the 1,830 part-time employees outside France, 1,610 work on a<br />

part-time night shift at the Vigo plant. In the Automobile Division, half<br />

of all part-time employees work half-time and more than 44% work<br />

4/5ths time.<br />

192<br />

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Recruitments (1)<br />

2 4<br />

Disabled employees<br />

2.1. Recruitments in 2002<br />

Recruitments in 2002<br />

Europe Outside Outside Total<br />

France France Europe<br />

Automobile Division 6,120 2,860 820 9,800<br />

Finance Companies 130 110 10 250<br />

Transportation<br />

and Logistics 510 530 60 1,100<br />

Other Businesses 80 10 0 90<br />

Total 6,840 3,510 890 11,240<br />

Automotive<br />

Equipment 5,500<br />

(1)<br />

Excluding hirings under fixed-term contracts and in the automotive equipment<br />

division.<br />

In the past four years, more than 44,000 people (2) have been hired<br />

across the Group, of which 30% outside France. Nearly 30% of people<br />

hired in the Automobile Division in France were involved in design and<br />

engineering. More than 52% were hired in manufacturing, 16% in<br />

sales and marketing and 2% in support functions. <strong>PSA</strong> Peugeot Citroën<br />

has not encountered any major difficulties in attracting applicants to fill<br />

its staffing needs. In France, 21,160 employees have less than four<br />

years seniority. Of these, 15,230 are under 30.<br />

(2)<br />

59,430 including the automotive equipment division.<br />

2.2. Recruitments by activity<br />

5<br />

Disabled employees<br />

Outside<br />

France France Total<br />

Automobile Division 4,550 520 5,070<br />

Finance Companies 5 10 15<br />

Transportation and Logistics 80 40 120<br />

Other Businesses 90 0 90<br />

Total 4,725 570 5,295<br />

Worldwide, the Group employs nearly 5,300 disabled people, as<br />

defined by local legislation. In France, including sheltered workers<br />

under subcontracting agreements, 9.28% of employees are classified as<br />

handicapped, compared with the legally required 6%.<br />

Turnover<br />

5.1. Resignations<br />

In 2002<br />

Outside<br />

France France Total<br />

Manufacturing 760 430 1,190<br />

Marketing and Sales 730 840 1,570<br />

Finance Companies 50 50 100<br />

Transportation and Logistics 190 420 610<br />

Other Businesses 20 0 20<br />

Total 1,750 1,740 3,490<br />

In 2002, resignations represented nearly 2.4% of total headcount, or<br />

1.3% in the case of engineers and managers alone.<br />

5.2. Premature terminations or dismissals<br />

3<br />

Outsourcing<br />

<strong>PSA</strong> Peugeot Citroën’s procurement primarily concerns automotive<br />

parts and components for its mechanical component and final assembly<br />

plants. Sourced from 850 suppliers, these parts represent around 70%<br />

of a vehicle’s unit production cost. The remaining outside purchases<br />

concern capital equipment and services.<br />

Purchasing terms and conditions comply fully with sustainable<br />

development principles. In particular, suppliers are expected to comply<br />

with all prevailing laws and regulations in every country where they do<br />

business, to demonstrate the highest standards of environmental<br />

stewardship and to adhere to the international conventions and<br />

recommendations of the International Labor Organization. This<br />

especially applies to conventions regarding worker protection, the<br />

abolition of forced labor and the elimination of child labor, health and<br />

safety in the workplace and the preservation of workers’ rights.<br />

Premature terminations<br />

Outside<br />

or dismissals in 2002 France France Total<br />

Automobile Division 840 610 1,450<br />

Finance Companies 10 10 20<br />

Transportation and Logistics 80 80 160<br />

Other Businesses 50 0 50<br />

Total 980 700 1,680<br />

These figures include premature termination of work contracts for<br />

incapacity, disability and dismissal for personal reasons.<br />

Redundancies in 2002<br />

Outside<br />

France France Total<br />

Automobile Division 0 1,070 1,070<br />

Finance Companies 50 0 50<br />

Transportation and Logistics 5 5 10<br />

Other Businesses 0 0 0<br />

Total 55 1,075 1,130<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 193


E mployee Relations Indicators<br />

6<br />

600 employees were made redundant as a result of difficult business<br />

conditions in Argentina, where automobile demand plunged 53%<br />

during the year. Short-time working schedules, which reduced<br />

worktime by 800,000 hours, helped the Group to maintain<br />

manufacturing capacity and to rank among the leading international<br />

corporations to reinvest in Argentina. Jobs were eliminated at the<br />

Madrid plant, primarily due to the termination of a military vehicle<br />

maintenance business. In France, reorganization of the Credipar<br />

network, which was reduced from 32 to 16 agencies, led to nearly 80<br />

geographic transfers. Each employee was offered at least two other<br />

positions in the finance company business or in the rest of the Group.<br />

Those who didn’t accept these positions were offered jobs with other<br />

companies through a specialized outplacement bureau.<br />

Work organization<br />

6.1. Short-time working hours lost<br />

Europe outside Outside<br />

France France Europe Total<br />

Automobile<br />

Division 275,750 0 802,350 1,078,100<br />

Finance Companies 0 370 0 370<br />

Transportation<br />

and Logistics 0 670 7,800 8,470<br />

Other Businesses 10,450 (1) 0 0 10,450<br />

Total 286,200 1,040 810,150 1,097,390<br />

In almost every country of operation, working hours are determined on<br />

an annual basis, meaning that the 1,097,390 short-time hours lost in<br />

the table above concerned the entire year. They represented 0.4% of<br />

the estimated total 270 million hours worked in 2002. More than 80%<br />

of the short-time hours lost resulted from the difficult business<br />

conditions encountered in Argentina, where the 800,000 short-time<br />

hours lost helped to avoid 500 redundancies. The short-time hours lost<br />

in France mainly concerned the Rennes plant. They resulted from a<br />

decline in demand for upper-middle range vehicles in certain European<br />

markets and from difficulties in supply.<br />

(1) Concerns PMTC<br />

6.2. Overtime<br />

Europe outside Outside<br />

France France Europe Total<br />

Automobile<br />

Division 1,576,360 1,517,800 258,520 3,352,680<br />

Finance<br />

Companies 1,920 16,760 0 18,680<br />

Transportation<br />

and Logistics 338,640 35,790 15,000 389,430<br />

Other Businesses 25,780 100 0 25,880<br />

Total 1,942,700 1,570,450 273,520 3,786,670<br />

In almost every country of operation, working hours are determined on an<br />

annual basis. The number of overtime hours represented 1.5% of the total<br />

hours worked in the Group during the year. In response to the more than<br />

40% increase in unit sales in the past four years, a number of structural<br />

solutions have been implemented, including additional shifts and non-stop<br />

operation during vacation periods. As a result, Group plants worked<br />

at 117% capacity compared with the two-shift benchmark.<br />

6.3. Special work schedules (1)<br />

Special work schedules France Europe outside France Outside Europe Total<br />

Double shifts: 29,880 Double shifts: 9,650 Double shifts: 850 (Brazil 852) 40,390<br />

Automobile Division Triple or night shifts: 16,270 Triple or nights shifts: 4,800 Triple or nights shifts: 10 21,080<br />

Weekend*: 3,690 Weekend*: 1,230 4,920<br />

Finance Companies<br />

No special work shedules<br />

Double shifts: 860 Double shifts: 120 Double shifts: 20 1,000<br />

Transportation and logistics Triple or night shifts: 170 Triple or night shifts: 360 530<br />

Weekend*: 10 Weekend*: 90 100<br />

Double shifts: 810 810<br />

Other Businesses Triple or night shifts: 20 20<br />

Weekend*: 0 0<br />

*Weekend shifts (generally Friday, Saturday and Sunday) are shorter than regular shifts.<br />

To meet strong sales demand, special work schedules have been introduced, mainly in the production plants. Sochaux and Ryton, for example, now<br />

work a weekend shift.<br />

(1)<br />

The figures correspond to the number of employees concerned.<br />

194<br />

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7<br />

Paid leave other than vacations<br />

Europe outside Outside<br />

France France Europe Total<br />

Automobile<br />

Division 4,631,750 1,787,160 121,870 6,540,780<br />

Finance Companies 85,080 48,100 0 133,180<br />

Transportation<br />

and Logistics 238,540 80,020 1,630 320,190<br />

Other Businesses 140,390 1,110 0 141,500<br />

Total 5,095,760 1,916,390 123,500 7,135,650<br />

These figures correspond to the total hours of absence due to maternity<br />

leave, illness or occupational or work-related travel accidents. Paid<br />

leave other than vacations accounted for 2.5% of the 270 million hours<br />

worked.<br />

9<br />

10<br />

Occupational accidents, safety and<br />

working conditions<br />

In 2002, there were 5.8 occupational accidents per million hours<br />

worked in the Group’s manufacturing operations, incurring 0.35 days<br />

lost per thousand hours worked. By comparison, in 2000, there were<br />

27.4 occupational accidents per million hours worked in the French<br />

metalworking industry, incurring 0.96 days lost per thousand hours<br />

worked.<br />

Compensation<br />

10.1. Payroll<br />

8<br />

Training<br />

Key training data<br />

% of total<br />

training hours<br />

Management 14.4<br />

Induction and orientation 13.4<br />

Industrial techniques and machine operation 13.2<br />

Information technology and systems 11.3<br />

Automotive technology 9.2<br />

Safety 8.2<br />

Educational courses 6.7<br />

Quality 4.9<br />

Product technology 3.3<br />

Communication 3.0<br />

Other 12.4<br />

The 2002 training budget represented more than 4% of payroll. During<br />

the year, the training organization was expanded with the creation of a<br />

network of part-time internal trainers, all experts in their fields. Under<br />

this system, nearly 3,000 people around the world regularly help to<br />

train other Group employees.<br />

A total of 4,000,000 hours of training were conducted across the<br />

Group. The last three years have seen a steady increase in the number<br />

of people in the French manufacturing operations who have attended<br />

at least one training course:<br />

2000: 61,403<br />

2001: 64,862<br />

2002: 69,922<br />

In 2002, the number of training hours averaged the equivalent of 24<br />

working hours for operators and 45 working hours for managers.<br />

Nearly 7,410 students served in Group units under internships,<br />

apprentice programs and work-study programs.<br />

In 2002, compensation paid worldwide totalled €4,465,451,000, while<br />

employer taxes and social security contributions amounted to<br />

€1,692,489,000. Total payroll therefore amounted to €6,157,940,000 (1) .<br />

(1)<br />

Payroll France: €4,662,481,000<br />

Payroll Europe outside France: €1,415,349,000<br />

Payroll outside Europe: €80,110,000<br />

10.2. Incentive bonuses/profit-sharing<br />

Based on 2002 financial results, a total of €245 million will be<br />

allocated to employees in 2003 as incentive bonuses or under legallymandated<br />

French profit-sharing agreements.<br />

(in millions of euros) (1) 1998 1999 2000 2001 2002<br />

Total France<br />

Group incentive program<br />

and profit-sharing agreement 18 78 145 196 205<br />

Incentive or profit-sharing<br />

programs in other<br />

French subsidiaries 5 6 6 7 7<br />

Incentive programs in<br />

foreign subsidiaries - 12 23 29 33<br />

Total Group 23 96 174 232 245<br />

(1)<br />

Scope includes all worldwide operations except for the automotive equipment<br />

division, Sevelnord and Française de Mécanique.<br />

* Data in these appendices relate to the entire <strong>PSA</strong> Peugeot Citroën<br />

Group except for the automotive equipment division, Sevelnord and<br />

Française de Mécanique.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 195


E nvironmental Indicators<br />

Automobile fuel consumption and emissions<br />

The following tables are not exhaustive. The models were selected on the basis of their sales and environmental performance. For each model, the<br />

table shows data for the gasoline and diesel versions offering the lowest CO 2<br />

emissions and fuel consumption. Models in boldface are the best-selling<br />

gasoline or diesel versions, based on total sales in Europe in 2002. In certain cases (gasoline and diesel 106; diesel 206; gasoline 406; gasoline and<br />

diesel Saxo; diesel C3; diesel C5; gasoline and diesel Berlingo), the best selling model is also the most fuel-efficient.<br />

Peugeot<br />

Consumption<br />

Peugeot 106 Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.1-liters G 1,124 44.1 8 5 6.1 145 74<br />

1.5-liters D* 1,527 42 6.8 4.3 5.2 138 72.6<br />

Consumption<br />

Peugeot 206 Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.1-liters G 1,124 44.1 8.2 5.0 6.2 148 73.5<br />

1.4-liters G 1,360 55 8.4 5.0 6.3 149 71.7<br />

1.4-liters HDI D 1,398 50 5.5 3.6 4.3 113 71<br />

Consumption<br />

Peugeot 307 Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.4-liters G 1,360 55 8.7 5.5 6.7 159 71.7<br />

1.6-liters 16V G 1,587 80 9.5 5.8 7.2 169 72.4<br />

1.4-liters HDI D 1,398 50 5.5 4.0 4.5 120 71.8<br />

2.0-liters HDI 90bhp D 1,997 66 6.9 4.3 5.2 138 72.8<br />

Consumption<br />

Peugeot 406 Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.8-liters G 1,761 66 11.8 6.4 8.4 205 73.2<br />

2.0-liters HPI G 1,997 103 10.3 6 7.5 177 73.5<br />

2.0-liters HDI 110bhp<br />

w/particle filter D 1,997 80 7.5 4.5 5.6 147 72.9<br />

196<br />

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Consumption<br />

Peugeot 607 Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

2.2-liters G 2,230 116 12.7 7.2 9.2 219 73.6<br />

3.0-liters V6 automatic G 2,946 152 14.4 7.8 10.2 245 72.9<br />

2.0-liters HDI D 1,997 80 7.9 4.7 5.9 157 73.7<br />

2.2-liters HDI<br />

w/particle filter D 2,179 98 8.9 5.5 6.7 178 72.7<br />

Consumption<br />

Peugeot 807 Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

2.0-liters G 1,997 100 12.3 7.3 9.1 218 71.5<br />

2.2-liters G 2,230 116 12.9 7.8 9.7 231 72.8<br />

2.0-liters HDI D 1,997 80 9.2 5.9 7.0 186 72.9<br />

2.2-liters HDI<br />

w/particle filter D 2,179 94 10.1 5.9 7.4 199 73.1<br />

Bold: the best selling vehicle in its category (gasoline or diesel version).<br />

Light: vehicle emitting the least CO 2<br />

in its category (gasoline or diesel version).<br />

*Available only in a diesel version.<br />

Citroën<br />

Consumption<br />

Citroën Saxo Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.1-liters G 1,124 44.1 8.0 5.0 6.1 145 73<br />

1.5-liters D D* 1,527 42 6.8 4.3 5.2 138 73.8<br />

Consumption<br />

Citroën Xsara Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.4-liters G 1,360 55 9.2 5.4 6.7 159 73.5<br />

1.6-liters 16V G 1,587 80 9.3 5.5 6.9 160 72.1<br />

1.4-liters HDI D 1,398 50 5.7 3.8 4.5 120 71.6<br />

2.0-liters HDI 90bhp D 1,997 66 7.3 4.2 5.4 141 72.2<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 197


E nvironmental Indicators<br />

Automobile fuel consumption and emissions<br />

Consumption<br />

Citroën Xsara Picasso Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.6-liters G 1,587 70 10.0 6.1 7.5 178 74<br />

1.8-liters 16V G 1,749 85 10.7 6.0 7.7 184 74<br />

2.0-liters HDI D* 1,997 66 7.0 4.6 5.5 147 72<br />

Consumption<br />

Citroën C3 Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.1-liters G 1,124 44.1 7.8 5.0 6.0 143 70.8<br />

1.4-liters G 1,360 54 8.2 5.0 6.2 148 71.8<br />

1.4-liters HDI D 1,398 50 5.1 3.8 4.2 110 71.9<br />

Consumption<br />

Citroën C5 Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.8-liters 16V G 1,749 117 10.6 6.0 7.7 182 73.2<br />

2.0-liters HPI G 1,997 143 10.3 6.0 7.5 177 73<br />

2.0-liters HDI 110bhp D 1,997 80 7.4 4.6 5.6 147 74<br />

Consumption<br />

Citroën C8 Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

2.0-liters 16V G 1,997 100 12.3 7.3 9.1 218 71.5<br />

2.2-liters 16V G 2,230 116 12.9 7.8 9.7 231 72.8<br />

2.0-liters HDI 16V D 1,997 79 9.4 5.9 7.2 189 73.4<br />

2.2-liters HDI 16V D 2,179 94 10.1 5.9 7.4 199 73.4<br />

Consumption<br />

Citroën Berlingo Fuel Displacement Horsepower City Highway Combined Emissions CO 2<br />

Noise<br />

G/D (cc) (kW) (liters/100km) (liters/100km) (liters/100km) (g/km) (dBa)<br />

1.6-liters 16V G 1,587 80 9.5 6.2 7.4 175 71.2<br />

2.0-liters HDI D 1,997 66 7.2 4.9 5.7 152 72.2<br />

Bold: the best selling vehicle in its category (gasoline or diesel version).<br />

Light: vehicle emitting the least CO 2<br />

in its category (gasoline or diesel version).<br />

*Available only in a diesel version.<br />

198<br />

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E nvironmental Indicators<br />

Production plant consumption and emissions<br />

The following environmental indicators comply with French decree no. 2002-221 of February 20, 2002. They have been prepared on the basis of<br />

data from all the companies fully consolidated by <strong>PSA</strong> Peugeot Citroën, other than Faurecia, the Group’s automotive equipment division. Faurecia,<br />

a listed company that is 72%-owned by Peugeot S.A., manages its business independently of the Group and therefore prepares and publishes its own<br />

indicators in its annual report.<br />

1. Consumption of natural resources and main emissions<br />

<strong>PSA</strong> Peugeot Citroën consumes two main resources for the needs of its manufacturing operations and its employees:<br />

- Water, for machining, washing, cooling and sanitary facilities. Depending on local availability, production plants get their water from public water<br />

companies, private wells or nearby rivers.<br />

- Energy (fossil fuels and electricity) to power a certain number of processes, such as heat treatment, casting and paint curing, as well as to provide<br />

heat, light and air conditioning in buildings and offices.<br />

Water consumption<br />

City water Surface water Underground water<br />

Sub-group (cu.m) (cu.m) (cu.m) Total<br />

Peugeot Citroën Automobiles 3,777,921 8,806,617 10,358,077 22,942,615<br />

SCMPL 13,490 - - 13,490<br />

PCI 26,028 - - 26,028<br />

PMTC 23,748 86,158 - 109,906<br />

GEFCO 204,023 - 18,480 222,503<br />

Total 4,045,210 8,892,775 10,376,557 23,314,542<br />

Self-monitored effluents<br />

Sub-group COD (kg/d) (1) BOD5 (kg/d) (2) SM (kg/d) (3)<br />

Peugeot Citroën Automobiles 6,982.09 2,612.07 1,858.49<br />

SCMPL 0.67 - 0.08<br />

PCI na na na<br />

PMTC 0.55 0.08 0.05<br />

GEFCO na na na<br />

Total 6,983.31 2,612.15 1,858.62<br />

(1) Chemical oxygen demand - (2) Biochemical oxygen demand after 5 days - (3) Suspended matter<br />

na: not applicable.<br />

NB: Around 80% of this effluent is further treated in a local plant before release into the environment.<br />

Consumption of energy<br />

Sub-group Heavy fuel oil (t) LSFO (t) (1) VLSFO (t) (2) HHO (cu.m) (3)<br />

Peugeot Citroën Automobiles - 23,977 2,115 4,599<br />

SCMPL - - - -<br />

PCI - - - -<br />

PMTC - - - 3<br />

GEFCO - - - 1,088<br />

Total 0 23,977 2,115 5,690<br />

(1) Low-sulfur fuel oil.<br />

(2) Very low-sulfur fuel oil.<br />

(3) Home heating oil.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 199


E nvironmental Indicators<br />

Production plant consumption and emissions<br />

Sub-group Nat. gas (MWh ncv) Electricity (MWh) Coal (t) Coke (t)<br />

Peugeot Citroën Automobiles 2,441,949 2,852,513 5,129 23,560<br />

SCMPL 6,860 2,714 - -<br />

PCI 3,632 6,231 - -<br />

PMTC 13,514 15,609 - -<br />

GEFCO 18,856 35,013 - -<br />

Total 2,484,811 2,912,080 5,129 23,560<br />

Air emissions from combustion plants<br />

Greenhouse gases<br />

Sub-group<br />

CO 2<br />

(t) N 2<br />

O (t) CH 4<br />

(t)<br />

Peugeot Citroën Automobiles 668,326.93 24.42 40.52<br />

SCMPL 1,396.54 0.06 0.10<br />

PCI 739.39 0.03 0.05<br />

PMTC 2,759.06 0.12 0.20<br />

GEFCO 6,712.04 0.23 0.33<br />

Total 679,933.96 24.86 41.2<br />

(in tonnes of CO 2<br />

equivalent) 679,934 7,707 865<br />

For a total of 688,506 tonnes of CO 2<br />

equivalent<br />

Other gases<br />

Sub-group<br />

SO 2<br />

(t) NO 2<br />

(t) HCl (t)<br />

Peugeot Citroën Automobiles 1,098.69 747.60 17.23<br />

SCMPL 0.01 1.48 -<br />

PCI 0.01 0.78 -<br />

PMTC 0.04 2.93 -<br />

GEFCO 5.56 7.93 -<br />

Total 1,104.31 760.72 17.23<br />

Paintshop VOC (1) releases<br />

Sub-group VOC releases (t) Ratio (kg/veh.)<br />

Peugeot Citroën Automobiles 15,862 5.65<br />

Sub-group<br />

VOC releases (t)<br />

PMTC 139<br />

SCMPL 1<br />

(1) Volatile organic compounds.<br />

200<br />

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Waste production<br />

<strong>PEUGEOT</strong> CITROËN AUTOMOBILES<br />

Type of waste<br />

Disposal methods<br />

Landfill (t) Recovery (t) Onsite recycling (t) Other treatment (t) Total (t)<br />

Foundry waste 39,907 121,002 77,473 362 238,744<br />

Industrial waste 32,158 106,691 4,684 757 144,290<br />

Sludge + Effluent<br />

+ Hazardous industrial waste 11,891 33,085 248 36,588 81,812<br />

Total 83,956 260,778 82,405 37,707 464,846<br />

SCPML + PCI + PMTC<br />

Type of waste<br />

Disposal methods<br />

Landfill (t) Recovery (t) Other treatment (t) Total (t)<br />

Foundry waste - - 174 174<br />

Industrial waste 801 1,318 193 2,312<br />

Sludge + Effluent + Hazardous industrial waste 9 371 1,033 1,413<br />

Total 810 1,689 1,400 3,899<br />

GEFCO<br />

Type of waste<br />

Total (t)<br />

Foundry waste - -<br />

Industrial waste 5,598<br />

Sludge + Effluent + Hazardous industrial waste 523<br />

Total 6,121<br />

Our manufacturing facilities are committed to carefully managing and reducing the volume of by-products inevitably produced through the<br />

consumption of natural resources and the use of process products, such as scrap iron in casting and sheet steel and aluminum in stamping, and of<br />

surface treatment products like paint, cutting liquids, binders and sealants. They have also implemented dedicated processes for managing and<br />

reducing the volume of their releases into the air, water and soil.<br />

Other environmental issues<br />

Respecting the biological balance and managing odors and noise<br />

Measures required to preserve the natural environment, flora and fauna, as well as to ensure the tranquility of neighboring communities are assessed<br />

and defined during initial or supplemental environmental impact studies performed before the installation of any new plant facilities or equipment.<br />

In compliance with legislation, these prior studies are submitted to public hearings and to the approval of administrative authorities.<br />

Amount of penalties paid following a legal ruling concerning the environment<br />

The Group did not have to pay any penalties in this regard in 2002.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 201


M anagement and Administration<br />

Main functions and directorships held during 2002<br />

Main functions and directorships held during 2002 by the Members of<br />

the Supervisory Board and the Members of the Managing Board are as<br />

follows:<br />

Supervisory Board:<br />

Thierry Peugeot<br />

Chairman of the Supervisory Board<br />

Appointed: December 19, 2002<br />

Term ends: 2004<br />

Thierry Peugeot, 45, is also Chairman of Immeubles et Participations<br />

de l’Est, Vice-Chairman of Etablissements Peugeot Frères, Member of<br />

the Board of Société Foncière, Financière et de Participations–FFP,<br />

L.F.P.F.-La Française de Participations Financières, Société Anonyme<br />

de Participations SAPAR, Compagnie Industrielle de Delle and<br />

Permanent Representative of Compagnie Industrielle de Delle on the<br />

Board of Directors of Lisi.<br />

Jean Boillot<br />

Vice-Chairman of the Supervisory Board<br />

First elected to the Supervisory Board: April 18, 1990<br />

Term ends: 2007.<br />

Jean Boillot, 77, was a Member of the Board of Peugeot Motor<br />

Company Plc until February 2003.<br />

Jean-Philippe Peugeot<br />

Vice-Chairman of the Supervisory Board<br />

First elected to the Supervisory Board: May 16, 2001<br />

Term ends: 2007<br />

Chairman of Etablissements Peugeot Frères<br />

Jean-Philippe Peugeot, 50, is also Chairman of the Board of Nutrition et<br />

Communication, Vice-Chairman of Société Foncière, Financière et de<br />

Participations–FFP and Member of the Board of L.F.P.F.-La Française<br />

de Participations Financières and Immeubles et Participations de l’Est.<br />

Pierre Banzet<br />

Member of the Supervisory Board<br />

First elected to the Supervisory Board: June 23, 1994<br />

Term ends: 2005<br />

Pierre Banzet, 73, is Honorary Professor of Medicine and member of<br />

the Académie de Médecine.<br />

Jean-Louis Dumas<br />

Member of the Supervisory Board<br />

First elected to the Supervisory Board: May 16, 2001<br />

Term ends: 2007<br />

Managing General Partner of Hermès International<br />

Jean-Louis Dumas, 65, is also Member of the Board of L'Oréal and<br />

Member of the Steering Committee of the Banque de France.<br />

Marc Friedel<br />

Member of the Supervisory Board<br />

First elected to the Supervisory Board: June 26, 1996<br />

Term ends: 2008<br />

Consultant<br />

Marc Friedel, 54, is also Member of the Supervisory Board of <strong>Presse</strong>s<br />

Universitaires de France and permanent representative of SOFINACTION<br />

(CIC Group) on the Board of Directors of Société Nancéienne Varin-<br />

Bernier (SNVB).<br />

Jean-Louis Masurel<br />

Member of the Supervisory Board<br />

First elected to the Supervisory Board: August 27, 1987<br />

Term ends: 2005<br />

Jean-Louis Masurel, 62, is Managing Partner of Société des Vins de<br />

Fontfroide. He is also Chairman of Arcos Investissements S.A., Member<br />

of the Supervisory Board of Oudart S.A. and Member of the Board of<br />

Société des Bains de Mer à Monaco (S.B.M.) and Banque du Gothard<br />

Sam (Monaco).<br />

François Michelin<br />

Member of the Supervisory Board<br />

First elected to the Supervisory Board: October 21, 1992<br />

Term ends: 2006<br />

Former Managing Partner of Compagnie Générale des Etablissements<br />

Michelin<br />

François Michelin, 76, is also Chairman of Participation et Développement<br />

Industriels S.A.–PARDEVI and Managing Partner of Michelin Reifenwerke<br />

(Germany) and Compagnie Financière Michelin (Switzerland).<br />

Jean-Paul Parayre<br />

Member of the Supervisory Board<br />

First elected to the Supervisory Board: December 11, 1984<br />

Term ends: 2005<br />

Chairman of the Supervisory Board of Vallourec<br />

Jean-Paul Parayre, 65, is also member of the Steering Committee of<br />

V & M do Brasil (Brazil), and Member of the Board of Bolloré<br />

Investissement, Carillion Plc (UK), Sea Invest France, Seabulk<br />

(France), SDV Cameroun, SDV Congo, SNEF, Stena Line (Sweden),<br />

Stena Maritime and Stena UK (UK).<br />

Marie-Hélène Roncoroni<br />

Member of the Supervisory Board<br />

First elected to the Supervisory Board: June 2, 1999<br />

Term ends: 2005<br />

Marie-Hélène Roncoroni, 42, is also Vice-Chairman of Société Foncière,<br />

Financière et de Participations–FFP, Member of the Board of L.F.P.F.-La<br />

Française de Participations Financières, Société Anonyme de<br />

Participations–SAPAR, Etablissements Peugeot Frères and Immeubles et<br />

Participations de l’Est, and Permanent Representative of Société<br />

Anonyme de Participations–SAPAR on the Board of Directors of Société<br />

des Immeubles de Franche-Comté and Permanent Representative of<br />

Société des Immeubles de Franche-Comté on the Board of Directors of<br />

Société Anonyme Comtoise de Participation.<br />

202<br />

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M anagement and Administration<br />

Main functions and directorships held during 2002<br />

Ernest-Antoine Seillière de Laborde<br />

Member of the Supervisory Board<br />

First elected to the Supervisory Board: June 22, 1994<br />

Term ends: 2006<br />

Chairman of Mouvement des Entreprises de France–MEDEF and<br />

Chairman of the Board of Wendel Investissement<br />

Ernest-Antoine Seillière de Laborde, 65, is also Vice-Chairman of the<br />

Supervisory Board of Cap Gemini, Chairman of the Supervisory Board<br />

of Trader.com N.V., Member of the Supervisory Board of Hermès<br />

International S.A. and of Oranje – Nassau Groep B.V., Member of the<br />

Board of Société Lorraine de Participations Sidérurgiques–SLPS and<br />

Permanent Representative of SOFISERVICE on the Supervisory Board<br />

of Bureau Veritas.<br />

Joseph F. Toot Jr<br />

Member of the Supervisory Board<br />

First elected to the Supervisory Board: May 24, 2000<br />

Term ends: 2006<br />

Joseph F. Toot Jr., 67, is also Member of the Board of Rockwell<br />

Automation, Rockwell Collins, and the Timken Company.<br />

Bertrand Peugeot<br />

Advisor to the Supervisory Board<br />

First elected to the Supervisory Board: June 8, 1999<br />

Term ends: 2005<br />

Bertrand Peugeot, 79, is also Member of the Board of Etablissements<br />

Peugeot Frères, Paris Loire, and L.F.P.F.–La Française de<br />

Participations Financières.<br />

Roland Peugeot<br />

Advisor to the Supervisory Board<br />

First elected to the Supervisory Board: May 16, 2001<br />

Term ends: 2007<br />

Roland Peugeot, 77, is also Honorary Chairman of Etablissements<br />

Peugeot Frères and Football Club Section Montbéliard–FCSM S.A. and<br />

Permanent Representative of Etablissements Peugeot Frères on the<br />

Board of Directors of L.F.P.F.–La Française de Participations<br />

Financières.<br />

Every member of the Supervisory Board must own at least 25<br />

Peugeot S.A. shares.<br />

In determining the independence of Supervisory Board members, the<br />

Board bases its conclusions on most of the criteria recommended for<br />

members of a Board of Directors in the Bouton report on corporate<br />

governance. The only exceptions concern the twelve-year limit on<br />

successive terms and the fact of not having served as an officer in a<br />

consolidated company during the past five years. The Board believes<br />

that the auto industry experience acquired over several terms on the<br />

Board is especially desirable in a business based on medium and longterm<br />

cycles, and that having recently been a company director does not<br />

pose any risk of the conflict of interest that the independence rules are<br />

intended to prevent.<br />

In application of COB recommendation of January 17, 2003, the<br />

Board examined its membership and considers that Jean Boillot,<br />

Jean-Louis Dumas, Jean-Louis Masurel and Joseph Toot Jr. qualify as<br />

independent directors. Note, however, that no member of the Board<br />

exercises any senior executive responsibilities or is a salaried employee<br />

of a Group company.<br />

In the future, when new candidates are proposed for election to the<br />

Board, they will be carefully selected by the Board, in particular as<br />

regards the above-mentioned criteria for determining a director’s<br />

independence and following a review by the Compensation and<br />

Appointments Committee.<br />

Managing Board<br />

Jean-Martin Folz<br />

Chairman of the Managing Board<br />

First elected to the Managing Board: September 30, 1997<br />

Term ends: April 24, 2004<br />

Jean-Martin Folz, 56, is also Chairman of Automobiles Peugeot and of<br />

Automobiles Citroën and Member of the Board of Banque <strong>PSA</strong><br />

Finance, Peugeot Citroën Automobiles, Faurecia, Saint-Gobain and<br />

Solvay (Belgium).<br />

Frédéric Saint-Geours<br />

Member of the Managing Board<br />

First elected to the Managing Board: July 1, 1998<br />

Term ends: April 24, 2004<br />

Chief Executive Officer of Automobiles Peugeot<br />

Frédéric Saint-Geours, 53, is also Chairman of Peugeot Motor<br />

Company Plc, Member of the Supervisory Board of Peugeot<br />

Deutschland GmbH, Member of the Board of Peugeot España S.A.<br />

and Permanent Representative of Automobiles Peugeot on the Board<br />

of Directors of Gefco and of Automobiles Peugeot on the Board of<br />

Directors of Banque <strong>PSA</strong> Finance.<br />

Claude Satinet<br />

Member of the Managing Board<br />

First elected to the Managing Board: July 1, 1998<br />

Term ends: April 24, 2004<br />

Chief Executive Officer of Automobiles Citroën<br />

Claude Satinet, 58, is also Member of the Supervisory Board of Citroën<br />

Deutschland AG, Chairman of Citer, Citroën Belux, Société Belge des<br />

Automobiles Citroën, Citroën Danmark A/S, Citroën Italia, Citroën<br />

Lusitania, Citroën UK Limited and Citroën (Switzerland) S.A.,<br />

Chairman of the Board of Commissioners at Citroën Nederland B.V.,<br />

Member of the Board of Automoviles Citroën España, Autotransporte<br />

Turistico Español S.A., Comercial Citroën S.A. and Citroën Sverige<br />

AB, and Permanent Representative of Automobiles Citroën on the<br />

Board of Directors of Gefco, of Automobiles Citroën on the Board of<br />

Directors of Banque <strong>PSA</strong> Finance and of Automobiles Citroën on the<br />

Board of Directors of Automoveis Citroën.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 203


M anagement and Administration<br />

COMPENSATION OF CORPO<strong>RA</strong>TE OFFICERS AND EXECUTIVES IN 2002<br />

Total direct or indirect compensation and benefits paid by Group companies to members of the Supervisory Board and to the Advisors was as follows:<br />

Title<br />

Pierre Peugeot Chairman of the Supervisory Board 212,328 €<br />

Jean Boillot Vice-Chairman of the Supervisory Board 40,420 €<br />

Pierre Banzet Member of the Supervisory Board 13,750 €<br />

Jean-Louis Dumas Member of the Supervisory Board 13,750 €<br />

Marc Friedel Member of the Supervisory Board 13,750 €<br />

Jean-Louis Masurel Member of the Supervisory Board 13,750 €<br />

François Michelin Member of the Supervisory Board 21,370 €<br />

Jean-Paul Parayre Member of the Supervisory Board 17,560 €<br />

Jean-Philippe Peugeot Member of the Supervisory Board 13,750 €<br />

Marie-Hélène Roncoroni Member of the Supervisory Board 13,750 €<br />

Ernest-Antoine Seillière de Laborde Member of the Supervisory Board 21,370 €<br />

Joseph F. Toot Member of the Supervisory Board 13,750 €<br />

Roland Peugeot Advisor 13,750 €<br />

Bertrand Peugeot Advisor 13,750 €<br />

The above compensation and benefits, paid by Peugeot S.A., comprise directors’ fees paid to members of the Supervisory Board, specific<br />

compensation paid to Chairman and Vice-Chairman of the Supervisory Board, and specific compensation paid to Chairman and members of the<br />

Strategy and Compensation Committees.<br />

Total direct or indirect compensation and benefits paid by Group companies to members of the Managing Board was as follows:<br />

Total compensation<br />

Variable portion<br />

Jean-Martin Folz, Chairman €1,904,765 53.74%<br />

Frédéric Saint-Geours €810,825 43.74%<br />

Claude Satinet €809,825 43.76%<br />

In addition, Jean-Martin Folz was paid €7,625 in compensation for his duties as director of Faurecia.<br />

T<strong>RA</strong>NSACTIONS WITH CORPO<strong>RA</strong>TE OFFICERS AND EXECUTIVES<br />

As of the date of publication of this Annual Report, no transactions, other than on arm’s length terms, have been undertaken with members of the<br />

Supervisory Board, members of the Managing Board or any stockholder owning more than 5% of the Company’s capital stock. In particular, the<br />

Company has granted no loans or guarantees to members of the Supervisory Board or the Managing Board.<br />

O ptions to purchase existing Peugeot S.A. shares granted and<br />

exercised in 2002<br />

Options to purchase existing Peugeot S.A. shares granted to and exercised by members of the Managing Board in 2002:<br />

Options Granted<br />

Shares Purchased<br />

Plan Number Expiry Purchase Plan Number Expiry Purchase<br />

date price date price<br />

Jean-Martin Folz, Chairman Aug.20, 2002 60,000 Aug.20, 2009 €46.28 - - - -<br />

Frédéric Saint-Geours Aug.20, 2002 33,000 Aug.20, 2009 €46.28 - - - -<br />

Claude Satinet Aug.20, 2002 33,000 Aug.20, 2009 €46.28 - - - -<br />

Options to purchase existing Peugeot S.A. shares granted to the eleven top employees other than corporate officers in 2002:<br />

Plan Total number Expiry date Purchase price<br />

August 20, 2002 227,000 August 20, 2009 €46.28<br />

Options to purchase existing Peugeot S.A. shares granted in prior years and exercised in 2002 by employees other than corporate officers (four employees):<br />

Plan Total number Expiry date Purchase price<br />

March 31, 1999 17,000 March 30, 2007 €20.83<br />

204<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


I nformation about the company’s capital<br />

Capital stock<br />

As of December 31, 2002, the Company’s capital stock amounted to<br />

€259,109,146, divided into 259,109,146 shares with a par value of<br />

€1.00, all fully paid-up and of the same class.<br />

Shares may be held in registered or bearer form, at the choice of the<br />

stockholder.<br />

Specific provisions of the bylaws concerning changes in<br />

capital and other stockholder rights<br />

Not applicable.<br />

Authorization to buy back Company shares<br />

At the Annual Stockholders’ Meeting of May 28, 2003, the Managing<br />

Board will seek an authorization to carry out a share buyback program.<br />

The purpose of the buybacks will be to:<br />

- Optimize earnings per share;<br />

- Stabilize the share price by systematically buying shares against<br />

market trends;<br />

- Contribute to the management of stockholders’ equity and the<br />

Company’s cash position;<br />

- Acquire shares for issuance on redemption, conversion, exchange or<br />

exercise of share equivalents;<br />

- Acquire shares for attribution to employees, executives or officers of<br />

the Company or related entities on the exercise of stock options.<br />

The authorization is being sought for a period of 18 months and concerns<br />

the buyback of a maximum of 25,000,000 shares. The maximum<br />

purchase price is set at €65 and the minimum sale price at €40.<br />

Details of the share buyback program will be provided in an<br />

information memorandum to be approved by the Commission des<br />

Opérations de Bourse, according to French regulation.<br />

Securities not conferring a right to acquire equity capital<br />

Not applicable.<br />

Securities conferring a right to acquire equity capital<br />

Employee stock options<br />

Options to purchase existing shares of Company stock were granted<br />

to Group executives and senior managers in 2002 and prior years. As<br />

of December 31, 2002 there were 2,783,200 such options<br />

outstanding.<br />

Peugeot S.A. stock option plans in effect at December 31, 2002<br />

Number of<br />

shares to be<br />

purchased<br />

Options<br />

(of which those Number of outstanding<br />

granted to corporate Exercice Exercice Options as of<br />

Date of Managing corporate officers (1) period period exercised Dec.31,<br />

Board meeting officers (1) ) concerned begins ends Price in 2002 2002<br />

March 31, 1999 462,900 14 March 31, 2001 March 30, 2007 €20.83 17,000 415,300<br />

(183,000)<br />

October 5, 2000 709,200 13 October 5, 2002 October 4, 2008 €35.45 0 709,200<br />

(237,000)<br />

November 20, 2001 798,600 13 November 20, 2004 November 19, 2008 €46.86 0 798,600<br />

(330,000)<br />

August 20, 2002 860,100 13 August 20, 2005 August 20, 2009 €46.28 0 860,100<br />

(335,000)<br />

(1) Corporate officers are defined as members of the Managing Board, the Executive Committee and the Senior Management team.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT 205


Changes in capital stock<br />

(in number of shares, adjusted for the stock split) 2002 2001 2000 1999 1998<br />

Shares outstanding as of January 1 259,109,146 278,223,630 272,946,048 300,687,600 300,664,968<br />

- Exercise of options - - 84,300 119,520 22,620<br />

- Conversion of bonds - 4,335,516 5,193,282 38,928 12<br />

- Cancellation of shares - (23,450,000) - (27,900,000) -<br />

Shares outstanding as of December 31 259,109,146 259,109,146 278,223,630 272,946,048 300,687,600<br />

Voting rights outstanding as of December 31 313,211,826 330,352,845 354,896,226 359,047,518 396,637,224<br />

(in euros) 2002 2001 2000 1999 1998<br />

Capital stock as of January 1 259,109,146 278,223,630 272,946,048 267,397,253 267,377,127<br />

- Conversion of the capital into euros - - - 33,290,347 -<br />

- Exercise of options - - 84,300 119,520 20,115<br />

- Conversion of bonds - 4,335,516 5,193,282 38,928 11<br />

- Cancellation of shares - (23,450,000) - (27,900,000) -<br />

Capital stock as of December 31 259,109,146 259,109,146 278,223,630 272,946,048 267,397,253<br />

Diluted capital<br />

There were no share equivalents or options to purchase new shares of Peugeot S.A. stock outstanding at December 31, 2002.<br />

Identity of stockholders (Article 7 of the bylaws)<br />

The Company is entitled to request details of the identity of stockholders and holders of securities conferring the right to acquire equity capital,<br />

including the number of shares or securities held, in accordance with the applicable legislation.<br />

Ownership structure<br />

As of December 31, 2002, the capital stock consisted of 93,135,701 registered shares, held by 576 stockholders, and of 165,973,445 bearer shares.<br />

December 31, 2002 December 31, 2001 December 31, 2000 (1)<br />

(Main identified stockholders) Number of % % voting Number % % voting Number % % voting<br />

shares interest rights of shares interest rights of shares interest rights<br />

Etablissements Peugeot Frères 6,923,760 2.67 4.42 6,923,760 2.67 4.19 6,923,760 2.49 3.90<br />

La Française de Participations<br />

Financières - LFPF 9,797,880 3.78 6.26 9,797,880 3.78 5.93 9,797,880 3.52 5.52<br />

Foncière, Financière<br />

et de Participations - FFP 51,792,738 19.99 30.99 51,792,738 19.99 29.38 45,601,500 16.39 25.60<br />

Comtoise de Participation 36,000 0.01 0.01 36,000 0.01 0.01 36,000 0.01 0.01<br />

Cogevam - - - - - - 6,191,238 2.23 3.49<br />

Peugeot Family Group 68,550,378 26.46 41.68 68,550,378 26.46 39.52 68,550,378 24.64 38.53<br />

Michelin Group 2,826,000 1.09 1.80 2,826,000 1.09 1.71 9,590,100 3.45 5.40<br />

Société Générale Group 2,371,973 0.92 1.08 8,103,600 3.13 4.22 9,302,130 3.34 4.26<br />

Caisse des Dépôts Group 7,323,494 2.83 2.34 7,939,981 3.06 2.40 8,847,594 3.18 2.49<br />

Lafarge Group - - - - - - 5,280,750 1.90 2.98<br />

Treasury stock 15,208,709 5.87 - 2,994,287 1.16 - 16,044,378 5.77 -<br />

<strong>PSA</strong> corporate mutual fund 3,614,676 1.40 1.15 2,739,376 1.06 0.83 2,088,726 0.75 0.59<br />

(1) Number of shares restated for the six-for-one stock split on July 1, 2001.<br />

Other stockholders<br />

A survey of banks and brokers holding more than 150,000 shares, commissioned from the Euroclear France clearing organization on<br />

March 31, 2002 determined that there are approximately 40,935 holders of more than 50 bearer shares.<br />

There are no stockholders’ pacts in force.<br />

Directors’ interests<br />

Directors’ interests in the Company’s capital, held in the form of registered shares or stock options, represent less than 1% of total shares<br />

outstanding.<br />

206<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - APPENDICES TO THE MANAGING BOARD REPORT


S tatutory Auditors’ Report on the Consolidated<br />

Financial Statements<br />

for the years ended December 31, 2002, 2001 and 2000<br />

To the stockholders,<br />

In accordance with the terms of our appointment as auditors at the Annual Stockholders’ Meeting, we have audited the accompanying consolidated<br />

financial statements of Peugeot S.A. and its subsidiaries, stated in euros, for the years ended December 31, 2000, 2001 and 2002. These consolidated<br />

financial statements are the responsibility of the Managing Board. Our responsibility is to express an opinion on these financial statements based on<br />

our audits.<br />

We conducted the audit in accordance with the professional standards applied in France. Those standards require that we plan and perform our<br />

audits to obtain reasonable assurance that the financial statements are free from material misstatement. An audit includes examining, on a test basis,<br />

evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and<br />

significant estimates made in the preparation of the financial statements, as well as evaluating the overall financial statement presentation. We believe<br />

that our audit provides a reasonable basis for our opinion.<br />

In our opinion, the consolidated financial statements give a true and fair view of the consolidated financial position and assets and liabilities of<br />

Peugeot S.A. and its subsidiaries at December 31, 2000, 2001 and 2002 and of the consolidated results of operations for each of the three years then<br />

ended, in accordance with French accounting principles and regulations.<br />

We have also reviewed the information given in the report of the Managing Board. We have no comments as to its fair presentation and its conformity<br />

with the consolidated financial statements.<br />

Paris, March 7, 2003<br />

The Statutory Auditors<br />

Constantin Associés<br />

Coopers & Lybrand Audit SARL<br />

Member of PricewaterhouseCoopers<br />

Jean-François Serval Laurent Lévesque Pierre-Bernard Anglade Eric Bertier<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - STATUTORY AUDITORS’ REPORT 207


I nformation about Peugeot S.A.<br />

➔ History of the Company<br />

Founded in 1896, Peugeot S.A. engaged in manufacturing and sales<br />

until 1965, when it was transformed into a holding company as part of<br />

a legal and financial restructuring of the Group. Its operating activities<br />

were taken over by a subsidiary, Automobiles Peugeot.<br />

In December 1974, Peugeot S.A. began the process of joining forces<br />

with Automobiles Citroën, which at the time was suffering from the<br />

difficult market conditions created by the first oil crisis. The other<br />

stockholders of Citroën S.A. were gradually bought out and the two<br />

companies were merged on September 30, 1976.<br />

Under the terms of an agreement signed on August 10, 1978 and<br />

approved by stockholders on December 21, 1978, Peugeot S.A.<br />

acquired the Chrysler Corporation’s European manufacturing and sales<br />

operations in exchange for shares. At the end of 1980, the newlyacquired<br />

companies – which continued to do business under the Talbot<br />

marque - were transferred to Automobiles Peugeot.<br />

In 1979, Chrysler Financial Corporation’s European commercial<br />

financing subsidiaries were acquired, making a turning point in the<br />

development of the Group’s finance business. <strong>PSA</strong> Finance Holding,<br />

whose subsidiaries offer financing for Peugeot and Citroën customers<br />

in Europe, was converted into a bank in June 1995 and renamed<br />

Banque <strong>PSA</strong> Finance.<br />

Aciers et Outillages Peugeot merged with Cycles Peugeot in 1987 and was<br />

renamed Ecia. It then became Faurecia in 1998 following its friendly<br />

merger with automotive equipment manufacturer Bertrand Faure en 1998.<br />

The Automobile division was reorganized on December 31, 1998 to<br />

align legal structures with the new functional organization<br />

introduced the previous January. Automobiles Peugeot and<br />

Automobiles Citroën transferred all their motor vehicle development<br />

and manufacturing assets to Peugeot Citroën Automobiles, and their<br />

capital equipment design and manufacturing operations to Process<br />

Conception Ingénierie.<br />

In the first half of 2001, Peugeot S.A. supported Faurecia’s acquisition<br />

of Sommer Allibert’s automotive equipment business.<br />

➔ Legal Information<br />

Company name<br />

Peugeot S.A. The name « <strong>PSA</strong> Peugeot Citroën » refers to the entire group<br />

of companies owned by the Peugeot S.A. holding company.<br />

Registered office and administrative headquarters<br />

75, avenue de la Grande Armée, 75116 Paris, France.<br />

Legal form<br />

A Société Anonyme (joint stock corporation), governed by a Managing<br />

Board and a Supervisory Board under the terms of the Commercial Code.<br />

Governing law<br />

The Company is governed by the laws of France<br />

Term<br />

Date of incorporation: 1896<br />

Date term ends: December 31, 2058, unless extended or the Company<br />

is dissolved.<br />

Corporate purpose (summary of Article 3 of the bylaws)<br />

The Company’s purpose is to participate, directly or indirectly, in any<br />

and all industrial, commercial or financial activities, in France or<br />

abroad, related to:<br />

- the manufacture, sale and repair of all forms of motor vehicles;<br />

- the manufacture and sale of all steel products, tools and tooling;<br />

- the manufacture and sale of all manufacturing, mechanical and<br />

electrical engineering equipment ;<br />

- the granting of short, medium and long-term consumer loans, the<br />

purchase and sale of all marketable securities and all financial and<br />

banking transactions;<br />

- the provision of all transport and other services;<br />

- the acquisition of all real property and property rights, by any<br />

appropriate means;<br />

and generally to conduct any and all commercial, industrial, financial,<br />

securities or real estate transactions related directly or indirectly to any<br />

of the above purposes or any other purpose that contributes to the<br />

development of the Company’s business.<br />

Registration<br />

Registered in Paris, n°. B 552 100 554.<br />

Business identification (APE) code: 741 J<br />

Consultation of legal documents<br />

Legal documents concerning the Company, including the bylaws, the reports<br />

of Annual Stockholders’ Meetings, the reports of auditors and all other<br />

documents sent to stockholders may be consulted at the Company’s<br />

registered office.<br />

Fiscal year<br />

January 1 to December 31.<br />

Income appropriation (Article 12 of the bylaws)<br />

The Annual Stockholders’ Meeting has full discretionary powers to<br />

decide the appropriation of net income, except for the appropriations<br />

required by law.<br />

Exceptional events, claims and litigation<br />

No exceptional events, claims or litigation are in progress or pending<br />

that are likely to have a material impact on the results, business, assets<br />

and liabillities or financial condition of the Company or the Group.<br />

208<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - INFORMATION ABOUT <strong>PEUGEOT</strong> S.A.


➔ Stockholders’ Meetings (Article 11 of the bylaws)<br />

Notice of Meeting<br />

Stockholders’ meetings are held either at the Company’s registered<br />

office or at any other location specified in the Notice of Meeting, which<br />

is prepared in compliance with the applicable legislation.<br />

Double voting rights<br />

Fully paid-up shares registered in the name of the same stockholder for<br />

at least four years carry double voting rights.<br />

This system was maintained following the 1972 change in<br />

Peugeot S.A.’s governance structure, from a company with a Board of<br />

Directors to one with a Managing Board and a Supervisory Board. The<br />

vesting period was increased from two to four years at an Extraordinary<br />

Stockholders’ Meeting on June 29, 1987. In the event of a bonus share<br />

issue paid up by capitalizing reserves, net income or additional paid-in<br />

capital, the bonus shares issued in respect of shares carrying double<br />

voting rights will be eligible for double voting rights from issue. As<br />

prescribed by law, double voting rights are stripped from all shares<br />

converted into bearer shares or sold, except when the transfer of<br />

ownership results from an inheritance, a divorce, or a gift to a spouse<br />

or other relative in the direct line of succession.<br />

Disclosure thresholds (Article 7 of the bylaws)<br />

In addition to complying with the disclosure requirements prescribed by<br />

law, any company or natural person that becomes the direct or indirect<br />

holder of shares representing more than 2% of the capital is required to<br />

disclose their total interest to the Company within five calendar days of<br />

the date on which the shares are recorded in their account. Each<br />

additional 1% of the capital acquired must also be disclosed. These<br />

disclosure rules, which are specified in the bylaws, apply even in the<br />

case of interests in excess of the first legal disclosure threshold of 5%.<br />

In the case of non-disclosure, at the request of one or several<br />

stockholders together holding at least 5% of the capital, the undisclosed<br />

shares will be stripped of voting rights for a period of two years from<br />

the date on which the omission is remedied.<br />

There are no other bylaw clauses limiting voting rights.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - INFORMATION ABOUT <strong>PEUGEOT</strong> S.A. 209


O rganization at december 31, 2002<br />

100%<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

AUTOMOBILES S.A.<br />

AUTOMOBILES<br />

<strong>PEUGEOT</strong><br />

100%<br />

50% 50%<br />

99.99% 99.99%<br />

F<strong>RA</strong>NCE<br />

RENAULT<br />

F<strong>RA</strong>NÇAISE<br />

DE MECANIQUE<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

SOCHAUX S.N.C.<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

RENNES S.N.C.<br />

27 SALES<br />

COMPANIES<br />

80%<br />

20%<br />

99.99%<br />

99.99%<br />

100%<br />

SOCIETE DE<br />

T<strong>RA</strong>NSMISSIONS<br />

AUTOMATIQUES<br />

SOCIETE<br />

MECANIQUE<br />

AUTOMOBILE<br />

DE L’EST<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

POISSY S.N.C.<br />

SOCIETE<br />

COMMERCIALE<br />

AUTOMOBILE<br />

99.99% 99.99%<br />

99.98%<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

AULNAY S.N.C.<br />

99.99%<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

MULHOUSE S.N.C.<br />

99.99%<br />

SOCIETE<br />

DE DISTRIBUTION<br />

ET D’EXPLOITATION<br />

D’AUTOMOBILE<br />

SODEXA<br />

FIAT S.p.A.<br />

50%<br />

50%<br />

SOCIETE<br />

EUROPEENNE<br />

DE VEHICULES<br />

LEGERS DU NORD<br />

SEVELNORD<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

MECANIQUE DE<br />

L’EST S.N.C.<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

MECANIQUE DU<br />

NORD OUEST S.N.C.<br />

EUROPE<br />

50% 50%<br />

99.79%<br />

SOCIETA<br />

EUROPEA VEICOLI<br />

LEGGERI -<br />

SEVEL S.p.A.<br />

(Italy)<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

AUTOMOVILES<br />

ESPANA<br />

(Spain)<br />

79.72%<br />

CITROËN<br />

LUSITANIA S.A.<br />

(Portugal)<br />

17.91%<br />

AUTOMOVEIS<br />

CITROËN S.A.<br />

(Portugal)<br />

100%<br />

<strong>PEUGEOT</strong> CITROËN<br />

AUTOMOBILES UK<br />

(United Kingdom)<br />

<strong>PEUGEOT</strong><br />

ESPANA S.A.<br />

(Spain)<br />

<strong>PEUGEOT</strong><br />

AUTOMOBILI<br />

ITALIA S.p.A<br />

(Italy)<br />

<strong>PEUGEOT</strong><br />

PORTUGAL<br />

AUTOMOVEIS S.A.<br />

(Portugal)<br />

<strong>PEUGEOT</strong><br />

DEUTSCHLAND<br />

GmbH<br />

(Germany)<br />

99.99% 99.99%<br />

<strong>PEUGEOT</strong><br />

MOTOR<br />

COMPANY Plc<br />

(United Kingdom)<br />

95% 100%<br />

<strong>PEUGEOT</strong><br />

NEDERLAND N.V.<br />

(Netherlands)<br />

99.99% 99.99%<br />

<strong>PEUGEOT</strong><br />

BELGIQUE<br />

LUXEMBOURG S.A.<br />

(Belgium)<br />

100% 99.90%<br />

<strong>PEUGEOT</strong><br />

SUISSE S.A.<br />

(Switzerland)<br />

100% 100%<br />

<strong>PEUGEOT</strong><br />

POLSKA<br />

(Poland)<br />

<strong>PEUGEOT</strong><br />

AUSTRIA GmbH<br />

(Austria)<br />

100% 100%<br />

<strong>PEUGEOT</strong><br />

SLOVENIJA d.o.o.<br />

(Slovenia)<br />

<strong>PEUGEOT</strong><br />

HUNGARIA<br />

(Hungary)<br />

100% 100%<br />

<strong>PEUGEOT</strong><br />

HRVASTSKA d.o.o.<br />

(Croatia)<br />

<strong>PEUGEOT</strong><br />

CESKA REPUBLICA<br />

(Czech Rep.)<br />

100%<br />

<strong>PEUGEOT</strong><br />

SLOVAKIA<br />

(Slovakia)<br />

100%<br />

99.90% 96.92%<br />

91.32% 100%<br />

67.40%<br />

32.51%<br />

OTHER<br />

CONTINENTS<br />

<strong>PEUGEOT</strong> CITROËN<br />

DO B<strong>RA</strong>SIL<br />

AUTOMOVEIS Ltda<br />

(Brazil)<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

ARGENTINA S.A.<br />

(Argentina)<br />

<strong>PEUGEOT</strong><br />

CHILE<br />

(Chile)<br />

AUTOMOTORES<br />

F<strong>RA</strong>NCO CHILENA<br />

S.A.<br />

(Chile)<br />

<strong>PEUGEOT</strong><br />

MOTORS<br />

OF AMERICA INC.<br />

(United States)<br />

<strong>PEUGEOT</strong><br />

CITROËN<br />

CUKUROVA<br />

(Turkey)<br />

100%<br />

100% 40%<br />

90.70% 90.08%<br />

3.73%<br />

3.73%<br />

210<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN<br />

<strong>PEUGEOT</strong><br />

AUTOMOTIV<br />

PAZARLAMA<br />

(Turkey)<br />

<strong>PEUGEOT</strong> JAPAN<br />

(Japan)<br />

<strong>PEUGEOT</strong><br />

AUTOMOBILE<br />

NIGERIA Ltd<br />

(Nigeria)<br />

<strong>PEUGEOT</strong><br />

ALGERIE<br />

(Algeria)<br />

<strong>PEUGEOT</strong><br />

EGYPTE SAE<br />

(Egypt)<br />

DONGFENG<br />

<strong>PEUGEOT</strong> CITROËN<br />

AUTOMOBILE<br />

COMPANY Ltd<br />

(China) 19.42%


<strong>PEUGEOT</strong> S.A.<br />

100%<br />

AUTOMOBILES<br />

CITROËN<br />

71.50%<br />

FAURECIA<br />

GEFCO<br />

99.94%<br />

98.40% 100%<br />

CITER<br />

100%<br />

CITROËN<br />

CHAMP DE MARS<br />

SOCIETE<br />

COMMERCIALE<br />

CITROËN<br />

13 SALES<br />

COMPANIES<br />

94.82% 99.38%<br />

99.95%<br />

95%<br />

100%<br />

CITROËN ITALIA<br />

S.p.A.<br />

(Italy)<br />

AUTOMOVILES<br />

CITROËN ESPANA<br />

(Spain)<br />

CITROËN<br />

DEUTSCHLAND AG<br />

(Germany)<br />

GEFCO ITALIA<br />

S.p.A.<br />

(Italy)<br />

GEFCO U.K. Ltd<br />

(United Kingdom)<br />

99.75% 99.97%<br />

99.97%<br />

100%<br />

70.59%<br />

CITROËN<br />

(SUISSE) S.A.<br />

(Switzerland)<br />

AUTOMOVEIS<br />

CITROËN S.A.<br />

(Portugal)<br />

CITROËN U.K. Ltd<br />

(United Kingdom)<br />

GEFCO<br />

DEUTSCHLAND<br />

GmbH<br />

(Germany)<br />

GEFCO BENELUX<br />

S.A.<br />

(Belgium)<br />

100% 100%<br />

100%<br />

97%<br />

99.99%<br />

CITROËN<br />

DANMARK A/S<br />

(Denmark)<br />

CITROËN BELUX<br />

S.A. - N.V.<br />

(Belgium)<br />

CITROËN<br />

NEDERLAND B.V.<br />

(Netherlands)<br />

GEFCO PORTUGAL<br />

T<strong>RA</strong>NSITARIOS<br />

LIMITADA<br />

(Portugal)<br />

GEFCO ESPANA<br />

S.A.<br />

(Spain)<br />

100% 100%<br />

100%<br />

100%<br />

98.64%<br />

CITROËN<br />

SVERIGE AB<br />

(Sweden)<br />

CITROËN<br />

OSTERREICH<br />

GmbH<br />

(Austria)<br />

CITROËN<br />

NORGE A/S<br />

(Austria)<br />

GEFCO POLSKA<br />

Sp. z.o.o.<br />

(Poland)<br />

GEFCO (SUISSE)<br />

S.A.<br />

(Switzerland)<br />

100% 100%<br />

100%<br />

CITROËN<br />

SLOVENIJA d.o.o.<br />

(Slovenia)<br />

CITROËN<br />

POLSKA<br />

(Poland)<br />

CITROËN<br />

HUNGARIA<br />

(Hungary)<br />

100% 100%<br />

100%<br />

CITROËN<br />

SLOVAKIA<br />

(Slovakia)<br />

CITROËN<br />

HRVATSKA d.o.o.<br />

(Croatia)<br />

CITROËN CESKA<br />

REPUBLICA<br />

(Czech. Rep)<br />

51%<br />

100%<br />

100%<br />

100%<br />

CITROËN<br />

DO B<strong>RA</strong>SIL<br />

(Brazil)<br />

CITROËN JAPON<br />

(Japan)<br />

GEFCO<br />

DO B<strong>RA</strong>SIL<br />

Ltda<br />

(Brazil)<br />

99.99%<br />

GEFCO<br />

PARTICIPACOES<br />

Ltda<br />

(Brazil)<br />

GEFCO<br />

ARGENTINA S.A.<br />

(Argentina)<br />

87.50%<br />

GEFCO TASIMACILIK<br />

VE LOJISTIK ANONIM<br />

SIRKETI<br />

(Turkey)<br />

46%<br />

GEFCO TUNISIE<br />

(Tunisia)<br />

99.92%<br />

GEFCO MAROC<br />

(Morocco)<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN 211


74.93%<br />

84.54%<br />

AUTOMOBILES<br />

CITROËN<br />

9.02%<br />

BANQUE<br />

<strong>PSA</strong> FINANCE<br />

16.05%<br />

AUTOMOBILES<br />

<strong>PEUGEOT</strong><br />

15.45%<br />

PROCESS CONCEPTION<br />

INGENIERIE S.A.<br />

CREDIPAR<br />

99.91% 98%<br />

99.99%<br />

SOCIETE<br />

FINANCIERE DE<br />

BANQUE-SOFIB<br />

SOFI<strong>RA</strong>-SOCIETE<br />

DE FINANCEMENT<br />

DES RESEAUX<br />

AUTOMOBILES<br />

GIE <strong>PSA</strong><br />

TRESORERIE<br />

98.67% 99.99%<br />

STE DE<br />

CONSTRUCTION<br />

D’EQUIPEMENTS<br />

DE MECANISATIONS<br />

ET DE MACHINES-<br />

SCEMM<br />

99.99%<br />

STE DE<br />

CONSTRUCTIONS<br />

MECANIQUES<br />

PANHARD & LEVASSOR<br />

100%<br />

<strong>PEUGEOT</strong><br />

CITROËN MOTEURS<br />

HONDA<br />

MOTOR<br />

25%<br />

74.98%<br />

<strong>PEUGEOT</strong><br />

MOTOCYCLES<br />

100%<br />

100%<br />

99.92%<br />

100%<br />

<strong>PSA</strong> WHOLESALE Ltd<br />

(United Kingdom)<br />

<strong>PEUGEOT</strong> FINANCE<br />

INTERNATIONAL N.V.<br />

(Netherlands)<br />

<strong>PSA</strong><br />

INTERNATIONAL S.A.<br />

(Switzerland)<br />

PROCESS CONCEPTION<br />

INGENIERIE GmbH<br />

(Germany)<br />

ABBEY NATIONAL<br />

(United Kingdom)<br />

50%<br />

50%<br />

<strong>PSA</strong> FINANCE<br />

Plc<br />

(United Kingdom)<br />

100%<br />

<strong>PSA</strong> FINANCE<br />

DEUTSCHLAND<br />

GmbH<br />

(Germany)<br />

100%<br />

<strong>PSA</strong> FINANCIAL<br />

HOLDING B.V.<br />

(Netherlands)<br />

100%<br />

<strong>PSA</strong> FINANCE<br />

NEDERLAND B.V.<br />

(Netherlands)<br />

100%<br />

<strong>PSA</strong> FINANCE<br />

AUSTRIA BANK AG<br />

(Austria)<br />

<strong>PSA</strong> GESTAO-<br />

COMERCIO<br />

E ALUGER<br />

DE VEICULOS<br />

(Portugal)<br />

100%<br />

<strong>PSA</strong> FINANCE<br />

POLSKA<br />

(Poland)<br />

82.35%<br />

<strong>PSA</strong> FINANCE<br />

SUISSE S.A.<br />

(Switzerland)<br />

97% 57.69%<br />

<strong>PSA</strong> FINANCE<br />

BELUX<br />

(Belgium)<br />

100%<br />

<strong>PSA</strong> FINANCE<br />

ITALIA S.p.A.<br />

(Italy)<br />

17.62%<br />

42.31%<br />

100%<br />

100%<br />

<strong>PSA</strong> FINANCE<br />

SLOVAKIA<br />

(Slovakia)<br />

<strong>PSA</strong> FINANCE CESKA<br />

REPUBLICA<br />

(Czech. Rep)<br />

Automobile Division:<br />

Manufacturing companies<br />

99.98%<br />

BANCO <strong>PSA</strong><br />

FINANCE B<strong>RA</strong>SIL 100%<br />

S.A.<br />

(Brazil)<br />

50%<br />

99.94%<br />

<strong>PSA</strong><br />

ARRENDAMIENTO 100%<br />

100%<br />

MERCANTIL S.A.<br />

(Brazil)<br />

100%<br />

PROCESS<br />

CONCEPTION<br />

INGENIERIE DO<br />

B<strong>RA</strong>SIL Ltda<br />

(Brazil)<br />

100%<br />

PROCESS<br />

CONCEPTION<br />

INGENIERIE<br />

ARGENTINA S.A.<br />

(Argentina)<br />

Automobile Division:<br />

Sales companies<br />

Transportation and<br />

logistics companies<br />

Finance companies<br />

<strong>PSA</strong> FINANCE<br />

ARGENTINA<br />

(Argentina)<br />

Other businesses


S tockholder Information<br />

(Euronext data)<br />

All figures adjusted for the six-for-one stock split on July 2, 2001<br />

Price data<br />

2002 2001 %<br />

change<br />

(in euros) on 2001<br />

closing<br />

High Low Dec 31, 2002 High Low Dec 28, 2001 price<br />

Peugeot S.A. share 60.80 32.20 38.86 58.27 35.40 47.75 -18.62<br />

CAC 40 Index 4,720.04 2,612.03 3,063.91 5,998.48 3,463.07 4,624.58 -33.75<br />

Trading data<br />

2002 2001<br />

Daily<br />

Daily<br />

Total average Total average<br />

- Number of shares 336,650,012 1,320,196 351,792,398 1,390,484<br />

- Value (in millions of euros) 16,159.1 65.1 17,325.3 68.5<br />

Price and trading volume of the Peugeot S.A. share on the Euronext Paris First Market (Deferred Settlement Service)<br />

Share price (in euros)<br />

Trading volume<br />

Average value<br />

Low High Last Volume (in thousands of euros)<br />

2001<br />

January 39.25 47.17 45.67 32,473,080 65,436.2<br />

February 44.77 53.55 49.12 29,443,974 71,851.0<br />

March 44.17 53.67 47.83 28,236,036 62,213.6<br />

April 44.83 54.33 53.65 26,922,000 71,878.9<br />

May 51.80 58.27 54.48 30,096,246 74,338.1<br />

June 52.00 56.48 53.45 38,092,098 102,521.1<br />

July 51.90 54.60 54.00 28,951,112 70,151.7<br />

August 51.05 55.10 52.45 25,690,157 59,345.2<br />

September 35.40 52.70 40.90 38,715,273 86,307.8<br />

October 40.00 47.74 45.15 29,150,276 56,255.5<br />

November 44.15 51.10 47.28 24,200,678 53,371.5<br />

December 44.00 48.40 47.75 19,821,468 51,437.4<br />

2002<br />

January 43.42 48.15 45.83 26,726,539 55,239.2<br />

February 43.50 50.30 50.30 28,419,056 66,966.7<br />

March 50.05 57.10 56.60 28,873,327 77,086.2<br />

April 52.40 58.15 55.20 27,325,038 71,394.4<br />

May 55.55 60.80 56.50 38,009,422 101,388.8<br />

June 50.35 57.85 52.55 26,515,899 70,876.2<br />

July 40.18 52.50 49.36 32,139,845 64,706.4<br />

August 43.30 49.95 45.62 26,291,008 55,546.2<br />

September 35.52 46.20 37.41 22,641,929 43,950.2<br />

October 32.20 44.85 42.84 34,282,121 58,766.3<br />

November 40.55 47.00 45.35 24,285,899 50,453.0<br />

December 37.56 46.10 38.86 21,139,929 43,552.1<br />

2003<br />

January 36.20 41.25 38.92 23,642,388 41,820.1<br />

February 36.42 41.48 41.00 27,563,032 54,118.6<br />

March 33.53 41.30 35.84 26,972,150 48,091.3<br />

212<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - INFORMATION ABOUT <strong>PEUGEOT</strong> S.A.


L isting<br />

The Peugeot S.A. share is listed on the Euronext Paris market, where it is eligible for the deferred settlement system, as well as on the<br />

Brussels Stock Exchange. It is also traded in London on the SEAQ International system and in the United States in the form of<br />

American Depositary Receipts (ADRs), traded on the New York over-the-counter market. Each share of common stock is represented<br />

by one ADR.<br />

C oupons eligible for payment<br />

Dividends<br />

Dividend Tax credit<br />

Payment Time paid for tax Total<br />

Number Par Coupon as barred before tax already paid to income<br />

of shares value number from as from credit French Treasury per share<br />

Shares 50,110,828 FRF35 36 June 10, 1998 June 10, 2003 FRF3.00 FRF1.50 FRF4.50<br />

50,114,600 €6 37 June 9, 1999 June 9, 2004 €1.50 €0.75 €2.25<br />

45,491,008 €6 38 June 2, 2000 June 2, 2005 €2.70 €1.35 €4.05<br />

46,370,605 €6 39 May 23, 2001 May 23, 2006 €5.00 €2.50 €7.50<br />

259,109,146 €1 40 May 22, 2002 May 22, 2007 €1.15 €0.58 €1.73<br />

Other rights<br />

Number Par Coupon Ex-coupon Type<br />

of shares value value date of transaction<br />

Share 18,479,370 FRF70 26 July 15, 1987 Bonus share issue<br />

(1 new share for<br />

5 existing shares)<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - INFORMATION ABOUT <strong>PEUGEOT</strong> S.A. 213


F inancial authorizations in effect<br />

Financial authorizations in effect<br />

before the combinated Annual and Extraordinary Stockholders Meeting of May 28, 2003<br />

Maximum<br />

Granted Validity Expires capital Debt Authorization<br />

1 – Annual Stockholders Meeting<br />

Conventional bonds (1) May 24, 2000 5 years May 24, 2005 €1 billion<br />

Buyback of shares<br />

Purchase<br />

of up to<br />

25,000,000<br />

shares<br />

Maximum<br />

purchase<br />

price: €65<br />

Minimum<br />

selling<br />

May 15, 2002 18 months November 15, 2003 price: €40<br />

2 – Extraordinary Stockholders Meeting<br />

Issuance of shares for cash,<br />

with or without pre-emptive<br />

subscription rights (1) May 16, 2001 26 months July 16, 2003 €400 million (2)<br />

Convertible bonds, with or without<br />

pre-emptive subscription rights (1) May 16, 2001 26 months July 16, 2003 €400 million (2) €600 million (3)<br />

Peugeot S.A. bonds with warrants,<br />

with or without pre-emptive<br />

subscription rights (1) May 16, 2001 26 months July 16, 2003 €400 million (2) €600 million (3)<br />

Peugeot S.A. shares with warrants,<br />

with or without pre-emptive<br />

subscription rights (1) May 16, 2001 26 months July 16, 2003 €400 million (2) €600 million (3)<br />

Bonds, with or without pre-emptive<br />

subscription rights (1) May 16, 2001 26 months July 16, 2003 €400 million (2) €600 million (3)<br />

Options to purchase new<br />

or existing Peugeot S.A. shares May 15, 2002 26 months July 31, 2004 2,000,000 shares<br />

Issuance of shares when a public<br />

offer to acquire or exchange the<br />

Company’s shares is in progress May 15, 2002 May 31, 2003 €400 million (2)<br />

Cancellation of shares<br />

10% of<br />

the capital<br />

stock per each<br />

24-month<br />

May 16, 2001 24 months May 16, 2003 period<br />

(1) Data in this chart is not exhaustive and is provided solely for information purposes.<br />

(2) Together, these issues may not have the aggregate effect of increasing the Company’s capital stock to more than €400 million.<br />

(3) Debt securities may be issued in a maximum nominal amount of €600 million or the equivalent in other currencies.<br />

214<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - INFORMATION ABOUT <strong>PEUGEOT</strong> S.A.


Financial authorizations granted in resolutions<br />

submitted to the combinated Annual and Extraordinary Stockholders Meeting of May 28, 2003<br />

Maximum<br />

Granted Validity Expires capital Debt Authorization<br />

May 24, 2000 5 years May 24, 2005 €1 billion<br />

Acquisition<br />

of up<br />

to 25,000,000<br />

shares<br />

Maximum<br />

purchase<br />

price: €65<br />

Minimum<br />

selling<br />

May 28, 2003 18 months November 28, 2004 price: €40<br />

May 28, 2003 26 months July 28, 2005 €400 million (2)<br />

May 28, 2003 26 months July 28, 2005 €400 million (2) €600 million (3)<br />

May 28, 2003 26 months July 28, 2005 €400 million (2) €600 million (3)<br />

May 28, 2003 26 months July 28, 2005 €400 million (2) €600 million (3)<br />

May 28, 2003 26 months July 28, 2005 €400 million (2) €600 million (3)<br />

May 15, 2002 26 months July 31, 2004 2,000,000 shares<br />

May 28, 2003 May 31, 2004 €400 million (2)<br />

10% of<br />

the capital<br />

stock per each<br />

24-month<br />

May 28, 2003 24 months May 28, 2005 period<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - INFORMATION ABOUT <strong>PEUGEOT</strong> S.A. 215


216<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - INFORMATION ABOUT <strong>PEUGEOT</strong> S.A.


R esolutions<br />

Resolutions to be voted on in Annual<br />

Stockholders’ Meeting<br />

First resolution<br />

Approval of the Report of the Managing Board and the<br />

financial statements<br />

The Annual Meeting, having reviewed the annual financial statements,<br />

the Report of the Managing Board, the Report of the Supervisory Board<br />

and the Auditors’ Report on the annual financial statements, approves<br />

the Report of the Managing Board.<br />

The Annual Meeting approves the 2002 financial statements, showing<br />

net income of €1,189,952,655.03.<br />

Second resolution<br />

Approval of the consolidated financial statements<br />

The Annual Meeting, having reviewed the consolidated financial<br />

statements, the Report of the Managing Board and the Auditors’<br />

Report on the consolidated financial statements, approves the<br />

consolidated financial statements for the year ended December 31,<br />

2002, as presented.<br />

Third resolution<br />

Appropriation of income for the year<br />

The Annual Meeting notes that distributable income, representing net<br />

income for the year of €1,189,952,655.03, plus retained earnings<br />

brought forward from the prior year in an amount of<br />

€309,094,914.66, totals €1,499,047,569.69.<br />

The Annual Meeting resolves to appropriate distributable income as<br />

follows:<br />

- To the payment of a dividend €349,797,347.10<br />

- To untaxed reserves €94,571,545.00<br />

- To other reserves €600,000,000.00<br />

- To unappropriated retained earnings €454,678,677.59<br />

The dividend of €1.35 per share, corresponding to total revenue of<br />

€2.025 per share including the associated tax credit of €0.675, will be<br />

paid as from June 4, 2003.<br />

The Annual Meeting notes that the dividend and corresponding tax credits<br />

for the years ended December 31, 1999, 2000 and 2001 were as follows:<br />

Number<br />

Dividend before<br />

Year of shares tax credit Tax credit Total<br />

1999 45,509,460 shares €2.70 €1.35 €4.05<br />

with a par value of €6<br />

2000 47,093,191 shares €5.00 €2.50 €7.50<br />

with a par value of €6<br />

2001 255,409,004 shares €1.15 €0.58 €1.73<br />

with a par value of €1<br />

Fourth resolution<br />

Approval of the Auditors’ Report on agreements with<br />

companies that have common directors<br />

The Annual Meeting, having reviewed the Auditors’ Report on<br />

agreements with companies that have common directors, approves the<br />

Report and the transactions referred to therein.<br />

Fifth resolution<br />

Ratification of the appointment of a member of the<br />

Supervisory Board<br />

The Annual Meeting ratifies the appointment to the Supervisory Board<br />

of Thierry Peugeot, decided by the Supervisory Board on December 19,<br />

2002, to replace Pierre Peugeot, deceased. Thierry Peugeot will remain<br />

in office for the remainder of his predecessor’s term, expiring at the<br />

close of the Annual Meeting to be held in 2004 to approve the 2003<br />

financial statements.<br />

Sixth resolution<br />

Appointment of a Statutory Auditor<br />

The Annual Meeting appoints PricewaterhouseCoopers Audit SA,<br />

32 rue Guersant, Paris 17, as statutory auditor to replace Coopers &<br />

Lybrand Audit, following the latter’s resignation. PricewaterhouseCoopers<br />

Audit SA is appointed for the remainder of its predecessor’s term,<br />

expiring at the close of the Annual Meeting to be held in 2005 to<br />

approve the 2004 financial statements.<br />

Seventh resolution<br />

Appointment of an Auxiliary Auditor<br />

The Annual Meeting appoints Yves Nicolas, 32 rue Guersant, Paris 17,<br />

as auxiliary auditor for PricewaterhouseCoopers Audit SA, to replace<br />

Pierre-Louis Schneider, following the latter’s resignation. Yves Nicolas<br />

is appointed for the remainder of his predecessor’s term, expiring at the<br />

close of the Annual Meeting to be held in 2005 to approve the 2004<br />

financial statements.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - RESOLUTIONS 217


R esolutions<br />

Eighth resolution<br />

Authorization to launch a share buyback program<br />

The Annual Meeting, having reviewed the Report of the Managing<br />

Board, authorizes the Managing Board to buy and sell the Company’s<br />

shares on the stock market in order to optimize earnings per share or<br />

stabilize the market price, or for attribution on exercise of stock<br />

options granted to the employees, management or officers of the<br />

Company or any related entity, or in connection with the management<br />

of the Company’s stockholders’ equity, or cash reserves, or for<br />

attribution on redemption, conversion, exchange or exercise of share<br />

equivalents. The shares may be purchased and sold by any appropriate<br />

means and at any time, on or off-market, including through the use of<br />

put and call options and any and all other derivatives traded on a<br />

regulated market or over-the-counter.<br />

The maximum purchase price is set at €65 per share and the minimum<br />

sale price at €40 per share. As an exception to the foregoing, if any<br />

shares acquired under this authorization are attributed on exercise of<br />

stock options, as provided for in articles L 225-179 et seq. of the<br />

French Commercial Code, the price at which the shares are attributed<br />

to optionholders will be determined in accordance with the applicable<br />

legal provisions.<br />

The Managing Board may acquire up to a maximum of 25,000,000<br />

issued shares outstanding under this authorization, which is granted for<br />

a period of eighteen months from May 28, 2003 and replaces with<br />

immediate effect the previous authorization granted by the Annual<br />

Meeting held on May 15, 2002.<br />

Resolutions to be voted on in<br />

Extraordinary Stockholders’ Meeting<br />

Ninth resolution<br />

Authorization to issue equity or securities conferring the right to<br />

acquire equity directly or indirectly<br />

The Extraordinary Meeting, having reviewed the Report of the<br />

Managing Board and the Auditors’ Special Report, resolves, pursuant<br />

to Article L.225-129, paragraph III-3, of the French Commercial Code:<br />

I. To grant the Managing Board, under Article 9 of the bylaws, a 26-<br />

month authorization, with immediate effect:<br />

a. To issue, in France or abroad, on one or several occasions, shares<br />

and/or securities conferring the right to acquire equity, directly or<br />

indirectly, and/or warrants for Peugeot S.A. shares, which may or<br />

may not be attached to securities issued by Peugeot S.A., and/or<br />

b. To issue bonus shares or raise the par value of existing shares, to be<br />

paid up by capitalizing earnings, reserves or additional paid-in capital.<br />

The Peugeot S.A. shares to be issued pursuant to this authorization<br />

shall carry the same rights as existing shares, except with regard to the<br />

cum dividend date. The securities conferring the right to acquire equity<br />

may be denominated in euros or in foreign currencies.<br />

II. That:<br />

a. The aggregate number of shares issued pursuant to the<br />

authorizations given in a) and b) above (including any shares issued<br />

to protect the rights of the holders of existing securities) may not<br />

have the effect of increasing the capital—currently €259,109,146—<br />

to more than €400,000,000 and<br />

b. The aggregate nominal value of debt securities issued pursuant to<br />

this resolution may not exceed €600,000,000 or the equivalent in<br />

foreign currency,<br />

not including the value of any issue and/or redemption premiums.<br />

III. That:<br />

a. If the Managing Board issues shares with pre-emptive subscription<br />

rights for existing stockholders, any shares not taken up by<br />

stockholders exercising this right shall be offered to the other<br />

stockholders for subscription in a proportion not exceeding their<br />

existing interests in the capital.<br />

b. If the total number of shares included in the issue are not taken up<br />

by stockholders exercising their pre-emptive right, the Managing<br />

Board may decide either to limit the amount of the issue to the value<br />

of the shares subscribed, provided that at least three-quarters of the<br />

shares offered have been taken up, or to freely allocate all or some<br />

of the unsubscribed shares or to offer the unsubscribed shares for<br />

subscription by the public.<br />

c. In the case of a bonus share issue, rights to fractions of shares shall<br />

be non-transferable. The corresponding shares shall be sold and the<br />

proceeds from the sale allocated among the holders of said rights<br />

within 30 days of the date on which the whole number of shares<br />

allotted to them is recorded in their account.<br />

d. In the case of issue of compound securities, stockholders shall not<br />

have any pre-emptive right to subscribe the shares to be issued on<br />

conversion, redemption, exchange or exercise of the securities.<br />

IV. To grant full powers to the Managing Board to:<br />

- Decide on the type of securities to be issued, based on market<br />

opportunities in France and abroad, determine the characteristics of<br />

the securities and the terms and conditions subject to compliance with<br />

the applicable laws and conditions.<br />

- Carry out any and all publication and other formalities, enter into any<br />

and all underwriting agreements with any and all banks, amend the<br />

bylaws as required and generally take any other action that is necessary.<br />

V. That this authorization cancels and replaces the authorizations to<br />

issue shares and securities conferring a right to acquire equity<br />

given to the Managing Board by the Extraordinary Meeting of<br />

May 16, 2001.<br />

218<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - RESOLUTIONS


Tenth resolution<br />

Authorization to issue securities conferring a right to acquire<br />

equity without pre-emptive subscription rights<br />

The Extraordinary Meeting, having reviewed the Report of the<br />

Managing Board and the Auditors’ Special Report, resolves that the<br />

issues of shares, securities or warrants conferring a right to acquire<br />

equity, immediately or in the future, as authorized in the ninth<br />

resolution of the Meeting, may be carried out, at the Managing Board’s<br />

discretion, in France or abroad, without existing stockholders being<br />

granted a pre-emptive subscription right, within the monetary limits set<br />

forth in paragraph II a) of the ninth resolution.<br />

The Extraordinary Meeting expressly waives stockholders’ pre-emptive<br />

subscription rights in the event that the Managing Board decides to use<br />

this authorization, provided that the issue price of the shares created<br />

directly or on conversion, redemption, exchange or exercise of<br />

securities, is at least equal to the average of the prices quoted for<br />

Peugeot S.A. shares on the Paris Bourse over ten consecutive trading<br />

days selected from among the twenty trading days preceding the<br />

opening date of the issue.<br />

Eleventh resolution<br />

Authorization to issue new shares while a public offer to<br />

acquire or exchange the Company’s shares is in progress<br />

The Extraordinary Meeting resolves that the blanket authorization,<br />

granted to the Managing Board in the ninth and tenth resolutions<br />

approved by this Annual Meeting, to increase the capital to a maximum<br />

of €400,000,000 by issuing shares and securities conferring a right to<br />

acquire equity, with or without pre-emptive subscription rights, may be<br />

used by the Managing Board while a public offer to acquire or exchange<br />

the Company’s shares is in progress, provided that subscription of the<br />

shares is not restricted. This authorization shall expire at the next<br />

Annual Meeting.<br />

Twelfth resolution<br />

Authorization to carry out an employee share issue<br />

The Extraordinary Meeting, having reviewed the Report of the<br />

Managing Board and the Auditors’ Special Report, resolves, in<br />

accordance with Article L.225-129, paragraph VII, of the Commercial<br />

Code, to authorize the Managing Board to carry out one or several<br />

employee share issues, as provided for in Article L.443-5 of the Labor<br />

Code, provided that the aggregate par value of the shares issued under<br />

this authorization does not exceed €15,000,000.<br />

The Managing Board shall have full powers to determine the amount of<br />

any such share issue or issues within the above limit, as well as their<br />

timing and other terms and conditions. The Managing Board shall also<br />

determine the issue price of the new shares, subject to compliance with<br />

Article L.443-5 of the Labor Code, the basis on which such shares are<br />

to be paid up, the subscription period and the terms governing the<br />

exercise of employees’ subscription rights.<br />

The Managing Board shall also have full powers to enter into any and<br />

all agreements, take any and all measures and carry out any and all<br />

necessary formalities to render the capital increase or increases<br />

effective, and to amend the bylaws to reflect the new capital.<br />

This authorization is given for a period of twenty-six months from the<br />

date of this Meeting.<br />

Thirteenth resolution<br />

Authorization to reduce the capital stock by canceling shares<br />

bought back by the Company<br />

The Extraordinary Meeting, having reviewed the Report of the<br />

Managing Board and the Auditors’ Special Report, authorizes the<br />

Managing Board to cancel any shares held now or in the future, as<br />

purchased under the buyback program authorized in the eighth<br />

resolution of this Meeting, provided that the number of shares canceled<br />

in any twenty-four month period does not exceed one-tenth of the<br />

Company’s capital stock.<br />

The Extraordinary Meeting gives full powers to the Managing Board to<br />

reduce the capital stock on one or several occasions by canceling shares<br />

as provided for above, to amend the bylaws to reflect the new capital,<br />

to carry out any and all publication formalities, and to take any and all<br />

measures required to effect the capital reduction or reductions, directly<br />

or indirectly.<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - RESOLUTIONS 219


T he Vice Presidents Committee<br />

Thierry ARMENGAUD<br />

Chief Executive, Banque <strong>PSA</strong> Finance<br />

Alain BALDEYROU<br />

Manufacturing and Components,<br />

Trnava Manufacturing Center<br />

Vincent BESSON<br />

Citroën Marque,<br />

Products and Markets<br />

Michel BRICOUT<br />

Citroën Marque,<br />

International Sales and Marketing<br />

Patrick BRIENS<br />

Manufacturing and Components,<br />

Mulhouse Manufacturing Center<br />

Jean-Marie BROM<br />

Manufacturing and Components,<br />

Poissy Manufacturing Center<br />

Christian CARDOT<br />

Finance, Control and Performance,<br />

Automobile Accounting and<br />

Finance Management Systems<br />

Alain CORDIER<br />

Finance, Control and Performance,<br />

Budget Control<br />

Louis DEFLINE<br />

Chairman, Gefco<br />

Yann DELABRIERE<br />

Executive Vice President,<br />

Finance, Control and Performance<br />

Philippe DORGE<br />

Employee Relations<br />

and Human Resources,<br />

Institutional and Labor Relations<br />

Denis DUCHESNE<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Cooperation Platforms<br />

Xavier FELS<br />

Group Vice President,<br />

External Relations<br />

Jean-Martin FOLZ<br />

Chairman of the Managing Board<br />

Roger GARNIER<br />

Peugeot Marque,<br />

International Development<br />

Pierre GOSSET<br />

Innovation and Quality,<br />

Quality<br />

Jean-Louis GREGOIRE<br />

Group Vice President,<br />

Executive Development<br />

Bernard GUERREAU<br />

Citroën Marque,<br />

Institutional Relations<br />

Bruno de GUIBERT<br />

Peugeot Marque,<br />

Products and Markets<br />

Hervé GUYOT<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Purchasing<br />

Alain HAMM<br />

Manufacturing and Components,<br />

Sochaux Manufacturing Center<br />

Pascal HENAULT<br />

Innovation and Quality,<br />

Research and Innovation<br />

Jean JACQUEMART<br />

Citroën Marque,<br />

Sales and Marketing France<br />

Yves JOUCHOUX<br />

Peugeot Marque,<br />

Spare parts Logistics<br />

Liliane LACOURT<br />

Group Vice President,<br />

Corporate Communications<br />

Véronique LARRIEU-PELEGRY<br />

Citroën Marque,<br />

Communications<br />

Norbert LARTIGUE<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Chassis and Powertrains<br />

Hubert LEHUCHER<br />

Peugeot Marque,<br />

Sales and Marketing Europe<br />

Jean-Paul LEVEL<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Vehicle Function Activities<br />

Hubert MAILLARD<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Platform 1<br />

Christian DELOUS<br />

Peugeot Marque,<br />

International Sales and Marketing<br />

Jean-Claude HANUS<br />

Group Vice President,<br />

Legal Affairs<br />

Victor MALLO<br />

Strategy and Group Product Planning,<br />

Industrial Strategy<br />

220<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - THE VICE PRESIDENTS COMMITTEE


Daniel MARTEAU<br />

Strategy and Group Product Planning,<br />

Manufacturer Relations<br />

and Cooperation Agreements<br />

Gilles MICHEL<br />

Executive Vice President,<br />

Platforms, Technical Affairs<br />

and Purchasing<br />

Jean-Marc NICOLLE<br />

Executive Vice President,<br />

Strategy and Group Product Planning<br />

Philippe PELLETIER<br />

Manufacturing and Components,<br />

Mechanical Component Plants<br />

and Foundries<br />

Bernard PELOUX<br />

Citroën Marque,<br />

Spare parts and Services<br />

Christian <strong>PEUGEOT</strong><br />

Peugeot Marque,<br />

Marketing and Quality<br />

Robert <strong>PEUGEOT</strong><br />

Executive Vice President,<br />

Innovation and Quality<br />

Jacques PINAULT<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Platform 2<br />

Jean-Claude PLAY<br />

Manufacturing and Components,<br />

International Cooperation<br />

and Manufacturing<br />

Jean-François POLUZOT<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Platform 3<br />

Jacques POMPANON<br />

Employee Relations<br />

and Human Resources,<br />

Human Resources Development<br />

Corrado PROVE<strong>RA</strong><br />

Peugeot Marque,<br />

Communications<br />

Jean-Guy QUEROMES<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Vehicle Subassembly Activities<br />

Jean-Louis REYNAL<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Chassis and Powertrain Platform<br />

Javier RIE<strong>RA</strong> NIEVES<br />

Manufacturing and Components,<br />

Vigo Manufacturing Center<br />

Gilles ROBERT<br />

Finance, Control and Performance,<br />

International Finance<br />

Alain ROJON<br />

Manufacturing and Components,<br />

Corporate Services<br />

Sylvie RUCAR<br />

Finance, Control and Performance,<br />

Cash Management<br />

Frédéric SAINT-GEOURS<br />

Executive Vice President,<br />

Peugeot Marque<br />

Magda SALARICH<br />

Citroën Marque,<br />

Sales and Marketing Europe<br />

Claude SATINET<br />

Executive Vice President,<br />

Citroën Marque<br />

Michel SCHREIBER<br />

Strategy and Group Product Planning,<br />

Products and Marketing<br />

Paul SEVIN<br />

Peugeot Marque,<br />

Sales and Marketing France<br />

François SOULMAGNON<br />

Employee Relations<br />

and Human Resources,<br />

Training and Working Conditions<br />

Jean TANGUY<br />

Manufacturing and Components,<br />

Aulnay Manufacturing Center<br />

Claude VAJSMAN<br />

Platforms, Technical Affairs<br />

and Purchasing,<br />

Control, Information Systems,<br />

and Design Facilities<br />

Roland VARDANEGA<br />

Executive Vice President,<br />

Manufacturing and Components<br />

Jean-Luc VERGNE<br />

Executive Vice President,<br />

Employee Relations<br />

and Human Resources<br />

Yvan PLAZANET<br />

Manufacturing and Components,<br />

Rennes Manufacturing Center<br />

Henri SAINTIGNY<br />

Special Advisor to the Chairman<br />

of the Supervisory Board<br />

Daniel ZAMPARINI<br />

Innovation and Quality,<br />

Information Systems<br />

At March 1, 2003<br />

<strong>PSA</strong> <strong>PEUGEOT</strong> CITROËN - THE VICE PRESIDENTS COMMITTEE 221


12,000 copies of this report were printed<br />

Design: Department of Communication <strong>PSA</strong> Peugeot Citroën<br />

Photolibrary: <strong>PSA</strong> Peugeot Citroën - Faurecia - Gefco - Peugeot Motocycles - Photo: X - B.Garcin - Gasser<br />

Layout: Harrison&Wolf<br />

Publishing: ALTAVIA PRODITY


<strong>PEUGEOT</strong> S.A.<br />

Incorporated in France with issued capital of €259,109,146<br />

Governed by a Managing Board and a Supervisory Board<br />

Registered office: 75, avenue de la Grande Armée – 75116 Paris, France<br />

RCS Paris B 552 100 554 – Siret 552 100 554 00021<br />

Tel : 33 (1) 40.66.55.11 – Fax : 33 (1) 40.66.54.14<br />

www.psa-peugeot-citroen.com

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