The EDF group has implemented a robust Ethics and Compliance program to address the risks of prohibited and unethical practices in the conduct of business by employees or third parties.
Criticality in view of the control actions undertaken: Moderate.
The globalisation of the Group’s activities and the strengthening of regulatory frameworks repressing unethical practices especially in the conduct of business could expose the Group, its employees, or third parties acting on the Group’s behalf to criminal and civil sanctions that could adversely affect EDF’s reputation.
In France, Act no. 2016-1691 of 9 December 2016 on transparency, the fight against corruption and the modernisation of economic life requires companies to take measures to prevent and identify acts of corruption or trading in influence, under the control of a French Anti-Corruption Agency established under the Act and under penalty of administrative or criminal penalties. This law includes a system to protect whistleblowers from possible criminal or disciplinary proceedings and provides, for companies, an internal warning system (see section 1.5.3 “Regulations applicable to EDF group facilities and activities”). These regulations could increase compliance costs. Moreover, any failure to comply in any way with these regulations could lead to prosecutions being brought against EDF, which could have a negative impact on the Group’s result and reputation.
The Group has thus implemented all the necessary measures to ensure that its practices comply with the regulations in force. Reporting to the General Secretariat, the Group Ethics and Compliance Department (DECG) is responsible for disseminating knowledge of, and compliance with, the Group’s ethical values, as well as the main regulations to which the Group is subject by virtue of its activity and geographical locations, in order to prevent the risk of sanctions. It federates and controls the Group compliance activities and aims to defend and promote the Group’s culture of integrity, for the benefit of its image and reputation. It reports to the Executive Committee and the Governance and Corporate Responsibility Committee of the Board of Directors.
Proceedings or litigation could have a significant financial or reputational impact on the Group.
Criticality in view of the control actions undertaken: Moderate.
In the course of its day to day activities, the EDF group is involved in litigation, whose development or outcome could have a material adverse effect on EDF’s results or financial position.
In particular, due to its position in certain markets, the EDF group is subject, in France, to proceedings initiated by its competitors or by administrative authorities. The claims made against EDF may be significant and could lead to the payment of compensation or fine or even the issuance of injunctions that could have an impact on some of its activities. For example, in proceedings before the competition authorities in France or the European Commission, fines can amount to up to 10% of the consolidated revenues of the company concerned (or of the group to which it belongs, as the case may be). The EDF group may also be involved in litigation proceedings relating to commercial disputes with significant stakes, the outcome of which is by nature unpredictable.
The EDF group believes that it complies in general and in all countries where it carries on its activities with all specific regulations in force, and in particular those relating to the conditions for carrying on its nuclear activities, but it cannot prejudge on this point the assessment of the supervisory, administrative or judicial authorities to which the matter is referred. These risks are the subject of particular vigilance and the implementation of prevention policies (contractual policies, compliance policies, etc.). A procedure is in place for reporting to the Group’s Legal Department on significant actual or potential disputes or other litigation and investigations.
The main procedures in which EDF is involved are described in note 50 of the appendix to the consolidated financial statements and in section 7.1.5 “Litigation”.
Changes to regulations concerning energy savings certificates (ESC) could impose additional obligations on EDF and generate costs in relation thereto.
Criticality in view of the control actions undertaken: Moderate.
In France, the energy savings certificates (ESC) measure, which is set out in Articles L. 221-1 et seq. of the French Energy Code, imposes energy savings obligations on energy sellers. It sets a multi-year savings target and financial penalties for non-compliance. The Energy Transition for Green Growth Act of 17 August 2015 amended the ESC scheme as from the third period (2015-2017) of the scheme by adding to the original obligation a supplementary scheme for energy savings for households in situations of fuel poverty. Decree no. 2017-690 of 2 May 2017 set the overall level of obligations for the fourth period (2018-2020), with a doubling of objectives compared to the third period. On 9 October 2019, the French government announced the implementation of the extension of the fourth period until 2021, at the same annual bond rate, as confirmed by Decree no. 2019-1320 of 9 December 2019 (see section 1.5.3 “Regulations applicable to EDF group facilities and activities”).
The doubling of the bond, in a market where the activation of new energy-saving deposits generating Energy Saving Certificates takes time and is subject to increased competition between obligors, has led to considerable pressure, resulting in particular in a significant increase in the price paid for trading Energy Saving Certificates over-the-counter. The latter has levelled off relatively well since the beginning of 2019 under the combined effect of the Government’s “stimulus package” and the one-year extension of the fourth period. However, as these operations have yet to be completed, there is still a risk that the objective will not be achieved by the end of the period, which may therefore lead to deterioration in the Group’s financial position. Such deficit situations would also be likely to call into question the climate protection commitment set out in corporate responsibility objective no. 1 (and the ambition to ensure that each customer consumes more responsibly set out in corporate responsibility), objective no. 4 (ORE 1 and ORE 4 see section 3.2.1.1 “EDF, a company committed to climate issues (CSR Goal (CSRG) no. 1)” and section 3.2.2 “EDF, a company standing shoulder to shoulder its customers (CSR goal (CSRG) no. 4)”).
EDF is responsible for certain general interest missions, in particular public service missions, the costs of which are covered by mechanisms that might not fully compensate for the additional costs incurred in connection with these obligations, or which might be called into question.
Criticality in view of the control actions undertaken: Moderate.
The public service contract entered into by the French government and EDF on 24 October 2005 specifies the objectives and terms for performing the public service obligations that EDF is appointed to perform under law (in particular Articles L. 121-1 et seq. of the French Energy Code), and also sets out the mechanisms under which EDF is compensated for the performance of these obligations (see section 1.5.1.2 “Public service in France” and section 1.5.2.1.2 “French legislation: Energy Code –Contribution to the Public Electricity Service (CSPE)”). The forecast amount of energy public service charges to be offset in France in 2020 for EDF amounts to €7,793.6 million, according to the decision of the French Energy Regulatory Commission (Commission de régulation de l’énergie) of 11 July 2019 concerning the assessment of energy public service charges for 2020 (€6,875.4 million in charges excluding financial expenses and before schedule; -€19.1 million in financial expenses and €937.4 million adjustment under the recovery schedule). The amounts of public service charges are set out in the Finance Act of 28 December 2019 for 2020.
The development of renewable energies connected directly to the distribution network may, in certain regions, saturate the reception capacities of the source substations and networks. This situation may possibly generate local imbalances, or disputes if Enedis must disconnect certain producers or connect them with significant delays. New investments may be required in these regions, with the risk that the costs associated there with may not be taken into account.
